/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/140106.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, January 6, 2014, Vol. 18, No. 5 Headlines 250 AZ: Plan Outline Okayed; Confirmation Hearing on Feb. 11 30DC INC: Had $407,000 Net Loss in Fiscal 2013 386 MAIN STREET: HVAC to Hold Foreclosure Sale on Jan. 22 ALLENS INC: Bain's Sankaty Opposes Auction Procedures AMERICAN AIRLINES: Los Angeles Wants Fee Fight in Federal Court ANDEANGOLD LTD: Has Until March 3 to Cure Payment Default ANGLO IRISH: Says 2nd Flynn Lawsuit Violates Stay ARXX CORP: Gets Interim Creditor Protection Under Ch. 15 ASR CONSTRUCTORS: Court OKs Amended Stipulation with Berkley ATLS ACQUISITION: March 31 Deadline to Decide on Texas, NC Leases BELO CORP: S&P Withdraws 'BB' CCR Over Gannett Co. Purchase Deal BENTLEY PREMIER: Pourchot Plan Outline to be Heard on Jan. 21 BIG SANDY: Plan Amended; Jan. 7 Confirmation Hearing Set CAESARS ENTERTAINMENT: Bank Debt Trades at 5% Off CAPITOL BANCORP: Settles with Creditors Committee CASELLA WASTE: Moody's Alters Outlook to Stable & Affirms B3 CFR CASH STORE: Mickey Dunn Steps Down From Board of Directors CENGAGE LEARNING: Exit Financing, Seal Approval Sought CHEYENNE HOTELS: U.S. Trustee Seeks Case Dismissal of LLC Unit CLEAR CHANNEL: Bank Debt Trades at 3% Off COLOR STAR: Has Interim Authority to Use Cash Collateral COLOR STAR: Proposes to Sell Assets COLOSSUS MINERALS: In Talks with Note Holders on Potential Default COLUMBUS EXPLORATION: Ira Kane Named as Receiver CONSTAR INTERNATIONAL: Final DIP Hearing on Jan. 9 CONSTAR INTERNATIONAL: Proposes to Sell U.K. Assets CONSTAR INTERNATIONAL: Can Continue to Operate under Chap. 11 DETROIT, MI: Creditors Fight New Swaps Settlement DETROIT, MI: Ambac Continues Objecting to Swap Settlement DOLAN CO: Appoints Kevin Nystrom as Chief Restructuring Officer EASTERN HILLS: PNC Equipment Supports Conversion to Chapter 7 EDISON MISSION: Begins Solicitation of Plan Votes ENDICOTT INTERCONNECT: Files 1% Liquidating Chapter 11 Plan ENERGYTEC INC: Court Finds Loophole in Sales Free & Clear of Liens EWGS INTERMEDIARY: May Use Cash Collateral Thru February Next Year FAIRMONTH GENERAL: Claims Bar Date Set for Feb. 14 FAIRMONTH GENERAL: Wants Exclusive Plan Filing Extended to April 1 FAIRMONTH GENERAL: Wants Lease Assumption Extended to April 1 FIELD FAMILY: Jan. 8 Hearing on Confirmation of 2nd Amended Plan FIRST NATIONAL: Stockholders Elect 9 Directors at Annual Meeting FISKER AUTOMOTIVE: Calls Wanxiang a Spoiler in Automaker's Sale FLORIDA GAMING: To Test Silvermark Bid at March 25 Auction FRATERFOOD SERVICE: Case Summary & 20 Largest Unsecured Creditors FRIENDFINDER NETWORKS: Halts Reporting Requirements With SEC FRIENDSHIP DAIRIES: Court Okays Deal to Use Frontier's Cash GLW EQUIPMENT: Has Court OK to Use Cash Collateral Until March 31 GREEN FIELD ENERGY: Court Approves Alvarez & Marshal Hiring GREEN FIELD ENERGY: Amended Order Issued on Prime Clerk Employment GREEN FIELD ENERGY: Bonus Program Draws U.S. Trustee Opposition GREEN FIELD ENERGY: Court Sets Jan. 24 as Claims Bar Date GROEB FARMS: Peak Rock Nabs Honey Co.'s Successor After Ch. 11 GYMBOREE CORP: Bank Debt Trades at 7% Off HEALTHCARE CORP: Enters Into Forbearance & Modification Agreement HERTZ GLOBAL: Icahn Reportedly Acquires Stake HIGHWAY TECH: First Insurance Drops Objection to Conversion Bid ICEWEB INC: Delays Form 10-K for 2013 to Complete Audit IGLESIA PUERTA: Class 3-5 Creditors Object to Disclosure Statement IMPERIAL PETROLEUM: Receives Notice of Clean Air Act Violations J.C. PENNEY: Settlement Talks with Macy's Stall JOE'S FRIENDLY: Case Summary & 20 Largest Unsecured Creditors LEHMAN BROTHERS: April 15 Fairness Hearing on $99MM E&Y Settlement LENDER PROCESSING: Moody's Hikes Rating on 5.75% Notes From 'Ba2' LIGHTSQUARED INC: Proposes $285-Mil. Financing From Melody LIGHTSQUARED INC: Seeks Approval of JPMorgan Engagement Letter LIGHTSQUARED INC: Proposes Incentive Bonuses for 4 Executives LIGHTSQUARED INC: Asks Judge to Reject Dish Sale Plan LIGHTSQUARED INC: Said It Should Benefit from FCC Approval LINN ENERGY: S&P Raises Corp. Credit Rating to BB- Over Berry Deal LOFINO PROPERTIES: Ch.11 Trustee Taps Wood & Lamping as Counsel LONE PINE: Files Restructuring Plan Supplement with Alberta Court LONGVIEW POWER: Can Extend Scope of Alvarez Employment LONGVIEW POWER: Court Okays More Tasks for Ernst & Young LONGVIEW POWER: Wants More Time for Decide on Leases LYON WORKSPACE: Has Until Feb. 17 to Propose Chapter 11 Plan MARGARITA'S MEXICANAS: Case Summary & 3 Top Unsecured Creditors METRO AFFILIATES: Creditors' Panel Hires Farrell Fritz as Counsel METRO AFFILIATES: Files Schedules of Assets and Liabilities MOBILESMITH INC: Inks Settlement Agreement With Atlas MOBILESMITH INC: Avy Lugassy Held 75.2% Equity Stake at Dec. 18 MT. LAUREL: Files List of 20 Largest Unsecured Creditors MT. LAUREL: Files Schedules of Assets and Liabilities NATURAL MOLECULAR: Panel Can Hires Foster Pepper as Attorneys NEW LIFE INTERNATIONAL: Charity Files for Liquidation NNN PARKWAY 400 26: Hearing to Confirm Plan Continued to Jan. 13 OCZ TECHNOLOGY: Sec. 341 Meeting Set for on Jan. 8 ORCHARD SUPPLY: Plan Effective Date Has Yet to Be Determined PATRIOT COAL: Files Notice of Exempt Offering of Securities PHILADELPHIA MEDIA: Inquirer's Owners Push Newspaper to Auction POSITRON CORP: Has 15-Mil. Authorized Series H Preferred Shares QIMONDA AG: No Rehearing in Appeals Court on Patent Ruling RAVEN POWER: S&P Assigns 'BB-' Rating to $415MM Sr. Secured Debt REVSTONE INDUSTRIES: Balks at Engagement of Ramaekers Group REVSTONE INDUSTRIES: Spara Balks at Bid to Halt Asset Sale REVSTONE INDUSTRIES: Pension Plans Balk at More Exclusivity RURAL/METRO CORP: Completes Restructuring, Exits Chapter 11 SCOOTER STORE: Exclusive Plan Filing Period Extended to Feb. 9 SENOR FISH: Case Summary & 20 Largest Unsecured Creditors SH 130 CONCESSION: Struggles to Pick Up Drivers SIMPLY WHEELZ: Bankruptcy Judge Approves Sale to Catalyst SPECTRASCIENCE INC: Investor Buys $263,157 Unsecured Debentures STRATUS MEDIA: Sells $650,000 Convertible Notes STELLAR BIOTECHNOLOGIES: Annual Meeting Set on February 13 SUMMIT MATERIALS: S&P Revises Outlook to Stable & Affirms 'B+' CCR SURTRONICS INC: Smith & Wade Wants Quick Decision on Lease SURTRONICS INC: Faces Plan Objections; Hearing Set for Jan. 27 SWJ MANAGEMENT: Jan. 13 Hearing on Holdings' Case Dismissal Bid TDF GUAYNABO: Case Summary & 20 Largest Unsecured Creditors THATCHED COTTAGE: Case Summary & 4 Largest Unsecured Creditors TOWER GROUP: Fitch Cuts IDR to 'CC', Rating on Watch Negative TOYS 'R' US: S&P Lowers Rating on $13.09MM Cl. A-1 Certs to 'CCC' TRIGEANT LIMITED: Okayed to Incur $267,874 of Unsecured Financing TXU CORP: 2014 Bank Debt Trades at 30% Off TXU CORP: 2017 Bank Debt Trades at 31% Off VELTI PLC: Closes Sale of Mobile Marketing Business to GSO Capital VERMILLION INC: Larry Feinberg Held 19.9% Equity Stake at Dec. 19 VERMILLION INC: Adam Usdan Held 3.8% Equity Stake at Dec. 19 VERTIS HOLDINGS: Trust Fund Agreement Approved VILLAGE AT KNAPP'S: Banks Object to Cash Collateral Use VILLAGE AT KNAPP'S: US Trustee & FCB Object to Ch. 11 Plan WALKER LAND: Has Access to WF Cash Collateral Until Feb. 12 WATERFRONT OFFICE: Hearing on Cash Use Continued Until Jan. 28 WESTERN FUNDING: Plans Liquidation After Sale to Westlake Services WESTERN FUNDING: Timothy J. Yoo Appointed as Privacy Ombudsman WINDMILL DURANGO: Hearing Today on Cash Collateral Motion WHEATLAND MARKETPLACE: Creditors Have Until Feb. 28 to File Claims * Assignment of Rents Found to Be Inflexible * Trade Group Appeals Credit Card Fee Deal * Companies on Guard for New Legal Pitfalls * U.S. Mortgage Rates Rise to Highest Since September * SAC's Cohen Focus of Trial as Martoma Rebuffs U.S. * Stinson Leonard Street Completes Merger * Two McGlinchey Attorneys Among 2014 Louisiana Super Lawyers * Hawkamah to Hold MENA Colloquium on Restructuring & Insolvency * BOND PRICING -- For Week From Dec. 30, 2013 to Jan. 3, 2014 ********* 250 AZ: Plan Outline Okayed; Confirmation Hearing on Feb. 11 ------------------------------------------------------------ The Hon. Eileen W. Hollowell of the U.S. Bankruptcy Court for the District of Arizona has approved the amended disclosure statement accompanying 250 AZ, LLC's Chapter 11 plan. The hearing to consider the confirmation for the Plan will be held on Feb. 11, 2014, at 11:00 a.m. The last day for filing with the Court written acceptances or rejections of the Plan is fixed at five business days prior to the hearing date set for the confirmation of the Plan. Ballots will be mailed to the proponent of the plan in care of: Firm of Dennis Breen III PLC 4720 N. Oracle Road, Suite 100 Tucson, AZ 85705 As reported in the Nov. 13, 2013 edition of the TCR, the Debtor filed a Chapter 11 plan that proposes to pay the allowed secured claim of the first mortgage holder on each rental property and on the development parcels. Unsecured creditors will each claim pro rata share of funds allocated for the class (a minimum of $10,000 per year over a five-year period). A full-text copy of the First Amended Disclosure Statement dated Nov. 4, 2013, is available for free at: http://bankrupt.com/misc/250_AZ_1ds.pdf About 250 AZ, LLC 250 AZ, LLC, filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 13-00851) in Tucson, Arizona, on Jan. 22, 2013. In its schedules, the Debtor disclosed $25 million in assets and $70.8 million in liabilities. 250 AZ owns an 84.70818% tenant in common interest in a 29-story office building located at 250 East Fifth Street, in Cincinnati, Ohio. The Debtor is represented by Dennis M. Breen, III, Esq., and John E. Olson, Esq. at Breen Olson & Trenton, LLP as counsel. The U.S. Trustee said an official committee of unsecured creditors has not been appointed because an insufficient number of persons holding unsecured claims against the company have expressed interest in serving on a committee. 30DC INC: Had $407,000 Net Loss in Fiscal 2013 ---------------------------------------------- 30DC, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K for fiscal 2013 on Dec. 23, 2013. The late-filed Form 10-K disclosed a net loss of $407,642 on $1.97 million of total revenue for the year ended June 30, 2013, as compared with net income of $32,207 on $2.91 million of total revenue during the prior fiscal year. As of June 30, 2013, the Company had $2.86 million in total assets, $2.13 million in total liabilities and $721,206 in total stockholders' equity. Marcum LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2013. The independent auditors noted that the Company has a working capital deficit and stockholders' deficiency as of June 30, 2012. These conditions raise substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-K is available for free at: http://is.gd/bXvVVm About 30DC Inc. New York-based 30DC, Inc., provides Internet marketing services and related training to help Internet companies in operating their businesses. It operates in two divisions, 30 Day Challenge and Immediate Edge. 386 MAIN STREET: HVAC to Hold Foreclosure Sale on Jan. 22 --------------------------------------------------------- HVAC Products, Inc., holder of a mortgage debt, will foreclose on the real and personal property of 386 Main Street, LLC, and sell the property at Public Auction Sale on January 22, 2014 at 11:00 a.m. at 386 Main Street, Biddeford, Maine. The property consists of parcel of land, together with the buildings thereon, and improvements and fixtures thereof, situated in the City of Biddeford and located at 386 Main Street. The Property will be sold "AS IS, WHERE IS", WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED as to the condition of the Property or the status of title. A bidder who wishes to bid on the Property must submit as a qualification to bid at the auction a deposit of $10,000, in cash, cashier's check or certified check (U.S. funds) to be increased to 10% of the highest bid within five business days following the execution of a Purchase and Sale Agreement. The remaining balance of the purchase price shall be due and payable by wire transfer, bank check, certified check or cashier's check (U.S. funds) at closing. All checks should be made payable to "King Real Estate". In the event that the highest bidder fails to close pursuant to the Purchase and Sale Agreement, the Property will be sold to the next highest bidder willing to purchase the Property or readvertised for sale at the discretion of HVAC. The successful bidder must sign a Purchase and Sale Agreement with HVAC, requiring a closing within 30 days of the date of the public sale. HVAC and the Auctioneer reserve the right to modify or add to the terms of sale. The terms and conditions of sale, including additions to or modifications of the terms set forth, will be announced at the sale. Further information regarding the auction and/or accounting may be obtained by contacting: Michael Jacobson KING REAL ESTATE 367 U.S. Route One Falmouth, ME 04105 Telephone: (207) 781-2958 x111 E-mail: Jacobson@kingrealestate.com HVAC Products, Inc. is represented by: David M. Hirshon, Esq. HIRSHON LAW GROUP, P.C. 208 Fore St., Portland ME 04101 Tel: (207) 619-8550 ALLENS INC: Bain's Sankaty Opposes Auction Procedures ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Sankaty Advisors LLC, an affiliate of Bain Capital Partners LLC, is among second-lien lenders who don't like the way Allens Inc. intends to auction its business of processing canned vegetables. According to the report, Sankaty said in a filing in U.S. Bankruptcy Court in Fayetteville, Arkansas, that proposed auction procedures inhibit its ability to buy the business using $65.6 million in secured debt rather than cash. The second-lien lenders filed papers for a Jan. 6 hearing on approval of procedures for an auction to determine whether a $148 million offer from Seneca Foods Corp. is the best bid for the business. The junior lenders said the cash portion of the bid is "illusory" because the Seneca contract has a working-capital adjustment that will reduce the price to about $100 million. Sankaty said it's not clear that the sale will generate enough to pay off the loan financing the bankruptcy or leave anything for junior secured lenders after produce suppliers entitled to full compensation get paid. Sankaty also objected to sale procedures requiring buyers to provide $12 million in cash to pay some unsecured creditors. The lender also said it's not proper to use sale proceeds to pay $6.5 million in breakup fees and expense reimbursement to Seneca if the money comes out of the second-lien recovery. The junior lenders said they "remain committed" to exercising their credit-bidding rights, which allow them to pay with secured debt rather than cash. Sankaty urged the bankruptcy court to stretch out the sale process. Siloam Springs, Arkansas-based Allens has asked for initial competing bids by Jan. 14, a Jan. 21 auction and a Jan. 24 hearing to approve a sale. About Allens Inc. Siloam Springs, Arkansas-based Allens, Inc., a maker of canned and frozen vegetables in business since 1926, filed for bankruptcy (Bankr. W.D. Ark. Case No. 13-73597) on Oct. 28, 2013, seeking to sell some divisions or reorganize as a new company. The Debtors' proposed counsel are Stan D. Smith, Esq., Lance R. Miller, Esq., and Chris A. McNulty, Esq., at Mitchell, Williams, Selig, Gates & Woodyard, P.L.L.C., in Little Rock, Arkansas; and Nancy A. Mitchell, Esq., Maria J. DiConza, Esq., and Matthew L. Hinker, Esq., at Greenberg Traurig, LLP, in New York. Jonathan Hickman of Alvarez & Marsal North America, LLC, serves as the Debtors' chief restructuring officer. Cary Daniel, Nick Campbell and Markus Lahrkamp of A& serve as assistant CROs. Lazard Freres & Co. LLC and Lazard Middle Market LLC serve as investment bankers, while GA Keen Realty Advisors, LLC, serves as real estate advisor to the Debtors. AMERICAN AIRLINES: Los Angeles Wants Fee Fight in Federal Court --------------------------------------------------------------- Peg Brickley, writing for Daily Bankruptcy Review, reported that Los Angeles wants a long-running battle over hangar fees with American Airlines to continue outside of bankruptcy court now that the airline has emerged from Chapter 11 protection and merged with US Airways Group Inc. According to the report, papers filed in a Manhattan bankruptcy court ask relief from the Chapter 11 plan injunction barring continued legal action against American so Los Angeles can take its case to federal court in California. The dispute over how much American should pay for a leased hangar at Los Angeles International Airport started out in federal court in California seven years ago, attorneys for the city noted, the report related. American has asked a bankruptcy judge to decide the fight and find that it owes nothing to Los Angeles, the report said. The city says it is owed $21.5 million plus interest, a debt Los Angeles insists must be paid as the new American Airlines Group Inc., the company created by the merger, continues to use the hangar. During American's bankruptcy, Los Angeles came to terms with the airline over a number of issues and agreed to allow it to continue using the hangar, the report further related. The settlement left open the amount American owed for disputed costs, however, and there is no deal in sight. 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. In November 2013, AMR and the U.S. Justice Department a settlement of the anti-trust suit. The settlements require the airlines to shed 104 slots at Reagan National Airport in Washington and 34 at LaGuardia Airport in New York. AMR stepped out of Chapter 11 protection after its $17 billion merger with US Airways was formally completed on Dec. 9, 2013. ANDEANGOLD LTD: Has Until March 3 to Cure Payment Default --------------------------------------------------------- AndeanGold Ltd. on Jan. 3 disclosed that the Company has not made the $150,000 payment which was due on December 31, 2013 to Gitennes Exploration Inc. pursuant to the amended Share Sale and Mining Agreement dated May 17, 2012. The Agreement provides the Company with the right to acquire Gitennes' 40% interest in the Urumalqui Ag-Au Project in Peru. Pursuant to the Agreement, the Company has 60 days, until March 3, 2014, to cure the default. AndeanGold has the right to earn a 100% interest in the Project from Gitennes pursuant to an existing Option Agreement (the "60% Option") between the parties dated April 21, 2010 and the Share Sale and Mining Agreement (the "40% interest"). The Company intends to pursue financing alternatives in order to cure the default and retain its right to acquire a 100% interest in the Urumalqui Project. Failure to do so would immediately terminate the Agreement, but would not affect the Company's right to earn a 60% interest in the Project pursuant to the 60% Option. About AndeanGold Ltd. AndeanGold Ltd. is engaged in the acquisition, exploration and potential development of primarily precious metals properties, principally in Peru and Ecuador. The focus of the Company's exploration activities is presently in advancing its Urumalqui Project, as well as pursuing mineral property acquisitions, in Peru. In Ecuador, the Company's activities have been limited to administrative and legal matters due to the Mining Mandate issued by the Ecuador Constituent Assembly on April 18, 2008. In November 2009, President Correa signed the Mining Regulations into law pursuant to the requirements of the new Mines Law, which was passed in January 2009. This was the final legal precursor to the re-initiation of exploration and mining development in Ecuador. The Company has been issued new mining titles under the new Mines law to its three key Ecuadorian projects and has filed the requisite documents with the Ministry of Non-Renewable Natural Resources and Ministry of Environment ("MRNNR") in support of the Company's request to renew exploration programs on its key projects in Ecuador. In September 2012, the Company received authorization from the MRNNR to renew exploration programs on its Curiplaya Project. ANGLO IRISH: Says 2nd Flynn Lawsuit Violates Stay ------------------------------------------------- Law360 reported that representatives of Irish Bank Resolution Corp. Ltd., formerly known as Anglo Irish Bank, said that a second lawsuit in New York federal court in which borrowers claim they were overcharged millions of dollars should be blocked because it violates the automatic stay from the bank's Chapter 15 case in Delaware. According to the report, in an adversary complaint filed in Delaware bankruptcy court, IBRC foreign representatives Eamonn Richardson and Kieran Wallace argued against the Racketeer Influenced and Corrupt Organizations Act complaint filed by a group of borrowers. About Anglo Irish Anglo Irish Bank was an Irish bank headquartered in Dublin from 1964 to 2011. It went into wind-down mode after nationalization in 2009. In July 2011, Anglo Irish merged with the Irish Nationwide Building Society, with the new company being named the Irish Bank Resolution Corporation (IBRC). Standard & Poor's Ratings Services said that it lowered its long- and short-term counterparty credit ratings on Irish Bank Resolution Corp. Ltd. (IBRC) to 'D/D' from 'B-/C'. S&P also lowered the senior unsecured ratings to 'D' from 'B-'. S&P then withdrew the counterparty credit ratings, the senior unsecured ratings, and the preferred stock ratings on IBRC. At the same time, S&P affirmed its 'BBB+' issue rating on three government- guaranteed debt issues. The rating actions follow the Feb. 6, 2013, announcement that the Irish government has liquidated IBRC. The former Irish bank sought protection from creditors under Chapter 15 of the U.S. Bankruptcy Code on Aug. 26, 2013 (Bankr. D. Del., Case No. 13-12159). The former bank's Foreign Representatives are Kieran Wallace and Eamonn Richardson. Its U.S. bankruptcy counsel are Mark D. Collins, Esq., and Jason M. Madron, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware. ARXX CORP: Gets Interim Creditor Protection Under Ch. 15 -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that ARXX Corp., a Canadian maker of insulating concrete forms used in construction, persuaded a bankruptcy court in Delaware to halt all manner of creditor actions in the U.S. According to the report, Cobourg, Ontario-based ARXX initiated proceedings in the Ontario Superior Court of Justice under Canada's Bankruptcy and Insolvency Act on Dec. 5. The primary purpose of the company's Dec. 27 filing under Chapter 15 of the U.S. Bankruptcy Code is to facilitate a sale of the business to Airlite Plastics Co. The Delaware court granted creditor protection three days after the filing and will hold a hearing on Jan. 31 to decide whether ARXX is entitled to permanent Chapter 15 relief. If the petition is granted, the U.S. court can assist the Canadian court in the sale. The Canadian court will administer distributions to creditors. Under procedures approved by the Ontario court, competing bids will be due Jan. 22 for a Jan. 24 auction. The secured lender is Comerica Bank. The company said it has been in default under the bank-loan agreement since May. For the 10 months ended Oct. 31, the company's operating loss was $2.3 million and the net loss was $2.7 million, according to a court filing. The case is In re ARXX Corp., 13-bk-13313, U.S. Bankruptcy Court, District of Delaware (Wilmington). Judge Kevin J. Carey presides over the Chapter 15 case. The Debtor is represented by Matthew Barry Lunn, Esq., at Young, Conaway, Stargatt & Taylor, in Wilmington, Delaware. ASR CONSTRUCTORS: Court OKs Amended Stipulation with Berkley ------------------------------------------------------------ Judge Mark Houle approved an amended stipulation negotiated by ASR Constructors, Inc., with Berkley Regional Insurance Company for authority to use cash collateral and for authority on a postpetition financing. Certain of the Debtor's projects are bonded by Berkley and thus, pursuant to its role as surety and its General Agreement of Indemnity, Berkley claim subrogation and indemnity rights against the Debtor's assets. Fund control accounts were established on each project on which Berkley acted as surety for the Debtor. On April 20, 2011, Barstow Community College District, as owner, entered into a Contract-Agreement for $10,121,500 to construct the Barstow College Wellness Center, at 2700 Barstow Road, Barstow, CA 92311, Architect's Project No. 410-40051 ("BCCD Project") with the Debtor. Berkley, on behalf of the Debtor, issued a Performance Bond and a Payment Bond, Bond No. 0152589 ("Bond") for $10,121,500, in favor of the District in connection with the BCCD Project. The Court-approved amended stipulation of the parties provides that: * The automatic stay is vacated as to Berkley -- and limited to actions necessary for Berkley to satisfy its obligations under the performance and payment bonds issued on behalf of the Debtor. Berkley is granted leave to commence or continue any acts or proceedings necessary and appropriate to implement, protect and secure its subrogation or assignment rights with respect to its bonded projects. * Berkley, as surety, will be authorized to assert all rights it has against the Fund Accounts on a project by project basis, except where the owner/oblige is the same for multiple projects as is the case for two Adelanto projects, including collecting the funds held on its bonded projects and issuing payments for subcontractors and suppliers performing work on each of the bonded projects. * The contract retention funds held in escrow at Citibank, N.A., pursuant to the Citibank Escrow Agreement, relating to the BCCD Project will be returned to the District to be held as retention funds and released at the conclusion of the project pursuant to the terms of the original contract. * Berkley is allowed to continue the BCCD Project to completion, including entering into a Takeover Agreement and Completion Agreement. * Berkley, in its own discretion, is allowed to extend additional financing to the Debtor as it is necessary to carry out and complete the BCCD Project. * If Berkley is required to advance additional sums to the Debtor to cover any shortfalls, Berkley will be entitled to include those payment and performance bond losses as part of its claim in bankruptcy. * Berkley agrees to the Debtor's use of Berkley's cash collateral, namely any accounts receivable collected on Berkley's remaining jobs, to make such payments as are necessary to subcontractors, suppliers, or laborers to complete the work on the Berkley-bonded projects. Contract funds may not and be used for other administrative costs or expenses, including consultants' or attorneys' fees of Berkley, without further review and approval of the Court. Notwithstanding, contract funds may be used for contract management services provided by Benchmark Consulting Services, LLC, incurred as part of the completion efforts on the BCCD Project after the Takeover Agreement became effective. About ASR Constructors ASR Constructors, Inc., filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-25794) on Sept. 20, 2013. The petition was signed by Alan Regotti as president. The Debtor estimated assets and debts of at least $10 million. Judge Mark D. Houle presides over the case. James C Bastian, Jr., Esq., at Shulman Hodges & Bastian, LLP, serves as the Debtor's counsel. The Law Office of John D. Mannerino serves as corporate counsel to the Debtor. Rodgers, Anderson, Malody & Scott LLP CPAs serves as accountant to the Debtor. ATLS ACQUISITION: March 31 Deadline to Decide on Texas, NC Leases ----------------------------------------------------------------- The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware has granted ATLS Acquisition, LLC, et al.'s request to extend until March 31, 2014, the deadline to assume or reject unexpired leases between Liberty Medical Supply, Inc., and (i) Oaklawn Center Ltd., for the real property at 2729 New Boston Road, Suite 36B, Texarkana, Texas, and (ii) Grady G. Byrd Jr. and Grady G. Byrd III, for the real property at 4E Long Shoals Road, Arden, North Carolina. The Court, at the behest of the Debtor, also extended until April 30, 2014, the deadline to assume or reject the lease between Liberty Medical and Healthcare Realty Services, Inc., as agent for HRT of Roanoke, Inc., for the real property at 2157 Apperson Drive, Salem Virginia. About Liberty Medical Entities that own diabetics supply provider Liberty Medical led by ATLS Acquisition, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-10262) on Feb. 15, 2013, just less than three months after a management buy-out and amid a notice by the lender who financed the transaction that it's exercising an option to acquire the business. Liberty has been in business for 22 years serving the needs of both type 1 and type 2 diabetic patients. Liberty is a mail order provider of diabetes testing supplies. In addition to diabetes testing supplies, the Debtors also sell insulin pumps and insulin pump supplies, ostomy, catheter and CPAP supplies and operate a large mail order pharmacy. Liberty operates in seven different locations and has 1,684 employees. Dennis A. Meloro, Esq., at Greenberg Traurig, LLP, serves as the Debtor's counsel; Ernst & Young LLP to provide investment banking advice; and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent for the Clerk of the Bankruptcy Court. An official committee of unsecured creditors has been appointed in the case and consists of LifeScan, Inc., Abbott Laboratories, and Teva Pharmaceuticals USA, Inc. They are represented by Joseph H. Huston Jr., Esq., Maria Aprile Sawczuk, Esq., and Camille C. Bent, Esq., of Stevens & Lee P.C. as well as Bruce Buechler, Esq., S. Jason Teele, Esq., and Nicole Stefanelli, Esq. of Lowenstein Sandler LLP. The Committee has tapped Mesirow Financial Consulting, LLC, as financial advisors. BELO CORP: S&P Withdraws 'BB' CCR Over Gannett Co. Purchase Deal ---------------------------------------------------------------- Standard & Poor's Ratings Services said it withdrew its 'BB' corporate credit rating on Dallas-based TV broadcaster Belo Corp. following the recent purchase of Belo by McLean, Va.-based newspaper publisher and TV broadcaster Gannett Co. Inc. (BB/Positive/--) for $2.215 billion, which includes the assumption (but not guarantee) of all of Belo's $715 million of existing Belo debt. "The rating on Gannett reflects its exposure to unfavorable secular trends affecting newspaper advertising and circulation, and the more stable trends of TV broadcasting, notwithstanding the shift of viewers to alternative media for news and entertainment," said credit analyst Hal Diamond. "We view the company's business risk profile as "fair," according to our criteria, largely because of our expectation that the declines in high-margin newspaper advertising revenue will continue for the foreseeable future as a result of unfavorable industry fundamentals. We view the company's financial risk profile as "significant," because of elevated debt leverage, following the debt-financed acquisition of Belo Corp. We expect that Gannett will reduce debt leverage over the next few years." The rating outlook is positive, reflecting S&P's expectation that Gannett will reduce debt leverage as it gradually realizes acquisition synergies and lowers debt levels. S&P could raise its rating over the medium term to 'BB+' if it become convinced that the company will be able to reduce pro forma debt to trailing- eight-quarter average EBITDA (adjusted for operating leases and underfunded pension obligations and excluding revenue and cost synergies) from the high-3x area to below 3x in 2014 and maintain that level; that the pace of erosion of newspaper revenue will not markedly accelerate; and that Gannett will balance shareholder returns and acquisitions with debt repayment. BENTLEY PREMIER: Pourchot Plan Outline to be Heard on Jan. 21 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Texas has scheduled a hearing on Tuesday, Jan. 21, 2014, at 9:30 a.m. to consider the approval of the Disclosure Statement explaining the Chapter 11 Plan filed by Starside LLC, The Phillip M. Pourchot Revocable Trust on Dec. 6, 2013 for Debtor Bentley Premier Builders, LLC. Interested parties have until Jan. 14 to file any formal objections to the Disclosure Statement. As reported by The Troubled Company Reporter on Dec. 10, 2013, The Phillip M. Pourchot Revocable Trust, as 50% owner of Debtor Bentley Premier Services, LLC, along with unit Starside, LLC, proposed a Chapter 11 plan that contemplates payment of creditors in full and the completion of ongoing construction jobs through the infusion of the necessary capital from Starside and the Pourchot Trust. Under the Trust's Plan, Bentley will emerge with only one owner -- the successful bidder at an auction to be held at or before the confirmation hearing. Absent a third-party, Pourchot will end up taking control of the company as Pourchot and Starside intend to credit bid up to the combined amount of their secured claim. Pourchot claims to be owed at least $26.4 million from the Debtor through cash advances made in 2008 through 2012. Starside, an entity owned by Pourchot, claims to be owed $6.23 million after acquiring the interests of Sovereign Bank on a promissory note. About Bentley Premier Bentley Premier Builders, LLC, is a Texas limited liability company in the business of selling high-end residential lots and building high-quality luxury homes. The Debtor owns and develops lots, primarily in the two subdivisions known as Normandy Estates, which straddles both Denton and Collin Counties, near the intersection of Spring Creek Parkway and Midway Road in Plano, and Wyndsor Pointe, which is located in Frisco off Stonebrook Parkway, one-half mile west of the Dallas North Tollway. The company has 100 vacant residential lots, with listing prices ranging from $150,000 to $900,000. In addition to these vacant lots, the company owns a model house and an Amenities Center in Normandy Estates, two houses in Wyndsor Pointe, some common areas and an approximately 5-acre tract zoned for commercial use. Bentley filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 13-41940) on Aug. 6, 2013 in Sherman, Texas. The Debtor disclosed $35,793,857 in assets and $30,428,782 in liabilities as of the Chapter 11 filing. The Phillip M. Pourchot Revocable Trust (led by co-trustee Phillip M. Pourchot) and Sandy Golgart each hold a 50% member's interest in the Debtor. Ms. Golgart signed the bankruptcy petition. The Debtor sought bankruptcy after Starside LLC, an entity owned by Phillip Pourchot, acquired the note issued to Sovereign Bank for a $7,250,000 loan, and served notice of its attempt to foreclose upon properties securing the note. Gerald P. Urbach, Esq., and Jason A. Katz, Esq., at Hiersche, Hayward, Drakeley & Urbach, P.C., in Addison, Texas, serve as the Debtor's counsel. Judge Brenda Rhoades presides over the case. A chapter 11 trustee was appointed following motions filed by the U.S. Trustee and the Pourchot Trust. Jason R. Searcy, the Chapter 11 trustee, tapped to employ Joshua P. Searcy, Esq., at Searcy & Searcy, P.C. as attorneys, and Gollob, Morgan, Peddy & Co., P.C., as accountants. The deadline to file claims against and interest in the Debtor expired Dec. 5, 2013. Governmental entities have until Feb. 3, 2014, to file proofs of claim. BIG SANDY: Plan Amended; Jan. 7 Confirmation Hearing Set -------------------------------------------------------- Big Sandy Holding Company filed an Amended Chapter 11 Plan dated Nov. 5, 2013, and the plan will be considered in a confirmation hearing scheduled for Jan. 7, 2014 at 9:30 a.m. The Amended Plan essentially provides for the treatment and designation of claims as noted in the original plan -- All four classes of claims are impaired and holders of those claims will receive pro rata distribution of cash from the estate. Holders of Class 1 (General Unsecured Claims), Class 2 (Sub. Debt's Unsecured Claims) and Class 3 (TruPS Unsecured Claims) will recover an estimated 3.25% to 18.25% of the allowed claim amount, while holders of Class 4 (Equity Interests) will recover nothing. The Disclosure Statement to the Amended Plan indicates the scheduled confirmation hearing of Jan. 7, and the plan voting deadline of Dec. 31, 2013. Other updates on the Debtor's history and bankruptcy proceedings since August 2013 are also noted in the amended plan documents. Full-text copies of the Amended Chapter 11 Plan and Disclosure Statement are available for free at: http://bankrupt.com/misc/BIGSANDYamdplan_Nov5.PDF About Big Sandy Holding Founded in 1991, Big Sandy Holding Company is a Colorado corporation registered as a bank holding company under the Bank Holding Company Act of 1956, as amended. Big Sandy is the direct corporate parent of Mile High Banks, a Colorado state chartered Bank. Big Sandy filed for Chapter 11 bankruptcy (Bankr. D. Colo. Case No. 12-30138) on Sept. 27, 2012, to recapitalize the Bank. Bankruptcy Judge Michael E. Romero presides over the case. Michael J. Pankow, Esq., and Joshua M. Hantman, Esq., at Brownstein Hyatt Farber Schreck, LLP, serve as the Debtor's counsel. In its petition, Big Sandy estimated $10 million to $50 million in assets and debts. The petition was signed by Dan Allen, chairman/CEO/president. In February 2013, the Bankruptcy Court authorized Big Sandy to sell substantially all of its assets -- essentially 100% of the issued and outstanding capital stock of its wholly owned bank subsidiary, Mile High Banks -- to Strategic Growth Bancorp Incorporated, the successful bidder. The total consideration includes $5,500,000 (payable via (a) offsetting all amounts outstanding under the DIP Loan Agreement on the closing date, (b) $3,000,000 to the broker and (c) the remaining amounts to the Debtor), the allocation of the tax refund, the assumption of the assumed contract liabilities and the recapitalization of the Bank. The Strategic transaction would recapitalize the Bank in accordance with regulatory requirements -- by up to $90 million. Richard A. Wieland, U.S. Trustee for Region 19, was unable to form an official committee of unsecured creditors in the Debtor's case. CAESARS ENTERTAINMENT: Bank Debt Trades at 5% Off ------------------------------------------------- Participations in a syndicated loan under which Caesars Entertainment Inc. is a borrower traded in the secondary market at 95.47 cents-on-the-dollar during the week ended Friday, Jan. 3, 2014, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents an increase of 0.18 percentage points from the previous week, The Journal relates. Caesars Entertainment Inc. pays 525 basis points above LIBOR to borrow under the facility. The bank loan matures on Jan. 1, 2018, and carries Moody's B3 rating and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 205 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. 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. The Company's balance sheet at Sept. 30, 2013, showed $26.09 billion in total assets, $27.59 billion in total liabilities and a $1.49 billion 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: Settles with Creditors Committee ------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Capitol Bancorp Ltd. reached a settlement with the unsecured creditors' committee, allowing approval of the Chapter 11 plan at a confirmation hearing now set for Jan. 21. According to the report, the bank holding company from Lansing, Michigan, was unable to win approval of the plan at the originally scheduled confirmation hearing in mid-December because classes representing senior noteholders, holders of trust preferred securities, and general unsecured creditors all voted against the plan. Only shareholders and holders of $39,500 in priority claims were in favor of the plan. The settlement modifies the plan by giving no releases to officers and directors. Claims belonging to Capitol are transferred to the liquidating trust for prosecution on behalf of creditors. Officers and directors won't be required to reach into their own pockets to settle suits because the plan will provide that recoveries can be made only from insurance policies. The trust also receives proceeds from sale of Capitol's bank subsidiaries, along with cash. The settlement will resolve appeals the committee was taking from bankruptcy court approval of the sale of the remaining bank subsidiaries to Wilbur Ross's Talmer Bancorp Inc. The committee is also dropping is appeal from approval of a settlement with the Federal Deposit Insurance Corp. 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. CASELLA WASTE: Moody's Alters Outlook to Stable & Affirms B3 CFR ---------------------------------------------------------------- Moody's affirmed Casella Waste Systems, Inc.'s B3 corporate family (CFR) and B3-PD probability of default ratings and revised the ratings outlook to stable from negative due to improved financial performance in recent quarters and Moody's expectation for modest additional improvement through fiscal year-ending April 2015. Moody's also affirmed the B2 ratings on the Maine Revenue bonds and Vermont Pollution Control bonds, and Caa1 rating on the subordinate notes. Outlook Actions: Issuer: Casella Waste Systems, Inc. Outlook, Changed To Stable From Negative Affirmations: Issuer: Casella Waste Systems, Inc. Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD Speculative Grade Liquidity Rating, Affirmed SGL-3 Senior Subordinated Regular Bond/Debenture Feb 15, 2019, Affirmed Caa1 (LGD5, 73%) Issuer: Maine Finance Authority Senior Unsecured Revenue Bonds Jan 1, 2025, Affirmed B2 (LGD3, 35%) Issuer: Vermont Economic Development Authority Senior Unsecured Revenue Bonds Apr 1, 2036, Affirmed B2 (LGD3, 35%) RATINGS RATIONALE Casella's B3 CFR reflect the company's weak financial profile, including high leverage (6.2x Adjusted debt/EBITDA for the twelve months ending October 31, 2013), below industry-average margins (21% EBITDA margins), and modest scale (about $480 million revenue). The company is regionally concentrated in New England and upstate New York and Pennsylvania, leaving the company vulnerable to local price competition and declines in demand for the company's solid waste collection and disposal services. In recent years, due to both challenging industry conditions and strategic decisions, Casella reported high single digit percent revenue declines and 200-300 basis point EBITDA margin erosion. However, in December 2012 the company reorganized its senior management ranks, rolling out a strategy which places greater revenue and margin generation responsibility on local managers instead of the main corporate office. Moody's expects the heightened focus on developing relationships with waste collectors and the more aggressive sales effort will continue driving revenue and margin improvements through fiscal year-ending April 2015. The company maintains a solid collection and disposal market share in its core markets and Moody's expects Casella would leverage a rebound in oil & gas drilling in Pennsylvania, should one develop. The stable outlook reflects an expectation for about 5% revenue growth in the second half of 2014 due reflecting a full year of earnings from the December 2012 acquisition of BBI Waste and other small acquisitions, as well as improved market share. This will be followed by just under 3% revenue growth in 2015, roughly in line with our expectations for the overall solid waste sector coupled with modest acquisition expectation. Seasonal working capital and capex flows should drive 2H 2014 debt reduction leading to leverage below 6.0x; free cash flow driven debt reduction coupled with a modest EBITDA increase in fiscal 2015 should drive leverage closer to 5.0x Expectation for leverage sustained below 5.0x, high single digit percent free cash flow to debt, and EBITDA margin close to 25% would like lead to a ratings upgrade. A resumption of revenue decreasing, free cash flow declining to $0, or uncured covenant violations would likely lead to a ratings downgrade. Moody's views liquidity as adequate as denoted by the SGL-3 rating. The company had about $58 million available on the company's $227.5 million revolving credit facility (unrated) and $5 million unrestricted cash on the balance sheet as of October 31, 2013. Availability should improve somewhat as the most recent quarter is the tightest for liquidity based on seasonal capex. Upon closure of the company's share of the Greenfiber venture, few non-guarantee assets will remain, limiting alternative liquidity sources. The principal methodology used in this rating was the Solid Waste Management Industry published in February 2010. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Casella, based in Rutland Vt., collects and disposes of municipal solid and construction waste, specialty waste primarily from energy drilling activities, and collects, processes and sells recyclable waste. Revenue for the twelve months ending October 31, 2013 was $482 million. CASH STORE: Mickey Dunn Steps Down From Board of Directors ---------------------------------------------------------- The Cash Store Financial Services Inc. on Jan. 3 announced the resignation of Mickey Dunn from the board of directors of Cash Store Financial, effective January 2, 2014. The Company would like to thank Mr. Dunn for his contributions and wishes him every success in his future endeavors. About Cash Store Financial Headquartered in Edmonton, Alberta, The Cash Store Financial is the only lender and broker of short-term advances and provider of other financial services in Canada that is listed on the Toronto Stock Exchange (TSX: CSF). Cash Store Financial also trades on the New York Stock Exchange (NYSE: CSFS). Cash Store Financial operates 512 branches across Canada under the banners "Cash Store Financial" and "Instaloans". Cash Store Financial also operates 25 branches in the United Kingdom. Cash Store Financial is a Canadian corporation that is not affiliated with Cottonwood Financial Ltd. or the outlets Cottonwood Financial Ltd. operates in the United States under the name "Cash Store". Cash Store Financial does not do business under the name "Cash Store" in the United States and does not own or provide any consumer lending services in the United States. Cash Store Financial employs approximately 1,900 associates. The Cash Store incurred a net loss and comprehensive loss of C$35.53 million on C$190.76 million of revenue for the year ended Sept. 30, 2013, as compared with a net loss and comprehensive loss of C$43.52 million on C$187.41 million of revenue for the year ended Sept. 30, 2012. As of Sept. 30, 2013, the Company had C$164.58 million in total assets, C$165.90 million in total liabilities and a C$1.32 million shareholders' deficit. * * * As reported by the Troubled Company Reporter on January 2, 2014, Moody's Investors Service downgraded the Corporate Family and Senior Secured debt ratings of The Cash Store Financial Services Inc. to Caa2 from Caa1 and placed the ratings under review for further possible downgrade. CENGAGE LEARNING: Exit Financing, Seal Approval Sought ------------------------------------------------------ BankruptcyData reported that Cengage Learning filed with the U.S. Bankruptcy Court a motion for entry of an order authorizing the Debtors to (a) enter into engagement letters to obtain exit financing and related fee letters, (b) incur and pay associated fees and expenses and (c) file the exit financing letters under seal. The motion explains, "The Debtors are in the process of soliciting votes on their Plan, which the Court will consider at the February 24, 2014 confirmation hearing. In preparation for emergence from chapter 11, the Debtors have focused their efforts on procuring the exit financing necessary to consummate the Plan and to provide sufficient working capital to the reorganized Debtors for their business operations and other general corporate purposes...Following good-faith, arm's-length negotiations with multiple financial institutions, the Debtors reached agreement on certain exit financing terms, as documented in the Engagement Letters, and related Fee Letters with the Arranger Parties. The Arranger Parties have agreed to use their commercially reasonable efforts to structure, arrange, and syndicate: (a) up to $250 million of financing in the form of an ABL exit revolver facility (the 'Exit Revolver Facility'); and (b) a term loan facility in an amount between $1.5 billion and $1.75 billion (the 'Term Loan Facility'). In the event the Debtors are unable to obtain the Term Loan Facility on the terms set forth in the Engagement Letters, the Debtors will seek a combination of a term loan facility and secured notes, (the 'Term Loan/Notes Facility,' and together with the Exit Revolver Facility, the 'Exit Financing')....In light of the significant efforts that will need to be expended before emergence to syndicate and arrange the Exit Financing, and consistent with their mandate of maximizing the value of these estates and recoveries for all stakeholders, the Debtors seek authority to immediately enter into the Exit Financing Letters to commence syndication by January 15, 2014 and ensure the availability of exit financing necessary to consummate the Plan in March 2014. Absent authority to commence syndication by January 15, 2014, the Debtors' emergence from bankruptcy in early March 2014 will likely be at risk given the substantial amount of time required to successfully syndicate exit financing. As explained herein, the Debtors believe that entering into the Exit Financing Letters as contemplated in this Motion represents a sound exercise of the Debtors' business judgment and is in the best interests of the Debtors and their estates. Additionally, because the Exit Financing Letters contain detailed proprietary information that is considered by the counterparties and other similarly-situated banks to be highly sensitive, confidential and not typically disclosed to the public or made available to competing financial institutions, the counterparties to the Exit Financing Letters required that the Debtors use commercially reasonable efforts to prevent information contained in the Exit Financing Letters from becoming publicly available. Accordingly, the Debtors seek the authority to file the Exit Financing Letters under seal." The Court scheduled a Jan. 9, 2014 hearing on the motion. 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 providing them with appropriate time to conduct diligence, and discuss their conclusions on, among other things, the value of those sources of potential recoveries. CHEYENNE HOTELS: U.S. Trustee Seeks Case Dismissal of LLC Unit -------------------------------------------------------------- The U.S. Trustee for Region 19 seeks the dismissal of the Chapter 11 case of Cheyenne Hotels, LLC. Daniel J. Morse, as Assistant U.S. Trustee, tells the Bankruptcy Court that Debtor Cheyenne Hotels has been afforded the protections of the Bankruptcy Code for over two years but has failed to confirm a Chapter 11 Plan. Meanwhile, the bankruptcy estate continues to accrue administrative expenses, including professional fees, which are diminishing the bankruptcy estate. For these reasons, the U.S. Trustee contends that "cause" has been established under Sec. 1112(b) of the Bankruptcy Code. Dismissal of the case is also appropriate as there appears to be few assets that can be administered for the benefit of unsecured creditors, the U.S. Trustee adds. About Cheyenne Hotels Cheyenne Hotels LLC, which owns and operates the Hampton Inn & Suites in Colorado Springs, Colorado, filed for Chapter 11 bankruptcy (Bankr. D. Colo. Case No. 11-37518) on Nov. 25, 2011. Judge A. Bruce Campbell presides over the case, taking over from Judge Michael E. Romero. Thomas F. Quinn, Esq., at Thomas F. Quinn PC, serves as the Debtor's counsel. Cheyenne Hotels estimated $10 million to $50 million in both assets and debts. The petition was signed by Tanveer Khan, manager. Affiliate Cheyenne Hotel Investments LLC filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 11-25379) on June 28, 2011, disclosing assets of $12,912,702 and liabilities of $8,074,325 as of the Petition Date. Thomas F. Quinn, Esq., also represents the Debtor. No committee of creditors or equity security holders has been appointed in the Debtors' cases. CLEAR CHANNEL: Bank Debt Trades at 3% Off ----------------------------------------- Participations in a syndicated loan under which Clear Channel Communications is a borrower traded in the secondary market at 96.90 cents-on-the-dollar during the week ended Friday, Jan. 3, 2014, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents an increase of 0.25 percentage points from the previous week, The Journal relates. Clear Channel Communications pays 365 basis points above LIBOR to borrow under the facility. The bank loan matures on Jan. 30, 2016, and carries Moody's Caa1 rating and Standard & Poor's CCC+ rating. The loan is one of the biggest gainers and losers among 205 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. About Clear Channel Communications San Antonio, Texas-based Clear Channel Communications, Inc., an indirect subsidiary of CC Media Holdings, Inc. (OTCBB: CCMO), is one of the leading global media and entertainment companies specializing in radio, digital, outdoor, mobile, live events, and on-demand entertainment and information services for local communities and providing premier opportunities for advertisers. CC Media Holdings Inc. -- http://www.ccmediaholdings.com/-- is a global media and entertainment company. Its businesses include radio and outdoor displays. 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. COLOR STAR: Has Interim Authority to Use Cash Collateral -------------------------------------------------------- Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the Eastern District of Texas, Sherman Division, gave Color Star Growers of Colorado, Inc., Vast, Inc., and Color Star, LLC, interim authority to use collateral securing their prepetition indebtedness to pay necessary operating expenses. The Debtors' ability to use Cash Collateral under the Interim Order will terminate on Jan. 7, 2014. The final hearing on the motion is scheduled to take place on Jan. 6, at 3:30 p.m. The Debtors intend to use approximately $2.5 million during the interim period to continue their operations and to continue planting crops for spring 2014. Without the immediate use of cash collateral, the Debtors may have to cease operations, which could result in certain companies attempting to offset damages against amounts owed to the Debtors, and would greatly reduce the value of the Debtors' business as it would no longer be an ongoing enterprise. A full-text copy of the Interim Cash Collateral Order is available for free at http://bankrupt.com/misc/COLORcashcolord.pdf Color Star Growers of Colorado, Inc., and two affiliates sought Chapter 11 protection (Bankr. E.D. Tex. Case Nos. 13-42959 to 13-42961) on Dec. 15, 2013, in Sherman, Texas. The petitions were signed by Brad Walker, chief restructuring officer. The Debtors estimated assets of at least $10 million and liabilities of at least $50 million. Evan R. Baker, Esq., at Gardere Wynne Sewell LLP, serves as the Debtors' counsel. COLOR STAR: Proposes to Sell Assets ----------------------------------- Color Star Growers of Colorado, Inc., Vast, Inc., and Color Star, LLC, seek authority from the U.S. Bankruptcy Court for the Eastern District of Texas, Sherman Division, to sell all or substantially all of their assets and conduct an auction to consider the best and highest bid for the assets. The Debtors are hoping to close on any sale of their assets on or before Jan. 7, 2014. According to court documents, the Debtors have been unable to negotiate an acceptable out-of-court transaction under their current capital and operating structure. The Debtors seek to sell their assets in a single sale to a single bidder, or in multiple sales to multiple bidders if the sales result in a higher or better offer. Color Star Growers of Colorado, Inc., and two affiliates sought Chapter 11 protection (Bankr. E.D. Tex. Case Nos. 13-42959 to 13-42961) on Dec. 15, 2013, in Sherman, Texas. The petitions were signed by Brad Walker, chief restructuring officer. The Debtors estimated assets of at least $10 million and liabilities of at least $50 million. Evan R. Baker, Esq., at Gardere Wynne Sewell LLP, serves as the Debtors' counsel. COLOSSUS MINERALS: In Talks with Note Holders on Potential Default ------------------------------------------------------------------ After announcing the termination of a financing previously announced on December 18, 2013, Colossus Minerals Inc. has held discussions with a group of holders of Convertible Gold Linked Notes in relation to the anticipated failure of the Company to pay interest on the Notes on December 31, 2013 and the consequential default under the Notes that would result from the Company's inability to rectify such failure before January 10, 2014. On December 31, 2013 the Company received a proposal from these noteholders and Sandstorm Gold Limited which, if implemented would offer the Company the ability to carry on business activities past December 31, 2013 with a view to its potential sale or future recapitalization. However, existing holders of common shares would experience massive dilution to the point where they would, in aggregate, hold approximately 1.7% of the outstanding common shares after giving effect to the terms of the proposal. The proposal is being considered by the Company's directors and discussions are continuing. Holders of Notes and the common shares are cautioned that the transactions herein are currently at the discussion stage and completion is subject to many factors such as the execution of board approval, the negotiation and execution of definitive documentation, court approval and regulatory approval. There can be no assurance that any transaction will be completed on the terms described herein, or that existing shareholders will ultimately receive or retain any value. In order to conserve its cash resources the Company is in the process of laying off approximately 400 workers at the Serra Pelada Project and has placed the project on a care and maintenance status. It is also significantly reducing the number of employees at the Toronto office. Headquartered in Toronto, Canada, Colossus Minerals Inc. -- http://www.colossusminerals.com-- is a development stage mining and exploration company, engages in the acquisition and exploration of mineral properties. The company primarily holds a 75% interest in the Serra Pelada Mine, a gold-platinum-palladium project, which covers an area of approximately 100 hectares and is located in Para, Brazil. Colossus Minerals Inc. was founded in 2006. COLUMBUS EXPLORATION: Ira Kane Named as Receiver ------------------------------------------------ The Franklin County Court of Common Pleas appointed Ira O. Kane as receiver to operate Recovery Limited Partnership and Columbus Exploration LLC. Each creditor or other claimant of RLP or CX that wishes to receive any recovery in respect of those claims were required to submit a proof of claim, together with any and all pertinent information and documentation establishing the validity of the claim, to the Receiver no later than Dec. 20, 2013. The Receiver may be reached at: Ira O. Kane, Receiver 41 S. High St., Suite 3500 Columbus, OH 43215 Tel: 614-324-5085 CONSTAR INTERNATIONAL: Final DIP Hearing on Jan. 9 -------------------------------------------------- Constar International Holdings, LLC, et al., obtained interim authority from the U.S. Bankruptcy Court for the District of Delaware to obtain postpetition loans from Wells Fargo Capital Finance, LLC, in its capacity as agent for itself and a consortium of lenders. The Debtors also have interim authority to enter into a note purchase facility with Wilmington Trust, as agent; Sola Ltd., Ultra Master Ltd., Northeast Investors Trust, JP Morgan High Yield Fund, JP Morgan Strategic Income Opportunities Fund, as purchasers; Constar, Inc., Constar International LLC, Constar Foreign Holdings, Inc., BFF, Inc., and DT, Inc., each as issuers; and Constar Group, Inc. and each of its subsidiaries other than Constar International Holland (Plastics) B.V., as guarantors. The Debtors asserted in court papers that they have an immediate need to obtain the postpetition financing in order to, among other things, permit the orderly continuation of the operation of their businesses, minimize the disruption of their business operations, and preserve and maximize the value of the assets of the Debtors' bankruptcy estate in order to maximize the recovery to all creditors of the estate. In addition to the postpetition financing, the Debtors also sought and obtained interim authority to use the collateral securing their prepetition indebtedness. A full-text copy of the Interim DIP Order is available for free at http://bankrupt.com/misc/CONSTARdipord.pdf The hearing to consider final approval of the motion is scheduled for Jan. 9, 2014, at 1:00 p.m. (prevailing Eastern time). Objections are due Jan. 6. The Revolving Agent is represented by Laura Davis Jones, Esq. -- ljones@pszjlaw.com -- at Pachulski, Stang, Ziehl, Young & Jones, P.C., in Wilmington, Delaware; and Andrew M. Kramer, Esq. -- akramer@otterbourg.com -- at Otterbourg, Steindler, Houston & Rosen, P.C., in New York. Certain of the DIP Note Purchasers are represented by Patrick J. Nash, Esq. -- patrick.nash@kirkland.com -- at Kirkland & Ellis LLP, in Chicago, Illinois; and Brian E. Schartz, Esq. -- brian.schartz@kirkland.com -- at Kirkland & Ellis LLP, in New York. Wilmington Trust, as DIP Note Agent, is represented by Ronald L. Cohen, Esq. -- cohen@sewkis.com -- at Seward & Kissel LLP, in New York. About Constar International Privately-held Constar International Holdings and nine affiliated debtors filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13281) on Dec. 19, 2013. The company, which manufactures plastic containers, is represented by Robert S. Brady of Young, Conaway, Stargatt & Taylor. This is Constar International's third bankruptcy. Constar first filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08- 13432) in December 2008, with a pre-negotiated Chapter 11 Plan and emerged from bankruptcy in May 2009. Constar and its affiliates returned to Chapter 11 protection (Bankr. D. Del. Case No. 11- 10109) on Jan. 11, 2011, with a pre-negotiated Chapter 11 plan and emerged from bankruptcy in June 2011. The new petition listed assets worth less than $100 million against $123 million on three layers of secured debt. CONSTAR INTERNATIONAL: Proposes to Sell U.K. Assets --------------------------------------------------- Constar International Holdings, LLC, et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to sell all or substantially all of the assets of Debtor Constar International U.K. Limited. According to court documents, the U.K. assets were not included in Amcor Rigid Plastics USA, Inc.'s offer to acquire certain of the Debtors' assets. As of Dec. 23, there were no stalking horse bidder for the Debtors' U.K. assets. To facilitate an orderly sale process, certain of the Debtors? secured lenders have agreed to fund the operations of Debtor Constar International U.K. Limited as part of a proposed debtor in possession financing facility for a very limited time. The funding will allow the Debtors to continue operating Constar International U.K. Limited, preserving its going concern value and consequently maximizing the potential sale price at the Auction. The Debtors propose that interested bidders must submit qualified bids on or before Jan. 22, 2014. If two or more qualified bids are received, an auction will be held on Jan. 24, or two business days after the bid deadline. The Debtors propose that a hearing to consider approval of the sale be held on Jan. 27. About Constar International Privately-held Constar International Holdings and nine affiliated debtors filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13281) on Dec. 19, 2013. The company, which manufactures plastic containers, is represented by Robert S. Brady of Young, Conaway, Stargatt & Taylor. This is Constar International's third bankruptcy. Constar first filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08- 13432) in December 2008, with a pre-negotiated Chapter 11 Plan and emerged from bankruptcy in May 2009. Constar and its affiliates returned to Chapter 11 protection (Bankr. D. Del. Case No. 11- 10109) on Jan. 11, 2011, with a pre-negotiated Chapter 11 plan and emerged from bankruptcy in June 2011. The new petition listed assets worth less than $100 million against $123 million on three layers of secured debt. CONSTAR INTERNATIONAL: Can Continue to Operate under Chap. 11 ------------------------------------------------------------- Judge Christopher Sontchi of the U.S. Bankruptcy Court for the District of Delaware entered an order authorizing Constar International Holdings, LLC, et al., to operate their business and implement the automatic stay. Pursuant to the order, all parties are restrained and enjoined from commencing or continuing any judicial or administrative proceeding against the Debtors or enforcing against the Debtors any judgment obtained before the Petition Date, which judgment may have potential impact on the Debtors' operations. About Constar International Privately-held Constar International Holdings and nine affiliated debtors filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13281) on Dec. 19, 2013. The company, which manufactures plastic containers, is represented by Robert S. Brady of Young, Conaway, Stargatt & Taylor. This is Constar International's third bankruptcy. Constar first filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08- 13432) in December 2008, with a pre-negotiated Chapter 11 Plan and emerged from bankruptcy in May 2009. Constar and its affiliates returned to Chapter 11 protection (Bankr. D. Del. Case No. 11- 10109) on Jan. 11, 2011, with a pre-negotiated Chapter 11 plan and emerged from bankruptcy in June 2011. The new petition listed assets worth less than $100 million against $123 million on three layers of secured debt. DETROIT, MI: Creditors Fight New Swaps Settlement ------------------------------------------------- Nathan Bomey, writing for The Detroit Free Press, reported that several major creditors are expected to contest a new settlement between Detroit and two global banks to pay off a disastrous debt deal when a trial over the proposed settlement resumes Jan. 3. According to the report, the city agreed Dec. 24 to a new settlement with UBS and Bank of America Merrill Lynch to pay off a pension debt interest-rate transaction called "swaps" with $165 million in newly borrowed cash. The new deal, brokered in a federal mediation session with U.S. District Chief Judge Gerald Rosen, amounted to a $65-million discount over a previous settlement of $230 million, the report related. The city has argued that getting rid of the swaps would free up cash flow to reinvest in public safety and blight removal, while also removing restrictions over the use of its vital casino tax revenue, the report said. The original swaps settlement collapsed last month after U.S. Bankruptcy Judge Steven Rhodes questioned the city's decision to pay $230 million to settle the $293-million swaps transaction, suggesting the deal might be too generous to the banks, the report further related. About City of 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: Ambac Continues Objecting to Swap Settlement --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that even though Detroit used mediation to save $65 million in terminating a swap agreement, Ambac Assurance Corp. is still opposed, saying the city should sue instead and void the agreement entirely as a violation of state law. According to the report, originally, the settlement would have cost $230 million. It was reduced to $165 million through mediation. The mediators, both federal judges, recommended that the bankruptcy court approve the settlement. Originally, the city was to borrow $350 million to pay off the swap, using the remainder for infrastructure improvements. Midway through proceedings for approval of the loan and swap payoff, U.S. Bankruptcy Judge Steven Rhodes suspended the hearing and sent the parties to mediation. The new settlement, if Judge Rhodes approves, will allow Detroit to invest $120 million in infrastructure while reducing a loan from $350 million to $285 million. About City of 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. About Ambac Financial Ambac Financial Group, Inc., headquartered in New York City, is a holding company whose affiliates provided financial guarantees and financial services to clients in both the public and private sectors around the world. Ambac Financial filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-15973) in Manhattan on Nov. 8, 2010. Ambac's bond insurance unit, Ambac Assurance Corp., is being restructured by state regulators in Wisconsin. AAC is domiciled in Wisconsin and regulated by the Office of the Commissioner of Insurance of the State of Wisconsin. The parent company is not regulated by the OCI. Bank of New York Mellon Corp., as trustee to seven different types of notes, is listed as the largest unsecured creditor, with claims totaling about US$1.62 billion. The Blackstone Group LP is the Debtor's financial advisor. Kurtzman Carson Consultants LLC is the claims and notice agent. KPMG LLP is tax consultant to the Debtor. Anthony Princi, Esq., Gary S. Lee, Esq., and Brett H. Miller, Esq., at Morrison & Foerster LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Lazard Freres & Co. LLC is the Committee's financial advisor. Bankruptcy Judge Shelley C. Chapman entered an order confirming the Fifth Amended Plan of Reorganization of Ambac Financial Group, Inc. on March 14, 2012. The Plan provides for the full payment of secured claims and 8.5% to 13.2% recovery for general unsecured claims. The second modified version of the confirmed Plan was declared effective on May 1, 2013, with Ambac obtaining bankruptcy court approval of a $100+ million claims settlement with the Internal Revenue Service. DOLAN CO: Appoints Kevin Nystrom as Chief Restructuring Officer --------------------------------------------------------------- The Dolan Company on Jan. 2 disclosed that it has appointed Kevin Nystrom, managing director of Zolfo Cooper, as its chief restructuring officer. Nystrom will report to the company's board of directors and will have oversight responsibility for the company's operations and finances. As part of these responsibilities, he will be actively engaged with the company's senior lenders, including Bayside Capital, which now holds participation interests covering a majority of the indebtedness outstanding under the company's senior credit facility. "We are pleased to be adding such an experienced and capable professional to our team," said James P. Dolan, chairman, chief executive officer and president. "Kevin will play a very important role in our efforts to stabilize our finances and strengthen our businesses. I look forward to working closely with him as we move forward." The Dolan Company also said that it received a continued listing standards notice from the New York Stock Exchange because the price of its common stock has fallen below the exchange's minimum share price rule. The NYSE requires the average closing price of a listed security to be at least $1.00 per share over a consecutive 30 trading-day period. The Dolan Company is a provider of professional services and business information to legal, financial and real estate sectors in the United States. The Company operates through two operating divisions: its Professional Services Division and its Business Information Division. Its Professional Services Division consists of two segments: mortgage default processing services and litigation support services. Its Business Information Division produces legal publications, business journals, court and commercial media, other online information products and services, and operates Websites and produces events for targeted professional audiences in 21 geographic markets across the United States. EASTERN HILLS: PNC Equipment Supports Conversion to Chapter 7 ------------------------------------------------------------- Creditor PNC Equipment Finance, LLC, supports the U.S. Trustee's motion asking the U.S. Bankruptcy Court for the Northern District of Texas to convert the Chapter 11 case of Eastern Hills Country Club to one under Chapter 7 of the Bankruptcy Code. As reported by the Troubled Company Reporter on Dec. 26, 2013, the U.S. Trustee stated that cause exists for conversion of the Debtor's case because, among other things: (i) the Debtor has not complied with its fiduciary duties, and because the Debtor's operations are insufficient to support a plan of reorganization; (ii) the Debtor's operating reports appear less than reliable as they fail to provide an accurate account of post-petition liabilities; and (iii) the Debtor has failed to remain current on adequate protection payments and is not in compliance with its postpetition tax reporting obligations. The Texas Comptroller of Public Accounts and the Texas Workforce Commission also support the U.S. Trustee's motion. On Nov. 15, 2013, the Court entered its order granting the amended motion of PNC for leave to exam the Debtor under Bankruptcy Rule 2004. On Nov. 18, 2013, PNC took the depositions of Gordon Wayne Bass, the former Director of Golf Operations for the Debtor; and the deposition of James David Harvey, the President of the Debtor. PNC, in a court filing dated Dec. 18, 2013, claimed that there is no chance of the Debtor obtaining confirmation of a Chapter 11 Plan. "There appears to be little management oversight of the operations of the Debtor. The Debtor is not filing required tax returns and not paying its post-petition taxes when due, and is not in a position to pay the real estate taxes when due. As set forth in the Response of the Texas Comptroller of Public Account to the Motion of the U.S. Trustee, the Debtor has paid no post- petition sales taxes and no post-petition unemployment taxes. The Debtor has insufficient cash flow to pay its post-petition debts and obligations," PNC said. "Mr. Gordon testified that he had quit his employment as Director of Golf Operations several weeks prior to his deposition. It appears from the depositions of Mr. Gordon and Mr. Harvey, that there is currently no employee of the Debtor managing golf operations, notwithstanding it is a golf course," PNC stated in the Dec. 18 filing. According to PNC, Mr. Harvey testified that: (i) the Debtor had not deposited the 941 taxes for wages paid in October 2013; and (ii) ad valorum taxes due for 2013, which are delinquent if not paid by Jan. 31, 2014, had not been paid. Mr. Harvey testified that these taxes are approximately $27,000, and claimed that the Debtor would be able to raise the $27,000 for taxes from "events, people re-upping their memberships." According to the Schedules filed by the Debtor, the real property of the Debtor has a value sufficient to pay all creditors in full, if sold now. The Debtor has not filed operating reports for the months of October and November 2013. About Eastern Hills Eastern Hills Country Club filed a bare-bones Chapter 11 petition (Bankr. N.D. Tex. Case No. 13-33123) in Dallas on June 21, 2013. The Debtor estimated at least $10 million in assets and less than $1 million in liabilities. The petition was signed by David Harvey as president. Judge Stacey G. Jernigan presides over the case. Richard W. Ward, Esq., serves as the Debtor's counsel. According to Web site, http://www.easternhillscc.com,the Eastern Hills Country Club in Garland Texas, was established in 1954 and boasts a Ralph Plummer designed 18-hole golf course, 5,000 sq. foot putting green, practice facility, and driving range. The golf course has been home of the Texas Womens Open since 2011. The Department of the Treasury, Internal Revenue Service, the State of Texas and VGM Financial Services, 1111 W. San Marnan, Waterloo, IA 50701 assert interest on inventory, accounts receivable and proceeds. EDISON MISSION: Begins Solicitation of Plan Votes ------------------------------------------------- Edison Mission Energy and 19 of its wholly owned subsidiaries, including Midwest Generation, LLC, on Dec. 19, 2013, filed with the Bankruptcy Court solicitation versions of their amended joint plan of reorganization and a related amended disclosure statement pursuant to the Bankruptcy Code. Copies of the Plan and Disclosure Statement are available at: http://is.gd/Trqc62 http://is.gd/8g9qP2 The Debtors recommend that their stakeholders refer to the limitations and qualifications included in the Plan and the Disclosure Statement, as applicable, with respect to the information contained therein. Information contained in the Plan and the Disclosure Statement is subject to change, whether as a result of amendments to the Plan and Disclosure Statement, actions of third parties, or otherwise. The Bankruptcy Court entered an order approving the Disclosure Statement on Dec. 19, 2013, allowing the Debtors to commence solicitation of Plan votes. Creditors entitled to vote on the Plan may cast their ballots on or before Jan. 29, at 5 p.m. The Debtors will return to the Bankruptcy Court Feb. 17 to seek confirmation of the Plan. The Debtors cautioned that the Plan will become effective only if it receives the requisite stakeholder approval, if confirmed by the Bankruptcy Court, and if certain terms and conditions are satisfied or waived. There can be no assurance that the Debtors' stakeholders will vote to accept the Plan, that the Bankruptcy Court will confirm the Plan, or that the plan will be consummated. In November 2013, Edison Mission Energy filed a reorganization plan to carry out a sale of its business to NRG Energy Inc. NRG, based in Princeton, New Jersey, will pay $2.64 billion, including $2.29 in cash billion and $350 million in stock. The plan calls for secured creditors and unsecured creditors of the operating companies to be paid in full. Unsecured creditors of Santa Ana, California-based EME will split what remains of the purchase price and the NRG stock. EME's subordinated creditors receive nothing under the plan. 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. 