/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/131025.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, October 25, 2013, Vol. 17, No. 296 Headlines ALMA ENERGY: Botched Mediation Warrants Sanctions AMERICAN AIRLINES: Unions Can't Undo Consolidation, 7th Cir. Says AMERICAN AIRLINES: US Airways Defends Merger in Light of Profits ANACOR PHARMACEUTICALS: Awarded $100 Million in Damages ANACOR PHARMACEUTICALS: Awarded $13.5MM to Discover Antibiotic ANDERSON NEWS: Publishers in Price-Fixing Suit Seek Counterclaim APOLLO MEDICAL: Inks $2MM Credit Facility With NNA of Nevada ASCENSUS INC: Moody's Rates $200MM 1st Lien Term Loan 'B1' ASCENSUS INC: S&P Assigns 'B+' Rating to $215MM Sr. Facilities ASR CONSTRUCTORS: Another Meridian's Case Summary ASR CONSTRUCTORS: Inland Machinery's Case Summary ASSURED PHARMACY: Has Exchange Offer for Debenture and Warrants ATLANTIC COAST: Atlanta Fed Reserve OKs Dave Bhasin as Director AURA SYSTEMS: Incurs $3.7 Million Net Loss in Second Quarter BANCO PONTUAL: Files Ch. 15 to Locate & Capture Estate Assets BEHLING DAIRY: Case Summary & 9 Largest Unsecured Creditors BERNARD L. MADOFF: Trade Group Urges 2nd Cir. to Block Suits BERNARD L. MADOFF: Family Members Freed From $49MM UK Suit BG MEDICINE: Gilde Europe Held 2.3% Equity Stake at Oct. 1 BURLINGTON STORES: S&P Assigns 'B' Corp. Credit Rating CAMCO FINANCIAL: Accounting Firm Quits Over Huntington Merger CAMMARERI BROS: "Moonstruck" Restaurant Files for Bankruptcy CAESARS ENTERTAINMENT: Drops Application Related to Casino Bid CAPITOL BANCORP: Auction Scheduled for Nov. 18 CENGAGE LEARNING: Committee Balks at Exclusivity Extension CENTRAL ENERGY PARTNERS: Settles With Razorback for $125,000 CLEAR CHANNEL: Declares $200 Million Special Cash Dividend COMMUNITY HOME: Hires David Mullin as Special Counsel CROWN CASTLE: Moody's Affirms 'Ba2' CFR & 'Ba2-PD' Debt Ratings DEALER COMPUTER: Moody's Raises CFR & Default Rating to 'Ba3' DETROIT, MI: Retirees Committee Hires Dentons as Counsel DETROIT, MI: Trial to Prove Ch.9 Eligibility Begins DETROIT, MI: Protecting Pensions May Violate Bankruptcy Code DETROIT, MI: Unions Say City Can't Show It's Insolvent DETROIT, MI: Needs to Hand Over Jones Day Docs, Union Says DEWEY & LEBOEUF: Internet Domain Name to Be Auctioned EDISON MISSION: Ad Hoc Committee Supports NRG Deal ELBIT IMAGING: Unsecured Creditors Accept Plan of Arrangement ELCOM HOTEL: Files Liquidating Plan; Assets to Be Sold at Auction EMPIRE DIE: Aims to Auction Assets with $11.4MM Lead Bid EMPIRE DIE: Section 341(a) Meeting Scheduled for November 21 EMPRESAS OMAJEDE: Charles A. Cuprill to Step Down as Counsel ENERGY FUTURE: KKR Fights to Keep Some Stake as Bankruptcy Looms ENERGY FUTURE: Reduced Earnings to Sap Credit Recovery Values EURAMAX HOLDINGS: Scott Vansant Named SVP North America EXIDE TECHNOLOGIES: Lease Decision Period Extended Until Jan. 6 EXIDE TECHNOLOGIES: Can Employ PwC as Tax Advisor EXIDE TECHNOLOGIES: Calif. Lawmakers Blast Claims Deadline FLETCHER GRANITE: Court Dismisses Chapter 11 Case FLETCHER LEISURE: Obtains Interim Stay Under Chapter 15 FLETCHER LEISURE: Receiver Wants Ch. 15 Cases Jointly Administered FRIENDFINDER NETWORKS: Amended Joint Plan Filed FURNITURE BRANDS: Panel Hires BDO Consulting as Financial Advisor FURNITURE BRANDS: Creditors' Panel Hires Blank Rome as Co-Counsel FURNITURE BRANDS: Creditors' Panel Taps Hahn & Hessen as Counsel GENERAL MOTORS: No GUC Trust Distributions for Sept. 30 Qtr. GLOBALSTAR INC: TFC and Thermo Funding Invest $12.5 Million GMX RESOURCES: Exclusive Plan Filing Period Extended to Dec. 12 GMX RESOURCES: Amended Plan Support Agreement Filed GORDIAN MEDICAL: Committee Says Plan Provides Adequate Information GORDIAN MEDICAL: Plan Confirmation Hearing Continued to Nov. 20 GREENSHIFT CORP: Board Appoints New Management HAAS ENVIRONMENTAL: Panel Can Retain Lowenstein Sandler as Counsel HELIX ENERGY: Moody's Withdraws B1 CFR & Ba2 Rating on Sec. Notes HOWREY LLP: Law Firms, Ex-Partners to Return $2MM in New Deals HOWREY LLP: Strikes Settlements With Ropes & Gray, Venable HOUSTON REGIONAL: Houston Rockets Basketball Team Backs Sale INT'L COMMERCIAL TV: Has IPO of 5 Million Common Shares INT'L FOREIGN EXCHANGE: Seeks Ch.11 Amid Market 'Deterioration' KIK CUSTOM: Moody's Affirms B3 CFR & Rates First Lien Term Loan B2 KIT DIGITAL: NY Court Won't Revive Investor Malpractice Suit LEE'S FORD: Cash Access BB&T Cash Collateral Until Nov. 11 LEHMAN BROTHERS: Sues Giants Stadium for $94 Million on Swaps LEHMAN BROTHERS: FHFA Wants $1.2BB Claim Handled Out of Bankruptcy LIME ENERGY: John Hurvis Holds 25.1% Equity Stake at Oct. 10 LONE PINE: Granted Chapter 15 Protection LONGVIEW POWER: Fights to Tap $59MM Credit Line MANTARA INC: Files Ch.11; Sells Trading Software to Deutsche Bank MF GLOBAL: Wants $2.5 Million Cut From Creditors' Fees MONTREAL MAINE: Can Obtain $3-Mil. Financing From Camden National MSD PERFORMANCE: Creditors' Panel Hires Blank Rome as Counsel MSD PERFORMANCE: Taps Carl Marks as Financial Advisors MSR HOTELS: Judge Wants Secured Lender Deal Reworked MUSCLEPHARM CORP: Former GlaxoSmithKline Executive Named CMO MUSCLEPHARM CORP: Brad Pyatt Reports 5.8% Equity Stake MUSCLEPHARM CORP: Cory Gregory Held 3.4% Stake at March 26 N-VIRO INTERNATIONAL: Extends Maturity of Monroe Bank Facility NATIONAL HOLDINGS: Completes Merger With Gilman Ciocia NAVISTAR INTERNATIONAL: Updates Description of Capital Stock NEXT 1 INTERACTIVE: Incurs $5.4 Million Net Loss in 2nd Quarter NORCRAFT CO: Moody's Places 'B3' CFR Under Review For Upgrade NORTH TEXAS BANCSHARES: DIP Request On Hold Amid Creditor Worries OCEANSIDE MILE: Section 341(a) Meeting Set on November 18 ONCURE HOLDINGS: Wants Plan Filing Period Extended to Jan. 13 ONCURE HOLDINGS: Wants Lease Decision Period Extended to January 2 OPPENHEIMER PARTNERS: Warnicke Replaces Gordon Silver as Counsel ORAGENICS INC: Files Copy of Investor Presentation With SEC ORCHARD SUPPLY: Plan Proposes 2%-3% Recovery for Unsecured Claims ORCHARD SUPPLY: Lease Decision Deadline Extended to Jan. 13 ORCHARD SUPPLY: BMC Group Retention to Include Admin. Services OUI FINANCING: French Safeguard Bankruptcy Plan Enforceable in US OVERLAND STORAGE: Extends Office Lease With Overtape to 2019 PACIFIC GOLD: Effects 1-for-120 Reverse Split of Common Stock PAINTED DESERT: Voluntary Chapter 11 Case Summary PANACHE BEVERAGE: Shareholders' Meeting Held on October 16 PARK SIDE: Bankr. Court Confirms Plan of Liquidation PETER DEHAAN: Court Confirms Chapter 11 Plan PLATINUM PROPERTIES: May Decide on CP VIII Lease by May 21 RADIOSHACK CORP: Fitch Sees No Sign of Turnaround at Firm RESIDENTIAL CAPITAL: RMBS Insurer Wants Right to Go After Claims RESIDENTIAL CAPITAL: Objections Filed to Chapter 11 Plan REVSTONE INDUSTRIES: Judge Warns About Potential Trustee REVSTONE INDUSTRIES: Creditor Wins Right to Probe U.S. Tool Unit ROSELAND VILLAGE: 4th Amended Plan Gets Confirmed in Open Court SAND TECHNOLOGY: Files Copy of Plan of Arrangement With SEC SAVIENT PHARMACEUTICALS: Employs Cole Schotz as Conflicts Counsel SAVIENT PHARMACEUTICALS: Hires Lazard Freres as Investment Banker SAVIENT PHARMACEUTICALS: Employs GCG Inc. as Claims & Admin. Agent SEQUENOM INC: Obtains "Markman Ruling" From Calif. District Court SOUTHERN OAKS: Court Confirms 2nd Amended Plan of Reorganization SPECIALTY PRODUCTS: PI Committee & FCR File 3rd Amended Plan SPENDSMART PAYMENTS: Has $4.6MM Restated Net Loss in March 31 Qtr. SPENDSMART PAYMENTS: Incurs $4.1-Mil. Net Loss in June 30 Quarter SPRINGLEAF FINANCE: Nardone and Smith Resign From Board STELLAR BIOTECHNOLOGIES: Incurs $1.2 Million Loss in 3rd Quarter T3 MOTION: Securities Delisted From NYSE MKT TC GLOBAL: Seeks $550,000 From Buyer for Post-Closing Costs TECHPRECISION CORP: Marcum Replaces KPMG as Accountants TGGT HOLDINGS: Moody's Assigns 'B2' CFR & Rates $550MM Loan 'B2' TITAN ENERGY: Posts $303,400 Net Income in Third Quarter TOWN SPORTS: S&P Assigns 'B+' Rating to $370MM Credit Agreement TOWN SPORTS: Moody's Rates $370MM Secured Loan Facilities 'Ba3' TOWN SPORTS: S&P Assigns 'B+' Rating to $370MM Credit Agreement TRANS-LUX CORP: To Implement Reverse/Forward Stock Split UNIVERSITY GENERAL: Files Form 10-K; Incurs $3.9MM Loss in 2012 VALLEJO, CA: Water-Bond Deal to Be First Since 2008 Bankruptcy VICTORY ENERGY: Board Chairman Quits VILLAGE AT KNAPP'S: Files List of Top Unsecured Creditors VISTEON CORP: Retirees Can Keep Fighting for Benefits, Judge Says WATERSTONE AT PANAMA: Must File Stipulation on Cash Use by Nov. 5 WINTDOTS DEVELOPMENT: Bankruptcy Court Dismisses Chapter 11 Case WOUND MANAGEMENT: BMI Agrees to Provide $2-Mil. Additional Loan XZERES CORP: Incurs $1.9 Million Net Loss in Second Quarter * Fitch Says U.S. Banks' Revenue Challenges Clear in 3Q Results * American Realty, Cole Real Estate to Combine in $11.2BB Deal * Bank of America "Hustle" Trial Nears Close * Blackstone Funding Largest U.S. Single-Family Rentals Company * Ex-Jefferies Executive Loses Bid to Toss TARP Charges * Fed Official Says Big Banks Should Hold Long-Term Debt * Fed's Lacker Says Bankruptcy "Best" for Failing Banks * Investors Seek $5.75BB From JPMorgan to Recoup MBS Losses * Judge Rebuffs Constitutional Challenge to Consumer Bureau * SEC Criticizes Management at Options Clearing Corp. * 4th Cir. Says Ex-NASA Contractor Can't Stay Iran Embargo Case * 6th Circuit Parses When FDCPA Claim Is Deemed to Arise * Appeals Court Says Judge-Run Arbitration "Unconstitutional" * Punitive Damages Are Nondischargeable, BAP Panel Rules * BOOK REVIEW: Jacob Fugger the Rich: Merchant and Banker of Augsburg, 1459-1525 ********* ALMA ENERGY: Botched Mediation Warrants Sanctions ------------------------------------------------- Law360 reported that the liquidating trustee for bankrupt Alma Energy LLC urged the Sixth Circuit on Oct. 21 to uphold sanctions against two companies that allegedly breached coal purchase agreements with Alma, accusing them of gross misconduct during mediation. According to the report, a $30,052 sanction against Kentucky-based energy investors Banner Industries of N.E. Inc., Pikeville Energy Group LLC and Pikeville principal Gary J. Richard should be upheld for gross misconduct during mediation proceedings, Alma's Chapter 7 trustee Phaedra Spradlin told the appeals court. The case is In re: Phaedra Spradlin, et al v. Gary Richard, et al., Case No. 13-5629 (6th Cir.). About Alma Energy Alma Energy, LLC, owned rights to mine coal on two tracts of land located in Pike County, Ky. Out of cash, the Debtor suspended its mining operation and sought chapter 11 protection (Bankr. E.D. Ky. Case No. 07-70370) on August 13, 2007. The mining operation was restarted in 2008 with funding by Pikeville Energy Group, LLC, but halted again during the chapter 11 proceeding. On April 17, 2009, the United States Trustee moved to dismiss the case or convert it to a Chapter 7 liquidation proceeding. On May 20, 2009, the bankruptcy court entered an order converting the Debtor's case to one under Chapter 7, and the U.S. Trustee appointed Phaedra Spradlin as the Chapter 7 trustee. AMERICAN AIRLINES: Unions Can't Undo Consolidation, 7th Cir. Says ----------------------------------------------------------------- Law360 reported that the Seventh Circuit ruled on Oct. 18 that the Transport Workers Union of America had the authority to merge five local unions representing American Airlines Inc. mechanics, rejecting the TWU locals' bid to unwind the consolidation. According to the report, the three-judge panel affirmed a district court finding the TWU was within its rights to consolidate the five locals, rejecting their argument that the union's interpretation of its constitution was patently unreasonable. "TWU's actions fall wholly within the scope of the authority granted to it," the appeals court ruled, the report cited. 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 bankruptcy judge on Sept. 12, 2013, confirmed AMR Corp.'s plan to exit bankruptcy through a merger with US Airways. By distributing stock in the merged airlines, the plan is designed to pay all creditors in full, with interest. Judge Sean Lane confirmed the Plan despite the lawsuit filed by the U.S. Department of Justice and several states' attorney general complaining that the merger violates antitrust laws. The plan confirmation order means that if AMR and US Airways win the Justice Department lawsuit or settle with the government, the merger plan can go into effect. The antitrust suit is U.S. v. US Airways Group Inc., 13-cv-1236, U.S. District Court, District of Columbia (Washington). 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 AIRLINES: US Airways Defends Merger in Light of Profits ---------------------------------------------------------------- Jack Nicas, writing for Daily Bankruptcy Review, reported that on the heels of strong results from its proposed merger partner AMR Corp., US Airways Group Inc., posted a $216 million third-quarter profit on Oct. 24. But despite their successes, US Airways said the airlines still need to merge to compete. "As well as we're doing, we still have a company that is nowhere near investment grade, nowhere near where other companies that merge in other businesses are," US Airways Chief Executive Doug Parker said to close an earnings call, the report related. "Just want to make sure everybody understands: What we're really talking about here is merging a single-B credit with a bankrupt credit." The report further related that the U.S. Justice Department is suing to block the airlines' merger, saying it would hurt competition, leading to less service and higher fares for fliers. The Justice Department has said in court filings that the two airlines' recent success proves they are fine on their own. The two sides are scheduled to face off in court next month. US Airways reported net income of $216 million, or $1.04 a share, down from $245 million, or $1.24 a share, a year prior, the report said. The 12% drop in profit was largely because of merger- related expenses and a $120 million income-tax liability, compared with just $1 million a year prior, because of complex financial- reporting rules related to income-tax waivers the company holds. The company said it posted a record pretax profit, and its revenue increased 9.1% year-over-year to a record $3.9 billion, the report added. 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 bankruptcy judge on Sept. 12, 2013, confirmed AMR Corp.'s plan to exit bankruptcy through a merger with US Airways. By distributing stock in the merged airlines, the plan is designed to pay all creditors in full, with interest. Judge Sean Lane confirmed the Plan despite the lawsuit filed by the U.S. Department of Justice and several states' attorney general complaining that the merger violates antitrust laws. The plan confirmation order means that if AMR and US Airways win the Justice Department lawsuit or settle with the government, the merger plan can go into effect. The antitrust suit is U.S. v. US Airways Group Inc., 13-cv-1236, U.S. District Court, District of Columbia (Washington). 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) ANACOR PHARMACEUTICALS: Awarded $100 Million in Damages ------------------------------------------------------- Anacor Pharmaceuticals said the arbitrator appointed to resolve its dispute with Valeant Pharmaceuticals, Inc., successor in interest to Dow Pharmaceutical Sciences, Inc., has issued an Interim Final Award in favor of Anacor, awarding Anacor $100 million in damages as well as all costs of the arbitration and reasonable attorney's fees. The parties may apprise the arbitrator of any issues not resolved in the Interim Final Award order within 10 days, and responses to any such submission are due within 15 days of the date of the Interim Final Award. If no submissions are made, this Interim Final Award will become final. The Final Award will be submitted to the court of appropriate jurisdiction for confirmation and enforcement. The timeframe for this legal process is subject to the court's time schedule; however, Anacor currently expects confirmation of the award before year-end 2013 at which point the judgment will become enforceable. Valeant will likely have 60 to 100 days, but in no event more than 180 days, from the date of confirmation to appeal the decision to confirm the award. In order to reverse the Arbitrator's decision, under California law the courts would have to determine the occurrence of one of the events described under Section 1286.2(a) of the California Code of Civil Procedure. In addition to the claims related to this ruling, Anacor believes it has additional claims against Valeant related to separate contractual rights and intellectual property rights and is evaluating options for pursuing those claims independently of this decision. About Anacor Pharmaceuticals Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a biopharmaceutical company focused on discovering, developing and commercializing novel small-molecule therapeutics derived from its boron chemistry platform. Anacor has discovered eight compounds that are currently in development. Its two lead product candidates are topically administered dermatologic compounds ? tavaborole, an antifungal for the treatment of onychomycosis, and AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of atopic dermatitis and psoriasis. As reported in the TCR on Mar 25, 2013, Ernst & Young LLP, in Redwood City, California, in its report on the Company's financial statements for the year ended Dec. 31, 2012, expressed substantial doubt about the Company's ability to continue as a going concern, citing the Company's recurring losses from operations and its need for additional capital. The Company's balance sheet at June 30, 2013, showed $56.97 million in total assets, $49.56 million in total liabilities, $4.95 million of redeemable common stock, and stockholders' equity of $2.46 million. ANACOR PHARMACEUTICALS: Awarded $13.5MM to Discover Antibiotic -------------------------------------------------------------- Anacor Pharmaceuticals has entered into a research agreement with the United States Department of Defense, Defense Threat Reduction Agency (DTRA) to design and discover new classes of systemic antibiotics. A drug discovery consortium formed by Anacor, Colorado State University (C.S.U.) and the University of California at Berkeley (U.C. Berkeley) will conduct the research over a three and a half year period. The work is funded by a $13.5 million award from DTRA's R&D Innovation and Systems Engineering Office which was established to search for and execute strategic investments in innovative technologies for combating weapons of mass destruction. "Increasing resistance to existing antibiotics has created a critical need for new classes of antibiotics. We are pleased that DTRA recognizes the potential of Anacor's innovative boron chemistry, and we are looking forward to collaborating with DTRA, C.S.U and U.C. Berkeley on this important research," said David Perry, Anacor's chief executive officer. Under this award, Anacor will apply its boron chemistry to discover rationally designed novel antibiotics that target DTRA- priority pathogens known to exhibit resistance to existing antibiotics. This work will be performed in collaboration with Dr. Richard Slayden, Associate Director for the Center for Environmental Medicine, Department of Microbiology, Immunology and Pathology, Colorado State University and two University of California Berkeley researchers, Dr. Jamie Cate, Professor of Biochemistry, Biophysics and Structural Biology and of Chemistry, and Dr. Jonas Noeske, all widely regarded as experts in the field. The new classes of boron-containing antibiotics would be considered for further development by DTRA as part of ongoing programs to improve medical countermeasures against biological threats. About Anacor Pharmaceuticals Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a biopharmaceutical company focused on discovering, developing and commercializing novel small-molecule therapeutics derived from its boron chemistry platform. Anacor has discovered eight compounds that are currently in development. Its two lead product candidates are topically administered dermatologic compounds ? tavaborole, an antifungal for the treatment of onychomycosis, and AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of atopic dermatitis and psoriasis. As reported in the TCR on Mar 25, 2013, Ernst & Young LLP, in Redwood City, California, in its report on the Company's financial statements for the year ended Dec. 31, 2012, expressed substantial doubt about the Company's ability to continue as a going concern, citing the Company's recurring losses from operations and its need for additional capital. The Company's balance sheet at June 30, 2013, showed $56.97 million in total assets, $49.56 million in total liabilities, $4.95 million of redeemable common stock, and stockholders' equity of $2.46 million. ANDERSON NEWS: Publishers in Price-Fixing Suit Seek Counterclaim ---------------------------------------------------------------- Law360 reported that magazine publishers Time Inc., Rodale Inc. and others targeted in an antitrust suit by Anderson News LLC moved on Oct. 17 to bring a counterclaim against the bankrupt magazine wholesaler, alleging it was Anderson itself that conspired to fix prices. According to the report, Anderson's antitrust action in New York federal court alleges that magazine publishers and distributors colluded to reject a proposed 7-cent surcharge on magazines in a bid to drive the wholesaler out of business, but Time and others claim new evidence shows they were actually the target of a price- fixing conspiracy. About Anderson News Anderson News LLC was a sales and marketing company for books and magazines. Anderson News ceased doing business in February 2009, and was the subject of an involuntary Chapter 7 petition filed by certain of its creditors (Bankr. D. Del. Case No. 09-10695) on March 2, 2009. The publishing companies claimed that Anderson News owes them a combined $37.5 million. An order for relief was entered on Dec. 30, 2009, and the bankruptcy case was converted from one under Chapter 7 to one under Chapter 11 on the same day. APOLLO MEDICAL: Inks $2MM Credit Facility With NNA of Nevada ------------------------------------------------------------ Apollo Medical Holdings, Inc., entered into a $2 million secured revolving credit facility with NNA of Nevada, Inc., as lender. The Company and its subsidiaries are guarantors of the Company's obligations under the Credit Agreement. Loans drawn under the Credit Agreement are secured by all of the assets of the Company and its subsidiaries, including a security interest in the deposit accounts of the Company and its subsidiaries and a pledge of the shares in the Company's subsidiaries. Amounts outstanding under the Credit Agreement accrue interest at a rate equal to the sum of (i) LIBOR and (ii) six percent. Interest is payable on the last business day of each successive month, in arrears, commencing Oct. 31, 2013, and at each month-end thereafter. Loans under the Credit Agreement are repayable on or before June 30, 2014. The Company agreed to pay the Lender a facility fee, on the last business day of each month, at a per annum rate of 1.0 percent of the average daily unused portion of the revolving commitments under the Credit Agreement. On Oct. 16, 2013, borrowings by the Company under the Credit Agreement were used to repay the Company's $500,000 senior secured note, held by SPAGUS Apollo, LLC, and the Company borrowed an additional $300,000 under the Credit Agreement for working capital. In addition, on Oct. 16, 2013, the Company paid the Lender $20,000 as an upfront fee. The Company is also involved in continuing discussions with the Lender relating to longer term financing arrangements, but there is currently no binding commitment regarding any such financing arrangements and it remains uncertain as to whether any additional transaction will be successfully concluded. A copy of the Credit Agreement is available for free at: http://is.gd/7H17Za About Apollo Medical Glendale, Calif.-based Apollo Medical Holdings, Inc., provides hospitalist services in the Greater Los Angeles, California area. Hospitalist medicine is organized around the admission and care of patients in an inpatient facility such as a hospital or skilled nursing facility and is focused on providing, managing and coordinating the care of hospitalized patients. Kabani & Company, Inc., in Los Angeles, California, issued a "going concern qualification on the consolidated financial statements for the fiscal year ended Jan. 31, 2013. The independent auditors noted that the Company had a loss from operations of $2,078,487 for the year ended Jan. 31, 2013, and had an accumulated deficit of $11,022,272 as of Jan. 31, 2013. These factors raise substantial doubt about the Company's ability to continue as a going concern. Apollo Medical reported a net loss of $8.90 million on $7.77 million of net revenues for the year ended Jan. 31, 2013, as compared with a net loss of $720,346 on $5.11 million of net revenues for the year ended Jan. 31, 2012. The Company's balance sheet at July 31, 2013, showed $3.13 million in total assets, $4.40 million in total liabilities, and a $1.26 million total stockholders' deficit. ASCENSUS INC: Moody's Rates $200MM 1st Lien Term Loan 'B1' ---------------------------------------------------------- Moody's Investors Service assigned B1 ratings to Ascensus, Inc.'s proposed $200 million first lien term loan and $15 million revolver and a Caa1 rating to the $92 million second lien term loan. The corporate family rating was affirmed at B2 while the probability of default rating was raised to B2-PD from B3-PD to reflect the dual class debt (as opposed to an all first lien debt structure previously). The rating outlook is stable. The proceeds from the new financing will be used to repay the existing senior secured debt and to fund the acquisition of Upromise, a program manager and record keeper of 529 college savings plans, from SLM Corporation. The B2 ratings on the existing first lien term loan and revolver will be withdrawn upon closing. Ratings Rationale: With the acquisition of Upromise, which Moody's estimates will provide about one-third of consolidated profits in 2014, Ascensus diversifies its revenue stream into a similar processing market, where scale and long-term contracts should provide a basis for steady profits and cash flow. Ascensus will still have relatively high revenue concentration with about half of its Plan Services Group segment revenues (nearly 80% of standalone Ascensus revenues) being derived from three financial institution partners that refer business to the Ascensus platform. With the Upromise acquisition, remaining integration of the ExpertPlan acquisition (a provider of recordkeeping and administrative services for very small plans; acquired in December 2012), and certain investment costs required to convert new clients, free cash flow will likely remain modest through the end of 2014. With Moody's estimate of about $20 million of free cash flow for the next year, financial leverage will likely remain high at about 5 times, although in line with other companies also rated at the B2 level. The stable outlook reflects Moody's expectation of organic growth of mid single digits, operating margins in the low teens percentage for 2014, and adjusted debt to EBITDA of about 5 times by the end of 2014. Moody's also expects a smooth integration of the ExpertPlan and Upromise acquisitions, with minimal synergies from Upromise as it will be operated as a standalone entity. The ratings could be upgraded if Ascensus achieves meaningful organic revenue growth in the high single digits, free cash flow to debt of 10%, and adjusted debt to EBITDA below 4 times on a sustained basis with an expectation of disciplined financial policies. Downward ratings pressure could arise if Moody's anticipates debt to EBITDA could exceed 5.5 times, or financial policies become more aggressive with additional debt funded dividend payments or acquisitions. The following ratings were assigned: 1st lien revolver -- B1 (LGD3 -- 34%) 1st lien Term Loan -- B1 (LGD3 -- 34%) 2nd lien Term Loan -- Caa1 (LGD5 -- 86%) The following rating was affirmed: Corporate Family Rating -- B2 The following rating was revised: Probability of Default Rating -- B2-PD from B3-PD The following ratings will be withdrawn upon close: 1st lien revolver -- B2 (LGD3 -- 35%) 1st lien Term Loan -- B2 (LGD3 -- 35%) The rating outlook is stable. ASCENSUS INC: S&P Assigns 'B+' Rating to $215MM Sr. Facilities -------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B+' senior secured debt rating to Dresher, Pa.-based Ascensus Inc.'s proposed $215 million first-lien senior credit facilities (consisting of a $15 million revolving credit facility and $200 million first lien term loan). The recovery rating on the first-lien credit facilities is '2', indicating S&P's expectation of substantial recovery (70%-90%) in a default scenario. S&P also assigned a 'CCC+' issue-level rating to the company's proposed $92 million second-lien term loan. The recovery rating on the second-lien term loan is '6', indicating S&P's expectation of negligible recovery (0% to 10%) in a default scenario. S&P expects the company to use proceeds from the proposed transaction to fund its $123 million acquisition of Upromise Investments Inc. and to refinance its existing $185 million senior secured credit facilities. S&P estimates that this proposed transaction increases leverage to a pro forma level of about 5.8x from about the low-5x area for the 12 months ending June 30, 2013. S&P expects the integrations of ExpertPlan (acquired in December) and Upromise to be smooth, and for adjusted leverage to decrease towards the low- to mid-5x area over the next year, mainly through required annual amortization and excess cash flow payment. S&P's ratings on Ascensus reflect its view that the company's financial risk profile continues to be "highly leveraged," based on its aggressive financial policy and high adjusted pro forma leverage above 5x. S&P believes majority ownership by a financial sponsor and board control will influence the company's financial policy. In addition, S&P continues to consider Ascensus' business risk profile to be "vulnerable," supported by its participation in the competitive outsourced retirement plan/savings and administration services industry that could be susceptible to weak economic conditions or changing regulations, and its limited geographic diversity. While the Upromise acquisition expands the company into the 529 Plan industry and increases its scale, S&P continues to view the company as a small player relative to larger, more diversified competitors like Automatic Data Processing Inc. (AAA/Stable/A-1+). RATINGS LIST Ascensus Inc. Corporate credit rating B/Stable/-- New Ratings Ascensus Inc. Senior secured $200 mil. first-lien term loan B+ Recovery rating 2 $15 mil. first-lien revolver B+ Recovery rating 2 $92 mil. second-lien term loan CCC+ Recovery rating 6 ASR CONSTRUCTORS: Another Meridian's Case Summary ------------------------------------------------- Debtor: Another Meridian Company, LLC 5230 Wilson Street Riverside, CA 92509 Case No.: 13-27529 Chapter 11 Petition Date: October 23, 2013 Court: United States Bankruptcy Court Central District of California (Riverside) Judge: Hon. Wayne E. Johnson Debtor's Counsel: James C Bastian, Jr., Esq. 8105 Irvine Ctr Dr Ste 600 Irvine, CA 92618 Tel: 949-340-3400 Email: jbastian@shbllp.com Total Assets: $2.66 million Total Debts: $3.92 million The petition was signed by Alan Regotti, managing member. A list of the Debtor's two largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb13-27529.pdf Pending Bankruptcy Cases Filed by Affiliate of this Debtor: Chapter 11 Case of In re ASR Constructors, Inc. United States Bankruptcy Court, Central District of California, Riverside Division Case No. 6:13-bk-25794-MH Petition Date: September 20, 2013 Relationship to the Debtor: Common Owners Judge: Honorable Mark Houle Chapter 11 case of In re Inland Machinery, Inc. Case is being filed concurrent herewith in the Central District of California, Riverside Division Case number and judge to be determined Relationship to the Debtor: Common Owners ASR CONSTRUCTORS: Inland Machinery's Case Summary ------------------------------------------------- Debtor: Inland Machinery, Inc. 5230 Wilson Street Riverside, CA 92509 Case No.: 13-27532 Chapter 11 Petition Date: October 23, 2013 Court: United States Bankruptcy Court Central District of California (Riverside) Judge: Hon. Deborah J. Saltzman Debtor's Counsel: James C Bastian, Jr., Esq. 8105 Irvine Ctr Dr Ste 600 Irvine, CA 92618 Tel: 949-340-3400 Email: jbastian@shbllp.com Total Assets: $2.38 million Total Debts: $2.32 million A list of the Debtor's two largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb13-27532.pdf Pending Bankruptcy Cases Filed by Affiliate of this Debtor: Chapter 11 Case of In re ASR Constructors, Inc. United States Bankruptcy Court, Central District of California, Riverside Division Case No. 6:13-bk-25794-MH Petition Date: September 20, 2013 Relationship to the Debtor: Common Owners Judge: Honorable Mark Houle ASSURED PHARMACY: Has Exchange Offer for Debenture and Warrants --------------------------------------------------------------- Assured Pharmacy, Inc., has commenced an offer to exchange outstanding 16 Percent Senior Convertible Debentures and warrants to purchase common stock issued under a private placement in 2011 through 2012 for either of the following options: Option #1: The issuance of restricted shares of common stock for the settlement of the balance of the Eligible Debenture, which will consist of principle plus the currently outstanding unpaid interest as of Sept. 30, 2013, at $0.60 per share with the issuance of new warrants to purchase common stock at an exercise price of $0.60 per share for the first 12 months following the closing date of the issuer tender offer and $0.75 thereafter for the remainder of the New Warrant's term, with that term to be an extension of the term of the Eligible Warrant by an additional three years; or Option #2: The issuance of amended and restated debentures which include the principal balance plus all accrued and unpaid interest as of Sept. 30, 2013, of the Eligible Debentures with a reduction of the interest rate from 16 percent to 10 percent, the extension of the maturity date for an additional three years past the Eligible Debenture's maturity date, reduction of the conversion price to $0.75 per share, and execution of a subordination agreement pursuant to which the Company will make no further payments to the debt holders until such time as the redemption of certain Series D Preferred Stock has been made in full and the issuance of New Warrants, the expiration date of which will be three years past the expiration date set forth in the Eligible Warrants and a reduction of the conversion price to $0.75 per share. "We believe that the exchange offer is mutually beneficial for the holders of the Debenture(s) and Warrant(s) and Assured Pharmacy," said Robert DelVecchio, chief executive officer of the Company. "We are making this Offer to settle the balances of the Eligible Securities and to give the holders an opportunity to choose whether they want to receive shares and warrants or a new debenture and warrants for the exchange of their Eligible Securities. The exchange under the Offer provides an opportunity for the Company to relieve some of the outstanding debt as we are raising additional funds to finance operations." A copy of the Schedule TO is available for free at: http://is.gd/Vls4aI About Assured Pharmacy Headquartered in Frisco, Texas, Assured Pharmacy, Inc., is engaged in the business of establishing and operating pharmacies that specialize in dispensing highly regulated pain medication for chronic pain management. The Company was organized as a Nevada corporation on Oct. 22, 1999, under the name Surforama.com, Inc., and previously operated under the name eRXSYS, Inc. The Company changed its name to Assured Pharmacy, Inc., in October 2005. Assured Pharmacy disclosed a net loss attributable to the Company of $4 million on $14.14 million of sales for the year ended Dec. 31, 2012, as compared with a net loss attributable to the Company of $3.27 million on $16.44 million of sales in 2011. BDO USA, LLP, in Dallas, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at June 30, 2013, showed $1.12 million in total assets, $10.02 million in total liabilities and a $8.90 million stockholders' deficit. Bankruptcy Warning "We are attempting to extend the maturity date of all outstanding debt securities due in the years 2012 and 2013, but can provide no assurance that the holders of such securities will agree to extend the maturity date on these securities on acceptable terms. We are also discussing the possibility of these debt holders converting the securities into equity. If our debt holders choose not to convert certain of these securities into equity, we will need to repay such debt, or reach an agreement with the debt holders to extend the terms thereof. If we are forced to repay the debt, this need for funds would have a material adverse impact on our business operations, financial condition and prospects, would threaten our ability to operate as a going concern and may force us to seek bankruptcy protection," the Company said in the quarterly report for the period ended June 30, 2013. ATLANTIC COAST: Atlanta Fed Reserve OKs Dave Bhasin as Director --------------------------------------------------------------- The Federal Reserve Bank of Atlanta notified Atlantic Coast Financial Corporation that it did not have any objection to the appointment of Mr. Dave Bhasin as a director of the Company. Mr. Bhasin began his service as a director of the Company effective Oct. 15, 2013. Mr. Bhasin was elected to the board of directors by stockholders at the Company's annual meeting on Aug. 16, 2013. As a result of the appointment, Mr. Forrest W. Sweat, Jr.'s service on the board has ended. About Atlantic Coast Jacksonville, Florida-based Atlantic Coast Financial Corporation is the holding company for Atlantic Coast Bank, a federally chartered and insured stock savings bank. It is a community- oriented financial institution serving northeastern Florida and southeastern Georgia markets through 12 locations, with a focus on the Jacksonville metropolitan area. The Company reported a net loss of $6.66 million on $33.50 million of total interest and dividend income for the year ended Dec. 31, 2012, as compared with a net loss of $10.28 million on $38.28 million of total interest and dividend income in 2011. The Company's balance sheet at June 30, 2013, showed $742.19 million in total assets, $711.02 million in total liabilities and $31.16 million in total stockholders' equity. McGladrey LLP, in Jacksonville, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has suffered recurring losses from operations that have adversely impacted capital at Atlantic Coast Bank. The failure to comply with the regulatory consent order may result in Atlantic Coast Bank being deemed undercapitalized for purposes of the consent order and additional corrective actions being imposed that could adversely impact the Company's operations. This raises substantial doubt about the Company's ability to continue as a going concern. AURA SYSTEMS: Incurs $3.7 Million Net Loss in Second Quarter ------------------------------------------------------------ Aura Systems, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $3.73 million on $615,389 of net revenues for the three months ended Aug. 31, 2013, as compared with a net loss of $3.34 million on $303,904 of net revenues for the same period during the prior year. For the six months ended Aug. 31, 2013, the Company reported a net loss of $6.71 million on $1.42 million of net revenues as compared with a net loss of $6.42 million on $1.07 million of net revenues for the same period a year ago. The Company's balance sheet at Aug. 31, 2013, showed $3.04 million in total assets, $27.30 million in total liabilities and a $24.25 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/FAhreb About Aura Systems El Segundo, Calif.-based Aura Systems, Inc., designs, assembles and sells the AuraGen(R), its patented mobile power generator that uses a prime mover such as the engine of a vehicle to generate power. As reported in the TCR on June 18, 2013, Kabani & Company, Inc., in Los Angeles, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Feb. 28, 2013. The independent auditors noted that the Company has historically incurred substantial losses from operations, and the Company may not have sufficient working capital or outside financing available to meet its planned operating activities over the next 12 months. These conditions raise substantial doubt about the Company's ability to continue as a going concern. BANCO PONTUAL: Files Ch. 15 to Locate & Capture Estate Assets ------------------------------------------------------------- Valdor Faccio, as judicial administrator or trustee of Banco Pontual S.A., filed a verified petition with the U.S. Bankruptcy Court for the Southern District of Florida seeking recognition of the bankruptcy action pending in the 1st Bankruptcy and Judicial Reorganization Court of Sao Paulo, Brazil, as a "foreign main proceeding" pursuant to Section 1517 of the U.S. Bankruptcy Code. The Central Bank of Brazil is the largest creditor of Banco Pontual, with credits totaling approximately US$300 million. In 1999, the Central Bank of Brazil placed Banco Pontual into extrajudicial liquidation. In 2009, the Brazilian Court issued an order converting the extrajudicial liquidation into a full, court- supervised bankruptcy, and also appointed the trustee as judicial administrator of Banco Pontual. The conversion of the bank's proceeding into a court-supervised insolvency proceeding was because the bank's assets were not sufficient to pay at least 50% of its unsecured debts, the Trustee says. The insolvency proceeding remains pending and the Trustee says it is overseeing efforts to identify, locate, and capture assets belonging to the estate. The estate of Banco Pontual, owned by the Gomes de Carvalho family, has 134 creditors and debts of about R$901 million (around US$450 million). The total of the bank's proven assets recovered by the Trustee, however, is R$270 million (US$135 million). The Trustee says it desires to proceed with an investigation into the assets of the bank, including, for example, as to assets that are in the U.S. or that were transferred through the U.S., as well as transactions involving Banco Pontual with persons or entities located in the U.S. The Trustee adds that there are substantial connections between the Southern District of Florida and suspected misappropriated assets of the bank, including wire transfers from a Bahamian bank owned by the beneficial owners of Banco Pontual through the use of a security agreement scheme to Miami-based branches of financial institutions such as Espirito Santo Bank of Florida. In addition, Banco Pontual's principals also conducted business with Miami-based law firms, the Trustee further relates. In support of his request for recognition, the Trustee asserts that the Banco Pontual proceeding is a "foreign main proceeding" as defined by Sections 101(23) and 1502(4) because it is (i) pending in Brazil, which is Banco Pontual's "center of main interests;" and (ii) a collective judicial proceeding under which Banco Pontual's assets and affairs are subject to the supervision of the Brazilian Court for the purpose of the bankruptcy. The Trustee is represented by: Gregory S. Grossman, Esq. Edward H. Davis, Esq. ASTIGARRAGA DAVIS MULLINS & GROSSMAN P.A. 701 Brickell Avenue, 16th Floor Miami, FL 33131 Tel: (305) 372-8282 Fax: (305) 372-8202 Email: ggrossman@astidavis.com edavis@astidavis.com The case is In re Banco Pontual SA, 13-bk-35298, U.S. Bankruptcy Court, Southern District Florida (Miami). Judge Laurel M Isicoff oversees the case. The Chapter 15 Debtor is represented by Gregory S Grossman, Esq., in Miami, Florida. * * * Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that although domestic banks are ineligible for any form of bankruptcy in the U.S., a foreign bank can use Chapter 15 so long as it doesn't have any operating U.S. branches. Chapter 15 isn't a full-blown bankruptcy like Chapter 7 or Chapter 11. Assuming the U.S. court determines that Brazilian proceedings have procedures insuring procedural fairness, Brazil will be determined to be the home of the foreign main proceeding. The foreign-main finding will invoke provisions in Chapter 15 allowing the U.S. court to assist a foreign liquidator in recovering and protecting assets in U.S. Bloomberg also notes the liquidator so far recovered $270 million in assets, according to a court filing. BEHLING DAIRY: Case Summary & 9 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Behling Dairy Management, Inc. aka Behling Dairy 23440 Road O SW Mattawa, WA 99349 Case No.: 13-04206 Chapter 11 Petition Date: October 23, 2013 Court: United States Bankruptcy Court Eastern District of Washington (Spokane/Yakima) Judge: Hon. Frank L Kurtz Debtor's Counsel: James P Hurley, Esq. HURLEY & LARA 411 N Second Street Yakima, WA 98901 Tel: 509 248-4282 Fax: 509 575-5661 Email: jamesphurley@hotmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Jeffrey Behling, president. A list of the Debtor's nine largest unsecured creditors is available for free at http://bankrupt.com/misc/waeb13-4206.pdf BERNARD L. MADOFF: Trade Group Urges 2nd Cir. to Block Suits ------------------------------------------------------------ Law360 reported that the Securities Industry and Financial Markets Association urged the Second Circuit on Oct. 18 to block suits brought against former customers of Bernard Madoff by bankruptcy trustee Irving Picard, arguing that a contrary ruling would "destabilize the securities markets" and undermine Congress's judgment. According to the report, SIFMA's amicus brief comes a week after a variety of former customers of Bernard Madoff Investment Securities LLP pushed the Second Circuit to block the suits brought by Picard, who seeks to recover payments made to them in the six years before the implosion. The appellate case is In Re Madoff Securities, Case No. 12-2557 (2d. Cir.). About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). From recoveries in lawsuits coupled with money advanced by SIPC, Mr. Picard has paid about 58 percent of customer claims totaling $17.3 billion. The most recent distribution was in March 2013. Mr. Picard has collected about $9.35 billion, not including an additional $2.2 billion that was forfeit to the government and likewise will go to customers. Picard is holding almost $4.4 billion he can't distribute on account of outstanding appeals and disputes. The largest holdback, almost $2.8 billion, results from disputed claims. BERNARD L. MADOFF: Family Members Freed From $49MM UK Suit ---------------------------------------------------------- Law360 reported that a U.K. judge on Oct. 18 exonerated Austrian banker Sonja Kohn, several members of Bernard Madoff's family and others for their roles in the notorious Ponzi scheme, tossing an "unfounded" $49 million lawsuit from the liquidators of Madoff's British operations after a five-week hearing in London. According to the report, Justice Andrew Popplewell said that Kohn, who had a longtime association with Madoff through Bank Medici AG, Madoff's son Andrew, his son Mark who killed himself in 2010 and several directors of London-based Madoff Securities International Ltd. weren't responsible for the multibillion-dollar scheme. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The case is before Hon. Burton Lifland. The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). From recoveries in lawsuits coupled with money advanced by SIPC, Mr. Picard has paid about 58 percent of customer claims totaling $17.3 billion. The most recent distribution was in March 2013. Mr. Picard has collected about $9.35 billion, not including an additional $2.2 billion that was forfeit to the government and likewise will go to customers. Picard is holding almost $4.4 billion he can't distribute on account of outstanding appeals and disputes. The largest holdback, almost $2.8 billion, results from disputed claims. BG MEDICINE: Gilde Europe Held 2.3% Equity Stake at Oct. 1 ---------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Gilde Europe Food & Agribusiness Fund B.V. and its affiliates disclosed that as of Oct. 1, 2013, they beneficially owned 632,099 shares of common stock of BG Medicine, Inc., representing 2.3 percent of the shares outstanding. A copy of the regulatory filing is available for free at: http://is.gd/qKm90A About BG Medicine Waltham, Mass.-based BG Medicine is a diagnostics company focused on the development and commercialization of novel cardiovascular diagnostic tests to address significant unmet medical needs, improve patient outcomes and contain healthcare costs. The Company is currently commercializing two diagnostic tests, the first of which is the BGM Galectin-3 test, a novel assay for measuring galectin-3 levels in blood plasma or serum for use as an aid in assessing the prognosis of patients diagnosed with heart failure. The Company's second diagnostic test is the CardioSCORE test, which is designed to identify individuals at high risk for near-term, significant cardiovascular events, such as heart attack and stroke. In its annual report for the period ended Dec. 31, 2012, the Company said: "We expect to incur further losses in the commercialization of our cardiovascular diagnostic test and the operations of our business and have been dependent on funding our operations through the issuance and sale of equity securities. These circumstances may raise substantial doubt about our ability to continue as a going concern." BG Medicine reported a net loss of $23.8 million in 2012, compared with a net loss of $17.6 million in 2011. The Company's balance sheet at June 30, 2013, showed $18.32 million in total assets, $14.32 million in total liabilities and $3.99 million in stockholders' equity. BURLINGTON STORES: S&P Assigns 'B' Corp. Credit Rating ------------------------------------------------------ Standard & Poor's Ratings Services said it assigned its 'B' corporate credit rating to Burlington, N.J.