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 James H.M. Sprayregen, P.C., Esq., David R. Seligman, P.C., Esq., Sarah H. Seewer, Esq., Brad Weiland, Esq., and Joshua A. Sussberg, Esq., at Kirkland & Ellis LLP. Counsel to Debtor Camino Energy Company is David A. Agay, Esq., and Joshua Gadharf, 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. ENDICOTT INTERCONNECT: Files 1% Liquidating Chapter 11 Plan ----------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Endicott Interconnect Technologies Inc., a defunct producer of printed circuit boards and "advanced flip chips," filed a liquidating Chapter 11 plan in December estimated to provide a recovery of 1 percent to 2 percent for unsecured creditors with about $35 million in claims. According to the report, Endicott filed for Chapter 11 reorganization in July and sold the business to an insider group including a company owned by minority shareholder James T. Matthews. The contract price included a fund, now $400,000, to pay for the Chapter 11 effort. In addition, the buyer gave the company an $850,000 note. Proceeds from the note will be paid to creditors under the plan over the five-year term of the note. The insiders hold a $32 million debt against Endicott. They are subordinating the note to recoveries by other unsecured creditors. To buy the business, the purchaser also assumed a $6.1 million secured term loan. About Endicott Interconnect Endicott Interconnect Technologies, Inc., and its affiliates filed a Chapter 11 petition (Bankr. N.D.N.Y. Case No. 13-bk-61156) in Utica, New York, on July 10, 2013, to sell the business before cash runs out by the end of September. David W. Van Rossum is the Debtors' sole officer. Bond, Schoeneck & King, PLLC, is counsel to the Debtor. Based in Endicott, New York, and formed in 2002, EIT is the successor to the microelectronics division of IBM Corp. The products are used in aerospace, defense and medication applications, among others. The Company sought Chapter 11 bankruptcy protection after suffering $100 million in operating losses in the last four years. In addition to $16 million in secured claims, trade suppliers are owed $34 million. There is another $32 million owing for loans made by shareholders. The Company said the book value of property is $36 million. An official committee of unsecured creditors has been appointed in the case with Avnet Electronics Marketing, Arrow Electronics, Inc., Acbel Polytech, Inc., Cadence Design Systems, Inc., Orbotech, Inc., Tyco Electronics, and High Performance Copper Foil, Inc. as members. The committee is represented by Arent Fox LLP. The official creditors' committee said there could be $20.8 million in claims to bring against insiders. In August, the judge authorized the committee to conduct an investigation of the insiders. ENERGYTEC INC: Court Finds Loophole in Sales Free & Clear of Liens ------------------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a buyer of property at a bankruptcy sale free of liens must object if the validity of a lien is left undecided, otherwise a later appeal finding the lien valid isn't moot, the U.S. Court of Appeals in New Orleans ruled on Dec. 31. According to the report, the opinion in substance finds a loophole in Section 363(m) of the Bankruptcy Code which provides that approval of a sale, not stayed pending appeal, can't be modified on appeal unless the sale-approval order was stayed pending appeal. The case involved the sale of a pipeline in which a creditor claimed to have a security interest coupled with a covenant running with the land. At the time of the sale, the bankruptcy judge said the validity of the security interest would be decided later. The buyer didn't object to deferral of a ruling on the lien's validity and completed the sale. A year later, the bankruptcy judge ruled that the sale was free of the creditor's lien. The district court affirmed. The buyer told the U.S. Court of Appeals for the Fifth Circuit in New Orleans that the appeal was moot under Section 363(m) because the sale hadn't been enjoined pending appeal. U.S. Circuit Judge Leslie H. Southwick, writing for a three-judge panel, concluded that the appeal wasn't moot. Judge Southwick said the buyer in substance waived protection from Section 363(m) by failing to object and closing the sale. Judge Southwick distinguished this case from a 2010 case in the U.S. Court of Appeals in New York, WestPoint Stevens v. Aretex. In WestPoint, the court found that the buyer wouldn't have completed the sale without protection from Section 363(m). Judge Southwick said the buyer in the new case "did agree to consummate the sale" even though the validity of the lien was to be decided later. The judge said the buyer "accepted the risk" that the lien would survive. On the merits, Judge Southwick also reversed the lower court and found that the interest was one that ran with the land under Texas law. The case was returned to the lower courts to determine whether the security interest was still one in which the creditor could be forced under Section 363(f)(5) to accept money in lieu of the security interest. The case is Newco Energy v. Energytec Inc., 12-41162, U.S. Court of Appeals for the Fifth Circuit (New Orleans). Energytec, Inc., filed for bankruptcy protection before the U.S. Bankruptcy Court for the Eastern District of Texas (Sherman) in May 2009. Energytec has $1.5 million in financing from Red River Resources Inc. to fund its Chapter 11 case, Bloomberg's Bill Rochelle said. The Plano, Texas-based Energytec Inc. is an oil and gas producer that redevelops mature properties in Texas and Wyoming. Energytec and affiliate Comanche Well Service Corporation filed for Chapter 11 on May 13 (Bankr. E.D. Texas Case No. 09-41477). In its Chapter 11 petition, Energytec listed assets of $33.7 million against debt totaling $12.5 million. EWGS INTERMEDIARY: May Use Cash Collateral Thru February Next Year ------------------------------------------------------------------ Judge Mary Walrath approved a first amendment to the Final Order authorizing EWGS Intermediary, LLC, et al., access to postpetition financing and cash collateral of secured prepetition lenders. The Debtors, along with the Creditors Committee and the postpetition lenders, have agreed to modifications to the DIP Financing Documents given that the Debtors negotiated the sale of their assets to a joint contractual joint venture comprised of Hilco Merchant Resources, LLC and GWNE, Inc. Accordingly, the First Amended DIP Order provides that at the closing of the Sale, the Debtors will cause to be paid (i) to the DIP Agent all outstanding principal, interest, fees, costs and expenses under the DIP Credit Agreement, and (ii) to counsel for the DIP Agent, all accrued and unpaid fees and costs incurred by DIP Agent in connection with the bankruptcy case. The Debtors are also authorized to utilize cash collateral to facilitate their ability to winddown the estates through the earlier of (i) the release of the "Excess Proceeds Amount" from escrow; (ii) Feb. 15, 2014; or (iii) the "Notification Date" having passed with no Reimbursement Rights asserted by the Purchaser. The DIP Credit Facility and the DIP Lenders' commitments and obligations to fund under the DIP Credit Agreement will terminate at the closing of the Sale. About EWGS Intermediary EWGS Intermediary and Edwin Watts Golf Shops, which operate as an integrated, multi-channel retailer, offering brand name golf equipment, apparel and accessories, filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-12876). They are represented by Domenic E. Pacitti, Esq., and Michael W. Yurkewicz, Esq., at Klehr Harrison Harvey Branzburg LLP, in Wilmington, Delaware. The Debtors tapped Bayshore Partners LLC as their investment banker, FTI Consulting, LLC, as their financial advisors, and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent. The Company indicates total assets greater than $100 million on its Chapter 11 petition. As reported in the Troubled Company Reporter on Nov. 26, 2013, Edwin Watts Golf Shops LLC, which sells golf equipment and clothing online and through 90 U.S. retail stores, won court approval of procedures for a bankruptcy sale process without having a lead bidder under contract. PNC Bank, National Association, the DIP Agent, is represented by Regina Stango Kelbon, Esq., at Blank Rome LLP, in Wilmington, Delaware. FAIRMONTH GENERAL: Claims Bar Date Set for Feb. 14 -------------------------------------------------- The Hon. Patrick M. Flatley of the U.S. Bankruptcy Court for the Northern District of West Virginia set Feb. 14, 2014, as the deadline for creditors other than a governmental entity to file proofs of claim against Fairmont General Hospital, Inc., and its subsidiaries. The Court set March 14, 2014, as the deadline for government entities to file proofs of claim against the Debtors. About Fairmont General Fairmont General Hospital Inc. and Fairmont Physicians, Inc., which operate a 207-bed acute-care facility in Fairmont, West Virginia, sought Chapter 11 bankruptcy protection (Bankr. N.D. W.Va. Case No. 13-01054) on Sept. 3, 2013, listing between $10 million and $50 million in both assets and debts. The fourth-largest employer in Marion County, West Virginia, filed for bankruptcy as it looks to partner with another hospital or health system. The Debtors are represented by Rayford K. Adams, III, Esq., and Casey H. Howard, Esq., at Spilman Thomas & Battle, PLLC, in Winston-Salem, North Carolina; David R. Croft, Esq., at Spilman Thomas & Battle, PLLC, in Wheeling, West Virginia, and Michael S. Garrison, Esq., at Spilman Thomas & Battle, PLLC, in Morgantown, West Virginia. The Debtors' financial analyst is Gleason & Associates, P.C. The Debtors' claims and noticing agent is Epiq Bankruptcy Solutions. UMB Bank is represented by Nathan F. Coco, Esq., and Suzanne Jett Trowbridge, Esq., at McDermott Will & Emery LLP. The Committee of Unsecured Creditors is represented by Andrew Sherman, Esq., and Boris I. Mankovetskiy, Esq., at Sills Cummis & Gross P.C. and Kirk B. Burkley, Esq., Bernstein Burkley, P.C. Janet Smith Holbrook, Esq., at Huddleston Bolen LLP, represents the Committee as local counsel. FAIRMONTH GENERAL: Wants Exclusive Plan Filing Extended to April 1 ------------------------------------------------------------------ Fairmont General Hospital, Inc., and its subsidiaries ask the Hon. Patrick M. Flatley of the U.S. Bankruptcy Court for the Northern District of West Virginia to extend the exclusive periods during which the Debtor can file a Chapter 11 plan and solicit acceptances thereof through and including April 1, 2014, and June 1, 2014, respectively. The Debtors are engaged in the process of locating a buyer or strategic partner for the hospital, through the Debtors' investment bankers. The Debtors believe that by the end of March 2014 that process will be complete and a plan can be filed. The U.S. Trustee, the Committee of Unsecured Creditors, and the Indenture Trustee for the Debtors' bond issuances do not object to the Debtors' request for extension of the exclusive periods, Rayford K. Adams III, Esq., at Spilman Thomas & Battle, PLLC, the counsel for the Debtor, said. About Fairmont General Fairmont General Hospital Inc. and Fairmont Physicians, Inc., which operate a 207-bed acute-care facility in Fairmont, West Virginia, sought Chapter 11 bankruptcy protection (Bankr. N.D. W.Va. Case No. 13-01054) on Sept. 3, 2013, listing between $10 million and $50 million in both assets and debts. The fourth-largest employer in Marion County, West Virginia, filed for bankruptcy as it looks to partner with another hospital or health system. The Debtors are represented by Rayford K. Adams, III, Esq., and Casey H. Howard, Esq., at Spilman Thomas & Battle, PLLC, in Winston-Salem, North Carolina; David R. Croft, Esq., at Spilman Thomas & Battle, PLLC, in Wheeling, West Virginia, and Michael S. Garrison, Esq., at Spilman Thomas & Battle, PLLC, in Morgantown, West Virginia. The Debtors' financial analyst is Gleason & Associates, P.C. The Debtors' claims and noticing agent is Epiq Bankruptcy Solutions. UMB Bank is represented by Nathan F. Coco, Esq., and Suzanne Jett Trowbridge, Esq., at McDermott Will & Emery LLP. The Committee of Unsecured Creditors is represented by Andrew Sherman, Esq., and Boris I. Mankovetskiy, Esq., at Sills Cummis & Gross P.C. and Kirk B. Burkley, Esq., Bernstein Burkley, P.C. Janet Smith Holbrook, Esq., at Huddleston Bolen LLP, represents the Committee as local counsel. FAIRMONTH GENERAL: Wants Lease Assumption Extended to April 1 ------------------------------------------------------------- Fairmont General Hospital, Inc., and its subsidiaries ask the Hon. Patrick M. Flatley of the U.S. Bankruptcy Court for the Northern District of West Virginia to extend until April 1, 2014, the period during which the Debtors must assume all nonresidential real property leases under which the Debtors are the lessees or otherwise the leases will be deemed rejected. Rayford K. Adams III, Esq., at Spilman Thomas & Battle, PLLC, the counsel for the Debtor, said, "Since the Debtor is engaged in the process of locating a buyer or strategic partner for the hospital, through the Debtor's investment bankers, the Debtors have requested an extension of time to file their plans and disclosure statements. It will be beneficial to the Debtors and the sale process to make decisions concerning the assumption of the Debtors' nonresidential real property leases after the sale process has progressed further, when likely buyers have been identified." About Fairmont General Fairmont General Hospital Inc. and Fairmont Physicians, Inc., which operate a 207-bed acute-care facility in Fairmont, West Virginia, sought Chapter 11 bankruptcy protection (Bankr. N.D. W.Va. Case No. 13-01054) on Sept. 3, 2013, listing between $10 million and $50 million in both assets and debts. The fourth-largest employer in Marion County, West Virginia, filed for bankruptcy as it looks to partner with another hospital or health system. The Debtors are represented by Rayford K. Adams, III, Esq., and Casey H. Howard, Esq., at Spilman Thomas & Battle, PLLC, in Winston-Salem, North Carolina; David R. Croft, Esq., at Spilman Thomas & Battle, PLLC, in Wheeling, West Virginia, and Michael S. Garrison, Esq., at Spilman Thomas & Battle, PLLC, in Morgantown, West Virginia. The Debtors' financial analyst is Gleason & Associates, P.C. The Debtors' claims and noticing agent is Epiq Bankruptcy Solutions. UMB Bank is represented by Nathan F. Coco, Esq., and Suzanne Jett Trowbridge, Esq., at McDermott Will & Emery LLP. The Committee of Unsecured Creditors is represented by Andrew Sherman, Esq., and Boris I. Mankovetskiy, Esq., at Sills Cummis & Gross P.C. and Kirk B. Burkley, Esq., Bernstein Burkley, P.C. Janet Smith Holbrook, Esq., at Huddleston Bolen LLP, represents the Committee as local counsel. FIELD FAMILY: Jan. 8 Hearing on Confirmation of 2nd Amended Plan ---------------------------------------------------------------- The Bankruptcy Court continued until Jan. 8, 2014, at 1:30 p.m., the hearing to (i) consider confirmation of Field Family Associates, LLC's Second Amended Plan of Reorganization dated Dec. 10, 2013; (ii) determine that the Debtor need not re-solicit votes for the Second Amended Plan; and (iii) deem that the votes cast with respect to the First Amended Plan are votes cast with respect to the Second Amended Plan. The Plan dated Dec. 10 amends the treatment of Class 5-General Unsecured Creditors. Pursuant to the amendment, in the event the Debtor elects to proceed under the Sale Option, the Allowed Class 5 Claims will be paid in full in cash on the Effective Date. A copy of the Second Amended Plan is available for free at: http://bankrupt.com/misc/FIELDFAMILYplan2.pdf The Court confirmed the Debtor's First Amended Plan on Oct. 2, 2013. As reported by the Troubled Company Reporter on Nov. 27, 2013, the Plan contemplates paying all creditors in full over time. The Plan will be funded from cash on hand, cash from future operations, and a $2 million loan from The Field Family Trust, an affiliate of the Debtor. Existing owners will retain control of the company. General unsecured claimants will receive amortized quarterly payments equal to their allowed claim over a four-year period with interest at the rate of 1% per annum, with the first payment to be made on the Effective Date and on the first business day of each quarter thereafter with the final payment to be made on the fourth anniversary of the Effective Date. New-Penn Management Co., Inc., will continue management of the hotel. The Debtor's current agreement with HLT Existing Franchise Holding, LLC, by which it operates the Hotel as a Hampton Inn, expires in November 2013. The Debtor has engaged in negotiations regarding continued operation of the hotel as a Hampton Inn. A copy of the First Amended Disclosure Statement is available for free at http://bankrupt.com/misc/FIELD_FAMILY_1ds.pdf About Field Family Five creditors filed an involuntary Chapter 11 bankruptcy petition against King of Prussia, Pa.-based Field Family Associates, LLC (Bankr. E.D. Pa. Case No. 12-16331) on July 2, 2012. On Sept. 6, 2012, a sixth creditor filed a Joinder in the involuntary Chapter 11 Petition. The Court entered an order for relief on Sept. 12, 2012. The Debtor owns and operates a 216-room hotel located at 144-10 135th Steet, in Jamaica, New York. Judge Stephen Raslavich presides over the case. Catherine G. Pappas, Esq., Lawrence G. McMichael, Esq., and Peter C. Hughes, Esq., at Dilworth Paxson LLP, in Philadelphia, Pa., represent the Alleged Debtor as counsel. Ashely M. Chan, Esq., at Hangley Aronchick Segal & Pudlin, in Philadelphia, Pa., represents the petitioning creditors as counsel. The U.S. Trustee appointed a three-member creditors committee. Hangley Aronchick Segal Pudline & Schiller represents the Committee. FIRST NATIONAL: Stockholders Elect 9 Directors at Annual Meeting ---------------------------------------------------------------- At the annual meeting of shareholders of First National Community Bancorp, Inc., held on Dec. 23, 2013, the Company's shareholders: (a) elected Michael J. Cestone, Jr., Joseph J. Gentile, and Louis A. DeNaples as class A directors; Louis A. DeNaples, Jr., Thomas J. Melone and Steven R. Tokach as class B directors; and Joseph Coccia, Dominick L. DeNaples, and John P. Moses as class C directors; (b) approved the compensation of the Company's executive officers; (c) approved a one-year frequency of future advisory vote on executive compensation; (d) approved the proposed 2013 Long-Term Incentive Plan; and (e) ratified the appointment of McGladrey LLP as the independent registered public accounting firm for the year ending Dec. 31, 2013. The LTIP is designed to reward executives and key employees for their contributions to the long-term success of the Company, primarily as measured by the increase in the Company's stock price. The LTIP provides the Board with the authority to offer several different types of long-term incentives, including Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units, Performance Units and Performance Shares. The LTIP will become effective on Jan. 1, 2014. About First National Headquartered in Dunmore, Pa., First National Community Bancorp, Inc., is a Pennsylvania corporation, incorporated in 1997 and is registered as a bank holding company under the Bank Holding Company Act ("BHCA") of 1956, as amended. The Company became an active bank holding company on July 1, 1998, when it acquired ownership of First National Community Bank (the "Bank"). The Bank is a wholly-owned subsidiary of the Company. The Company's primary activity consists of owning and operating the Bank, which provides customary retail and commercial banking services to individuals and businesses. The Bank provides practically all of the Company's earnings as a result of its banking services. First National disclosed a net loss of $13.71 million on $37.02 million of total interest income for the year ended Dec. 31, 2012, as compared with a net loss of $335,000 on $42.93 million of total interest income in 2011. The Company's balance sheet at Sept. 30, 2013, showed $978.52 million in total assets, $945.72 million in total liabilities and $32.79 million in total shareholders' equity. Regulatory Matters The Bank is under a Consent Order from the Office of the Comptroller of the Currency dated Sept. 1, 2010. The Company is also subject to a Written Agreement with the Federal Reserve Bank of Philadelphia dated Nov. 24, 2010. The Bank, pursuant to a Stipulation and Consent to the Issuance of a Consent Order dated Sept. 1, 2010, without admitting or denying any wrongdoing, consented and agreed to the issuance of the Order by the OCC, the Bank's primary regulator. The Order requires the Bank to undertake certain actions within designated timeframes, and to operate in compliance with the provisions thereof during its term. The Order is based on the results of an examination of the Bank as of March 31, 2009. Since the examination, management has engaged in discussions with the OCC and has taken steps to improve the condition, policies and procedures of the Bank. Compliance with the Order is monitored by a committee of at least three directors, none of whom is an employee or controlling shareholder of the Bank or its affiliates or a family member of any such person. The Committee is required to submit written progress reports on a monthly basis to the OCC and the Agreement requires the Bank to make periodic reports and filings with the Federal Reserve Bank. The members of the Committee are John P. Moses, Joseph Coccia, Joseph J. Gentile and Thomas J. Melone. Banking regulations also limit the amount of dividends that may be paid without prior approval of the Bank's regulatory agency. At Dec. 31, 2012, the Company and the Bank are restricted from paying any dividends, without regulatory approval. FISKER AUTOMOTIVE: Calls Wanxiang a Spoiler in Automaker's Sale --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the showdown between Hybrid Tech Holdings LLC and Wanxiang Group Corp. over the right to buy electric-auto maker Fisker Automotive Inc. was put off for a week, with a blizzard bearing down on Delaware where the hearing was scheduled to take place on Jan. 3. According to the report, Fisker filed papers on Jan. 2 opposing sale to Wanxiang, saying the creditors' preferred buyer "now seeks to profit from a bankruptcy that it helped cause." The Jan. 3 plan-confirmation hearing, rescheduled for Jan. 10, was intended to be the occasion for the Bankruptcy Court in Delaware to approve a Chapter 11 plan where Hybrid would buy the business in exchange for $75 million of the government loan it purchased just before the bankruptcy filing on Nov. 22. Last week, the official creditors' committee came into court with papers to put off plan approval and instead erect sale procedures with an auction on Jan. 31 where China's Wanxiang would make the first offer of $25.75 million cash. Jan. 10 will also be the hearing where the committee tries to move ahead with a sale to Wanxiang, or to whomever wins an auction. Fisker's papers filed on Jan. 2 object to the predicate of the committee's proposal, capping Hybrid's so-called credit bid at $25 million, the amount it paid for the $168.5 million government loan. The company points out how Wanxiang bid against Hybrid, lost, and is now trying to spoil Hybrid's victory. Fisker's papers also allude to how Wanxiang bought A123 Systems Inc. at a bankruptcy sale and proceeded to force A123 to stop making batteries for Fisker. A123 was Fisker's sole supplier of automotive lithium-ion batteries. Fisker's reorganization plan, filed together with the Chapter 11 petition, has Hybrid buying the assets in exchange for $75 million of the government loan. There would be no public auction. Hybrid would also supply $725,000 cash for distribution to creditors under the liquidating plan. In addition, Hybrid will a waive $8 million loan to finance bankruptcy. Fisker's plan has a projected 1 percent recovery for unsecured creditors with about $320 million in claims. The cash would be provided by Hybrid, although only if the class votes for the plan. Similarly, Hybrid will waive its unsecured deficiency claim only if the class votes "yes." The disclosure statement, approved tentatively in December, doesn't specify the percentage recovery by Hybrid Tech. About Fisker Automotive Fisker Automotive Holdings, Inc., developer of the Karma plug-in hybrid electric sedan, filed a petition for Chapter 11 protection (Bankr. D. Del. Case No. 13-13087) on Nov. 22, 2013, with plans to sell the business to Hybrid Tech Holdings, LLC. Fisker estimated assets of more than $100 million and listed debt of $500 million in its bankruptcy petition. The assets include an assembly plant purchased for $21 million from General Motors Corp. The plant never operated. The cars were assembled in Finland. Fisker now has 21 employees. Fisker received a $529 million loan from the Department of Energy's Advanced Technology Vehicles Manufacturing Loan Program and drew down about $192 million before the department froze the loan after Fisker failed to hit several development targets. The company defaulted on its loan in April 2013. The Debtors have tapped James H.M. Sprayregen, P.C., Esq., Anyp Sathy, P.C., Esq., and Ryan Preston Dahl, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, as co-counsel; Laura Davis Jones, Esq., James E. O'Neill, Esq., and Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, as co- counsel; Beilinson Advisory Group as restructuring advisors; and Rust Consulting/Omni Bankruptcy, as notice and claims agent and administrative advisor. The Debtors disclosed that they have entered into an asset purchase agreement with Hybrid for the sale of substantially all of its assets. Hybrid is represented by Tobias Keller, Esq., and Peter Benvenutti, Esq., at Keller & Benvenutti LLP, in San Francisco, California. FLORIDA GAMING: To Test Silvermark Bid at March 25 Auction ---------------------------------------------------------- Florida Gaming Corporation and its wholly-owned subsidiary, Florida Gaming Centers, Inc., entered into an asset purchase agreement with Silvermark, LLC, on December 30, 2013, pursuant to which Silvermark agreed to acquire substantially all of Centers' assets for a cash purchase price of $115,000,000 and assumption of certain liabilities of approximately $17,500,000. The Stalking Horse Agreement is subject to receipt by the Debtors of higher or otherwise better bids at an auction conducted under the provisions of Section 363 of the Bankruptcy Code. On December 30, 2013, a sales procedures order was entered by the Bankruptcy Court providing that Silvermark was the "stalking horse" bidder for the assets identified in the Stalking Horse Agreement and establishing procedures for the sale of substantially all of the assets of Centers, pursuant to which, among other things, other qualified bidders must submit competing and qualifying bids by March 19, 2014. If Miami Jai-Alai does not receive any Qualified Bids, other than the APA with Silvermark, LLC, and ABC Funding LLC, as administrative agent to a consortium of lenders, does not provide a Credit Bid Notification, the Auction will be cancelled and Miami Jai-Alai will seek approval of the Sale to Silvermark pursuant to the APA. In the event Miami Jai-Alai receives, on or before the Bid Deadline, one or more Qualified Bids (including any credit bid by ABC), in addition to the APA, Miami Jai-Alai will conduct an auction to determine the highest and best offer at Salazar Jackson, LLP, 201 Alhambra Circle, Suite 1205, Coral Gables, Florida 33134, on March 25, 2014 at 10:00 a.m. (prevailing Eastern Time), or such later time on such day or such other place as Miami Jai-Alai shall notify all Qualified Bidders. The Auction shall be conducted in accordance with the Sale Procedures. On March 26, 2014, at 10:00 a.m. (Eastern Time), a Sale Hearing to approve the Sale to the Successful Bidder will be held before the Honorable Robert A. Mark in the United States Bankruptcy Court for the Southern District of Florida, Claude Pepper Federal Building, 51 SW First Avenue, Room 1406, Miami, Florida 33130, at which time Miami Jai-Alai will seek entry of an order (i) authorizing the Sale to the Successful Bidder or Stalking Horse; (ii) authorizing and approving the APA or other asset purchase agreement executed by the Successful Bidder other than the Stalking Horse (as appropriate); (iii) approving the assumption and assignment of executory contracts and unexpired leases; and (iv) granting related relief. Objections to the transactions contemplated by the Sale are due March 15, 2014, at noon (prevailing Eastern Time). The Stalking Horse Agreement is subject to customary regulatory approvals, including Silvermark's receipt of a Florida gaming license, and other customary regulatory and closing conditions. With limited exceptions, if the Auction results in a party other than Silvermark being the highest bidder and the ultimate purchaser of Centers' assets, the Stalking Horse Agreement will be terminated, and the Debtors will be obligated to pay $4,000,000 to Silvermark as a break-up fee and for expense reimbursement. Before the filing of the Chapter 11 cases, the Debtors and Silvermark previously entered into a Stock Purchase Agreement, dated as of November 25, 2012 and amended from time to time, pursuant to which Silvermark would have purchased all of Centers' equity from the Company. Pursuant to the Stalking Horse Agreement, upon the closing of the Stalking Horse Agreement or the payment of the Termination Fee, the Company and Centers would be released by Silvermark from any obligations or liabilities relating to the SPA. A copy of the Asset Purchase Agreement, dated as of December 17, 2013, by and among Florida Gaming Corporation, Florida Gaming Centers, Inc. and Silvermark, LLC, is available at http://is.gd/GtD7O0 A copy of the Sales Procedures Order, dated December 30, 2013, is available at http://is.gd/qWW2JS Silvermark LLC may be reached at: Silvermark LLC 430 Park Avenue, 5th Floor New York, NY 10022 Attn: Alexander D. Silverman, Member Facsimile: (212) 308-9265 Email: alexs@andalex.com Silvermark is represented by: MILBANK, TWEED, HADLEY & MCCLOY LLP 601 S. Figueroa Street, Suite 3000 Los Angeles, CA 90017 Attn: Thomas R. Kreller Facsimile: (213) 629-5063 Email: tkreller@milbank.com Florida Gaming Centers, Inc., is represented in the deal by: FROST BROWN TODD LLC 400 West Market Street, Suite 3200 Louisville, KY 40202-3363 Attn: R. James Straus, Esq. Facsimile: (502) 581-1087 Email: jstraus@fbtlaw.com The Official Joint Committee of Unsecured Creditors appointed in the case is represented by: GENOVESE JOBLOVE & BATTISTA, P.A. 100 S.E. Second Street, 44th Floor Miami, FL 33131 Attn: Paul J. Battista, Esq. Facsimile: (305) 349-2310 Email: pbattista@gjb-law.com About Florida Gaming Florida Gaming Centers Inc. filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 13-29597) in Miami on Aug. 19, 2013. Florida Gaming Centers operates a casino and jai-alai frontons in Miami. The Company disclosed debt of $138.3 million and assets of $180 million in its petition. Its parent, Florida Gaming Corp. (FGMG:US), and two other affiliates also sought court protection. Florida Gaming previously negotiated a sale of virtually all its assets to casino operator Silvermark LLC for $115 million in cash and $14 million in assumed liabilities. A provision in the financing agreement required Florida Gaming to make an additional payment to the lender -- ABC Funding -- if the assets are sold to third party. Jefferies LLC was hired to determine that amount, about $26.8 million, and valued the company at more than $180 million. Luis Salazar, Esq., Esq., at Salazar Jackson in Miami, represents Florida Gaming. ABC Funding, LLC, as Administrative Agent for a consortium of prepetition lenders, and the prepetition lenders are represented by Dennis Twomey, Esq., and Andrew F. O'Neill, Esq., at SIDLEY AUSTIN LLP, in Chicago, Illinois; and Drew M. Dillworth, Esq., and Marissa D. Kelley, Esq., at STEARNS WEAVER MILLER WEISSLER ALHADEFF & SITTERSON, P.A., in Miami, Florida. The Prepetition Lenders are Summit Partners Subordinated Debt Fund IV-A, L.P., Summit Partners Subordinated Debt Fund IV-B, L.P., JPMorgan Chase Bank, N.A., Locust Street Funding LLC, Canyon Value Realization Fund, L.P., Canyon Value Realization Master Fund, L.P., Canyon Distressed Opportunity Master Fund, L.P., and Canyon-GRF Master Fund II, L.P. Counsel to the Official Joint Committee of Unsecured Creditors are Glenn D. Moses, Esq., and Paul J. Battista, Esq., at Genovese Joblove & Battista, P.A., in Miami, Florida. FRATERFOOD SERVICE: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Fraterfood Service Inc. aka Burritos aka Margaritas aka Tierra Del Fuego aka Fueguito PO Box 127 Guaynabo, PR 00970 Case No.: 14-00002 Chapter 11 Petition Date: January 2, 2014 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Judge: Hon. Brian K. Tester Debtor's Counsel: Charles Alfred Cuprill, Esq. CHARLES A CUPRILL, PSC LAW OFFICE 356 Calle Fortaleza, Second Floor San Juan, PR 00901 Tel: 787 977-0515 Email: cacuprill@cuprill.com Total Assets: $8.92 million Total Liabilities: $13.34 million The petition was signed by Julio F. Mendez Munoz, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/prb14-2.pdf FRIENDFINDER NETWORKS: Halts Reporting Requirements With SEC ------------------------------------------------------------ Following confirmation of its Chapter 11 plan of reorganization and emergence from bankruptcy protection, FriendFinder Networks Inc. filed with the Securities and Exchange Commission a Form 15 "CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934" with respect to the Company's Common Stock, $0.001 par value per share. As of Dec. 23, 2013, the plan effective date, the approximate number of holders of record as of the certification or notice date is 23. FriendFinder implemented the Chapter 11 plan on Dec. 20. The bankruptcy judge in Delaware approved the plan by signing a confirmation order four days before. The Plan becomes effective just three months after the Company filed for bankruptcy protection in order to strengthen its balance sheet and enable FriendFinder Networks to grow its flagship brands. Through this process, the Company's annual interest expense is expected to be reduced by over $50 million and approximately $300 million of secured debt will be eliminated. As part of the reorganization, the Company's shares are being deregistered and will no longer trade on the open market. FriendFinder Networks' founder and majority equity holder, Andrew Conru, is the reorganized Company's Chairman and Chief Executive Officer. Anthony Previte serves as President and Chief Operating Officer. The Plan was overwhelmingly supported by the Company's stakeholders. Under the terms of the plan, the 14% Senior Secured Notes due 2013 have been exchanged for new notes in the same principal amount, plus certain cash consideration. Holders of the 11.5% Non-Cash Pay Secured Notes due 2014 and 14% Cash Pay Secured Notes due 2013 receive substantially all of the new common stock to be issued by reorganized FriendFinder Networks, plus certain cash consideration subject to compliance with certain conditions. FriendFinder Networks is being advised by the law firm of Greenberg Traurig LLP and Akerman LLP and financial advisor SSG Capital Advisors, LLC. Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the plan gives accrued interest plus an equal amount in new 14 percent first-lien notes to holders of $234.3 million in 14 percent first-lien notes. Negotiated before the bankruptcy filing in September with 80 percent of first- and second-lien lenders, the plan eliminates $300 million in secured debt by giving the new equity to holders of $330.8 million in two issues of second-lien notes. The plan pays unsecured creditors in full. The first-lien notes last traded on Dec. 13 for 109 cents on the dollar, according to Trace, the bond-price reporting system of the Financial Industry Regulatory Authority. About FriendFinder Networks Inc. 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. FRIENDSHIP DAIRIES: Court Okays Deal to Use Frontier's Cash ----------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas issued a corrected order authorizing Friendship Dairies' use of cash collateral. The corrected order reflected the agreement reached between the Debtor and Frontier Capital, Ltd. As of the Petition Date, the Debtor's assets may be assigned these values: a. the Debtor's livestock had a value of approximately $12,551,350; b. the Debtor's growing crops had a value between $1,750,000 and $3,428,400; c. the Debtor's real estate, milking equipment, and dairy equipment had a fair market value of approximately $24,810,000 if a seller is not under a compulsion to sell and based upon certain marketing period assumptions. There is evidence that a distressed sale domino effect and adjustment for the prepayment fee may lead to AgStar being less secured, but the Parties agree AgStar is oversecured; and d. the Debtor's milk had a value of $1,088,947. Among other things, the Stipulation provides that: 1. Frontier is not fully secured. The value of Frontier's secured claim is limited to the value of its collateral. The Court was not presented with a complete analysis of all Frontier's collateral; therefore, there is no basis for the Court to make a determination of the exact amount of Frontier's secured claim. However, for the purpose of determining adequate protection for the use of cash collateral, the parties have agreed to use a stipulated amount of $15,979,750. 2. Frontier is granted a postpetition replacement senior lien on the milk and milk proceeds. 3. In the event the Debtor defaults under any of the provisions of the order concerning cash collateral usage, Frontier may withdraw its consent to the Debtor's use of cash collateral and the Debtor will not be authorized to use cash collateral without a Court order. About Friendship Dairies Friendship Dairies, a general partnership, filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 12-20405) in Amarillo, Texas, on Aug. 6, 2012. The Debtor operates a dairy near Hereford, Deaf Smith County, Texas. The dairy consists of 11,000 head of cattle, fixtures and equipment. The Debtor also farms 5,000 acres of land for production of various crops used in feeding for the cattle. The Debtor owes McFinney Agri-Finance, LLC, $16 million secured by the Debtor's property, which is appraised at more than $24 million. The Debtor disclosed $44,421,851 in assets and $45,554,951 in liabilities as of the Chapter 11 filing. Bankruptcy Judge Robert L. Jones oversees the case. J. Bennett White, P.C., serves as the Debtor's counsel. The petition was signed by Patrick Van Adrichem, partner. The U.S. Trustee appointed a six-member creditors committee in the Debtor's case. The Committee tapped Levenfeld Pearlstein as lead counsel, and Mullin, Hoard & Brown as local counsel. GLW EQUIPMENT: Has Court OK to Use Cash Collateral Until March 31 ----------------------------------------------------------------- GLW Equipment Leasing, LLC, sought and obtained permission from the Hon. Michael E. Ridgway of the U.S. Bankruptcy Court for the District of Minnesota to use cash collateral until March 31, 2014. The Debtor will use cash collateral use to pay operating expenses. If the Debtor is not permitted to use cash collateral in the amounts and for the purposes set forth in the budget from Dec. 31, 2013, through March 31, 2014, the Debtor cannot continue to operate and will suffer immediate and irreparable harm. A copy of the budget is available for free at: http://bankrupt.com/misc/GLWEQUIPMENTcashcollbudget.pdf The Debtor is indebted in the approximate principal amount of: a. $7,202,544 to Paccar Financial Corp.; b. $3,170,305 to Caterpillar Financial Services Corporation; c. $1,595,981 to Volvo Financial Services, a division of VFS US LLC; d. $208,580 to Banc of America Leasing & Capital, LLC; e. $1,384,070 to Wells Fargo Equipment Finance, Inc.; f. $2,594,876 to General Electric Capital Corporation; g. $363,575 to Crossroads Equipment Lease & Finance, LLC; h. $1,183,858 to All Wheels Financial, Inc.; and i. $185,204 to Capital One, N.A. Obligations owing to the Equipment Lenders are secured by a first priority lien in specific equipment. The Debtor has reached agreement with Paccar, CAT, Volvo, Wells Fargo, GE, All Wheels and Banc of America respecting adequate protection payments to be made by Western Star Transportation, LLC, and the Debtor commencing in December 2013. As adequate protection, the Debtor will (i) grant replacement liens in the Equipment Lenders respective collateral; (ii) properly insure the equipment; and (iii) report and account for the cash proceeds from use of the equipment. As additional adequate protection, the Debtor, on or before the 21st day of each calendar month commencing in October, will make interest payments at the rate of 3-1/4% per annum and principal reduction payments to each Equipment Lender. The interests of the Equipment Lenders are adequately protected by the replacement liens, insurance and monthly cash payments. About GLW Equipment Leasing GLW Equipment Leasing, LLC, a Minnesota limited liability company formed to own and manage a truck and trailer equipment lease portfolio, filed a bare-bones Chapter 11 petition (Bankr. D. Minn. Case No. 13-44202) in Minneapolis, Minnesota, on Aug. 27, 2013. The Debtor was formed on the same day the bankruptcy case was filed. Warren Cadwallader signed the petition as president. The Debtor estimated at least $10 million in assets and liabilities. Michael F. McGrath, Esq., at Will R. Tansey, Esq., and Michael D. Howard, Esq., at Ravich Meyer Kirkman McGrath Nauman & Tansey, P.A., Minneapolis, MN, serves as the Debtor's counsel. Judge Katherine A. Constantine oversaw the case. On Oct. 15, 2013, Judge Constantine transferred the case to Judge Michael E. Ridgway. GREEN FIELD ENERGY: Court Approves Alvarez & Marshal Hiring ----------------------------------------------------------- Green Field Energy Services, Inc. sought and obtained approval from the U.S. Bankruptcy Court to employ and supplement the scope of services under which they have retained Alvarez & Marsal North America, LLC and the list of additional Parties as outlined in the original retention. The Debtor hired Alvarez & Marsal to provide a Chief Restructuring Officer and Certain Additional Personnel and designate Thomas E. Hill to serve as Chief Restructuring. The following A&M personnel have been duly appointed as officers of the Debtors and will serve as Additional Personnel: -- Daniel Spragg, -- Craig Beaty, -- Brian Cumberland, -- Garrett Griffin, -- Lisa Barnick, -- Gina Pizzo, and -- Thomas Downey. Additional duties of the Engagement Personnel will include/have included the following: (a) manage the preparation, implementation, negotiation and and execution of the Debtors' proposed key employee retention plan and key employee incentive plan; (b) provide assistance regarding certain tax strategies and tax-related implications of alternatives under consideration by the Debtors; and (c) perform a review of certain related-party and/or insider Transactions. Thomas E. Hill attests that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Green Field Energy Green Field Energy Services, Inc., is an independent oilfield services company that provides a wide range of services to oil and natural gas drilling and production companies to help develop and enhance the production of hydrocarbons. The Company's services include hydraulic fracturing, cementing, coiled tubing, pressure pumping, acidizing and other pumping services. Green Field Energy and two affiliates filed Chapter 11 petitions in Delaware on Oct. 27, 2013, after defaulting on an $80 million credit provided by an affiliate of Royal Dutch Shell Plc (Bankr. D. Del. Case No. 13-bk-12783). The Debtors are represented by Josef S. Athanas, Esq., Caroline A. Reckler, Esq., Sarah E. Barr, Esq., and Matthew L. Warren, Esq., at Latham & Watkins LLP, in Chicago, Illinois; and Michael R. Nestor, Esq., and Kara Hammon Coyle, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware. The Debtors' investment banker is Carl Marks Advisory Group LLC. Thomas E. Hill, from Alvarez & Marsal North America, LLC, serves as the Debtors' chief restructuring officer. In its schedules, Green Field disclosed $306,960,039 in total assets and $447,199,869 in total liabilities. Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed six members to the official committee of unsecured creditors in the Chapter 11 cases of Green Field Energy Services, Inc., et al. Green Field's bankruptcy is being financed with a $30 million loan from BG Credit Partners LLC and ICON Capital LLC. GREEN FIELD ENERGY: Amended Order Issued on Prime Clerk Employment ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware issued an amended order authorizing Green Field Energy Services, Inc. to employ Prime Clerk as claims and noticing agent under the terms of the amended engagement agreement, and Prime Clerk is authorized and directed to perform, noticing services and to receive, maintain, and record and otherwise administer the proofs of claim filed in the chapter 11 cases. Prime Clerk will serve as the custodian of court records and is designated the authorized repository for all proofs of claim in these chapter 11 cases. The firm is authorized and directed to maintain official claims registers for each of the Debtors and to provide the clerk with a certified duplicate thereof upon the request of the clerk. About Green Field Energy Green Field Energy Services, Inc., is an independent oilfield services company that provides a wide range of services to oil and natural gas drilling and production companies to help develop and enhance the production of hydrocarbons. The Company's services include hydraulic fracturing, cementing, coiled tubing, pressure pumping, acidizing and other pumping services. Green Field Energy and two affiliates filed Chapter 11 petitions in Delaware on Oct. 27, 2013, after defaulting on an $80 million credit provided by an affiliate of Royal Dutch Shell Plc (Bankr. D. Del. Case No. 13-bk-12783). The Debtors are represented by Josef S. Athanas, Esq., Caroline A. Reckler, Esq., Sarah E. Barr, Esq., and Matthew L. Warren, Esq., at Latham & Watkins LLP, in Chicago, Illinois; and Michael R. Nestor, Esq., and Kara Hammon Coyle, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware. The Debtors' investment banker is Carl Marks Advisory Group LLC. Thomas E. Hill, from Alvarez & Marsal North America, LLC, serves as the Debtors' chief restructuring officer. In its schedules, Green Field disclosed $306,960,039 in total assets and $447,199,869 in total liabilities. Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed six members to the official committee of unsecured creditors in the Chapter 11 cases of Green Field Energy Services, Inc., et al. Green Field's bankruptcy is being financed with a $30 million loan from BG Credit Partners LLC and ICON Capital LLC. GREEN FIELD ENERGY: Bonus Program Draws U.S. Trustee Opposition --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Green Field Energy Services Inc., an oil-field services provider, didn't show that a proposed executive bonuses program sets sale-price targets high enough to avoid the payments being characterized as prohibited retention bonuses, according to the U.S. Trustee, the Justice Department's bankruptcy watchdog. The report related that Green Field has a hearing on Jan. 13 in U.S. Bankruptcy Court in Delaware for approval of the bonus program. How much managers might get is unknown to the public because the Lafayette, Louisiana-based company's court papers were redacted. In a court filing last week, the U.S. Trustee said the sale-price targets justifying the bonuses "are too low to provide a benefit to creditors." The U.S. Trustee also said there's a lack of evidence to show the targets are anything other than "lay-ups." About Green Field Energy Green Field Energy Services, Inc., is an independent oilfield services company that provides a wide range of services to oil and natural gas drilling and production companies to help develop and enhance the production of hydrocarbons. The Company's services include hydraulic fracturing, cementing, coiled tubing, pressure pumping, acidizing and other pumping services. Green Field Energy and two affiliates filed Chapter 11 petitions in Delaware on Oct. 27, 2013, after defaulting on an $80 million credit provided by an affiliate of Royal Dutch Shell Plc (Bankr. D. Del. Case No. 13-bk-12783). The Debtors are represented by Michael R. Nestor, Esq., and Kara Hammon Coyle, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware; and Josef S. Athanas, Esq., Caroline A. Reckler, Esq., Sarah E. Barr, Esq., and Matthew L. Warren, Esq., at Latham & Watkins LLP, in Chicago, Illinois. The Debtors' investment banker is Carl Marks Advisory Group LLC. Thomas E. Hill, from Alvarez & Marsal North America, LLC, serves as the Debtors' chief restructuring officer. In its schedules, Green Field disclosed $306,960,039 in total assets and $447,199,869 in total liabilities. Roberta A. Deangelis, The U.S. Trustee for Region 3, appointed six members to the official committee of unsecured creditors in the Chapter 11 cases of Green Field Energy Services, Inc., et al. Green Field's bankruptcy is being financed with a $30 million loan from BG Credit Partners LLC and ICON Capital LLC. GREEN FIELD ENERGY: Court Sets Jan. 24 as Claims Bar Date --------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware established Jan. 24, 2014, at 4:00 p.m. as the deadline for each person or entity holding or asserting a claim against Green Field Energy Services and its debtor-affiliates, Hub City Tools Inc. and Proppant One Inc., to file proofs of claim. Governmental entities, meanwhile, have until April 25, 2014, at 4:00 p.m. to file proofs of claim against the Debtors. About Green Field Energy Green Field Energy Services, Inc., is an independent oilfield services company that provides a wide range of services to oil and natural gas drilling and production companies to help develop and enhance the production of hydrocarbons. The Company's services include hydraulic fracturing, cementing, coiled tubing, pressure pumping, acidizing and other pumping services. Green Field Energy and two affiliates filed Chapter 11 petitions in Delaware on Oct. 27, 2013, after defaulting on an $80 million credit provided by an affiliate of Royal Dutch Shell Plc (Bankr. D. Del. Case No. 13-bk-12783). The Debtors are represented by Josef S. Athanas, Esq., Caroline A. Reckler, Esq., Sarah E. Barr, Esq., and Matthew L. Warren, Esq., at Latham & Watkins LLP, in Chicago, Illinois; and Michael R. Nestor, Esq., and Kara Hammon Coyle, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware. The Debtors' investment banker is Carl Marks Advisory Group LLC. Thomas E. Hill, from Alvarez & Marsal North America, LLC, serves as the Debtors' chief restructuring officer. Prime Clerk LLC is the Debtors' claims and noticing agent. In its schedules, Green Field disclosed $306,960,039 in total assets and $447,199,869 in total liabilities. Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed six members to the official committee of unsecured creditors in the Chapter 11 cases of Green Field Energy Services, Inc., et al. Green Field's bankruptcy is being financed with a $30 million loan from BG Credit Partners LLC and ICON Capital LLC. GROEB FARMS: Peak Rock Nabs Honey Co.'s Successor After Ch. 11 -------------------------------------------------------------- Law360 reported that a Peak Rock Capital LLC unit nabbed honey producer Natural American Foods Inc., which merged with honey supplier Groeb Farms Inc., helping to lift the troubled Groeb out of Chapter 11 proceedings, according to a Jan. 2 statement. The report related that the financial terms of the transaction were not disclosed. The resulting company, which will operate as Natural American Foods, said it "now enjoys a fully recapitalized balance sheet with professional management and significant capital resources provided by its new owner to invest in and grow the company." About Groeb Farms Headquartered in Onsted, Mich., Groeb Farms is one of the largest honey packers in the nation. For more than 30 years, the company has provided the finest, top quality, wholesome and safe honey and related food products to industrial and retail customers as well as the American consumer. The Company sought protection under Chapter 11 of the Bankruptcy Code on Oct. 1, 2013 (Case No. 13-58200, Bankr. E.D. Mich.). Judge Walter Shapero is overseeing the case. The Debtor is represented by Judy A. O'Neill, Esq., and John A. Simon, Esq., at Foley & Lardner LLP, in Detroit, Michigan. Conway MacKenzie, Inc., serves as financial advisor, while Houlihan Lokey Capital, Inc., investment banker and also as financial advisor. Kurtzman Carson Consultants LLC is the Debtors' claims, noticing, and balloting agent. Daniel M. McDermott, United States Trustee for Region 9, has appointed five creditors to serve on the Official Committee of Unsecured Creditors. The Creditors' Committee members are: Bees Brothers, LLC, Little Bee Impex, Delta Food International Inc., Buoye Honey, and Citrofrut SA de CV. HC Capital Holdings 0909A, LLC, an affiliate of Honey Financing Company, LLC, extended $27 million senior secured super-priority revolving credit facility to the Debtors. The DIP Lender is represented by Leonard Klingbaum, Esq., at Kirkland & Ellis LLP, in New York. GYMBOREE CORP: Bank Debt Trades at 7% Off ----------------------------------------- Participations in a syndicated loan under which Gymboree Corp is a borrower traded in the secondary market at 92.95 cents-on-the- dollar during the week ended Friday, Jan. 3, 2014, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a decrease of 0.52 percentage points from the previous week, The Journal relates. Gymboree Corp pays 350 basis points above LIBOR to borrow under the facility. The bank loan matures on Feb. 23, 2018. The bank debt carries Moody's B2 and Standard & Poor's B- rating. The loan is one of the biggest gainers and losers among 204 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. Headquartered in San Francisco, California, The Gymboree Corporation is a retailer of infant and toddler apparel. The company designs and distributes infant and toddler apparel through its stores which operates under the "Gymboree", "Gymboree Outlet", "Janie and Jack" and "Crazy 8" brands in the United States, Canada and Australia. Revenues are approximately $1.2 billion. The company is owned by affiliates of Bain Capital Partners LLC. HEALTHCARE CORP: Enters Into Forbearance & Modification Agreement ----------------------------------------------------------------- Healthcare Corporation of America on Jan. 3 announced the closing of $2,612,500 in new financing. The Company issued two-year junior secured notes in the aggregate principal amount of $2,112,500, bearing interest at 10.0% per annum and warrants to purchase 1,408,333 shares of the Company's common stock at an exercise price of $3.00 per share. The junior notes are convertible at a price of $1.50 per share. In addition, the Company entered into a Forbearance, Waiver and Modification Agreement with Partners For Growth III, L.P. ("PFG"), pursuant to which certain terms of the loan were modified and PFG loaned an additional $500,000 to the Company. The Company will file a Form 8-K with the Securities and Exchange Commission that includes a detailed description of both the transaction with PFG and the new convertible notes. The Company also provided an update to its November 11, 2013, press release regarding its planned SEC filings and related matters. The Company now expects to file its Transition Report on Form 10-K form for June 30, 2013, with the SEC on or about January 31, 2014, and file its Quarterly Report on Form 10-Q for the quarter ended September 30, 201,3 on or prior to February 15, 2014. All other plans as described in the abovementioned press release remain unchanged at this time. Chardan Capital Markets acted as the sole placement agent for the new financing transactions. The Company also announced on Jan. 3 in a separate release the appointment of Natasha Giordano as its Chief Executive Officer, replacing Gary Sekulski. About Healthcare Corporation of America Based in Denville, N.J., Healthcare Corporation of America's (HCCA) -- http://www.hccarx.com-- mission is to reduce prescription drug costs for clients while improving the quality of care for its members. Through its pharmacy benefit management (PBM) subsidiary, Prescription Corporation of America (PCA) -- http://www.hca-pca.com-- HCCA administers prescription drug benefit programs for employers ranging from commercial clients of various sizes and industries to business associations and trade groups, as well as local government entities, labor unions, charitable and non-profit organizations, and third-party administrators of self-insured benefit plans. In addition, through its 340Basics subsidiary -- http://www.340Basics.com-- HCCA provides software and services to help Covered Entities manage all processes related to the Federal 340B Drug Discount Program including registration, compliance, audit, claims processing, and access to pharmacies. Another newly formed subsidiary, Morris Consulting Services (MCS) -- http://www.morrisconsultingservices.com-- will work with organizations using up-to-date data and analytics to assess where costs can be reduced in prescription-drug plans, making coverage more affordable for plan sponsors and members. HERTZ GLOBAL: Icahn Reportedly Acquires Stake --------------------------------------------- Dana Mattioli and Liz Hoffman, writing for The Wall Street Journal, reported that activist investor Carl Icahn has acquired a stake in Hertz Global Holdings Inc., according to a person familiar with the matter, as the car-rental company faces questions about the future of its equipment-rental business. According to the report, the size of Mr. Icahn's stake wasn't immediately clear, and he hasn't yet publicly signaled his intentions. Saying it noticed "unusual" trading activity, Hertz, on Dec. 30, adopted a one-year shareholder rights plan, or poison pill, a common defense to limit share accumulations and ward off a takeover, the report related. Hertz's poison pill is designed to keep investors' stakes below 10%. The company's stock has risen sharply since it announced the poison pill, closing at $28.50 on Friday. Its market capitalization is nearly $13 billion. Corvex Management LP, a fund managed by former Icahn protege Keith Meister, had a small Hertz stake of around 0.6% as of the end of September, according to a regulatory filing, the report said. Dan Loeb's Third Point LLC also holds a passive stake in the company, according to the person familiar with the matter. Hertz, through its subsidiaries, engages in the car and equipment rental businesses worldwide. Headquartered in Park Ridge, New Jersey, Hertz is one of the nation's largest automobile and equipment rental companies. HIGHWAY TECH: First Insurance Drops Objection to Conversion Bid --------------------------------------------------------------- First Insurance Funding Corp. withdrew its limited objection to the request of Highway Technologies Inc. et al. to convert the Debtors' case to a liquidation in chapter 7. Highway Technologies Inc., a provider of roadway guard rails, barriers and signs, sold assets and decided in consultation with creditors that proceeds could be most efficiently distributed by converting the Chapter 11 reorganization to a liquidation in Chapter 7. As reported in the Troubled Company Reporter on Sept. 27, 2013, citing a report by Bill Rochelle, the bankruptcy columnist for Bloomberg News, the principal asset sale was completed in August, and unsecured creditors settled with the lenders. Even a liquidating Chapter 11 plan wasn't feasible in view of claims by suppliers and workers entitled to be paid in full. According to the Bloomberg report, the settlement with secured lenders creates an unsecured creditors' trust to be funded with 80 percent of proceeds from the sale of "rolling stock." The lenders will receive nothing until unsecured creditors recover 10 percent. Then the lenders and unsecured creditors will share pro rata. From lawsuit recoveries, unsecured creditors receive the first $1 million. From larger recoveries, the lenders and unsecured creditors share 50-50. The Bloomberg report said the settlement also raised the fund to pay the committee's lawyer by $200,000 to $425,000. In addition, $500,000 was set aside for payments of priority claims and expenses of the Chapter 11 case. On Aug. 29, 2013, the Official Committee of Unsecured Creditors of Highway Technologies, Inc., et al., withdrew its motion to convert the Debtors' Chapter 11 cases to Chapter 7. Attorneys for the First Insurance can be reached at: Thomas G. Macauley MACAULEY 300 Delaware Avenue, Suite 760 Wilmington, DE 19801 Tel: (302) 656-0100 - and - Scott W. Foley Daniel J. Zeller 36S. Charles Street, Suite 2000 Baltimore, MD 21201 Tel: (401) 385-4234 About Highway Technologies Highway Technologies Inc. and affiliate HTS Acquisition Inc. sought Chapter 11 protection (Bankr. D. Del. Case Nos. 13-11325 to 13-11326) on May 22, 2013, to conduct an orderly liquidation. Richard M. Pachuiski, Esq., Debra I. Grassgreen, Esq., Bruce Grohsgal, Esq., Maria A. Bove, Esq., and John W. Lucas, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. The prepetition lenders are represented by David M. Hilllman, Esq., at Schulte Roth & Zabel, in New York. The Company's balance sheet as of March 31, 2013, showed $55 million in total assets and $102 million in liabilities. In its amended schedules, Highway Technologies disclosed $41,350,616 in assets and $91,780,181 in liabilities. Mark D. Collins, Esq., at Richards, Layton & Finger, P.A. represents the Official Unsecured Creditors' Committee as counsel. Gavin/Solmonese LLC serves as the Committee's financial advisor. The Debtors have asked the Court to convert their cases into Chapter 7 proceedings. ICEWEB INC: Delays Form 10-K for 2013 to Complete Audit ------------------------------------------------------- IceWEB, Inc., filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its annual report on Form 10-K for the period ended Sept. 30, 2013. The Company's Annual Report cannot be filed within the prescribed time period because the Company and its independent registered public accounting firm are still in the process of completing their work required in order for the Company's independent registered public accounting firm to render its opinion on the Company's consolidated financial statements. The Company continues to dedicate significant resources to the audit of the financial statements and the preparation and analysis of its reporting requirements for Annual Report on Form 10-K for its Sept. 30, 2013, consolidated financial statements. The Company currently anticipates filing its Sept. 30, 2013, Annual Report on Form 10-K and its related XBRL documents on or before the extended deadline of Jan. 14, 2014. About IceWEB Sterling, Va.-based IceWEB, Inc., manufactures and markets purpose-built appliances, network and cloud-attached storage solutions and delivers on-line cloud computing application services. The Company's customer base includes U.S. government agencies, enterprise companies, and small to medium sized businesses (SMB). D'Arelli Pruzansky, P.A., in Boca Raton, Florida, expressed substantial doubt about IceWEB's ability to continue as a going concern. The independent auditors noted that the Company had net losses of $6,485,048 for the year ended Sept. 30, 2012. The Company reported a net loss of $6.5 million on $2.6 million of sales in fiscal 2012, compared with a net loss of $4.7 million on $2.7 million of sales in fiscal 2011. The Company's balance sheet at June 30, 2013, showed $1 million in total assets, $2.74 million in total liabilities and a $1.73 million total stockholders' deficit. IGLESIA PUERTA: Class 3-5 Creditors Object to Disclosure Statement ------------------------------------------------------------------ Creditors in Class 3 to 5 filed with the U.S. Bankruptcy Court for the Western District of Texas an objection to the disclosure statement accompanying the plan of reorganization of Iglesia Puerta Del Cielo, Inc. As reported by the Troubled Company Reporter on Nov. 26, 2013, the Debtor filed its Plan which among other things, pays all administrative and priority claims on the effective date. A full- text copy of the Disclosure Statement, dated Nov. 14, 2013, is available for free at: http://bankrupt.com/misc/IGLESIAds1114.pdf Creditors in Class 3 includes: Ray W. and Carole M. Williams, William L. Isaac & DeAnn Isaac, Patrick O. & Graciela G. Russell and Harvey D. Joseph. Judgment Creditors are in Class 4, and Noe Rodriguez-Avila is in Class 5. In a filing dated Dec. 27, 2013, Sidney J. Diamond, Esq., at Diamond Law, the attorney for the objecting Creditors, said that the Creditors would show that the Disclosure Statement 2013 does not provide adequate information to allow creditors to make an informed decision on whether to vote on the Plan. Mr. Diamond claims that, among other things, the Disclosures Statement: (1) does not explain how the objecting secured creditors would receive the indubitable equivalent of their claims; (2) lacks any financial information regarding the ability of the Debtor to confirm a plan; (3) fails to mention any details regarding Debtor's failed attempt to sell the collateral; (4) fails to disclose payments to insiders who are members of the Debtor's president's family; and (5) misrepresents the impairment of all classes except for the general unsecured class. Mr. Diamond can be reached at: Diamond Law 3800 N. Mesa, Suite B-3 El Paso, Texas 79902 Tel: (915) 532-3327 Fax: (915) 532-3355 E-mail: sidney@sidneydiamond.com Iglesia Puerta del Cielo, Inc., a domestic non-profit corporation that provides religious services to third parties, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 13-31911) on Nov. 12, 2013. The case is assigned to Judge Christopher Mott. Wiley F. James, III, Esq., at James & Haugland, P.C., in El Paso, Texas, represents the Debtor. The Debtor estimated assets of at least $10 million and liabilities of at least $1 million. IMPERIAL PETROLEUM: Receives Notice of Clean Air Act Violations --------------------------------------------------------------- Imperial Petroleum, Inc., and e-Biofuels, LLC, received Notice of Violation of Renewable Fuel Standards with respect to an investigation by the United States Environmental Protection Agency (EPA) into the Company's compliance with the Section 211(o) of the Clean Air Act and the renewable fuel standard regulations promulgated at 40 C.F.R. Part 80, Subpart M (RFS regulations). Under the NOV the EPA is alleging that all of the Renewable Information Numbers (RINs) generated from July 1, 2010, through June 2, 2011, by e-Biofuels (Company ID 4694 and Facility ID 82845), 33,573,595 RINs with a D-Code of 4 in total are invalid. The NOV asserts that e-Biofuels was not the producer of the fuel during this period. Under RFS regulations, 40 C.F.R. 80.1431 and 80.1461(c) "any parent corporation is liable for any violation of this subpart that is committed by any of its subsidiaries". The Clean Air Act authorizes EPA to assess civil penalties of up to $37,500 for every day for each violation, plus the economic benefit or savings resulting from each violation. As previously reported, on April 4, 2012, the Company's wholly owned subsidiary, E-Biofuels, LLC, filed for protection from creditors under Chapter 7 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Indiana A copy of the Notice is available for free at: http://is.gd/88nbF8 About Imperial Petroleum Headquartered in Evansville, Ind., Imperial Petroleum Inc. (OTC BB: IPMN) operates as a diversified energy and mineral mining company in the United States. Its oil and natural gas properties include the Coquille Bay field located in Plaqumines Parish, Louisiana; the Haynesville field located in Claiborne and Webster Parishes in north Louisiana; the Bastian Bay field located in Plaquemines parish, Louisiana; LulingField located in Guadalupe county, Texas; and the Shrewsbury field in Grayson County and the Claymour field in Todd County, western Kentucky. As reported by the TCR on June 24, 2011, the Company anticipates its current working capital will not be sufficient to meet its required capital expenditures and that the Company will be required to either access additional borrowings from its lender or access outside capital. Currently the Company projects it will require non-discretionary capital expenditures of approximately US$500,000 in the next fiscal year to re-establish and maintain economic levels of production at Coquille Bay. Without access to such capital for non-discretionary projects, the Company's production may be significantly curtailed or shut in and jeopardize its leases. In the auditors' report accompanying the financial statements for year ended July 31, 2011, Weaver Martin & Samyn, LLC, in Kansas City Missouri, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and is dependent upon obtaining debt financing for funds to meet its cash requirements. The Company's balance sheet at April 30, 2012, showed $2.08 million in total assets, $11.92 million in total liabilities, all current, and a $9.83 million total stockholders' deficit. Going Concern "The Company's financial statements for the three months and nine months ended April 30, 2012 have been prepared on a going concern basis which contemplates the realization of assets and the settlement of liabilities in the normal course of business. The Company had a net loss for the nine months ended April 30, 2012 of $7,082,073 compared to net income for the nine months ended April 30, 2011 of $2,801,720. As of April 30, 2012, the Company has $20,190 of cash on hand and a working capital deficit of $11,032,727. On April 4, 2012, the Company's wholly-owned subsidiary, e-Biofuels, LLC filed a voluntary petition for protection from creditors under Chapter 7 of Title 11 of the Bankruptcy Code with the United States Bankruptcy Court for the Southern District of Indiana The Company's e-Biofuels subsidiary had $7,365,167 of debt mature on January 31, 2012 as discussed in Note 5 for which the Company is a guarantor. The Company's working capital deficiency in conjunction with the Company's history of operating losses raises doubt regarding the Company's ability to continue as a going concern," the Company said in its quarterly report for the period ended April 30, 2012. J.C. PENNEY: Settlement Talks with Macy's Stall ----------------------------------------------- Suzanne Kapner, writing for The Wall Street Journal, reported that settlement talks between Macy's Inc. and J.C. Penney Co. over a merchandising pact with Martha Stewart Living Omnimedia Inc. have stalled out, making it more likely that a judge will have to resolve the long-running dispute, according to people familiar with the discussions. According to the report, the two sides have held on-and-off talks since closing arguments in the case were heard in July, but have been unable to come to terms over the amount of damages, the people said. Macy's is seeking to recoup attorney's fees and lost profits as a result of a pact Penney struck with Martha Stewart's company to sell bedding, bath and housewares that Macy's says violated a previous agreement it had with the domestic diva to sell similar items exclusively at its stores, the report related. The dispute erupted in a Manhattan courtroom last year, when former Penney Chief Executive Ron Johnson, Macy's Chief Executive Terry Lundgren and Ms. Stewart all testified, the report said. Penney took steps in October to narrow the scope of its deal with Ms. Stewart by shortening the length of the original 10-year contract and reducing the range of product categories it carries so they no longer conflict with those Macy's says it has the right to sell exclusively, the report added. About J.C. Penney J.C. Penney Company, Inc. is one of the U.S.'s largest department store operators with about 1,100 locations in the United States and Puerto Rico. * * * As reported in the Troubled Company Reporter on Oct. 4, 2013, Fitch Ratings has downgraded the Issuer Default Ratings (IDRs) on J.C. Penney Co., Inc. and J.C. Penney Corporation, Inc. to 'CCC' from 'B-'. JOE'S FRIENDLY: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Joe's Friendly Service & Son, Inc. dba Thatched Cottage At The Bay 445 East Main Street Centerport, NY 11721 Case No.: 14-70001 Chapter 11 Petition Date: January 2, 2014 Court: United States Bankruptcy Court Eastern District of New York (Central Islip) Judge: Hon. Robert E. Grossman Debtor's Counsel: Fred S Kantrow, Esq. Avrum J Rosen, Esq. THE LAW OFFICES OF AVRUM J. ROSEN, PLLC 38 New Street Huntington, NY 11743 Tel: (631) 423-8527 Fax: (631) 423-4536 Email: fkantrow@avrumrosenlaw.com ajrlaw@aol.com Total Assets: $8.01 million Total Liabilities: $9.92 million The petition was signed by Ralph Colamussi, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/nyeb14-70001.pdf LEHMAN BROTHERS: April 15 Fairness Hearing on $99MM E&Y Settlement ------------------------------------------------------------------ The United States District Court for the Southern District of New York will hold a hearing before the Hon. Lewis A. Kaplan at 4:30 p.m. on April 15, 2014, to consider approval of the proposed $99 million settlement with Ernst & Young LLP, defendant in the case captioned as In re Lehman Brothers Equity/Debt Securities Litigation, 08-CV-5523-LAK. A class action has been preliminarily certified in the Action for purposes of the settlement only. At the hearing, the Court will determine whether the proposed Settlement should be approved by the Court as fair, reasonable, and adequate; determine whether the proposed Plan of Allocation fo distribution of the settlement proceeds should be approved as fair and reasonable; and consider the application of co-lead counsel for an award of attorneys' fees and reimbursement of expenses. A notice of the proposed cash settlement has been sent out for all investors who (A) purchased or otherwise acquired Lehman Securities as identified in Appendix A to the Stipulation of Settlement and Release with Ernst & Young LLP dated Nov. 20, 2013, (B) purchased or otherwise acquired Lehman Structured Notes identified in Appendix B to the Stipulation; and/or (C) purchased or otherwise acquired Lehman Common Stock or Call Options and/or sold Lehman Put Options, during the settlement class period of June 12, 2007, to September 15, 2008, through and inclusive. To be potentially eligible to share in the distribution of the Net Settlement Fund in connection with the Settlement, claimants may submit a Claim Form postmarked on or before April 17, 2014. To be excluded from the Settlement Class in the EY Settlement, a claimant must submit a written request for exclusion no later than March 25, 2014. Objections to the proposed Settlement, the proposed Plan of Allocation, or the request for attorneys' and reimbursement of expenses, must be filed by March 25, 2014. The co-lead counsel in the case may be reached at: David R. Stickney, Esq. BERNSTEIN LITOWITZ BERGER & GROSSMAN LLP 12481 High Bluff Drive, Suite 300 San Diego, CA 92130-3582 Tel: 866-648-2524 http://www.blbglaw.com/ - and - David Kessler, Esq. KESSLER TOPAZ MELTZER & CHECK LLP 280 King of Prussia Road Radnor, PA 19087 Tel: 310-667-7706 http://www.ktmc.com/ GCG Inc. in Dublin, Ohio, serves as claims administrator. On the Net: http://www.LehmanSecuritiesLitigationSettlement.com/ http://www.blbglaw.com/and http://www.ktmc.com 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. (http://bankrupt.com/newsstand/or 215/945-7000). LENDER PROCESSING: Moody's Hikes Rating on 5.75% Notes From 'Ba2' ----------------------------------------------------------------- Moody's Investors Service has affirmed the debt ratings of Fidelity National Financial, Inc. (NYSE: FNF; senior debt rated Baa3), and the A3 insurance financial strength (IFS) ratings of its primary title insurance subsidiaries, following the company's announcement that it has closed its acquisition of Lender Processing Services Inc. The rating agency also upgraded LPS's 5.75% senior unsecured notes due 2023 to Baa3 from Ba2, concluding the review for upgrade initiated on May 28, 2013, and withdrew all remaining ratings of LPS. The LPS notes are guaranteed by FNF. The outlook for FNF's ratings is stable. Ratings Rationale According to Moody's analyst Paul Bauer, "The rating affirmation of Fidelity National is based on its financial leverage remaining at a manageable level following the transaction closing even including the addition of LPS debt, and our expectation that leverage levels will be lowered over the medium term." The analyst added that, "The upgrade of the LPS senior notes is based on an unconditional and irrevocable guarantee provided by Fidelity National." LPS, which was formerly owned and spun off by FNF, is a market leader in the mortgage transaction processing services sector. The company will add diversification of earnings and unregulated cash flows to FNF; however, it will also carry a significant debt burden. Moody's said that integration risk is reduced given FNF's prior ownership and its good track record in integrating acquisitions and extracting expense efficiencies. According to Moody's, the key negative effect of the transaction is the increase in financial leverage, which will increase to nearly 40% (on a Moody's adjusted basis). Although this is a material increase in leverage, it remains within Moody's expectations, based on FNF's opportunistic acquisition history, which has resulted in elevated leverage in the past. Moody' s also expects the company over the next two years to reduce its debt leverage closer to its long-term target of 30% or less (on a Moody's adjusted basis), consistent with its past actions following an acquisition. Moody's also noted that the transaction would have a negative effect on asset quality because of the addition of significant goodwill to FNF's balance sheet. In addition to Moody's opinion that the increase in financial leverage is manageable, the rating agency said that the affirmation of FNF's debt ratings and subsidiary IFS ratings is based on the company's leading position in the US title insurance market, balanced distribution system, disciplined underwriting and financial controls, and relatively consistent profitability even during recent stress periods. Additional positives include nimble expense management, and a high quality, liquid investment portfolio. These strengths are tempered by the company's historic record of occasionally using greater amounts of financial leverage to fund acquisitions as is evidenced by the LPS transaction, high regulatory and legal risk, and by volatility in the group's revenue base and profit margins reflecting the fundamental cyclicality of the title insurance business. With the closing of the transaction, LPS is a majority-owned subsidiary of FNF. Accordingly, the Ba1 corporate family rating and Ba1-PD probability of default rating have been withdrawn. In addition, the senior secured debt rating of Ba1 has been withdrawn following its repayment. Factors that could result in an upgrade of Fidelity National's ratings include: 1) maintaining profit margins in the high single digits (8%) or better through the title insurance cycle; 2) earnings coverage above 6x, and holding company cash flow coverage of interest above 4x; 3) a long term commitment to moderate financial leverage (adjusted debt-to-capital below 35%, unadjusted debt-to-capital below 25%); and 4) an improvement in the macro mortgage issuance environment such that real estate sales transactions increase, reducing a dependence refinance volume and helping provide more stable title insurance revenue. Conversely, factors that could result in a downgrade of Fidelity National's ratings include: 1) net earnings turning negative in an industry downturn; 2) debt-to-capital rising to over 35% on an unadjusted basis, or 45% on a Moody's adjusted basis; 3) interest coverage below 4x; 4) large debt-financed acquisitions; or 5) a sustained reduction in subsidiary capital adequacy (e.g. underwriting leverage greater than 10x). The following ratings have been affirmed with a stable outlook: Fidelity National Financial, Inc. -- senior unsecured debt at Baa3; provisional senior unsecured debt at (P)Baa3; provisional subordinated debt at (P)Ba1; provisional preferred stock at (P)Ba2. Alamo Title Insurance Company -- insurance financial strength at A3; Chicago Title Insurance Company -- insurance financial strength at A3; and, Fidelity National Title Insurance Company -- insurance financial strength at A3. The following debt has been upgraded with a stable outlook: Lender Processing Services, Inc. -- senior unsecured notes to Baa3 from Ba2. The following ratings have been withdrawn: Lender Processing Services, Inc. -- Long-term Corporate Family Rating of Ba1, Probability of Default of Ba1-PD, Speculative Grade Liquidity Rating of SGL-2, senior secured of Baa3, 35 - LGD3, senior unsecured shelf of (P)Ba2. The methodology used in this rating was Moody's Rating Methodology for U.S. Title Insurance Companies published in December 2011. Please see the Credit Policy page on www.moodys.com for a copy of this methodology. Fidelity National Financial, Inc., headquartered in Jacksonville, Florida, provides title insurance and various related services on a national scale. The company reported total 12-month trailing revenue of $8.8 billion and shareholders' equity of $4.9 billion as of September 30, 2013. LIGHTSQUARED INC: Proposes $285-Mil. Financing From Melody ---------------------------------------------------------- LightSquared Inc. and One Dot Six Corp. filed a motion seeking court approval to borrow $285 million from a group of lenders led by Melody Business Finance LLC. The wireless communications company said it will use the $285 million loan to, among other things, refinance in full the $46.4 million loan provided to One Dot Six under a credit agreement dated July 19, 2012. Melody Business would provide $199.5 million while the rest would be provided by four other lenders. Melody Capital Advisors LLC and U.S. Bank N.A. would serve as lead arranger and administrative agent for the new financing, respectively. The terms of the proposed financing are detailed in a term sheet, which can be accessed for free at http://is.gd/9lRUEP The $285 million loan is part of a new plan proposed by LightSquared to exit bankruptcy protection. The company earlier filed a new plan with financing from Melody Capital, Fortress Investment Group LLC, JPMorgan Chase & Co. and Harbinger Capital Partners. The proposed plan would include a $2.75 billion in new loans and at least $1.25 billion in new equity investment. It replaces the initial proposal, which was based on the $2.2 billion sale of LightSquared's assets to Dish Network Corp. The new plan also contemplates the confirmation of an alternate bankruptcy plan for the company and eight of its subsidiaries, including One Dot Six, in case U.S. Bankruptcy Judge Shelley Chapman doesn't approve the transactions proposed under the new plan. LightSquared said it negotiated an alternate plan since it isn't convinced that the rival plan proposed by U.S. Bank N.A. and MAST Capital Management LLC would "maximize the value" of One Dot Six's wireless spectrum assets. Judge Chapman will hold a hearing on Jan. 21 to consider approval of the proposed financing. Objections are due by Jan. 15. About LightSquared Inc. LightSquared Inc. and 19 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on May 14, 2012, to resolve regulatory issues that have prevented it from building its coast-to-coast integrated satellite 4G wireless network. LightSquared had invested more than $4 billion to deploy an integrated satellite-terrestrial network. In February 2012, however, the U.S. Federal Communications Commission told LightSquared the agency would revoke a license to build out the network as it would interfere with global positioning systems used by the military and various industries. In March 2012, the Company's partner, Sprint, canceled a master services agreement. LightSquared's lenders deemed the termination of the Sprint agreement would trigger cross-defaults under LightSquared's prepetition credit agreements. LightSquared and its prepetition lenders attempted to negotiate a global restructuring that would provide LightSquared with liquidity and runway necessary to resolve its issues with the FCC. Despite working diligently and in good faith, however, LightSquared and the lenders were not able to consummate a global restructuring on terms acceptable to all interested parties. Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to the Debtors. Alvarez & Marsal North America, LLC, is the financial advisor. Kurtzman Carson Consultants LLC serves as claims and notice agent. LIGHTSQUARED INC: Seeks Approval of JPMorgan Engagement Letter -------------------------------------------------------------- LightSquared Inc. asked U.S. Bankruptcy Judge Shelley Chapman for approval to enter into an "engagement letter" with J.P. Morgan Chase & Co. and Credit Suisse Group A.G. Under the engagement letter, J.P. Morgan and Credit Suisse will serve as lead arrangers for $2.5 billion in financing that would allow the wireless communications company to exit Chapter 11 protection. A copy of the engagement letter is available for free at http://is.gd/vjifLZ The exit financing is part of a new plan proposed by LightSquared, which is supported by J.P. Morgan, Fortress Investment Group LLC, Melody Capital Advisors LLC, and Harbinger Capital Partners. It replaces the initial proposal, which was based on the $2.2 billion sale of the company's assets to Dish Network Corp. LightSquared also seeks court approval to enter into a "commitment letter," which requires the company to pay fees to J.P. Morgan and Credit Suisse. The fees wouldn't actually be paid unless LightSquared's plan is approved by the bankruptcy judge. The company, however, is required to reimburse J.P. Morgan and Credit Suisse for certain fees and expenses regardless of whether the exit financing becomes effective. A court hearing is scheduled for Jan. 9. Objections are due Jan. 7. About LightSquared Inc. LightSquared Inc. and 19 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on May 14, 2012, to resolve regulatory issues that have prevented it from building its coast-to-coast integrated satellite 4G wireless network. LightSquared had invested more than $4 billion to deploy an integrated satellite-terrestrial network. In February 2012, however, the U.S. Federal Communications Commission told LightSquared the agency would revoke a license to build out the network as it would interfere with global positioning systems used by the military and various industries. In March 2012, the Company's partner, Sprint, canceled a master services agreement. LightSquared's lenders deemed the termination of the Sprint agreement would trigger cross-defaults under LightSquared's prepetition credit agreements. LightSquared and its prepetition lenders attempted to negotiate a global restructuring that would provide LightSquared with liquidity and runway necessary to resolve its issues with the FCC. Despite working diligently and in good faith, however, LightSquared and the lenders were not able to consummate a global restructuring on terms acceptable to all interested parties. Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to the Debtors. Alvarez & Marsal North America, LLC, is the financial advisor. Kurtzman Carson Consultants LLC serves as claims and notice agent. LIGHTSQUARED INC: Proposes Incentive Bonuses for 4 Executives ------------------------------------------------------------- LightSquared Inc. asked U.S. Bankruptcy Judge Shelley Chapman for approval to extend the incentive bonus package for Chief Executive Douglas Smith and three other executives. The company proposes to modify the Key Employee Incentive Plan so its top executives, including Chief Financial Officer Marc Montagner, General Counsel Curtis Lu and regulatory executive Jeffrey Carlisle, get cash bonuses during the final stage of its bankruptcy case. LightSquared specifically wants to modify parts of the bonuses in connection with the satisfaction of the company's objectives related to regulatory progress and its emergence from bankruptcy. These parts of the bonuses expired on Dec. 31. If Judge Chapman approves either a restructuring or a sale of the company by Feb. 15, LightSquared wants the four executives received cash bonuses of 75% of their salary. On or after Feb. 16, the executives would get nothing. The company also wants to see the executives receiving their cash bonuses if regulatory approvals for its networks are achieved by December 31, 2014. The original incentive plan, which was approved in October 2012 by the court, offered payment of up to 200% of the executives' annual salary if full regulatory approval was received. About LightSquared Inc. LightSquared Inc. and 19 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on May 14, 2012, to resolve regulatory issues that have prevented it from building its coast-to-coast integrated satellite 4G wireless network. LightSquared had invested more than $4 billion to deploy an integrated satellite-terrestrial network. In February 2012, however, the U.S. Federal Communications Commission told LightSquared the agency would revoke a license to build out the network as it would interfere with global positioning systems used by the military and various industries. In March 2012, the Company's partner, Sprint, canceled a master services agreement. LightSquared's lenders deemed the termination of the Sprint agreement would trigger cross-defaults under LightSquared's prepetition credit agreements. LightSquared and its prepetition lenders attempted to negotiate a global restructuring that would provide LightSquared with liquidity and runway necessary to resolve its issues with the FCC. Despite working diligently and in good faith, however, LightSquared and the lenders were not able to consummate a global restructuring on terms acceptable to all interested parties. Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to the Debtors. Alvarez & Marsal North America, LLC, is the financial advisor. Kurtzman Carson Consultants LLC serves as claims and notice agent. LIGHTSQUARED INC: Asks Judge to Reject Dish Sale Plan ----------------------------------------------------- Joseph Checkler, writing for Daily Bankruptcy Review, reported that Phil Falcone and LightSquared urged a bankruptcy judge to reject a plan to sell the company's wireless spectrum assets to Charlie Ergen's Dish Network Corp., a deal they say is inferior to LightSquared's proposal to reorganize on its own. According to the report, in a filing with U.S. Bankruptcy Court in Manhattan, LightSquared noted Dish's stock price has risen nearly 50% since it made a bid for the spectrum assets, meaning investors think the assets are worth much more than Dish's $2.2 billion bid. "There is no question how the market views such assets," LightSquared said in its filing, the report related. Mr. Falcone's Harbinger Capital Partners, which controls LightSquared's equity, said in a separate filing that the Dish bid values the assets at less than 25% of the enterprise value that LightSquared's own reorganization plan proposes, the report further related. He said the lenders backing Dish's bid just want to be paid. "The debtors' secured creditors, with nothing to gain from the debtors' reorganization, continue to push for a sale liquidation to serve their parochial and largely illegitimate purposes," Harbinger's lawyers said in their filing, the report added. Two Competitors Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that LightSquared Inc. is urging the bankruptcy judge at the Jan. 9 hearing to approve the company's reorganization plan rather than either of the two competitors. According to the Bloomberg report, the company said the other two plans "largely benefit only the proponents of such plans." The other plans wouldn't allow any other stakeholders to realize benefit from the billions spent developing the business, according to LightSquared. LightSquared filed a modified plan supported by Philip Falcone's Harbinger Capital Partners LLC, JPMorgan Chase & Co., Fortress Investment Group LLC, and Melody Capital Advisors LLC. It would pay most creditors in full to avoid having the business taken over under a competing plan where Charles Ergen's Dish Networks Corp. would buy LightSquared for $2.2 billion. About LightSquared Inc. LightSquared Inc. and 19 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on May 14, 2012, to resolve regulatory issues that have prevented it from building its coast-to-coast integrated satellite 4G wireless network. LightSquared had invested more than $4 billion to deploy an integrated satellite-terrestrial network. In February 2012, however, the U.S. Federal Communications Commission told LightSquared the agency would revoke a license to build out the network as it would interfere with global positioning systems used by the military and various industries. In March 2012, the Company's partner, Sprint, canceled a master services agreement. LightSquared's lenders deemed the termination of the Sprint agreement would trigger cross-defaults under LightSquared's prepetition credit agreements. LightSquared and its prepetition lenders attempted to negotiate a global restructuring that would provide LightSquared with liquidity and runway necessary to resolve its issues with the FCC. Despite working diligently and in good faith, however, LightSquared and the lenders were not able to consummate a global restructuring on terms acceptable to all interested parties. Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to the Debtors. Alvarez & Marsal North America, LLC, is the financial advisor. Kurtzman Carson Consultants LLC serves as claims and notice agent. LIGHTSQUARED INC: Said It Should Benefit from FCC Approval ---------------------------------------------------------- Tiffany Kary, writing for Bloomberg News, reported that Philip Falcone's LightSquared Inc. should be the one to benefit from regulatory approval of the company's wireless spectrum, the bankrupt company said as part of an objection to competing plans that would reorganize it by selling assets. "All LightSquared entities should be permitted to reorganize and enjoy the significant value realized when the FCC grants LightSquared's pending applications," the company said in a filing on Jan. 3 in Manhattan bankruptcy court, according to the report. During the company's Dec. 30 court hearing, its lawyers discussed the latest talks with the Federal Communications Commission behind closed doors in U.S. Bankruptcy Judge Shelley Chapman's chambers. LightSquared has a plan to reorganize as a stand-alone company, while an ad hoc group of its lenders seeks to sell off its main wireless spectrum assets in an auction led by a $2.22 billion bid from an entity owned by Charlie Ergen, chairman of LightSquared rival Dish Network Corp., the report related. Another plan seeks to sell some of the company's other assets via a bid equal to the amount of debt owed, about $66 million, the report said. That plan, from U.S. Bank NA and Mast Capital Management LLC, would also do a disservice to creditors, LightSquared said. The company called both the ad hoc lender plan and the U.S. Bank plan "short-sighted." Falcone's investment fund Harbinger Capital Partners LLC also objected to the other plans in court papers filed on Jan. 3, the report further related. It said that the regulatory clearance the company has sought is "now within reach." About LightSquared Inc. LightSquared Inc. and 19 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on May 14, 2012, to resolve regulatory issues that have prevented it from building its coast-to-coast integrated satellite 4G wireless network. LightSquared had invested more than $4 billion to deploy an integrated satellite-terrestrial network. In February 2012, however, the U.S. Federal Communications Commission told LightSquared the agency would revoke a license to build out the network as it would interfere with global positioning systems used by the military and various industries. In March 2012, the Company's partner, Sprint, canceled a master services agreement. LightSquared's lenders deemed the termination of the Sprint agreement would trigger cross-defaults under LightSquared's prepetition credit agreements. LightSquared and its prepetition lenders attempted to negotiate a global restructuring that would provide LightSquared with liquidity and runway necessary to resolve its issues with the FCC. Despite working diligently and in good faith, however, LightSquared and the lenders were not able to consummate a global restructuring on terms acceptable to all interested parties. Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to the Debtors. Alvarez & Marsal North America, LLC, is the financial advisor. Kurtzman Carson Consultants LLC serves as claims and notice agent. LINN ENERGY: S&P Raises Corp. Credit Rating to BB- Over Berry Deal ------------------------------------------------------------------ Standard & Poor's Ratings Services said it removed the ratings on Linn Energy LLC and Berry Petroleum Co. from CreditWatch where it placed them with positive implications on Feb. 22, 2013, following Linn's announcement that it would acquire Berry in an all-stock transaction. S&P is raising the corporate credit rating on Linn Energy LLC to 'BB-' from 'B+'. In addition, S&P raised the senior unsecured ratings to 'B+' from 'B', maintaining a '5' recovery rating indicating modest (10% to 30%) recovery in the event of a payment default. The outlook is stable. At the same time, S&P assigned 'BB-' corporate credit rating to newly created, wholly owned, unrestricted subsidiary Berry Petroleum Co. LLC. Finally, S&P affirmed the 'BB-' corporate credit and senior unsecured ratings on Berry Petroleum Co. Subsequently, S&P withdrew the corporate credit rating on Berry Petroleum Co., which was converted to Berry Petroleum Co. LLC. The ratings upgrade of Linn reflects S&P's assessment of its improved scale and diversity of operations following the acquisition of Berry Petroleum Co. Pro forma for the acquisition, Linn will have estimated proved reserves of about 6.6 trillion cubic feet equivalent (tcfe) and core operations in several basins across the U.S. The acquisition also increases Linn's crude oil production to about 40% from about 25% of total output, which S&P expects to improve profitability. In addition, S&P believes Linn's proved developed reserve life will remain strong at more than 10 years, providing a stable platform for reserve development and maintenance of production, which is necessary for Linn to maintain distribution levels. Also, the stable production levels combined with near-100% hedging of its production should provide stable profitability and cash flow measures. Nevertheless, S&P views Linn's reliance on acquisitions for meaningful growth as a negative factor in its business risk assessment. Under S&P's rating analysis, it considers this, combined with its distribution of substantially all cash flow to unit holders, a weakness. The upgrade also reflects improving financial measures such as forecast debt to EBITDA of slightly below 4x, although this is offset by the company's negative discretionary cash flow (DCF) to debt. The ratings on Houston-based exploration and production (E&P) company Linn Energy LLC reflect what S&P considers to be a "fair" business risk, "aggressive" financial risk, and "adequate" liquidity assessments. The stable outlook reflects S&P's expectations the debt leverage will remain about 4x over the next 12 to 18 months and FFO to debt will average between 15% to 20% over that same period. Nevertheless, S&P expects Linn to continue to generate significant negative free cash flow that it will fund under its credit facility and limit improvement in financial measures. An upgrade will require Linn to sustain debt leverage below 4x and FFO/debt above 20% on a sustained basis. This could prove challenging given Linn's aggressive distribution policy and S&P's forecast of substantial negative free cash flow. Nevertheless, Linn could reach this level through equity financed acquisitions resulting in improved financial measures. S&P could lower ratings if Linn pursues a more aggressive financial policy such that debt leverage exceeds 5x. This could occur if Linn increases distributions to unitholders without a commensurate increase in cash flows, or if Linn increases growth- oriented capital spending that would result in higher-than- expected negative free cash flow. LOFINO PROPERTIES: Ch.11 Trustee Taps Wood & Lamping as Counsel --------------------------------------------------------------- Henry E. Menninger, Jr., the Chapter 11 trustee of Lofino Properties, LLC, asks for authorization from the U.S. Bankruptcy Court for the Southern District of Ohio to employ Wood & Lamping LLP, as counsel for the Trustee, nunc pro tunc to Dec. 6, 2013. The Trustee requires Wood & Lamping to: (a) prepare on behalf of the Trustee all motions, applications, answers, orders, reports, notices, and other legal papers; (b) provide legal advice with respect to issues that arise in the case, including financing proposals, interim and final cash collateral orders, adequate protection for utilities pursuant to 11 U.S.C. Section 366, motions for relief from the automatic stay and/or adequate protection as may from time to time be filed by secured creditors, and motions to assume or reject unexpired leases or executory contracts; (c) assist the Trustee in investigating the acts, conduct, assets, liabilities and financial condition of the Debtor, the operation of the Debtor's businesses, potential causes of action, and any other matters relevant to the case; (d) attend meetings and negotiate with representatives of the Debtor, creditors, potential purchasers of some or all of the Debtor's assets, the United States Trustee or his representative, or other parties in interest; (e) prepare a plan of reorganization and disclosure statement, any amendments to the plan or disclosure statement, and all related agreements or documents, and take any necessary action on behalf of the Trustee in connection with same; (f) appear before the Court, appellate courts, and the U.S. Trustee, and protect the interests of the Trustee and the estate before such courts and the U.S. Trustee; (g) litigate and negotiate with respect to claims filed or interests asserted in this case; and (h) perform all other necessary legal services and provide all other necessary legal advice to the Trustee in connection with the Debtor's Chapter 11 case. Mr. Menninger is a partner at Wood & Lamping. He 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. Wood & Lamping will be paid at these hourly rates: Henry E. Menninger, Jr. $395 Raymond J. Pikna, Jr. $380 Partner $395 Associate $275 Paralegal $140 Law Clerks $100 Wood & Lamping will also be reimbursed for reasonable out-of- pocket expenses incurred. Wood & Lamping can be reached at: Henry E. Menninger, Jr., Esq. WOOD & LAMPING LLP 600 Vine Street, Suite 2500 Cincinnati, OH 45202 Tel: (513) 852-6000 Fax: (513) 852-6087 E-mail: hemenninger@woodlamping.com About Lofino Properties Dayton, Ohio-based Lofino Properties, LLC, which owns retail stores, sought bankruptcy protection (Bankr. S.D. Ohio Case No. 13-34099) on Oct. 4, 2013. Lofino Properties listed assets of $19.91 million and liabilities of about $13.15 million. A sister company, Southland 75 LLC, which owns a strip shopping center, sought bankruptcy protection (Bankr. S.D. Ohio Case No. 13-34100) on the same day. Southland 75 listed assets of $8.09 million and liabilities of $5.62 million. The Hon. Judge Lawrence S. Walter presides over the cases. Attorneys at Pickrel, Schaeffer, and Ebeling, in Dayton, Ohio, represent the Debtors as counsel. The petitions were signed by Michael D. Lofino, managing member. The Debtors have been operating under state court receiverships since May 2013. On Oct. 17, 2013, the Bankruptcy Court entered an order denying the motion of the Debtors for the joint administration of their cases. LONE PINE: Files Restructuring Plan Supplement with Alberta Court ----------------------------------------------------------------- Lone Pine Resources Inc. on Dec. 31 disclosed that the Company and its subsidiaries have filed with the Court of Queen's Bench of Alberta a supplement to its previously-filed plan of compromise and arrangement under the Companies' Creditors Arrangement Act ("CCAA"), together with an amended and restated plan of compromise and arrangement (as amended, the "Plan") giving effect to certain amendments referred to in the Plan Supplement. The Plan Supplement supplements the Plan by providing further information regarding the rights, privileges, restrictions and conditions that will be attached to each class of equity securities to be issued by the Company and its subsidiary, Lone Pine Resources Canada Ltd. ("LPR Canada") pursuant to the Plan; a description of certain shareholder protections and other provisions, including drag- along, tag-along, pre-emptive, registration and piggy-back rights, to be included in the constating documents of the Company and LPR Canada upon implementation of the Plan; a draft of the Court order to be sought by the Company sanctioning and approving the Plan; and a description of certain proposed amendments to the Plan providing for, among other things, a potential, conditional cash distribution to holders of the existing common stock of Lone Pine. A copy of the amended and restated Plan is included as a schedule to the Plan Supplement. The amended and restated Plan provides for a potential, conditional cash distribution to holders of Existing Common Shares if certain conditions are satisfied. Such cash distribution, if available, relates to the potential recovery by the Company, on behalf of LPR Canada, of proceeds from the previously-announced claim under the North American Free Trade Agreement ("NAFTA") seeking monetary relief in respect of the expropriation without compensation by the Government of Quebec of certain oil and gas mining rights held by LPR Canada. If the requisite conditions are satisfied, and the net proceeds actually received by any of the Applicants from the full and final determination or settlement of that NAFTA claim (after deducting costs, expenses and taxes) are greater than $50 million, then a portion of such net proceeds will be paid to PricewaterhouseCoopers Inc. (the "Monitor"), as Court- appointed monitor of Lone Pine and its subsidiaries, or another distribution agent if the Monitor has been discharged, for pro rata distribution to holders of Existing Common Shares determined as at the earlier of January 31, 2014 and the business day prior to the Plan implementation date. The distributable portion of net proceeds of the NAFTA claim will be (i) if total net proceeds are between $50 million and $75 million, 25% of the net proceeds amount that is in excess of $50 million, and (ii) if total net proceeds are greater than $75 million, the amount determined in clause (i) plus 50% of the net proceeds amount that is in excess of $75 million. No amount will be distributable if total net proceeds of the NAFTA claim are less than $50 million, and the Company will continue to have the sole decision making power and control over the NAFTA claim. The requisite conditions to this potential cash distribution are specified in the Plan. Interested parties are urged to carefully review the Plan Supplement and complete text of the amended and restated Plan for particulars. There can be no assurance of recovery in respect of the NAFTA claim and, accordingly, of any future distribution to holders of Existing Common Shares as of the relevant date. As previously announced, the meetings at which affected unsecured creditors will be asked to consider and vote on the Plan have been called for Monday, January 6, 2014. Shareholders will not vote on the Plan. A hearing before the Court for the sanction order approving the Plan under the CCAA is currently scheduled to commence on Thursday, January 9, 2014, and a hearing before the United States Bankruptcy Court for the District of Delaware for recognition of the sanction order under Chapter 15 of the U.S. Bankruptcy Code is currently scheduled for Thursday, January 16, 2014. Based on the foregoing, the Company currently anticipates implementing the Plan and completing its restructuring on or before Friday, January 31, 2014. Further information regarding the Company's restructuring proceedings under the CCAA and Chapter 15 of the U.S. Bankruptcy Code, including copies of the Plan Supplement, the amended and restated Plan, the information circular and other materials relating to the creditors' meetings, and all court orders and previously-filed reports of the Monitor, are available on the Monitor's website at www.pwc.com/car-lpr . 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: Can Extend Scope of Alvarez Employment ------------------------------------------------------ Longview Power, LLC, et al., sought and obtained permission from the U.S. Bankruptcy Court to expand the scope of employment and retention provided by the order authorizing the Debtors to retain Alvarez & Marsal North America, LLC, to provide the Debtors a deputy chief financial officer and certain additional personnel. The Debtors also obtained authority to designate James M. Grady as deputy chief financial officer. A&M will be paid by the Debtors for the services of the engagement personnel at their customary hourly billing rates: Managing Directors $675-$875 Directors $475-$675 Analysts/Associates $275-$475 The firm will also be reimbursed for any necessary out-of-pocket expenses. Lawrence Hirsh assures the Court that it is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. A&M received $75,000 as retainer in connection with the prior engagement. In the 90 days prior to the Petition Date, A&M received additional retainers and payments totaling approximately $1,135,948 in the aggregate for services performed for the Debtors. About Longview Power LLC 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. The Debtor disclosed assets of $1,717,906,595 plus undisclosed amounts and liabilities of $1,075,748,155 plus undisclosed amounts. 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. Longview in November 2013 filed a bankruptcy-exit plan that will drop $1 billion in debt from the Debtor's balance sheet and raise money to cover the cost of fixing the plant. Under the Plan, the lenders would share between 85 percent and 90 percent of the reorganized company's equity, court papers show. The lenders providing the bankruptcy loan would get the rest of the equity. LONGVIEW POWER: Court Okays More Tasks for Ernst & Young -------------------------------------------------------- Longview Power, LLC, et al. sought and obtained approval from the U.S. Bankruptcy Court for the District of Delaware to expand the scope of employment of Ernst & Young LLP to include audit services and additional tax compliance services nunc pro tunc to Nov. 26, 2013. As reported in the Troubled Company Reporter on Oct. 4, 2013, the Court authorized the Debtors to employ EY LLP as their tax advisor. The Debtors, in their supplemental application, stated that neither the audit services nor the additional tax compliance services duplicate services being provided to the Debtors by other professionals in the chapter 11 cases. The Debtors have not hired any other professionals to perform either the audit services or the additional tax compliance services. The additional services to be provided, includes (i) auditing and reporting on the consolidated financial statements of the Debtors for the year ended Dec. 31, 2013; (ii) preparing the tax return forms for each of the identified Debtors. Pursuant to the terms and conditions of the Audit engagement letter, the Debtors and EY LLP have agreed that EY LLP will bill the Debtors for all services performed under the audit engagement letter at these hourly rates, depending on the classification of professional providing such services: Title Range of Rates Per Hour ----- ----------------------- Partner, Principal, Executive Director $475 - $525 Senior Manager $375 - $435 Manager $345 - $375 Senior $240 - $305 Staff $145 - $200 Pursuant to the terms and conditions of the additional tax compliance SOW, the Debtors and EY LLP have agreed that EY LLP will bill the Debtors for all services performed under the additional tax compliance SOW at these hourly rates, depending on the classification of professional providing such services: Title Range of Rates Per Hour ----- ----------------------- Partner, Principal, Executive Director $750 - $900 Senior Manager $675 - $825 Manager $575 - $625 Senior $375 - $550 Staff $150 - $300 To the best of the Debtors' knowledge, EY LLP is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Longview Power LLC 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. The Debtor disclosed assets of $1,717,906,595 plus undisclosed amounts and liabilities of $1,075,748,155 plus undisclosed amounts. 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. Longview in November 2013 filed a bankruptcy-exit plan that will drop $1 billion in debt from the Debtor's balance sheet and raise money to cover the cost of fixing the plant. Under the Plan, the lenders would share between 85 percent and 90 percent of the reorganized company's equity, court papers show. The lenders providing the bankruptcy loan would get the rest of the equity. LONGVIEW POWER: Wants More Time for Decide on Leases ---------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware has set for Jan. 22, 2014, at 10:00 a.m. (ET), the hearing on Longview Power, LLC, et al.'s motion to extend the time within which the Debtors may assume or reject unexpired leases of nonresidential real property for an additional 90 days, through and including March 31, 2014. The Debtors are party to approximately 430 Unexpired Leases, including both subterranean land and mineral leases, as well as traditional nonresidential real property leases. On Nov. 12, 2013, each of the Debtors filed their Schedules of Assets and Liabilities and Statements of Financial Affairs. As part of the Schedules, the Debtors identified the Unexpired Leases to which one or more of the Debtors may be parties. "To date, the Debtors have not yet had an opportunity to determine conclusively which Unexpired Leases may be assumed or rejected as part of their overall restructuring objectives. Rather, the Debtors have been principally focused on stabilizing their business operations, negotiating the terms of critical postpetition financing, preparing and negotiating their disclosure statement, and moving forward with approval for their plan of reorganization. The Debtors therefore require additional time to complete their analysis of the Unexpired Contract in light of their overall restructuring goals," Zachary I. Shapiro, Esq., at Richards, Layton & Finger, P.A., the attorney for the Debtors said in a Dec. 23 court filing. According to Mr. Shapiro, the Unexpired Leases in these chapter 11 cases are complex and involve a large number of agreements with numerous counterparties. Among other things, the Debtors engage in mining operations on numerous properties across West Virginia and Pennsylvania, many of which are governed by the Unexpired Leases. A 90-day extension will provide the Debtors with additional time to closely assess the locations and associated operations governed by the Unexpired Leases and determine which Unexpired Leases fit with the Debtors' operational restructuring objectives, Mr. Shapiro stated. About Longview Power LLC 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. The Debtor disclosed assets of $1,717,906,595 plus undisclosed amounts and liabilities of $1,075,748,155 plus undisclosed amounts. 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. Longview in November 2013 filed a bankruptcy-exit plan that will drop $1 billion in debt from the Debtor's balance sheet and raise money to cover the cost of fixing the plant. Under the Plan, the lenders would share between 85 percent and 90 percent of the reorganized company's equity, court papers show. The lenders providing the bankruptcy loan would get the rest of the equity. LYON WORKSPACE: Has Until Feb. 17 to Propose Chapter 11 Plan ------------------------------------------------------------ The Bankruptcy Court extended Lyon Workspace Products, L.L.C., et al.'s exclusive periods to file a Chapter 11 Plan until Feb. 17, 2014, and to solicit acceptances for that Plan until April 15. The Debtors filed a fourth motion seeking an extension of the exclusivity periods, stating they have sold substantially all of their assets and are winding-up operations as their responsibilities under the asset purchase agreement expire. The Debtors, with the help of Lockton Companies, LLC, anticipate recovering some or all of the collateral being held by Sentry Insurance Company. Lockton helps the Debtors prepare financial analyses with regard to approximately $1.6 million of estate assets being held as collateral a workman's compensation insurance policy issued by Sentry. Additionally, the Debtors continue to consensually resolve priority claims, including tax claims and claims of trade creditors made pursuant to Bankruptcy Code section 503(b)(9). About Lyon Workspace Products, L.L.C. Lyon Workspace Products, L.L.C. and seven affiliates sought Chapter 11 protection (Bankr. N.D. Ill. Lead Case No. 13-2100) on Jan. 19, 2012. Lyon Workspace -- http://www.lyonworkspace.com/-- was a manufacturer and supplier of locker and storage products. It had 400 full-time employees, 53% of whom are salaried employees. Eight percent of the employees are members of the Local Union No. 1636 of the United Steelworkers of America, A.F.L.-C.I.O. The Debtor disclosed $41,275,474 in assets and $37,248,967 in liabilities as of the Chapter 11 filing. Attorneys at Perkins Coie LLP serve as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. Lyon Workspace -- http://www.lyonworkspace.com/-- was a manufacturer and supplier of locker and storage products. It had 400 full-time employees, 53% of whom are salaried employees. Eight percent of the employees are members of the Local Union No. 1636 of the United Steelworkers of America, A.F.L.-C.I.O. The Debtor disclosed $41,275,474 in assets and $37,248,967 in liabilities as of the Chapter 11 filing. Attorneys at Perkins Coie LLP serve as counsel to the Debtors. Kurtzman Carson Consultants LLC is the claims and notice agent. MARGARITA'S MEXICANAS: Case Summary & 3 Top Unsecured Creditors --------------------------------------------------------------- Debtor: Margarita's Mexicanas Inc. Po Box 127 Guaynabo, PR 00970 Case No.: 14-00004 Chapter 11 Petition Date: January 2, 2014 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Judge: Hon. Enrique S. Lamoutte Inclan Debtor's Counsel: Charles Alfred Cuprill, Esq. CHARLES A CUPRILL, PSC LAW OFFICE 356 Calle Fortaleza, Second Floor San Juan, PR 00901 Tel: 787 977-0515 Email: cacuprill@cuprill.com Total Assets: $525,743 Total Liabilities: $17.55 million The petition was signed by Julio F. Mendez Munoz, president. A list of the Debtor's three largest unsecured creditors is available for free at http://bankrupt.com/misc/prb14-4.pdf METRO AFFILIATES: Creditors' Panel Hires Farrell Fritz as Counsel ----------------------------------------------------------------- The Official Committee of Unsecured Creditors of Metro Affiliates, Inc. and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the Southern District of New York to retain Farrell Fritz, P.C. as counsel to the Committee, nunc pro tunc to Nov. 13, 2013. In addition to acting as primary spokesperson for the Committee, it is expected that Farrell Fritz's services will include, without limitation, assisting, advising and representing the Committee with respect to the following matters: (a) the administration of these cases and the exercise of oversight with respect to the Debtors' affairs, including all issues arising from or impacting the Debtors or the Committee in these Chapter 11 cases; (b) the preparation on behalf of the Committee of all necessary applications, motions, orders, reports and other legal papers; (c) appearances in Bankruptcy Court and at statutory meetings of creditors to represent the interests of the Committee and, by extension, unsecured creditors; (d) the negotiation, formulation drafting and confirmation of any plan or plans of reorganization and matters related thereto: (e) the exercise of oversight with respect to any transfer, pledge, conveyance, sale or other liquidation of the Debtors' assets, especially with respect to the Debtors' proposed sale of substantially all of its assets as set forth in the Debtors' Motion Pursuant to 11 U.S.C. Sections 105, 363, 364, 365, 503 and 507 and Rules 2002, 4001, 6004, 6006, 9008 and 9014 of the Federal Rules of Bankruptcy Procedure Seeking Entry of Orders (I) Approving (A) Bid Procedures, (B) Notice of Sale, Auction and Sale Hearing, (C) Assumption Procedures and Related Notices; and (II) Approving the Sale of All or Substantially All of the Debtors' Assets; (f) such investigation, if any as the Committee may desire concerning, among other things, the assets, liabilities, financial condition and operating issues concerning the Debtors that may be relevant to this case; (g) such communication with the Committee's constituents and others as the Committee may consider desirable in furtherance of its responsibilities; and (h) the performance of all the Committee's duties and powers under the Bankruptcy Code and the Bankruptcy Rules and the performance of other services as are in the interests of those represented by the Committee or as may be ordered by the Court. Farrell Fritz will be paid at these hourly rates: Ted A. Berkowitz, Partner $525 Louis A. Scarcella, Partner $525 Kristina M. Wesch, Special Counsel $475 Darren A. Pascarella, Associate $430 Veronique A. Urban, Associate $395 Law Clerks/Paralegals $110-$280 Associates $250-$445 Counsel $400-$600 Partners $425-$675 Farrell Fritz will also be reimbursed for reasonable out-of-pocket expenses incurred. Ted A. Berkowitz, member of Farrell Fritz, 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 New York will hold a hearing on the application on Jan. 8, 2014, at 11:00 a.m. Objections were due Dec. 31, 2013. Farrell Fritz can be reached at: Ted A. Berkowitz, Esq. FARRELL FRITZ, P.C. 1320 RXR Plaza Uniondale, NY 11556-1320 Tel: (516) 227-0700 Fax: (516) 227-0777 About Metro Affiliates Staten Island, New York-based Metro Affiliates, Inc., and its subsidiaries sought protection under Chapter 11 of the Bankruptcy Code on Nov. 4, 2013 (Bankr. S.D.N.Y. Case No. 13-13591). The case is assigned to Judge Sean Lane. Lisa G. Beckerman, Esq., and Rachel Ehrlich Albanese, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York; and Scott L. Alberino, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Washington, D.C., represent the Debtors. Silverman Shin & Byrne PLLC serves as special counsel. Rothschild Inc. serves as the Debtors' investment banker, while Kurtzman Carson Consultants LLC serves as their claims and noticing agent. Wells Fargo Bank, National Association, as agent for a consortium of DIP lenders, is represented by Jonathan N. Helfat, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C., in New York. The Bank of New York Mellon as indenture trustee and collateral agent for prepetition noteholders, is represented by James Gadsden, Esq., at Carter, Ledyard & Milburn LLP, in New York. Certain Noteholders are represented by Kristopher M. Hansen, Esq., at Stroock & Stroock & Lavan LLP, in New York. This is Metro Affiliates' third trip to Chapter 11. The Company, together with its subsidiaries, previously sought protection under Chapter 11 of the Bankruptcy Code on Aug. 16, 2002 (In re Metro Affiliates, Inc., Case No. 02-42560 (PCB), Bankr. S.D.N.Y.). A plan in the second Chapter 11 case was confirmed in September 2003. The first bankruptcy was in 1994. METRO AFFILIATES: Files Schedules of Assets and Liabilities ----------------------------------------------------------- Metro Affiliates, Inc., filed with the Bankruptcy Court for the Southern District of New York its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $1,566,513 B. Personal Property $12,871,838 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $163,423,683 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $138,324 ----------- ----------- TOTAL $14,438,351 $163,562,007 About Metro Affiliates Staten Island, New York-based Metro Affiliates, Inc., and its subsidiaries sought protection under Chapter 11 of the Bankruptcy Code on Nov. 4, 2013 (Bankr. S.D.N.Y. Case No. 13-13591). The case is assigned to Judge Sean Lane. Lisa G. Beckerman, Esq., and Rachel Ehrlich Albanese, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York; and Scott L. Alberino, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Washington, D.C., represent the Debtors. Silverman Shin & Byrne PLLC serves as special counsel. Rothschild Inc. serves as the Debtors' investment banker, while Kurtzman Carson Consultants LLC serves as their claims and noticing agent. Wells Fargo Bank, National Association, as agent for a consortium of DIP lenders, is represented by Jonathan N. Helfat, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C., in New York. The Bank of New York Mellon as indenture trustee and collateral agent for prepetition noteholders, is represented by James Gadsden, Esq., at Carter, Ledyard & Milburn LLP, in New York. Certain Noteholders are represented by Kristopher M. Hansen, Esq., at Stroock & Stroock & Lavan LLP, in New York. This is Metro Affiliates' third trip to Chapter 11. The Company, together with its subsidiaries, previously sought protection under Chapter 11 of the Bankruptcy Code on Aug. 16, 2002 (In re Metro Affiliates, Inc., Case No. 02-42560 (PCB), Bankr. S.D.N.Y.). A plan in the second Chapter 11 case was confirmed in September 2003. The first bankruptcy was in 1994. MOBILESMITH INC: Inks Settlement Agreement With Atlas ----------------------------------------------------- A Stipulation and Agreement of Partial Class Settlement was entered on June 18, 2010, between MobileSmith, Inc., Mary Beauregard, as Lead Plaintiff, and certain other defendants in the securities class action involving the Company captioned Mary Jane Beauregard vs. Smart Online, Inc., et al., filed in the United States District Court for the Middle District of North Carolina. The Stipulation provided for, among other things, the settlement of the Class Action, including cash payments of $350,000 made by the Company and a cash payment of $112,500 made by Maxim Group to a settlement fund. In addition, Henry Nouri was required to transfer 25,000 shares of the common stock of the Company to the Settlement Fund and the Company was required to contribute 1,475,000 shares of Common Stock to the Settlement Fund. The District Court entered a Final Judgment and Order of Partial Dismissal on July 1, 2011. In November 2011, a Stipulation of Settlement was entered between Lead Plaintiff and Sherb & Co. LLP, agreeing to dismiss the Company's claims against Sherb in exchange for Sherb's agreement to pay $636,000 to the Settlement Fund. On Dec. 18, 2013, the Company, Lead Plaintiff and Atlas Capital, S.A., entered into an Agreement, Acknowledgment and Partial Release, pursuant to which Atlas agreed to purchase the Settlement Shares for $0.50 per share, and to waive and relinquish any claim to any share of the future proceeds of the Settlement Fund. Atlas agreed to pay $188,981 to the Settlement Fund, which was the cost of the 1,500,000 Settlement Shares, less Atlas's 53.7 percent interest in the Settlement Fund. The Agreement acknowledges that the rights and obligations of Atlas under the Agreement have been assumed by Grasford Investments, Ltd., Atlas's successor in interest. After the purchase of the Settlement Shares, the Company's obligations to make cash and Common Stock contributions to the Settlement Fund will be satisfied; and the Company will be released from any obligation to make any further contributions to the Settlement Fund pursuant to the terms of the Stipulation. The Company will also be released from making any future payments to Grasford in connection with any claim by Grasford as a class member and Grasford will waive and relinquish any such claims. Grasford will be released from any claims arising from the Class Action or Grasford's status as a member of the Settlement Fund. Upon completion of the transactions contemplated by the Agreement, Mr. Avy Lugassy, a principal of Grasford, will be the beneficial owner of 33,520,058 shares of Common Stock, including the 24,689,789 shares of Common Stock issuable upon conversion by Grasford of the Company's convertible secured subordinated notes due Nov. 14, 2016, which would represent approximately 75.25 percent of the Company's total outstanding voting securities. About MobileSmith Inc. MobileSmith, Inc. (formerly, Smart Online, Inc.) was incorporated in the State of Delaware in 1993. The Company changed its name to MobileSmith, Inc., effective July 1, 2013. The Company develops and markets software products and services tailored to users of mobile devices. The Company's flagship product is The MobileSmithTM Platform. The MobileSmithTM Platform is an innovative, patents pending mobile app development platform that enables organizations to rapidly create, deploy, and manage custom, native smartphone apps deliverable across iOS and Android mobile platforms. Smart Online disclosed a net loss of $4.39 million in 2012, as compared with a net loss of $3.54 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $1.67 million in total assets, $31.59 million in total liabilities, and stockholders' deficit of $29.92 million. Cherry Bekaert LLP, in Raleigh, North Carolina, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has suffered recurring losses from operations and has a working capital deficiency as of Dec. 31, 2012, which conditions raise substantial doubt about the Company's ability to continue as a going concern. MOBILESMITH INC: Avy Lugassy Held 75.2% Equity Stake at Dec. 18 --------------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Avy Lugassy disclosed that as of Dec. 18, 2013, he beneficially owned 33,520,058 shares of common stock of MobileSmith, Inc., representing 75.25 percent of the shares outstanding. Mr. Lugassy previously reported beneficial ownership of 24,274,242 common shares or 59.9 percent equity stake as of Nov. 11, 2013. A copy of the regulatory filing is available for free at http://is.gd/8Zf3ik About MobileSmith Inc. MobileSmith, Inc. (formerly, Smart Online, Inc.) was incorporated in the State of Delaware in 1993. The Company changed its name to MobileSmith, Inc., effective July 1, 2013. The Company develops and markets software products and services tailored to users of mobile devices. The Company's flagship product is The MobileSmithTM Platform. The MobileSmithTM Platform is an innovative, patents pending mobile app development platform that enables organizations to rapidly create, deploy, and manage custom, native smartphone apps deliverable across iOS and Android mobile platforms. Smart Online disclosed a net loss of $4.39 million in 2012, as compared with a net loss of $3.54 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $1.67 million in total assets, $31.59 million in total liabilities, and stockholders' deficit of $29.92 million. Cherry Bekaert LLP, in Raleigh, North Carolina, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has suffered recurring losses from operations and has a working capital deficiency as of Dec. 31, 2012, which conditions raise substantial doubt about the Company's ability to continue as a going concern. MT. LAUREL: Files List of 20 Largest Unsecured Creditors -------------------------------------------------------- Mt. Laurel Investments LLP submitted to the Bankruptcy Court a list that identifies its top 20 unsecured creditors, a copy of which is available at http://is.gd/l2aKtK Creditors with the three largest claims are: Entity Nature of Claim Claim Amount ------ --------------- ------------ Hilton Worldwide Franchise Agreement $60,130 Attn Legal Department Honors $12,574.84; 7930 Jones Branch Dr, 6th other $47,555.68 Fl Franchisor & Internet McLean, VA 22102 Contract/Lease Division of Taxation Hotel/Occupancy Tax $31,150 PO Box 647 Trenton, NJ 08646 Division of Taxation Sales Tax $30,222 Sales Tax PO Box 647 Trenton, NJ 08646-0647 Based in Palm Springs, California, Mt. Laurel Investments LLP and 211 Investments LP filed for Chapter 11 bankruptcy protection on June 2, 2008 (Bankr. C.D. Calif. Lead