-based parent Burlington Stores Inc. The outlook is stable. In addition, S&P withdrew its 'B' corporate credit rating on subsidiary Burlington Coat Factory Warehouse Corp. "The ratings on Burlington Stores Inc. ("Burlington") reflect Standard & Poor's Ratings assessment of its "vulnerable" business risk profile and "highly leveraged" financial risk profile. The business risk profile incorporates our opinion of the company's participation in the intensely competitive and highly fragmented off-price apparel and home goods industry," said credit analyst David Kuntz. "In addition, the business risk profile reflects our view of the company's small size, substantial seasonality, and weak operating measures when compared with its larger peers, TJX Cos. Inc. and Ross Stores Inc." S&P's stable rating outlook reflects its forecast that merchandise enhancements, improved operating efficiencies, and positive operating leverage will result in performance gains over the next year. In S&P's view, moderate EBITDA growth coupled with further debt repayment will result in a modestly better credit protection profile over the next year. However, S&P do expect credit protection measures to remain commensurate with a highly leveraged financial risk profile. S&P could consider a negative action if consumer spending drops because of weakness in the U.S. economy or merchandise missteps hurt Burlington's performance and credit measures deteriorate. Under this scenario, sales would be flat to slightly down and margins would erode by more than 50 basis points (bps). At that time, leverage would be above 6.5x and interest coverage would be below 2.0x. Conversely, S&P could consider an upgrade if the company continues to demonstrate stable performance gains and repays debt by a moderate amount. This could occur if sales growth is in the mid- single digits, margins increase by more than 25 bps, and the company repays debt by $250 million. This could cause S&P to revise its business risk profile assessment to weak from vulnerable. At that time, leverage would be below 5.0x and interest coverage would approach the 3.0x area. CAMCO FINANCIAL: Accounting Firm Quits Over Huntington Merger ------------------------------------------------------------- BKD, LLP, the independent registered public accounting firm engaged by Camco Financial Corporation, resigned on Oct. 11, 2013. BKD stated that its resignation was due to the announcement of the acquisition of the Company by Huntington Bancshares Incorporated. The Company engaged BKD on Aug. 27, 2013, to be its independent registered public accounting firm. BKD had not yet provided any report on the financial statements of the Company, and thus, has not provided a report containing an adverse opinion or a disclaimer of opinion, nor one that was qualified or modified as to uncertainty, audit scope, or accounting principles. Since the date the Company engaged BKD, there have been no disagreements between the Company and BKD on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, and there have been no "reportable events" as defined in Item 304(a)(1)(v) of Regulation S-K. On Oct. 16, 2013, the Company engaged Plante & Moran PLLC to be its new independent registered public accounting firm. Plante had previously served as the Company's independent registered public accounting firm, including during the two fiscal years ended Dec. 31, 2011, and 2012 and during the 2013 fiscal year until the Company dismissed Plante on Aug. 27, 2013. Following Plante's audits of the Company's consolidated financial statements as of, and for the years ended, Dec. 31, 2010, 2011 and 2012, Plante provided the Company an opinion that the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of Dec. 31, 2010, 2011 and 2012, and the results of its operations and its cash flows for each of the fiscal years ended Dec. 31, 2010, 2011 and 2012 in conformity with generally accepted accounting principles. Following Plante's audits of the Company's consolidated statement of net assets available for benefits of Camco Financial & Subsidiaries Salary Savings Plan for the fiscal years ended Dec. 31, 2010, 2011 and 2012, Plante provided the Company an opinion that the Company's financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of Dec. 31, 2010, 2011 and 2012 and the changes in net assets available for benefits for the years ended Dec. 31, 2010, 2011 and 2012 in conformity with GAAP. A copy of the Form 8-K is available for free at: http://is.gd/kp34LX About Camco Financial Cambridge, Ohio-based Camco Financial Corporation is a bank holding company that was organized under Delaware law in 1970. Camco is engaged in the financial services business in Ohio, Kentucky and West Virginia, through its wholly-owned subsidiary, Advantage Bank, an Ohio bank. On March 31, 2011, Camco divested activities related to Camco Title Agency and decertified as a financial holding company. Camco remains a bank holding company and continues to be regulated by the Federal Reserve Board. Plante & Moran PLLC, in Auburn Hills, Michigan, noted that the Corporation's bank subsidiary is not in compliance with revised minimum regulatory capital requirements under a formal regulatory agreement with the banking regulators, and that failure to comply with the regulatory agreement may result in additional regulatory enforcement actions. Camco's wholly-owned subsidiary Advantage Bank's Tier 1 capital does not meet the requirements set forth in the 2012 Consent Order. As a result, the Corporation will need to increase capital levels. The Corporation reported net earnings of $4.2 million on net interest income (before provision for loan losses) of $23.9 million in 2012, compared with net earnings of $214,000 on net interest income of $214,000 on net interest income (before provision for loan losses) of $25.9 million in 2011. As of June 30, 2013, the Company's balance sheet showed $756.77 million in total assets, $690.84 million in total liabilities and $65.93 million in total stockholders' equity. CAMMARERI BROS: "Moonstruck" Restaurant Files for Bankruptcy ------------------------------------------------------------ Adrianne Pasquarelli, writing for Crain's New York Business, reported that Ronny Cammareri lost his hand and his bride . . . and now his business is in trouble, too. Cammareri Bakery, a Brooklyn institution made famous in the 1987 hit movie Moonstruck, starring Cher and Nicholas Cage, has filed for Chapter 11 bankruptcy protection. According to the report, the company listed assets of $126,100 and liabilities near $500,000. The entity owes money to fewer than 50 creditors, among them local baking supply company Aladin Bakers and Empire Bakery Equipment. Michael King, the Brooklyn-based attorney representing Cammareri, declined to comment, the report said. Jacqueline Juliano, listed as managing member of Cammareri, did not return calls requesting comment, the report added. Ms. Juliano and her brother Joe are reportedly cousins of the Cammareri family that founded the Sackett Street bakery in 1921. In February, the Julianos opened Cammareri Brothers Caffe, a coffee shop at 1 South Elliott Place in Fort Greene, Brooklyn, replacing a beauty supply store. The shop, which was delayed in opening due to complications from Sandy, caters to the younger population moving into the hip neighborhood. According to Cammareri Brothers' website, the company wholesales its breads and pastries at restaurants such as Thalassa, the Pierre Hotel in Manhattan and Bagel Boy in Bay Ridge, Brooklyn, the report further related. CAESARS ENTERTAINMENT: Drops Application Related to Casino Bid -------------------------------------------------------------- Caesars Entertainment Corporation holds a minority ownership, and has a management agreement related to operating a casino, with Sterling Suffolk Racecourse, LLC, owner of Suffolk Downs racecourse in East Boston, Massachusetts. Sterling Suffolk recently made a bid for a casino license at its facility. On Oct. 18, 2013, the Company received a report issued to the Massachusetts Gaming Commission from the Director of the Investigations and Enforcement Bureau for the Massachusetts Gaming Commission which raised certain issues for consideration when evaluating the Company's suitability as a qualifier in Massachusetts. In particular, the director primarily cited the Company's business relationship related to a license agreement for branding of a hotel that was entered into in 2013. In addition, the report noted matters related to the CEO of Caesars Acquisition Company, who has been an employee of a subsidiary of the Registrant since 2009. All matters raised by the director with respect to the CEO of Caesars Acquisition Company relate to his employment by public companies in the internet gaming industry which occurred prior to his employment with the Registrant and are part of the public domain. The director also cited the Company's financial condition as a factor, although the report does state that the director believes that the Company currently demonstrates the requisite financial stability for licensure in Massachusetts. The recommendation of the director to the Massachusetts Gaming Commission was that the Company has not met its burden by clear and convincing evidence to establish its suitability. Although the Company strongly disagrees with the director's recommendation, the Company has decided to withdraw its application as a qualifier in Massachusetts for the benefit of Sterling Suffolk. The Company notes that neither it nor its affiliates have been found unsuitable by any licensing authority. This matter related to the finding of an investigation that was delivered to a licensing authority, which has not made any findings. In addition, all but one of the issues raised by the Bureau, the license agreement for branding of a hotel, relate to circumstances that are at least several years old, and, to date, have not been the subject of a finding of unsuitability. Nonetheless, in light of these recent events, the Company cannot assure that existing or future jurisdictions would not raise similar questions with respect to the Company's suitability, and the Company cannot assure that those issues will not adversely affect it or its financial condition. Federal Investigation In recent years, governmental authorities have been increasingly focused on anti-money laundering policies and procedures, with a particular focus on the gaming industry. As an example, a major gaming company recently settled a U.S. Attorney investigation into its AML practices. On Oct. 11, 2013, a subsidiary of the Company received a letter from the Financial Crimes Enforcement Network of the United States Department of the Treasury, stating that FinCEN is investigating the Company's subsidiary, Desert Palace, Inc., for alleged violations of the Bank Secrecy Act to determine whether it is appropriate to assess a civil penalty or take additional enforcement action against Caesars Palace. Additionally, the Company has been informed that a federal grand jury investigation regarding these matters is on-going. The Company intends to cooperate fully with both the FinCEN and grand jury investigations. Based on proceedings to date, the Registrant is currently unable to determine the probability of the outcome of these matters or the range of reasonably possible loss, if any. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc. -- http://www.caesars.com/-- is one of the world's largest casino companies, with annual revenue of $4.2 billion, 20 properties on three continents, more than 25,000 hotel rooms, two million square feet of casino space and 50,000 employees. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's on mid-November 2010. The Company incurred a net loss of $1.49 billion on $8.58 billion of net revenues for the year ended Dec. 31, 2012, as compared with a net loss of $666.70 million on $8.57 billion of net revenues during the prior year. As of June 30, 2013, the Company had $26.84 billion in total assets, $27.58 billion in total liabilities and a $738.1 million total deficit. * * * Caesars Entertainment carries a 'CCC' long-term issuer default rating, with negative outlook, from Fitch and a 'Caa1' corporate family rating with negative outlook from Moody's Investors Service. As reported in the TCR on Feb. 5, 2013, Moody's Investors Service lowered the Speculative Grade Liquidity rating of Caesars Entertainment Corporation to SGL-3 from SGL-2, reflecting declining revolver availability and Moody's concerns that Caesars' earnings and cash flow will remain under pressure causing the company's negative cash flow to worsen. In the May 7, 2013, edition of the TCR, Standard & Poor's Ratings Services said that it lowered its corporate credit ratings on Las Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned subsidiary Caesars Entertainment Operating Co. (CEOC) to 'CCC+' from 'B-'. "The downgrade reflects weaker-than-expected operating performance in the first quarter, and our view that Caesars' capital structure may be unsustainable over the next two years based on our EBITDA forecast for the company," said Standard & Poor's credit analyst Melissa Long. CAPITOL BANCORP: Auction Scheduled for Nov. 18 ---------------------------------------------- Patrick Fitzgerald, writing for Daily Bankruptcy Review, reported that Capitol Bancorp Ltd. investors who fear the bank-holding company's sale of its banks to Wilbur Ross's Talmer Bancorp will leave them empty-handed want a bankruptcy judge to slow down the deal so rival bidders can make an offer. Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Capitol Bancorp got approval from the bankruptcy court for auction procedures by which the first bid for non- bankrupt bank units will come from Talmer Bancorp Inc. According to the report, competing offers are due Nov. 14, with the auction on Nov. 18. A hearing to approve sale will take place on Nov. 19. Assuming there are no better offers, Talmer will pay $4.5 million in cash and pick up costs to cure breaches of contracts while providing a $90 million capital injection for the acquired banks. Talmer will also fund an escrow account with $2.5 million to pay professional fees, taking back any unused portion. Capitol must sell its remaining banks before they are taken over by regulators. In the space of a month this year, four of Capitol's bank subsidiaries were taken over by the Federal Deposit Insurance Corp. Capitol had assets of $1.4 billion and debt totaling $1.55 billion, according to the disclosure statement accompanying the holding company's reorganization plan. The bank subsidiaries' assets were $1.28 billion. On a consolidated basis, Capitol reported assets of $1.99 billion and total liabilities of $2.12 billion as of June 30, 2012. By itself, the holding company listed assets of $112.2 million and liabilities of $195.6 million. The holding company reported a net loss of $18.3 million for six months ended June 30, 2012, on total interest income of $41.2 million. 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. CENGAGE LEARNING: Committee Balks at Exclusivity Extension ---------------------------------------------------------- BankruptcyData reported that Cengage Learning's official committee of unsecured creditors filed with the U.S. Bankruptcy Court a limited objection and response to the Debtors' motion for entry of an order extending the exclusive periods during which only the Debtors may file a Chapter 11 plan and solicit acceptances thereof. The committee asserts, "The Debtors' requested extensions are premature, inconsistent with section 1121 of the Bankruptcy Code, the objectives of Mediation, and the expectations of the parties, and they far exceed the relief necessary to amend the Plan in accordance with any negotiated result. The Debtors must establish cause through the presentation of evidence in order for their exclusive periods to be extended. The Committee does not dispute that cause exists to extend the Debtors' exclusive periods through the conclusion of Mediation. Any request for an extension beyond that time, however, is grossly premature and should only be considered when the parties and the Court have the benefit of knowing whether, and to what extent, Mediation has been successful and of other developments that arise in the next approximately ninety (90) days. The record is simply insufficient to establish cause for any extension beyond the conclusion of Mediation at this time. Moreover, while the Committee is cautiously optimistic that a negotiated result can be achieved and is supportive of Mediation based on cooperation, transparency and disclosure, an extension of the Debtors' exclusivity beyond the conclusion of Mediation will not advance Mediation or a negotiated resolution and may prove detrimental to the process. Specifically, such an extension will ensure that the First Lien Secured Parties and the Debtors have little or no incentive to reconsider their negotiation positions or compromise during Mediation because there will be no prospect of a competing plan or alternative. In other words, the Debtors and First Lien Secured Parties will have far less incentive to compromise if they believe that the Court will be limited to considering only their Plan to the exclusion of other competing plans." About Cengage Learning Stamford, Connecticut-based Cengage Learning -- http://www.cengage.com/-- provides innovative teaching, learning and research solutions for the academic, professional and library markets worldwide. Cengage Learning's brands include Brooks/Cole, Course Technology, Delmar, Gale, Heinle, South Western and Wadsworth, among others. Apax Partners LLP bought Cengage in 2007 from Thomson Reuters Corp. in a $7.75 billion transaction. The acquisition was funded in part with $5.6 billion in new debt financing. Cengage Learning Inc. filed a petition for Chapter 11 reorganization (Bankr. E.D.N.Y. Case No. 13-bk-44106) on July 2, 2013, in Brooklyn, New York, after signing an agreement where holders of $2 billion in first-lien debt agree to support a reorganization plan. The plan will eliminate more than $4 billion of $5.8 billion in debt. First-lien lenders who signed the so-called plan-support agreement include funds affiliated with BlackRock Inc., Franklin Mutual Adviser LLC, KKR & Co. and Oaktree Capital Management LP. Second- lien creditors and holders of unsecured notes aren't part of the agreement. The Debtors have tapped Kirkland & Ellis LLP as counsel, Lazard Freres & CO. LLC as financial advisor, Alvarez & Marsal North America, LLC, as restructuring advisor, and Donlin, Recano & Company, Inc., as claims and notice agent. The Debtors filed a Joint Plan of Reorganization and Disclosure Statement dated Oct. 3, 2013, which provides that the Debtors took extreme care to advance and protect the interest of unsecured creditors -- including seeking to protect four primary sources of potential recoveries for unsecured creditors and providint them with appropriate time to conduct diligence, and discuss their conclusions on, among other things, the value of those sources of potential recoveries. CENTRAL ENERGY PARTNERS: Settles With Razorback for $125,000 ------------------------------------------------------------ Rio Vista Operating Partnership L.P., a wholly-owned subsidiary of Central Energy Partners LP, and certain of its affiliates, and Razorback LLC and certain of its affiliates executed a Compromise Settlement Agreement and General Release effective as of Oct. 14, 2013. Under the terms of the Settlement Agreement, not later than 60 days after the execution of the Settlement Agreement, RVOP will pay the amount of $125,000 to Razorback in full satisfaction of all claims asserted by Razorback or its affiliates against RVOP or its affiliates as of the date of the Settlement Agreement or any future claims that may be asserted by Razorback or any of the Buyer Affiliates against RVOP or any of the Seller's Affiliates other than the claim asserted against Razorback by Cardenas Development Co. Rio Vista remains responsible for any Losses resulting from the Cardenas Claim in an amount not to exceed $50,000. In connection with the Settlement Agreement, each of the parties released each other from any other future claims that may arise as a result of the Purchase and Sale Agreement. Razorback demanded for indemnification under the Purchase and Sale Agreement dated Dec. 26, 2007, between RVOP and Razorback, As reported in the Company's quarterly report on Form 10-Q for the period June 30, 2013, RVOP had accrued a reserve of $283,000 for potential future obligations in connection with the Purchase and Sale Agreement. About Central Energy Partners Dallas, Tex.-based Central Energy Partners LP is a publicly-traded Delaware limited partnership. It currently provides liquid bulk storage, trans-loading and transportation services for hazardous chemicals and petroleum products through its wholly-owned subsidiary, Regional Enterprises, Inc. ("Regional"). Central Energy Partners LP filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $1.03 million on $5.47 million of revenue for the year ended Dec. 31, 2012, as compared with a net loss of $1.36 million on $6.84 million of revenue during the prior year. Montgomery Coscia, LLP, in Plano, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012, citing insufficient cash flow to pay its current obligations and contingencies as they become due. The Company's balance sheet at March 31, 2013, showed $8.98 million in total assets, $9.58 million in total liabilities and a $592,000 total partners' deficit. Bankruptcy Warning "If the Partnership does not have sufficient cash reserves, its ability to pursue additional acquisition transactions will be adversely impacted. Furthermore, despite significant effort, the Partnership has thus far been unsuccessful in completing an acquisition transaction. There can be no assurance that the Partnership will be able to complete an accretive acquisition or otherwise find additional sources of working capital. If an acquisition transaction cannot be completed or if additional funds cannot be raised and cash flow is inadequate, the Partnership and/or Regional would be required to seek other alternatives which could include the sale of assets, closure of operations and/or protection under the U.S. bankruptcy laws," according to the Company's annual report for the year ended Dec. 31, 2012. CLEAR CHANNEL: Declares $200 Million Special Cash Dividend ---------------------------------------------------------- In accordance with the terms of the Stipulation of Settlement, dated July 8, 2013, among Clear Channel Outdoor Holdings, Inc., a special litigation committee consisting of certain independent directors of the Company, Clear Channel Communications, Inc., the Company's indirect parent company, and the other parties thereto, the Company announced: (i) that it notified CCU of its intent to make a demand for repayment on Nov. 8, 2013, of $200,000,000 outstanding under the Revolving Promissory Note, dated as of Nov. 10, 2005, between CCU, as maker, and the Company, as payee; and (ii) that its board of directors declared a special cash dividend payable in cash on Nov. 8, 2013, to Class A and Class B stockholders of record at the closing of business on Nov. 5, 2013, in an aggregate amount equal to $200,000,000 (or approximately $0.56 per share, based on shares outstanding at the close of business on Sept. 30, 2013), conditioned only on CCU satisfying the Demand. As the indirect parent of Channel Outdoor, CCU will be entitled to approximately 88 percent of the proceeds from the dividend through its wholly-owned subsidiaries. The remaining approximately 12 percent of the proceeds from the dividend, or approximately $24 million, will be paid to the public stockholders of the Company. Following satisfaction of the Demand, the balance outstanding under the Due from CCU Note will be reduced by $200,000,000. As of Sept. 30, 2013, the outstanding balance of the Due from CCU Note was $944,628,469. 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. As of June 30, 2013, the Company had $15.29 billion in total assets, $23.58 billion in total liabilities and a $8.28 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. COMMUNITY HOME: Hires David Mullin as Special Counsel ----------------------------------------------------- Community Home Financial Services, Inc. asks permission from the U.S. Bankruptcy Court for the Southern District of Mississippi to employ David Mullin of Mullin Hoard & Brown LLP, as special counsel. The Debtor will require Mr. Mullin to represent in adversary proceedings and contested matters in the Debtor's bankruptcy proceeding. Mr. Mullin will be compensated at the rate of $325 per hour plus costs with a retainer of $50,000. The special counsel will also be reimbursed for reasonable out-of-pocket expenses incurred. Mr. Mullin assured the Court that the firm 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. The Court for the Southern District of Mississippi will hold a hearing on the motion on Nov. 12, 2013, at 1:30 p.m. The counsel can be reached at: David Mullin, Esq. MULLIN HOARD & BROWN, LLP P.O. Box 31656 Amarillo, TX 79120-1656 Tel: (806)372-5050 E-mail: dmullin@mhba.com About Community Home Community Home Financial Services, Inc., filed a Chapter 11 petition (Bankr. S.D. Miss. Case No. 12-01703) on May 23, 2012. Community Home Financial is a specialty finance company located in Jackson, Mississippi, providing contractors with financing for their customers. CHFS operates from one central location providing financing through its dealer network throughout 25 states, Alabama, Delaware, and Tennessee. The Debtor scheduled $44,890,581 in total assets and $30,270,271 in total liabilities. Judge Edward Ellington presides over the case. Derek A. Henderson, Esq., Jonathan Bisette, Esq., and Roy Liddell, Esq., of Wells, Marble & Hurst, PLLC, serve as counsel to the Debtor. The Court approved the Disclosure Statement for the Plan of Reorganization dated Jan. 29, 2013. Pursuant to the Plan, the Home Improvement loan portfolios are calculated with formulas to allow for obtaining new home improvement loans while allowing for the declining amortization of the current Home Improvement loan portfolios, he discloses. The Joint Venture incomes are based upon a 25% share of three of the pools and 50 percent of four of the pools. The projections do not include the additional funds the Debtor should recover from the "Debt X" transactions being litigated in pending adversary proceedings. CROWN CASTLE: Moody's Affirms 'Ba2' CFR & 'Ba2-PD' Debt Ratings --------------------------------------------------------------- Moody's Investors Service has affirmed Crown Castle International Corp.'s Ba2 Corporate Family Rating (CFR), Ba2-PD Probability of Default Rating (PDR), the existing debt instrument ratings and the SGL-2 Speculative Grade Liquidity Rating following the announcement that the company has raised net proceeds totaling approximately $3.4 billion from the public offering of common and preferred shares to help finance the $4.85 billion AT&T cell tower purchase. If the 15% overallotment option is exercised, this would result in total net proceeds of roughly $3.9 billion. With the sizable use of equity to fund the acquisition, it is Moody's opinion that Crown Castle is adopting a less aggressive M&A financing strategy, which is a credit positive and reflected in the affirmation. As a result of the substantial equity raise, Moody's expects Crown Castle to fund the remaining purchase price with balance sheet cash ($219 million of unrestricted cash was available as of 9/30/13) and a drawdown of roughly $800 million under its $1.5 billion revolving credit facility ($1.3 billion available). The incremental debt is modest enough to preserve the rating and maintain the stable outlook. Crown Castle's leverage as of September 30, 2013 is estimated at 7.7x total debt to EBITDA on a Moody's adjusted basis. This is outside of Moody's 6.25x -- 7.5x range for Ba2 rated tower firms due to last year's debt-funded T-Mobile acquisition. Moody's anticipated Crown Castle's leverage would return to the high-end of the Ba2 range (6.7x to 7.3x) by the end of FY13. However, as a result of the additional debt to fund the AT&T asset purchase (which also increases Moody's operating lease adjustment), Moody's now estimates Crown Castle will achieve 7.5x leverage (or less) by mid-2014, which is within Moody's rating horizon. The pace of leverage contraction is supported by Moody's expectation the company will prioritize free cash flow (estimated to be around $600 million in FY14) towards repayment of revolver borrowings and experience profitable EBITDA growth driven by rising demand from wireless carriers. Notwithstanding Moody's projected deleveraging, cash generation relative to debt will likely remain near the Ba2 downgrade triggers until Crown Castle is able to add more wireless carriers on the AT&T tower sites. Ratings Affirmed: Issuer: Crown Castle International Corp. Corporate Family Rating -- Ba2 Probability of Default Rating -- Ba2-PD Speculative Grade Liquidity Rating -- SGL-2 $500 Million 7.125% Senior Unsecured Notes due 2019 -- B1 (LGD-6, 91%) $1.65 Billion 5.25% Senior Unsecured Notes due 2023 -- B1 (LGD-6, 91%) Issuer: Crown Castle Operating Company $4.3 Billion ($3.09 Billion Outstanding) Senior Secured Credit Facilities with various maturities -- Ba2 (LGD-4, 60%) Issuer: CC Holdings GS V LLC $500 Million 2.381% Senior Secured Notes due 2017 -- Baa3 (LGD- 2, 23%) $1.0 Billion 3.849% Senior Secured Notes due 2023 -- Baa3 (LGD- 2, 23%) Ratings Rationale: Crown Castle's Ba2 CFR reflects the company's position as the leading independent wireless tower operator in the US with a strong operational profile and the ability to generate significant free cash flow despite the recent resumption of share purchase activity and initiation of a new dividend beginning in the first quarter of 2014. The Ba2 CFR also reflects the significant proportion of revenue that Crown Castle derives under contractual agreements with the largest US wireless operators. The company has extended and renewed leases with the four major wireless carriers, improving the weighted average remaining term to eight years as of September 2013, representing $19 billion of committed contracted payments. This affords visibility and stability in the company's revenue stream. Moody's expects the carriers will continue to improve the coverage and capacity of their networks by adding additional communications equipment to Crown Castle's wireless infrastructure. Moody's views the proposed AT&T acquisition as a strategic investment that increases Crown Castle's US communications sites by 33% and strengthens its presence in attractive urban locations at a time when the carriers are planning to increase density in big cities. Moody's believes tower industry fundamentals and growth trends remain favorable over the next several years owing to continued strong demand for wireless and data services, the acceleration in mobile traffic and continued build out of carriers' LTE networks. This has allowed the tower business model to manage with moderately more financial leverage than traditional telecommunications companies. At the same time, Crown Castle's Ba2 CFR is constrained by the significant increase in debt levels since 2011 to finance a string of acquisitions which include: (i) the November 2012 $2.5 billion T-Mobile acquisition; (ii) the April 2012 $1 billion NextG acquisition; and (iii) the January 2012 $551 million WCP acquisition (includes $336.3 million of assumed debt). Despite the modest incremental debt to fund the AT&T cell tower purchase, the operating lease adjustment (incorporated in Moody's adjusted total debt) associated with the large number of ground leases in the AT&T portfolio will cause Moody's adjusted debt to increase significantly. Moody's notes that Moody's pro forma adjusted total debt will also include the present value of contingent purchase obligations associated with Crown Castle's option to purchase certain tower portfolios in the future, including the proposed AT&T portfolio. As an offset to the higher debt, Moody's adds the incremental LTM EBITDA associated with the AT&T assets in Moody's pro forma cash flow and leverage metrics. The Ba2 rating also incorporates the company's significant customer concentration, as the top four wireless carriers will account for around 84% of Crown Castle's pro forma revenue up from 72% at year end 2012. In addition, because the proposed AT&T acquisition will have a lower average tenancy ratio of 1.7 tenants per tower, compared to Crown Castle's existing communications sites (which average roughly 3 tenants per tower for sites operated more than 5 years), the company's EBITDA margins will likely be pressured over the near-term. The rating embeds the company's exposure to technology network shifts (e.g., Sprint's recent decommissioning of the iDen network), the risk of lower lease demand as a result of substitute technologies, the possibility of further carrier consolidation in the US and the capital intensive nature of the company's ongoing small cell build-outs. These risks are offset in the near-term by the firm contracts that Crown Castle has with the largest wireless carriers and by increasing revenue from the current upgrade cycle and MLA amendment fees as carriers install new cell site equipment and augment existing equipment associated with the expansion of fourth generation (4G) LTE wireless networks across their markets. Rating Outlook: The rating outlook is stable, reflecting Crown Castle's solid operating performance, visible revenue growth via a significant backlog of contractual rents and increasing wireless carrier demand. The stable outlook also reflects Moody's expectations of continued EBITDA and cash flow expansion that will support improvement in the company's credit profile and leverage metrics over the rating horizon. What Could Change the Rating Down: The ratings may face downward pressure if weakening industry fundamentals, a return to more aggressive financial policies (e.g., return of capital to shareholders via share repurchases) or lower-than-expected cash flow growth result in the following Moody's adjusted key credit metrics on a sustained basis: total debt to EBITDA expected to be sustained above 7.5x, (EBITDA- Capex)/Interest trending under 1.5x and free cash flow to adjusted total debt in the low single digits. What Could Change the Rating Up: Moody's expects the company's de-leveraging trend to continue, and further upward ratings migration would be dependent upon Crown Castle allocating a significant portion of free cash flow generation towards absolute debt reduction. Quantitatively, upwards rating pressure may develop if Crown Castle manages its capital structure to the following Moody's adjusted key credit metrics on a sustained basis: total debt to EBITDA trending towards 6x, (EBITDA-Capex)/Interest exceeding 2x and free cash flow to adjusted total debt in the high single digits. DEALER COMPUTER: Moody's Raises CFR & Default Rating to 'Ba3' ------------------------------------------------------------- Moody's Investors Service upgraded Dealer Computer Services, Inc. (dba Reynolds & Reynolds Company -- "Reynolds") corporate family rating to Ba3 from B3, and upgraded the probability of default rating to Ba3-PD from B3-PD. The rating action concludes the review commenced on September 9, 2013, following the news that the company will not pursue a broad recapitalization of the company's balance sheet, which was to include a sale of over 20% ownership in the company to Centre College and a capital payout to shareholders, which would have increased debt by $3.4 billion. As part of the rating action, Moody's downgraded the company's senior secured term loan rating at Ba3 (LGD3-44%). The rating outlook is stable. Rating actions: Corporate Family Rating upgraded to Ba3 from B3 Probability of Default upgraded to Ba3-PD from B3-PD Senior Secured Term Loan Rating downgraded to Ba3 (LGD3-44%) from Ba2 (LGD3-31%) Outlook is stable Rating Rationale: Although Reynolds' credit profile is expected to be strong, Moody's believes that the cancellation of the substantial debt recapitalization is likely a temporary event, and that Reynolds' controlling shareholder the Brockman trust (Spanish Steps) is likely pursue another capital event in the future. Moody's expects the company to continue generating strong free cash flow, as the importance of its primary automotive services and dealership management systems (DMS) to auto dealerships' daily operations provide a high degree of cash flow stability. Strong customer loyalty produces revenue predictability, while the company's software and systems maintenance fee-driven business model generates high adjusted operating margins in the 42% to 44% range. Coupled with low capital expenditures, Reynolds' operating model results in high rates of conversion of EBITDA to free cash flow, which Moody's expects will be used to pay down debt. However, as the company is predominantly owned and controlled by a single shareholder, event risk remains elevated. Moody's expects Reynolds to have very good liquidity over the next twelve months, in large part due to expected free cash flow generation in the $350-365 million range. Moody's expects the company to maintain at least $100 million of cash and generate strong free cash flow. The company does not have any external revolving credit facilities. The assigned Ba3-LGD3 44% ratings of the first lien senior secured credit facilities reflect both the overall probability of default of the company to which Moody's assigns a Probability of Default Rating of Ba3-PD and an average recovery indicated by its senior secured debt capital structure. The rating reflects the first priority lien on all property and assets. Further, the term loans benefit from upstream guarantees of the borrower's present and future direct and indirect domestic subsidiaries. The stable rating outlook reflects the company's leading dealership management systems market share, the good revenue visibility and recurring nature of its software maintenance business and the importance of automotive services and DMS to the day-to-day operations of the automotive dealership industry. Given the high event risk associated with a likely capital event in the future, upward rating momentum is limited. The company's financial metrics are very strong for its rating category, and an upgrade would be considered if Moody's gains greater comfort that future leveraging events are unlikely. Ratings could be lowered if customer and/or market share losses or interest rate swings result in meaningful revenue contraction, margin erosion, or lower free cash flow on a sustained basis. Total adjusted debt to EBITDA above 3.0x could also result in downward rating pressure. The Reynolds and Reynolds Company, headquartered in Dayton, Ohio, is an automotive dealership computer services and forms management company. DETROIT, MI: Retirees Committee Hires Dentons as Counsel -------------------------------------------------------- BankruptcyData reported that the City of Detroit's official committee of retirees filed with the U.S. Bankruptcy Court an application to employ Dentons (Contact: Carole Neville, Esq.) as counsel at the following hourly rates: partner and counsel at $455 to 1070, associate 230 to 520 and legal assistant, law clerks and paraprofessionals at 200 to 775. The motion explains, "Dentons is uniquely qualified to represent the Retiree Committee. The firm has the expertise to address the issues facing the Committee, including (i) a strong, well known restructuring group; (ii) an experienced pension and benefits group, (iii) financing and capital markets practices with understanding of municipal bonds, swaps and other financing mechanisms, (iv) an incentive development group that has been involved in the redevelopment of several American cities and (iv) public policy and attorney general practitioners who understand the workings of governments. The restructuring group may draw upon the support of the firm's litigation, tax, labor and employment, real estate, and corporate groups as needed as well." 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. Detroit 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. Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing the American Federation of State, County and Municipal Employees and the International Union. Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is representing the United Automobile, Aerospace and Agricultural Implement Workers of America. A nine-member official committee of retired workers was appointed in the case. The Retirees' Committee is represented by Dentons US LLP. DETROIT, MI: Trial to Prove Ch.9 Eligibility Begins --------------------------------------------------- Matthew Dolan, writing for Daily Bankruptcy Review, reported that before the city of Detroit gets a chance to restructure its finances in federal bankruptcy court, it needs to prove it belongs there. According to the report, a trial over Detroit's eligibility for bankruptcy protection kicked off Oct. 23, with U.S. Bankruptcy Judge Steven Rhodes set to hear a host of objections to Detroit's filing. Representatives of unions, pension funds and retired city workers plan to challenge the city's assertion that it is insolvent, despite an estimated $18 billion of long-term liabilities. The parties are also expected to provide evidence and witnesses in an effort to show that the city violated a state constitutional protection for Michigan's public pensions, the report related. Finally, lawyers will attack the state's emergency-manager law, which paved the way for the city's bankruptcy filing. Judge Rhodes is likely to decide on these issues by the end of the year, the report said. His ruling will determine whether the bankruptcy can proceed. A review of recent bankruptcy cases indicates that Detroit is more than likely to qualify despite the protests, experts say, the report further related. Trial From Oct. 23 to 29 Bill Rochelle, the bankruptcy columnist for Bloomberg News, reported that the trial began Oct. 23 and would continue until Oct. 29. According to the Bloomberg report, the city will present five witnesses. On Oct. 23, a financial analyst described how the city was forced to scrounge for money and default on paying debts to have sufficient cash for payroll. Without bankruptcy, he testified that the city would run up a $3.9 billion deficit over 10 years, mostly in covering pension and health benefits for retired workers. City workers and their unions believe Detroit didn't file bankruptcy in good faith and thus is ineligible for bankruptcy protection. The bankruptcy judge already held hearings on issues regarding Detroit's eligibility for bankruptcy where there are no disputed facts. Michigan Governor to Testify Matthew Dolan, writing for Daily Bankruptcy Review, reported that the governor of Michigan agreed on Oct. 23 to take the stand at a trial to determine whether the city of Detroit is entitled to bankruptcy protection. According to the report, Republican Gov. Rick Snyder's testimony comes as lawyers for the city battle with attorneys for unions, pension funds and retired city employees over the legitimacy of Detroit's July 18 filing for bankruptcy protection. The municipal bankruptcy case, with an estimated $18 billion in long-term debt, is the largest in the nation. 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. Detroit 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. Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing the American Federation of State, County and Municipal Employees and the International Union. Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is representing the United Automobile, Aerospace and Agricultural Implement Workers of America. A nine-member official committee of retired workers was appointed in the case. The Retirees' Committee is represented by Dentons US LLP. DETROIT, MI: Protecting Pensions May Violate Bankruptcy Code ------------------------------------------------------------ Joseph Lichterman, writing for Reuters, reported that the federal judge overseeing Detroit's bankruptcy filing called the city's pension funds "unsecured creditors" and stated that any special protections for them would violate federal bankruptcy law. According to the report, the statement by U.S. Bankruptcy Judge Steven Rhodes, in an exchange with an attorney representing Detroit's two pension funds, came in the closing session of a three-day hearing examining legal issues in the bankruptcy case. The judge was slated to hold a trial, starting Oct. 23, to determine if Detroit is eligible for protection under Chapter 9 of the U.S. Bankruptcy Code while it tries to restructure $18.5 billion in debt and other liabilities including pension funds the city says are underfunded by $3.5 billion. The city filed the largest municipal bankruptcy in U.S. history on July 18. Robert Gordon, the pension funds' attorney, argued that the city should not be eligible for bankruptcy protection because Michigan's constitution protects pensions from impairment and the city did stipulate in its filing that pensions could not be cut, the report related. Judge Rhodes said the U.S. Bankruptcy Code would not afford special protection to pensions because, "It gives a priority to one unsecured creditor over all the others. Or one group of unsecured creditors, over all the others," the report further related. 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. Detroit 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. Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing the American Federation of State, County and Municipal Employees and the International Union. Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is representing the United Automobile, Aerospace and Agricultural Implement Workers of America. A nine-member official committee of retired workers was appointed in the case. The Retirees' Committee is represented by Dentons US LLP. DETROIT, MI: Unions Say City Can't Show It's Insolvent ------------------------------------------------------ Law360 reported that two of the unions representing Detroit's public-sector retirees told a U.S. bankruptcy judge on Oct. 17 that the city has failed to prove it is insolvent, making it ineligible for Chapter 9 bankruptcy protection. According to the report, that assertion is one of many in the unions' pretrial brief regarding the upcoming fight over whether Detroit should be permitted to pursue a municipal bankruptcy. The unions are the Michigan Council 25 of the American Federation of State, County & Municipal Employees, AFL-CIO, and Sub-Chapter 98, City of Detroit. 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. Detroit 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. Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing the American Federation of State, County and Municipal Employees and the International Union. Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is representing the United Automobile, Aerospace and Agricultural Implement Workers of America. A nine-member official committee of retired workers was appointed in the case. The Retirees' Committee is represented by Dentons US LLP. DETROIT, MI: Needs to Hand Over Jones Day Docs, Union Says ---------------------------------------------------------- Law360 reported that The International Union, United Auto Workers asked a Michigan federal bankruptcy judge on Oct. 18 to compel the city of Detroit to produce communications between the city and lawyers at Jones Day made before the city filed for bankruptcy. The union wants to prevent the city from invoking attorney-client privileges on certain communications between the city and Jones Day that were made before the city retained the firm as bankruptcy counsel, according to court documents, the report related. 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. Detroit 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. Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing the American Federation of State, County and Municipal Employees and the International Union. Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is representing the United Automobile, Aerospace and Agricultural Implement Workers of America. A nine-member official committee of retired workers was appointed in the case. The Retirees' Committee is represented by Dentons US LLP. DEWEY & LEBOEUF: Internet Domain Name to Be Auctioned ----------------------------------------------------- Law360 reported that Dewey & LeBoeuf LLP's bankruptcy trustee is putting the old Internet domain name, dl.com, up for auction this month. The starting bid is $200,000. According to the report, the company in charge of the sale, Massachusetts-based Hilco Streambank, put the domain name up for auction with a "premium" starting price on October 8. The auction, first reported by legal blog Above the Law, ends October 31. There were no bidders as of Oct. 18 afternoon. About Dewey & LeBoeuf Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-12321) to complete the wind-down of its operations. The firm had struggled with high debt and partner defections. Dewey disclosed debt of $245 million and assets of $193 million in its chapter 11 filing late evening on May 29, 2012. Dewey & LeBoeuf LLP operated as a prestigious, New York City- based, law firm that traced its roots to the 2007 merger of Dewey Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird -- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in 1929. In recent years, more than 1,400 lawyers worked at the firm in numerous domestic and foreign offices. At its peak, Dewey employed about 2,000 people with 1,300 lawyers in 25 offices across the globe. When it filed for bankruptcy, only 150 employees were left to complete the wind-down of the business. Dewey's offices in Hong Kong and Beijing are being wound down. The partners of the separate partnership in England are in process of winding down the business in London and Paris, and administration proceedings in England were commenced May 28. All lawyers in the Madrid and Brussels offices have departed. Nearly all of the lawyers and staff of the Frankfurt office have departed, and the remaining personnel are preparing for the closure. The firm's office in Sao Paulo, Brazil, is being prepared for closure and the liquidation of the firm's local affiliate. The partners of the firm in the Johannesburg office, South Africa, are planning to wind down the practice. The firm's ownership interest in its practice in Warsaw, Poland, was sold to the firm of Greenberg Traurig PA on May 11 for $6 million. The Pension Benefit Guaranty Corp. took $2 million of the proceeds as part of a settlement. Judge Martin Glenn oversees the case. Albert Togut, Esq., at Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The petition was signed by Jonathan A. Mitchell, chief restructuring officer. JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the lenders under the Revolver Agreement, hired Kramer Levin Naftalis & Frankel LLP. JPMorgan, as Collateral Agent for the Revolver Lenders and the Noteholders, hired FTI Consulting and Gulf Atlantic Capital, as financial advisors. The Noteholders hired Bingham McCutchen LLP as counsel. The U.S. Trustee formed two committees -- one to represent unsecured creditors and the second to represent former Dewey partners. The creditors committee hired Brown Rudnick LLP led by Edward S. Weisfelner, Esq., as counsel. The Former Partners hired Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt & Winters, LLP, as counsel. FTI Consulting, Inc. was appointed secured lender trustee for the Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A. Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at Togut, Segal & Segal LLP, serve as counsel to the Liquidation Trustee. Dewey's liquidating Chapter 11 plan was approved by the bankruptcy court in February 2013 and implemented in March. The plan created a trust to collect and distribute remaining assets. The firm estimated that midpoint recoveries for secured and unsecured creditors under the plan would be 58.4 percent and 9.1 percent, respectively. EDISON MISSION: Ad Hoc Committee Supports NRG Deal -------------------------------------------------- BankruptcyData reported that Edison Mission Energy's ad hoc committee of senior noteholders filed with the U.S. Bankruptcy Court a statement reflecting its support of the Debtors' motion to approve (i) entry into a plan support agreement, (ii) sponsor protections and (iii) related relief. The noteholders state, "By the Motion, the Debtors request that the Court enter an order (i) authorizing the Debtors to enter into, and perform under, the Plan Sponsor Agreement, and (ii) approving certain Sponsor Protections. The Plan Sponsor Agreement secures the commitment of NRG Energy, Inc. ('NRG') to effectuate a $2.635 billion plan sale transaction (the 'Transaction' pursuant to which NRG is to acquire substantially all of EME's assets and equity interests in both its Debtor and non-Debtor subsidiaries in accordance with the terms of the Purchase Agreement. The largest holders of the EME Notes, who have been members of the Senior Noteholder Committee from the early days of these cases, are parties to the Plan Sponsor Agreement (such holders, the 'Supporting Noteholders'). The Supporting Noteholders, and the Senior Noteholder Committee more generally, support the relief requested in the Motion. The execution of the Plan Sponsor Agreement and Purchase Agreement marks the culmination of a cooperative effort among the Supporting Noteholders, the official committee of unsecured creditors (the 'UCC') and the Debtors. The Supporting Noteholders, the Debtors and the UCC shared an interest in (i) achieving a sale transaction that provided consideration superior to other alternatives, (ii) ensuring that any sale transaction had minimal execution risk, (iii) structuring the sale consideration so as to minimize the disputes among the Debtors' estates and their respective creditors (and in the case of the Supporting Noteholders, minimizing threatened claims dilution at EME), and (iv) preserving for the Debtors' estates and their creditors the substantial value of the claims and causes of action against EIX. The Transaction contemplated by the Plan Sponsor Agreement and the Purchase Agreement will deliver value to the Debtors' estates through the achievement of every single one of these goals." A copy of the Plan Sponsor Agreement and Asset Purchase Agreement is available at http://is.gd/rxmwl6 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. The Debtors other than Camino Energy Company are represented by David R. Seligman, Esq., at Kirkland & Ellis LLP; and James H.M. Sprayragen, Esq., at Kirkland & Ellis LLP. Counsel to Debtor Camino Energy Company is David A. Agay, Esq., at McDonald Hopkins LLC. Perella Weinberg Partners is acting as the Debtors' financial advisor and McKinsey & Company Recovery and Transformation Services 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 Ira S. Dizengoff, Esq., Stephen M. Baldini, Esq., Arik Preis, Esq., and Robert J. Boller, Esq., at Akin Gump Strauss Hauer & Feld LLP in New York; James Savin, Esq., and Kevin M. Eide, Esq., at Akin Gump Strauss Hauer & Feld LLP in Washington, DC; and David M. Neff, Esq., and Brian Audette, Esq., at Perkins Coie LLP. The Committee also has tapped Blackstone Advisory Partners as investment banker and FTI Consulting as financial advisor. EME said it doesn't plan to emerge from Chapter 11 until December 2014 to receive benefits from a tax-sharing agreement with parent Edison International Inc. ELBIT IMAGING: Unsecured Creditors Accept Plan of Arrangement ------------------------------------------------------------- At meetings of Elbit Imaging Ltd.'s unsecured financial creditors that took place Oct. 14 and 18, 2013, the proposed restructuring of the Company's unsecured financial debt pursuant to the adjusted plan of arrangement was approved by creditors representing approximately 97 percent of unsecured financial debt. The Company intends to submit to the Court a motion to approve the Arrangement in the coming days. The Arrangement remains subject to the approval of the Tel Aviv District Court and other conditions. A copy of the Updated Plan of Arrangement filed with the Court in September is available at http://is.gd/Is1jeQ About Elbit Imaging Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF) hold investments in real estate and medical companies. The Company, through its subsidiaries, also develops shopping and entertainment centers in Central Europe and invests in and manages hotels. Elbit Imaging disclosed a loss of NIS455.50 million on NIS671.08 million of total revenues for the year ended Dec. 31, 2012, as compared with a loss of NIS247.02 million on NIS586.90 million of total revenues for the year ended Dec. 31, 2011. Brightman Almagor Zohar & Co., in Tel-Aviv, Israel, expressed substantial doubt about Elbit Imaging's ability to continue as a going concern following the financial results for the year ended Dec. 31, 2012. The Certified Public Accountants noted that in the period commencing Feb. 1, 2013, through Feb. 1, 2014, the Company is to repay its debenture holders NIS 599 million (principal and interest). "Said amount includes NIS 82 million originally payable on Feb. 21, 2013, that its repayment was suspended following a resolution of the Company's Board of Directors. The Company's Board also resolved to suspend any interest payments relating to all the Company's debentures. In addition, as of Dec. 31, 2012, the Company failed to comply with certain financial covenants relating to bank loans in the total amount as of such date of NIS 290 million. As of June 30, 2013, the Company had NIS5.80 billion in total assets, NIS5.19 billion in total liabilities and NIS613.57 million in shareholders' equity. Since February 2013, Elbit has intensively endeavoured to come to an arrangement with its creditors. Elbit has said it has been hanging by a thread for more than five months. It has encountered cash flow difficulties and this burdens its day to day activities, and it certainly cannot make the necessary investments to improve its assets. In light of the arrangement proceedings, and according to the demands of most of the bondholders, as well as an agreement that was signed on March 19, 2013, between Elbit and the Trustees of six out of eight series of bonds, Elbit is prohibited, inter alia, from paying off its debts to the financial creditors -- and as a result a petition to liquidate Elbit was filed, and Bank Hapoalim has declared its debts immediately payable, threatening to realize pledges that were given to the Bank on material assets of the Company -- and Elbit undertook not to sell material assets of the Company and not to perform any transaction that is not during its ordinary course of business without giving an advance notice to the trustees. Accountant Rony Elroy has been appointed as expert for examining the debt arrangement in the Company. In July 2013, Elbit Imaging's controlling shareholders, Europe- Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company that the Tel Aviv District Court has appointed Adv. Giroa Erdinast as a receiver with regards to the ordinary shares of the Company held by Europe Israel securing Europe Israel's obligations under its loan agreement with Bank Hapoalim B.M. The judgment stated that the Receiver is not authorized to sell the Company's shares at this stage. Following a request of Europe-Israel, the Court also delayed any action to be taken with regards to the sale of those shares for a period of 60 days. Europe Israel and Mr. Zisser have also notified the Company that they utterly reject the Bank's claims and intend to appeal the Court's ruling. ELCOM HOTEL: Files Liquidating Plan; Assets to Be Sold at Auction ----------------------------------------------------------------- Elcom Hotel & Spa, LLC, and Elcom Condominium, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Florida on Oct. 17, 2013, a disclosure statement in connection with their Joint Plan of Liquidation. The Plan provides for the monetization and distribution of the assets of the Debtors for the benefit of holders of Allowed Claims. The assets will be distributed to holders of Allowed Claims on or after the Effective Date of the Plan. In order to effectuate the Distributions, the Plan provides that all of the assets of the Debtors' Estates (including Causes of Action not expressly released under the Plan) will vest in the Trust established pursuant to the Trust Agreement. The Trust will continue in operation to monetize the remaining assets, continue litigation, and potentially pursue litigation against other parties, and make Distributions under the Plan. The Plan Administrator will be appointed on the Effective Date of the Plan and will be responsible for implementing the Plan. The Debtors believe that the Plan maximizes recoveries for holders of Allowed Claims. Sale Motion Shortly after the filing of the Disclosure Statement, the Debtors intend to file a Motion for Entry of Order (I) Approving Competitive Bidding Procedures, (II) Approving Form and Manner of Notices, (III) Approving Form of Purchase and Sale Agreement, (IV) Scheduling Dates to Conduct Auction and Hearing to Consider Final Approval of Sale, Including Treatment of Executory Contracts and Unexpired Leases, (V) Authorizing Sale of Substantially All of Debtors' Assets Pursuant to 11 U.S.C. Section 363, and (VI) Granting Related Relief. The Debtors are finalizing a Purchase and Sale Agreement with the proposed stalking horse bidder. The Purchase Agreement with the Potential Purchaser seeks to sell substantially all of the Debtors' Assets. The Debtors anticipate funding the Plan with the proceeds from the Sale, which the Debtors anticipate closing on or before Dec. 31, 2013. Interim OK of $500,000 DIP Financing The Hon. Judge Robert A. Mark of the U.S. Bankruptcy Court for the Southern District of Florida on Oct. 9, 2013, granted Elcom Hotel and Elcom Condominium interim permission to obtain postpetition financing in the principal amount of not more than $500,000 on a superpriority administrative expense basis from OBH Funding, LLC. The indebtedness will all mature on the Maturity Date, defined as the earlier of (i) an Event of Default; (ii) upon the effective date of the confirmation of a Chapter 11 plan of reorganization even if the plan does not call for a sale of any of the Debtors' assets; or (iii) a sale of the Debtors' assets outside a Chapter 11 plan. In the event that the Debtors sell any of their assets during their Chapter 11 cases, the Lender may file a motion with the Court seeking authorization to obtain repayment from the Debtors for a portion of the, or the entire, remaining balance due under the DIP Loan. As reported in the TCR on Oct. 14, 2013, the Debtors sought authorization to obtain a $1,000,000 postpetition loan from OBH Funding, LLC, as a superpriority administrative expense claim. According to the Debtor, during the pendency of the Chapter 11 cases, the Debtors funded postpetition operations through revenues from the property, a capital contribution from F9 Properties, LLC in the amount of $676,190, and debtor-in-possession financing from OBH in the amount of $1,200,000 approved by the Court on June 5, 2013. The significant aspects of the DIP Loan Agreement are: a. OBH will provide the Debtors with up to $1,000,000 in unsecured financing to be used in accordance with budgets approved by OBH. The budgets will not be filed with the Court, but will be available for inspection by the Associations upon request. b. The outstanding balance of the DIP Loan will incur interest at 9% per annum. c. OBH will be entitled to a superpriority administrative expense claim for the outstanding balance of the DIP Loan, including all other amounts OBH is entitled to pursuant to the DIP Loan Agreement. d. The DIP Loan will be repaid upon the earlier of an event of default, or upon the sale of any of the Debtors' assets in connection with or prior to the confirmation of a Chapter 11 plan of reorganization, or upon the confirmation of a Chapter 11 plan of reorganization if the plan does not provide for a sale of any of the Debtors' assets. The Debtors needed the DIP Loan to fund the operational deficits and other administrative expenses incurred during the Chapter 11 cases. There was a hearing Oct. 22 to consider final approval of the DIP loan. Elcom Hotel & Spa Pursuant to the Plan terms, each holder of a Class 3 Allowed Elcom Hotel General Unsecured Vendor Claim will receive, on or as soon as practicable after the latest of: (i) the Effective Date and (ii) the date such Elcom Hotel General Unsecured Vendor Claim becomes Allowed, a Distribution equal to 50% of the Allowed Elcom Hotel General Unsecured Vendor Claim. The Distribution available to holders of Allowed Elcom Hotel General Unsecured Vendor Claims will be limited by the Net Free Cash and proceeds from the Causes of Action attributable to Elcom Hotel. Each holder of a Class 4 Allowed Elcom Hotel General Unsecured Claim will receive, on or as soon as practicable after the latest of: (i) the Effective Date and (ii) the date such Elcom Hotel General Unsecured Claim becomes Allowed, a pro rata Distribution of Net Free Cash (after payment of Class 3 Claims) and proceeds from the Causes of Action and remaining Assets attributable to Elcom Hotel. Holders of Class 5 Interests in Elcom Hotel are presumed to reject and therefore are not entitled to vote to accept or reject the Plan. If, and only if, Net Free Cash or any other Assets remain in Elcom Hotel after satisfaction of all Allowed Claims against Elcom Hotel, then holders of Interests in Elcom Hotel will receive a Distribution of all remaining Net Free Cash of Elcom Hotel and any other Assets comprising the Elcom Hotel Estate. If no Net Free Cash or other Assets remain after satisfaction of all Allowed Claims against Elcom Hotel, then, on the earliest date following the Effective Date upon which a determination can be made that no Net Free Cash or other Assets remain in Elcom Hotel, all Interests will be deemed canceled. Elcom Condominium Each holder of a Class 3 Allowed Elcom Condo General Unsecured Claim will receive, on or as soon as practicable after the latest of: (i) the Effective Date and (ii) the date such Elcom Condo General Unsecured Claim becomes Allowed, a pro rata Distribution of Net Free Cash and proceeds from the Causes of Action and remaining Assets attributable to Elcom Condo. Holders of Class 4 Interests in Elcom Condo are entitled to vote to accept or reject the Plan. If, and only if, Net Free Cash remains in Elcom Condo after satisfaction of all Allowed Claims against Elcom Condo, holders of Interests in Elcom Condo will receive a Distribution of all remaining Net Free Cash of Elcom Condo and any other Assets comprising the Elcom Condo Estate. If no Net Free Cash remains after satisfaction of all Allowed Claims against Elcom Condo then, on the earliest date following the Effective Date upon which a determination can be made that no Net Free Cash or other Assets remain in Elcom Condo, all Interests will be deemed canceled. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/ELCOM_HOTEL_ds.pdf About Elcom Hotel Elcom Hotel & Spa LLC and Elcom Condominium LLC sought Chapter 11 protection (Bankr. S.D. Fla. Case Nos. 13-10029 and 13-10031) on Jan. 2, 2013, with plans to sell their hotel and condominium property. Elcom Condominium owns nine of the hotel condominium units at the One Bal Harbor Resort & Spa. The resort is located on five acres of land in Bal Harbor, Florida. The building and improvements consist of 185 luxury residential condominium units and 124 hotel condominium units. Elcom Hotel owns the hotel lot. Elcom Hotel disclosed $10,378,304 in assets and $20,010,226 in liabilities as of the Chapter 11 filing. The Debtor owes OBH Funding, LLC, $1.8 million on a mortgage and F9 Properties, LLC, formerly known as ANO, LLC, $9 million on a mezzanine loan secured by a lien on the ownership interests in the project's owner. OBH Funding and ANO are owned by Thomas D. Sullivan, the manager of the Debtors. Attorneys at Kozyak Tropin & Throckmorton, P.A., serve as bankruptcy counsel to the Debtor. Duane Morris LLP is the special litigation, real estate, and hospitality counsel. Algon Capital, LLC, d/b/a Algon Group's Troy Taylor is the Debtors' Chief Restructuring Officer. The United States Trustee has said it will not appoint an official committee of unsecured creditors for Elcom Hotel pursuant to 11 U.S.C. Section 1102 until further notice. EMPIRE DIE: Aims to Auction Assets with $11.4MM Lead Bid -------------------------------------------------------- Marie Beaudette, writing for DBR Small Cap, reported that Empire Die Casting Co. is seeking to auction its assets next month, with an $11.4 million offer kicking off bidding, after filing for Chapter 11 protection last week. About Empire Die Macedonia, Ohio-based Empire Die Casting Co., Inc., sought protection under Chapter 11 of the Bankruptcy Code on Oct. 16, 2013 (Case No. 13-52996, Bankr. N.D. Ohio). The case is before Judge Marilyn Shea-Stonum. The Debtor is represented by Kate M Bradley, Esq., and Marc Merklin, Esq., at Brouse McDowell, LPA, in Akron, Ohio. The Debtor discloses estimated assets of $10 million to $50 million and estimated liabilities of $1 million to $10 million. The petition was signed by Robert Hopkins, president. EMPIRE DIE: Section 341(a) Meeting Scheduled for November 21 ------------------------------------------------------------ A meeting of creditors in the bankruptcy case of Empire Die Casting Co., Inc., will be held on Nov. 21, 2013, at 10:30 a.m. at First Energy Building. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Macedonia, Ohio-based Empire Die Casting Co., Inc., sought protection under Chapter 11 of the Bankruptcy Code on Oct. 16, 2013 (Case No. 13-52996, Bankr. N.D. Ohio). The case is before Judge Marilyn Shea-Stonum. The Debtor is represented by Kate M Bradley, Esq., and Marc Merklin, Esq., at BROUSE MCDOWELL, LPA, in Akron, Ohio. The Debtor discloses estimated assets of $10 million to $50 million and estimated liabilities of $1 million to $10 million. The petition was signed by Robert Hopkins, president. EMPRESAS OMAJEDE: Charles A. Cuprill to Step Down as Counsel ------------------------------------------------------------ Charles A. Cuprill, P.S.C. Law Offices filed a motion with the U.S. Bankruptcy Court seeking leave to resign as counsel to Empresas Omajede, Inc. Cuprill also asked the Court to grant the Debtor 30 days to retain substitute counsel and to file its plan or reorganization and disclosure statement. Due to differences between the undersigned counsel and Debtor's management, the undersigned law firm has been asked to resign as Debtor's counsel in this case, according to papers filed in court by the law firm. The undersigned counsel has made the Debtor's president, Antonio Betancourt, Esq., aware of the status of the Debtor's Chapter 11 proceedings, as well as of the pendency of the Debtor's plan of reorganization and disclosure statement. The firm can be reached at: Charles A. Cuprill-Hernandez, Esq. CHARLES A. CUPRILL, P.S.C. Law Offices 356 Fortaleza Street, Second Floor San Juan, PR 00901 Tel: 787-977-0515 Fax: 787-977-0518 About Empresas Omajede Inc. Empresas Omajede, Inc., filed a Chapter 11 petition (Bankr. D.P.R. Case No. 12-10113) in Old San Juan, Puerto Rico, on Dec. 21, 2012. Charles Alfred Cuprill, Esq., and Patricia I. Varela, Esq., at Charles A. Cuprill, PSC, serve as counsel. Nelson E. Galarza serves as financial advisor. The Debtor disclosed $16,718,614 in assets and $4,935,883 in liabilities in its schedules. The Debtor is a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B) with principal assets located at La Ectronica Building, 1608 Bori St., in San Juan, Puerto Rico. ENERGY FUTURE: KKR Fights to Keep Some Stake as Bankruptcy Looms ---------------------------------------------------------------- Beth Jinks & Richard Bravo, writing for Bloomberg News, reported that KKR & Co., Goldman Sachs Capital Partners and TPG Capital, the firms that led the $48 billion buyout of Energy Future Holdings Corp. in 2007, are fighting to receive barely 3 percent of their initial investment when the power generator files for bankruptcy as soon as this month. According to the report, negotiations with senior creditors including Leon Black's Apollo Global Management LLC and Centerbridge Capital Partners LLC, which are poised to seize control of the former TXU Corp., are at a crucial juncture when agreements that allow them to view nonpublic information to foster talks expire. A proposal disclosed this month that wasn't accepted would have given the company's owners as little as $270 million. KKR, Goldman and TPG took Dallas-based Energy Future private in the largest leveraged buyout in history, an investment that was predicated on rising gas prices, the report related. Instead, they fell as the development of hydraulic fracturing created a surge in U.S. gas supplies, triggering 10 straight quarterly losses at the company since 2011 and leading Warren Buffett to say his $2 billion investment in Energy Future bonds was "a big mistake." "We see bigger potential for value leakage if this bankruptcy restructuring turns highly contentious, highly litigious and disorganized," Jim Hempstead, an analyst at bond-rating company Moody's Investors Service in New York, said in a telephone interview. 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. ENERGY FUTURE: Reduced Earnings to Sap Credit Recovery Values ------------------------------------------------------------- Mark Chediak, writing for Bloomberg News, reported that Energy Future Holdings Corp.'s creditors may be carving up less of the Texas energy giant in a bankruptcy reorganization after it cut the earnings forecast for its deregulated unit earlier this week. According to the report, the former TXU Corp. reduced its 2015 profit forecast for its Texas Competitive Electric Holdings unit by almost 20 percent on lower expectations for natural gas prices, compared with earnings projections six months ago, the Dallas- based company said in an Oct. 15 regulatory filing. The revised outlook may cut how much debtholders receive after a Chapter 11 restructuring, which may come as soon as next month, said Peter Thornton, an analyst for KDP Investment Advisors Inc. Texas' largest electricity provider has been in negotiations with creditor groups in an attempt to devise a plan on reducing Energy Future's $43.6 billion of debt and how to apportion ownership of the company in bankruptcy, the report related. KKR & Co., TPG Capital and Goldman Sachs Capital Partners took it private six years ago in the biggest leveraged buyout in history. "We've lowered our expectations for adjusted earnings based on management's revised forecasts," Thornton said in a telephone interview, the report cited. "Part of that is due to lower power prices and gas prices." Senior creditors at Energy Future will now recover 53 percent, Thornton wrote in an Oct. 17 research note, the report further related. That's down from a 56 percent recovery he estimated in August. 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. EURAMAX HOLDINGS: Scott Vansant Named SVP North America ------------------------------------------------------- Euramax Holdings, Inc., announced that Senior Vice President, Chief Financial Officer and Treasurer, Scott R. Vansant has been named senior vice president of Euramax North America. Mr. Vansant will lead all sales, business development, innovation and marketing activities for Euramax's North America Residential and Commercial business segments, effective immediately. Mary Cullin, vice president of Finance and Shared Services, will succeed Mr. Vansant as senior vice president, chief financial officer and treasurer, effective immediately. Mr. Vansant was appointed as senior vice president in June 2012 and has been the chief financial officer of Euramax since July 1998. Mr. Vansant served as vice president from September 1996 through June 2012. He joined Alumax in 1991. From 1995 to 1996, Mr. Vansant served as Director of Internal Audit for Alumax and also served in various operational positions with Alumax Building Products, Inc., including serving as Controller from 1993 to 1995 and branch manager from 1992 to 1993. Prior to 1991, Mr. Vansant worked as a certified public accountant for Ernst & Young LLP. Mr. Vansant received a BBA in Accounting from Mercer University in 1984. Ms. Cullin most recently served as vice president of Finance and Shared Services for Euramax with responsibility for North America finance, accounting, information systems, credit and payroll activities. Ms. Cullin joined Euramax in 2008 as the Director of Financial Planning and Analysis and has served in various finance and accounting positions for the Company. Immediately prior to joining Euramax, Ms. Cullin was a Divisional Chief Financial Officer of HD Supply Lumber and Building Materials. Ms. Cullin has also held various financial positions with The Home Depot and Flowers Foods, Inc. Ms. Cullin received her BS in Financial Management from Clemson University in 1987. Chief Executive Officer Mitch Lewis commented, "The senior executive changes announced today move highly talented and proven leaders from within the Euramax organization into new roles that fit well with the Company's short and long term business strategies." "I am very pleased for Scott to assume responsibility for our North American business activities. Scott has been intimately involved in most aspects of our North American business in his role as the Company's CFO. Scott's excellent process improvement, analytical skills, and knowledge of our business make him uniquely qualified to drive the strategy and execution of the Company's objectives in North America." "Mary has demonstrated excellent leadership capabilities through a series of progressively expanding responsibilities at Euramax. She has been instrumental in aligning the Company's finance, accounting and information system departments with the initiatives of business leaders throughout the Company. Mary's business and financial background make her ideally suited for her new role as CFO." About Euramax Holdings Euramax Holdings Inc. is an international producer of metal and vinyl products sold to the residential repair and remodel, non- residential construction and recreational vehicle markets primarily in North America and Europe. It considers itself a leader in several niche product categories, including preformed roof-drainage products sold in the U.S., metal roofing and siding for wood frame construction in the U.S., and aluminum siding for towable RVs in the U.S. and Europe. Euramax Holdings' balance sheet at Dec. 31, 2012, showed $594.42 million in total assets, $680.41 million in total liabilities and a $85.99 million total shareholders' deficit. * * * As of June 30, 2010, Euramax carries "Caa1" long-term debt ratings from Moody's and "B-" long-term debt ratings from Standard & Poor's. EXIDE TECHNOLOGIES: Lease Decision Period Extended Until Jan. 6 --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware extended the time within which Exide Technologies may assume or reject unexpired leases of nonresidential real property, including subleases or other agreements to which the Debtor is a party that may be considered an unexpired lease of nonresidential real property, through and including Jan. 6, 2014. As reported in the TCR on Oct. 8, 2013, the Debtor and its advisors are in the midst of determining which of the leases will be part of its go-forward business plan. Additionally, the Debtor is analyzing which leases have their own intrinsic value, even if they are ultimately not part of the business plan. About Exide Technologies Headquartered in Princeton, New Jersey, Exide Technologies (NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and distributes lead acid batteries and other related electrical energy storage products. Exide first sought Chapter 11 protection (Bankr. Del. Case No. 02-11125) on April 14, 2002 and exited bankruptcy two years after. Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors in their successful restructuring. Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No. 13-11482) on June 10, 2013. For the new case, Exide has tapped Anthony W. Clark, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial advisor; Sitrick and Company Inc. as public relations consultant and GCG as claims agent. The Debtor disclosed $1.89 billion in assets and $1.14 billion in liabilities as of March 31, 2013. Exide's international operations were not included in the filing and will continue their business operations without supervision from the U.S. courts. The Official Committee of Unsecured Creditors is represented by Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as co counsel. Zolfo Cooper, LLC serves as its bankruptcy consultants and financial advisors. EXIDE TECHNOLOGIES: Can Employ PwC as Tax Advisor ------------------------------------------------- Exide Technologies Inc. sought and obtained authorization from the Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware to employ PricewaterhouseCoopers LLP as tax advisor to the Debtor, nunc pro tunc to Aug. 30, 2013. The Debtor requires PwC to: (a) advise in identifying the potential state and local income and franchise tax consequences associated with proposed financial restructuring alternatives currently or prospectively evaluated by Exide Technologies, which are anticipated to be reported in future state income and franchise tax returns and reflected in potential future state income and franchise tax payments; (b) advise with its determination of the potential amount of cancellation of indebtedness income for state income tax purposes, and determination of the effect of state tax attribute reduction in accordance with applicable state income tax laws in connection with or following the consummation of any proposed financial restructuring transaction alternative, giving consideration to various elections that may be available to Exide and any related statements or disclosures; (c) advise with its evaluation and inventory of state income tax attributes under applicable state income tax laws including the identification of existing or new limitations imposed on the utilization of such state tax attributes; (d) advise with its evaluation of the state income tax treatment of its intercompany obligations and the potential cancellation or settlement of obligations prior to, in connection with or following the consummation of any proposed financial restructuring transaction; (e) advise with its determination of the U.S. federal and state income tax treatment of transaction related costs and other costs incurred in connection with the proposed financial restructuring transaction in order to properly report the treatment of such items on the U.S. federal and state income tax returns; (f) advise with its evaluation of current accounting methods and potential changes in accounting methods which may impact the amount of future cash taxes following consummation of the proposed financial restructuring transaction; (g) advise in its projection of future U.S. federal and state income and franchise taxes following the proposed financial restructuring transaction, incorporating the effects from U.S. federal and state income tax attribute reduction and potential changes in accounting methods in the determination of projected taxable income following the proposed financial restructuring; (h) advise with its evaluation of the impacts to its ASC 740 reporting of the effects of the proposed financial restructuring, which may include, a re-evaluation of the deferred tax assets and liabilities existing as of emergence, evaluating the realizability of the adjusted deferred tax assets, assistance with interim tax provision considerations, unremitted earnings considerations, general effective tax rate considerations and assessing other assertions historically reported by the Debtor as part of its financial statement disclosures; (i) provide assistance in the form of general U.S. federal and state and local consultations, on an as requested basis, related to ordinary and ongoing annual tax matters not related to the proposed financial restructuring such as, but not limited to, annual U.S. federal and state and local tax return compliance matters, general consultations regarding tax treatment of income and deduction items and general ASC 740 tax accounting matters; and (j) document, as appropriate, the tax analysis, opinions, recommendations, conclusions, and correspondence for the tax issues or other tax matters described above. PwC will be paid at these hourly rates: Partner-National $765 Partner $680 Director $495 Manager $395 Senior Associate $290 Associate $205 PwC will also be reimbursed for reasonable out-of-pocket expenses incurred. Stephen J. Burke, partner of PwC, assured the Court that the firm 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. About Exide Technologies Headquartered in Princeton, New Jersey, Exide Technologies (NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and distributes lead acid batteries and other related electrical energy storage products. Exide first sought Chapter 11 protection (Bankr. Del. Case No. 02-11125) on April 14, 2002 and exited bankruptcy two years after. Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors in their successful restructuring. Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No. 13-11482) on June 10, 2013. For the new case, Exide has tapped Anthony W. Clark, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial advisor; Sitrick and Company Inc. as public relations consultant and GCG as claims agent. The Debtor disclosed $1.89 billion in assets and $1.14 billion in liabilities as of March 31, 2013. Exide's international operations were not included in the filing and will continue their business operations without supervision from the U.S. courts. The Official Committee of Unsecured Creditors is represented by Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as co counsel. Zolfo Cooper, LLC serves as its bankruptcy consultants and financial advisors. EXIDE TECHNOLOGIES: Calif. Lawmakers Blast Claims Deadline ---------------------------------------------------------- Law360 reported that two California state senators who represent an area near bankrupt Exide Technologies Inc.'s battery recycling plant -- which has been the subject of intense environmental scrutiny -- asked a Delaware bankruptcy judge on Oct. 17 to extend the looming claims deadline for people asserting pollution-related injuries against the debtor. According to the report, state senators Kevin De Leon and Ricardo Lara -- Democrats who represent California's 22nd and 33rd Senate districts, respectively -- sent a letter to U.S. Bankruptcy Judge Kevin J. Carey, stating they were "gravely concerned" that with the October deadline. About Exide Technologies Headquartered in Princeton, New Jersey, Exide Technologies (NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and distributes lead acid batteries and other related electrical energy storage products. Exide first sought Chapter 11 protection (Bankr. Del. Case No. 02-11125) on April 14, 2002 and exited bankruptcy two years after. Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors in their successful restructuring. Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No. 13-11482) on June 10, 2013. For the new case, Exide has tapped Anthony W. Clark, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial advisor; Sitrick and Company Inc. as public relations consultant and GCG as claims agent. The Debtor disclosed $1.89 billion in assets and $1.14 billion in liabilities as of March 31, 2013. Exide's international operations were not included in the filing and will continue their business operations without supervision from the U.S. courts. The Official Committee of Unsecured Creditors is represented by Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as co counsel. Zolfo Cooper, LLC serves as its bankruptcy consultants and financial advisors. FLETCHER GRANITE: Court Dismisses Chapter 11 Case ------------------------------------------------- The U.S. Bankruptcy Court dismissed the chapter 11 case of Fletcher Granite Company LLC, according to documents lodged in the case docket Oct. 16. As reported in the Troubled Company Reporter on Oct. 18, 2012, the U.S. Trustee in the bankruptcy case of FGC Liquidation, LLC, formerly known as Fletcher Granite Company, LLC, asked the U.S. Bankruptcy Court for an order converting the case to Chapter 7 liquidation because, save the Debtors' inventory and accounts receivable, substantially all of the Debtors' assets have been sold and there is continuing diminution of the estate and no reasonable likelihood of rehabilitation. About Fletcher Granite Westford, Massachusetts-based Fletcher Granite Company LLC -- http://www.fletchergranite.com/-- produced granite for buildings, bridges and road construction. Fletcher Granite filed for Chapter 11 bankruptcy protection (Bankr. D. Mass. Case No. 10-43884) on Aug. 2, 2010. David J. Reier, Esq., and Laura Otenti, Esq., at Posternak Blankstein & Lund LLP, serve as counsel to the Debtor. The Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million in its Chapter 11 petition. The U.S. Trustee has formed a five-member Official Committee of Unsecured Creditors. In November 2010, the judge approved a $7 million all-cash sale of Fletcher Granite's assets to stalking-horse bidder Nesi Realty LLC. The Debtor renamed itself to FGC Liquidation, LLC, following the sale. FLETCHER LEISURE: Obtains Interim Stay Under Chapter 15 ------------------------------------------------------- Judge Burton R. Lifland of the U.S. Bankruptcy Court for the Southern District of New York issued an order granting an interim stay and other provisional relief under Chapter 15 of the U.S. Bankruptcy Code to 9266-4832 Quebec Inc., Fletcher Leisure Group Inc./Le Groupe de Loisirs Fletcher Inc., and Fletcher Leisure Group Ltd. Pending a hearing on the entry of the Final Order, no litigation, proceeding, enforcement process, or collection action in any court or tribunal will be commenced or continued against or in respect of the Fletcher Entities or PricewaterhouseCoopers Inc., as receiver appointed by the Superior Court (Commercial Division) for the District of Montreal, Province of Quebec and duly authorized foreign representative for the Chapter 15 Debtors, or affecting the Fletcher Entities' businesses, assets, or property, except with the written consent of the Receiver or with leave of the U.S. Bankruptcy Court or the Canadian Court, and any and all Proceedings currently underway against or in respect of the Receiver or the Fletcher Entities or affecting the Fletcher Entities' assets or property are hereby stayed and suspended pending further Order of the Canadian Court or the U.S. Bankruptcy Court. The Receiver is represented by: Daniel S. Lubell, Esq. Eleni D. Theodosiou-Pisanelli, Esq. HUGHES HUBBARD & REED LLP One Battery Park Plaza New York, NY 10004 Tel: (212) 837-6000 Fax: (212) 422-4726 Email: lubell@hugheshubbard.com theodosi@hugheshubbard.com About Fletcher Leisure Fletcher Leisure Group Ltd., a Canadian manufacturer and distributor of golf and ski apparel, filed a petition in New York on Oct. 22 for Chapter 15 protection immediately after the Superior Court in Quebec appointed a receiver at the request of secured lender Salus Capital Partners LLC, owed C$11.6 million (US$11.3 million). Affiliates that separately filed Chapter 15 petitions are 9266-4832 Quebec Inc., and Fletcher Leisure Group Inc./Le Groupe de Loisirs Fletcher Inc. The case is In re Fletcher Leisure Group Ltd., 13-bk-13402, U.S. Bankruptcy Court, Southern District of New York (Manhattan). PricewaterhouseCoopers Inc., the Canadian Court-appointed receiver and duly authorized foreign representative for Fletcher Leisure et al., is represented by Daniel S. Lubell, Esq., and Eleni D. Theodosiou-Pisanelli, Esq., at Hughes Hubbard & Reed LLP, in New York. FLETCHER LEISURE: Receiver Wants Ch. 15 Cases Jointly Administered ------------------------------------------------------------------ PricewaterhouseCoopers Inc., as Canadian Court-appointed receiver and duly authorized foreign representative for 9266-4832 Quebec Inc., Fletcher Leisure Group Inc./Le Groupe de Loisirs Fletcher Inc., and Fletcher Leisure Group Ltd., asks the U.S. Bankruptcy Court for the Southern District of New York to direct the joint administration of the Debtors' related Chapter 15 cases for procedural purposes only. The Receiver states, "Entry of an order for joint administration of these chapter 15 cases will avoid duplicative notices, applications and orders, thereby saving the Receiver considerable time and expense. The rights of the Fletcher Entities' respective creditors and other parties in interest will not be adversely affected by joint administration of these Chapter 15 cases because the relief requested in this Motion is purely administrative and in no way affects any party's substantive rights. Indeed, joint administration will ensure that all creditors may look to one bankruptcy case docket to file their motions or otherwise seek redress against the Receiver or the Fletcher Entities. Moreover, the Court will also be relieved of the burden of entering duplicative orders and maintaining duplicative files." About Fletcher Leisure Fletcher Leisure Group Ltd., a Canadian manufacturer and distributor of golf and ski apparel, filed a petition in New York on Oct. 22 for Chapter 15 protection immediately after the Superior Court in Quebec appointed a receiver at the request of secured lender Salus Capital Partners LLC, owed C$11.6 million (US$11.3 million). Affiliates that separately filed Chapter 15 petitions are 9266-4832 Quebec Inc., and Fletcher Leisure Group Inc./Le Groupe de Loisirs Fletcher Inc. The case is In re Fletcher Leisure Group Ltd., 13-bk-13402, U.S. Bankruptcy Court, Southern District of New York (Manhattan). PricewaterhouseCoopers Inc., the Canadian Court-appointed receiver and duly authorized foreign representative for Fletcher Leisure et al., is represented by Daniel S. Lubell, Esq., and Eleni D. Theodosiou-Pisanelli, Esq., at Hughes Hubbard & Reed LLP, in New York. FRIENDFINDER NETWORKS: Amended Joint Plan Filed ----------------------------------------------- BankruptcyData reported that FriendFinder Networks filed with the U.S. Bankruptcy Court an Amended Joint Plan of Reorganization and related Disclosure Statement. According to the Disclosure Statement, "The Debtors engaged in extensive negotiations with the Consenting First Lien Noteholders, the Consenting Second Lien Noteholders, and the Holders of the Cash Pay Second Lien Notes regarding the terms of the Plan. The Plan provides for the recapitalization of the Company by exchanging Allowed First Lien Noteholder Claims for a combination of New First Lien Notes and Cash and exchanging Allowed Second Lien Noteholder Claims for 100% of the New Common Stock of FFN and in certain circumstances, an additional Cash Distribution. The Plan provides that Allowed Administrative Claims, Allowed Priority Tax Claims, Allowed Priority Claims and Other Secured Claims shall be paid in full or otherwise unimpaired. The Plan further provides that Allowed General Unsecured Claims shall receive payment in full in Cash on the Effective Date, or as soon as is reasonably practicable, or to the extent applicable, have their Claims reinstated by the Reorganized Debtors and paid in the ordinary course of business. The Plan further provides that Intercompany Interests shall either be (i) reinstated, in full or in part, and treated in the ordinary course of business or (ii) cancelled and discharged. To the extent an Intercompany Claim and/or Intercompany Interest is cancelled or discharged, Holders of Intercompany Claims and Intercompany Interests shall not receive or retain any property on account of such claims and interests. The Plan does not provide for any recovery to Securities Litigation Claims or to Existing FFN Equity Interests, as such, both are deemed to reject the Plan." About FriendFinder Networks FriendFinder Networks (formerly Penthouse Media Group) owns and operates a variety of social networking Web sites, including FriendFinder.com, AdultFriendFinder.com, Amigos.com, and AsiaFriendFinder.com. In total, its Web sites are offered in 12 languages to users in some 170 countries. The company also publishes the venerable adult magazine PENTHOUSE, and produces adult video content and related images. The Company is based in Boca Raton, Florida. FriendFinder Networks reported a net loss of $49.44 million in 2012, a net loss of $31.14 million in 2011, and a net loss of $43.15 million in 2010. FriendFinder Networks and affiliates, including lead debtor PMGI Holdings Inc., sought bankruptcy protection (Bankr. D. Del. Lead Case No. 13-12404) on Sept. 17, 2013, estimating assets of $465.3 million and debt totaling $662 million. The Debtors are represented by Nancy A. Mitchell. Esq., Matthew L. Hinker, Esq., and Paul T. Martin, Esq., at Greenberg Traurig, LLP, in New York, as lead bankruptcy counsel; and Dennis A. Meloro, Esq., in Wilmington, Delaware, as local Delaware counsel. Akerman Senterfitt serves as the Debtors' special and conflicts counsel. The Debtors' financial advisor is SSG Capital Advisors LLC. BMC Group, Inc., is the Debtors' claims and noticing agent. On Sept. 21, 2013, the Debtors filed a plan of reorganization containing details on a reorganization worked out with about 80 percent of first and second-lien lenders before the Sept. 17 Chapter 11 filing. Under the Plan, holders of the $234.3 million in 14 percent first-lien notes will receive accrued interest plus an equal amount in new 14 percent first-lien notes to mature in five years. Excess cash will be used in part to pay down principal on the notes before maturity. Holders of $330.8 million in two issues of second-lien notes are to receive all the new equity. FURNITURE BRANDS: Panel Hires BDO Consulting as Financial Advisor ----------------------------------------------------------------- The Official Committee of Unsecured Creditors of Furniture Brands International, Inc. and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain BDO Consulting, a Division of BDO USA, LLP, as financial advisor, effective Sept. 20, 2013. The Committee requires BDO Consulting to: (a) analyze the financial operations of the Debtors pre- and post-petition, as necessary; (b) analyze the financial ramifications of any proposed transactions for which the Debtors seek Bankruptcy Court approval including, but not limited to, post-petition financing, sale of all or a portion of the Debtors' assets, retention of management and employee incentive and severance plans; (c) conduct any requested financial analysis including verifying the material assets and liabilities of the Debtors, as necessary, and their values; (d) assist the Committee in its review of monthly statements of Operations submitted by the Debtors; (e) perform claims analysis for the Committee; (f) assist the Committee in its evaluation of cash flow and other projections, including business plans prepared by the Debtors; (g) scrutinize cash disbursements on an ongoing basis for the Period subsequent to the commencement of these cases; (h) perform forensic investigating services, as requested by the Committee and counsel, regarding pre-petition activities of the Debtors in order to identify potential causes of action, including investigating intercompany transfers, improvements in position, and fraudulent transfers; (i) analyze transactions with insiders, related and/or Affiliated companies; (j) analyze transactions with the Debtors' financing institutions; (k) attend meetings of the Committee and conference calls with representatives of the Committee and its counsel; (l) prepare certain valuation analyses of the Debtors' businesses and assets using various professionally accepted methodologies; (m) as needed, prepare alternative business projections relating to the valuation of the Debtors' business enterprise; (n) evaluate financing proposals and alternatives proposed by the Debtors for debtor-in-possession financing, exit financing and capital raising supporting any plan of reorganization; (o) assist the Committee in its review of the financial aspects of a plan of reorganization or liquidation submitted by the Debtors and perform any related analyses, specifically including liquidation analyses and feasibility analyses and evaluate best exit strategy; (p) assist counsel in preparing for any depositions and testimony, as well as prepare for and provide expert testimony at depositions and court hearings, as requested; and (q) perform other necessary services as the Committee or the Committee's counsel may request from time to time with respect to the financial, business and economic issues that may arise. The Committee agreed to compensate BDO Consulting for professional services rendered at its normal and customary hourly rates for financial as follows: Level Rates ----- ----- Partners/Managing Directors $475-$795 Directors/Sr. Managers $375-$525 Managers/Vice Presidents $325-$425 Seniors/Analysts $200-$350 Staff $150-$225 BDO Consulting will also be reimbursed for reasonable out-of- pocket expenses incurred. David E. Berliner, partner of BDO Consulting, assured the Court that the firm 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. The Court for the District of Delaware will hold a hearing on the motion on Nov. 22, 2013, at 2:00 p.m. Objections, if any, are due Nov. 1, 2013, at 4:00 p.m. BDO Consulting can be reached at: David E. Berliner BDO CONSULTING, A DIVISION OF BDO USA, LLP 100 Park Avenue New York, NY 10017 Tel: (212) 885-8000 Fax: (212) 697-1299 E-mail: dberliner@bdo.com About Furniture Brands Furniture Brands International (NYSE:FBN) -- http://www.furniturebrands.com-- engages in the designing, manufacturing, sourcing and retailing home furnishings. Furniture Brands markets products through a wide range of channels, including company owned Thomasville retail stores and through interior designers, multi-line/ independent retailers and mass merchant stores. Furniture Brands serves its customers through some of the best known and most respected brands in the furniture industry, including Thomasville, Broyhill, Lane, Drexel Heritage, Henredon, Pearson, Hickory Chair, Lane Venture, Maitland-Smith and LaBarge. On Sept. 9, 2013, Furniture Brands International, Inc. and 18 affiliated companies sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-12329). Attorneys at Paul Hastings LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. Alvarez and Marsal North America, LLC, is the restructuring advisors. Miller Buckfire & Co., LLC is the investment Banker. Epiq Systems Inc. dba Epiq Bankruptcy Solutions is the claims and notice agent. Furniture Brands' balance sheet at June 29, 2013, showed $546.73 million in total assets against $550.13 million in total liabilities. The company has an official creditor's committee with seven members. The creditors' panel includes the Pension Benefit Guaranty Corp., Milberg Factors Inc. and five suppliers. The Creditors Committee retained BDO Consulting, as financial advisor; and Blank Rome LLP and Hahn & Hessen LLP, as counsel. FURNITURE BRANDS: Creditors' Panel Hires Blank Rome as Co-Counsel ----------------------------------------------------------------- The Official Committee of Unsecured Creditors of Furniture Brands International, Inc. and its debtor-affiliates asks permission from the U.S. Bankruptcy Court for the District of Delaware to retain Blank Rome LLP as co-counsel, nunc pro tunc to Sept. 18, 2013. Blank Rome will represent the Committee as Delaware co-counsel and will assist the Committee in all matters proceeding before the Delaware Federal Courts and the U.S. Court of Appeals for the Third Circuit and as otherwise tasked by the Committee and its lead counsel, Hahn & Hessen. Without limitation, Blank Rome has not been tasked in respect of any investigation matter in these cases. Blank Rome will be paid at these hourly rates: Michael B. Schaedle $635 Victoria A. Guilfoyle $385 Alan M. Root $365 Tamara Moody $265 Partners and Counsel $335-$970 Associates $185-$570 Paralegals $110-$380 Blank Rome will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael B. Schaedle, Esq., partner of Blank Rome, assured the Court that the firm 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. The Court for the District of Delaware will hold a hearing on the motion on Nov. 22, 2013, at 2:00 p.m. Objections, if any, are due Nov. 1, 2013, at 4:00 p.m. Blank Rome can be reached at: Michael B. Schaedle, Esq. BLANK ROME LLP 1201 Market Street, Suite 800 Wilmington, DE 19801 Tel: (302) 425-6400 Fax: (302) 425-6464 E-mail: schaedle@blankrome.com About Furniture Brands Furniture Brands International (NYSE:FBN) -- http://www.furniturebrands.com-- engages in the designing, manufacturing, sourcing and retailing home furnishings. Furniture Brands markets products through a wide range of channels, including company owned Thomasville retail stores and through interior designers, multi-line/ independent retailers and mass merchant stores. Furniture Brands serves its customers through some of the best known and most respected brands in the furniture industry, including Thomasville, Broyhill, Lane, Drexel Heritage, Henredon, Pearson, Hickory Chair, Lane Venture, Maitland-Smith and LaBarge. On Sept. 9, 2013, Furniture Brands International, Inc. and 18 affiliated companies sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-12329). Attorneys at Paul Hastings LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. Alvarez and Marsal North America, LLC, is the restructuring advisors. Miller Buckfire & Co., LLC is the investment Banker. Epiq Systems Inc. dba Epiq Bankruptcy Solutions is the claims and notice agent. Furniture Brands' balance sheet at June 29, 2013, showed $546.73 million in total assets against $550.13 million in total liabilities. The company has an official creditor's committee with seven members. The creditors' panel includes the Pension Benefit Guaranty Corp., Milberg Factors Inc. and five suppliers. The Creditors Committee retained BDO Consulting, as financial advisor; and Blank Rome LLP and Hahn & Hessen LLP, as counsel. FURNITURE BRANDS: Creditors' Panel Taps Hahn & Hessen as Counsel ---------------------------------------------------------------- The Official Committee of Unsecured Creditors of Furniture Brands International, Inc. and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Hahn & Hessen LLP, as counsel, nunc pro tunc to Sept. 18, 2013. The Committee requires Hahn & Hessen to: (a) render legal advice to the Committee with respect to its duties and powers in this case; (b) assist the Committee in its investigation of the acts, conduct, assets, liabilities and financial condition of the Debtors, the operation of the Debtors' businesses, the desirability of continuance of such businesses and any other matters relevant to these cases or to the business affairs of the Debtors; (c) advise the Committee with respect to any proposed sale of the Debtors' assets or a sale of the Debtors' business operations and any other relevant matters; (d) advise the Committee with respect to any proposed plan of reorganization or liquidation and the prosecution of claims against third parties, if any, and any other matters relevant to the cases or to the formulation of a plan of reorganization or liquidation; (e) assist the Committee in requesting the appointment of a trustee or examiner pursuant to section 1104 of the Bankruptcy Code, if necessary and appropriate; and (f) perform other legal services, which may be required by, and which are in the best interests of, the unsecured creditors, which the Committee represents. Hahn & Hessen will be paid these hourly rates effective Oct. 1, 2013: Partners $650 to $845 Associates $335 to $570 Special Counsel & of Counsel $495 to $635 Paralegals $210 to $250 Hahn & Hessen will also be reimbursed for reasonable out-of-pocket expenses incurred. Mark T. Power, member of Hahn & Hessen, assured the Court that the firm 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. The Court for the District of Delaware will hold a hearing on the motion on Nov. 22, 2013, at 2:00 p.m. Objections, if any, are due Nov. 1, 2013, at 4:00 p.m. Hahn & Hessen can be reached at: Mark T. Power, Esq. Hahn & Hessen LLP 488 Madison Avenue New York, NY 10022 Tel: (212) 478-7350 Fax: (212) 478-7400 E-mail: mpower@hahnhessen.com About Furniture Brands Furniture Brands International (NYSE:FBN) -- http://www.furniturebrands.com-- engages in the designing, manufacturing, sourcing and retailing home furnishings. Furniture Brands markets products through a wide range of channels, including company owned Thomasville retail stores and through interior designers, multi-line/ independent retailers and mass merchant stores. Furniture Brands serves its customers through some of the best known and most respected brands in the furniture industry, including Thomasville, Broyhill, Lane, Drexel Heritage, Henredon, Pearson, Hickory Chair, Lane Venture, Maitland-Smith and LaBarge. On Sept. 9, 2013, Furniture Brands International, Inc. and 18 affiliated companies sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-12329). Attorneys at Paul Hastings LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. Alvarez and Marsal North America, LLC, is the restructuring advisors. Miller Buckfire & Co., LLC is the investment Banker. Epiq Systems Inc. dba Epiq Bankruptcy Solutions is the claims and notice agent. Furniture Brands' balance sheet at June 29, 2013, showed $546.73 million in total assets against $550.13 million in total liabilities. The company has an official creditor's committee with seven members. The creditors' panel includes the Pension Benefit Guaranty Corp., Milberg Factors Inc. and five suppliers. The Creditors Committee retained BDO Consulting, as financial advisor; and Blank Rome LLP and Hahn & Hessen LLP, as counsel. GENERAL MOTORS: No GUC Trust Distributions for Sept. 30 Qtr. ------------------------------------------------------------ Pursuant to the Amended and Restated Motors Liquidation Company GUC Trust Agreement dated as of June 11, 2012, as amended, the Motors Liquidation Company GUC Trust is required to make certain quarterly distributions of assets to holders of units of beneficial interest in the GUC Trust, provided that those assets are not required for the satisfaction of allowed general unsecured claims against the GUC Trust and have not otherwise been set aside from distribution to fund potential costs and liabilities of the GUC Trust, but only if such Excess GUC Trust Distributable Assets exceed certain thresholds specified in the GUC Trust Agreement. On Oct. 21, 2013, the GUC Trust announced that the amounts of Excess GUC Trust Distributable Assets did not exceed the Distribution Threshold for the quarter ended Sept. 30, 2013. As a result, no distribution in respect of the GUC Trust Units is anticipated to be made for the quarter ended Sept. 30, 2013. The determination not to make a distribution in respect of the GUC Trust Units for the quarter ended Sept. 30, 2013, is not related to any distributions that may be required by the Settlement Agreement, dated Sept. 26, 2013, relating to the settlement of certain claims by or on behalf of holders of notes issued in 2003 by General Motors Nova Scotia Finance Company. The GUC Trust will make any such distributions at the times and in the amounts required by the Settlement Agreement, as described in the GUC Trust's filings with the Securities and Exchange Commission. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation Company was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. GLOBALSTAR INC: TFC and Thermo Funding Invest $12.5 Million ----------------------------------------------------------- Thermo Funding Company LLC, which is controlled by the principal shareholder, chairman and chief executive officer of Globalstar, Inc., committed to invest up to $85 million in equity securities of the Company, as previously announced on May 20, 2013. Pursuant to their commitment, TFC and Thermo Funding II LLC, a limited liability company also controlled by James Monroe III, invested $6 million on July 29, 2013, and $6.5 million on Aug. 19, 2013, on terms to be determined by a special committee of the Company's board of directors consisting solely of the Company's unaffiliated directors. During the period between July 29, 2013, and Aug. 19, 2013, the Company's voting common stock traded at a price ranging from $0.57 to $0.65 per share. Prior to the Aug. 19 funding, the Company attempted to and was unable to obtain commitments from third party investors to purchase at least $20 million of the Company's common stock at a price of $0.52 per share (before advisory fees), leaving Thermo as the only party willing to invest $20 million in the Company's common stock at a price of at least $0.52 per share. The Company, TFC and TFII entered into a Common Stock Purchase and Option Agreement pursuant to which Thermo agreed to purchase 11,538,461 shares of the Company's non-voting common stock in exchange for the $6 million invested in July and an additional $20 million, or 38,461,538 shares, consisting of the $6.5 million August amount and an incremental $13.5 million as and when requested to do so by the special committee through Nov. 28, 2013. Thermo further agreed to purchase up to $11.5 million of additional shares of non-voting common stock at a price equal to 85 percent of the average closing price of the voting common stock on the ten trading days immediately preceding the date of the special committee's request until Dec. 26, 2013. The terms of the Common Stock Purchase and Option Agreement were approved on Oct. 14, 2013, by the special committee, which was represented by independent legal counsel and which determined that the terms were fair and in the best interests of the Company and its stockholders. About Globalstar Covington, Louisiana-based Globalstar Inc. provides mobile satellite voice and data services. Globalstar offers these services to commercial and recreational users in more than 120 countries around the world. The Company's products include mobile and fixed satellite telephones, simplex and duplex satellite data modems and flexible service packages. Globalstar reported a net loss of $25.1 million on $19.3 million of revenue for the three months ended March 31, 2013, compared with a net loss of $24.5 million on $16.7 million of revenue for the same period last year. The Company's balance sheet at June 30, 2013, showed $1.37 billion in total assets, $953.44 million in total liabilities and $421.25 million in total stockholders' equity. The Company said in its Form 10-Q for the quarter ended March 31, 2013, "We currently lack sufficient resources to meet our existing contractual obligations over the next 12 months. As a result, there is substantial doubt that we can continue as a going concern. In order to continue as a going concern, we must obtain additional external financing; amend the Facility Agreement and certain other contractual obligations; and restructure the 5.75% Notes." GMX RESOURCES: Exclusive Plan Filing Period Extended to Dec. 12 --------------------------------------------------------------- BankruptcyData reported that the U.S. Bankruptcy Court approved GMX Resources' second motion to extend the exclusive period during which the Company can file a Chapter 11 plan and solicit acceptances thereof through and including December 12, 2013 and February 12, 2014, respectively. The Debtors said in court papers they "are not seeking to engage in unreasonable delays or to pressure their creditors or other constituents. Instead, they are seeking the requested extensions in order to continue their reorganization process, including finalizing negotiations with the Committee and Steering Committee and drafting the plan of reorganization." 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 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: Amended Plan Support Agreement Filed --------------------------------------------------- BankruptcyData reported that GMX Resources filed with the U.S. Bankruptcy Court a notice of its entry into a first amendment to the Company's plan support agreement. The amended agreement states, "Except as specifically set forth herein, the PSA shall remain in full force and effect and is hereby ratified and confirmed. The Parties specifically acknowledge and agree that the PSA, as hereby amended, is in full force and effect in accordance with its respective terms and has not been modified, except pursuant to this Amendment. This Amendment shall be binding upon and inure to the benefit of each of the parties hereto and their respective successors and assigns." 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 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. GORDIAN MEDICAL: Committee Says Plan Provides Adequate Information ------------------------------------------------------------------ The Official Committee of Unsecured Creditors of Gordian Medical, Inc., concurs with the position of the Debtor that its Plan of Reorganization dated Aug. 23, 2013, provides adequate information for a hypothetical investor typical of the holders of claims or interest to make an informed judgment about the Plan without the need for filing a separate disclosure statement. According to the Committee, it does not believe that a disclosure statement would serve any purpose in a case where no votes are being solicited and all Allowed Claims will be paid in full, with interest, on the later of the Effective Date and the date upon such claims become Allowed Claims. Further, the Committee says that requiring the Debtor to file a separate disclosure statement would just add to the expense of the case, without conferring any concomitant benefit to creditors. The Committee also supports the Confirmation Motion and believes that the Debtor has met the applicable confirmation requirements set forth in section 1129 of the Bankruptcy Code. As reported in the TCR on Oct. 15, 2013, the U.S. Bankruptcy Court for the Central District of California, according to Gordian Medical's case docket, was slated to convene a hearing on Oct. 21 at 2:00 p.m., to consider the adequacy of information in the Disclosure Statement and confirmation of the Debtor's Plan of Reorganization dated Aug. 23, 2013. As reported in the TCR on Aug. 27, 2013, the Plan provides for the payment of all Allowed Claims in full on the later of the Effective Date and the date upon which a Claim becomes an Allowed Claim and the continued operation of the Debtor's business. The source of funds for the payments that the Reorganized Debtor will be required to make (or reserve for) on the Plan Effective Date is Cash on hand and the contribution to be made by Gerald Del Signore in an amount not to exceed $7.5 million. Because all Claims against, and Interests, in the Debtor are Unimpaired under the Plan, the Debtor is not soliciting acceptances or rejections of the Plan from these Claims and or Interests. Hence, the Debtor will not distribute a disclosure statement with its Plan. The Debtor will, however, file a motion for confirmation of the Plan with the Court. The Allowed CMS Secured Claim (Class 2), if any, will be satisfied by CMS offsetting the amount of its Allowed Secured Claim against any amount that CMS owes the Debtor, up to the amount of any Allowed Secured Claim. Such offset will take place on the later of (a) the Effective Date and (b) (i) the date when any CMS Secured Claim is Allowed and (ii) the amount CMS owes the Debtor is determined. Interest will accrue on the amount of any CMS Allowed Secured Claim at the Judgment Rate from the Petition Date until the date of payment and will be included in the amount of any CMS Allowed Secured Claim; provided, however, the amount of any Allowed CMS Secured Claim will not exceed the amount that it is determined CMS owes the Debtor. The Allowed CMS Secured Claim, to the extent one exists, is unimpaired by the Plan. General Unsecured Claims (Class 5) will be paid in Cash in full, plus interest, on the later of (a) the Effective Date and (b) the date upon which General Unsecured Claim becomes an Allowed General Unsecured Claim, or, in either event, as soon thereafter as is practicable. Each Allowed General Unsecured Claim will accrue interest at the Judgment Rate from the Petition Date until it is paid. The Claims filed by CMS and the IRS are each filed, at least partially, as General Unsecured Claims. The Debtor disputes the IRS Claim and the CMS Claim. The Debtor has previously filed an objection to the IRS Claim on the basis that it was filed after the Governmental Unit Bar Date and the Debtor intends to file an objection to the Claim of CMS. The Debtor expects the objections to both of these Claims will be resolved prior to the Confirmation Hearing and that both Claims will be disallowed in full. The Class 5 Claims are unimpaired by the Plan. On the Effective Date, all Holders of Class 6 Interests will retain his or her Interest in the Reorganized Debtor in the same percentage as he or she held in the Debtor and such interest will be unaffected by the Plan. Class 6 Interests are unimpaired by the Plan. A copy of the Debtor's Plan of Reorganization, dated Aug. 23, 2013, is available at: http://bankrupt.com/misc/gordianmedical.doc685.pdf About Gordian Medical Gordian Medical, Inc., dba American Medical Technologies, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 12-12339) in Santa Ana, California, on Feb. 24, 2012, after Medicare refunds were halted. Irvine, California-based Gordian Medical provides supplies and services to treat serious wounds. The Debtor has active relationships with and serves patients in more than 4,000 nursing facilities in 49 states with the heaviest concentration of the nursing homes being in the south and southeast sections of the United States. In its schedules, the Debtor disclosed $37,877,279 in assets and $7,585,271 in liabilities as of the Petition Date. Judge Mark S. Wallace oversees the case. Jeffrey L Kandel, Esq., Teddy M Kapur, Esq., Samuel R. Maizel, Esq., and Scotta E. McFarland, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles, Calif., represent the Debtor as counsel. Fulbright & Jaworski LLP, in Washington, D.C., serves as the Debtor's special regulatory counsel. Loeb & Loeb LLP, in Los Angeles, Calif., serves as the Debtor's special tax counsel. GlassRatner Advisory & Capital Group LLC serves as the Debtor's financial advisor. The U.S. Trustee appointed five members to the Official Committee of Unsecured Creditors. Michael I. Gottfried, Esq., and Rodger M. Landau, at Landau Gottfried & Berger LLP, in Los Angeles, Calif., represent the Creditors Committee as counsel. GORDIAN MEDICAL: Plan Confirmation Hearing Continued to Nov. 20 --------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California granted in part, and denied in part, the motion of the United States of America dated Oct. 2, 2013, for a stay of the bankruptcy case of Gordian Medical, Inc., in light of a lapse of appropriations. The Debtor and the Official Committee of Unsecured Creditors both objected to the Motion. The Court's order further states: 1. Any and all actions by or against the United States of America (including the United States Department of Health and Human Services and its Centers for Medicare and Medicaid Services (collectively "CMS") and the Internal Revenue Service ("IRS") are stayed through and including Oct. 21, 2013. The stay will expire at 11:00 p.m. on Oct. 21, 2013. 2. The stay will not apply to actions not directly involving the United States; however, the Court retains its discretion to stay additional matters where the United States requests such an extension of the stay and where the Court believes that the United States' position on such additional matters should be heard. 3. In addition, the Court retains its discretion to extend the stay beyond Oct. 21, 2013. 4. The plan confirmation hearing (scheduled for Oct. 1, 2013, at 2:00 p.m.) is continued to Nov. 20, 2013, at 2:00 p.m. and all related objection deadlines are extended through Nov. 6, 2013. 5. The Debtor, Creditors Committee and/or party-in-interest may file an objection to the CMS proof of claim, but may not calendar such objection for a hearing any earlier than Nov. 20, 2013, at 2:00 p.m. 6. If the Bankruptcy Court enters an order on the objection to the IRS claim (a matter previously heard which is now under submission) prior to Oct. 21, 2013, at 11:00 p.m., the time for any party to file a notice of appeal will not begin to run until Oct. 22, 2013. About Gordian Medical Gordian Medical, Inc., dba American Medical Technologies, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 12-12339) in Santa Ana, California, on Feb. 24, 2012, after Medicare refunds were halted. Irvine, California-based Gordian Medical provides supplies and services to treat serious wounds. The Debtor has active relationships with and serves patients in more than 4,000 nursing facilities in 49 states with the heaviest concentration of the nursing homes being in the south and southeast sections of the United States. In its schedules, the Debtor disclosed $37,877,279 in assets and $7,585,271 in liabilities as of the Petition Date. Judge Mark S. Wallace oversees the case. Jeffrey L Kandel, Esq., Teddy M Kapur, Esq., Samuel R. Maizel, Esq., and Scotta E. McFarland, Esq., at Pachulski Stang Ziehl & Jones LLP, represent the Debtor as counsel. Fulbright & Jaworski LLP serves as the Debtor's special regulatory counsel. Loeb & Loeb LLP serves as the Debtor's special tax counsel. GlassRatner Advisory & Capital Group LLC serves as the Debtor's financial advisor. The U.S. Trustee appointed five members to the Official Committee of Unsecured Creditors. The Committee is represented by Landau Gottfried & Berger LLP. GREENSHIFT CORP: Board Appoints New Management ---------------------------------------------- Greenshift Corporation's Board of Directors appointed the following officers on Oct. 18, 2013: Chairman of the Board - Kevin Kreisler Chief Executive Officer - Edward Carroll President - Edward Carroll Executive V.P. - CFO - Edward Carroll V.P. - Chief Technology Officer - David Winsness V.P. - Chief Operating Officer - Greg Barlage Executive V.P., Secretary - Richard Krablin Each of the officers was previously an officer of the Company. About Greenshift Corporation Headquartered in New York, GreenShift Corporation develops and commercializes clean technologies designed to integrate into and leverage established production and distribution infrastructure to address the financial and environmental needs of its clients by decreasing raw material needs, facilitating co-product reuse, and reducing waste and emissions. Greenshift Corporation disclosed net income of $2.46 million in 2012, as compared with net income of $7.90 million in 2011. The Company's balance sheet at June 30, 2013, showed $8.68 million in total assets, $47.98 million in total liabilities and a $39.29 million total stockholders' deficit. Rosenberg Rich Baker Berman & Company, in Somerset, NJ, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company had $2,030,577 in cash, and current liabilities exceeded current assets by $41,087,222 as of Dec. 31, 2012. In addition, the Company could be subject to default of its senior debt obligation in 2013 if a condition to a forbearance agreement that is not within the Company's control is not satisfied. These conditions raise substantial doubt about its ability to continue as a going concern. HAAS ENVIRONMENTAL: Panel Can Retain Lowenstein Sandler as Counsel ------------------------------------------------------------------ The Official Committee of Unsecured Creditors of Haas Environmental, Inc. sought and obtained permission from the U.S. Bankruptcy Court for the District of New Jersey to retain Lowenstein Sandler LLP as counsel for the Committee, effective as of Aug. 23, 2013. The professional services that Lowenstein Sandler will provide the Committee include, but are not limited to: (a) providing legal advice as necessary with respect to the Committee's powers and duties as an official committee appointed under 11 U.S.C. Sec. 1102; (b) assisting the Committee in investigating the acts, conducts, assets, liabilities, and financial condition of the Debtor, the operation of the Debtor's business, potential claims, and other matters relevant to the case, to the sale of assets or the formulation of a plan of reorganization; (c) participating in the formulation of a plan; (d) providing legal advice as necessary with respect to any disclosure statement and plan filed in this Chapter 11 case and with respect to the process for approving or disapproving disclosure statements and confirming or denying confirmation of a plan; (e) preparing on behalf of the Committee, as necessary, applications, motions, complaints, answers, orders, agreements and other legal papers; (f) appearing in Court to present necessary motions, applications, and pleadings, and otherwise protecting the interests of those represented by the Committee; (g) assisting the Committee in requesting the appointment of a trustee or examiner, should such action be necessary; and (h) performing other legal services as may be required and that are in the best interests of the Committee and creditors. Lowenstein Sandler will be paid at these hourly rates: Partners of the Firm $500-$985 Senior Counsel and Counsel $385-$685 Associates $275-$480 Paralegals and Assistants $160-$270 Lowenstein Sandler will also be reimbursed for reasonable out-of- pocket expenses incurred. Mary E. Seymour, Esq., member of Lowenstein Sandler, assured the Court that the firm 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. Lowenstein Sandler can be reached at: Mary E. Seymour, Esq. LOWENSTEIN SANDLER LLP 65 Livingston Avenue Roseland, NJ 07068 Tel: (973) 597-2376 Fax: (973) 597-2377 E-mail: mseymour@lowenstein.com Haas Environmental, Inc., filed a Chapter 11 petition (Bankr. D.N.J. Case No. 13-27297) on Aug. 6, 2013. Eugene Haas signed the petition as president. Judge Kathryn C. Ferguson presides over the case. The Debtor estimated assets and debts of at least $10 million. Jerrold N. Poslusny, Jr., Esq., at Cozen O'Connor, in Cherry Hill, New Jersey, serves as the Debtor's counsel. HELIX ENERGY: Moody's Withdraws B1 CFR & Ba2 Rating on Sec. Notes ----------------------------------------------------------------- Moody's Investors Service has withdrawn all assigned ratings for Helix Energy Solutions Group, Inc., including the B1 Corporate Family Rating, following the retirement of all of its rated debt. The company recently announced that it had replaced its senior secured bank credit facility with a new unrated $900 million credit agreement consisting of a term loan and a revolving credit facility. Helix used the proceeds from the new term loan to redeem all remaining senior unsecured notes outstanding. Issuer: Helix Energy Solutions Group, Inc. Ratings Withdrawn: B1 Corporate Family Rating B1-PD Probability of Default Rating Loss Given Default Assessment LGD4 - 50% SGL-1 Speculative Grade Liquidity Rating Ba2, LGD2 - 23% Senior Secured Bank Credit Facility B3, LGD5 - 78% Senior Unsecured Regular Bond/Debenture Stable rating outlook withdrawn HOWREY LLP: Law Firms, Ex-Partners to Return $2MM in New Deals -------------------------------------------------------------- Jacqueline Palank, writing for DBR Small Cap, reported that creditors of Howrey LLP stand to benefit from new legal settlements with three large law firms that have agreed to turn over $2 million. Law360 reported that Covington & Burling LLP, Kirkland & Ellis LLP, Shearman & Sterling LLP and former Howrey LLP attorneys who joined the firms have agreed to pay Howrey's Chapter 11 trustee roughly $2 million to settle unfinished- business litigation, according to filings in California bankruptcy court on Oct. 21 and 22. According to the Law360 report, the trustee, Allan B. Diamond of Diamond McCarthy LLP, asked the bankruptcy judge to approve the agreements, which would resolve claims that the firms and Howrey's former partners owed Howrey profits from competing client matters. About Howrey LLP Three creditors filed an involuntary Chapter 7 petition (Bankr. N.D. Cal. Case No. 11-31376) on April 11, 2011, against the remnants of the Washington-based law firm Howrey LLP. The filing was in San Francisco, where the firm had an office. The firm previously was known as Howrey & Simon and Howrey Simon Arnold & White LLP. The firm at one time had more than 700 lawyers in 17 offices. The partners voted to dissolve in March 2011. The firm specialized in antitrust and intellectual-property matters. The three creditors filing the involuntary petition together have $36,600 in claims, according to their petition. The involuntary chapter 7 petition was converted to a chapter 11 case in June 2011 at the request of the firm. In its schedules filed in July, the Debtor disclosed assets of $138.7 million and liabilities of $107.0 million. Representing Citibank, the firm's largest creditor, is Kelley Cornish, Esq., a partner at Paul, Weiss, Rifkind, Wharton & Garrison. Representing Howrey is H. Jason Gold, Esq., a partner at Wiley Rein. The Official Committee of Unsecured Creditors is represented in the case by Bradford F. Englander, Esq., at Whiteford, Taylor And Preston LLP. In September 2011, Citibank sought conversion of the Debtor's case to Chapter 7 or, in the alternative, appointment of a Chapter 11 Trustee. The Court entered an order appointing a Chapter 11 Trustee. In October 2011, Allan B. Diamond was named as Trustee. He is represented by Andrew Baxter Ryan, Esq., and Stephen Todd Loden, Esq., at Diamond McCarthy LLP as counsel. HOWREY LLP: Strikes Settlements With Ropes & Gray, Venable ---------------------------------------------------------- Jacqueline Palank, writing for DBR Small Cap, reported that after three giant U.S. law firms agreed to return $2 million to Howrey LLP's creditors, the defunct law firm is seeking approval to rake in thousands more dollars from two other firms that hired its former partners. Law360 reported that Howrey, the defunct law firm asked a California bankruptcy judge on Oct. 22 for approval to rake in thousands more dollars from Ropes & Gray LLP, another firm that hired a former Howrey partner. According to the Law360 report, the trustee, Allan B. Diamond of Diamond McCarthy LLP, asked Judge Dennis Montali of the Northern District of California to approve a $240,300 settlement to resolve claims that Ropes & Gray and a former Howrey partner owed Howrey profits. About Howrey LLP Three creditors filed an involuntary Chapter 7 petition (Bankr. N.D. Cal. Case No. 11-31376) on April 11, 2011, against the remnants of the Washington-based law firm Howrey LLP. The filing was in San Francisco, where the firm had an office. The firm previously was known as Howrey & Simon and Howrey Simon Arnold & White LLP. The firm at one time had more than 700 lawyers in 17 offices. The partners voted to dissolve in March 2011. The firm specialized in antitrust and intellectual-property matters. The three creditors filing the involuntary petition together have $36,600 in claims, according to their petition. The involuntary chapter 7 petition was converted to a chapter 11 case in June 2011 at the request of the firm. In its schedules filed in July, the Debtor disclosed assets of $138.7 million and liabilities of $107.0 million. Representing Citibank, the firm's largest creditor, is Kelley Cornish, Esq., a partner at Paul, Weiss, Rifkind, Wharton & Garrison. Representing Howrey is H. Jason Gold, Esq., a partner at Wiley Rein. The Official Committee of Unsecured Creditors is represented in the case by Bradford F. Englander, Esq., at Whiteford, Taylor And Preston LLP. In September 2011, Citibank sought conversion of the Debtor's case to Chapter 7 or, in the alternative, appointment of a Chapter 11 Trustee. The Court entered an order appointing a Chapter 11 Trustee. In October 2011, Allan B. Diamond was named as Trustee. He is represented by Andrew Baxter Ryan, Esq., and Stephen Todd Loden, Esq., at Diamond McCarthy LLP as counsel. HOUSTON REGIONAL: Houston Rockets Basketball Team Backs Sale ------------------------------------------------------------ Katy Stech, writing for Daily Bankruptcy Review, reported that the owners of the Houston Rockets basketball team are siding with Comcast Corp. against Houston Astros owner Jim Crane over the fate of the struggling sports channel that broadcasts their games, saying that a bankruptcy sale or reorganization is the best way for Comcast SportsNet Houston to survive. According to the report, in papers filed on Oct. 21 with the U.S. Bankruptcy Court in Houston, Houston Rockets attorneys said that the network's proposed bankruptcy case, which the Astros will fight to dismiss at a hearing next week, could allow it to reorganize and continue to "provide the fans in the city of Houston and its surrounding region with the sports programming that they desire." The filing breaks the basketball team's silence over the management dispute within the network that escalated to its involuntary bankruptcy filing on Sept. 27, which was filed by Comcast affiliates that are owed more than $100 million, the report related. Comcast wants to buy the network through a bankruptcy auction and has said its offer would be high enough to provide some compensation to the Astros and Rockets, the report said. The network has struggled to convince more subscribers to pay fees in order to get the sports channel that launched last year, the report further related. Some critics say the network's proposed subscriber fees are too high. Astros May Strike Out In Bid To Ax Forced Ch. 11 Law360 reported that the Houston Astros have a tough road ahead as they attempt not only to toss the involuntary bankruptcy Comcast affiliates recently brought against a Houston television network they share, but also to convince a court that the affiliates are improperly trying to take control of the team's broadcast rights. According to the report, the affiliates slapped Houston Regional Sports Network LP -- which is jointly owned by the Comcast affiliates, the Astros and the Houston Rockets and is licensed to air the teams' games -- with an involuntary Chapter 11. About Houston Regional Sports Network An involuntary Chapter 11 bankruptcy petition was filed against Houston Regional Sports Network, L.P. d/b/a Comcast SportsNet Houston (Bankr. S.D. Tex. Case No. 13-35998) on Sept. 27, 2013. The involuntary filing was launched by three units of Comcast/NBC Universal and a television-related company. The petitioners are: Houston SportsNet Finance LLC, Comcast Sports Management Services LLC, National Digital Television Center LLC, and Comcast SportsNet California, LLC. The petitioning creditors have filed papers asking the Bankruptcy Judge to appoint an independent Chapter 11 trustee "to conduct a fair and open auction process for the Network's business assets on a going concern basis." Houston Regional Sports Network is a joint enterprise among affiliates of the Houston Astros baseball team, the Houston Rockets basketball team, and Houston SportsNet Holdings, LLC -- "Comcast Owner" -- an affiliate of Comcast Corporation. The Network has three limited partners -- Comcast Owner, Rockets Partner, L.P., and Astros HRSN LP Holdings LLC. The primary purpose of Houston Regional Sports Network is to create and operate a regional sports programming service that produces, exhibits, and distributes sports programming on a full-time basis, including live Astros and Rockets games within the league- permitted local territories. The Network also has one general partner -- Houston Regional Sports Network, LLC -- "General Partner" -- which, subject to certain limitations, exercises exclusive management, supervision, and control over the Network's properties and business. The General Partner's sole purpose is to serve as the Network's general partner; it has no authority or power to act outside of that role. The General Partner has three members -- Comcast Owner, JTA Sports, Inc. -- "Rockets Owner" -- and Astros HRSN GP Holdings LLC -- "Astros Owner". Counsel for the petitioning creditors are Howard M. Shapiro, Esq., Craig Goldblatt, Esq., and Jonathan Paikin, Esq., at Wilmer Cutler Pickering Hale and Dorr LLP in Washington, D.C.; George W. Shuster, Jr., Esq., at Wilmer Cutler in New York; Vincent P. Slusher, Esq., and Andrew Zollinger, Esq., at DLA Piper; and Arthur J. Burke, Esq., Timothy Graulich, Esq., and Dana M. Seshens, Esq., at Davis Polk & Wardwell LLP. INT'L COMMERCIAL TV: Has IPO of 5 Million Common Shares ------------------------------------------------------- International Commercial Television, Inc., filed with the U.S. Securities and Exchange Commission a Form S-1 registration statement relating to the sale of 5,000,000 shares of its common stock. The shares will be offered and sold in transactions negotiated by the Company's management, and the Company has not retained the services of an underwriter. As a result, no offering price has been established. There is no minimum number of shares required to be sold in this Offering and all purchase funds received from an investor in a negotiated transaction will be made available to the Company upon receipt unless otherwise agreed as part of the transaction. The Company's management will receive no commissions or other compensation in connection with sales of the shares. However, the Company reserves the right to sell shares through licensed broker dealers, to whom the Company may pay commissions of up to 10 percent, and to pay finders' fees for introductions to potential investors. The Company's common stock is traded in the Over the Counter market under the symbol ICTL. A copy of the Form S-1 is available for free at: http://is.gd/8UFlMp About International Commercial Wayne, Pa.-based International Commercial Television Inc. sells various consumer products. The products are primarily marketed and sold throughout the United States and internationally via infomercials. International Commercial disclosed a net loss of $550,448 on $22.92 million of net sales for the year ended Dec. 31, 2012, as compared with a net loss of $485,892 on $3.10 million of net sales in 2011. The Company's balance sheet at June 30, 2013, showed $5.23 million in total assets, $3.43 million in total liabilities and $1.80 million in total shareholders' equity. Bankruptcy Warning "There is no guarantee that the Company will be successful in bringing our products into the traditional retail environment. If the Company is unsuccessful in achieving this goal, the Company will be required to raise additional capital to meet its working capital needs. If the Company is unsuccessful in completing additional financings, it will not be able to meet its working capital needs or execute its business plan. In such case the Company will assess all available alternatives including a sale of its assets or merger, the suspension of operations and possibly liquidation, auction, bankruptcy, or other measures. These conditions raise substantial doubt about the Company's ability to continue as a going concern," the Company said in the quarterly report for the period ended June 30, 2013. EisnerAmper, LLP, in Edison, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company's recurring losses from operations raise substantial doubt about its ability to continue as a going concern. INT'L FOREIGN EXCHANGE: Seeks Ch.11 Amid Market 'Deterioration' --------------------------------------------------------------- Law360 reported that one of the world's oldest foreign exchange hedge funds that in its heyday managed more than $14 billion in investments filed for Chapter 11 bankruptcy protection in New York federal court on Oct. 17, citing a "deterioration" of the foreign currency market. According to the report, International Foreign Exchange Concepts Holdings Inc., which is the holding company for FX Concepts LLC, filed the voluntary petition just eight days after FX Concepts announced that it would close its investment management business following the "fatal" outflow of its final remaining client. International Foreign Exchange Concepts, L.P., and International Foreign Exchange Concepts sought protection under Chapter 11 of the Bankruptcy Code on Oct. 17, 2013 (Case No. 13-13380, Bankr. S.D.N.Y.). The Debtors are represented by Henry P. Baer, Jr., Esq., at Finn Dixon & Herling LLP, in Stamford, Connecticut. The Debtors' restructuring advisors is CDG Group. The Debtors' special counsel is Withers Bergman LLP. The Debtors' notice, claims, solicitation and balloting agent is Logan & Company, Inc. KIK CUSTOM: Moody's Affirms B3 CFR & Rates First Lien Term Loan B2 ------------------------------------------------------------------ Moody's Investors Service affirmed KIK Custom Products Inc.'s ("KIK") B3 corporate family rating ("CFR"), B3-PD probability of default rating, B2 first lien term loan rating, and Caa2 second lien term loan rating, and assigned B2 and Caa2 ratings respectively to the company's proposed add-on first and second lien term loans. KIK's rating outlook remains stable. Net proceeds from the $275 million add-on term loans together with a $75 million equity contribution by an affiliate of CI Capital Partners, KIK's financial sponsor, will be used to acquire BioLab Inc. (BioLab) for $315 million. KIK's existing $75 million ABL revolver (unrated) will be upsized by $50 million and will be unused at closing. Ratings Affirmed: Corporate Family Rating, B3 Probability of Default Rating, B3-PD $420 million First Lien Term Loan due 2019, B2 (LGD3, 38%) from B2 (LGD3, 33%) $220 million Second Lien Term Loan due 2019, Caa2 (LGD5, 83%) from Caa2 (LGD5, 79%) Ratings Assigned: New $225 million add-on First Lien Term Loan due 2019, B2 (LGD3, 38%) New $50 million add-on Second Lien Term Loan due 2019, Caa2 (LGD5, 83%) Outlook Action: Remains Stable Ratings Rationale: KIK's B3 CFR primarily reflects its high leverage (pro forma adjusted Debt/EDITDA of 6.3x), an owner that may favor debt- financed acquisitions over deleveraging, and the presence of a significantly larger and better capitalized branded competitor, Clorox Company (Baa1 Stable). The company has not demonstrated an ability to repay debt meaningfully from free cash flow and Moody's expects the trend to continue through the next 12 to 18 months as capital expenditures could increase with the integration of BioLab. The rating considers KIK's sizeable share of the US private label bleach market, its position as the largest contract manufacturer for blue-chip consumer packaged goods customers, and its potential leading position in a third business, pool additives after it closes the BioLab acquisition. While many of the company's products are non-discretionary, they tend to have low growth characteristics. In addition, operating results may be volatile given KIK's relatively high exposure to raw material costs. Moody's expects pool additives and bleach compaction to drive modest improvement in margins which should enable leverage to fall below 6x in the next 12 to 18 months. KIK's liquidity is good, supported by pro forma cash of $17 million, expectations for annual free cash flow of $10 million, and $120 million of availability under its upsized $125 million ABL revolver due 2018 after $5 million of letters of credit. These sources are ample to meet term loan amortizations of $7 million per year. KIK will not have to comply with any financial covenant unless its availability falls below $7.5 million, when it will have to comply with a minimum fixed charge coverage ratio of 1x. Moody's does not expect this covenant to be restrictive for the foreseeable future. Access to alternative liquidity from asset sales is unlikely because substantially all of the company's assets are pledged as collateral for its new credit facilities. The outlook is stable given Moody's expectation that KIK's leverage will decline to a level more supportive of the B3 rating within 12 to 18 months. Moody's will consider upgrading KIK's ratings if it maintains adequate liquidity, proves its ability to generate consistent positive free cash flow, and sustains adjusted Debt/EBITDA towards 5x along with FCF/Debt well above 5%. The rating will be downgraded if there is significant deterioration in operating performance arising from volume or price declines and margin contraction such that adjusted Debt/EBITDA is sustained towards 7x. Negative free cash flow generation on a consistent basis can also cause a downgrade. KIT DIGITAL: NY Court Won't Revive Investor Malpractice Suit ------------------------------------------------------------ Law360 reported that a New York appeals court on Oct. 22 declined to revive a malpractice suit brought against securities law boutique Sichenzia Ross Friedman Ference LLP by investors in now- bankrupt video software company KIT Digital Inc., finding representations made by Sichenzia Ross had not caused their losses. According to the report, investors including Cobble Creek Consulting Inc. claimed the New York City law firm had acted in a manner contrary to its discussions with them and other preferred KIT Digital shareholders by allowing language in a 2005 investment agreement. About KIT digital New York-based KIT digital Inc. -- http://www.kitd.com/-- is a video management software and services company. KIT digital services nearly 2,500 clients in 50+ countries including some of the world's biggest brands, such as Airbus, The Associated Press, AT&T, BBC, BSkyB, Disney-ABC, Google, HP, MTV, News Corp, Sky Deutschland, Sky Italia, Telecom Argentina, Telecom Italia, Telefonica, Universal Studios, Verizon, Vodafone VRT and Volkswagen. KIT digital filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 13-11298) in Manhattan on April 25, 2013. The Debtor disclosed $310,206,684 in assets and $23,011,940 in liabilities. KIT's operating subsidiaries, including Ioko 365, Polymedia, Kewego, Multicast and Megahertz are not included in the Chapter 11 filing. Jennifer Feldsher, Esq., and Anna Rozin, Esq., at Bracewell & Giuliani LLP, in New York, serve as counsel to the Debtor. American Legal Claims Services LLC is the claims and noticing agent and the administrative agent. The Official Committee of Equity Security Holders tapped to retain Brown Rudnick LLP, as lead bankruptcy counsel. The Official Committee of Unsecured Creditors tapped to retain Cathy Hershcopf, Esq., at Cooley LLP as its lead bankruptcy counsel, and Odyssey Capital Group as its financial advisor. The Debtor won confirmation of its Third Amended Plan of Reorganization, dated as of Aug. 6, 2013, on August 7. The Plan became effective on Aug. 16, 2013. LEE'S FORD: Cash Access BB&T Cash Collateral Until Nov. 11 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Kentucky entered on Oct. 11, 2013, an 18th interim order authorizing Lee's Ford Dock, Inc., et al., to continue using cash collateral from Oct. 11, 2013, through Nov. 11, 2013. As adequate protection for the use of BB&T's Cash Collateral during the month of October 2013, the Debtors will make a monthly adequate protection payment to BB&T in the amount of $15,000 on or before Oct. 18. If the Debtors and the Cash Collateral Creditors are unable to reach an agreement as to the terms of such a final order on or before Nov. 11, 2013, then they may tender further interim orders; provided that if no interim orders are tendered on or before Nov. 11, this matter will come on for final hearing on Nov. 27, at 9:30 a.m., or as soon thereafter as counsel may be heard. About Lee's Ford Lee's Ford Dock Inc., Hamilton Brokerage LLC, Hamilton Capital LLC, Lee's Ford Hotels LLC, Lee's Ford Woods LLC, and Top Shelf Marine Sales Inc., filed for Chapter 11 bankruptcy (Bankr. E.D. Ky. Case Nos. 12-60818 to 12-60823) on July 4, 2008. The Debtors collectively operate as "Lee's Ford Resort & Marina" -- http://www.leesfordmarina.com/-- which consists of a boat dock, lodging facilities, the Harbor Restaurant & Tavern, a retail store, and a boat brokerage business and Web site located at http://www.buyaboat.neton Lake Cumberland in Nancy, Kentucky. Hamilton Brokerage LLC and Hamilton Capital LLC are not actively involved in the Debtors' operations, but are holding companies set up as part of the structure of the original purchase transactions which began in 2003. The Debtors' revenues were adversely impacted by the lowering of the water level of Lake Cumberland in January 2007 to allow for repairs to Wolf Creek Dam. The Debtors were forced to incur extraordinary costs to relocate the Dock and related facilities in accordance with the new water level. Attorneys at DelCotto Law Group PLLC, in Lexington, Ky., serve as the Debtors' counsel. The Debtor disclosed $21,225,899 in assets and $13,339,745 in liabilities as of the Chapter 11 filing. The petition was signed by James D. Hamilton, president. Mr. Hamilton has been designated as the individual responsible for performing the duties of the Debtors. Smith, Currie & Hancock LLP serves as special counsel to advise and assist the Debtor in connection with its pursuit of claims against the U.S. Army Corps of Engineers. Venters Law Office serves as special counsel to advise and assist the Debtor in connection with the prosecution and defense of general litigation matters, including the collection of unpaid boat slip rental fees, and any other specific matters in connection therewith. The U.S. Trustee has said an official committee has not been appointed in the bankruptcy case of Lee's Ford Dock Inc. because an insufficient number of persons holding unsecured claims against the Debtor have expressed interest in serving on a committee. LEHMAN BROTHERS: Sues Giants Stadium for $94 Million on Swaps ------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Lehman Brothers Holdings Inc. started a lawsuit in bankruptcy court on Oct. 23 contending that Giants Stadium LLC is liable for $94 million under two interest rate swaps the stadium owner terminated just before Lehman's bankruptcy in 2008. According to the report, Lehman's suit amounts to a counterpunch in a long-simmering dispute over which side is liable on the terminated swap. Giants Stadium originally filed a claim for about $300 million. According to the complaint, hedge funds advised by Baupost Group LLC bought the claim and amended it to seek $585 million in damages. Lehman contends that the new claim amount is $177 million more than the bonds themselves. The complaint describes how Giants Stadium terminated the swap the day before bankruptcy because Lehman's forthcoming resignation as broker-dealer for the bonds would change the interest rate in a manner favoring Lehman on the swaps. Lehman contends that termination of the swaps was ineffective under bankruptcy law. Reorganized Lehman calculates it's owed $94 million, plus interest, when the termination payment is properly calculated. Pat Hanlon, a Giants spokesman, declined to comment on the lawsuit. The lawsuit is Lehman Brothers Holdings Inc. v. Giants Stadium LLC, 13-bk-01554, U.S. Bankruptcy Court, Southern District of New York (Manhattan). About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. LEHMAN BROTHERS: FHFA Wants $1.2BB Claim Handled Out of Bankruptcy ------------------------------------------------------------------ Law360 reported that the Federal Housing Finance Agency on Oct. 18 requested permission to transfer a $1.2 billion dispute with Lehman Brothers Holdings Inc. from bankruptcy court to a federal district court, saying the matter is centered on a federal non- bankruptcy statute. According to the report, in court papers, the agency argues that Lehman's alleged failure to pay back $1.2 billion, plus interest, on loans issued by Freddie Mac a month before it entered bankruptcy in September 2008 entitle it, as Freddie Mac's conservator, to a priority claim to recover that amount. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and a third distribution of $14.2 billion on April 4, 2013. The brokerage is yet to make a first distribution to non-customers, although customers are being paid in full. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. LIME ENERGY: John Hurvis Holds 25.1% Equity Stake at Oct. 10 ------------------------------------------------------------ In a Schedule 13D filed with the U.S. Securities and Exchange Commission, John Thomas Hurvis and The John Thomas Hurvis Revocable Trust dated March 8, 2002, disclosed that as of Oct. 10, 2013, they beneficially owned 1,203,221 shares of common stock of Lime Energy Co. representing 25.1 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/NzAh22 About Lime Energy Headquartered in Huntersville, North Carolina, Lime Energy Co. -- http://www.lime-energy.com-- is engaged in planning and delivering clean energy solutions that assist its clients in their energy efficiency and renewable energy goals. The Company's solutions include energy efficient lighting upgrades, energy efficient mechanical and electrical retrofit and upgrade services, water conservation, building weatherization, on-site generation and renewable energy project development and implementation. The Company provides energy solutions across a range of facilities, from high-rise office buildings, distribution facilities, manufacturing plants, retail sites, multi-tenant residential buildings, mixed use complexes, hospitals, colleges and universities, government sites to small, single tenant facilities. The Company's balance sheet at June 30, 2013, showed $32.64 million in total assets, $31.68 million in total liabilities and $952,000 in total stockholders' equity. Lime Energy disclosed in regulatory filings in July 2013, it is in discussions with PNC Bank about entering into a forbearance agreement in which they would agree not to accelerate a loan for a period of time while the Company attempts to correct the gas flow issue and sell its landfill-gas facility. The bank is considering the Company's request. LONE PINE: Granted Chapter 15 Protection ---------------------------------------- Law360 reported that a Delaware bankruptcy judge on Oct. 18 granted Chapter 15 bankruptcy protection to Canadian energy company Lone Pine Resources Inc., ensuring that the debtors' American assets are protected from creditor actions while it reorganizes. According to the report, U.S. Bankruptcy Judge Brendan L. Shannon granted the motion to Lone Pine Resources Canada Ltd. in its capacity as the authorized foreign representative of Lone Pine Resources, acknowledging Lone Pine's bankruptcy proceeding in the Court of Queen's Bench of Alberta as a foreign main proceeding pursuant to section 1517 of the U.S. Bankruptcy Code. About Lone Pine Resources Calgary, Canada-based Lone Pine Resources Inc. is an independent oil and gas exploration, development and production company with operations in Canada. The Company's reserves, producing properties and exploration prospects are located in the provinces of Alberta, British Columbia and Quebec, and in the Northwest Territories. The Company is incorporated under the laws of the State of Delaware. Lone Pine entered bankruptcy protection in Canada on Sept. 25, 2013, under the Companies' Creditors Arrangement Act and received an initial protection order from an Alberta court the same day. Lone Pine Resources simultaneously filed for Chapter 15 protection in Delaware in the United States (Bankr. D. Del. Case No. 13- 12487) to seek recognition of the CCAA proceedings. Lone Pine, LPR Canada and all other subsidiaries of the Company are parties to the CCAA and Chapter 15 proceedings. Lone Pine is being advised by RBC Capital Markets, Bennett Jones LLP, Vinson & Elkins LLP and Richards Layton & Finger P.A. in connection with the restructuring, with Wachtell, Lipton, Rosen & Katz LLP providing independent advice to the Company's board of directors. The Supporting Noteholders are being advised by Goodmans LLP and Stroock & Stroock & Lavan LLP. LONGVIEW POWER: Fights to Tap $59MM Credit Line ----------------------------------------------- Law360 reported that Longview Power LLC urged a Delaware bankruptcy judge on Oct. 18 to overrule opposition from contractors and let it draw on $59 million in disputed letters of credit so it can finance repairs at its troubled $2 billion coal plant. According to the report, Longview claims it has an "absolute right" to draw on the letters of credit and contractors have no grounds to block access to those funds, which the company needs to achieve its twin aims of fixing the plant and restructuring its balance sheet. Longview Power LLC is a special purpose entity created to construct, own, and operate a 695 MW supercritical pulverized coal-fired power plant located in Maidsville, West Virginia, just south of the Pennsylvania border and approximately 70 miles south of Pittsburgh. The project is owned 92% by First Reserve Corporation (First Reserve or sponsor), a private equity firm specializing in energy industry investments, through its affiliate GenPower Holdings (Delaware), L.P., and 8% by minority interests. Longview Power, LLC, filed a Chapter 11 (Bank. D. Del. Lead Case. 13-12211) on Aug. 30, 2013. The petitions were signed by Jeffery L. Keffer, the Company's chief executive officer, president, treasurer and secretary. The Debtor estimated assets and debts of more than $1 billion. Judge Brendan Linehan Shannon presides over the case. Kirkland & Ellis LLP and Richards, Layton & Finger, P.A., serve as the Debtors' counsel. Lazard Freres & Company LLC acts as the Debtors' investment bankers. Alvarez & Marsal North America, LLC, is the Debtors' restructuring advisors. Ernst & Young serves as the Debtors' accountants. The Debtors' claims agent is Donlin, Recano & Co. Inc. Roberta A. DeAngelis, U.S. Trustee for Region 3, disclosed that as of September 11, 2013, a committee of unsecured creditors has not been appointed in the case due to insufficient response to the U.S. Trustee's communication/contact for service on the committee. MANTARA INC: Files Ch.11; Sells Trading Software to Deutsche Bank ----------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Mantara Inc., a developer trading and compliance software for the financial services industry, filed a petition for Chapter 11 protection on Oct. 16 and was rebuffed by the bankruptcy judge in New York in asking for an immediate sale of intellectual property assets to Deutsche Bank Securities Inc. for $1.25 million. According to the report, the New York-based company filed papers this week setting up a hearing on Oct. 24 for approval of auction and sale procedures. If U.S. Bankruptcy Judge Allan Gropper goes along, competing bids will be due Nov. 15, followed by a Nov. 19 auction. Mantara listed assets of $12.9 million and debt totaling $8.4 million. Liabilities include $1.2 million owing to a secured lender. The lender agreed to accept $520,000 in full satisfaction of the debt as long as payment arrives by tomorrow. To discharge the debt, Mantara plans on taking out an $800,000 loan from Deutsche Bank. New York-based Mantara, Inc., sought protection under Chapter 11 of the Bankruptcy Code on Oct. 16, 2013 (Case No. 13-13370, Bankr. S.D.N.Y.). The case is before Judge Allan L. Gropper. The Debtor is represented by Wojciech F Jung, Esq., at Lowenstein Sandler LLP, in New York; and Kenneth A. Rosen, Esq., at Lowenstein Sandler LLP, in Roseland, New Jersey. MF GLOBAL: Wants $2.5 Million Cut From Creditors' Fees ------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that MF Global Holdings Ltd., acting as the administrator under a confirmed Chapter 11 plan, wants the bankruptcy judge to cut $2.5 million from the fee request by Dewey & Leboeuf LLP and Proskauer Rose LLP, the law firms representing the official creditors' committee. According to the report, the MF Global parent filed papers on Oct. 22 saying the two firms incurred "enormous" fees in connection with a U.K. affiliate's bankruptcy abroad. The parent said the committee ran up "over $3.5 million" in fees just supervising the two MF Global trustees' struggles to recover and settle claims with the U.K. affiliate. The U.S. Trustee, who often takes a hard line on fees, didn't have the same objection. The Justice Department's bankruptcy watchdog asked the judge to cut Dewey's fee by about $41,300 and Proskauer's by about $23,500. Martin Bienenstock, the partner who led the engagement for the creditors at both firms, said in an e-mail that the U.S. Trustee's objection is "well informed and says it all." Together, the committee's two firms are seeking about $8.75 million. The committee's lawyers moved from Dewey to Proskauer when Dewey went out of business and into its own bankruptcy. As an alternative to cutting the firm's compensation, MF Global asked the judge to appoint a fee examiner. Louis Freeh, the Chapter 11 trustee for the parent, is asking for $1 million, only 25 percent of what he could have requested for the job. Because Freeh's fee is considerably less than the law allows, the U.S. Trustee lodged no objection. Freeh, a former director of the Federal Bureau of Investigation, was a proponent of the Chapter 11 plan approved by the bankruptcy court in April and implemented in June. The holding company's Chapter 11 plan secured court approval with little difficulty after a settlement with JPMorgan Chase Bank NA as agent for banks owed about $1.17 billion. Professionals filed final fee requests in August. The judge will hold a hearing on Oct. 31 to consider how much to approve. The holding company's Chapter 11 plan was prepared and filed in its original form by a group of creditors whose lawyers are asking for $4.4 million for their efforts in making a "substantial contribution" to the case. The court-approved disclosure statement told creditors with $1.13 billion in unsecured claims against the parent holding company they could expect a recovery of 11.4 percent to 34.4 percent. Bank lenders had the same recovery on their $1.17 billion claim against the holding company. Under the settlement, the predicted recovery was 18 percent to 41.5 percent for holders of $1.19 billion in unsecured claims against the finance subsidiary, one of the companies under Freeh's umbrella. James Giddens, the trustee for the brokerage unit, said all customers could get full payment on their claims by year-end, in part as a result of the settlement with JPMorgan. About MF Global New York-based MF Global -- http://www.mfglobal.com/-- was one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm also was one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058), after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. On Nov. 7, 2011, the United States Trustee appointed the statutory creditors' committee in the Debtors' cases. At the behest of the Statutory Creditor's Committee, the Court directed the U.S. Trustee to appoint a chapter 11 trustee. On Nov. 28, 2011, the Bankruptcy Court entered an order approving the appointment of Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC, as Chapter 11 trustee. On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services LLC and MF Global FX Clear LLC filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and 11-15810). On Dec. 27, the Court entered an order installing Mr. Freeh as Chapter 11 Trustee of the New Debtors. On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr. Freeh also was installed as its Chapter 11 Trustee. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan LLP, as investigative counsel; (ii) FTI Consulting Inc., as restructuring advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel; and (iv) Pepper Hamilton as special counsel. The Official Committee of Unsecured Creditors has retained Capstone Advisory Group LLC as financial advisor, while lawyers at Proskauer Rose LLP serve as counsel. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. In April 2013, the Bankruptcy Court approved MF Global Holdings' plan to liquidate its assets. Bloomberg News reported that the court-approved disclosure statement initially told creditors with $1.134 billion in unsecured claims against the parent holding company why they could expect a recovery of 13.4% to 39.1% from the plan. As a consequence of a settlement with JPMorgan, supplemental materials informed unsecured creditors their recovery was reduced to the range of 11.4% to 34.4%. Bank lenders will have the same recovery on their $1.174 billion claim against the holding company. As a consequence of the settlement, the predicted recovery became 18% to 41.5% for holders of $1.19 billion in unsecured claims against the finance subsidiary, one of the companies under the umbrella of the holding company trustee. Previously, the predicted recovery was 14.7% to 34% on bank lenders' claims against the finance subsidiary. MONTREAL MAINE: Can Obtain $3-Mil. Financing From Camden National ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Maine has authorized Robert J. Keach, the Chapter 11 trustee to Montreal Maine Atlantic Railway, Ltd., on the Debtor's behalf, to obtain postpetition financing of up to $3,000,000 from Camden National Bank. If the Loan is not paid in full on or before Aug. 30, 2014, pursuant to the terms set forth in the Commitment Letter, and subject to any extensions, waivers, modifications, or amendments granted by the Bank in its sole discretion, then the Chapter 11 Trustee will, and is authorized under 11 U.S.C. Section 1174 and without further Court order, to liquidate the Loan Collateral or such portion thereof as is necessary to pay the Loan in full. Interest rate is fixed at 5% per annum on any amounts advanced under the Camden Loan. The default rate is 18% per annum. The Loan proceeds will be used for working capital needs of the Debtor. It will not be used for payment of prepetition debt, except those authorized to be paid by the Court, provided that the amounts of prepetition debt will not exceed $250,000 absent the Bank's written consent. The maturity date of the Loan is Aug. 30, 2014; interest is payable monthly. The Loan will be secured by a first mortgage and security interest on all assets that secure the debt administered by the Federal Railroad Administration. Wrongful Death Claimants' Limited Objection The Unofficial Committee of Wrongful Death, consisting of representatives of the estates of 42 out of the 47 victims (the "Wrongful Death Claimants") of the massive explosion in Lac- Megantic, Quebec, from the derailment of a train operated by the Debtor said it does not oppose them proposed financing but has concerns about certain of the proposed terms: 1. Since the Wrongful Death Claimants, pursuant to Section 1171(a) of the Bankruptcy Code, have priority equal to expenses of administration, the Committee requests the Court to direct that no proceeds be used for any purpose other than post-petition working capital (i.e., payment of post-petition operating expenses in the ordinary course of business) without the Committee's consent, or an order of this Court entered upon notice to the Committee. 2. Since cross-default or cross-collateralization with an existing prepetition obligation would almost certainly be inappropriate, the Committee requests that either (a) the Bank and the Trustee agree on the record to strike the reference to "any existing" extension of credit [in the Commitment Letter annexed to the Financing Motion], or (b) the Bank represents to the Committee and the Court that the Bank has no prepetition claims against the Debtor. 3. Paragraph 5 of the Commitment Letter specifies that the Proposed Financing will be payable on demand. Especially in combination with paragraph 6 of the Commitment Letter, providing for a default interest rate of 18% per year and 4% late charge, the making of demand by the Bank at a time when the bankruptcy estate lacks the capability of immediate repayment would have ruinous consequences for the estate. The Committee has no reason to doubt that the Bank will act in good faith with respect to any decision to make demand for repayment. However, the Committee would like to share with the Bank its view that in light of the Bank's well collateralized position and the inherent safety of a postpetition loan, only a calamitous change in circumstances would justify the making of demand prior to the contractual maturity date of Aug. 30, 2014. 4. Paragraph 6 of the Commitment Letter provides for the late charge of 4% to be computed in respect of "the total amount due to the Bank." The Bank should clarify that this phrase refers only to the total amount of any overdue installment, and not to the total outstanding balance of the loan, even if the entire balance were to be due by reason of the Bank having made demand or otherwise. 5. Events of default specified in paragraph 11 include "an order terminating exclusivity having been entered." While this apparently boilerplate language does not need to be excised, the Committee wishes to note that in light of the Trustee's appointment, there is no period of exclusivity in respect of the filing of a Chapter 11 plan. The Committee reserves its right to file a Chapter 11 plan if circumstances warrant. About Montreal Maine Montreal, Maine & Atlantic Railway Ltd., the railway company that operated the train that derailed and exploded in July 2013, 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 Aug. 7, 2013, 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. Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson, P.A., has been named as chapter 11 trustee. His firm serves as his chapter 11 bankruptcy counsel. Development Specialists, Inc., serves as his financial advisor. Gordian Group, LLC, serves as the Chapter 11 Trustee's investment banker. U.S. Bankruptcy Judge Louis H. Kornreich has been assigned to the U.S. case. The Maine law firm of Verrill Dana served as counsel to MM&A. It now serves as counsel to the Chapter 11 Trustee. Justice Martin Castonguay oversees the case in Canada. The Canadian Transportation Agency suspended the carrier's operating certificate after the accident, due to insufficient liability coverage. The town of Lac-Megantic, Quebec, is seeking financial aid to restore the gutted community and a civil complaint alleges a failure to take steps to prevent a derailment. The Hermon, Maine-based carrier is still working to create a formal claims process for the families of the victims and other claims holders. The carrier will present a formal process to the court for approval by Nov. 30, according to the filings, Bloomberg News reported. MSD PERFORMANCE: Creditors' Panel Hires Blank Rome as Counsel ------------------------------------------------------------- The Official Committee of Unsecured Creditors of MSD Performance, Inc. and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Blank Rome LLP as counsel, nunc pro tunc to Sept. 17, 2013. Blank Rome will be paid at these hourly rates: Bonnie Glantz Fatell $815 Michael B. Schaedle $635 Josef W. Mintz $375 Partners and Counsel $390-$940 Associates $250-$565 Paralegals $100-$355 Blank Rome will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael B. Schaedle, Esq., partner of Blank Rome, assured the Court that the firm 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. The Court for the District of Delaware will hold a hearing on the motion on Nov. 1, 2013, at 9:30 a.m. Objections, if any, are due Oct. 28, 2013, at 4:00 p.m. Blank Rome can be reached at: Michael B. Schaedle, Esq. BLANK ROME LLP One Logan Square 130 North 18th Street Philadelphia, PA 19103-6998 Tel: (215) 569-5762 Fax: (215) 832-5762 E-mail: schaedle@blankrome.com About MSD Performance MSD Performance, Inc., headquartered in El Paso, Texas, operates in the power sports enthusiast and professional racer markets where the company maintains leading market share positions across all of its product categories under the MSD Ignition(R), Racepak(R) and Powerteq(R) brands. The company's facilities encompass over 220,000 square feet in six buildings, five of which are located across the U.S. and one in Shanghai, China. MSD Performance and its U.S. affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-12286) on Sept. 6, 2013. Ron Turcotte signed the petitions as CEO. The Debtors estimated assets of at least $50 million and debts of at least $100 million. The Debtors' restructuring counsel is Jones Day. Their investment banker is SSG Advisors, LLC. The Debtors are also represented by Richards Layton and Finger, as local counsel. Logan & Co. is the claims and notice agent. The Official Committee of Unsecured Creditors appointed in the case retained Blank Rome LLP as counsel, and Carl Marks Advisory Group LLC as financial advisors. MSD PERFORMANCE: Taps Carl Marks as Financial Advisors ------------------------------------------------------ The Official Committee of Unsecured Creditors of MSD Performance, Inc. and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Carl Marks Advisory Group LLC as financial advisors, nunc pro tunc to Sept. 18, 2013. The Committee requires Carl Marks to: (a) analyze the current financial position of the Debtors; (b) analyze the Debtors' business plans, cash flow projections, restructuring programs, and other reports or analyses prepared by the Debtors or their professionals in order to advise the Committee on the viability of the continuing operations and the reasonableness of projections and underlying assumptions; (c) analyze the financial ramifications of proposed transactions by the Debtors, including, but not limited to, cash management, assumption/rejection of contracts, asset sales, management compensation and retention and severance plans; (d) analyze the Debtors' internally prepared financial statements and related documentation in order to evaluate the performance of the Debtors as compared to projected results on an ongoing basis; (e) attend and advise at meetings with the Committee, its counsel, other financial advisors and representatives of the Debtors; (f) assist and advise the Committee and its counsel in the development, evaluation and documentation of any plans of reorganization or strategic transactions, including developing, structuring and negotiating the terms and conditions of potential plans or strategic transactions and the consideration that is to be provided to unsecured creditors thereunder; (g) prepare hypothetical liquidation analyses; (h) perform or review valuations, as appropriate and necessary, of the Debtors' corporate assets; (i) assist in communications with the Debtors and other constituents; (j) evaluate potential fraudulent conveyances, preferences and other instances where recovery is possible outside of the estate; (k) monitor the ongoing performance of the Debtors, keeping the Committee informed and represent the Committee's interest with the intention to maximize recovery for the unsecured creditors; (1) render testimony in connection with procedures (a) through (k) above, as required, on behalf of the Committee; and (m) perform other tasks and duties related to this engagement as are directed by the Committee and reasonably acceptable to Carl Marks. In consideration for the financial advisory services to be rendered by Carl Marks, the Debtors will pay Carl Marks for the services, a fixed monthly fee "Monthly Advisory fee" at the rate of $50,000 per monthly period beginning Sept. 18, 2013, and for each subsequent monthly period thereafter in which financial advisory services are to be provided. In addition, Carl Marks shall also be due a success fee, which shall be earned in full and due upon the substantial consummation of a Chapter 11 plan of reorganization, liquidation or otherwise in the Debtors' Chapter 11 cases, or a sale of substantially all of the assets of the Debtors pursuant to section 363 of the Bankruptcy Code. Such success fee will be in an amount equal $50,000 in the case where a Plan or 363 Sale is expressly supported by the Committee plus an additional $50,000 earned to be paid as an administrative expense. The Committee covenants that it will, by a majority vote of its members, either expressly support or expressly not support any Plan or 363 Sale. In the event that the majority of the Committee does not expressly support such Plan or 363 Sale, and the terms of such Plan or 363 Sale are subsequently amended, the Committee will again, by a majority vote of its members, either expressly support or expressly not support such amended Plan or 363 Sale. Carl Marks will also be reimbursed for reasonable out-of-pocket expenses incurred. Christopher K. Wu, partner of Carl Marks, assured the Court that the firm 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. The Court for the District of Delaware will hold a hearing on the motion on Nov. 1, 2013, at 9:30 a.m. Objections, if any, are due Oct. 28, 2013, at 4:00 p.m. Carl Marks can be reached at: Christopher K, Wu CARL MARKS ADVISORY GROUP LLC 900 Third Avenue, 33rd Floor New York, NY 10022 Tel: (212) 909-8400 E-mail: cwu@carlmarks.com About MSD Performance MSD Performance, Inc., headquartered in El Paso, Texas, operates in the power sports enthusiast and professional racer markets where the company maintains leading market share positions across all of its product categories under the MSD Ignition(R), Racepak(R) and Powerteq(R) brands. The company's facilities encompass over 220,000 square feet in six buildings, five of which are located across the U.S. and one in Shanghai, China. MSD Performance and its U.S. affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-12286) on Sept. 6, 2013. Ron Turcotte signed the petitions as CEO. The Debtors estimated assets of at least $50 million and debts of at least $100 million. The Debtors' restructuring counsel is Jones Day. Their investment banker is SSG Advisors, LLC. The Debtors are also represented by Richards Layton and Finger, as local counsel. Logan & Co. is the claims and notice agent. The Official Committee of Unsecured Creditors appointed in the case retained Blank Rome LLP as counsel, and Carl Marks Advisory Group LLC as financial advisors. MSR HOTELS: Judge Wants Secured Lender Deal Reworked ---------------------------------------------------- Law360 reported that a New York bankruptcy judge on Oct. 22 instructed MSR Hotel & Resorts Inc. to rethink a deal that would allocate most of the proceeds of an intellectual property asset sale to its secured lender, voicing concern over recent developments surrounding the likely buyer. According to the report, the proposed stipulation would provide secured lender Midland Loan Services Inc. 80 percent of the proceeds of the highest bid up to $10 million and 90 percent for any amount beyond that. About MSR Hotels MSR Hotels & Resorts, Inc., returned to Chapter 11 by filing a voluntary bankruptcy petition (Bankr. S.D.N.Y. Case No. 13-11512) on May 8, 2013 in Manhattan. MSR Hotels & Resorts, formerly known as CNL Hospitality Properties, Inc., and as CNL Hotels & Resorts, Inc., listed $500,001 to $1 million in assets, and $50 million to $100 million in liabilities in its petition. Paul M. Basta, Esq., at Kirkland & Ellis, LLP, represents the Debtor. MSR Resorts sought Chapter 11 bankruptcy to thwart a lawsuit by lender Five Mile Capital Partners that claims it is owed tens of millions of dollars related to the recent sale of several luxury resorts. MSR Hotels will seek to sell its remaining assets and wind down. MSR Hotels, formerly known as CNL Hotels & Resorts Inc., owned a portfolio of eight luxury hotels with over 5,500 guest rooms. On Jan. 28, 2011, CNL-AB LLC acquired the equity interests in the portfolio through a foreclosure proceeding. CNL-AB LLC is a joint venture consisting of affiliates of Paulson & Co. Inc., a joint venture affiliated with Winthrop Realty Trust, and affiliates of Capital Trust, Inc. Morgan Stanley's CNL Hotels & Resorts Inc. owned the resorts before the Jan. 28 foreclosure. Following the acquisition, five of the resorts with mortgage debt scheduled to mature on Feb. 1, 2011, were sent to Chapter 11 bankruptcy by the Paulson and Winthrop joint venture affiliates. Then known as MSR Resort Golf Course LLC, the company and its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 11-10372) in Manhattan on Feb. 1, 2011. The resorts subject to the 2011 filings were Grand Wailea Resort and Spa, Arizona Biltmore Resort and Spa, La Quinta Resort and Club and PGA West, Doral Golf Resort and Spa, and Claremont Resort and Spa. In the 2011 petitions, the five resorts had $2.2 billion in assets and $1.9 billion in debt as of Nov. 30, 2010. In its 2011 schedules, MSR Resort disclosed $59,399,666 in total assets and $1,013,213,968 in total liabilities. In the 2011 bankruptcy, James H.M. Sprayregen, P.C., Esq., Paul M. Basta, Esq., Edward O. Sassower, Esq., and Chad J. Husnick, Esq., at Kirkland & Ellis, LLP, served as the Debtors' bankruptcy counsel. Houlihan Lokey Capital, Inc., acted as the Debtors' financial advisor. Kurtzman Carson Consultants LLC acted as the Debtors' claims agent. The Official Committee of Unsecured Creditors in the 2011 case was represented by Martin G. Bunin, Esq., and Craig E. Freeman, Esq., at Alston & Bird LLP, in New York. In March 2012, the Debtors won Court approval to sell the Doral Golf Resort to Trump Endeavor 12 LLC, an affiliate of Donald Trump's Trump Organization LLC, for $150 million. An auction was held in February that year but no other bids were received. The 2011 Debtors won approval of a bankruptcy-exit plan in February this year. That plan was predicated on the sale of the remaining four resorts by the Government of Singapore Investment Corp. -- the world's eighth-largest sovereign wealth fund, according to the Sovereign Wealth Fund Institute -- for $1.5 billion. U.S. Bankruptcy Judge Sean Lane, who oversaw the 2011 cases, overruled Plan objections by the U.S. Internal Revenue Service and investor Five Mile. The IRS and Five Mile alleged that the sale created a tax liability of as much as $331 million that may not be paid. Bloomberg News reported that the exit plan provides for repayment of 96% of secured debt and 100% of general unsecured debt. Five Mile stood to lose about $58 million, including investments by pension funds and other parties, David Friedman, Esq., a lawyer for Five Mile, said during the Plan approval hearing, according to Bloomberg. That Plan was declared effective on Feb. 28, 2013. On April 9, 2013, Five Mile sued Paulson & Co. executives and MSR Hotels in New York state court, alleging they (i) mishandled the company's intellectual property and other assets in a bankruptcy sale, and failed to get the best price for the assets, and (ii) owe Five Mile $58.7 million on a loan. According to a Reuters report, Five Mile seeks $58.7 million representing sums owed, including interest and costs, plus at least $100 million for breach of fiduciary duty, gross negligence and corporate waste. MUSCLEPHARM CORP: Former GlaxoSmithKline Executive Named CMO ------------------------------------------------------------ MusclePharm Corporation announced that Sydney Rollock has joined the company as chief marketing officer. In this role, Mr. Rollock will oversee global brand management, global marketing and sales, as well as help lead MusclePharm's corporate strategy to ultimately grow product lines and revenue streams. "We are thrilled to add an executive of Sydney's caliber to our growing company," said Brad Pyatt, founder and CEO, MusclePharm. "Sydney brings tremendous knowledge and experience from within the Pharma, Pharma OTC, Health & Wellness and Nutritional Supplements categories, giving him the insight to develop targeted marketing initiatives that will resonate with our customers." With over 20 years of experience in marketing and general management, Mr. Rollock has been instrumental in growing brand portfolios in both global Fortune 500 companies (GlaxoSmithKline, Coca-Cola, Campbell's, and General Mills) and entrepreneurial companies. Mr. Rollock joins MusclePharm from XXIC, where he was Founder and President. XXIC partnered with investors to identify and evaluate non-core consumer Fortune 500 brand businesses in the OTC Health & Wellness sector, with the intent of bringing buyers and sellers together to form a stand-alone specialty premium Consumer OTC Company. "I'm looking forward to joining forces with MusclePharm's executive team," said Mr. Rollock. "I believe that there is major growth potential with the company's cutting-edge product lines and present and future partnerships." Before founding XXIC, Mr. Rollock held leadership positions within marketing and general management at Brightside Academy Inc. and at GlaxoSmith Kline Consumer Healthcare North America as Vice President and General Manager of two of their major business units. Mr. Rollock received his M.B.A. from the University of Michigan, Ross School of Business. Mr. Rollock will be paid an annual base salary of $225,000, and is eligible for a bonus of up to $250,000 based upon certain performance criteria and thresholds to be determined by the Board of Directors and the Compensation Committee of the Board of Directors. Additionally, Mr. Rollock will receive an initial stock grant of 75,000 shares of the Company's common stock, which may be in the form of restricted stock grants or option grants, to be determined by the Board of Directors and the Compensation Committee of the Board of Directors In other company matters, Executive Vice President John Bluher has resigned to pursue a new opportunity. Mr. Bluher will stay on the Board of Directors until Dec. 31, 2013, as this transition happens. Mr. Bluher stated, "Brad and I executed a plan to recapitalize the company and reposition MusclePharm to grow as it is. I came here to help with the reorganization of the company and to help seat and run the Board as Co-Chairman. My work is done at MusclePharm, and I am working on a new opportunity to run my own company. Brad and I have an amazing friendship and mutual respect for each other and I wish MusclePharm and Brad all the best in future success.' About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTC BB: MSLP) -- http://www.muslepharm.com/-- is a healthy life- style company that develops and manufactures a full line of National Science Foundation approved nutritional supplements that are 100 percent free of banned substances. MusclePharm is sold in over 120 countries and available in over 5,000 U.S. retail outlets, including GNC and Vitamin Shoppe. MusclePharm products are also sold in over 100 online stores, including bodybuilding.com, Amazon.com and Vitacost.com. The Company reported a net loss of $23.28 million in 2011, compared with a net loss of $19.56 million in 2010. The Company's balance sheet at June 30, 2013, showed $23.25 million in total assets, $10.64 million in total liabilities and $12.61 million in total stockholders' equity. In the auditors' report accompanying the consolidated financial statements for the year ended Dec. 31, 2011, Berman & Company, P.A., in Boca Raton, Florida, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has a net loss of $23,280,950 and net cash used in operations of $5,801,761 for the year ended Dec. 31, 2011; and has a working capital deficit of $13,693,267, and a stockholders' deficit of $12,971,212 at Dec. 31, 2011. MUSCLEPHARM CORP: Brad Pyatt Reports 5.8% Equity Stake ------------------------------------------------------ In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission on Oct. 21, 2013, Brad Pyatt disclosed that he beneficially owned 515,418 shares of common stock of Musclepharm Corp representing 5.79 percent of the shares outstanding. Mr. Pyatt is the chief executive officer, president and co-chairman of the Board of Directors of the Company. A copy of the regulatory filing is available at http://is.gd/7NIJxA About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTC BB: MSLP) -- http://www.muslepharm.com/-- is a healthy life- style company that develops and manufactures a full line of National Science Foundation approved nutritional supplements that are 100 percent free of banned substances. MusclePharm is sold in over 120 countries and available in over 5,000 U.S. retail outlets, including GNC and Vitamin Shoppe. MusclePharm products are also sold in over 100 online stores, including bodybuilding.com, Amazon.com and Vitacost.com. The Company reported a net loss of $23.28 million in 2011, compared with a net loss of $19.56 million in 2010. The Company's balance sheet at June 30, 2013, showed $23.25 million in total assets, $10.64 million in total liabilities and $12.61 million in total stockholders' equity. In the auditors' report accompanying the consolidated financial statements for the year ended Dec. 31, 2011, Berman & Company, P.A., in Boca Raton, Florida, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has a net loss of $23,280,950 and net cash used in operations of $5,801,761 for the year ended Dec. 31, 2011; and has a working capital deficit of $13,693,267, and a stockholders' deficit of $12,971,212 at Dec. 31, 2011. MUSCLEPHARM CORP: Cory Gregory Held 3.4% Stake at March 26 ---------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Cory Gregory disclosed that as of March 26, 2013, he beneficially owned 305,658 shares of common stock of MusclePharm Corp representing 3.43 percent of the shares outstanding. Mr. Gregory is an executive vice president of the Company. A copy of the regulatory filing is available at: http://is.gd/eMqYnK About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTC BB: MSLP) -- http://www.muslepharm.com/-- is a healthy life- style company that develops and manufactures a full line of National Science Foundation approved nutritional supplements that are 100 percent free of banned substances. MusclePharm is sold in over 120 countries and available in over 5,000 U.S. retail outlets, including GNC and Vitamin Shoppe. MusclePharm products are also sold in over 100 online stores, including bodybuilding.com, Amazon.com and Vitacost.com. The Company reported a net loss of $23.28 million in 2011, compared with a net loss of $19.56 million in 2010. The Company's balance sheet at June 30, 2013, showed $23.25 million in total assets, $10.64 million in total liabilities and $12.61 million in total stockholders' equity. In the auditors' report accompanying the consolidated financial statements for the year ended Dec. 31, 2011, Berman & Company, P.A., in Boca Raton, Florida, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has a net loss of $23,280,950 and net cash used in operations of $5,801,761 for the year ended Dec. 31, 2011; and has a working capital deficit of $13,693,267, and a stockholders' deficit of $12,971,212 at Dec. 31, 2011. N-VIRO INTERNATIONAL: Extends Maturity of Monroe Bank Facility -------------------------------------------------------------- N-Viro International Corporation signed a change in terms agreement with Monroe Bank + Trust to extend the maturity date of the existing Commercial Line of Credit Agreement to Dec. 14, 2013, and set the line of credit limit at $218,067. Except for the maturity date and the credit limit, none of the other terms or conditions of the line of credit was changed. About N-Viro International Toledo, Ohio-based N-Viro International Corporation owns and sometimes licenses various N-Viro processes and patented technologies to treat and recycle wastewater and other bio-organic wastes, utilizing certain alkaline and mineral by-products produced by the cement, lime, electrical generation and other industries. In its audit report on the consolidated financial statements for the year ended Dec. 31, 2012, UHY LLP, in Farmington Hills, Michigan, expressed substantial doubt about N-Viro's ability to continue as a going concern, citing the Company's recurring losses, negative cash flow from operations and net working capital deficiency. The Company reported a net loss of $1.6 million on $3.6 million of revenues in 2012, compared with a net loss of $1.6 million of $5.6 million of revenues in 2011. The Company's balance sheet at June 30, 2013, showed $2.38 million in total assets, $2.51 million in total liabilities and a $129,857 total stockholders' deficit. NATIONAL HOLDINGS: Completes Merger With Gilman Ciocia ------------------------------------------------------ National Holdings Corporation completed its previously announced merger with Gilman Ciocia. The combination creates a diversified investment bank and independent broker-dealer with more than 825 registered representatives and broad financial product and service offerings catering to retail and institutional clients. The announcement follows shareholder approval of the transaction at the Special Meeting of Stockholders of Gilman Ciocia held on Sept. 9, 2013, as well as receipt of all regulatory approvals. Under the terms of the definitive agreement, Gilman Ciocia shareholders received 22.7 million shares of National Holdings' common stock, based on an exchange ratio of 0.235019 shares of the Company's common stock. Additionally, the consideration includes the assumption of approximately $5.4 million in debt, which was repaid in full at the closing of the merger. As of the close of business on Oct. 15, 2013, Gilman Ciocia ceased trading on the OTC BB. Mark D. Klein, National Holdings' chief executive officer and co- executive chairman, commented, "The completion of our merger with Gilman Ciocia builds upon our established corporate finance and broker-dealer platform and represents a significant milestone in the execution of our growth strategy. The combination also broadens our products and services offerings to financial planning and tax preparation, which we expect to serve as a catalyst ahead of the 2014 tax season beginning in our second fiscal quarter of the year." As part of the transaction, National Holdings will add two independent board members, Frederick Wasserman and James Ciocia, from Gilman Ciocia to its board of directors. This will expand National Holdings' board to 11 members from nine, with seven independent board members. These additions will further diversify National Holdings' board while strengthening the representation over the Company's full range of financial products and services. National Holdings offers a variety of financial products and services, including retail brokerage, corporate finance, sales and trading, asset management, financial planning, market making, tax preparation, insurance and annuities and research. As a subsidiary of National Holdings, Gilman Ciocia is a highly focused, specialized firm dedicated to providing individuals with tax preparation and financial planning services. As of June 30, 2013, Gilman Ciocia had 26 Company-owned offices operating in New York, New Jersey and Florida. Leveraging its leading corporate brand since its founding in 1981, Gilman Ciocia also provides financial planning services through 26 independently owned and operated offices in eight states. For the full fiscal year ended June 30, 2013, consolidated net revenues for Gilman Ciocia were approximately $37.3 million. Mark Goldwasser, president and chief executive officer of the Company's broker-dealer subsidiary, National Securities, added, "We are pleased to welcome Michael Ryan and the Gilman Ciocia team. Together, we have identified significant synergies that make this merger attractive and we are excited by the future prospects of our combined business and ability to gain market share in the financial services industry. Looking ahead, we are quickly progressing with the integration led by Michael Ryan and his team, and expect to realize the anticipated synergies and cost savings ahead of schedule." Mr. Wasserman, 59, brings to National Holdings more than 35 years of management and financial consulting experience as a member of several public and private company board of directors, including as a director of Gilman Ciocia since September 2007. He currently serves as the president of FGW Partners, LLC, which provides management and financial consulting services. He received a B.S. in Economics from The Wharton School of the University of Pennsylvania in 1976. Mr. Ciocia, 57, brings to National Holdings more than 30 years of business and operating experience as well as expertise in the areas of tax preparation and financial planning. He has served as chairman of Gilman Ciocia's Board of Directors and was the principal founder of the firm in 1981. He held the position of CEO of Gilman Ciocia since the company's founding in 1981 until November 2000. He received a B.S. in Accounting from St. John's University. About National Holdings New York, N.Y.-based National Holdings Corporation is a financial services organization, operating primarily through its wholly owned subsidiaries, National Securities Corporation, Finance Investments, Inc., and EquityStation, Inc. The Broker-Dealer Subsidiaries conduct a national securities brokerage business through their main offices in New York, New York, Boca Raton, Florida, and Seattle, Washington. The Company incurred a net loss of $1.93 million for the year ended Sept. 30, 2012, compared with a net loss of $4.71 million during the prior year. The Company's balance sheet at June 30, 2013, showed $23.43 million in total assets, $11.81 million in total liabilities and $11.62 million in total stockholders' equity. Sherb & Co., LLP, in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2012. The independent auditors noted that the Company has incurred significant losses and has a working capital deficit as of Sept. 30, 2012, that raise substantial doubt about the Company's ability to continue as a going concern. Bankruptcy Warning "Our independent public accounting firm has issued an opinion on our consolidated financial statements that states that the consolidated financial statements were prepared assuming we will continue as a going concern and further states that our recurring losses from operations, stockholders' deficit and inability to generate sufficient cash flow to meet our obligations and sustain our operations raise substantial doubt about our ability to continue as a going concern. Our future is dependent on our ability to sustain profitability and obtain additional financing. If we fail to do so for any reason, we would not be able to continue as a going concern and could potentially be forced to seek relief through a filing under the U.S. Bankruptcy Code," the Company said in its annual report for the year ended Sept. 30, 2012. NAVISTAR INTERNATIONAL: Updates Description of Capital Stock ------------------------------------------------------------ Navistar International Corporation filed a report with the U.S. Securities and Exchange Commission describing its capital stock in order to update such description that has been previously filed by the Company under the Exchange Act of 1934, as amended. The Company's capital stock consists of 260,358,455 shares, of which 220 million shares are designated as common stock, with a par value of $0.10 per share, 358,455 shares are designated as class B common stock, with a par value of $0.10 per share, 30 million shares are designated as preferred stock, with a par value of $1.00 per share, and 10 million shares are designated as preference stock, with a par value of $1.00 per share. A complete description of the Company's capital stock is available for free at http://is.gd/vhbiow About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.Navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The Company also provides truck and diesel engine parts and service. Another affiliate offers financing services. Navistar incurred a net loss attributable to the Company of $3.01 billion for the year ended Oct. 31, 2012, compared with net income attributable to the Company of $1.72 billion during the prior year. The Company's balance sheet at July 31, 2013, the Company had $8.24 billion in total assets, $12.17 billion in total liabilities and a $3.93 billion total stockholders' deficit. * * * In the Aug. 3, 2012, edition of the TCR, Moody's Investors Service lowered Navistar International Corporation's Corporate Family Rating (CFR), Probability of Default Rating (PDR), and senior note rating to B2 from B1. The downgrade of Navistar's ratings reflects the significant challenges the company will face during the next eighteen months in re-establishing the profitability and competitiveness of its US and Canadian truck operations in light of the failure to achieve EPA certification of its EGR emissions technology, the significant reductions in military revenues and substantially higher engine warranty reserves. As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Illinois-based truckmaker Navistar International Corp. (NAV) to 'CCC+' from 'B-'. "The rating downgrades reflect our increased skepticism regarding NAV's prospects for achieving the market shares it needs for a successful business turnaround," said credit analyst Sol Samson. As reported by the TCR on Jan. 24, 2013, Fitch Ratings has affirmed the Issuer Default Ratings (IDR) for Navistar International Corporation and Navistar Financial Corporation at 'CCC' and removed the Negative Outlook on the ratings. The removal reflects Fitch's view that immediate concerns about liquidity have lessened, although liquidity remains an important rating consideration as NAV implements its selective catalytic reduction (SCR) engine strategy. Other rating concerns are already incorporated in the 'CCC' rating. NEXT 1 INTERACTIVE: Incurs $5.4 Million Net Loss in 2nd Quarter --------------------------------------------------------------- Next 1 Interactive, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $5.37 million on $383,851 of total revenues for the three months ended Aug. 31, 2013, as compared with a net loss of $211,704 on $140,860 of total revenues for the same period during the prior year. For the six months ended Aug. 31, 2013, the Company reported a net loss of $6.78 million on $879,292 of total revenues as compared with a net loss of $926,617 on $309,256 of total revenues for the same period a year ago. The Company's balance sheet at Aug. 31, 2013, showed $4.21 million in total assets, $17.29 million in total liabilities and a $13.08 million total stockholders' deficit. A copy of the Form 10-Q is available for free at: http://is.gd/Tf0YuK About Next 1 Interactive Weston, Fla.-based Next 1 Interactive, Inc., is the parent company of RRTV Network (formerly Resort & Residence TV), Next Trip -- its travel division, and Next One Realty -- its real estate division. The Company is positioning itself to emerge as a multi revenue stream "Next Generation" media-company, representing the convergence of TV, mobile devices and the Internet by providing multiple platform dynamics for interactivity on TV, Video On Demand (VOD) and web solutions. The Company has worked with multiple distributors beta testing its platforms as part of its roll out of TV programming and VOD Networks. The list of multi- system operators the Company has worked with includes Comcast, Cox, Time Warner and Direct TV. At present the Company operates the Home Tour Network through its minority owned/joint venture real estate partner -- RealBiz Media. As of July 17, 2012, the Home Tour Network features over 4,300 home listings in four cities on the Cox Communications network. Next 1 Interactive disclosed a net loss attributable to the Company of $4.19 million on $987,115 of total revenues for the year ended Feb. 28, 2013, as compared with a net loss attributable to the Company of $13.65 million on $1.29 million of total revenues for the year ended Feb. 29, 2012. D'Arelli Pruzansky, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Feb. 28, 2013. The independent auditors noted that the Company has incurred losses of $4,233,102 for the year ended Feb. 28, 2013, and the Company had an accumulated deficit of $71,193,862 and a working capital deficit of $13,371,094 at Feb. 28, 2013. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Bankruptcy Warning "If we continue to experience liquidity issues and are unable to generate revenue, we may be unable to repay our outstanding debt when due and may be forced to seek protection under the federal bankruptcy laws," according to the Company's annual report for the year ended Feb. 28, 2013. NORCRAFT CO: Moody's Places 'B3' CFR Under Review For Upgrade ------------------------------------------------------------- Moody's Investors Service has placed Norcraft Companies, L.P.'s B3 Corporate Family Rating and its B3-PD Probability of Default Rating under review for potential upgrade, since the company is launching an IPO and a new senior secured term loan. Proceeds from the IPO and the new term loan, along with some cash on hand, will be used to refinance the company's existing debt, and to pay related fees and expenses. Upon successful completion of the IPO and term loan syndication, Norcraft's corporate family rating would likely be upgraded by one notch to B2 from B3, and its probability of default rating would improve as well to B2-PD from B3-PD. In a related rating action, Moody's assigned a (P)B2 (LGD4, 57%) rating to the company's proposed senior secured term loan. Ratings Rationale: Moody's review will focus on the amount of proceeds received from Norcraft's IPO, the size of the proposed term loan, and the resulting impact on Norcraft's future capital structure and credit metrics. Moody's will also assess the degree to which the company's operating strategy and resulting levels of earnings, cash flow generation and liquidity will benefit under a new, but less levered capital structure. However, Norcraft's business profile -- characterized by its small size based on revenues and absolute levels of earnings, as well as a single line of business -- limits upsize ratings potential. The (P)B2 rating assigned to the proposed term loan would be in line with the company's corporate family rating since it represents the preponderance of debt in Norcraft's new capital structure. The "provisional" rating indicator would be removed upon completion of the review. Norcraft's existing $240 million second lien senior secured notes due 2015, currently rated B3 (LGD4, 54%), are not included in this review. Proceeds from the IPO and the term loan, along with some cash on hand, will be used to redeem these notes, at which time Moody's will withdraw the assigned rating. NORTH TEXAS BANCSHARES: DIP Request On Hold Amid Creditor Worries ----------------------------------------------------------------- Law360 reported that North Texas Bancshares Inc. delayed its request for $750,000 in bankruptcy financing, extended by stalking horse bidder Park Cities Financial Group Inc. on Oct. 21 after a surprise wave of concern from unsecured creditors emerged at the bank holding company's first-day hearing in Delaware. According to the report, NTBI attorney Tobey M. Daluz of Ballard Spahr LLP told U.S. Bankruptcy Judge Kevin Gross that the holding company's representatives would work to hammer out differences with the creditors -- who were concerned the credit facility is too closely tied to a proposed sale. North Texas Bancshares of Delaware, Inc., and North Texas Bancshares, Inc., sought protection under Chapter 11 of the Bankruptcy Code on Oct. 16, 2013 (Case No. 13-12699, Bankr. D.Del.). The case is assigned to Judge Kevin Gross. The Debtors are represented by Tobey M. Daluz, Esq., Leslie C. Heilman, Esq., and Matthew Summers, Esq., at BALLARD SPAHR LLP, in Wilmington, Delaware. The Debtors' special counsel is Bracewell & Giuliani LLP. The Debtors' financial advisor is Commerce Street Capital, LLC. OCEANSIDE MILE: Section 341(a) Meeting Set on November 18 --------------------------------------------------------------- A meeting of creditors in the bankruptcy case of Oceanside Mile LLC dba Seabonay Beach Resort will be held on Nov. 18, 2013, at 11:00 a.m. at RM 2612, 725 S Figueroa St., Los Angeles, CA 90017. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Oceanside Mile LLC filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-35286) on Oct. 17, 2013. Arturo Rubinstein signed the petition as managing member. The Debtor estimated assets of at least $10 million and liabilities of at least $1 million. Judge Barry Russell presides over the case. CREIM MACIAS KOENIG & FREY LLP serves as the Debtor's counsel. ONCURE HOLDINGS: Wants Plan Filing Period Extended to Jan. 13 ------------------------------------------------------------- OnCure Holdings, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to extend the Debtors' exclusive periods to file and solicit acceptances of a plan to Jan. 13, 2014, and March 11, 2014, respectively. On Oct. 3, 2013, the Bankruptcy Court entered an order confirming the Plan of Reorganization for the Debtors. As of the date of the Motion, the Plan has not yet been consummated. "Accordingly, the Debtors file the Motion out of an abundance of caution in the event that the Plan is not consummated within the Exclusive Periods." About OnCure Holdings Headquartered in Englewood, Colorado, OnCure Holdings, Inc. -- http://www.oncure.com/-- provides management services and facilities to oncology physician groups throughout the country. OnCure Holdings and its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 13-11540 to 13-11562) in Wilmington on June 14, 2013. Bradford C. Burkett signed the petition as CEO. On the Petition Date, the Debtors disclosed total assets of $179,327,000 and total debts of $250,379,000. There's at least $15 million owing on a first-lien term loan facility, as well as $210 million on prepetition secured notes. Paul E. Harner, Esq., and Keith A. Simon, Esq., at Latham & Watkins LLP, in New York, serve as the Debtors' lead bankruptcy counsel. Daniel J. DeFranceschi, Esq., at Richards, Layton & Finger P.A., in Wilmington, Delaware, serves as the Debtors' local Delaware counsel. Kurtzman Carson Consultants is the claims and notice agent. Match Point Partners LLC provides management services to OnCure. The Debtors have signed a deal to sell the business to Radiation Therapy Services Holdings Inc. for $125 million, absent higher and better offers. RTS's offer comprises $42.5 million in cash (plus covering certain expenses and subject to certain working capital adjustments) and up to $82.5 million in assumed debt. Secured noteholders are supporting the RTS deal. Millstein & Co., Kirkland & Ellis LLP, Alvarez & Marsal and Deloitte advise Radiation Therapy in connection with the transaction. Promptly before the bankruptcy filing, the Debtors entered into a restructuring support agreement with the members of an ad hoc committee of its secured notes, constituting 100% of the lenders under the first lien term loan credit agreement and approximately 73% of the secured notes, pursuant to which they have agreed to support a stand-alone restructuring of the Debtors, subject to an auction process for a sale of substantially all of the Debtors' assets or the equity of the reorganized Debtors pursuant to a chapter 11 plan. Roberta A. DeAngelis, U.S. Trustee for Region 3 notified the Court that she was unable to appoint an official committee of unsecured creditors due to insufficient response from creditors. ONCURE HOLDINGS: Wants Lease Decision Period Extended to January 2 ------------------------------------------------------------------ OnCure Holdings, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to extend the deadline for the Debtors to assume or to reject non-residential real property leases for 90 days, through and including Jan. 2, 2014. The Debtors tell the Court that although they have filed the "Notice of Filing of Plan Schedule 5: Contracts and Leases to be Rejected by the Debtors in Connection with the Plan or Reorganization for OnCure Holdings, Inc. and its Affiliate Debtors Under Chapter 11 of the Bankruptcy Code," identifying certain Leases proposed to be rejected as of the Effective Date, the Debtors and the Investor are still in the process of analyzing the Leases to determine which will ultimately be assumed or rejected. Pursuant to the Plan, all Leases will be assumed upon the Effective Date unless specifically rejected. However, according to the Debtors, because the order confirming the Plan will be entered prior to the Effective Date and, therefore, prior to the assumption and rejection of the applicable Leases pursuant to the Plan, the Debtors seek an extension of the Lease Deadline. About OnCure Holdings Headquartered in Englewood, Colorado, OnCure Holdings, Inc. -- http://www.oncure.com/-- provides management services and facilities to oncology physician groups throughout the country. OnCure Holdings and its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 13-11540 to 13-11562) in Wilmington on June 14, 2013. Bradford C. Burkett signed the petition as CEO. On the Petition Date, the Debtors disclosed total assets of $179,327,000 and total debts of $250,379,000. There's at least $15 million owing on a first-lien term loan facility, as well as $210 million on prepetition secured notes. Paul E. Harner, Esq., and Keith A. Simon, Esq., at Latham & Watkins LLP, in New York, serve as the Debtors' lead bankruptcy counsel. Daniel J. DeFranceschi, Esq., at Richards, Layton & Finger P.A., in Wilmington, Delaware, serves as the Debtors' local Delaware counsel. Kurtzman Carson Consultants is the claims and notice agent. Match Point Partners LLC provides management services to OnCure. The Debtors have signed a deal to sell the business to Radiation Therapy Services Holdings Inc. for $125 million, absent higher and better offers. RTS's offer comprises $42.5 million in cash (plus covering certain expenses and subject to certain working capital adjustments) and up to $82.5 million in assumed debt. Secured noteholders are supporting the RTS deal. Millstein & Co., Kirkland & Ellis LLP, Alvarez & Marsal and Deloitte advise Radiation Therapy in connection with the transaction. Promptly before the bankruptcy filing, the Debtors entered into a restructuring support agreement with the members of an ad hoc committee of its secured notes, constituting 100% of the lenders under the first lien term loan credit agreement and approximately 73% of the secured notes, pursuant to which they have agreed to support a stand-alone restructuring of the Debtors, subject to an auction process for a sale of substantially all of the Debtors' assets or the equity of the reorganized Debtors pursuant to a chapter 11 plan. Roberta A. DeAngelis, U.S. Trustee for Region 3 notified the Court that she was unable to appoint an official committee of unsecured creditors due to insufficient response from creditors. OPPENHEIMER PARTNERS: Warnicke Replaces Gordon Silver as Counsel ---------------------------------------------------------------- The law firm of Gordon Silver has consented to the substitution of Warnicke Law PLC, in its place and stead in the Chapter 11 case of Oppenheimer Partners Properties, LLP. Warnicke Law PLC accepted the substitution as counsel of record in the place and stead of Gordon Silver. Pursuant to Local Rule of Bankruptcy Procedure for the District of Arizona 2090-1(e), Gordon silver served notice that Thomas E. Littler, Esq., and Robert C. Warnicke, Esq., are no longer associated with the law firm of Gordon Silver, counsel of record for Oppenheimer Partners Properties, LLP. That notice said Courtney R. Radow, Esq., of Gordon Silver would continue to represent Debtor in the Chapter 11 Case. Warnicke Law PLC may be reached at: Warnicke Law PLC Robert C. Warnicke, Esq. 777 East Thomas Road Suite 210 Phoenix, AZ 85014 E-mail: Robert@WarnickeLaw.net Tel: (602) 738-7382 About Oppenheimer Partners Properties Oppenheimer Partners Properties LLP owns and operates a 184-unit residential apartment complex in Phoenix, Arizona. Oppenheimer purchased the property in June 2007 for $12 million through a combination of cash and a construction loan totaling $12.4 million. Oppenheimer filed for Chapter 11 bankruptcy (Bankr. D. Ariz. Case No. 11-33139) on Dec. 2, 2011. Judge Sarah Sharer Curley presides over the case. In its petition, the Debtor estimated $10 million to $50 million in assets and debts. The petition was signed by Eric Hamburger, managing partner. Robert C. Warnicke, Esq., at Warnicke Law PLC, serves as counsel to the Debtor, replacing Gordon Silver. ORAGENICS INC: Files Copy of Investor Presentation With SEC ----------------------------------------------------------- Oragenics, Inc., posted a slide presentation in the Investors section of the Company's Web site http://www.oragenics.com/ The Presentation is also expected to be used in connection with presentations to potential investors regarding any potential offering made pursuant to the Company's existing effective shelf registration statement, previously filed with the U.S. Securities and Exchange Commission. In addition, the Company may rely on all or part of this Presentation any time it is discussing the current state of the Company in communications with industry analysts, at conferences or with other investors in the Company's securities. A copy of the presentation is available for free at: http://is.gd/ZK6Ah6 About Oragenics Inc. Tampa, Fla.-based Oragenics, Inc. -- http://www.oragenics.com/-- is a biopharmaceutical company focused primarily on oral health products and novel antibiotics. Within oral health, Oragenics is developing its pharmaceutical product candidate, SMaRT Replacement Therapy, and also commercializing its oral probiotic product, ProBiora3. Within antibiotics, Oragenics is developing a pharmaceutical candidate, MU1140-S and intends to use its patented, novel organic chemistry platform to create additional antibiotics for therapeutic use. Oragenics incurred a net loss of $13.09 million in 2012, as compared with a net loss of $7.67 million in 2011. As of June 30, 2013, the Company had $7.07 million in total assets, $1.38 million in total liabilities, all current, and $5.68 million in total shareholders' equity. ORCHARD SUPPLY: Plan Proposes 2%-3% Recovery for Unsecured Claims ----------------------------------------------------------------- OSH 1 Liquidating Corporation, f/k/a Orchard Supply Hardware Stores Corporation, et al., filed with the U.S. Bankruptcy Court for the District of Delaware a Plan of Liquidation and Disclosure Statement dated Oct. 9, 2013. The Plan embodies a settlement among the Debtors, secured lenders and the unsecured creditors committee resolving issues regarding the use of the sale proceeds of the Debtors' assets. The significant terms of the Settlement are: * The Senior Secured Term Loan Lenders received all proceeds of the Sale that are not used to pay off the DIP financing loans, minus $25,000,000, which amount was left in the Debtors' estates, and $9,400,000, which amount is being held as cash collateral for certain letters of credit; * On the Plan Effective Date, $500,000 is to be paid from the Debtors' estates to the GUC Trust for the benefit of holders of Allowed General Unsecured Claims whose prepetition debts were not assumed by the Purchaser under the Final Asset Purchase Agreement (APA); * On the Plan Effective Date (or such later time as they may be monetized), the first $250,000 of any proceeds from the Designation Rights Sale is to be paid to the GUC Trust; and * The Senior Secured Term Loan Agent, the Senior Secured Term Loan Steering Committee, the Creditors Committee and the Debtors agreed to support consummation of a plan that contains full and complete releases to each of the parties, and that does not modify or adversely affect the parties' rights benefits and obligations under the terms of the Settlement. The Plan divides allowed claims against, and equity interests in, the Debtors into four classes: - Class 1 Senior Secured Term Loan Claims, estimated to total $130,700,000, are expected to have a 74%-86%. - Class 2 Other Secured Claims, which are not impaired and expected to have a 100% recovery. - Class 3 General Unsecured Claims, estimated to total $25,000,000 to $35,000,000, are expected to have a 2.1%-3%. - Claim 4 Equity Interests, which will receive no distribution under the Plan. A full-text copy of the Disclosure Statement explaining the Plan of Liquidation is available for free at: http://bankrupt.com/misc/ORCHARDSUPPLY_DSOct9.PDF Adequacy Hearing A hearing to consider approval of the proposed Disclosure Statement is scheduled for Nov. 13, 2013 at 1:00 p.m. EST before Judge Christopher Sontchi. All objections and responses to approval of the proposed Disclosure Statement must be filed so as to be received no later than Nov. 6, at 4:00 p.m. EST. About Orchard Supply San Jose, Calif.-based Orchard Supply Hardware Stores Corporation operates neighborhood hardware and garden stores focused on paint, repair and the backyard. It was spun off from Sears Holdings Corp. in 2012. Orchard Supply and two affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-11565) on June 16, 2013, 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. The Official Committee of Unsecured Creditors appointed in case has retained Pachulski Stang Ziehl & Jones LLP as counsel, and Alvarez & Marsal as financial advisors. Lowe's Cos. completed the $205 million acquisition of 72 of Orchard Supply's 91 stores. The Company changed its name to OSH 1 Liquidating Corporation and reduced the size and simplified the structure of the Board of Directors effective as of Aug. 20, 2013. ORCHARD SUPPLY: Lease Decision Deadline Extended to Jan. 13 ----------------------------------------------------------- Judge Christopher S. Sontchi extended the deadline for OSH 1 Liquidating Corporation, f/k/a Orchard Supply Hardware Stores Corporation, et al., to assume or reject any unexpired lease of non-residential property through and including Jan. 13, 2014. About Orchard Supply San Jose, Calif.-based Orchard Supply Hardware Stores Corporation operates neighborhood hardware and garden stores focused on paint, repair and the backyard. It was spun off from Sears Holdings Corp. in 2012. Orchard Supply and two affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-11565) on June 16 to facilitate a restructuring of the company's balance sheet and a sale of its assets for $205 million in cash to Lowe's Companies, Inc., absent higher and better offers. In addition to the $205 million cash, Lowe's has agreed to assume payables owed to nearly all of Orchard's supplier partners. Bankruptcy Judge Christopher S. Sontchi oversees the case. Michael W. Fox signed the petitions as senior vice president and general counsel. The Debtors disclosed total assets of $441,028,000 and total debts of $480,144,000. Stuart M. Brown, Esq., at DLA Piper LLP (US), in Wilmington, Delaware; and Richard A. Chesley, Esq., Chun I. Jang, Esq., and Daniel M. Simon, Esq., at DLA Piper LLP (US), in Chicago, Illinois, are the Debtors' counsel. Moelis & Company LLC serves as the Debtors' investment banker. FTI Consulting, Inc., serves as the Debtors' financial advisors. A&G Realty Partners, LLC, serves as the Debtors' real estate advisors. BMC Group Inc. is the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors appointed in case has retained Pachulski Stang Ziehl & Jones LLP as counsel, and Alvarez & Marsal as financial advisors. Lowe's Cos. completed the $205 million acquisition of 72 of Orchard Supply's 91 stores. The Company changed its name to OSH 1 Liquidating Corporation and reduced the size and simplified the structure of the Board of Directors effective as of Aug. 20, 2013. ORCHARD SUPPLY: BMC Group Retention to Include Admin. Services -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware has expanded the employment by OSH 1 Liquidating Corporation (f/k/a Orchard Supply Hardware Stores Corporation) of BMC Group, Inc., to include certain administrative services, provided, however, that BMC will provide the Debtors with a 10% discount on all Administrative Services, but not expenses or production cost. About Orchard Supply San Jose, Calif.-based Orchard Supply Hardware Stores Corporation operates neighborhood hardware and garden stores focused on paint, repair and the backyard. It was spun off from Sears Holdings Corp. in 2012. Orchard Supply and two affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-11565) on June 16 to facilitate a restructuring of the company's balance sheet and a sale of its assets for $205 million in cash to Lowe's Companies, Inc., absent higher and better offers. In addition to the $205 million cash, Lowe's has agreed to assume payables owed to nearly all of Orchard's supplier partners. Bankruptcy Judge Christopher S. Sontchi oversees the case. Michael W. Fox signed the petitions as senior vice president and general counsel. The Debtors disclosed total assets of $441,028,000 and total debts of $480,144,000. Stuart M. Brown, Esq., at DLA Piper LLP (US), in Wilmington, Delaware; and Richard A. Chesley, Esq., Chun I. Jang, Esq., and Daniel M. Simon, Esq., at DLA Piper LLP (US), in Chicago, Illinois, are the Debtors' counsel. Moelis & Company LLC serves as the Debtors' investment banker. FTI Consulting, Inc., serves as the Debtors' financial advisors. A&G Realty Partners, LLC, serves as the Debtors' real estate advisors. BMC Group Inc. is the Debtors' claims and noticing agent. The Official Committee of Unsecured Creditors appointed in case has retained Pachulski Stang Ziehl & Jones LLP as counsel, and Alvarez & Marsal as financial advisors. Lowe's Cos. completed the $205 million acquisition of 72 of Orchard Supply's 91 stores. The Company changed its name to OSH 1 Liquidating Corporation and reduced reduce the size and simplified the structure of the Board of Directors effective as of Aug. 20, 2013. OUI FINANCING: French Safeguard Bankruptcy Plan Enforceable in US ----------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that France modified its bankruptcy laws in 2006 by adopting a so-called safeguard procedure modeled in part after Chapter 11 of the U.S. Bankruptcy Code. According to the report, this month, U.S. District Judge Ronnie Abrams in New York upheld a French reorganization plan and barred a U.S. creditor from suing on the debt in New York federal court. A French company's officer personally guaranteed a company debt owed to the U.S. lender. After default, the borrower sought safeguard protection and later won French court approval of a restructuring plan paying the lender's claim in full over seven years. Meanwhile, the lender sued the company and the officer in New York. Judge Abrams dismissed the suit on Oct. 9, finding that the French proceedings were entitled to comity. The "French safeguard procedure affords adequate procedural protections," Judge Abrams said. The lender's "attacks on the French proceedings" were "emblematic of precisely the type of hair-splitting the Second Circuit has counseled against," she said. Judge Abrams also enforced a French court order barring suit against the individual officer, even though U.S. law might not afford a corporate officer the same protection. The judge said a judgment against the officer "would very likely interfere with the implementation of the recently adopted safeguard plan." The judge's opinion didn't make it clear whether the result would have been the same as to the company officer had the plan not provided for full payment. The case is Oui Financing LLC v. Dellar, 12-cv-07744, U.S. District Court, Southern District of New York (Manhattan). OVERLAND STORAGE: Extends Office Lease With Overtape to 2019 ------------------------------------------------------------ Overland Storage, Inc., entered into a Fourth Amendment to the Lease Agreement with Overtape (CA) QRS 15-14, Inc., which amends the lease for the Company's corporate headquarters in San Diego, California. Under the terms of the Amendment, the Company has, among other things: (i) extended the expiration date of the Lease from Feb. 28, 2014, to March 31, 2019; (ii) reduced the rentable square footage under the Lease from approximately 91,300 square feet to approximately 51,065 square feet; (iii) reduced its monthly base rent from $165,102.08 per month to $125,000.00 per month from November 2013 through March 2014, and then to $62,500.00 per month from April 2014 through September 2014, with yearly 3.5 percent increases thereafter beginning in October 2014, which reductions will result in savings per year of more than $1,200,000 beginning April 2014, as compared to the annualized rent for such facility prior to the Amendment; (iv) reduced its obligation to pay Common Area Expenses and R&D Building Expenses under the Lease in proportion to the reduction in rentable square footage; (v) agreed to pay Common Area Expenses and R&D Building Expenses for that portion of the Original Space vacated by the Company which is not occupied during a calendar year; (vi) obtained the right, subject to certain conditions, to terminate the Lease with respect to the first floor of the Remaining Space effective as of Oct. 31, 2015, provided that the Company gives the Landlord written notice of its election to exercise the Early Termination Right on or before April 30, 2015; and (vii) granted the Landlord the right to terminate the Lease with respect to the First Floor Space at any time on or after Dec. 31, 2014, upon at least six months' prior written notice to the Company. If either of the Early Termination Right or the Recapture Right is exercised, the Lease will be automatically amended further to reflect the reduced rentable square footage under the Lease, with corresponding reductions in the monthly base rent, Common Area Expenses and R&D Building Expenses payable by the Company, and, in the case of the exercise of the Early Termination Right, to extend the expiration date of the Lease to March 31, 2020. About Overland Storage San Diego, Cal.-based Overland Storage, Inc. (Nasdaq: OVRL) -- http://www.overlandstorage.com/-- is a global provider of unified data management and data protection solutions designed to enable small and medium enterprises (SMEs), corporate departments and small and medium businesses (SMBs) to anticipate and respond to change. Overland Storage incurred a net loss of $19.64 million on $48.02 million of net revenue for the fiscal year ended June 30, 2013, as compared with a net loss of $16.16 million on $59.63 million of net revenue during the prior fiscal year. The Company's balance sheet at June 30, 2013, showed $31.40 million in total assets, $41.69 million in total liabilities and a $10.29 million total shareholders' deficit. Moss Adams LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2013, citing recurring losses and negative operating cash flows which raise substantial doubt about the Company's ability to continue as a going concern. PACIFIC GOLD: Effects 1-for-120 Reverse Split of Common Stock ------------------------------------------------------------- Effective upon the opening of the market on Oct. 21, 2013, every 120 shares of Pacific Gold Corp.'s issued and outstanding Common Stock, par value $0.0000000001, was to convert into one share of Common Stock. Any fractional shares resulting from the Reverse Stock Split will be rounded up to the next whole share. As a result of the Reverse Stock Split, the total number of issued and outstanding shares of the Company's Common Stock will decrease from 3,270,157,366 pre-split shares to approximately 27,251,311 shares after giving effect to the Reverse Stock Split. At the open of business on Oct. 21, 2013, the common stock of the Company will trade under the symbol PCFGD for a period of 20 business days after which time the D will be removed from the stock symbol. About Pacific Gold Las Vegas, Nev.-based Pacific Gold Corp. is engaged in the identification, acquisition, and development of prospects believed to have gold mineralization. Pacific Gold through its subsidiaries currently owns claims, property and leases in Nevada and Colorado. Pacific Gold disclosed a net loss of $16.62 million in 2012, as compared with a net loss of $1.38 million in 2011. As of June 30, 2013, the Company had $1.39 million in total assets, $4.30 million in total liabilities and a $2.91 million total stockholders' deficit. Silberstein Ungar, PLLC, in Bingham Farms, Michigan, 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 losses from operations, has negative working capital and is in need of additional capital to grow its operations so that it can become profitable. These factors raise substantial doubt about the Company's ability to continue as a going concern. PAINTED DESERT: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Painted Desert Lodging, LLC 480 W. Deuce of Clubs Show Low, AZ 85901 Case No.: 13-18456 Chapter 11 Petition Date: October 23, 2013 Court: United States Bankruptcy Court District of Arizona (Phoenix) Judge: Hon. Brenda Moody Whinery Debtor's Counsel: William R. Richardson, Esq. RICHARDSON & RICHARDSON, P.C. 1745 S. Alma School RD., #100 Mesa, AZ 85210-3010 Tel: 480-464-0600 Fax: 480-464-0602 Email: wrichlaw@aol.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Randolph H. Tenney, managing member. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. PANACHE BEVERAGE: Shareholders' Meeting Held on October 16 ---------------------------------------------------------- Panache Beverage, Inc., held a town hall meeting with the Company's shareholders on Oct. 16, 2013, at which a slide show and video presentation was shown. The slide show presentation is available for free at http://is.gd/sDTbfr About Panache Beverage New York-based Panache Beverage, Inc., specializes in the strategic development and aggressive early growth of spirits brands establishing its assets as viable and attractive acquisition candidates for the major global spirits companies. Panache builds its brands as individual acquisition candidates while continuing to develop its pipeline of new brands into the Panache portfolio. The Company's balance sheet at March 31, 2013, showed $2.7 million in total assets, $6.0 million in total liabilities, and a stockholders' deficit of $3.3 million. Silberstein Ungar, PLLC, in Bingham Farms, Michigan, expressed substantial doubt about the Company's ability to continue as a going concern, following its audit of the Company's financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has negative working capital, and has incurred losses from operations. PARK SIDE: Bankr. Court Confirms Plan of Liquidation ---------------------------------------------------- Park Side Estates, LLC, last week obtained confirmation of its First Amended Plan of Liquidation, as modified. In a 15-page order dated Oct. 15, 2013, Judge Robert Drain found that the Plan met each of the confirmation requirements of the Bankruptcy Code. As reported in the Sept. 11, 2013 edition of The Troubled Company Reporter, the Park Side Plan provides for the sale of its real property located at 143-159 Classon Avenue, in Brooklyn, New York, to Classon, and thereafter the liquidation of the company. The purchaser will assume the existing Classon mortgage in the agreed upon reduced amount of $17.25 million, which includes the $2,414,500 obligation in a loan participation agreement. Plan payments will be funded from the cash component of the purchase price of the property, which includes the amounts required to satisfy professional fees and the U.S. trustee's fees, payment of real estate taxes, and the so-called estate contribution. The sale contract between the companies defines the estate contribution as consisting of $400,000 on the effective date of the liquidation plan and $425,000 within five business days of the issuance of certificates of occupancy for the Brooklyn property and the closing of not less than three condominiums located in the building commonly known as 159 Classon Avenue. Classon has also agreed to contribute the sum of $50,000 towards funding of the plan. Park Side estimates that the estate contribution in the amount of $825,000 plus Classon's contribution will result in a 100% distribution to holders of administrative claims, priority claims, and priority tax claims and the pro rata distribution to holders of unsecured claims. Pursuant to the liquidation plan, equity interests in Park Side will be canceled upon the effective date of the plan. After the effective date, Classon will be responsible for advancing the balance of the estate contribution in the amount of $425,000 for distribution to creditors in accordance with the priorities established by U.S. bankruptcy law. About Park Side Estates Monsey, New York-based Park Side Estates, LLC, sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 13-22198) in White Plains on Feb. 7, 2013, estimating assets and liabilities in excess of $10 million. The Debtor owns the real property located at 143-159 Classon Avenue, Brooklyn, New York, improved by two buildings with 37 residential units, commercial units and parking. It said that its principal asset is located at 143-159 Classon Avenue, in Brooklyn. The Debtor sought bankruptcy to trigger the automatic stay to stop the auction. The petition was signed by Moshe Junger as managing member. Arnold Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck, P.C., serves as the Debtor's counsel. The Debtor estimated assets and debts of at least $10 million as of the Petition Date. Judge Robert D. Drain presides over the case. PETER DEHAAN: Court Confirms Chapter 11 Plan -------------------------------------------- Bankruptcy Judge Randall L. Dunn confirmed in all respects the Third Amended Plan of Reorganization of Peter Dehaan Holsteins, LLC, dated Aug. 20, 2013. No objections to the Plan confirmation were filed. As reported by the Troubled Company Reporter, the Debtor will implement the Plan primarily through earnings and the sale of assets. Class 6 Allowed General Unsecured Claims are expected to have a 100% recovery as well as well as Class 5 Allowed Convenience Unsecured Claim. Peter DeHaan, the equity security holder of the Debtor, will retain his 100 percent membership interest in the Debtor and Reorganized Debtor in consideration for (1) the waiver of his claim in the amount of $1,254, (2) the sale or surrender of the Salem Property and (3) the continued contribution of his real property assets to be leased to and used by Debtor in its post- confirmation dairy operations. The Plan also provides the secured claims of Northwest Farm Credit Services, PCA; Agricultural Services Lien Claims; Deere Credit, Inc. and affiliates; and Naeda Financial LLC. A copy of the Confirmation Order dated Oct. 7, 2013, as well as Third Amended Plan of Reorganization, is available at: http://bankrupt.com/misc/PETERDEHAAN_planorder.PDF About Peter DeHaan Holsteins Peter DeHaan Holsteins, LLC, is a recognized leader in the dairy industry and well known for producing high quality milk products. Pete DeHaan Jr., the Debtor's 100% owner and Managing Member, has managed and operated dairy facilities in Oregon for over 15 years. The Debtor's principal source of income is from the production and sale of milk, which is shipped to Northwest Dairy Association, a cooperative that transports, processes and sells the resulting milk products. In 2011, the Debtor produced 56,137,722 pounds of whole milk which generated gross income of $11.19 million. Peter DeHaan Holsteins employs 36 employees and its dairy herd consists of 2,194 cows and 2,382 heifers for a total of 4,576 animals. The dairy operations are conducted at three separate farms located in Yamhill County and Washington County Oregon. The primary farm consists of milking facilities and a 230 acre farm located at 22180 Lafayette Highway Salem, Oregon. A second farm is leased from Alan and Alice Beardsley which includes dairy facilities and 280 acres of farmland located in Gaston, Oregon. A third farm consisting of 245 acres is owned by the Debtor and is located in McMinnville, Oregon. The McMinnville Farm is used primarily for raising replacement heifers and growing crops used to feed the Debtor's dairy cattle. Peter DeHaan Holsteins filed a Chapter 11 petition (Bankr. D. Ore. Case No. 12-35080) on June 29, 2012. Jeffrey C. Misley, Esq. and Timothy A. Solomon, Esq. at Sussman Shank LLP, in Portland, represent the Debtor as counsel. In its schedules, the Debtor disclosed $11,161,063 in assets and $8,307,564 in liabilities. PLATINUM PROPERTIES: May Decide on CP VIII Lease by May 21 ---------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Indiana approved on Oct. 10, 2013, the motion of Platinum Properties, LLC, to extended the deadline to assume or reject the Lease of the Debtor's office space at 9757 Westpoint Drive, Indianapolis, Indiana 46256 from Crosspoint Partners VIII, LLC to and including the earlier of (a) May 21, 2014, or (b) the date on which a plan of reorganization or liquidation is confirmed. As stated in the Motion dated Oct. 10, 2013: "By its entry of the Second Order, the Third Order, the Fourth Order, and the Fifth Order, this Court granted four subsequent extensions of 120 days through and including May 21, 2012, Nov. 21, 2012, May 21, 2013, and Nov. 21, 2013, respectively. "As of the date of this Motion, the Debtor has successfully restructured all but one of its projects. The Debtor is working on developing a plan regarding its final project and for the ultimate resolution of the Chapter 11 Case. Rejection of the Lease at this stage would needlessly require the Debtor to incur additional administrative expenses in relocating its business and securing a new office space for a limited period. The Debtor also reasonably does not want to incur unnecessarily any post-petition liabilities by assuming the Lease when it has not made all relevant decisions with regard to its exit strategy." About Platinum Properties and PPV LLC Indianapolis, Indiana-based Platinum Properties, LLC, is a residential real estate developer. Platinum acquires land, designs the projects, obtains zoning and other approvals, and constructs roads, drainage, utilities, and other infrastructure of residential subdivisions. Platinum then sells the finished, platted lots. Platinum also has an ownership interest in several special purpose entities that in turn own, operate and manage individual projects. PPV LLC is a joint venture between Platinum and a non-debtor entity, Pittman Partners, Inc., each of whom hold an equity interest in PPV. PPV owned four projects directly and owns 100% of the membership interest of Sweet Charity Estates, LLC. Platinum Properties and PPV LLC filed for Chapter 11 protection (Bankr. S.D. Ind. Case Nos. 11-05140 and 11-05141) on April 25, 2011. Lawyers at Baker & Daniels LLP, in Indianapolis, Indiana, serve as the Debtors' bankruptcy counsel. Platinum Properties disclosed $14,624,722 in assets and $181,990,960 in liabilities as of the Chapter 11 filing. The U.S. Trustee has not yet appointed a creditors committee in the Debtor's case. The U.S. Trustee reserves the right to appoint such a committee should interest developed among the creditors. RADIOSHACK CORP: Fitch Sees No Sign of Turnaround at Firm --------------------------------------------------------- RadioShack's weak third-quarter results underscore the challenge in producing a turnaround in the company's operations, according to Fitch Ratings. The company reported an 8.4% comparable stores sales decline and a nearly 800-bp gross margin contraction. The third-quarter weakness is a partly a function of inventory clearance, which will enable the company to have cleaner stores as it moves into the holiday season. However, RadioShack is still in the early stages of expanding its merchandise offerings in growing categories such as headphones and portable speakers, and sales from these categories will not likely be sufficient to offset the secular declines in the company's existing mobility and consumer electronics businesses for at least the next 12 months. EBITDA was negative $69 million in the 12 months ended Sept. 30, 2013, and Fitch estimates it will be in the negative $80 million to $100 million range for the full year. Broadly assuming annual capex of $50 million and interest expense of $40 million, as well as some benefit to working capital from the planned inventory reduction, free cash flow (FCF) could be in the negative $100 million range for the full year. RadioShack's liquidity will be sufficient to cover this expected negative FCF and a fourth-quarter seasonal working capital swing estimated at $150 million to $250 million. As of Sept. 30, 2013, available cash stood at $316 million and revolver availability was $296 million. In addition, the company has obtained commitments for new five-year debt facilities that will provide $175 million of incremental liquidity in the form of new term loans and revolver capacity. However, the incremental cash liquidity may only serve to offset the higher losses incurred during the second half of the year, leaving the company's liquidity position unchanged or only modestly improved at the end of 2013 versus Fitch's prior expectations. Looking beyond 2013, FCF could continue to track at negative $100 million or more annually, and this will gradually eat into the company's cash liquidity. Pro forma for the new financing, the company's nearest debt maturity will occur in 2018 when the new $585 million senior secured ABL credit facility and new $250 million secured term loan will mature. The only other component of RadioShack's debt structure is a $325 million senior unsecured note issuance that matures in May 2019. RESIDENTIAL CAPITAL: RMBS Insurer Wants Right to Go After Claims ---------------------------------------------------------------- Joseph Checkler, writing for Daily Bankruptcy Review, reported that an insurer of some of Residential Capital LLC's residential mortgage-backed securities says ResCap's reorganization plan could stop it from going after the trustees that oversee the securities trusts. According to the report, in an Oct. 21 filing with U.S. Bankruptcy Court in Manhattan, Syncora Guarantee Inc. said it should have a legal right to go after the RMBS trustees' claims but won't because of wording in the reorganization plan. "The provisions of the plan that propose to impair or eliminate such rights should not be approved, and as a condition of confirmation the plan should be modified to delete exculpation of the trustees of the Syncora trusts," Syncora said in the filing, the report related. Without the "exculpation," Syncora argues, it would be free to go after the claims on behalf of the RMBS trusts. As part of ResCap's larger reorganization plan, the company allowed a $7.3 billion claim for the trusts representing more than one million original mortgages, the report said. Syncora, which insures $2.5 billion worth of the RMBS, said wording in the reorganization plan suggests that insurers -- including itself -- will be shut out of collecting money from the trusts, even if the trusts get payments from ResCap. The plan says insurance companies "do not have any reciprocal contractual rights to receive distribution for claims" on behalf of the investments they're insuring, Syncora said, the report further related. ResCap lawyers didn't immediately respond to a request for comment. RESIDENTIAL CAPITAL: Objections Filed to Chapter 11 Plan -------------------------------------------------------- BankruptcyData reported that multiple parties -- including the Los Angeles County Treasurer and Tax Collector, Impac Companies, Oracle America, Federal Home Loan Mortgage (Freddie Mac), PNC Mortgage, Axcelera Specialty Risk, the County of San Bernardino, Wells Fargo Bank (in its capacities as first priority collateral agent, third priority collateral agent and collateral control agent), the U.S. Trustee assigned to the case, the State of Ohio and Syncora Guarantee -- filed with the U.S. Bankruptcy Court separate objections to Residential Capital's Joint Chapter 11 Plan. The U.S. Trustee states, "The United States Trustee objects to confirmation of the Plan because the Plan Proponents have failed to meet their burden of proof to show that the Plan satisfies Section 1129 of the Bankruptcy Code. Specifically, the Plan impermissibly provides for non-debtor third-party releases and an exculpation provision that do not comport with Second Circuit law or the Bankruptcy Code because they are overly broad. The United States Trustee respectfully requests that the Court require that the Plan Proponents narrow the third party releases and injunction provision and/or require compliance with the law of this Circuit and the Bankruptcy Code." In a separate objection, Freddie Mac explains, "The Debtors' Plan impermissibly seeks to impose a wide-ranging, nonconsensual Third Party Release of Freddie Mac's claims against Ally Financial, Inc. ('AFI'), Ally Bank, and their non-debtor affiliates. Because the proposed release exceeds the Court's subject matter jurisdiction, contravenes applicable case law, and improperly seeks to constrain Freddie Mac's conservator (the Federal Housing Finance Agency ('FHFA') from exercising its powers, the release cannot be approved. Indeed, Fannie Mae received a substantially similar carve-out from the Third Party Release to that which Freddie Mac seeks here. Accordingly, Freddie Mac requests that the Court decline to approve the Third Party Release unless Freddie Mac is carved out from its application. Freddie Mac also reserves its rights to object to any Plan amendment or modification that adversely affects Freddie Mac's recoveries as currently set forth in the Plan and accompanying disclosure statement." 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: Judge Warns About Potential Trustee -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that U.S. Bankruptcy Judge Brendan L. Shannon warned Revstone Industries LLC and the official creditors' committee that appointment of a Chapter 11 trustee is warranted if there's "acrimony and deadlock between debtors and stakeholders." According to the report, in an Oct. 22 letter to the parties, Shannon alluded to how Revstone, a maker of truck-engine parts, is "staggering" under a burden of "well over $15 million in accrued professional fees." The judge said "it is not immediately apparent to the court how these estates can carry the freight associated with contested confirmation of competing plans." The bankruptcy court in Delaware ended Revstone's exclusive right to file a reorganization plan. The creditors' committee responded by filing a plan in July. Two weeks later, Lexington, Kentucky- based Revstone filed its own plan. After several postponements, a hearing to consider approval of disclosure materials on the competing plans is set for Nov. 13. Each side says the other's plan is fatally defective. Also undetermined is whether Shannon will let the committee bring lawsuits on Revstone's behalf against its bankrupt unit Metavation LLC. Judge Shannon issued his warnings in the course of telling the parties how he changed his mind and is allowing a creditor of subsidiary US Tool & Engineering LLC to compel production of documents. Although the judge said the companies can ill afford additional expenses, Judge Shannon was convinced the creditor demonstrated a right to obtain documents about US Tool's financial condition and "potential estate claims." Judge Shannon said "discovery at issue here frankly does little to advance these cases to a satisfactory overall resolution." He said more exchanges of evidence will "add to the amount of professional fees burdening these estates." Revstone said in a court filing that assets are $47.5 million with debt totaling $88.9 million. Liabilities included $15.9 million on secured debt owing to Wells Fargo Capital Finance LLC. Revstone was hit with a $27.6 million judgment in April 2012 in favor of Boston Finance Group LLC. About Revstone Industries et al. 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. Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP represents Revstone. 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. 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. Metavation has tapped Pachulski as its counsel. Pachulski also serves as counsel to Revstone and Spara. Metavation also has tapped McDonald Hopkins PLC as special counsel, and Rust Consulting/Omni Bankruptcy as claims agent and to provide administrative services. Mark L. Desgrosseilliers, Esq., at Womble Carlyle Sandridge & Rice, LLP, represents the Official Committee of Unsecured Creditors in Revstone's case. REVSTONE INDUSTRIES: Creditor Wins Right to Probe U.S. Tool Unit ---------------------------------------------------------------- Law360 reported that a Delaware bankruptcy judge reconsidered his earlier denial of a request by a former employee of a Revstone Industries LLC unit to launch an investigation of the estate, ruling on Oct. 22 the probe can indeed go forward, but on a limited basis. According to the report, in a letter to attorneys in the case, U.S. Bankruptcy Judge Brendan L. Shannon said that Patrick J. O'Mara, a former high-level employee of Revstone affiliate U.S. Tool & Engineering, had presented ample reason for the court to allow a so-called "2004 examination." About Revstone Industries et al. 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. Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP represents Revstone. 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. 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. Metavation has tapped Pachulski as its counsel. Pachulski also serves as counsel to Revstone and Spara. Metavation also has tapped McDonald Hopkins PLC as special counsel, and Rust Consulting/Omni Bankruptcy as claims agent and to provide administrative services. Mark L. Desgrosseilliers, Esq., at Womble Carlyle Sandridge & Rice, LLP, represents the Official Committee of Unsecured Creditors in Revstone's case. ROSELAND VILLAGE: 4th Amended Plan Gets Confirmed in Open Court --------------------------------------------------------------- At an Oct. 15 hearing, a Virginia bankruptcy court confirmed the fourth amended version of Roseland Village, LLC and G.B.S. Holding, Ltd.'s Chapter 11 Plan, as modified in open court. The Fourth Amended Plan of Reorganization, submitted shortly before the confirmation hearing, clarifies certain information. The Amended Plan generally provides that the Debtor will return 804.5+/- acres included in 13 of the parcels it owns to the secured creditors that have first liens on those parcels. The Debtors do not believe they have any equity in that property. Among others things, the Plan clarifies that the Class 3 Claimant (Secured Real Estate Taxes Owed to Chesterfield County) is unimpaired. It may elect to seek collection of the taxes owed to it by Roseland Village at any time after the Plan Effective Date. The treatment on Class 8 Franklin Federal Savings and Loan Claim is further simplified. On the Effective Date, the Debtor will convey to Franklin Federal or its assignee the collateral subject to Franklin Federal's lien that is owed to G.B.S. Holding; or Franklin Federal may elect to foreclose on its collateral. Item 9.19 on the provision of Injunction Against Officers and Guarantors has been deleted in the latest version of the Plan. That provision would have served to enjoin creditors of the Debtors to seek payment from any guarantor of the Debtor during the period the Plan is being carried out. A full-text copy of the Fourth Amended Plan dated Oct. 14, 2013 is available for free at: http://bankrupt.com/misc/ROSELANDVILLAGE_4thAmdPlanOct14.PDF Bruce Arkema, Esq., and Kevin Funk, Esq., appeared at the hearing on behalf of the Debtor; Paul Bliley for Central Va Bank; Vernon Inge for Essex Bank; Robert Westermann for BB Hunt LLC; and Michael Mueller for Virginia Commonwealth Bank. 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. SAND TECHNOLOGY: Files Copy of Plan of Arrangement With SEC ----------------------------------------------------------- Sand Technology Inc. delivered to the U.S. Securities and Exchange Commission a copy of its Arrangement Agreement with N. Harris Computer Corporation pursuant to which Harris will acquire all of the issued and outstanding shares of the Company. The transaction outlined in the Arrangement Agreement, subject to certain customary conditions, is expected to close in November 2013. The aggregate purchase price payable by Harris pursuant to the Arrangement Agreement is a minimum of C$3,650,000 in cash, subject to certain upward adjustments to reflect cash received prior to the closing of the transaction in payment of specific accounts receivable of Sand. A copy of the Arrangement Agreement is available for free at http://is.gd/d239KF A copy of the Plan of Arrangement is available for free at: http://is.gd/PoBbjY About SAND Technology Westmount, Quebec-based SAND Technology Inc. (OTC BB: SNDTF) -- http://www.sand.com/-- provides Data Management Software and Best Practices for storing, accessing, and analyzing large amounts of data on-demand while lowering TCO, leveraging existing infrastructure and improving operational performance. SAND/DNA solutions include CRM analytics, and specialized applications for government, healthcare, financial services, telecommunications, retail, transportation, and other business sectors. SAND Technology has offices in the United States, Canada, the United Kingdom and Central Europe. As of April 30, 2013, the Company had C$2.86 million in total assets, C$3.64 billion in total liabilities and a C$787,933 shareholders' deficiency. "With the exception of the year ended July 31, 2012, the Company has incurred operating losses in the past years and has accumulated a deficit of $42,992,975 as at April 30, 2013. The Company has also generated negative cash flows from operations. Historically, the Company financed its operating and capital requirements mainly through issuances of debt and equity. The Company's continuation as a going concern is dependent upon, amongst other things, attaining a satisfactory revenue level, the support of its customers, a return to profitable operations and the generation of cash from operations, the ability to secure new financing arrangements and new capital. These matters are dependent on a number of items outside of the Company's control. These material uncertainties cast substantial doubt regarding the Company's ability to continue as a going concern," according to the Company's quarterly report for the period ended April 30, 2013. SAVIENT PHARMACEUTICALS: Employs Cole Schotz as Conflicts Counsel ----------------------------------------------------------------- Savient Pharmaceuticals, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Cole, Schotz, Miesel, Forman & Leonard, P.A., as conflicts counsel. The firm will be paid the following hourly rates: $375 to $800 for members and special counsel, $195 to $420 for associates, and $170 to $250 for paralegals. The firm will also be reimbursed for any necessary out-of-pocket expenses. The current rates of Cole Schotz professionals expected to perform work in the Debtors' cases are: J. Kate Stickles, Esq. -- kstickles@coleschotz.com $640 David R. Hurst, Esq. -- dhurst@coleschotz.com $590 Therese A. Scheuer, Esq. -- tscheuer@coleschotz.com $340 Mark Tsukerman, Esq. -- mtsukerman@coleschotz.com $290 Pauline Z. Ratkowiak, paralegal $245 Mr. Hurst, a member in the law firm of Cole, Schotz, Miesel, Forman & Leonard, P.A., assures the Court that his firm 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. In connection with entry into its original engagement agreement with the Debtors dated as of March 11, 2013, the firm received a retainer in the amount of $75,000. In the one-year period prior to the Petition Date, the firm was paid a total of $643,299. Of that amount, $79,665 was paid on account of estimated fees and expenses to be incurred from Oct. 4, 2013, through the Petition Date. A hearing on the employment application is scheduled for Nov. 13, 2013, at 9:30 a.m. (Eastern). Objections are due Nov. 6. About Savient Pharmaceuticals Headquartered in Bridgewater, New Jersey, Savient Pharmaceuticals, Inc. -- http://www.savient.com/-- is a specialty biopharmaceutical company focused on developing and commercializing KRYSTEXXA(R) (pegloticase) for the treatment of chronic gout in adult patients refractory to conventional therapy. Savient has exclusively licensed worldwide rights to the technology related to KRYSTEXXA and its uses from Duke University and Mountain View Pharmaceuticals, Inc. The Company and its affiliate, Savient Pharma Holdings, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 13-12680) on Oct. 14, 2013. The Debtors are represented by Kenneth S. Ziman, Esq., and David M. Turetsky, Esq., at Skadden Arps Slate Meagher & Flom LLP, in New York; and Anthony W. Clark, Esq., at Skadden Arps Slate Meagher & Flom LLP, in Wilmington, Delaware. Cole, Schotz, Meisel, Forman & Leonard P.A., also serves as the Company's conflicts counsel, and Lazard Freres & Co. LLC serves as its financial advisor. U.S. Bank National Association, as Indenture Trustee and Collateral Agent, is represented by Clark T. Whitmore, Esq., at Maslon Edelman Borman & Brand, LLP, in Minneapolis, Minnesota. The Unofficial Committee of Senior Secured Noteholders is represented by Andrew N. Rosenberg, Esq., Elizabeth McColm, Esq., and Jacob A. Adlerstein, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, in New York; and Pauline K. Morgan, Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware. SAVIENT PHARMACEUTICALS: Hires Lazard Freres as Investment Banker ----------------------------------------------------------------- Savient Pharmaceuticals, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Lazard Freres & Co. LLC as the investment banker. The firm will be paid a monthly fee of $150,000, payable on May 1, 2013, and on the first date of each month thereafter until the earlier of the completion of a restructuring or sale transaction or the termination of Lazard's engagement. The firm will also be paid a restructuring fee of $2,375,000, plus, in the case of a sale transaction, 3.5% of the portion of the aggregate consideration in excess of $55,000,000. Upon consummation of a financing, a fee will also be paid to the firm. The firm will also be reimbursed for any necessary out-of-pocket expenses. David S. Kurtz, a vice chairman of U.S. Investment Banking of Lazard Freres & Co. LLC, assures the Court that his firm 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. A hearing on the employment application is scheduled for Nov. 13, 2013, at 9:30 a.m. (Eastern). Objections are due Nov. 6. About Savient Pharmaceuticals Headquartered in Bridgewater, New Jersey, Savient Pharmaceuticals, Inc. -- http://www.savient.com/-- is a specialty biopharmaceutical company focused on developing and commercializing KRYSTEXXA(R) (pegloticase) for the treatment of chronic gout in adult patients refractory to conventional therapy. Savient has exclusively licensed worldwide rights to the technology related to KRYSTEXXA and its uses from Duke University and Mountain View Pharmaceuticals, Inc. The Company and its affiliate, Savient Pharma Holdings, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 13-12680) on Oct. 14, 2013. The Debtors are represented by Kenneth S. Ziman, Esq., and David M. Turetsky, Esq., at Skadden Arps Slate Meagher & Flom LLP, in New York; and Anthony W. Clark, Esq., at Skadden Arps Slate Meagher & Flom LLP, in Wilmington, Delaware. Cole, Schotz, Meisel, Forman & Leonard P.A., also serves as the Company's conflicts counsel, and Lazard Freres & Co. LLC serves as its financial advisor. U.S. Bank National Association, as Indenture Trustee and Collateral Agent, is represented by Clark T. Whitmore, Esq., at Maslon Edelman Borman & Brand, LLP, in Minneapolis, Minnesota. The Unofficial Committee of Senior Secured Noteholders is represented by Andrew N. Rosenberg, Esq., Elizabeth McColm, Esq., and Jacob A. Adlerstein, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, in New York; and Pauline K. Morgan, Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware. SAVIENT PHARMACEUTICALS: Employs GCG Inc. as Claims & Admin. Agent ------------------------------------------------------------------ Savient Pharmaceuticals, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to GCG, Inc., as administrative agent. The Debtors, in a separate application, have sought and obtained Court authority to employ GCG as claims and noticing agent. According to Angela Ferrante, vice president, bankruptcy operations, at GCG, Inc., the Debtors agreed to pay the firm a retainer of $30,000 and reimburse the firm for any necessary out- of-pocket expenses. Ms. Ferrante assures the Court that her firm 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. A hearing on the Debtors' request to employ GCG as administrative agent is scheduled for Nov. 13, 2013, at 9:30 a.m. (Eastern). Objections are due Nov. 6. About Savient Pharmaceuticals Headquartered in Bridgewater, New Jersey, Savient Pharmaceuticals, Inc. -- http://www.savient.com/-- is a specialty biopharmaceutical company focused on developing and commercializing KRYSTEXXA(R) (pegloticase) for the treatment of chronic gout in adult patients refractory to conventional therapy. Savient has exclusively licensed worldwide rights to the technology related to KRYSTEXXA and its uses from Duke University and Mountain View Pharmaceuticals, Inc. The Company and its affiliate, Savient Pharma Holdings, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 13-12680) on Oct. 14, 2013. The Debtors are represented by Kenneth S. Ziman, Esq., and David M. Turetsky, Esq., at Skadden Arps Slate Meagher & Flom LLP, in New York; and Anthony W. Clark, Esq., at Skadden Arps Slate Meagher & Flom LLP, in Wilmington, Delaware. Cole, Schotz, Meisel, Forman & Leonard P.A., also serves as the Company's conflicts counsel, and Lazard Freres & Co. LLC serves as its financial advisor. U.S. Bank National Association, as Indenture Trustee and Collateral Agent, is represented by Clark T. Whitmore, Esq., at Maslon Edelman Borman & Brand, LLP, in Minneapolis, Minnesota. The Unofficial Committee of Senior Secured Noteholders is represented by Andrew N. Rosenberg, Esq., Elizabeth McColm, Esq., and Jacob A. Adlerstein, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, in New York; and Pauline K. Morgan, Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware. SEQUENOM INC: Obtains "Markman Ruling" From Calif. District Court ----------------------------------------------------------------- Sequenom, Inc., received a claim construction order and opinion, also known as a "Markman ruling," from the U.S. District Court for the Northern District of California in connection with the Company's ongoing patent litigation with Ariosa Diagnostics, Inc., Natera, Inc., and Verinata Health, Inc., Case Nos. C 11-06391 SI, C 12-00132 SI and C 12-00865 SI, respectively. The litigation involves the Company's claims against Ariosa, Natera and Verinata for infringement of U.S. Patent No. 6,258,540, which is exclusively licensed to the Company. The litigation also involves Verinata's claims against the Company for infringement of U.S. Patent Nos. 7,888,017, 8,008,018, and 8,195,415, which are exclusively licensed to Verinata. A Markman ruling is an order by a court that determines the meaning of certain patent claim terms as requested by one or more of the parties to a lawsuit, including the court's determination that certain terms do not require construction. The ruling in this case follows a Markman hearing held on Sept. 12, 2013. No trial date has been scheduled in any of the cases. A case management conference is set for Nov. 6, 2013. The Company cannot predict the outcome of these matters. About Sequenom Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a life sciences company committed to improving healthcare through revolutionary genetic analysis solutions. Sequenom develops innovative technology, products and diagnostic tests that target and serve discovery and clinical research, and molecular diagnostics markets. The company was founded in 1994 and is headquartered in San Diego, California. Sequenom disclosed a net loss of $117.02 million in 2012, a net loss of $74.13 million in 2011 and a net loss of $120.84 million in 2010. As of June 30, 2013, the Company had $192.76 million in total assets, $199.14 million in total liabilities and a $6.38 million total stockholders' deficit. SOUTHERN OAKS: Court Confirms 2nd Amended Plan of Reorganization ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Oklahoma entered on Oct. 11, 2013, an order confirming the Second Amended Plan of Reorganization of Southern Oaks of Oklahoma, LLC, dated May 15, 2013. Any objections to claims must be filed with the Court within 30 days of the entry of the Order. As reported in the TCR on Sept. 5, 2013, Judge Niles Johnson approved the Disclosure Statement filed by the Debtor with respect to its Second Amended Chapter 11 Plan as containing adequate information pursuant to Sec. 1125 of the Bankruptcy Code. The Troubled Company Reporter reported on June 2, 2013, that the Plan dated May 15, provides that general unsecured creditors are classified in Class 20, and will receive a distribution of 100% of their allowed claims, with interest in 60 equal monthly installments or as earlier paid in full. Payments and distributions under the Plan will be funded by (i) rents, issues and profits of the property of the Debtor; (ii) rents, issues and profits of property of the members or affiliates of the Debtor; (iii) sales of property or refinancing of debt before maturity; and contributions by the members of the Debtor. About Southern Oaks Southern Oaks of Oklahoma, LLC, owns a 126-unit apartment complex in south Oklahoma City, 115 single family residences, 10 residential duplexes and 4 commercial properties in the Oklahoma City Metro area and a 100 unit apartment complex in Pryor, Oklahoma. The Company operates the non-apartment properties by and through an affiliate property management company, Houses For Rent of OKC, LLC, who advertises, leases, collects rents, pays expenses, provides equipment, labor and materials for maintenance, repairs and make-ready services. The Company filed for Chapter 11 bankruptcy (Bankr. W.D. Okla. Case No. 12-10356) on Jan. 31, 2012. Judge Niles L. Jackson presides over the case. Ruston C. Welch, at Welch Law Firm, P.C., represents the Debtor as counsel. It scheduled $14,788,414 in assets and $15,352,022 in liabilities. The petition was signed by Stacy Murry, manager of MBR. Affiliates that filed separate Chapter 11 petitions are Charlemagne of Oklahoma, LLC (Bankr. W.D. Okla. Case No. 10-13382) on July 2, 2010; and Brookshire Place, LLC (Bankr. W.D. Okla. Case No. 11-10717) on Feb. 23, 2011. Southern Oaks owns a 126-unit apartment complex in south Oklahoma City, 115 single family residences, 10 residential duplexes and 4 commercial properties in the Oklahoma City Metro area and a 100 unit apartment complex in Pryor, Oklahoma. Southern Oaks operates the non-apartment Properties by and through an affiliate property management company, Houses For Rent of OKC LLC, who advertises, leases, collects rents, pays expenses, provides equipment, labor and materials for maintenance, repairs and make ready services. On Jan. 12 and 27, 2012, the Debtor's ownership and operation of the Properties was consolidated by the merger of various affiliate entities with the Debtor being the surviving entity. Those entities are Southern Oaks Of Oklahoma, LLC; Quail 12, LLC; Quail 13, LLC; 1609 N.W. 47th, LLC; 2233 S.W. 29th, LLC; 400 S.W. 28th, LLC; South Robinson, LLC; 9 on S.E. 27th, LLC; Southside 10, LLC; QCB 08, LLC; and Prairie Village of Oklahoma, LLC. SPECIALTY PRODUCTS: PI Committee & FCR File 3rd Amended Plan ------------------------------------------------------------ A Third Amended Plan and Disclosure Statement was submitted by the Official Committee of Asbestos Personal Injury Claimants and the Future Claimants' Representative for Specialty Products Holdings Corp. dated Oct. 15, 2013. The Third Amended Disclosure Statement clarifies that the Plan is not a Plan for Bondex International, Inc. The Third Amended Plan provides that: (i) SPHC and the Reorganized SPHC Companies will be separated from their non-Debtor direct or indirect parent Bondex International as well as all Bondex International Affiliates and all Asbestos PI Trust Assets will be contributed to the Asbestos PI Trust; (ii) 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; (iii) all of SPHC's Causes of Action will survive; (iv) Asbestos PI Trust Claims against SPHC will be channeled to the Asbestos PI Trust in accordance with the Asbestos PI Trust Distribution Procedures; and (v) current SPHC Equity Interests will be cancelled, annulled, and extinguished. The Amended Plan contemplates the establishment of an Asbestos PI Trust, which will be funded with the Asbestos PI Trust Contribution. 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. The Amended Plan reiterates that 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. The Third Amended Disclosure Statement also provides updates on the progress of SPHC's Chapter 11 proceedings. It is also revealed that the Plan Voting Agent is Logan & Company, Inc., at 546 Valley Road, in Upper Montclair, New Jersey 07043. A full-text copy of the Disclosure Statement dated Oct. 15, 2013, is available for free at: http://bankrupt.com/misc/SPECIALTYPRODUCTSds1015.PDF Previous Objections As earlier reported by The Troubled Company Reporter, the second amended version of the Plan proposed by the PI Committee and the FCR was met with objections from, among others, the Debtor and a couple of Ohio state agencies. The Objectors asserted the Plan documents do not contain adequate information and have provisions that violate the Bankruptcy Code. 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. SPENDSMART PAYMENTS: Has $4.6MM Restated Net Loss in March 31 Qtr. ------------------------------------------------------------------ The SpendSmart Payments Company filed on Oct. 21, 2013, Amendment No. 1 to its quarterly report on Form 10-Q for the quarterly period ended March 31, 2013, which was originally filed with the SEC on May 17, 2013. According to the Company, on Aug. 19, 2013, after consulting with the Company's Audit Committee, management concluded it had incorrectly calculated its historical volatility for the fiscal years ended Sept. 30, 2012, and 2011. The error also impacted the three and six months ended March 31, 2013, and 2012. The error specifically related to an excel spreadsheet calculation whereby it was calculating a volatility that was significantly higher than it should have been. The historical volatility is a key assumption and driver in determining the valuation of the company's stock based compensation and derivative liabilities. The impact of the change affects the derivative liabilities, changes in fair value of derivative liabilities, and stock based compensation as of and for the three and six months ended March 31, 2013, and 2012. For the three and six months ended March 31, 2013, the Company's net loss totaled $4.6 million,588,648 and $5.0 million, respectively ($1.9 million and $5.4 million for the three and six months ended March 31, 2012, respectively). The Company had total revenues of $298,686 and $546,182 for the three and six months ended March 31, 2013 ($282,339 and $517,515, for the three and six months ended March 31, 2012, respectively). The Company's balance sheet at March 31, 2013, showed $2.8 million in total assets, $1.7 million in total current liabilities, and stockholders' equity of $1.1 million. A copy of the Form 10-Q/A for the three months ended March 31, 2013, is available at http://is.gd/MbF4XC The Company also restated its quarterly Report for the three months ended Dec. 31, 2012, which was originally filed with the SEC on Feb. 12, 2013. A copy of the Form 10-Q/A for the three months ended Dec. 31, 2012, is available at http://is.gd/FoWAro Des Moines, Iowa-based The SpendSmart Payments Company is a Colorado corporation. Through its subsidiary incorporated in the state of California, The SpendSmart Payments Company ("SpendSmart- CA"), the Company issues and services prepaid cards marketed to young people and their parents. The Company is a publicly traded company trading on the OTC Bulletin Board under the symbol "SSPC." SPENDSMART PAYMENTS: Incurs $4.1-Mil. Net Loss in June 30 Quarter ----------------------------------------------------------------- The SpendSmart Payments Company filed its quarterly report on Form 10-Q, reporting a net loss of $4.1 million on $244,011 of revenues for the three months ended June 30, 2013, compared with a net loss of $2.8 million on $259,290 of revenues for the three months ended June 30, 2012. For the nine months ended June 30, 2013, the Company had a net loss of $9.1 million on $790,194 of revenues, compared with a net loss of $8.1 million on $776,805 of revenues for the nine months ended June 30, 2012. The Company's balance sheet at June 30, 2013, showed $1.4 million in total assets, $1.9 million in total current liabilities, and a stockholders' deficit of $540,393. A copy of the Form 10-Q is available at http://is.gd/Gge3HM Des Moines, Iowa-based The SpendSmart Payments Company is a Colorado corporation. Through its subsidiary incorporated in the state of California, The SpendSmart Payments Company ("SpendSmart- CA"), the Company issues and services prepaid cards marketed to young people and their parents. The Company is a publicly traded company trading on the OTC Bulletin Board under the symbol "SSPC." SPRINGLEAF FINANCE: Nardone and Smith Resign From Board ------------------------------------------------------- In connection with the consummation of the initial public offering of common shares of Springleaf Holdings, Inc., Randal A. Nardone and Peter M. Smith on Oct. 15, 2013, resigned from the Board of Directors of Springleaf Finance Corporation. Messrs. Nardone and Smith resigned so that the membership of the Company's Board of Directors would be the same as Parent's Board of Directors, which has a majority of independent directors. Also on Oct. 15, 2013, Springleaf Holdings adopted the Springleaf Holdings, Inc. 2013 Omnibus Incentive Plan. About Springleaf Finance Springleaf was incorporated in Indiana in 1927 as successor to a business started in 1920. From Aug. 29, 2001, until the completion of its sale in November 2010, Springleaf was an indirect wholly owned subsidiary of AIG. The consumer finance products of Springleaf and its subsidiaries include non-conforming real estate mortgages, consumer loans, retail sales finance and credit-related insurance. As of June 30, 2013, the Company had $13.47 billion in total assets, $12.18 billion in total liabilities and $1.28 billion in total shareholders' equity. * * * The Troubled Company Reporter said on Feb. 8, 2012, that Standard & Poor's Ratings Services lowered its issuer credit rating on Springleaf Finance Corp. and its issue credit rating on the company's senior unsecured debt to 'CCC' from 'B'. Standard & Poor's also said it lowered its issue credit ratings on Springfield's senior secured debt to 'CCC+' from 'B+' and on the company's preferred debt to 'CC' from 'CCC-'. The outlook on Springleaf's issuer credit rating is negative. "Springleaf's announcement that it will shut down about 60 branches and stop lending in 14 states highlights the operating, funding, and liquidity challenges that the firm faces as it works to pay down the $2 billion of debt coming due in 2012 and to establish a stable long-term funding strategy. The downgrade also reflects the company's poor earnings, exposure to weak residential markets and uncertainty about its ability to refinance debt or securitize assets over the coming year. We believe that should its funding or securitization options become unavailable, the company will not have enough liquidity to survive 2012, and in that case a distressed debt exchange would be likely. The company has retained financial advisors to assess its options," S&P said. In the June 5, 2012, edition of the TCR, Moody's Investors Service downgraded Springleaf Finance Corporation's senior unsecured and corporate family ratings to Caa1 from B3. As reported by the TCR on Sept. 2, 2013, Fitch Ratings has upgraded the long-term Issuer Default Rating (IDR) of Springleaf Finance Corporation to 'B-' from 'CCC'. As reported by the TCR on Oct. 17, 2013, Moody's Investors Service upgraded Springleaf Finance Corporation's corporate family and senior unsecured ratings to B3 from Caa1 and assigned a stable outlook. Moody's upgrade of Springleaf's corporate family and senior unsecured ratings to B3 reflects the company's progress in strengthening liquidity, improving operating performance, and reducing leverage. STELLAR BIOTECHNOLOGIES: Incurs $1.2 Million Loss in 3rd Quarter ---------------------------------------------------------------- Stellar Biotechnologies Inc. reported a loss and comprehensive loss of $1.17 million on $72,214 of revenues for the three months ended May 31, 2013, as compared with a loss and comprehensive loss of $1.40 million on $43,169 of revenues for the same period during the prior year. For the nine months ended May 31, 2013, the Company reported a loss and comprehensive loss of $5.58 million on $250,422 of revenues as compared with a loss and comprehensive loss of $3.48 million on $236,776 of revenues for the same period a year ago. The Company's balance sheet at May 31, 2013, showed $2.23 million in total assets, $5.35 million in total liabilities and a $3.11 million total shareholders' deficiency. "Without raising additional financial resources or achieving profitable operations, there is substantial doubt about the ability of the Company to continue as a going concern," the Company said in the report. A copy of the Interim Report is available for free at: http://is.gd/FXuXuI About Stellar Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s business is to commercially produce and market Keyhole Limpet Hemocyanin ("KLH") as well as to develop new technology related to culture and production of KLH and subunit KLH ("suKLH") formulations. The Company markets KLH and suKLH formulations to customers in the United States and Europe. KLH is used extensively as a carrier protein in the production of antibodies for research, biotechnology and therapeutic applications. T3 MOTION: Securities Delisted From NYSE MKT -------------------------------------------- NYSE MKT LLC filed a Form 25 with the U.S. Securities and Exchange Commission to remove from listing or registration the common stock, par value $0.001 per share, Class H Warrants and Class I Warrants of T3 Motion, Inc. About T3 Motion Costa Mesa, Calif.-based T3 Motion, Inc., develops and manufactures T3 Series vehicles, which are electric three-wheel stand-up vehicles that are directly targeted to the public safety and private security markets. T3 Motion reported a net loss of $21.52 million on $4.51 million of net revenues for the year ended Dec. 31, 2012, as compared with a net loss of $5.50 million on $5.29 million of net revenues during the prior year. The Company's balance sheet at March 31, 2013, showed $3.07 million in total assets, $19.63 million in total liabilities, all current, and a $16.55 million total stockholders' deficit. "The Company has incurred significant operating losses and has used substantial amounts of working capital in its operations since its inception (March 16, 2006). Further, at March 31, 2013, the Company had an accumulated deficit of $(76,980,775) and used cash in operations of $(1,614,252) for the three months ended March 31, 2013. These factors raise substantial doubt about the Company's ability to continue as a going concern for a reasonable period of time," according to the Company's Form 10-Q for the period ended March 31, 2013. TC GLOBAL: Seeks $550,000 From Buyer for Post-Closing Costs ----------------------------------------------------------- Katy Stech, writing for The Wall Street Journal, reported that a group of investors once led by actor Patrick Dempsey may have to pay a little more than $9.1 million for the Tully's coffee shops. According to the report, lawyers for the Tully's estate filed a lawsuit on Oct. 22 to push the buyers to pay about $550,000 worth of additional post-closing costs. In the lawsuit filed in U.S. Bankruptcy Court in Seattle, the lawyers who handled the chain's sale of its 47 stores argued that the purchasing investor group, Global Baristas LLC, owes them more money after making purchase price adjustments, the report related. The seven-page lawsuit asks Judge Karen Overstreet to force the buyers, who kept the 480-worker chain alive after years of struggling, to pay up, the report said. The investor group, which has since broken up with "Grey's Anatomy" star Dempsey, beat Starbucks at a 13-hour bankruptcy auction earlier this year, the report further related. The deal kept Starbucks from dismantling stores and allowed Tully's customers to use $5.4 million worth of unspent gift cards. The chain was also able to continue selling Green Mountain-brewed coffee. About TC Global Headquartered in Seattle, Washington, TC Global, Inc., dba Tully's Coffee -- http://www.tullyscoffeeshops.com/-- is a specialty coffee retailer and wholesaler. Through company owned, licensed and franchised specialty retail stores in Washington, Oregon, California, Arizona, Idaho, Montana, Colorado, Wyoming and Utah, throughout Asia with Tully's Coffee International, and with its global alliance partner Tully's Coffee Japan, Tully's premium coffees are available at 545 branded retail locations globally. TC Global Inc. filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 12-20253-KAO) on Oct. 10, 2012. The Debtor is represented by attorneys at Bush Strout & Kornfeld LLP, in Seattle. The Debtor disclosed assets of $4.9 million and debt totaling $3.7 million, including $2.6 million in unsecured claims. The Seattle-based chain has 57 company-owned stores and 12 franchised. There are another 71 franchises in grocery stores, schools and airports. Tully's will close nine stores following bankruptcy. A Bloomberg report discloses that Tully's sold the wholesale and distribution business in 2009, generating $40 million that allowed a $5.9 million distribution to shareholders. TECHPRECISION CORP: Marcum Replaces KPMG as Accountants ------------------------------------------------------- KPMG LLP, the independent registered public accounting firm of TechPrecision Corporation, notified the audit committee of the board of directors of the Company that it would not, if it were asked to do so, stand for reappointment as the Company's independent registered public accounting firm for the year ending March 31, 2014. The audit reports of KPMG on the Company's consolidated financial statements as of and for the years ended March 31, 2013, and 2012, did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles, except as follows: KPMG's report on the consolidated financial statements of the Company as of and for the years ended March 31, 2013, and 2012, contained a separate paragraph stating that "the Company was not in compliance with the fixed charges and interest coverage financial covenants under their credit facility, and the Bank has not agreed to waive non-compliance with the covenants. Since the Company is in default, the Bank has the right to accelerate payment of the debt in full upon 60 days written notice. The Company has suffered recurring losses from operations, and the Company's liquidity may not be sufficient to meet its debt service requirements as they come due over the next twelve months. These circumstances raise substantial doubt about the Company's ability to continue as a going concern. Management's plans in regard to these matters are also described in note 1. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty." As a result of the decision of KPMG to not stand for reappointment, the Audit Committee selected Marcum LLP as the independent registered public accounting firm of the Company and engaged Marcum as the Company's independent registered public accounting firm on Oct. 14, 2013. During the Company's fiscal years ended March 31, 2013, and 2012, and through Oct. 14, 2013, neither the Company nor anyone acting on its behalf consulted with Marcum with respect to either the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's consolidated financial statements, and no written report or oral advice was provided by Marcum to the Company that Marcum concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing, or financial reporting issue or any other matter or reportable event listed in Items 304(a)(2)(i) and (ii) of Regulation S-K. A copy of the Form 8-K is available for free at: http://is.gd/olfBtt About TechPrecision TechPrecision Corporation (OTC BB: TPCSE), through its wholly owned subsidiaries, Ranor, Inc., and Wuxi Critical Mechanical Components Co., Ltd., globally manufactures large-scale, metal fabricated and machined precision components and equipment. Loss from operations was $1.6 million in fiscal 2013 compared to an operating loss of $3.4 million in fiscal 2012. The Company's balance sheet at June 30, 2013, showed $19.05 million in total assets, $10.13 million in total liabilities and $8.91 million in total stockholders' equity. In their report on the consolidated financial statements for the year ended march 31, 2013, KPMG LLP, in Philadelphia, Pa., said that the Company was not in compliance with the fixed charges and interest coverage financial covenants under their credit facility, and the Bank has not agreed to waive the non-compliance with the covenants. "Since the Company is in default, the Bank has the right to accelerate payment of the debt in full upon 60 days written notice. The Company has suffered recurring losses from operations, and the Company's liquidity may not be sufficient to meet its debt service requirements as they come due over the next twelve months. These circumstances raise substantial doubt about the Company's ability to continue as a going concern." TGGT HOLDINGS: Moody's Assigns 'B2' CFR & Rates $550MM Loan 'B2' ---------------------------------------------------------------- Moody's Investors Service assigned a first time B2 Corporate Family Rating (CFR) to TGGT Holdings, LLC, a B2 rating to the company's proposed $550 million senior secured term loan due 2020, and a Ba2 rating to the company's proposed four-year $50 million senior secured revolving credit facility. Moody's also assigned a SGL-2 Speculative Grade Liquidity Rating and a stable rating outlook. The proceeds from the term loan will be used to partially finance the purchase of TGGT by Azure LLC (Azure), a private equity owned midstream company recently formed for purposes of this acquisition. TGGT is a being sold by its joint owners, EXCO Resources, Inc. (EXCO, B1 stable) and British Gas Group (BG, a holding company of BG Energy, A2 negative). The ratings assigned are subject to a review of the final agreements. "TGGT's B2 ratings reflect the risks of its small scale and concentration in the Haynesville Shale natural gas play," commented Pete Speer, Moody's Vice-President. "Supporting the rating is the significant equity contribution from its ownership, which provides it with reasonable initial financial leverage for its rating." Assignments: Issuer: TGGT Holdings, LLC Corporate Family Rating, Assigned B2 Probability of Default Rating, Assigned B3-PD Senior Secured Term Loan Rating, Assigned B2, LGD 3 (36%) Senior Secured Revolving Credit Facility, Assigned Ba2, LGD 1 (0%) Speculative Grade Liquidity Rating, Assigned SGL-2 Rating outlook, Stable Ratings Rationale: Following the closing of the acquisition, TGGT will be the primary operating subsidiary of Azure. TGGT is engaged in natural gas gathering, compression, treating, transportation, and marketing in the Haynesville Shale and Cotton Valley region of east Texas and northwest Louisiana. TGGT is being acquired by Azure for approximately $910 million. Azure's largest investors will be a fund managed by Energy Spectrum Capital, limited partners in that fund, and Tenaska Biofuels LLC (Tenaska), a private energy company. As part of its equity investment in Azure, Tenaska is contributing a pipeline and gathering system (ETG system) operating in the same basins as TGGT. TGGT's B2 Corporate Family Rating reflects the risks associated with the recent formation of its parent company and lack of a track record operating the TGGT and ETG assets. The rating also incorporates its relatively small scale and concentrated operations in the Haynesville Shale, a gas producing region that has seen significant curtailments and reduced drilling activity in a weak natural gas pricing environment. EXCO and BG make up a high proportion of TGGT's total throughput and revenues. Offsetting some of these concentration risks and exposure to natural gas, TGGT has lower financial leverage than similarly rated peers and should generate stable cash flows from fee-based and fixed margin contracts that eliminate direct commodity price exposure. However, there is execution and funding risks involved in future expansion projects and potential acquisitions as the company looks to consolidate its market position in the Haynesville/Cotton Valley region and expand into other basins. The B2 rating on the proposed term loan reflects both the overall probability of default of TGGT, to which Moody's assigned a PDR of B3-PD, and a loss given default of LGD 3 (36%). The proposed revolver reflects the same overall probability of default and a loss given default of LGD 1 (0%). The $550 million senior secured term loan and $50 million senior secured revolving credit facility are both secured by a first lien on all of TGGT's assets; however, the credit facility will have first priority repayment ahead of the term loan. The small size of the revolver's priority claim is not large enough to result in a notching down of the term loan under Moody's Loss Given Default (LGD) Methodology, resulting in the term loan being rated the same as the B2 CFR. Conversely, the priority claim of the revolver and its small size relative to the overall capital structure results in it being rated Ba2, three notches above the CFR. Since the entire capital structure includes only bank debt, a 65% recovery rate was used in determining the LGD estimates. TGGT's SGL-2 reflects good liquidity with an estimated $24 million of cash following the proposed acquisition and related financing, and an undrawn $50 million senior secured revolving credit facility that will mature in 2017. TGGT's assets are relatively new and therefore need very little maintenance capex and planned growth capital expenditures are not significant. The company does not plan to make any distributions to its owners as the primary uses of its free cash flow are expected to be for acquisitions or debt reduction. The term loan's mandatory amortization is a manageable 1% per annum. TGGT 's credit facility has proposed financial covenants that include a leverage ratio not to exceed 5.0x with step downs to be determined, and an interest coverage ratio of at least 2.5x. Moody's expects the headroom for compliance with these covenants to be reasonable based on the company's projections for 2014. The stable rating outlook reflects Moody's expectation that management will prudently manage TGGT's liquidity and debt levels consistent with the current overall declining volume trend in its operating areas. A positive rating action can result if TGGT significantly increases its earnings and geographic diversification through acquisitions while maintaining relatively low financial leverage. EBITDA above $200 million with increased basin and customer diversification, while maintaining Debt / EBITDA around 4.0x could result in a ratings upgrade. TGGT's ratings could be downgraded if its gathering volumes and earnings fall significantly below the company's forecasts or if its liquidity deteriorates. Debt funded acquisitions that increase financial leverage could also pressure the ratings. Debt/EBITDA sustained above 5x could result in a ratings downgrade. TITAN ENERGY: Posts $303,400 Net Income in Third Quarter -------------------------------------------------------- Titan Energy Worldwide, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $303,451 on $5.30 million of net sales for the three months ended Sept. 30, 2013, as compared with a net loss of $470,649 on $5.85 million of net sales for the same period during the prior year. For the nine months ended Sept. 30, 2013, the Company reported net income of $305,159 on $16.39 million of net sales as compared with a net loss of $1.15 million on $14.46 million of net sales for the same period a year ago. The Company's balance sheet at Sept. 30, 2013, showed $6.24 million in total assets, $9.61 million in total liabilities and a $3.37 million total stockholders' deficit. "The Company believes it will be profitable for the year 2013 and is in the process of restructuring its balance sheet. However, the accumulated deficit and the notes that are in default raise substantial doubt as to the Company's ability to continue as a going concern," the Company said in the Report. A copy of the Form 10-Q is available for free at: http://is.gd/8l8bXS About Titan Energy New Hudson, Mich.-based Titan Energy Worldwide, Inc., is a provider of onsite power generation, energy management and energy efficiency products and services. TOWN SPORTS: S&P Assigns 'B+' Rating to $370MM Credit Agreement --------------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B+' corporate credit rating on New York City-based fitness club operator Town Sports International Holdings Inc. The rating outlook is stable. At the same time, S&P assigned its 'B+' issue-level rating to Town Sports International LLC's proposed $370 million credit agreement, consisting of a $45 million revolver due 2018 and a $325 million term loan B due 2020. The recovery rating on the credit agreement is '3', indicating S&P's expectation for meaningful (50% to 70%) recovery for lenders in the event of a payment default. TSI plans to use the proceeds of the proposed term loan to fully refinance its existing term loan ($315.8 million outstanding at June 30, 2013) and to pay for fees and expenses. Concurrent with the proposed refinancing, Town Sports International LLC plans on distributing $45 million of cash on hand to TSI, to be held at TSI to fund around three years' of future annual dividend payments. "Our 'B+' corporate credit rating on Town Sports reflects our assessment of the company's business risk profile as "weak" and its financial risk profile as "aggressive," according to our criteria," said credit analyst Ariel Silverberg. The stable rating outlook reflects S&P's expectation that adjusted FFO to debt will remain around 14%, interest coverage will remain around 2x, and the company will continue to fund capital expenditures through internally generated funds. S&P would consider an outlook revision to negative or lower ratings if operating performance deteriorates and/or if the company adopts a more aggressive expansion strategy than S&P currently anticipates. This would result in interest coverage falling below 2x, operating lease adjusted debt being sustained over 6x for an extended period, and/or if TSI is unable to fund capital expenditures through internally generated funds. Given S&P's assessment of Town Sports' business risk profile as "weak", a higher rating would require the company to maintain adjusted leverage in the low 4.0x area or below, in conjunction with S&P's belief the company will continue to fund its expansion strategy through internally generated funds. TOWN SPORTS: Moody's Rates $370MM Secured Loan Facilities 'Ba3' --------------------------------------------------------------- Moody's Investors Service affirmed the B1 Corporate Family Rating ("CFR") of Town Sports International Holdings, Inc. ("TSIH, Inc.") and lowered the Speculative Grade Liquidity rating to SGL-2 from SGL-1. At the same time, Moody's assigned Ba3 ratings to Town Sports International, LLC's ("TSI, LLC", which is a wholly-owned subsidiary of TSIH, Inc. - collectively referred to as "Town Sports") proposed first lien senior secured bank credit facility, consisting of a $45 million revolving credit facility due 2018 and a $325 million term loan due 2020. Moody's also changed the company's Probability of Default Rating ("PDR") to B1-PD from B2- PD. The ratings outlook remains stable. Proceeds from the proposed $325 million first lien senior secured term loan at TSI, LLC in combination with balance sheet cash will be used to refinance the existing $316 million first lien term loan and fund a $45 million cash dividend to TSIH, Inc. The $45 million cash dividend to TSIH, Inc. is expected to partly fund the company's recently initiated regular dividend program on an ongoing basis. The ratings are subject to receipt and review of final documentation. The affirmation of Town Sports' B1 CFR reflects Moody's view that the proposed transaction is leverage neutral and despite the recent weakness in comparable club sales and lower year over year membership levels, financial metrics remain generally consistent, although on the weaker side, for the current rating. The following is the summary of rating activity for Town Sports International Holdings, Inc. Ratings affirmed: Corporate family rating at B1 Ratings upgraded: Probability of default rating to B1-PD from B2-PD Ratings downgraded: Speculative grade liquidity rating to SGL-2 from SGL-1 The following is the summary of rating activity for Town Sports International, LLC Ratings assigned: $45 million senior secured revolving credit facility due 2018 at Ba3 (LGD3, 39%) $325 million senior secured term loan B due 2020 at Ba3 (LGD3, 39%) Ratings to be withdrawn at transaction closing: $50 million senior secured revolving credit facility due 2016 at Ba3 (LGD2, 25%) $315.7 million senior secured term loan B due 2018 at Ba3 (LGD2, 25%) The rating outlook is stable Ratings Rationale: Town Sports' B1 corporate family rating is constrained by high pro forma financial leverage of about 4.8 times as measured by Moody's adjusted Debt to EBITDA, modest interest coverage with EBITDA less capex to interest of approximately 1.7 times, modest scale, and exposure to discretionary consumer spending trends. While financial policy is becoming more aggressive with the recently instituted regular dividend program, Moody's expects the company to adequately manage its cash flows and credit metrics going forward. Moody's also expects growth in personal training and price increases to contribute towards improvement in credit metrics such that they become more representative of the current rating. In addition, operating performance is strongly tied to the economic health of the Mid-Atlantic and Northeast markets it serves, more specifically the New York City metro. The rating is supported by the company's business position as a large-scale fitness club operator, a large and relatively stable membership base, and favorable long-term fundamentals for the fitness industry. The Ba3 rating on the proposed first lien secured credit facility reflects both the overall probability of default of the company, reflected in the B1-PD Probability of Default Rating, and a loss given default assessment of LGD3 (39%). The proposed credit agreement consists of a springing net leverage ratio covenant applicable to the revolving credit facility only, as opposed to the previous credit agreement which included total leverage and interest coverage financial maintenance covenants. Given the covenant light nature of the proposed credit agreement, Moody's expects an average overall recovery rate of 50% in a default scenario, which is consistent with Moody's Loss Given Default Methodology. The downgrade of the Speculative Grade Liquidity ("SGL") rating to SGL-2 reflects Moody's expectation that a sizable amount of TSI, LLC's cash flows going forward will be used to fund capital requirements for new club expansion and the newly instituted, regular dividend program. The SGL downgrade also acknowledges that TSI, LLC is expected to maintain lower cash balances going forward due to the proposed $45 million one-time dividend contribution to TSIH, Inc. However, in addition to availability under the $45 million revolving credit facility (reduced from the existing $50 million), the company is expected to generate positive free cash flow over the next twelve months, which supports its good liquidity profile. The stable outlook reflects Moody's expectation that operating performance will modestly improve over the next year and that free cash flow will remain positive despite increased discretionary capital spending and the institution of a regular dividend program. A ratings upgrade is unlikely in the near term given Town Sports size and limited geographic diversification. Over the medium term, a substantial expansion of the revenue base and geographic diversification accompanied by significantly stronger credit metrics could lead to an upgrade. The ratings could be downgraded if there is pressure on profitability such that debt to EBITDA is sustained above 5.0 times, EBITDA less capex coverage of interest expense falls to 1.5 times (excluding discretionary spending), and/or liquidity materially weakens. TOWN SPORTS: S&P Assigns 'B+' Rating to $370MM Credit Agreement --------------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B+' corporate credit rating on New York City-based fitness club operator Town Sports International Holdings Inc. The rating outlook is stable. At the same time, S&P assigned its 'B+' issue-level rating to Town Sports International LLC's proposed $370 million credit agreement, consisting of a $45 million revolver due 2018 and a $325 million term loan B due 2020. The recovery rating on the credit agreement is '3', indicating S&P's expectation for meaningful (50% to 70%) recovery for lenders in the event of a payment default. TSI plans to use the proceeds of the proposed term loan to fully refinance its existing term loan ($315.8 million outstanding at June 30, 2013) and to pay for fees and expenses. Concurrent with the proposed refinancing, Town Sports International LLC plans on distributing $45 million of cash on hand to TSI, to be held at TSI to fund around three years' of future annual dividend payments. "Our 'B+' corporate credit rating on Town Sports reflects our assessment of the company's