Case No. 08-16491). William G. Barrett, Esq., represents the Debtors as counsel. When the Debtors filed for restructuring under Chapter 11, they listed assets between $10 million to $50 million and debts between $10 million to $50 million. MT. LAUREL: Files Schedules of Assets and Liabilities ----------------------------------------------------- Mt. Laurel Investments LLP filed with the Bankruptcy Court for the Southern District of Indiana its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $223,248 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $23,877,018 E. Creditors Holding Unsecured Priority Claims $96,262 F. Creditors Holding Unsecured Non-priority Claims $924,890 ----------- ----------- TOTAL $223,248 $24,898,170 Based in Palm Springs, California, Mt. Laurel Investments LLP and 211 Investments LP filed for Chapter 11 bankruptcy protection on June 2, 2008 (Bankr. C.D. Calif. Lead Case No. 08-16491). William G. Barrett, Esq., represents the Debtors as counsel. When the Debtors filed for restructuring under Chapter 11, they listed assets between $10 million to $50 million and debts between $10 million to $50 million. NATURAL MOLECULAR: Panel Can Hires Foster Pepper as Attorneys ------------------------------------------------------------- The Official Committee of Unsecured Creditors of Natural Molecular Testing Corporation sought and obtained authorization from the U.S. Bankruptcy Court for the Western District of Washington at Seattle to retain Foster Pepper PLLC as attorneys to the Committee, nunc pro tunc to Nov. 26, 2013. The Committee requires Foster Pepper to: (a) give legal advice to the Committee with respect to those matters falling within its statutory powers and duties under 11 U.S.C. Section 1103(c); (b) appear on behalf of the Committee on the matters that come before the Court in this case; and (c) institute, as appropriate, proceedings on the Committee's behalf. Foster Pepper will be paid at these hourly rates: Jane Pearson $475 Christopher M. Alston $475 Terrance Keenan $360 Paralegal $150 Foster Pepper will also be reimbursed for reasonable out-of-pocket expenses incurred. Foster Pepper did not receive a retainer in connection with its proposed employment as Committee counsel. Christopher M. Alston, member of Foster Pepper, 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. Foster Pepper can be reached at: Christopher M. Alston, Esq. FOSTER PEPPER, PLLC 1111 Third Avenue, Suite 3400 Seattle, WA 98101-3299 Tel: (206) 447-2906 Fax: (206) 447-9700 About Natural Molecular Testing Corp. Natural Molecular Testing Corp., which provides molecular diagnostic-testing services, including testing for sexually transmitted diseases and screening and counseling about cystic fibrosis, filed a petition for Chapter 11 protection (Bankr. W.D. Wash. Case No. 13-19298) on Oct. 21, 2013, in Seattle. Hacker & Willig, Inc., P.S., serves as its bankruptcy counsel. The closely held company said assets are worth more than $100 million while debt is less than $50 million. Gail Brehm Geiger, Acting U.S. Trustee for Region 18, appointed a five-member Committee of Unsecured Creditors. Foster Pepper's Jane Pearson, Esq.; Christopher M. Alston, Esq., and Terrance Keenan, Esq., serve as the Committee's attorneys. NEW LIFE INTERNATIONAL: Charity Files for Liquidation ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that New Life International, a charitable organization, filed a Chapter 11 petition on Dec. 31 in Nashville, Tennessee, to carry out an "orderly liquidation." According to the report, originally named World Bible Society, the Nashville-based organization generated what it called "a decided majority" of its donations from charitable gift annuities and bargain-and-sale installment notes. In both cases, contributors were to get fixed payments in future years following their contributions. Income also was derived from real estate investments and the sale of Christian-themed merchandise. New Life said it told contributors not to expect payments due on Jan. 1. Instead, the organization said, it intends to file a liquidating Chapter 11 plan by April 30. Bankruptcy was the result of the falling value of real estate, stocks, and bonds. The other source of income, from the sale of annuities, dried up in 2011. There were about 650 such arrangements still in effect on Oct. 31, according to the website. The petition shows assets and debt exceeding $10 million. New Life said that since 2003 it has built more than 100 churches, dug over 100 freshwater wells and given away $204 million in food, clothing and medical supplies. The case is In re New Life International, 13-10974, U.S. Bankruptcy Court, Middle District of Tennessee (Nashville). NNN PARKWAY 400 26: Hearing to Confirm Plan Continued to Jan. 13 ---------------------------------------------------------------- The Bankruptcy Court continued until Jan. 13, 2014, at 10:00 a.m., the hearing to consider the confirmation of NNN Parkway 400 26, LLC's Plan of Reorganization. At the hearing, the Court will also consider the objection filed by lender WBCMT 2007-C31 Amberpark Office Limited Partnership. As reported in the Troubled Company Reporter on Dec. 17, 2013, Charles R. Gibbs, Esq., at Akin Gump Strauss Hauer & Feld LLP, on behalf of the lender, asked the Court to deny confirmation of the Debtor's Plan. According to WBCMT, the Plan is fatally flawed because, among other things, it (i) impermissibly attempts to alter contractual rights and responsibilities among third parties -- namely lender and the Non-Debtor TICS (tenant in common); (ii) violates the absolute priority rule; (iii) is not feasible; and (iv) fails the "fair and equitable" test of Bankruptcy Code 1129(b). Additionally, WBCMT said the Plan cannot be confirmed because, among other things: a. the Plan does not comply with the Bankruptcy Code or other applicable law; b. the Plan is not feasible; and c. the Plan contains an improper classification scheme. The Chapter 11 Plan The Court approved on Dec. 10, 2013, the adequacy of information in the Disclosure Statement describing the Debtors' Plan. As reported in the TCR on Sept. 25, 2013, the payments under the Plan will be funded by (1) a new capital infusion over the term of the Plan from the Debtors collectively based on an investment venture with Steelbridge Capital, LLC; (2) net operational profits generated by the Property, after allowance of operational expenses and reserves; and (3) to the extent necessary, other sources of funds, including a further cash infusion from the Debtors or future borrowings. Before or by the five year anniversary of the Effective Date, the Property will either be refinanced or sold to pay off the remaining Class 2 Secured Claim of WBCMT 2007-C31 Amberpark Office Limited Partnership and Lender's Unsecured Claim in Class 7. According to papers filed with the Court, the Debtors believe that, in the absence of the Chapter 11 reorganization and the confirmation of the Plan, the Debtors' assets would be liquidated at substantially discounted prices, leaving much less to pay creditors. "The Plan, on the other hand, allows the Debtors to maximize the return to creditors through the orderly administration of their assets. For example, the Lender will continue to be paid under a debt secured by the Property and non- Lender creditors will be able to receive payments on their debts. Based on the New Capital Infusion, the property manager will have sufficient time and resources to improve and lease the Property thereby increasing the occupancy rate and rental revenue, to the benefit of the Property, its tenants, vendors and local business community." The Plan provides for these terms: * The Debtors' Plan provides for a bifurcation of WBCMT's claim into secured and unsecured claims based on the value of the Property. Among other things, the Plan provides for a substantial principal pay down of the Lender's secured claim and then payments over time. The Class 2 Claim of WBCMT, to the extent Allowed, will be treated as a Secured Claim in the amount of $19,800,000, secured by liens and security interests in the WBCMT Collateral, including the Property. On or before the five-year anniversary of the Effective Date, WBCMT will be paid a sum certain of $1,000,000 on its Class 7 Unsecured Claim. To the extent WBCMT recovers payment on its Class 7 Claim from the Guarantor, WBCMT's Class 7 Claim will be disallowed in a proportionate amount which prohibits any double recovery, and WBCMT will not be entitled to any payment on the Class 7 Claim. * Except to the extent the holder of an Allowed Class 6 General Unsecured Claim has been paid prior to the Effective Date or agrees to less favorable treatment, each holder of an Allowed Class 6 General Unsecured Claim will receive 50% of its Allowed Class 6 Claim within six months of the Effective Date and 50% within 12 months of the Effective Date. * Class 9 consists of all Allowed Unsecured Claims against the Debtors by the TIC owners of the Property, other than the Debtors, for which TICs are jointly and severally liable on Class 1, Class 2, Class 3, Class 4, Class 5, Class 6, Class 7 and Class 8 Claims, including those Claims arising before the Effective Date or those which arise under the Plan. Class 9 Claims will receive no payment. * Class 10 Interest Holders will receive, on account of each of their Interests in the Debtors, a share of interests in the Reorganized Debtors in proportion to the respective Debtor's ownership interest in the Property. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/nnnparkway.doc284.pdf About NNN Parkway 400 26 LLC NNN Parkway 400 26, LLC, filed a bare-bones Chapter 11 petition (Bankr. C.D. Calif. Case No. 12-24593) in Santa Ana, California, on Dec. 31, 2012. Dana Point, California-based NNN Parkway estimated assets and debts of $10 million to $50 million. The Hon. Judge Theodor Albert presides over the case. The Law Office of Christine E. Baur, and David A. Lee, Esq., at Weiland, Golden, Smiley, Wang Ekvall & Strok, LLP, represent the Debtor. Pre-petition, the Debtors retained HighPoint Management Solutions, LLC, a bankruptcy consulting company, as a manager of the Debtors, and HighPoint's President, Mr. Mubeen Aliniazee, as the Debtors' Restructuring Officer, to assist the Debtors in their compliance with the Chapter 11 bankruptcy process. The Debtors' primary asset is a commercial real property commonly known as Parkway 400, which is a two-building office campus totaling approximately 193,281 square feet located at 11720 Amber Park Drive and 11800 Amber Park Drive, Alpharetta, Georgia. The Debtors hold a concurrent ownership interest in the Property with other tenant-in-common investors and the sponsor, NNN Parkway 400, LLC. OCZ TECHNOLOGY: Sec. 341 Meeting Set for on Jan. 8 -------------------------------------------------- A meeting of creditors is scheduled for January 8, 2013, in the bankruptcy case of OCZ Technology Group Inc. at 1:30 p.m. (ET), at J Caleb Boggs Federal Building, 844 King Street, 5th Floor, Room 5209, Wilmington, Delaware 19801. 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. The deadline to file a complaint to file a complaint to determine dischargeability of certain debts is March 10, 2014. About OCZ San Jose, Calif.-based OCZ Technology Group, Inc. (Nasdaq: OCZ) designs, manufactures, and distributes high-performance solid- state storage solutions and premium computer components. OCZ and two affiliates on Dec. 2, 2013, filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13126) with a deal to sell all assets under 11 U.S.C. Sec. 363 to Toshiba Corporation for $35 million. As of the bankruptcy filing, the Debtors had funded indebtedness of $29.3 million and general unsecured trade obligations of $31.4 million. Young Conaway Stargatt & Taylor represents the Debtors as counsel. Mayer Brown LLP serves as the Debtors' special counsel. Deutsche Bank is the Debtors' investment banker. The Hon. Peter J. Walsh presides over the case. ORCHARD SUPPLY: Plan Effective Date Has Yet to Be Determined ------------------------------------------------------------ The Bankruptcy Court in Delaware entered an order confirming the Modified First Amended Plan of Liquidation as filed Dec. 6, 2013, for OSH 1 Liquidating Corporation (formerly Orchard Supply Hardware Stores Corporation) and its subsidiaries, OSH 2 Liquidating LLC (formerly Orchard Supply Hardware LLC) and OSH 3 Liquidating LLC (formerly OSH Properties LLC). On Aug. 30, 2013, as part of the Chapter 11 Petition, the Company completed the sale of a majority of its assets to Orchard Supply Company, LLC, a Delaware limited liability company affiliated with Lowe's Companies, Inc. The effective date of the Plan has yet to be determined. A copy of the Plan, as confirmed by the Bankruptcy Court, is available at http://is.gd/ize6L8and the Confirmation Order is available at http://is.gd/nxmGGn The Plan provides for the appointment of a Responsible Person for the sole purpose of liquidating and distributing the remaining assets of the Debtors, and a GUC Trustee for the sole purpose of reconciling and distributing the GUC Trust Assets to the GUC Trust Beneficiaries. Neither the Responsible Person nor the GUC Trust will engage in any business activities other than winding down the remaining affairs of the Debtors. Other than Administrative Expense Claims, Priority Tax Claims and Other Priority Claims, the claims and interests in the Debtors are divided into four classes. The Plan generally provides for payment in full, in cash, to holders of Class 2 Other Secured Claims. Holders of Class 3 General Unsecured Claims are entitled to receive a pro-rata portion of the GUC Trust Assets. Holders of Class 1 Senior Secured Term Loan Claims are entitled to receive a pro rata portion of any proceeds that remain after the payment and full satisfaction of Administrative Expense Claims, Priority Tax Claims, Claims in Class 2 and Claims in Class 3. Claims in Class 4 consist of the Company's equity interests, which will receive no distribution and will be deemed cancelled on the Effective Date. The Existing Equity Interests consist of Authorized and Outstanding Shares of Series A Preferred Stock, Class A Common Stock, Class B Common Stock and Class C Common Stock will be deemed cancelled upon the Effective Date. Following the Effective Date, the Company intends to file a Form 15 with the Securities and Exchange Commission to terminate and suspend the reporting requirements related to its Series A Preferred Stock and Class A Common Stock under the Securities Exchange Act of 1934, as amended. About Orchard Supply San Jose, Calif.-based Orchard Supply Hardware Stores Corporation, which operates neighborhood hardware and garden stores focused on paint, repair and the backyard, 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. At the outset of bankruptcy, Orchard had 89 stores in California and two in Oregon. Orchard was 80.1 percent owned by Sears Holdings Corp. until spun off in December 2011. 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. PATRIOT COAL: Files Notice of Exempt Offering of Securities ----------------------------------------------------------- Patriot Coal Corp. filed with the Securities and Exchange Commission a Form D "Notice of Exempt Offering of Securities". Patriot Coal is offering $262,500,026 of securities. Of that amount, $262,500,017 has been sold. The Total Offering Amount includes 15.0% Senior Secured Second Lien PIK Toggle Notes due 2023 and Warrants to purchase Class A Common Stock as part of a right offering, including payment of backstop fees in connection therewith. A copy of the Form D is available at http://is.gd/q4Yq7O About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP serves as lead restructuring counsel. Bryan Cave LLP serves as local counsel to the Debtors. Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The U.S. Trustee appointed a seven-member creditors committee. Kramer Levin Naftalis & Frankel LLP serves as its counsel. Houlihan Lokey Capital, Inc., serves as its financial advisor and investment banker. Epiq Bankruptcy Solutions, LLC, serves as its information agent. On Nov. 27, 2012, the New York bankruptcy judge moved Patriot's bankruptcy case to St. Louis. The order formally sending the reorganization to Missouri was signed Dec. 19, 2012, by the bankruptcy judge. The New York Judge in a Jan. 23, 2013 order denied motions to transfer the venue to the U.S. Bankruptcy Court for the Southern District of West Virginia. Patriot Coal et al., filed with the U.S. Bankruptcy Court for the Eastern District of Missouri a First Amended Joint Chapter 11 Plan of Reorganization and an explanatory disclosure statement on Oct. 9, 2013, and a Second Amended Joint Chapter 11 Plan of Reorganization and an explanatory disclosure statement on Oct. 26, 2013. The Bankruptcy Court approved the Plan on Dec. 17, 2013. PHILADELPHIA MEDIA: Inquirer's Owners Push Newspaper to Auction --------------------------------------------------------------- Peg Brickley, writing for Daily Bankruptcy Review, reported that the Philadelphia Inquirer is being pushed back to the auction block by owners at odds over management of the newspaper operation and how to break the impasse at the top of the company. According to the report, New Jersey political power broker George Norcross III and ally Joseph Buckelew, who own 58% of the company that owns the Inquirer, Philadelphia Daily News and the associated digital news operation, have turned to a Delaware court for aid, saying they are countering a move by minority owner Lewis Katz, a parking lot and sports mogul, that "presents a real risk of another bankruptcy and additional job losses" for the publications. Mr. Katz's attorney, Richard Sprague, said the idea that Mr. Katz's proposal puts the Inquirer in jeopardy of bankruptcy had "no validity," the report related. Along with another owner, H.F. Gerry Lenfest, Mr. Katz wants to put the newspaper company up for public auction, which would allow any qualified bidder, including Mr. Norcross, to bid, Mr. Sprague said. Messrs. Lenfest and Katz are committed to making an offer, he said. Mr. Norcross wants the news company auctioned off among the current ownership group, a collection of wealthy and powerful businessmen, the report said. According to Mr. Norcross, Mr. Katz is pushing the Inquirer toward a public auction, one that would invite hedge funds to load up the company with debt, and doom it to return to bankruptcy. The Inquirer ended its last stint in Chapter 11 in 2010, and was purchased, from hedge funds that salvaged it from bankruptcy, for $55 million in 2012, the report related. The local ownership agreement calls for Mr. Katz and Mr. Norcross to agree on major decisions involving the newspapers, such as who gets to fire the editor and the publisher. About Philadelphia Newspapers Philadelphia Newspapers, LLC -- http://www.philly.com/-- owned and operated numerous print and online publications in the Philadelphia market, including the Philadelphia Inquirer, the Philadelphia Daily News, several community newspapers, the region's number one local Web site, philly.com, and a number of related online products. The Company's flagship publications were the Inquirer, the third oldest newspaper in the country and the winner of numerous Pulitzer Prizes and other journalistic recognitions, and the Daily News. Philadelphia Newspapers and its debtor-affiliates filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case No. 09-11204) on Feb. 22, 2008. Proskauer Rose LLP is the Debtors' bankruptcy counsel, while Lawrence G. McMichael, Esq., at Dilworth Paxson LLP is the local counsel. The Debtors' financial advisor is Jefferies & Company Inc. Philadelphia Newspapers estimated assets and debts of $100 million to $500 million in its Chapter 11 petition. The Debtors won confirmation of a plan of reorganization that contemplated the sale of substantially all of their assets at an auction. The Philadelphia Media Network, which was formed by the Debtors' secured lenders, acquired the Philadelphia Inquirer, the Daily News and Philly.com for $105 million in cash. The Plan became effective and the sale closed on Oct. 8, 2010. POSITRON CORP: Has 15-Mil. Authorized Series H Preferred Shares --------------------------------------------------------------- Positron Corporation amended the Statement of Designation Establishing Series H Junior Convertible Preferred Stock of Positron Corporation to increase the number of authorized shares of Series H Preferred Stock from 10,000,000 shares to a maximum of 15,000,000 shares. There was no other amendment to the rights and preferences of the Series H Preferred Stock. A copy of the Amendment is available for free at http://is.gd/T8q7WB About Positron Corporation Headquartered in Fishers, Indiana, Positron Corporation is a molecular imaging company focused on nuclear cardiology. Positron disclosed a net loss and comprehensive loss of $7.95 million in 2012, as compared with a net loss and comprehensive loss of $6.12 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $2.47 million in total assets, $11.50 million in total liabilities and a $9.02 million total stockholders' deficit. Sassetti LLC, in Oak Park, Illinois, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has a significant accumulated deficit which raises substantial doubt about the Company's ability to continue as a going concern. QIMONDA AG: No Rehearing in Appeals Court on Patent Ruling ---------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the German insolvency administrator for chipmaker Qimonda AG must appeal to the U.S. Supreme Court if he wants to sell 4,000 U.S. patents free of licenses the company granted before bankruptcies in the U.S. and Germany in 2009. According to the report, a three-judge panel of the U.S. Court of Appeals in Richmond, Virginia, said in a Dec. 3 opinion that a foreign company like Qimonda that enlists the assistance of U.S. courts under Chapter 15 of the Bankruptcy Code can't terminate licenses of U.S. patents. The German administrator filed papers seeking a rehearing before all active judges on the appeals court. The court on Dec. 31 denied a rehearing, saying no judges were in favor. The administrator's final resort is to the Supreme Court. He has about two months to file papers seeking review and can also seek an extension of time for a final appeal. The panel's ruling, if upheld, means companies primarily in bankruptcy abroad can't terminate licenses for patents issued in the U.S. Technology companies including Intel Corp. and International Business Machines Corp. objected to using the German bankruptcy to terminate licenses for Qimonda's U.S. patents. The appeal is Jaffe v. Samsung Electronics Co., 12-1802, U.S. Court of Appeals for the Fourth Circuit (Richmond). About Qimonda AG Qimonda AG (NYSE: QI) -- http://www.qimonda.com/-- was a global memory supplier with a diversified DRAM product portfolio. The Company generated net sales of EUR1.79 billion in financial year 2008 and had -- prior to its announcement of a repositioning of its business -- roughly 12,200 employees worldwide, of which 1,400 were in Munich, 3,200 in Dresden and 2,800 in Richmond, Va. Qimonda AG commenced insolvency proceedings in a local court in Munich, Germany, on Jan. 23, 2009. On June 15, 2009, QAG filed a petition (Bankr. E.D. Va. Case No. 09-14766) for relief under Chapter 15 of the U.S. Bankruptcy Code. Qimonda North America Corp., an indirect and wholly owned subsidiary of QAG, is the North American sales and marketing subsidiary of QAG. QNA is also the parent company of Qimonda Richmond LLC. QNA and QR sought Chapter 11 protection (Bankr. D. Del. Case No. 09-10589) on Feb. 20, 2009. Mark D. Collins, Esq., Michael J. Merchant, Esq., and Lee E. Kaufman, Esq., at Richards Layton & Finger PA, in Wilmington Delaware; and Mark Thompson, Esq., Morris J. Massel, Esq., and Terry Sanders, Esq., at Simpson Thacher & Bartlett LLP, in New York City, represented the Debtors as counsel. Roberta A. DeAngelis, the United States Trustee for Region 3, appointed seven creditors to serve on an official committee of unsecured creditors. Jones Day and Ashby & Geddes represented the Committee. In its bankruptcy petition, Qimonda Richmond, LLC, estimated more than US$1 billion in assets and debts. The information, the Chapter 11 Debtors said, was based on QR's financial records which are maintained on a consolidated basis with QNA. In September 2011, the Chapter 11 Debtors won confirmation of their Chapter 11 liquidation plan which projects that unsecured creditors with claims between US$33 million and US$35 million would have a recovery between 6.1% and 11.1%. No secured claims of significance remained. RAVEN POWER: S&P Assigns 'BB-' Rating to $415MM Sr. Secured Debt ---------------------------------------------------------------- Standard & Poor's Ratings Services said that it assigned its 'BB-' project rating to Raven Power Finance LLC's $415 million senior secured facilities, consisting of a $375 million term loan B due in 2020 and a $40 revolving credit facility due in 2018. At the same time, S&P assigned its '1' recovery rating, indicating "very high" (90% to 100%) recovery under our default scenario. The outlook on the debt issue ratings is stable. Raven used net proceeds from the issuance to pay a roughly $174 million dividend to sponsors and refinance the remaining $173.3 million on its existing term loan and fund a major maintenance reserve, as well as pay the fees that are customary with such transactions. A fund managed by Riverstone Holdings LLC indirectly owns 100% of Raven Power Finance, which in turn owns 2,649 megawatts of coal-fired generating plants. There is no other debt in the project structure and, consequently, all cash flows from the power plant support the rated project debt. Furthermore, lenders benefit from a modified cash flow sweep, in which 100% of the excess cash flows pay off debt up to a prespecified level based on a straight-line amortization. The ratings reflect business risk stemming from uncertainty in merchant energy and capacity markets in the PJM; the portfolio consists of three primarily coal-fired power plants in Maryland. The largest, the Brandon Shores unit, with a historically higher capacity factor, was completed in 1991, while the Wagner and Crane facilities are each about 50 years old; S&P anticipates closure of the latter two by the mid-2020s. The project derives its revenue from energy and capacity payments. There has been some instability in capacity markets in the region, although this has been largely mitigated through 2017 for this project, while energy margins have ebbed and flowed. Through much of 2013, energy margins and dispatch were relatively strong, although they were much weaker in 2012 across the portfolio. "The stable outlook reflects our expectation of effective operations and reasonable stability of cash flows resulting from set capacity charges through 2017, a relatively advantaged position in PJM's energy market, and low debt level, along with sufficient liquidity to address typical operational problems with assets of this type and age," said Standard & Poor's credit analyst Michael Ferguson. S&P could downgrade the project if energy margins weaken from its base case, resulting in DSCRs that are below 1.2x in the early years of the project. In addition, although S&P's base case provides for heightened capital spending in 2014; should this persist beyond that year and weigh on the ability to pay down debt in subsequent years, especially in light of possibly higher coal costs beyond 2018, S&P could also lower the rating. By contrast, S&P could raise the rating if its appraisal of the PJM and the Southwest Mid-Atlantic Area Council market energy markets improves, coupled with stabilized O&M costs; this would largely mitigate refinancing risk, which is already low for this project. REVSTONE INDUSTRIES: Balks at Engagement of Ramaekers Group ----------------------------------------------------------- Revstone Industries LLC, et al., opposed the motions of Homer W. McClarty, trustee for Equity Security Holders owning 100% of the debtor Spara, LLC, for entry of an order: i) directing John C. DiDonato, president and chief restructuring officer of the Debtor, to refrain from selling assets of the Debtor pending filing of a Plan of Reorganization; ii) authorizing the employment of The Ramaekers Group LLC to provide the services of Ramaekers and three additional TRG employees; and iii) terminating the services of Huron Consulting Services LLC, which provides Revstone and affiliates with a chief restructuring officer, John C. DiDonato and other management personnel. According to the Debtor, Mr. McClarty represented that he is the trustee of trusts that are identified collectively as the "Hofmeister Children's Trusts", that the Trusts own 100% of the equity of non-debtor Ascalon Enterprises, LLC, that Ascalon owns 100% of the equity of Revstone and Spara, LLC, and that Ascalon has retained Lawrence J. Ramaekers to be the "person responsible for the Debtors-in-Possession." The Debtors asserted that the motion is an effort by the Debtors' former president and chairman, George S. Hofmeister to reassert control over the Debtors, out of concern that the Debtors, under the direction of their independent CR0, will reach a resolution of these cases that is not to his liking. The Debtors also related that there is no substantive basis for the relief he sought. First, the motion is brought by a party without standing. Only the Debtors have authority to move to employ or terminate professionals. Second, Section 363 cannot be used to circumvent the requirement that professionals be disinterested, which TRG clearly is not. Third, the motion offers no legal basis for vacating the order authorizing Huron's employment. The Official Committee of Unsecured Creditors also objected to the trustee's motion, stating that the Court cannot and must not appoint a responsible person because the person will lack any fiduciary duties to other parties-in interest. Mr. McClarty failed to properly serve the motion on any party-in- interest, let alone those parties by the Federal Rules of Bankruptcy procedure and the local rules of bankruptcy practice and procedure for the U.S. Bankruptcy Court. Further involvement of Huron must be decided by a Chapter 11 trustee. Boston Finance Group, LLC, in a separate filing, joined in the objection of the Committee to the trustee motion to provide a person responsible for the debtors-in possession and additional personnel for the Debtors. The Pension Benefit Guaranty Corporation also joined in the objection of the Committee, saying the appointment of The Ramaekers Group to manage TPOP, LLC formerly known as Metavation, would do nothing to facilitate the progression of the case because it would simply replace current management with another interested party that is potentially conflicted. As reported in the Troubled Company Reporter on Dec. 10, 2013, the Trustee requires The Ramaekers Group to: (a) compile data and documents necessary to support the Company in its restructuring efforts; (b) negotiate with creditors and other stakeholders the terms of their proposed treatment in a plans of reorganization; (c) negotiate with creditors and other stakeholders the uses of cash as required by law or the bankruptcy court during the restructuring effort; (d) negotiate and document the terms of a debtor-in-possession and other financing arrangements; (e) compile data and analyses of information necessary to meet the reporting requirements that will be mandated by the bankruptcy process, and assisting with other aspects of managing the interactions with major constituents, including covenant compliance, communications, preparation for meetings and follow up on requests; (f) compile data and analyses necessary to meet the requirements and requests of various parties related to the Company's restructuring and reorganization; (g) compile and format data and analyses necessary to meet the financial reporting requirements mandated by the bankruptcy code and the U.S. Trustee's office; (h) develop plans to address creditor requirements and interfacing with creditors and their financial advisors; (i) assist management with the on-going forecasting of the Company's cash flows and its operations and monitoring and analyzing operational and financial condition; (j) advise on communication plans for various stakeholders including customers, suppliers, employees, and the communities in which the Company operates; (k) address operational challenges that arise due to the reorganization effort, any bankruptcy filings and the bankruptcy process; (l) prepare for court hearings, for the argument of motions and other matters; (m) develop a plan of reorganization or liquidation, and supporting documents; (n) supervise and advise the Company on the sale of operating and non-operating assets; and (o) perform any other restructure management duties relating to the management of the Company. Ramaekers Group is proposed to be paid at these hourly rates: Managing Directors $675-$750 Directors $535-$620 Senior Associates $420-$450 Associates $350 Consultants $250 Analyst $175 Ramaekers Group would also be reimbursed for reasonable out-of- pocket expenses incurred. Hours spent traveling by a Consultant as part of the engagement will be billed at 50% of the applicable rate. 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. Stuart Maue is fee examiner. Mark L. Desgrosseilliers, Esq., at Womble Carlyle Sandridge & Rice, LLP, represents the Official Committee of Unsecured Creditors in Revstone's case. REVSTONE INDUSTRIES: Spara Balks at Bid to Halt Asset Sale ---------------------------------------------------------- Spara LLC, a debtor-affiliate of Revstone Industries, LLC, et al., filed papers in December asking the U.S. Bankruptcy Court for the District of Delaware to deny the motion of Homer W. McClarty, Trustee for Equity Security Holders Owning 100% of Debtor, Spara, LLC, for entry of an order directing John C. Didonato, president and chief restructuring officer, to refrain from selling assets of the Debtor pending the filing of a Plan of Reorganization. According to Spara, the motion is procedurally, factually and substantively unfounded. First, it seeks injunctive relief, and Bankruptcy Rule 7001(7) provides that "a proceeding to obtain an injunction" is an adversary proceeding. An injunction cannot be obtained simply by filing a motion. Second, the Trusts do not hold Spara's equity interests. Those interests are held by Ascalon Enterprises, LLC. The Trusts hold the equity interests of Ascalon. Boston Finance Group, LLC, also objected to the trustee's motion, stating that the motion failed to comply with the Federal Rules of Bankruptcy Procedure and is therefore procedurally improper and defective. The Pension Benefit Guaranty Corporation joined in the objection of the Official Committee of Unsecured Creditors. The Committee said the motion is an alleged attempt to protect the assets of the Trusts, seeks to cease the sale of assets -- including the sale of Fairfield Casting, Tech Cast, Tech Fab and Valley Towing -- in the bankruptcy case of Spara. 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. Stuart Maue is fee examiner. Mark L. Desgrosseilliers, Esq., at Womble Carlyle Sandridge & Rice, LLP, represents the Official Committee of Unsecured Creditors in Revstone's case. REVSTONE INDUSTRIES: Pension Plans Balk at More Exclusivity ----------------------------------------------------------- Hillsdale Hourly Pension Plan, Hillsdale Salaried Pension Plan, Revstone Castings Fairfield GMO Local 359 Pension Plan, and the Fourslides Inc. Pension Plan filed objections to Revstone Industries et al.'s third motion for an order further extending the time periods to file and solicit acceptances for that Plan. According to the Pension Plans, the Debtors have not established cause for extension, and denying the Debtors' request would facilitate progress toward a fair and equitable resolution. A hearing on the matter was held Dec. 11. Results of the hearing have yet to be posted on the court docket. As reported in the Troubled Company Reporter on Nov. 15, 2013, Boston Finance Group, LLC, opposed any extension of time of the Debtors' exclusive plan filing period with respect to Spara LLC. BFG argued that the Debtors have failed to take any action or make any progress in Spara's case for a year and have done nothing but pursue litigation against BFG based on purported conduct with respect to a non-debtor subsidiary, Lexington, that will not, in even the most favorable circumstances, yield a recovery to Spara. BFG also noted that the Exclusivity Extension Motion was set to be heard on Dec. 11, 2013. In effect, the Motion would not be heard until 41 days after the expiration of the Debtors' existing exclusive period, nearly half of the requested extension of time, BFG points out. "Due to the late date of the hearing, Spara has essentially granted itself a de facto extension without cause and parties-in-interest will therefore be deprived of any opportunity to participate and meaningfully object to the Motion." 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. Stuart Maue is fee examiner. Mark L. Desgrosseilliers, Esq., at Womble Carlyle Sandridge & Rice, LLP, represents the Official Committee of Unsecured Creditors in Revstone's case. RURAL/METRO CORP: Completes Restructuring, Exits Chapter 11 ----------------------------------------------------------- Rural/Metro Corporation on Dec. 31 announced its emergence from Chapter 11 as a reorganized company. "[Tues]day marks the successful completion of our financial restructuring and the start of a new chapter for our Company," said Scott A. Bartos, President and Chief Executive Officer of Rural/Metro. "As a stronger and more competitive company, we will continue to invest in infrastructure and technology and advance our commitment to providing state-of-the-art medical transportation and fire services. Importantly, I want to thank all Rural/Metro employees, whose tireless efforts have been instrumental to our successful restructuring. I am excited to begin 2014 as the new and improved Rural/Metro." As previously announced, Rural/Metro's Plan of Reorganization was confirmed by the U.S. Bankruptcy Court for the District of Delaware on December 17, 2013. Rural/Metro has met all closing conditions of its Plan of Reorganization. Through its financial restructuring, Rural/Metro has reduced its financial indebtedness by approximately 50 percent. In addition, Rural/Metro's bondholders will provide the Company with a new equity capital infusion of $135 million to help position the Company for renewed growth. Willkie Farr & Gallagher LLP and Young Conaway Stargatt & Taylor, LLP are serving as legal counsel, Lazard Freres & Co. L.L.C. is serving as investment banker, and Alvarez & Marsal and FTI Consulting, Inc. are serving as financial advisors to Rural/Metro. About Rural/Metro Corp Headquartered in Scottsdale, Arizona, Rural/Metro Corporation -- http://www.ruralmetro.com-- is a national provider of 911- emergency and non-emergency interfacility ambulance services and private fire protection services, operating in 21 states and nearly 700 communities. Rural/Metro was acquired in 2011 in a leveraged buyout by Warburg Pincus LLC as part of a transaction valued at $676.5 million. Rural/Metro Corp. and 59 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-11952) on Aug. 4, 2013, before the U.S. Bankruptcy Court for the District of Delaware. Debt includes $318.5 million on a secured term loan and $109 million on a revolving credit with Credit Suisse AG serving as agent. There is $312.2 million owing on two issues of 10.125 percent senior unsecured notes. The Debtors' lead bankruptcy counsel are Matthew A. Feldman, Esq., Rachel C. Strickland, Esq., and Daniel Forman, Esq., at Willkie Farr & Gallagher LLP, in New York. Maris J. Kandestin, Esq., and Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP, in Wilmington, Delaware, serve as the Debtors' local Delaware counsel. Alvarez & Marsal Healthcare Industry Group, LLC, and FTI Consulting, Inc., are the Debtors' financial advisors, while Lazard Freres & Co. L.L.C. is their investment banker. Donlin, Recano & Company, Inc., is the Debtors' claims and noticing agent. The U.S. Trustee has appointed a three-member official committee of unsecured creditors in the Chapter 11 case. The Debtors have arranged $75 million of DIP financing from a group of prepetition lenders led by Credit Suisse AG. An interim order has allowed the Debtors to access $40 million of the DIP facility. The Debtors have filed a reorganization plan largely worked out before the Chapter 11 filing in early August. Existing shareholders receive nothing in the plan. The Company's debt includes $318.5 million on a secured term loan and $109 million on a revolving credit with Credit Suisse AG serving as agent. There is $312.2 million owing on two issues of 10.125 percent senior unsecured notes. Interested parties can also contact Rural/Metro's claims agent, Donlin, Recano & Company, Inc. directly by calling Rural/Metro's restructuring hotline at 212-771-1128. Willkie Farr & Gallagher LLP and Young Conaway Stargatt & Taylor, LLP are serving as legal counsel, Lazard Freres & Co. L.L.C. is serving as investment banker, and Alvarez & Marsal and FTI Consulting, Inc. are serving as financial advisors to Rural/Metro. SCOOTER STORE: Exclusive Plan Filing Period Extended to Feb. 9 -------------------------------------------------------------- The Hon. Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware has extended, at the behest of The Scooter Store Holdings, Inc., et al., the Debtors' exclusive period to file a Chapter 11 plan through Feb. 9, 2014, and their exclusive period to solicit acceptances of that plan through April 9, 2014. As reported by the Troubled Company Reporter on Nov. 15, 2013, the previous exclusivity period had not afforded the Debtors with sufficient time to complete the orderly liquidation of their assets while simultaneously planning the best manner in which to wrap up their cases. About The Scooter Store The Scooter Store is a supplier of power mobility solutions, including power wheelchairs, scooters, lifts, ramps, and accessories. The Scooter Store's products and services provide today's seniors and disabled persons potential alternatives to living in nursing homes or other care facilities. Headquartered in New Braunfels, Texas, the Scooter Store has a nationwide network of distribution centers that service products owned or leased by the Company's customers. It has 57 distribution centers in 41 states. Scooter Store Holdings Inc., and 71 affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-10904) in Wilmington. The closely held company listed assets of less than $10 million and debt of more than $50 million. Affiliates of private equity firm Sun Capital Partners, based in Boca Raton, Florida, purchased a majority voting interest in the debtors in 2011. Scooter Store is 66.8 percent owned by Sun Capital Partners Inc., owed $40 million on a third lien. In addition to Sun's debt and $25 million on a second lien owing to Crystal Financial LLC, there is a $25 million first-lien revolving credit owing to CIT Healthcare LLC as agent. Crystal is providing $10 million in financing for bankruptcy. SENOR FISH: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Senor Fish, Inc. 115 West Main Street Alhambra, CA 91801 Case No.: 14-10076 Chapter 11 Petition Date: January 2, 2014 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Richard M Neiter Debtor's Counsel: Marc Weitz, Esq. LAW OFFICE OF MARC WEITZ 633 W 5th St, Ste 2800 Los Angeles, CA 90071 Tel: 213-223-2350 Fax: 213-784-5407 Email: marcweitz@weitzlegal.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Adolfo Enrique Ramirez, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb14-10076.pdf SH 130 CONCESSION: Struggles to Pick Up Drivers ----------------------------------------------- Nathan Koppel and Emily Glazer, writing for Daily Bankruptcy Review, reported that the "American autobahn" has hit a rough patch. According to the report, a Texas toll road that garnered widespread attention when it opened in 2012 with an 85-mile-an- hour speed limit---the nation's highest---has run into financial trouble after failing to attract as many drivers as anticipated. The 41-mile stretch of State Highway 130 has been billed by its private operator as an escape hatch from the often congested freeway that connects the state capital here with San Antonio to the south, the report related. But SH 130 Concession Co., the company that built and runs this portion of the 91-mile state highway, recently hired restructuring lawyers, according to people familiar with the matter, who noted that a bankruptcy filing isn't imminent. Companies often restructure debt without filing for bankruptcy protection by negotiating with creditors, a process that can take weeks or months. SH 130 Concession, whose only business is operating the roll road, is working on refinancing about $1.1 billion in debt amid lower- than-expected cash flow, due to weaker-than-forecast traffic, according to the people familiar with the matter, the report said. It is the latest in a string of toll-road ventures encountering financial difficulties amid similar challenges of hefty debt loads and usage that hasn't met expectations, the report related. A company that owns four toll roads in Alabama and a toll tunnel in Detroit filed for, and emerged from, bankruptcy protection in 2013, for example. SIMPLY WHEELZ: Bankruptcy Judge Approves Sale to Catalyst --------------------------------------------------------- Katy Stech, writing for Daily Bankruptcy Review, reported that a bankruptcy judge has approved a deal that allows a Canadian private-equity firm to buy Advantage Rent a Car, the fourth largest U.S. independent rental-car chain. According to the report, Judge Edward Ellington enables Advantage's roughly 70 rental-car locations to be taken over by Catalyst Capital Group Inc., which promised to pay for the deal by forgiving a $46 million bankruptcy loan it extended to the car- rental company shortly after it filed for bankruptcy in November. The 1,800-worker Advantage chain, which is based in a suburb of Jackson, Miss., filed for Chapter 11 protection after former owner Hertz Global Holdings Inc. threatened to take back some of the roughly 24,000 vehicles that Advantage continued to use after it was sold off in 2012 in the midst of a dispute, the report related. As a part of its break from Hertz, Advantage was required to auction off the vehicles it got in the deal by Dec. 31, 2013, and give that money to Hertz, the report said. As those cars began to sell, Advantage officials said the first batches sold for prices that were less than values set by Hertz. Under the deal though, Advantage was on the hook to pay the difference between the auction sale price and an amount previously set by Hertz, the report further related. By October, the company had lost about $1,633 a vehicle -- an $8.6 million loss -- on the sale of the 5,295 vehicles, Chief Executive Thomas P. McDonnell III said in court papers. About Simply Wheelz LLC Simply Wheelz LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 13-03332) on Nov. 5, 2013. The case is assigned to Judge Edward Ellingon. The Debtor estimated assets and debt in excess of $100 million. The Debtors are represented by Christopher R. Maddux, Esq., and Stephen W. Rosenblatt, Esq., at Butler Snow O'Mara Stevens & Cannada, in Ridgeland, Mississippi. SPECTRASCIENCE INC: Investor Buys $263,157 Unsecured Debentures --------------------------------------------------------------- SpectraScience, Inc., on December 20, 2013, entered into a subscription agreement with an accredited investor -- the "Purchaser" -- pursuant to which the Purchaser purchased a 5% original issue discount unsecured convertible debenture of the Company with a principal amount of $263,157.90. The Purchaser may initially convert the Debenture into shares of the Company's common stock at a conversion price equal to $0.045, subject to adjustment, together with a five-year warrant to purchase that number of shares of the Company's common stock equal to 50% of the number of shares of common stock initially issuable upon conversion of the Debenture, at an exercise price equal to $0.09 per share, subject to adjustment. The conversion price of the Debenture and the exercise price of the Warrant are subject to customary adjustment provisions for stock splits, stock dividends, recapitalizations and the like. The Subscription Agreement contains certain customary subscriber and Company representations and warranties, and certain risk factors related to the private placement and the Company. The Debenture provides that the Company will pay interest to the holder at an interest rate of 10% per annum on principal being converted on any voluntary conversion date (as to that principal amount then being converted), and will pay interest to the holder at the same rate on the maturity date of December 20, 2014. The Company may pay interest due either in cash or, at its option, in shares of its common stock. The Debenture also contains certain customary negative covenants and events of default, including the Company's failure to pay principal and interest, material defaults under the other transaction documents, bankruptcy, and the Company's failure to deliver common stock certificates after a conversion date. Finally, the Debenture provides that, to be effective, action taken pursuant to the Debenture, including but not limited to amendments, waivers or declaration of defaults (which shall accelerate payment of principal, interest, and all other amounts owing on the Debenture), requires the affirmative consent of holders of 25% of the outstanding aggregate principal amount of debentures of the same series. The Warrants are exercisable at an exercise price equal to $0.09 per share until the Warrant termination date of December 20, 2018. The Warrants contain a cashless exercise provision. In the event the Purchaser exercises the Warrants on a cashless basis, the Company will not receive any proceeds. The Securities were offered and sold on a best efforts basis. The Company hired a consultant, Mr. John Evey, to assist in the offering and sale process pursuant to a Consulting Agreement with Mr. Evey, dated July 18, 2013. Under the Consulting Agreement, the Company will pay the Consultant a cash fee of $20,000 in connection with the sale of the Securities. About SpectraScience SpectraScience, Inc. (OTC QB: SCIE) is a San Diego based medical device company that designs, develops, manufactures and markets spectrophotometry systems capable of determining whether tissue is normal, pre-cancerous or cancerous without physically removing tissue from the body. The WavSTAT(TM) Optical Biopsy System uses light to optically scan tissue and provide the physician with an immediate analysis. * * * As reported in the TCR on April 25, 2013, McGladrey LLP, in Des Moines, Iowa, in its report on the Company's financial statements for the year ended Dec. 31, 2012, said the Company has suffered recurring losses from operations and its ability to continue as a going concern is dependent on the Company's ability to attract investors and generate cash through issuance of equity instruments and convertible debt. "This raises substantial doubt about the Company's ability to continue as a going concern." STRATUS MEDIA: Sells $650,000 Convertible Notes ----------------------------------------------- Stratus Media Group, Inc., on Dec. 19, 2013, entered into a Note Purchase Agreement with Carolina Preferred High Yield Fund pursuant to which the Company sold to Carolina, and Carolina agreed to purchase from the Company a Secured Convertible Note in the principal amount of $500,000. Also, on Dec. 19, 2013, the Company issued a Convertible Promissory Note to Sol J. Barer, Ph.D., in the principal amount of $150,000. Dr. Barer is the Company's Chairman of the Board. Each of the Carolina Note and the Barer Note is for a term of six months with the right of the Company to request an extension of the maturity date for an additional six-month period. Each Note bears interest at the rate of 10 percent per annum with accrued interest due on the applicable maturity date. Each note is secured by the assets of the Company. Upon the closing of a financing involving the sale of equity, debt or a combination of equity and debt in one or more transactions in which either the Company or its subsidiaries receives gross proceeds of at least $7,500,000 on or before the applicable maturity date, the applicable Note, together with accrued interest, will be converted into securities issued in the Qualified Financing at a conversion price equal to 50 percent of the purchase price per share or unit of the securities. The securities underlying the Notes are subject to piggyback rights in favor of the holder. The Company intends to use the aggregate net proceeds from the sale of the Notes for working capital and general corporate purposes. Separately, on Dec. 18, 2013, the Company entered into an Advisory Agreement with Siskey Capital, LLC, to perform services related to financial consulting matters for a term of three years. As compensation for the services to be performed by Siskey, Siskey is to receive a retainer of 3,300,000 shares of the Company's common stock. About Stratus Media Santa Barbara, Calif.-based Stratus Media Group, Inc., is an owner, operator and marketer of live sports and entertainment events. Subject to the availability of capital, the Company intends to aggregate a large number of complementary live sports and entertainment events across North America and internationally. Stratus Media disclosed a net loss of $6.84 million on $374,542 of total revenues for the year ended Dec. 31, 2012, as compared with a net loss of $23.63 million on $570,476 of total revenues for the year ended Dec. 31, 2011. The Company's balance sheet at Sept. 30, 2013, showed $3.23 million in total assets, $9.57 million in total liabilities, all current, and a $6.33 million total shareholders' deficit. Goldman Kurland and Mohidin LLP, in Encino, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that Stratus Media has suffered recurring losses and has negative cash flow from operations which conditions raise substantial doubt as to the ability of the Company to continue as a going concern. STELLAR BIOTECHNOLOGIES: Annual Meeting Set on February 13 ---------------------------------------------------------- Stellar Biotechnologies, Inc., will hold an annual general and special meeting of shareholders on Feb. 13, 2014. The record date for the shareholders entitled to vote at the Meeting has been set as shareholders of record as at the close of business on Jan. 9, 2014. The Company also announced that the board of directors of the Company approved an advance notice policy on Oct. 31, 2013. The Advance Notice Policy includes, among other things, a provision that requires advance notice be given to the Company in circumstances where nominations of persons for election to the Board are made by shareholders of the Company other than pursuant to: (i) a requisition of a meeting made pursuant to the provisions of the Business Corporations Act (British Columbia); or (ii) a shareholder proposal made pursuant to the provisions of the BCA. Additionally, the Advance Notice Policy sets a deadline by which holders of record of common shares of the Company must submit director nominations to the Company prior to any annual or special meeting of shareholders, sets forth the information that a shareholder must include in the notice to the Company, and establishes the form in which the shareholder must submit the notice for that notice to be in proper written form. In the case of an annual meeting of shareholders, notice to the Company must be made not less than 30 days nor more than 65 days prior to the date of the annual meeting. However, in the event that the annual meeting is to be held on a date that is less than 40 days after the date on which the first public announcement of the date of the annual meeting was made, notice may be made not later than the close of business on the tenth (10th) day following such public announcement. In the case of a special meeting of shareholders (which is not also an annual meeting) notice to the Company must be made not later than the close of business on the fifteenth (15th) day following the day on which the first public announcement of the date of the special meeting was made. The Advance Notice Policy is in full force and effect as of the date it was approved. In accordance with the terms of the Advance Notice Policy, the Advance Notice Policy will be put to shareholders of the Company for approval at the Meeting, and if the Advance Notice Policy is not confirmed at the Meeting by ordinary resolution of shareholders, the Advance Notice Policy will terminate and be of no further force and effect following the termination of the Meeting. For purposes of the Meeting, in accordance with the terms of the Advance Notice Policy, the Board has determined that notice of nominations of persons for election to the Board at the Meeting must be made by Jan.6, 2014. That notice must be in the form, and given in the manner, prescribed by the Advance Notice Policy, and the Corporate Secretary of the Company has stipulated investorrelations@stelllarbiotech.com as an email address for receipt of such a notice. The full text of the Advance Notice Policy is available under the Company's profile on SEDAR at www.sedar.com. 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. 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 its quarterly report for the period ended May 31, 2013. SUMMIT MATERIALS: S&P Revises Outlook to Stable & Affirms 'B+' CCR ------------------------------------------------------------------ Standard & Poor's Ratings Services said it revised its rating outlook to stable from negative on Denver-based Summit Materials LLC and affirmed its 'B+' corporate credit rating on the company. The outlook revision to stable from negative reflects Summit's improving operating margins over the past several quarters as well as S&P's expectation that these trends will continue in 2014, based on better conditions in the company's markets, increased backlog, and better volume and pricing. "We expect Summit to generate higher levels of EBITDA in 2014 as a result of improving operating margins and continued acquisitions. However, we expect credit measures to remain in a narrow range, with debt to EBITDA leverage of about 6x, interest coverage of about 2.3x, and liquidity to remain adequate," said Standard & Poor's credit analyst Thomas Nadramia. "Given the company's private equity ownership, we expect the company to remain "highly leveraged" over the next 12 months, and any positive cash flow from operations is likely to be used to help fund additional acquisitions." Although S&P considers a downgrade over the next 12 months to be unlikely, it could lower the ratings if the company's liquidity position deteriorates due to lower-than-expected cash flows or EBITDA, resulting in reduced covenant cushion or greater reliance on revolving credit borrowings, causing S&P's assessment of liquidity to fall from adequate to "less than adequate" or "weak." S&P could also lower the rating if already high leverage and debt levels exceed its forecast, causing interest coverage to fall below 2x due to underperforming acquisitions, resulting in lower- than-expected EBITDA. S&P considers an upgrade unlikely in the next 12 months, given Summit's high leverage and private equity ownership. S&P believes Summit will continue to pursue debt-financed acquisitions as part of its strategy to expand the scale and scope of its aggregate and heavy materials operations. However, S&P could consider an upgrade if operating results outperformed expectations, resulting in total debt leverage decreasing to below 5x along with a firm commitment from management and ownership that leverage would remain at or below that level. SURTRONICS INC: Smith & Wade Wants Quick Decision on Lease ---------------------------------------------------------- Creditor Smith & Wade objects to Surtronics, Inc.'s motion to extend the time to assume or reject unexpired lease of nonresidential real property. As reported by the Troubled Company Reporter on Oct. 30, 2013, the Debtor asked the U.S. Bankruptcy Court for the Eastern District of North Carolina to enlarge the time period within which the Debtor must assume or reject any unexpired leases of nonresidential real property by an additional 90 days, or until April 7, 2014. Smith & Wade, a North Carolina general partnership which owns certain real property known as 4001 Beryl Drive, 4025 Beryl Drive, and 508 Method Road, Raleigh, Wake County, North Carolina, entered into a lease agreement with the Debtor on Oct. 1, 2003, pursuant to which Smith & Wade, as landlord, leased the Property to the Debtor as tenant. Smith & Wade and the Debtor executed a series of lease addenda, the latest of which was executed on Sept. 6, 2013. The Debtor currently is, and has been, leasing the Property as its primary production facility and corporate office. The Lease is therefore a lease of nonresidential real property governed by 11 U.S.C. Section 365(d)(4), Gregory B. Crampton, Esq., at Nicholls & Crampton, P.A., the attorney for Smith & Wade, says. On Oct. 8, 2013, the Debtor filed its proposed Chapter 11 Reorganization Plan and Disclosure Statement. The proposed Plan provides: 7.01. Rejection of Executory Contracts and Unexpired Leases. On or before seven days prior to the final hearing scheduled on confirmation of this Plan, the Debtor may file and serve its Notice of Reject with respect to any Executory Contract or Unexpired Leases. A proof of claim arising from the rejection of an executory contract or unexpired lease under this section must be filed no later than 30 days after the date of the Order confirming this Plan. 7.02. Assumption of Executory Contracts and Unexpired Leases. Upon the Effective Date, the Debtor will be conclusively deemed to have assumed all executory contracts and unexpired leases not expressly rejected either pursuant to 7.01 or before the date of the order confirming this Plan by separate Motion to Assume or Reject Executory Contract. Mr. Crampton says that under the Plan, the Debtor is conclusively deemed to have assumed any executory contract that it has not expressly rejected by either the date established in Section 7.01 of the proposed Plan or the date of any order confirming the proposed Plan. Allowing the Debtor until April 7, 2014, to assume or reject the Lease directly contradicts the terms of the Debtor's proposed Plan, as the confirmation hearing is currently set for Dec. 19, 2013. Smith & Wade realizes that the terms of the proposed Plan are not yet effective or binding on any party, as the Plan has not been confirmed by the Court. However, Smith & Wade hereby requests that any order allowing the Debtor additional time to reject or assume the Lease be consistent with the terms of the Debtor's proposed Plan." Mr. Crampton can be reached at: NICHOLLS & CRAMPTON, P.A. P.O. Box 18237 Raleigh, North Carolina 27619 Tel: (919) 781-1311 Fax: (919) 782-0465 E-mail: gcrampton@nichollscrampton.com About Surtronics, Inc. Raleigh, North Carolina-based Surtronics, Inc., filed a Chapter 11 bankruptcy petition in Wilson, North Carolina (Bankr. E.D.N.C. Case No. 13-05672) on Sept. 9, 2013. Founded in 1965, Surtronics is in the business of providing electroplating and anodizing services to base-metal alloys for use across various industries, including but not limited to aerospace, defense, medical, telecommunications, and automotive. Surtronics' primary production facility and corporate office are located in a series of buildings at 4001 and 4025 Beryl Drive, and 508 Method Road, Raleigh, North Carolina. The Debtor is represented by David A. Matthews, Esq., at Shumaker, Loop & Kendrick, LLP, in Charlotte, North Carolina. Carr Riggs & Ingram PLLC, serves as its accountants. In its schedules, the Debtor disclosed $16,300,878 in total assets and $3,507,088 in total liabilities. SURTRONICS INC: Faces Plan Objections; Hearing Set for Jan. 27 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of North Carolina has set for Jan. Jan. 27, 2014, at 10:00 a.m. the confirmation hearing for Surtronics, Inc.'s Chapter 11 plan. Smith & Wade, Certain Underwriters at Lloyd's London, and William H. Wade, Jr., each filed with the Court objections to the Plan on Dec. 12, 2013. Gregory B. Crampton, Esq., at Nicholls & Crampton, P.A., the attorney for Smith & Wade, says that among other things, the Plan incorrectly designates his client's Class 5 claim as unimpaired. "The Proposed Plan impairs Smith & Wade's claim by altering Smith & Wade's legal, equitable and contractual rights to which Smith & Wade is entitled under the Lease. As an impaired class, Smith & Wade is entitled to vote on the Plan," Mr. Crampton states. Section 8.03 of the Plan highlights the AP and asserts that the Court should retain jurisdiction "for purposes of adjudicating the merits of such litigation and affecting the contribution rights by and between the parties." A. Scott McKellar, Esq., at Battle, Winslow, Scott & Wiley, P.A., the attorney for Mr. Wade, says that his client -- a citizen and resident of Wake County, North Carolina, and a creditor to the Debtor -- claims that as a party defendant, his client has potential contribution and other claims against the Debtor arising from the AP and under CERCLA, yet the Plan fails to treat Wade as a potential creditor or propose treatment for his claims under any class of claims. L. Andrew Watson, Esq., at Butler Pappas Weihmuller Katz Craig LLP, the attorney for Certain Underwriters at Lloyd's London, claims that the Plan includes language that may be prejudicial to the Underwriters, including among other things, paragraph 8A providing that the Court will retain jurisdiction to make non-core coverage determinations with respect to the proceeds of Underwriters policies which are not estate assets within the meaning of 11 U.S.C. Section 541. According to Mr. Watson, the Debtor also failed to give proper notice to the Underwriters, an interested party in the bankruptcy and related proceedings. The Underwriters did not receive notice of the Debtor's filing or the Courts conditional approval, and did not become aware of the Debtor's bankruptcy until receipt of the Debtor's Notice of Motion to Authorize Mediation, filed on Nov. 11, 2013. Mr. Wade's attorney can be reached at: A. Scott McKellar, Esq., BATTLE, WINSLOW, SCOTT & WILEY, P.A. P.O. Box 7100 Rocky Mount, NC 27804-0100 Tel: (252) 937-2200 The Underwriters' attorney can be reached at: L. Andrew Watson, Esq. BUTLER PAPPAS WEIHMULLER KATZ CRAIG LLP 11620 N. Community House Road Charlotte, NC 28277 Tel: (704) 543-2321 Fax: (704) 543-2324 E-mail: awatson@butlerpappas.com About Surtronics, Inc. Raleigh, North Carolina-based Surtronics, Inc., filed a Chapter 11 bankruptcy petition in Wilson, North Carolina (Bankr. E.D.N.C. Case No. 13-05672) on Sept. 9, 2013. Founded in 1965, Surtronics is in the business of providing electroplating and anodizing services to base-metal alloys for use across various industries, including but not limited to aerospace, defense, medical, telecommunications, and automotive. Surtronics' primary production facility and corporate office are located in a series of buildings at 4001 and 4025 Beryl Drive, and 508 Method Road, Raleigh, North Carolina. The Debtor is represented by David A. Matthews, Esq., at Shumaker, Loop & Kendrick, LLP, in Charlotte, North Carolina. Carr Riggs & Ingram PLLC, serves as its accountants. In its schedules, the Debtor disclosed $16,300,878 in total assets and $3,507,088 in total liabilities. SWJ MANAGEMENT: Jan. 13 Hearing on Holdings' Case Dismissal Bid --------------------------------------------------------------- SWJ Holdings, LLC, filed papers asking the Bankruptcy Court to dismiss the bankruptcy petition of SWJ Management, LLC, due to the abuse of the alleged DIP account by Richard Annunziata, the Debtor's managing member. The hearing date on the matter is January 13, 2014, at 10:00 a.m. in Court Room 3D, US Bankruptcy Court, Martin Luther King Jr. Federal Building, 50 Walnut Street, Newark, NJ 07102. About SWJ Management LLC New York-based SWJ Management LLC filed for Chapter 11 (Bankr. S.D.N.Y. Case No. 13-12123) on June 28, 2013. The Law Offices of David Carlebach, Esq., serves as the Debtor's counsel. In its petition, the Debtor estimated $50 million to $100 million in both assets and debts. The petition was signed by Richard Annunziata, managing member. An affiliate, Ridgewood Realty of LL, SK Mulberry Contract, filed a separate Chapter 11 petition (Case No. 12-14085) on Sept. 28, 2012. On Sept. 4, 2013, New York Judge Allan Gropper granted the transfer of SWJ's case to the U.S. Bankruptcy Court for the District of New Jersey. No official unsecured creditors committee has been appointed in SWJ's case. TDF GUAYNABO: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: TDF Guaynabo Inc. aka Tierra del Fuego PO Box 127 Guaynabo, PR 00970 Case No.: 14-00003 Chapter 11 Petition Date: January 2, 2014 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Judge: Hon. Mildred Caban Flores Debtor's Counsel: Charles Alfred Cuprill, Esq. CHARLES A CUPRILL, PSC LAW OFFICE 356 Calle Fortaleza, Second Floor San Juan, PR 00901 Tel: 787 977-0515 Email: cacuprill@cuprill.com Total Assets: $404,248 Total Liabilities: $12.11 million The petition was signed by Julio F. Mendez Munoz, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/prb14-3.pdf THATCHED COTTAGE: Case Summary & 4 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Thatched Cottage LP 445 East Main Street Centerport, NY 11721 Case No.: 14-70002 Chapter 11 Petition Date: January 2, 2014 Court: United States Bankruptcy Court Eastern District of New York (Central Islip) Judge: Hon. Robert E. Grossman Debtor's Counsel: Fred S Kantrow, Esq. THE LAW OFFICES OF AVRUM J. ROSEN, PLLC 38 New Street Huntington, NY 11743 Tel: (631) 423-8527 Fax: (631) 423-4536 Email: fkantrow@avrumrosenlaw.com - and - Avrum J Rosen, Esq. THE LAW OFFICES OF AVRUM J ROSEN, PLLC 38 New Street Huntington, NY Tel: 631-423-8527 Fax: 631-423-4536 Email: ajrlaw@aol.com Total Assets: $8 million Total Liabilities: $9.29 million The petition was signed by Ralph Colamussi, managing partner. A list of the Debtor's four largest unsecured creditors is available for free at http://bankrupt.com/misc/nyeb14-70002.pdf TOWER GROUP: Fitch Cuts IDR to 'CC', Rating on Watch Negative ------------------------------------------------------------- Fitch Ratings has downgraded Tower Group International, Ltd.'s (TWGP) Issuer Default Rating (IDR) to 'CC' from 'B' and Tower's operating subsidiaries' (collectively referred to as Tower) Insurer Financial Strength (IFS) ratings to 'B' from 'BB'. All downgraded ratings remain on Rating Watch Negative pending the company's exploration of strategic alternatives. A full list of rating actions follows at the end of this release. Key Rating Drivers Fitch's rating actions follows a review of Tower's third quarter 2013 statutory financial statement filings and recent GAAP disclosures. The company will incur an additional $75 - 105 million in third quarter 2013 GAAP adverse reserve development on top of the $364 million previously taken in the first half of 2013. The majority of the reserve development has been centered in accident years 2008-2011 for workers' compensation, commercial multi-peril liability, other liability, and commercial auto liability. Most of the adverse reserve development originates from Tower's growth in program business via acquisitions during the soft market in long tailed lines of business coupled with inadequate internal controls relating to the loss reserving process. Tower's inability to timely produce accurate financial statements has led Fitch to consider its level of corporate governance to be ineffective. Since Fitch's last review in October 2013, the agency believes Tower's competitive position has been substantially reduced and has material concerns about Tower's ability to maintain current business. Tower engaged an investment bank to explore strategic alternatives but no alternatives have been publicly announced to date. In December 2013, Tower was able to liquidate a holding company investment and use the proceeds to pay off the $70 million in bank debt that would have matured in early 2014, thus eliminating a near term liquidity concern. However, management has not publicly stated any plans to adequately address the $150 million in senior unsecured debt that comes due in September 2014 and current holding company resources are insufficient to completely satisfy the obligation. With the most recent adverse reserve charges, Fitch has concerns that some of the US operating subsidiaries have Risk Based Capital (RBC) ratios below the Company Action Level. In Bermuda, Tower Reinsurance Limited's (TRL) solvency ratio is below that of the minimums established by the Bermuda Monetary Authority (BMA) but Tower is working with the BMA to transfer certain assets of another Bermuda subsidiary to cure the deficiencies at TRL. While Fitch aspires to develop specific bespoke recovery estimates for IDR ratings of 'B+' or lower, the agency was not able to arrive at a robust Recovery Ratings (RR) for Tower due to several reasons including: the high risk of litigation, the rapid deterioration in reserves, ineffective corporate governance, and untimely public updates of financial information. For these reasons, Fitch has determined this is a limitation of the issue ratings and is using standard notching of RR5 for the $150 million senior convertible note due in September 2014. Rating Sensitivities The following is a list of key rating triggers that could lead to a ratings downgrade: -- Further adverse reserve development or announcement of additional losses by the company; -- Inability to have US based operating company RBC ratios above the Company Action Level and Bermuda based operations capital solvency ratios above minimum threshold set by BMA; -- Inability to meet financial obligations of the operating or holding company. The following is a list of key rating triggers that could lead to the ratings being upgraded: -- A buyout of the company from a materially stronger parent that infuses sufficient capital to satisfy all obligations; -- A successful refinancing of the upcoming debt maturity. Fitch has downgraded the following ratings and maintained the Rating Watch Negative: Tower Group International, Ltd. -- IDR to 'CC' from 'B'. Tower Group, Inc. -- IDR to 'CC' from 'B'; -- 5% senior convertible debt rating to 'C/RR5' from 'B-'. Tower Insurance Company of New York Tower National Insurance Company Preserver Insurance Company CastlePoint National Insurance Company York Insurance Company of Maine Hermitage Insurance Company CastlePoint Florida Insurance Company North East Insurance Company Massachusetts Homeland Insurance Company CastlePoint Insurance Company Kodiak Insurance Company -- IFS ratings to 'B' from 'BB'. TOYS 'R' US: S&P Lowers Rating on $13.09MM Cl. A-1 Certs to 'CCC' ----------------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating on Corporate-Backed Trust Certificates Toys "R" Us Debentures-Backed Series 2001-31 Trust's $13.09 million class A-1 certificates to 'CCC' from 'CCC+'. S&P's rating on the class A-1 certificates is dependent on its rating on the underlying security, Toys "R" Us Delaware Inc.'s 8.75% debentures due Sept. 1, 2021 ('CCC'). The rating action reflects the Dec. 19, 2013, lowering of S&P's rating on the underlying security to 'CCC' from 'CCC+'. S&P may take subsequent rating actions on the class A-1 certificates due to changes in its rating assigned to the underlying security. TRIGEANT LIMITED: Okayed to Incur $267,874 of Unsecured Financing ----------------------------------------------------------------- The Hon. Erik P. Kimball of the U.S. Bankruptcy Court for the Southern District of Florida, in a third interim order, authorized Trigeant, Ltd., to borrow an additional $267,874 of unsecured financing from Harry Sargeant, Jr., a beneficiary owner of the Debtor. The loan will bear interest at 7% per annum. The Debtor will make no payments due until the earlier of: (i) confirmation of the Plan of Reorganization; (ii) dismissal of the case; (iii) the appointment of a Chapter 11 trustee; (iv) an event of default; or (v) conversion of the case to Chapter 7. Previously, the Debtor was authorized to immediately borrow up to $50,000 from the lender to be used solely to transition the utilities of the refinery. Latin America Investments Ltd. and Sargeant Trading, Ltd. agreed to guarantee repayment of all indebtedness to the lender. The guarantors agree that their guaranty will be secured by all of the guarantors' assets. All funds advanced by the lender, including interest, will be treated as an administrative expense and there will be no lien securing the indebtedness to lender. About Trigeant Ltd. Trigeant, Ltd., filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 13-38580) in West Palm Beach, Florida, on Nov. 27, 2013. The Boca Raton, Florida-based owner of a refinery estimated $10 million to $50 million in assets, and $50 million to $100 million in liabilities. Paul Steven Singerman, Esq., at Berger Singerman, in Miami, serves as counsel to the Debtor. Judge Hon. Erik P. Kimball presides over the case. TXU CORP: 2014 Bank Debt Trades at 30% Off ------------------------------------------ Participations in a syndicated loan under which TXU Corp is a borrower traded in the secondary market at 70.30 cents-on-the- dollar during the week ended Friday, Jan. 3, 2014, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a decrease of 0.27 percentage points from the previous week, The Journal relates. TXU Corp. pays 350 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 10, 2014 and carries Moody's Caa3 rating and Standard & Poor's CCC- rating. The loan is one of the biggest gainers and losers among 205 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. TXU CORP: 2017 Bank Debt Trades at 31% Off ------------------------------------------ Participations in a syndicated loan under which TXU Corp is a borrower traded in the secondary market at 68.90 cents-on-the- dollar during the week ended Friday, Jan. 3, 2014, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents an increase of 0.18 percentage points from the previous week, The Journal relates. TXU Corp. pays 450 basis points above LIBOR to borrow under the facility. The bank loan matures on Oct. 10, 2017 and carries Moody's Caa3 rating and Standard & Poor's CCC- rating. The loan is one of the biggest gainers and losers among 205 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. VELTI PLC: Closes Sale of Mobile Marketing Business to GSO Capital ------------------------------------------------------------------ Velti plc on Jan. 3 disclosed that the Company has closed the sale of its mobile marketing business to affiliates of GSO Capital Partners LP, the credit division of Blackstone. The transaction includes the sale of business lines operated by Velti Inc. and Air2Web Inc. in the U.S., Air2Web India, Velti DR Limited and Mobile Interactive Group, Ltd. in the U.K., and Velti Netherlands B.V. in the Netherlands. As previously announced, the Company is operating its U.S. operations as debtors-in-possession under the protection of the U.S. bankruptcy laws, while the Company's operations in the U.K., Greece, China, Brazil, India, Russia, the United Arab Emirates, and other jurisdictions outside the U.S. are continuing normal business operations. Upon [Thurs]day's closing of the transaction, the mobile marketing businesses sold to GSO are no longer operating under U.S. bankruptcy protection. The U.K. business lines included in the sale, including Velti DR Limited and Mobile Interactive Group, Ltd., were sold to GSO through an administration process that was commenced today in London. Those business lines are no longer a part of the U.K. administration process. The remainder of the Company's business lines, primarily consisting of its Performance Marketing Business Unit operated out of Greece, and with business in Central and Eastern Europe and the Middle East, will continue to operate normally. About Velti Inc. Velti Inc., a provider of technology for marketing on mobile devices, sought Chapter 11 protection (Bankr. D. Del. Case No. 13-12878) on Nov. 4, 2013. Velti Inc., a San Francisco-based unit of Velti Plc, listed assets of as much US$50 million and debt of as much as US$100 million. Its Air2Web Inc. unit, based in Atlanta, also sought creditor protection. The parent, Dublin, Ireland-based Velti Plc, which trades on the Nasdaq Stock Market, isn't part of the bankruptcy process. Operations in the U.K., Greece, India, China, Brazil, Russia, the United Arab Emirates and elsewhere outside the U.S. didn't seek protection and business there will continue as usual. The Debtors are represented by attorneys Stuart M. Brown, Esq., at DLA Piper LLP (US), in Wilmington, Delaware; and Richard A. Chesley, Esq., Matthew M. Murphy, Esq., and Chun I. Jang, Esq., at DLA Piper LLP (US), in Chicago, Illinois. The Debtors have also tapped Jefferies LLC as investment banker, Sitrick Brincko Group LLC, as corporate communications consultants, and BMC Group, Inc., as claims and noticing agent. U.S. Bank, National Association, as administrative agent for GSO Credit-A Partners, LP, GSO Palmetto Opportunistic Investment Partners LP and GSO Coastline Partners LP, extended US$25 million of postpetition financing to the Debtors. The DIP Lenders, which are also the Prepetition Lenders, are represented by Sandy Qusba, Esq., and Hyang-Sook Lee, Esq., at Simpson Thacher & Bartlett LLP, in New York. An Official Committee of Unsecured Creditors has been appointed in the Debtors' cases. The Committee has tapped McGuireWoods LLP as lead counsel and Morris, Nichols, Arsht & Tunnell LLP as Delaware co-counsel. Asgaard Capital LLC serves as financial advisor to the Committee. Capstone Advisory Group LLC serves as consultant. VERMILLION INC: Larry Feinberg Held 19.9% Equity Stake at Dec. 19 ----------------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Larry N. Feinberg and his affiliates disclosed that as of Dec. 19, 2013, they beneficially owned 7,139,960 shares of common stock of Vermillion, Inc., representing 19.93 percent of the shares outstanding. Mr. Feinberg previously reported beneficial ownership of 7,139,960 common shares or 25.91 percent equity stake as of June 12, 2013. A copy of the amended regulatory filing is available at http://is.gd/YfxY2D About Vermillion Vermillion, Inc., is dedicated to the discovery, development and commercialization of novel high-value diagnostic tests that help physicians diagnose, treat and improve outcomes for patients. Vermillion, along with its prestigious scientific collaborators, has diagnostic programs in oncology, hematology, cardiology and women's health. The Company filed for Chapter 11 on March 30, 2009 (Bankr. D. Del. Case No. 09-11091). Vermillion's legal advisor in connection with its successful reorganization efforts wass Paul, Hastings, Janofsky & Walker LLP. Vermillion emerged from bankruptcy in January 2010. The Plan called for the Company to pay all claims in full and equity holders to retain control of the Company. Vermillion incurred a net loss of $7.14 million in 2012 as compared with a net loss of $17.79 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $15.08 million in total assets, $4.84 million in total liabilities, and stockholders' equity of $10.25 million. BDO USA, LLP, in Austin, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012, citing recurring losses and negative cash flows from operations and an accumulated deficit, all of which raise substantial doubt about the Company's ability to continue as a going concern. VERMILLION INC: Adam Usdan Held 3.8% Equity Stake at Dec. 19 ------------------------------------------------------------ In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Feinberg Family Trust and Adam Usdan disclosed that as of Dec. 19, 2013, they beneficially owned 1,361,000 shares of common stock of Vermillion, Inc., representing 3.8 percent of the shares outstanding. Mr. Usdan previously reported beneficial ownership of 1,361,000 common shares or 5.66 percent equity stake as of June 12, 2013. A copy of the regulatory filing is available at http://is.gd/s5PgFk About Vermillion Vermillion, Inc., is