business risk profile as "weak" and its financial risk profile as "aggressive," according to our criteria," said credit analyst Ariel Silverberg. The stable rating outlook reflects S&P's expectation that adjusted FFO to debt will remain around 14%, interest coverage will remain around 2x, and the company will continue to fund capital expenditures through internally generated funds. S&P would consider an outlook revision to negative or lower ratings if operating performance deteriorates and/or if the company adopts a more aggressive expansion strategy than S&P currently anticipates. This would result in interest coverage falling below 2x, operating lease adjusted debt being sustained over 6x for an extended period, and/or if TSI is unable to fund capital expenditures through internally generated funds. Given S&P's assessment of Town Sports' business risk profile as "weak", a higher rating would require the company to maintain adjusted leverage in the low 4.0x area or below, in conjunction with S&P's belief the company will continue to fund its expansion strategy through internally generated funds. TRANS-LUX CORP: To Implement Reverse/Forward Stock Split -------------------------------------------------------- The Board of Directors of Trans-Lux Corporation approved the filing of amendments to the Company's Certificate of Incorporation to effect a 1-for-1,000 reverse stock split of the Company's Common Stock immediately followed by a 40-for-1 forward stock split of the Company's Common Stock, which was previously approved by the Company's shareholders at its Annual Meeting held on Oct. 2, 2013. The Board additionally approved the filing, immediately following the reverse/forward split, of an amendment to the Company's Certificate of Incorporation to reduce the number of authorized shares of Common Stock of the Company from 60,000,000 to 10,000,000. The record date for the reverse/forward stock split will be Oct. 25, 2013. J.M. Allain, president and CEO, commented that, "in making its determination to go forward with the reverse/forward stock split, the Board analyzed a variety of factors, including the existing and expected marketability and liquidity of the Company's Common Stock, the prevailing market conditions and the likely effect on the market price of the Company's Common Stock, and determined that the implementation of the reverse/forward stock split at this time is in the best interest of the Company and its shareholders." Mr. Allain continued, "In taking this action, our main goals are to broaden our investor base and improve shareholder value." The Board had previously set the ratios for the reverse split at 1-for-1,000, immediately followed by a forward split by a ratio of 40-for-1. The Company has made the applicable filing with the Financial Industry Regulatory Authority (FINRA) and is in the process of implementing the reverse/forward stock split, which is scheduled to be effective as of the close of business on Friday, Oct. 25, 2013. About Trans-Lux Corporation Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a designer and manufacturer of digital signage display solutions for the financial, sports and entertainment, gaming and leasing markets. For the year ended Dec. 31, 2012, the Company incurred a net loss of $1.36 million on $23.02 million of total revenues, as compared with a net loss of $1.41 million on $23.75 million of total revenues during the prior year. The Company's balance sheet at June 30, 2013, showed $19.69 million in total assets, $18.83 million in total liabilities and $859,000 in total stockholders' equity. "Management cannot provide any assurance that the Company would have sufficient cash and liquid assets to fund normal operations. Further, the Company's obligations under its pension plan exceeded plan assets by $6.5 million at June 30, 2013 and the Company has $1.7 million due under its pension plan over the next 12 months. Additionally, if the Company is unable to cure the defaults on the Debentures and the Notes, the Debentures and the Notes could be called and be immediately due. If the Debentures and Notes are called, the Company would need to obtain new financing. There can be no assurance that the Company will be able to do so and, even if it obtains such financing, how the terms of such financing will affect the Company. If the debt is called and new financing cannot be arranged, it is unlikely that the Company will be able to continue as a going concern," according to the Company's quarterly report for the period ended June 30, 2013. UNIVERSITY GENERAL: Files Form 10-K; Incurs $3.9MM Loss in 2012 --------------------------------------------------------------- University General Health System, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss attributable to common shareholders of $3.97 million on $113.22 million of total revenues for the year ended Dec. 31, 2012, as compared with a net loss attributable to common shareholders of $2.57 million on $71.17 million of total revenues during the prior year. The Company's balance sheet at Dec. 31, 2012, showed $174.84 million in total assets, $161.55 million in total liabilities, $2.56 million in series C, convertible preferred stock, and $10.71 million in total equity. Moss, Krusick & Associates, LLC, in Winter Park, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has negative working capital and relative low levels of cash and cash equivalents. These conditions raise substantial doubt about its ability to continue as a going concern. A copy of the Form 10-K is available for free at: http://is.gd/IIA8Vh About University General University General Health System, Inc., located in Houston, Texas, is a diversified, integrated multi-specialty health care provider that delivers concierge physician- and patient-oriented services. UGHS currently operates one hospital and two ambulatory surgical centers in the Houston area. It also owns a revenue management company, a hospitality service provider and facility management company, three senior living facilities and manages six senior living facilities. VALLEJO, CA: Water-Bond Deal to Be First Since 2008 Bankruptcy -------------------------------------------------------------- Brian Chappatta, writing for Bloomberg News, reported that Vallejo, California, is set to sell about $19 million in water- revenue bonds in its first municipal-debt sale since the filing. According to the report, proceeds from the deal, scheduled for Oct. 30, will refinance outstanding debt, offering documents show. The water fund from which debt-service payments are made wasn't impaired in the bankruptcy proceedings, according to the documents. Standard & Poor's rates the bonds A+, fifth-highest. They will mature from 2027 to 2031. The offering from Vallejo, a city of about 120,000 in the Bay Area, may serve as an example of how much localities will have to pay for post-bankruptcy access to the $3.7 trillion municipal market, the report related. The city officially exited bankruptcy on Nov. 1, 2011. When Vallejo sought court protection, it was the biggest California city to file Chapter 9, the report further related. Last year, Stockton, which is more populous, sought court protection. In July, Detroit filed a record U.S. municipal bankruptcy, listing about $18 billion of long-term liabilities. The Motor City suffered from decades of population decline, leaving it too poor to provide services such as public safety and even street lights. Vallejo's insolvency stemmed from the housing-market collapse, the report recalled. About Vallejo, California Vallejo -- http://www.ci.vallejo.ca.us/-- is a city in Solano County, California in the United States. As of the 2000 census, the city had a total population of 116,760. It is located in the San Francisco Bay Area on the northern shore of San Pablo Bay. It was named for General Mariano Guadalupe Vallejo. Vallejo filed for protection under Chapter 9 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 08-26813) on May 23, 2008, after it was unable to persuade labor unions to accept salary concessions as the recession began cutting into local government tax collections nationwide. Marc A. Levinson, Esq., and Norman C. Hile, Esq., at Orrick, Herrington & Sutcliffe LLP in Sacramento, California, represented the City. The city estimated $500 million to $1 billion in assets and $100 million to $500 million in debts in its petition. According to Vallejo's comprehensive annual report for the year ended June 30, 2007, the city has $983 million in assets and $358 million in debts. In August 2011, Vallejo was given green light to exit the municipal reorganization. The 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. A federal judge released the city of Vallejo from bankruptcy on Nov. 1, 2011. VICTORY ENERGY: Board Chairman Quits ------------------------------------ Victory Energy Corporation received and accepted the resignation of Robert J. Miranda, Chairman of the Board of Directors and Audit Committee of the Company. Mr. Miranda's resignation was not the result of any disagreement with the Company regarding its operations, policies or practices. On Oct. 21, 2013, the board of directors of Victory Energy elected Mr. Patrick Barry to fill a vacancy on the Board. Mr. Barry will serve on the Board together with the Company's existing directors, Dr. Ronald Zamber, Mr. David McCall, Mr. Robert Grenley and Mr. Kenny Hill. Mr. Barry was also elected to serve as Chairman of the Audit Committee of the Board. During the meeting, the board also elected Dr. Ronald Zamber to the position of interim Chairman of the Board until such time as a full-time Chairman can be selected. The Board has formed a chairman search committee and has begun looking for a qualified executive with significant oil and gas business experience. Prior to joining the Board, Mr. Barry served as a financial and operations consultant for the Company. He is an experienced general manager with strengths in financial management, profitability improvement, strategy development, and implementing disciplined operating processes in both public and private companies. Mr. Barry has a Bachelor of Science in Mechanical Engineering from the University of Notre Dame and a MBA in Finance from Wharton. Mr. Barry is a principal in Visionary Private Equity, a major investor in the Company. Mr. Barry is a former Managing Director of the Gigot Center for Entrepreneurial Studies at the University of Notre Dame where he was also an Adjunct Professor. Prior to Notre Dame, he spent eight years turning around Quality Dining, Inc., a publicly held restaurant company headquartered in South Bend, IN. Mr. Barry was a consultant with Andersen Consulting in their Strategic Service Group, focusing in strategy development and general management consulting. About Victory Energy Austin, Texas-based Victory Energy Corporation is engaged in the exploration, acquisition, development and exploitation of domestic oil and gas properties. Current operations are primarily located onshore in Texas, New Mexico and Oklahoma. In the auditors' report accompanying the financial statements for year ended Dec. 31, 2011, WilsonMorgan LLP, in Irvine, California, expressed substantial doubt about Victory Energy's ability to continue as a going concern. The independent auditors noted that the Company has experienced recurring losses since inception and has an accumulated deficit. The Company reported a net loss of $3.95 million on $305,180 of revenues for 2011, compared with a net loss of $432,713 on $385,889 of revenues for 2010. The Company's balance sheet at Sept. 30, 2012, showed $1.69 million in total assets, $259,886 in total liabilities and $1.43 million in total stockholders' equity. VILLAGE AT KNAPP'S: Files List of Top Unsecured Creditors --------------------------------------------------------- The Village At Knapp's Crossing, L.L.C. submitted to the Bankruptcy Court a list that identifies its 20 largest unsecured creditors. Creditors with the three largest claims are: Entity Nature of Claim Claim Amount ------ --------------- ------------ City of Grand Rapids $70,519 1101 Monroe Ave NW Grand Rapids MI 49503 McAlpine PC $18,039 3201 University Dr. Ste 100 Auburn Hills MI 48326 Foster Swift $17,890 Suite 200 Grand Rapids MI 49525 A copy of the creditors' list is available for free at: http://is.gd/h5fgH9 About Village At Knapp's The Village At Knapp's Crossing, L.L.C. in Grand Rapids, Michigan, filed for Chapter 11 (Bankr. W.D. Mich. Case No. 13-06094) on July 25, 2013. Judge Scott W. Dales handles the case. On the Petition Date, the Debtor estimated its assets and debts at $10 million to $50 million. The petition was signed by Steven D. Benner, managing member on behalf of S.D. Benner, sole member. Tishkoff & Associates PLLC is the Debtor's counsel. VISTEON CORP: Retirees Can Keep Fighting for Benefits, Judge Says ----------------------------------------------------------------- Law360 reported that a Michigan federal judge on Oct. 22 refused to dismiss a putative class action by retirees challenging Visteon Corp.'s move to end their health benefits following the auto parts maker exit from bankruptcy, finding the company's confirmed Chapter 11 plan did not block their claims. According to the report, the United Auto Workers and a pair of retirees filed suit in 2010 alleging the benefit cuts violated collective bargaining agreements and the Employee Retirement Income Security Act but Visteon contended its confirmed plan acted as res judicata. The case is INTERNATIONAL UNION, UNITED AUTOMOBILE, AEROSPACE AND AGRICULTURAL IMPLEMENT WORKERS OF AMERICA (UAW) et al v. Ford Motor Company, Case No. 1:13-cv-01742 (D.Del.). The case was filed on Oct. 22, 2013. WATERSTONE AT PANAMA: Must File Stipulation on Cash Use by Nov. 5 ----------------------------------------------------------------- According to an Oct. 22, 2013 entry in Waterstone at Panama City Apartments' case docket, the hearing on the "Emergency Motion of the Debtor to Extend Order Authorizing the Limited Use of Cash Collateral and Granting Adequate Protection" that was slated for Oct. 23, 2013, at 10:00 a.m., was not held. The U.S. Bankruptcy Court for the District of Nebraska ordered the Debtor and Lenox Mortgage XVIII, LLC, to file a Stipulation on the Use of Cash Collateral by Nov. 5, 2013. As reported in the TCR on Oct. 24, 2013, the Debtor asked the Bankruptcy Court to enter an order extending the Cash Collateral Order between the Company and its primary secured creditor, Lenox Mortgage XVIII, LLC, and for such other and further relief as the Court deems just and equitable. The Debtor told the Court it has met all the requirements under the Cash Collateral Order of April 30, 2013, including the payments required to be made to Lenox. According to the Debtor, Waterstone and Lenox agreed to extensions in the past; however, the parties have only agreed to an extension through Oct. 22, 2013. The Debtor's counsel and Lenox's counsel have had discussions as of the date of filing of the Motion to Extend about continuing the Cash Collateral Order; however, they have been unable to come to an agreement at this time. The Debtor deems it imperative that a cash collateral order be in existence and therefore requests a shortening of the resistance period and an emergency hearing as soon as possible after Oct. 22, 2013, unless the parties are able to come to an agreement to further extend the cash collateral order. Omaha, Nebraska-based Waterstone at Panama City Apartments, LLC, is a single-asset real estate entity located in Panama City, Florida, and owned by a non-profit corporation called Tapestry Group, Inc., which is the sole member of Waterstone at Panama City Apartments, LLC. Waterstone at Panama City Apartments filed for Chapter 11 protection (Bankr. D. Neb. Case No. 13-80751) on April 9, 2013. Bankruptcy Judge Timothy J. Mahoney presides over the case. William L. Biggs, Jr., Esq., and Frederick D. Stehlik, Esq., at Gross & Welch P.C., L.L.O., represent the Debtor in its restructuring efforts. The Debtor disclosed $26,159,064 in assets and $26,120,989 in liabilities as of the Chapter 11 filing. The petition was signed by Edward E. Wilczewski, manager. Mr. Wilczewski is presently the interim president of Tapestry. WINTDOTS DEVELOPMENT: Bankruptcy Court Dismisses Chapter 11 Case ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Virgin Islands, at the behest of the United States Trustee, entered on Oct. 11, 2013, an order dismissing the Chapter 11 case of Wintdots Development, LLC. As reported in the TCR on Aug 17, 2012, Donald F. Walton, the U.S. Trustee for Region 21, asked the Bankruptcy Court to convert the Debtor's Chapter 11 case to liquidation under Chapter 7 or, in the alternative, to dismiss the case. The U.S. Trustee noted the Debtor has not yet filed a plan or disclosure statement, and is delinquent in the payment of quarterly fees due to the U.S. Trustee in an amount estimated to be not less than $975. According to the U.S. Trustee, the Debtor's failure to timely file monthly operating reports, timely file a disclosure statement and plan, and pay quarterly fees is in violation of its statutory obligations and constitutes cause for dismissal or conversion of the case. Court Denies Confirmation of Amended Plan Filed Nov. 27 The Debtor filed an Amended Plan on Nov. 27, 2012. However, on Aug. 8, 2013, the Hon. Mary F. Walrath, sitting in the District Court of the Virgin Islands, entered an order denying the Plan's confirmation. As reported in the TCR on June 28, 2013, secured creditor Kennedy Funding, Inc., filed a limited objection to the confirmation of the Debtor's Amended Plan. Kennedy said the Amended Plan is contingent upon a firm financing commitment. According to Kennedy, proposed buyer Ideal Development agreed to a financing commitment but -- to the best of Kennedy's knowledge, information and belief -- no binding financing commitment has been made. Therefore, the apparent lack of financing to close on the contract leads Kennedy to reasonably question whether the deal is bona fide. About Wintdots Development Wintdots Development, LLC, filed a Chapter 11 petition (Bankr. D. V.I. Case No. 12-30003) in its hometown in St. Thomas, Virgin Islands on March 11, 2011. The Debtor disclosed $56.42 million in assets and $10.79 million in liabilities in its schedules. The Debtor has three properties totaling 21 acres in St. Thomas that are valued at $56.40 million. Each of the properties secures a $9.60 million first lien debt to Kennedy Funding, Inc., and a $225,000 second lien debt to Marvin & Evelyn Freund. Bankruptcy Judge Mary F. Walrath oversees the case. Benjamin A. Currence P.C., represents the Debtor. WOUND MANAGEMENT: BMI Agrees to Provide $2-Mil. Additional Loan --------------------------------------------------------------- Wound Management Technologies, Inc., together with certain of its subsidiaries, previously entered into a term loan agreement with Brookhaven Medical, Inc., pursuant to which BMI made a loan to the Company in the amount of $1,000,000 under a Senior Secured Convertible Promissory Note. In connection with the Loan Agreement, the Company and BMI also entered into a letter of intent contemplating (i) an additional loan to the Company of up to $2,000,000 by BMI, and (ii) entrance into an agreement and plan of merger pursuant to which the Company would merge with a subsidiary of BMI, subject to various conditions precedent. On Oct. 16, 2013, BMI agreed to make the Additional Loan pursuant to a Senior Secured Convertible Drawdown Promissory Note, which allows the Company to drawdown, as needed, an aggregate of $2,000,000, subject to an agreed upon drawdown schedule or as otherwise approved by BMI. The Note carries an interest rate of 8 percent per annum, and (subject to various default provisions) all unpaid principal and accrued but unpaid interest under the Note is due and payable on the later of (i) Oct. 15, 2014, or (ii) the first anniversary of the date of the Merger Agreement. The Note may be prepaid in whole or in part upon ten days' written notice, and all unpaid principal and accrued interest under the Note may be converted, at the option of BMI, into shares of the Company's Series C Convertible Preferred Stock at a conversion price of $70.00 per share at any time prior to the Maturity Date (provided that the transaction contemplated by the Merger Agreement has not been consummated as of that time). New President Appointed Effective as of Oct. 16, 2013, Deborah Jenkins Hutchinson, 55, has been appointed president of the Company. Ms. Hutchinson is a member of the Company's Board of Directors and previously served as the Company's president from Jan. 12, 2010, until March 20, 2012. From 2005 until Jan. 12, 2010, she served in various capacities, including as President of Virtual Technology Licensing, LLC. Prior to joining Virtual Technology Licensing, she was the Managing Member of Cognitive Communications, LLC, a business consulting company and served as Special Consultant to Health Office India for strategy development and operations assistance for work with US clients in medical transcription and coding services. Ms. Hutchinson is currently on the Board of Directors for Private Access, Inc. In conjunction Ms. Hutchinson's appointment and in consideration of past and continued service to the Company, the Company's Board of Directors approved a grant of 2,000,000 shares of the Company's common stock, which shares were to vest immediately upon effectiveness of her appointment. About Wound Management Fort Worth, Texas-based Wound Management Technologies, Inc., markets and sells the patented CellerateRX(R) product in the expanding advanced wound care market; particularly with respect to diabetic wound applications. Wound Management disclosed a net loss of $1.84 million on $1.17 million of revenue for the year ended Dec. 31, 2012, as compared with a net loss of $12.74 million on $2.21 million of revenue during the prior year. The Company's balance sheet at June 30, 2013, showed $1.37 million in total assets, $5.45 million in total liabilities and a $4.07 million total stockholders' deficit. Pritchett, Siler & Hardy, P.C., in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has incurred substantial losses and has a working capital deficit which factors raise substantial doubt about the ability of the Company to continue as a going concern. XZERES CORP: Incurs $1.9 Million Net Loss in Second Quarter ----------------------------------------------------------- XZERES Corp. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to common stockholders of $1.94 million on $1.01 million of gross revenues for the three months ended Aug. 31, 2013, as compared with a net loss attributable to common stockholders of $1.61 million on $1.18 million of gross revenues for the same period during the prior year. For the six months ended Aug. 31, 2013, the Company reported a net loss attributable to common stockholders of $3.56 million on $1.14 million of gross revenues as compared with a net loss attributable to common stockholders of $3.39 million on $1.83 million of gross revenues for the same period a year ago. Xzeres incurred a net loss of $7.59 million on $4.51 million of gross revenues for the year ended Feb. 28, 2013, as compared with a net loss of $8.60 million on $3.96 million of gross revenues for the year ended Feb. 28, 2012. The Company's balance sheet at Aug. 31, 2013, showed $6.94 million in total assets, $11.66 million in total liabilities and a $4.72 million total stockholders' deficit. "We have incurred losses since inception, and have not yet received sufficient revenues from sales of products or services to reach profitability. These factors create substantial doubt about our ability to continue as a going concern," the Company said. Silberstein Ungar, PLLC, in Bingham Farms, Michigan, issued a "going concern" qualification on the consolidated financial statement for the year ended Feb. 28, 2013. The independent auditors noted that the Company has incurred losses from operations, has negative working capital, and is in need of additional capital to grow its operations so that it can become profitable. These factors raise substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available for free at: http://is.gd/9sKk52 About XZERES Corp. Headquartered in Wilsonville, Oregon, XZERES Corp. designs, develops, and markets distributed generation, wind power systems for the small wind (2.5kW-100kW) market as well as power management solutions. * Fitch Says U.S. Banks' Revenue Challenges Clear in 3Q Results --------------------------------------------------------------- Weak revenues for most large U.S. banks in the third quarter highlight the earnings growth challenges faced by the banking industry moving into 2014, according to Fitch. Ongoing reserve releases and cost reduction initiatives have helped offset revenue pressure to some degree, but a pickup in loan demand will be critical to driving any sustained revival in bank earnings growth over coming quarters. Significant declines in mortgage banking revenues and weak fixed- income trading results were the primary drivers of the reversal in the recent favorable trend in quarterly bank earnings. Loan growth remained muted in the third quarter, rising by less than 1% among banks that have reported to date. Quarterly mortgage originations fell off by roughly 17% on average for the largest mortgage originators, as the sharp rise in mortgage rates during the quarter (more than 100 bps) cut into borrower demand and home affordability. Banks continue to report improvements in asset quality and lower net charge-off (NCO) levels. However, we note that the rate of improvement is slowing somewhat. For example, nominal NCOs for banks reporting so far have declined by 13% sequentially in the third quarter, compared with 16% in the second quarter. Capital ratios continue to improve across the industry, reflecting retained earnings growth and relatively conservative payouts governed by the U.S. stress-testing process. * American Realty, Cole Real Estate to Combine in $11.2BB Deal -------------------------------------------------------------- David Gelles, writing for The New York Times' DealBook, reported that American Realty Capital Properties and Cole Real Estate Investments, two of the largest commercial property owners in the country, are finally seeing eye to eye. According to the report, the two real estate investment trusts agreed to a $11.2 billion deal on Oct. 23 in which American Realty will buy Cole with a mix of cash and stock, bringing an end to tensions between the companies that have simmered much of the last year. The combined company will be one of the biggest commercial landlords in the country, leasing space to companies including Walgreens, Bed Bath & Beyond and FedEx, the report said. The origins of the deal date to March, when American Realty made an unsolicited offer for Cole that would have derailed Cole's move to go public, the report related. Cole rejected the offer and went on to list on the New York Stock Exchange. Since the listing in June, Cole shares have climbed more than 17 percent. Nonetheless, American Realty still wanted to make a deal, the report added. It will pay 14 percent above Cole's closing stock price on Tuesday of $12.82, and assume significant new debt in taking over the larger company. * Bank of America "Hustle" Trial Nears Close -------------------------------------------- Shayndi Raice, writing for Bloomberg News, reported that lawyers made closing arguments in the U.S. government's civil lawsuit against Bank of America Corp. for a loan-production program called the "hustle," with both sides painting drastically different portraits of what went on inside a company commonly associated with the U.S. housing bust. According to the report, Assistant U.S. Attorney Jaimie Nawaday said the case was about "greed and lies" at Countrywide Financial Corp., which ran the program from August 2007 until April 2008. Brendan Sullivan, a partner at the law firm Williams & Connolly LLP representing Bank of America, which bought Countrywide in 2008, insisted there was "no fraud." The civil case in federal court in Manhattan is dragging Bank of America back into the spotlight for Countrywide's alleged misdeeds during the housing boom, the report related. Experts said it marks the first time a bank has been brought to trial for its crisis-era behavior. The stakes are especially high for the second largest U.S. bank by assets, which is trying to convince investors the bulk of its legal troubles are behind it, the report said. Analysts estimate the bank has paid some $49 billion in legal expenses tied to its acquisition of Countrywide. The trial has taken jurors on a journey inside Countrywide's subprime-lending unit, often seen as a central player in the subprime-mortgage crisis that brought the housing market to its knees, the report further related. BofA Said to Face 3 More U.S. Probes of Mortgage-Bond Sales Keri Geiger & Hugh Son, writing for Bloomberg News, reported that Bank of America Corp., sued by U.S. attorneys in August over an $850 million mortgage bond, faces three more Justice Department civil probes over mortgage-backed securities, according to two people with direct knowledge of the situation. The report related that U.S. attorneys offices in Georgia and California are examining potential violations tied to Countrywide Financial Corp., the subprime lender Bank of America bought in 2008, said the people, who asked not to be identified because the inquiries aren't public. U.S. attorneys in New Jersey are looking into deals involving Merrill Lynch & Co., purchased by the firm in 2009, the people said. If claims are brought, Bank of America would join JPMorgan Chase & Co. dealing with government demands that it resolve liabilities inherited after buying weakened rivals at the government's urging during the credit crisis, according to the report. JPMorgan, the biggest U.S. bank, reached a tentative $13 billion agreement last week to end civil claims over mortgage-bond sales, including those handled by Bear Stearns Cos. and Washington Mutual Inc. operations purchased in 2008. Bank of America, led by Chief Executive Officer Brian T. Moynihan, 54, is being scrutinized for violations of the Financial Institution Reform, Recovery and Enforcement Act of 1989, or FIRREA, an outgrowth of the savings-and-loan crisis, according to the people, the report related. The Justice Department cited that statute in its August lawsuit against the firm, which is the nation's second-largest lender after JPMorgan. The Justice Department's August case is U.S. v. Bank of America Corp. (BAC), 13-cv-00446, U.S. District Court, Western District of North Carolina (Charlotte). * Blackstone Funding Largest U.S. Single-Family Rentals Company --------------------------------------------------------------- John Gittelsohn and Heather Perlberg, writing for Bloomberg News, reported that Steve Schwarzman's Blackstone Group LP has spent $7.5 billion acquiring 40,000 houses in the past two years to create the largest single-family rental business in the U.S. The private-equity firm is now planning to sell bonds backed by lease payments, the latest step in turning a small business into a mature industry. According to the report, Deutsche Bank AG may start marketing almost $500 million of the securities as soon as this week, according to a person with knowledge of the transaction. The debt will include a portion with an investment grade from at least one ratings company, according to two separate people, who asked not to be identified because the deal isn't public. Blackstone has led hedge funds, private-equity firms and real estate investment trusts raising about $20 billion to purchase as many as 200,000 homes to rent after prices plunged 35 percent from the 2006 peak, the report related. The largest investors, seeking to profit from rebounding prices and rising demand for rentals among millions of Americans who went through foreclosure or can't qualify for a mortgage, are looking to the bond market for capital to buy more properties and increase returns with borrowed money. "Securitization is the next step in the evolution of the single- family rental business," said Rob Bloemker, chief executive officer of investment firm Five Ten Capital LLC, which got a $100 million credit facility from Deutsche Bank in April to buy homes, the report further related. "It brings consistent and conforming standards to lending, which will help bring larger pools of capital in and get comfortable investing in these types of loans." * Ex-Jefferies Executive Loses Bid to Toss TARP Charges ------------------------------------------------------- Chris Dolmetsch, writing for Bloomberg News, reported that ex- Jefferies & Co. managing director Jesse C. Litvak lost a court bid to throw out charges that he defrauded customers of more than $2 million on trades of residential mortgage-backed securities. According to the report, Litvak, who has pleaded not guilty, was indicted in January on charges of securities fraud, fraud connected to the Troubled Asset Relief Program and making false statements to the federal government. Alleged victims include investment funds, among them six established by the U.S. Treasury Department in 2009 as part of its response to the financial crisis. U.S. District Judge Janet C. Hall in New Haven, Connecticut, denied a motion to dismiss the indictment in a ruling dated Oct. 21, rejecting Litvak's argument that the Public-Private Investment Program created to distribute TARP funds was a private vehicle managed by a private contractor and therefore falls outside of the government's jurisdiction, the report related. The Public-Private Investment Funds that are the alleged victims of Litvak's fraud were "government-created entities using mostly taxpayer money to achieve a government program's purposes," Hall wrote in her ruling, the report further related. "It is simply not the case that Litvak's interactions with the PPIFs would have been the same had the government not been an investor, for the PPIFs would not exist but for the government's decision to both create, fund and supervise them," she wrote, the report added. The case is U.S. v. Litvak, 13-cr-00019, U.S. District Court, District of Connecticut (New Haven). * Fed Official Says Big Banks Should Hold Long-Term Debt -------------------------------------------------------- Ryan Tracy, writing for The Wall Street Journal, reported that regulators' efforts to deal with the failure of a big bank remain a work in progress, but the Federal Reserve will move "in the next few months" to require large financial institutions to hold minimum amounts of long-term debt, a top official said on Oct. 18. According to the report, Federal Reserve Governor Daniel Tarullo said the regulator was hoping to push firms to at least maintain their current levels of long-term debt holdings, "which, by historical standards, are currently at fairly high levels." Without a requirement to hold the debt, firms might unwind those positions in the future, Mr. Tarullo said, in remarks prepared for a Fed conference here. The proposal is key to the broader effort by U.S. policy makers to be able to deal with the failure of a large financial institution without having to resort to the taxpayer-funded bailouts that were the hallmark of the 2008 financial crisis, the report said. The 2010 Dodd-Frank financial-overhaul law gave the Fed and Federal Deposit Insurance Corp. the main responsibilities for establishing a framework that would have the federal government step in and place a firm in government "receivership" if an orderly bankruptcy by a failing bank was impossible. Officials at the Fed and the FDIC have seized on a plan to require the largest and most complex banks to hold minimum levels of long- term unsecured debt as a way to ensure that a bank could continue its operations even while going through a receivership, the report related. That long-term debt could be used to provide capital to the firm during the wind-down process, Mr. Tarullo said. If an extreme event occurs "and the equity of the firm is wiped out, successful resolution without taxpayer assistance would be most effectively accomplished if a firm had sufficient long-term, unsecured debt to absorb additional losses and to recapitalize the business," Mr. Tarullo said, the report further related. * Fed's Lacker Says Bankruptcy "Best" for Failing Banks ------------------------------------------------------- Jeff Kearns, writing for Bloomberg News, reported that Federal Reserve Bank of Richmond President Jeffrey Lacker said bankruptcy without government support is "the first and most preferable option" in the event of a failure by a big financial institution. According to the report, the stability of the financial system would be better ensured should investors expect an orderly wind- down of failing firms rather than government receivership and a taxpayer bailout, Lacker said on Oct. 18 in remarks prepared for a speech at a Fed conference in Washington. "The incentives of market participants will be much better aligned with our public policy goal of a financial system that effectively allocates capital and risks," he said, the Bloomberg report cited. "Large financial firms will prefer to be less leveraged and less reliant on short-term funding. Institutions and markets would, accordingly, be more resilient in response to financial stress." U.S. lawmakers and supervisors, including Fed officials, have overhauled financial regulation to minimize the odds that taxpayers will be called upon to rescue a financial institution deemed too big to fail, the report related. Lacker has called for lenders to hold more capital if they own a brokerage, and has repeatedly said this year that the best way to overcome the too-big-to-fail challenge is by drawing up detailed plans for the wind-down of failing institutions, the report added. * Investors Seek $5.75BB From JPMorgan to Recoup MBS Losses ----------------------------------------------------------- Dan Fitzpatrick and Julie Steinberg, writing The Wall Street Journal, reported that investors are seeking at least $5.75 billion from J.P. Morgan Chase & Co. in a bid to recover losses from mortgage-backed securities sold to them before the financial crisis, said people familiar with the talks. According to the report, the group, which includes asset managers BlackRock Inc. and Neuberger Berman Group LLC, previously received an $8.5 billion settlement from Bank of America Corp. on similar claims. The two sides have had on-and-off settlement discussions over the past year, said the people close to the talks, the report related. They met last week to hash out a possible deal, but no final terms have been agreed to, these people said. Kathy Patrick, a Houston lawyer with Gibbs & Bruns LLP who represents the investor group, declined to comment on any settlement talks. The discussions are separate from a tentative $13 billion settlement with the Justice Department that would resolve a number of J.P. Morgan's other mortgage-bond lawsuits and investigations, the report further related. That larger pact is expected to be completed as early as this week, said people close to the talks. The specter of another potential multibillion-dollar payout by J.P. Morgan underscores how actions taken during the run-up to the financial crisis continue to haunt U.S. banks, the report said. For years, requests have been piling up at the nation's largest banks to repurchase mortgages that allegedly ran afoul of their own underwriting standards. Some of those requests are from government-sponsored mortgage-finance agencies Fannie Mae and Freddie Mac, and some are from private investors and insurers. * Judge Rebuffs Constitutional Challenge to Consumer Bureau ----------------------------------------------------------- Jenna Greene, writing for LegalTimes, reported that a federal judge in Washington rejected a challenge to the constitutionality of the Consumer Financial Protection Bureau, ruling that the question should be addressed in a pending enforcement matter the agency brought in California federal court. According to the report, in an unusually aggressive move, California-based Morgan Drexen, which works with law firms to provide debt relief services to consumers, launched a preemptive strike against the consumer agency in July. The company sued the CFPB in U.S. District Court for the District of Columbia, alleging that its structure violates the Constitution's separation of powers. Connecticut solo practitioner Kimberly Pisinski, who uses Morgan Drexen's services, joined in the suit. At the time, the CFPB was investigating Morgan Drexen and had warned it in writing that an enforcement action was likely, the report related. Indeed, a few weeks later, the agency sued Morgan Drexen in U.S. District Court for the Central District of California, alleging that it charged illegal up-front fees for debt relief services and deceived consumers. Represented by Venable partner Randall Miller, Morgan Drexen asked U.S. District Judge Colleen Kollar-Kotelly to stop the CFPB from pursuing its suit in California until the Washington challenge, which was filed first, was resolved, the report said. The judge was not persuaded, the report added. "Morgan Drexen has an adequate remedy to address its claims of the Bureau's unconstitutionality," she wrote in a decision issued yesterday. "Any harm alleged by Morgan Drexen here can be remedied by a favorable ruling in the California Court." * SEC Criticizes Management at Options Clearing Corp. ----------------------------------------------------- Jacob Bunge, writing for The Wall Street Journal, reported that the clearinghouse that handles all U.S. options trading was hit with a wide-ranging critique of the way it manages risk and handles compliance, following an examination by the Securities and Exchange Commission. According to the report, regulators found flaws in the way that Chicago-based Options Clearing Corp. prepares for market freeze- ups and measures financial risks facing its members, according to the results of two-and-a-half years of examinations by federal market authorities. Options Clearing's board also failed to sufficiently supervise the clearinghouse's senior management and hasn't properly managed conflicts of interest, according to a letter sent by regulators to Options Clearing management, dated Sept 18, the report related. "[T]he excessive number of repeat findings raises a serious concern about OCC's overall commitment to establishing a culture of regulatory compliance and, more specifically, its ability to timely and adequately address the Staff's findings," SEC officials wrote in the letter, a copy of which was reviewed by The Wall Street Journal. "We are diligently working on a response that will confirm our commitment to resolving the issues identified in the letter, and that will describe the processes that we've put in place over the last year or so to prevent a recurrence of similar shortcomings in the future," said Jim Binder, spokesman for Options Clearing, in a statement, the report further related. He said that Options Clearing is taking the SEC examination letter "very seriously" and plans to respond by November. * 4th Cir. Says Ex-NASA Contractor Can't Stay Iran Embargo Case --------------------------------------------------------------- Law360 reported that a former NASA contractor recently convicted of defrauding the U.S. by providing satellite technology to Iran will not be able to halt the case while he appeals federal prosecutors' claims that he obstructed bankruptcy court proceedings during the scheme, the Fourth Circuit ruled on Oct. 18. According to the report, Nader Modanlo is currently appealing a Maryland federal court's denial of his bid to dismiss count 11 of the indictment, which accuses him of violating the Iran trade embargo by taking part in a conspiracy to sell Russian satellite hardware to Iran. The appellate case is US v. Nader Modanlo, Case No. 13-4378 (4th Cir.). * 6th Circuit Parses When FDCPA Claim Is Deemed to Arise -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a claim under the federal Fair Debt Collection Practices Act accrues when an offending lawsuit is filed, even if the complaint isn't served on the bankrupt until after the bankruptcy filing, according to an opinion from the U.S. Court of Appeals for the Sixth Circuit in Cincinnati. According to the report, the bankrupt took the position that the claim belonged to him, not to his Chapter 7 trustee, because he wasn't served with the lender's suit until after filing the bankruptcy petition. The bankrupt never amended his schedules to list the claim as an asset. U.S. Circuit Judge Danny J. Boggs said in his opinion on Oct. 22 that a claim under the FDCPA arises when a violation occurs, not when the debt is incurred. He said the "difficult question" is whether the violation occurs when the complaint is filed or later, when it's served. Judge Boggs concluded that the violation occurred when the complaint was filed. Because filing was pre- bankruptcy, the claim belonged to the estate and thus to the trustee. Because the bankrupt never listed the claim, it wasn't deemed abandoned, thus allowing the trustee to pursue it. The opinion implies that the date a claim arises for bankruptcy purposes may not be the same as the date for statute-of- limitations purposes. The case is Tyler v. DH Capital Management Inc., 12-5021, U.S. Court of Appeals for the Sixth Circuit (Cincinnati). * Appeals Court Says Judge-Run Arbitration "Unconstitutional" ------------------------------------------------------------- Peg Brickley, writing for DBR Small Cap, reported that a federal appeals court in Philadelphia on Oct. 23 struck down as unconstitutional a pioneering effort by Delaware's Court of Chancery to allow big businesses to settle their disputes in court, behind closed doors, for a price. The Associated Press reported that a three-judge panel of the Third U.S. Circuit Court of Appeals ruled 2-to-1 to uphold a federal judge's ruling in favor of the Delaware Coalition for Open Government, which challenged the law. AP said DelCOG, backed by The Associated Press, The New York Times and several other major news organizations, claimed in its lawsuit that the secret arbitration conducted by Delaware's Chancery Court violated the First Amendment rights of citizens to attend judicial proceedings and access court records. Attorneys for the state argued that secret arbitration made the Chancery Court more efficient and generated revenue for Delaware, corporate home to thousands of companies, AP further reported. * Punitive Damages Are Nondischargeable, BAP Panel Rules -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that punitive damages, not merely the restitutionary part of a judgment, are excepted from discharge under Section 523(a)(2)(A) of the U.S. Bankruptcy Code, according to an opinion from the Bankruptcy Appellate Panel for the Sixth Circuit in Cincinnati. According to the report, the case involved an individual bankrupt who was saddled with a $32,000 judgment for failure to comply with state court orders. The judgment included about $10,000 to compensate the plaintiff for the loss of property and $22,000 for "contemptuous failure to comply with a court order." The bankrupt argued that only the $10,000 could be excluded from discharge as property procured by fraud. Writing for the appellate panel, U.S. Bankruptcy Judge C. Kathryn Preston disagreed in her Oct. 7 opinion. She relied principally on a 1998 Supreme Court case called Cohen v. De La Cruz in saying that "any debt" is excepted from discharge as long as it was assessed "on account of the fraud." Judge Preston said cases decided after Cohen concluded that punitive damages are nondischargeable. The case is Lowry v. Nicodemus (Nicodemus), 12-8050, Sixth U.S. Circuit Bankruptcy Appellate Panel (Cincinnati). * BOOK REVIEW: Jacob Fugger the Rich: Merchant and Banker of Augsburg, 1459-1525 -------------------------------------------------------------- Author: Jacob Streider Publisher: Beard Books Hardcover: 227 pages List Price: $34.95 Review by Gail Owens Hoelscher Buy a copy for yourself and one for a colleague on-line at http://is.gd/UAP0Zb Quick, can you work out how much $75 million in sixteenth century dollars would be worth today? Well, move over Croesus, Gates, Rockefeller, and Getty, because that's what Jacob Fugger was worth. Jacob Fugger was the chief embodiment of early German capitalistic enterprise and rose to a great position of power in European economic life. Jacob Fugger the Rich is more than just a fascinating biography of a powerful and successful businessman, however. It is an economic history of a golden age in German commercial history that began in the fifteenth century. When the book was first published, in 1931, The Boston Transcript said that the author "has not tried to make an exhaustive biography of his subject but rather has aimed to let the story of Jacob Fugger the Rich illustrate the early sixteenth century development of economic history in which he was a leader." Jacob Fugger's family was one of the foremost family in Augsburg when he was born in 1459. They got their start by importing raw cotton, by mule, from Mediterranean ports. They later moved into silk and herbs and, for a long while, controlled much of Europe's pepper market. Jacob Fugger diversified into copper mining in Hungary and transported the product to English Channel and North Sea ports in his own ships. A stroke of luck led to increased mining opportunities. Fugger lent money to the Holy Roman Emperor Maximilian I to help fund a war with France and Italy. Mining concessions were put up as collateral. The war dragged on, the Emperor defaulted, and Fugger found himself with a European monopoly on copper. Fugger used his extensive business network in service of the Pope. His branches all over Europe collected payments due the Vatican and issued letters of credit that were taken to Rome by papal agents. Fugger is credited with creating the first business newsletter. He collected news of evolving business climate as well as current events from his agents all across Europe and distributed them to all his branches. Fugger's endeavors wee not universally applauded. The sin of usury was still hotly debated, and Fugger committed it wholesale. He was sued over his monopoly on copper. He was involved in some messy bribes in bringing Charles V to the throne. And, his lucrative role as banker in the sale of indulgences, those chits that absolve the buyer of sin, raised the ire of Martin Luther himself. Luther referred to Fugger specifically in his Open Letter to the Christian Nobility of the German nation Concerning the Reform of the Christian Estate just before being excommunicated in 1521. Fugger went on, however, to fund Charles V's war on Protestanism and became even richer. Fugger built many churches and buildings in Augsburg. He was generous to the poor and designed the world's first housing project. These buildings and lovely gardens, called the Fuggerei, are still in use today. A New York Times reviewer said that Jacob Fugger the Rich, a book "concerned with the most famous, most capable, and most interesting of all [the members of the Fugger family] will be as interesting for the general reader as for the special student of business history." This observation is just as true today as in 1931, when first made. Jacob Streider was a professor of economic history at the University of Munich. ********* 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 ***