dedicated to the discovery, development and commercialization of novel high-value diagnostic tests that help physicians diagnose, treat and improve outcomes for patients. Vermillion, along with its prestigious scientific collaborators, has diagnostic programs in oncology, hematology, cardiology and women's health. The Company filed for Chapter 11 on March 30, 2009 (Bankr. D. Del. Case No. 09-11091). Vermillion's legal advisor in connection with its successful reorganization efforts wass Paul, Hastings, Janofsky & Walker LLP. Vermillion emerged from bankruptcy in January 2010. The Plan called for the Company to pay all claims in full and equity holders to retain control of the Company. Vermillion incurred a net loss of $7.14 million in 2012, as compared with a net loss of $17.79 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $15.08 million in total assets, $4.84 million in total liabilities, and stockholders' equity of $10.25 million. BDO USA, LLP, in Austin, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012, citing recurring losses and negative cash flows from operations and an accumulated deficit, all of which raise substantial doubt about the Company's ability to continue as a going concern. VERTIS HOLDINGS: Trust Fund Agreement Approved ---------------------------------------------- BankruptcyData reported that the U.S. Bankruptcy Court approved Vertis Holdings' motion for an order authorizing its entry into a remediation trust fund (RFS) agreement. As previously reported, "Pursuant to the Remediation Agreement and ISRA, Webcraft posted the RFS in connection with the Property prior to the Petition Date to guarantee certain of Webcraft's obligations under the Remediation Agreement. Failure to maintain the RFS would result in a breach of the Remediation Agreement and potentially subject Webcraft to material adverse consequences by New Jersey Department of Environmental Protection (NJDEP)....Of note, the Debtors believe that a conflict necessarily arises by virtue of GRS&D serving both as an ordinary course professional to the Debtors' estates and as replacement trustee under the Agreement. The Debtors do recognize, however, that it is possible that a conflict might arise in the future as a result of GRS&D's dual roles as ordinary course environmental counsel to the Debtors and as replacement trustee under the Agreement. In that regard, the Debtors have discussed any such potential future conflict situation with GRS&D, and the Debtors and GRS&D have agreed that in the event that such conflict does arise in the future, GRS&D shall either promptly withdraw as ordinary course environmental counsel to the Debtors or resign as replacement trustee under the Agreement, effective as of date that any such conflict arises." About Vertis Holdings Vertis Holdings Inc. -- http://www.thefuturevertis.com/-- provides advertising services in a variety of print media, including newspaper inserts such as magazines and supplements. Vertis and its affiliates (Bankr. D. Del. Lead Case No. 12-12821), returned to Chapter 11 bankruptcy on Oct. 10, 2012, this time to sell the business to Quad/Graphics, Inc., for $258.5 million, subject to higher and better offers in an auction. As of Aug. 31, 2012, the Debtors' unaudited consolidated financial statements reflected assets of approximately $837.8 million and liabilities of approximately $814.0 million. Bankruptcy Judge Christopher Sontchi presides over the 2012 case. Vertis is advised by Perella Weinberg Partners, Alvarez & Marsal, and Cadwalader, Wickersham & Taft LLP. Quad/Graphics is advised by Blackstone Advisory Partners, Arnold & Porter LLP and Foley & Lardner LLP, special counsel for antitrust advice. Kurtzman Carson Consultants LLC is the Debtors' claims agent. Quad/Graphics is a global provider of print and related multichannel solutions for consumer magazines, special interest publications, catalogs, retail inserts/circulars, direct mail, books, directories, and commercial and specialty products, including in-store signage. Headquartered in Sussex, Wis. (just west of Milwaukee), the Company has approximately 22,000 full-time equivalent employees working from more than 50 print-production facilities as well as other support locations throughout North America, Latin America and Europe. Vertis first filed for bankruptcy (Bankr. D. Del. Case No. 08- 11460) on July 15, 2008, to complete a merger with American Color Graphics. ACG also commenced separate bankruptcy proceedings. In August 2008, Vertis emerged from bankruptcy, completing the merger. Vertis against filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 10-16170) on Nov. 17, 2010. The Debtor estimated its assets and debts of more than $1 billion. Affiliates also filed separate Chapter 11 petitions -- American Color Graphics, Inc. (Bankr. S.D.N.Y. Case No. 10-16169), Vertis Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10-16170), Vertis, Inc. (Bankr. S.D.N.Y. Case No. 10-16171), ACG Holdings, Inc. (Bankr. S.D.N.Y. Case No. 10- 16172), Webcraft, LLC (Bankr. S.D.N.Y. Case No. 10-16173), and Webcraft Chemicals, LLC (Bankr. S.D.N.Y. Case No. 10-16174). The bankruptcy court approved the prepackaged Chapter 11 plan on Dec. 16, 2010, and Vertis consummated the plan on Dec. 21. The plan reduced Vertis' debt by more than $700 million or 60%. GE Capital Corporation, which serves as DIP Agent and Prepetition Agent, is represented in the 2012 case by lawyers at Winston & Strawn LLP. Morgan Stanley Senior Funding Inc., the agent under the prepetition term loan, and as term loan collateral agent, is represented by lawyers at White & Case LLP, and Milbank Tweed Hadley & McCloy LLP. On Jan. 16, 2013, Quad/Graphics completed the acquisition of Vertis Holdings for a net purchase price of $170 million. This assumes the purchase price of $267 million less the payment of $97 million for current assets that are in excess of normalized working capital requirements. VILLAGE AT KNAPP'S: Banks Object to Cash Collateral Use ------------------------------------------------------- Comerica Bank and International Bank of Chicago filed objections with the U.S. Bankruptcy Court for the Western District of Michigan against The Village at Knapp's Crossing, L.L.C.'s motion for authorization to use cash collateral. As reported by the Troubled Company Reporter on Dec. 4, 2013, the Debtor sought approval from the Court to use cash collateral to carry on its business in the ordinary course and to pay administrative expenses in the instant Chapter 11 bankruptcy, including, without limitation, the payment of the professional fees of Tishkoff & Associates PLLC; Robert Attmore, Esq.; and John S Huizinga CPA. The Debtor said that secured creditor IBOC's claims and interest are clearly adequately protected by the equity found in the Debtor's properties. In a court filing dated Dec. 17, 2013, IBOC objected to the Debtor's use of cash collateral, saying that "the motion does not propose that Debtor make periodic payments to IBOC, since it has no other money, or grant IBOC replacement liens in unencumbered property, since Debtor apparently doesn't own any. Instead, Debtor makes totally unfounded claims for the value of IBOC's collateral, and asserts that this fictional equity cushion provides adequate protection for the Debtor's use of IBOC's cash." The motion does not contain the key part of a cash collateral motion -- a clear budget of what the Debtor intends to spend if given the opportunity, IBOC added. In its Dec. 18, 2013 court filing, Comerica objected to the Debtor's cash collateral use on the basis that the Debtor seeks to use rent revenues generated by real property owned by S.D. Benner, LLC, the sole member of the Debtor. According to Comerica, the Debtor has no interest in the property, or the leases. Comerica stated that there is no obligation that requires S.D. Benner to make any payments to the Debtor, and that S.D. Benner's Sixth Amended Plan of Reorganization, confirmed on Jan. 22, 2013, does not permit such payments. There is no document of record on the 1410 Property requiring S.D. Benner to make any payments to the Debtor, or a document that states that rents generated from the 1410 Property should be paid to the Debtor, Comerica added. S.D. Benner would not then be obligated to make those payments to the Debtor. Comerica claimed that it is entitled to the cash flow from that property under S.D. Benner's confirmed plan of reorganization. In the Plan, S.D. Benner agreed to collaterally assign its membership interest in Debtor to Comerica. IBOC is represented by: BARACK FERRAZZANO KIRSCHBAUM & NAGELBERG LLP Robert D. Nachman, Esq. 200 West Madison Street, Suite 3900 Chicago, IL 60606 Tel: (312) 629-5175 E-mail: robert.nachman@bfkn.com - and - DYKEMA GOSSETT PLLC Melissa C. Brown, Esq. 300 Ottawa Avenue, N.W., Suite 700 Grand Rapids, MI 49503-2306 Tel: (616) 776-7566 E-mail: mbrown@dykema.com Comerica is represented by: MILLER, CANFIELD, PADDOCK AND STONE, P.L.C. Steven A. Roach, Esq. 150 West Jefferson, Suite 2500 Detroit, MI 48226 Tel: (313) 496-7933 Fax: (313) 496-8452 E-mail: roach@millercanfield.com About Village at Knapp's The Village at Knapp's Crossing, L.L.C., is in the business of real estate development, leasing, and operations. It owns a number of properties in Grand Rapids and Grand Rapids Township, Michigan. Village at Knapp's 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 bankruptcy counsel. Robert Attmore, Esq., is the Debtor's special counsel. VILLAGE AT KNAPP'S: US Trustee & FCB Object to Ch. 11 Plan ---------------------------------------------------------- Daniel M. McDermott, United States Trustee for Region 9, and creditor First Community Bank filed with the U.S. Bankruptcy Court for the Western District of Michigan objections to The Village at Knapp's Crossing, L.L.C.'s Chapter 11 Plan. As reported by the Troubled Company Reporter on Dec. 18, 2013, the Court will convene a hearing on Jan. 15, 2014, at 2:00 p.m., to consider the adequacy of information in the Disclosure Statement explaining the Debtor's Plan, which proposes to repay claims from funds generated by continued operations and the possible sale of certain properties of the Debtor. In a court filing dated Dec. 19, the U.S. Trustee stated that based upon the Debtor's operations in Chapter 11 to date, the Plan isn't feasible. The U.S. Trustee believes that the Debtor has sustained an average loss per month of $22,034 since filing, and that the plan payments will be $28,717 monthly. The Disclosure Statement should explain how the Debtor believes this Plan can work, the U.S. Trustee said. The U.S. Trustee wants the plan to be amended to, among other things: (i) provide that if the case converts to one under Chapter 7 of the Bankruptcy Code post-confirmation, then all property of the Debtor as of conversion will become property of the Chapter 7 estate; and (ii) disclose the identities and compensation of all insiders of the Debtor to be retained after the confirmation of the plan. In its Dec. 27, 2013 objection, FCB, the holder of a secured claim, said that the Plan is not proposed in good faith. "While the Plan purports to treat FCB as fully secured, it does so with an amortization rate over 20 years, as opposed to the two years from inception of the note which have now passed. The maturity date of the note was Oct. 5, 2011. The rate of interest and monthly payment amounts provided for FCB do not represent the Default Rate and both the amortization of FCB's claim and the interest rate applied to said claim are inherently unreasonable and not proposed in good faith," FCB stated. FCB further complained in its Dec. 27 filing that, among other things, (i) the Plan proposes to pay FCB less than the present value of the properties; (ii) the Plan does not propose to pay FCB the indubitable equivalent of its claim; and (iii) the Plan does not provide any provision for payment of insurance on the Properties. FCB is represented by: KREIS, ENDERLE, HUDGINS & BORSOS, P.C. Thomas G. King, Esq. One Moorsbridge Road; PO Box 4010 Kalamazoo, Michigan 49003-4010 Tel: (269) 324-3000 E-mail: tking@KreisEnderle.com About Village at Knapp's The Village at Knapp's Crossing, L.L.C., is in the business of real estate development, leasing, and operations. It owns a number of properties in Grand Rapids and Grand Rapids Township, Michigan. Village at Knapp's 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 bankruptcy counsel. Robert Attmore, Esq., is the Debtor's special counsel. WALKER LAND: Has Access to WF Cash Collateral Until Feb. 12 ----------------------------------------------------------- The Bankruptcy Court continued until Feb. 12, 2014, at 9:00 a.m., the hearing to consider Walker Land & Cattle LLC's motion for authorization to use cash collateral which Wells Fargo Bank National Association asserts an interest. At the hearing held Dec. 11, the Court, on the interim basis, authorized the Debtor to use cash collateral until Feb. 12, to pay its general operating expenses. At the hearing, the Court also considered Wells Fargo's second objection to the interim use of cash collateral. Wells Fargo stated the Debtor's proposed budget continues to include line items and budgeted amounts that appear to be excessive and unjustified. Over the course of 10 weeks, during the dead of winter, the Debtor proposes to expend approximately $1.2 million of Wells Fargo's cash collateral on its farming operations. As reported in the Troubled Company Reporter on Nov. 26, 2013, the Debtor stated that without permission to use cash collateral pending presentation and confirmation of a Chapter 11 plan of reorganization, the Debtor will be unable to reorganize. The Debtor is willing to give adequate protection by granting a revolving postpetition adequate protection lien in postpetition receivables, to the same extent, value and priority as existed as of the Petition Date, to the extent of cash collateral actually used, and to the extent that the respective real properties do not have a sufficient equity cushion to adequately protect the prepetition secured creditors. About Walker Land & Cattle, LLC Walker Land & Cattle, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho Case No. 13-41437) on Nov. 15, 2013. The case is assigned to Judge Jim D. Pappas. The Debtor estimated assets and liabilities ranging from $50 million to $100 million. The petition was signed by Roland N. (Rollie) Walker, manager. The Debtor's counsel is Robert J Maynes, Esq., at Maynes taggart, PLLC, in Idaho Falls, Idaho. WATERFRONT OFFICE: Hearing on Cash Use Continued Until Jan. 28 -------------------------------------------------------------- The Bankruptcy Court continued until Jan. 28, 2014, the hearing to consider the request of Waterfront Office Building, LP, and Summer Office Building, LP, to use cash collateral. At the hearing, the Court will also consider the objection filed by secured creditor Deutsche Genossenschafts-Hypothekenbank AG. As of the Petition Date, secured creditor alleges a first priority secured claim against the Debtors' real estate, including the Debtor's rents. As reported in the Troubled Company Reporter on Oct. 4, 2013, the rents constitute cash collateral. The Debtors are prohibited from using the rents other than in accordance with the Budget without the written agreement of the secured creditor. The Debtors' use and disbursement of the rents will be consistent with the Lockbox Agreement dated as of July 18, 2007, between the Debtors and the Secured Creditor. As adequate protection for the preliminary use of the rents by the Debtors, the Secured Creditor is granted replacement and/or substitute liens (subject only to a carveout for amounts payable by the Debtors under (i) 28 U.S.C. Sec. 1930(a)(6), and (ii) approved fees and expenses of the Debtors' and any Committee's court approved professionals) in all pre-petition and post- petition assets and proceeds of the same, excluding any bankruptcy avoidance causes of action. About Waterfront Office Building & Summer Office Building Stamford, Conn.-based Waterfront Office Building, LP, filed a voluntary Chapter 11 petition (Bankr. D. Conn. Case No. 12-52121) in Bridgeport on Nov. 27, 2012, listing $50 million to $100 million in both assets and debts. The Debtor owns a 206,186 square foot multi-tenant office building on 8.1 waterfront acres with two on site restaurants and an adjacent 71-slip marina. Summer Office Building, LP, also filed for Chapter 11 (Bankr. D. Conn. Case No. 12-52122), listing $10 million to $50 million in assets and $50 million to $100 million in debts. Judge Alan H.W. Shiff oversees the Chapter 11 cases. The petitions were signed by Paul Kuehner, manager of managing member of sole member of Debtor's GP. Deustche Genossenschafts-Hypothekenbank AG, secured creditor to the Debtors, has filed a Chapter 11 Plan and Disclosure Statement, which proposes to pay all creditors in full on the plan effective date. The DG Hyp Plan contemplates satisfaction of DG Hyp's Claim in exchange for the Debtors' primary assets, the Properties and amounts held in the Debtors' Accounts. Under the Plan, DG Hyp, which holds a senior mortgage on the Properties in excess of the Properties' appraised value, will take the Properties in satisfaction of the mortgage. Dg Hyp will pay in full all real estate tax claims of the City of Stamford and all Allowed General Unsecured Claims. DG Hyp agrees to waive any distribution on account of the DG Hyp's Deficiency Claim only in the event the DG Hyp Plan is confirmed by the Bankruptcy Court. The Plan designates Class 1 as Other Priority Claims, Class 2 as City of Stamford Secured Claim, Class 3 as DG Hyp Secured Claim scheduled at approximately $3.5 million, Class 4 as General Unsecured Claims estimated to total $350,000, and Class 5 as Equity Interests which are to be extinguished on the Effective Date. DG Hyp is represented by John Carberry, Esq., at CUMMING & LOCKWOOD LLC, in Stamford, Connecticut; and Deborah J. Piazza, Esq., at Tarter Krinsky & Drogin LLP, in New York. WESTERN FUNDING: Plans Liquidation After Sale to Westlake Services ------------------------------------------------------------------ Tom Corrigan, writing for Daily Bankruptcy Review, reported that Las Vegas-based auto lender Western Funding Inc. unveiled a liquidation plan based on the sale of its primary business to Westlake Services LLC, a deal that creates a pool of money to repay some of Western Funding's $30.8 million bank loan. According to the report, the plan, which was filed in U.S. Bankruptcy Court in Las Vegas, creates a liquidation trust for the benefit of unsecured creditors and spells out how the company would be dissolved. Under the plan, the trust can pursue lawsuits with any proceeds earmarked for unsecured creditors. About Western Funding Las Vegas car-loan maker Western Funding Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 13-17588) on Sept. 4, 2013, after its own lender said the company broke borrowing promises made in 2012. Matthew C. Zirzow, Esq., at Larson & Zirzow, LLC, in Las Vegas, Nevada, represents the Debtor. The Debtors tapped FTI Consulting, Inc., as investment bankers to assist with sales transactions. Jeanette E. McPherson, Esq., at Schwartzer & McPherson Law Firm represents the Official Committee of Unsecured Creditors. The Committee retained Amherst Consulting, LLC, as investment banker. WESTERN FUNDING: Timothy J. Yoo Appointed as Privacy Ombudsman -------------------------------------------------------------- Tracy Hope Davis, United States Trustee for Region 17, sought and obtained Bankruptcy Court approval to appoint Timothy J. Yoo to serve as the Consumer Privacy Ombudsman for the jointly administered cases of Western Funding Inc., Western Funding Inc. of Nevada, and Global Track GPS, LLC. To the best of the United States Trustee's knowledge and based on the Verified Statement he has provided, Mr. has no connections with the Debtors, the Debtors' creditors, any other parties-in- interest in the bankruptcy case, their respective attorneys and accountants, the United States Trustee or persons employed by the Office of the United States Trustee, except that Timothy J. Yoo has been appointed in the Central District of California as a Chapter 7 panel trustee. Prior to the appointment, the United States Trustee has consulted or attempted to consult with the following attorneys or parties- in-interest: * Matthew C. Zirzow, Esq., of Larson & Zirzow, LLC, counsel to the Debtors. * Brett A. Axelrod, Esq. of Fox Rothschild LLP, counsel to Carfinco Financial Group, Inc. * Jeanette E. McPherson, Esq., of Schwartzer & McPherson Law Firm, counsel to the Official Unsecured Creditors Committee. * Rodney M. Jean, Esq., and Ryan A. Andersen, Esq., of Lionel Sawyer & Collins, counsel to BMO Harris Bank. * Bob L. Olson, Esq. of Snell & Wilmer, L.L.P. * Ogonna M. Atamoh, Esq. of Cotton, Driggs, Walch, Holley, Woloson & Thompson, counsel to Mark Finston and James Haddon. * Jeffrey G. Sloane, Esq. of Kravitz, Schnitzer, Sloane & Johnson, Chtd., counsel to E. Dwight Cope. * Ryan J. Works, Esq. of McDonald Carano Wilson LLP, counsel to Guerin B. Senter. * Samuel A. Schwartz, Esq. of The Schwartz Law Firm, counsel to Nevada Expansion Inc. * Carmen L. Christopher, Esq. of the Consumer Financial Protection Bureau. * Christopher D. Jaime, Esq. of Maupin, Cox & LeGoy, counsel to Class B Members of Harbor Structured Finance, LLC. Scott Andrew Farrow -- scott.a.farrow@usdoj.gov -- is the acting Assistant United States Trustee Edward M. McDonald Jr. -- edward.m.mcdonald@usdoj.gov -- is the Trial Attorney. About Western Funding Inc. Las Vegas car-loan maker Western Funding Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 13-17588) on Sept. 4, 2013, after its own lender said the company broke borrowing promises made in 2012. Matthew C. Zirzow, Esq., at Larson & Zirzow, LLC, in Las Vegas, Nevada, represents the Debtor. The Debtors tapped FTI Consulting, Inc., as investment bankers to assist with sales transactions. Jeanette E. McPherson, Esq., at Schwartzer & McPherson Law Firm, represents the Official Committee of Unsecured Creditors. The Committee retained Amherst Consulting, LLC, as investment banker. WINDMILL DURANGO: Hearing Today on Cash Collateral Motion --------------------------------------------------------- The Hon. Laurel E. Davis of the U.S. Bankruptcy Court for the District of Nevada signed off on a stipulation continuing until Jan. 6, 2014, at 3:30 p.m., the hearing to consider the request of Windmill Durango Office II, LLC, to use cash collateral. Pursuant to a stipulation between the Debtor and Bank of Nevada, by and through its counsel, Richard F. Holley, Esq., and Ogonna M. Atamoh, Esq., of the law firm Cotton, Driggs, Walch, Holley, Woloson & Thompson, the Court will also consider the Debtor's motions to employ (i) Larson & Zirzow, LLC as general reorganization counsel; and (ii) Flangas Mcmillan Law Group as special counsel. The stipulation also provides that the Debtors are authorized to use the cash collateral on an interim basis. About Windmill Durango Windmill Durango Office II, LLC, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 13-16523) on July 25, 2013. The petition was signed by Jeff Susa, managing member of IDC Windmill Durango, LLC, the general partner of Windmill Durango, LP, manager and sole member. The Debtor disclosed assets of $817,652 and liabilities of $14,239,365. Judge Laurel E. Davis presides over the case. Flangas McMillan Law Group is the Debtor's special corporate and litigation counsel. August B. Landis, acting United States Trustee, said that an official committee under 11 U.S.C. Sec. 1102 has not been appointed in the bankruptcy case of Windmill Durango Office II, LLC. WHEATLAND MARKETPLACE: Creditors Have Until Feb. 28 to File Claims ------------------------------------------------------------------ The Bankruptcy Court established Feb. 28, 2014, as the last day for any individual or entity to file proofs of claim against Wheatland Marketplace, LLC. Governmental units have until May 28, 2014, to file proofs of claim. Wheatland Marketplace, LLC, owner of a commercial retail center in Naperville, Illinois, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ill. Case No. 13-46492) in Chicago on Dec. 3, 2013. The Debtor has tapped Thomas W. Toolis, Esq., at Jahnke, Sullivan & Toolis, LLC, in Frankfurt, Illinois, as counsel. Coleen J. Lehman Trust and Lucy Koroluk each holds a 50% membership interest in the Debtor. * Assignment of Rents Found to Be Inflexible -------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that when a mortgage contains an assignment-of-rent clause, a bankruptcy trustee isn't entitled to get income from the property just because the lender hasn't yet exercised its rights to receive the rents, a New Jersey federal district judge ruled. According to the report, the case involved an interpretation of a 1995 ruling from the U.S. Court of Appeals in Philadelphia that rents aren't property of the bankrupt estate if there's an assignment-of-rents clause in the loan documents. Until revoked, the bankrupt borrower has a license to collect rents, the Philadelphia court ruled in that case, known as Jason Realty. In the New Jersey case, the lender hadn't taken steps to receive rents after the owner filed a Chapter 7 bankruptcy. The trustee went to bankruptcy court seeking a turnover of the rents. U.S. Bankruptcy Judge Novalyn L. Winfield denied the trustee's request, and U.S. District Judge Kevin McNulty in Newark reached the same conclusion in an Oct. 22 opinion. The new case wasn't the same as the 1995 dispute, Judge McNulty said, because the older case involved a conflict between the lender and the borrower. "No reading of Jason is entirely satisfactory in this unusual context," he said. Judge McNulty found "more merit" in the argument that Jason "should be applied rigidly and predictably." Judge McNulty said Winfield would not "officiously" enforce rights that the lender "was neglecting." The case is In re Jose Cordova, 13-810, U.S. District Court, District of New Jersey (Newark). * Trade Group Appeals Credit Card Fee Deal ------------------------------------------ John Kell, writing for The Wall Street Journal, reported that the National Retail Federation has filed an appeal over credit-card transaction fees, seeking to quash a class-action settlement between merchants and Visa Inc. and MasterCard Inc. According to the report, the move comes after a federal judge in December approved a $5.7 billion agreement -- billed as the largest settlement of an antitrust case -- to end years of litigation against payment networks Visa and MasterCard as well as several banks that issue their credit cards. Merchants and their trade groups sued the companies in 2005, alleging they conspired to set so-called interchange fees at unfairly high levels. Despite the accord, several plaintiffs, including the NRF, said they would appeal the settlement, the report related. At the time the ruling was announced, the NRF called the settlement "deeply flawed." On Jan. 2, the NRF said it asked the 2nd U.S. Circuit Court of Appeals to overturn the ruling, the report further related. NRF's General Counsel Mallory Duncan said many retailers were displeased with the settlement, saying "close to 8,000 retailers and merchants have formally rejected the proposal." A spokesman from Visa declined to comment on NRF's appeal and representatives MasterCard weren't immediately available to comment, the report said. * Companies on Guard for New Legal Pitfalls ------------------------------------------- Jennifer Smith, writing for The Wall Street Journal, reported that top legal officers at many large companies are preparing for stepped-up scrutiny of their operations by both regulators and private litigants as they head into 2014. Among their concerns: staying up to speed on wage-and-hour rules and anticorruption laws, while guarding against possible data-security breaches. The report related that, meanwhile, lawyers with Wall Street banks and other firms are grappling with a host of new rules put in place after the 2008 fiscal meltdown. The Volcker rule, released late last year, sets new limits on the way banks trade securities, and it could cost them billions in revenue. Another rule expected out in 2014 would change capital and liquidity requirements for banks operating in the U.S. All of this has corporate legal departments beefing up internal risk-and-compliance programs to head off potential violations, the report said. "We've come off three years of an extraordinary amount of rule making," said Simon Fish, general counsel for the Bank of Montreal, which has more than 12 million customers, two million of which are served through 620 branches in the U.S., the report further related. "I think we are going into a period of ever more intense scrutiny from shareholders, from the investor community, from regulators and from our customers." Financial institutions should expect to face higher than typical levels of risk from litigation -- and plan for stepped-up investigations and prosecutions, according to William J. Sweet, a partner at Skadden, Arps, Slate, Meagher & Flom LLP who heads the law firm's financial institutions and regulation and enforcement group, the report added. * U.S. Mortgage Rates Rise to Highest Since September ----------------------------------------------------- Prashant Gopal, writing for Bloomberg News, reported that U.S. mortgage rates rose to the highest since September, increasing borrowing costs for homebuyers as prices climbed across the country. According to the report, the average rate for a 30-year fixed mortgage was 4.53 percent last week, up from 4.48 percent, according to a statement on Jan. 3 from Freddie Mac. The average 15-year rate climbed to 3.55 percent from 3.52 percent, the McLean, Virginia-based mortgage-finance company said. While a jump in mortgage rates since May has slowed demand, buyers drove up prices for a limited supply of properties that included fewer discounted foreclosures, the report related. Home prices in 20 U.S. cities rose 13.6 percent in October from a year earlier, the biggest gain since February 2006, according to the S&P/Case- Shiller index. "Price growth was given a helping hand by the declining share of distressed sales," Patrick Newport and Stephanie Karol, economists at IHS Global Insight in Lexington, Massachusetts, said in a Dec. 31 research note, the report cited. "Homes which were previously sold at a heavy discount are no longer fetching a fraction of their value; this is probably causing the index to overstate home price appreciation." Contracts to buy previously owned homes rose 0.2 percent in November, the first increase in six months, after a 1.2 percent drop in October that was larger than initially reported, the National Association of Realtors said on Dec. 30, the report further related. * SAC's Cohen Focus of Trial as Martoma Rebuffs U.S. ---------------------------------------------------- Bob Van Voris, writing for Bloomberg News, reported that Mathew Martoma may have the one thing prosecutors have been unable to find in their probe of SAC Capital Advisors LP: a direct link between founder Steven Cohen and insider trading. Having refused to cooperate, Martoma now faces trial for what the government claims was the biggest illegal trade in U.S. history. According to the report, jury selection in the prosecution of the ex-SAC portfolio manager is set for Jan. 7, barring a last-minute plea deal. He is accused of benefitting the hedge fund by $276 million in trades of Wyeth and Elan Corp., using secret tips from a doctor supervising trials of an Alzheimer's drug. The U.S. said SAC reversed a bullish stance on the drugmakers, liquidating a $700 million position and selling the stocks short a few days after a 20-minute phone call between Martoma and Cohen in July 2008. Pressure on Martoma, 39, to cooperate with the probe included an approach by agents of the Federal Bureau of Investigation that made him faint in his own front yard, and an indictment unsealed in 2012 on the Friday before Christmas, the report related. A steady drumbeat of convictions of insider traders in the probe, including SAC portfolio manager Michael Steinberg last month, may have further ratcheted up the pressure ahead of the trial in Manhattan federal court. "I think Martoma was the likeliest link to Cohen," said Glenn Gitomer, a partner with the law firm McCausland Keen & Buckman in Radnor, Pennsylvania, who's following the case, the report cited. "Martoma's the one with the 20-minute phone call. Depending on what happened, that either gets them there or doesn't." Cohen, who hasn't been charged, has said he did nothing wrong, the report noted. Jonathan Gasthalter, a spokesman for SAC at Sard Verbinnen & Co., declined to comment on the Martoma trial. * Stinson Leonard Street Completes Merger ----------------------------------------- Effective January 1, Stinson Leonard Street LLP officially launched, successfully completing the largest merger announced last year. On Sept. 23, 2013, Stinson Morrison Hecker and Leonard, Street and Deinard -- two of the leading full-service law firms in the Midwest -- announced they would combine, aiming to serve Fortune- ranked, midsize public and private, and emerging companies, as well as individuals needing sophisticated legal services. On Jan. 1, exactly 100 days later, the combined firm began business operations with offices in 14 cities and more than 520 attorneys, which puts Stinson Leonard Street among the 75 largest law firms in the U.S. Leading Stinson Leonard Street's management are Co-Managing Partners Mark Hinderks and Lowell Stortz, along with Deputy Managing Partner Allison Murdock. Since the announcement, management teams from both firms focused on combining practice groups, selecting practice leaders and taking steps to conclude 2013 on strong notes. Meanwhile, administrative teams from both firms worked to combine infrastructures, develop common policies and integrate business functions, from accounting to training. "Hundreds of attorneys and staff from both firms worked hard to complete integration projects since our announcement," said Mr. Hinderks, who will be based in the firm's Kansas City office. "As a result, we start the New Year together and unified as one firm." "We were able to bring everything together quickly because our firms shared similar strategies, management styles and cultures," said Mr. Stortz, who will be based in the firm's Minneapolis office. "What we have accomplished also demonstrates how we remain nimble and decisive, even as a larger firm." Stinson Leonard Street offers regional and national practices in banking and financial services; bankruptcy and creditors' rights; business, commercial and financial services litigation; corporate finance; energy, mining and natural resources; environmental; health care; intellectual property and technology; employment, labor and benefits; private and family owned businesses; real estate; and estate planning, trusts and tax. The firm also features several industry practice areas, including agribusiness, animal health, aviation, construction, education, life sciences, media and advertising, nonprofits, oil and gas, sports and entertainment, transportation and technology. A complete list of the firm's practice and industry areas is online at http://www.stinsonleonard.com In addition to having a new name, the firm created a new logo and brand identity to promote the new firm. The logo consists of the firm's name -- Stinson Leonard Street -- and a four-color mark that symbolizes energy, momentum and an upward, progressive direction. "Creating the new logo was an important step toward launching the firm," said Mr. Murdock. "We believe it represents the many positive qualities that describe our firm, our clients and our people." About Stinson Leonard Street Stinson Leonard Street LLP -- http://www.stinsonleonard.com-- provides sophisticated transactional and litigation legal services to clients ranging from individuals and privately held enterprises to national and international public companies. As one of the 75 largest firms in the U.S., Stinson Leonard Street has more than 520 attorneys and offices in 14 cities, including Minneapolis, Mankato and St. Cloud, Minn.; Kansas City, St. Louis and Jefferson City, Mo.; Phoenix, Ariz.; Denver, Colo.; Washington, D.C.; Decatur, Ill.; Wichita and Overland Park, Kan.; Omaha, Neb.; and Bismarck, N.D. * Two McGlinchey Attorneys Among 2014 Louisiana Super Lawyers ------------------------------------------------------------- McGlinchey Stafford on Jan. 2 disclosed that twenty-six attorneys from the firm's Baton Rouge and New Orleans offices have been recognized by Louisiana Super Lawyers for 2014. Additionally, two of the firm's attorneys were named to the list of Top 50 Lawyers for 2014: Mike Rubin (Top 50 Lawyers in Louisiana) and Rudy Cerone (Top 50 Lawyers in New Orleans). "We are proud to have such a large number of attorneys selected as Louisiana Super Lawyers this year," said Rudy Aguilar, McGlinchey Stafford's Managing Member. "The recognition is a testament to our reputation among our esteemed colleagues and clients." McGlinchey Stafford's list of 2014 Louisiana Super Lawyers includes: Baton Rouge -- Rudy Aguilar, Business/Corporate -- Sam Bacot, Real Estate -- Rick Curry, Civil Litigation Defense -- Michael Ferachi, Business Litigation -- Marshall Grodner, Business/Corporate -- Mary Joseph, Banking -- Christine Lipsey, Business Litigation -- Anthony Rollo, Class Action/Mass Torts -- Mike Rubin, Appellate (Top 50 Lawyers in Louisiana) -- Steve Strohschein, Bankruptcy & Creditor/Debtor Rights -- Dan West, Personal Injury Defense: Products New Orleans -- Steve Beiser, Employment & Labor -- Sherman Boughton, General Litigation -- Jaye Calhoun, Tax -- Lauren Campisi, Banking -- Rudy Cerone, Bankruptcy & Creditor/Debtor Rights (Top 50 Lawyers in New Orleans) -- Kathy Conklin, Employee Benefits/ERISA -- Gabe Crowson, Class Action Defense (Rising Star) -- Larry Feldman, Business Litigation -- Bennet Koren, Banking -- Kathleen Manning, Personal Injury Defense: Products -- Deirdre McGlinchey, Personal Injury Defense: Products -- Woody Norwood, Personal Injury Defense: Products -- Ken Weiss, Estate Planning & Probate -- Conny Willems, Business Litigation -- Gerard Wimberly, Business Litigation Only the top five percent of a state's attorneys are selected for inclusion in Super Lawyers each year. Super Lawyers selects attorneys using a rigorous, multiphase rating process where peer nominations and evaluations are combined with third-party research. Louisiana Rising Stars must meet the same standards of excellence and only two and a half percent of the state's attorneys are selected for this honor. Louisiana Super Lawyers magazine will be published in January 2014. About McGlinchey Stafford McGlinchey Stafford -- http://www.mcglinchey.com-- is a full- service law firm providing counsel to business clients nationwide. Guiding clients wherever business and law intersect, McGlinchey Stafford's 180 attorneys are based in ten offices in California, Florida, Louisiana, Mississippi, New York, Ohio and Texas. The Dolan Company is a provider of professional services and business information to legal, financial and real estate sectors in the United States. The Company operates through two operating divisions: its Professional Services Division and its Business Information Division. Its Professional Services Division consists of two segments: mortgage default processing services and litigation support services. Its Business Information Division produces legal publications, business journals, court and commercial media, other online information products and services, and operates Websites and produces events for targeted professional audiences in 21 geographic markets across the United States. * Hawkamah to Hold MENA Colloquium on Restructuring & Insolvency ---------------------------------------------------------------- Hawkamah, The Institute of Corporate Governance has co-organized the MENA Judicial & Financial Colloquium on Restructuring- Turnaround and Insolvency, an initiative of the Forum for Insolvency Reform in MENA (FIRM) to be held on March 18-19, 2014 in Dubai. This colloquium is being undertaken in partnership with Dubai Economic Council, INSOL International and The World Bank Group. The Colloquium will discuss the legal, financial and policy considerations to advance on the development of an efficient insolvency and restructuring regime; identify the various judicial approaches needed to deal with the unique dynamics in these areas; share experiences among MENA regional judges and practitioners and prioritize policy options for greater alignment in the introduction of institutional reforms to support modernization of regional markets. Who Should Attend? * Government officials & Policy Makers * Judges and judicial authorities * Insolvency and Restructuring Professional * Regulators * Bankers * Accountants * Lawyers * Anyone seeking a better understanding of insolvency and restructuring frameworks in the region Key Topics * Trends in Insolvency Reforms * Reorganization of State Owned Enterprises-Case Study * Duties and Liabilities of Directors of a Parent Company in case of subsidiaries Insolvency * Mock Court Session-Restructuring * Dubai Dry Docks Restructuring Case Study Event Details: Date: March 18-19, 2014 Location: DIFC Conference Centre Dubai, UAE Fees: USD900 for Non Members, USD750 for Members Registration: e-mail at info@hawkamah.org or call +9714 3622551. For more information visit our website: http://www.hawkamah.org Sponsorship: For sponsorship details please contact Ms. Jahanara Ahmad on +9714 362 2556 or e-mail at Jahanara.ahmad@hawkamah.org * BOND PRICING -- For Week From Dec. 30, 2013 to Jan. 3, 2014 ------------------------------------------------------------- Company Ticker Coupon Bid Price Maturity Date ------- ------ ------ --------- ------------- AES Eastern Energy LP AES 9.670 4.125 1/2/2029 AES Eastern Energy LP AES 9.000 1.750 1/2/2017 AGY Holding Corp AGYH 11.000 89.625 11/15/2014 Advanta Capital Trust I ADVNA 8.990 0.500 12/17/2026 Alion Science & Technology Corp ALISCI 10.250 72.650 2/1/2015 Allen Systems Group Inc ALLSYS 10.500 53.625 11/15/2016 Allen Systems Group Inc ALLSYS 10.500 53.625 11/15/2016 Buffalo Thunder Development Authority BUFLO 9.375 38.250 12/15/2014 Cengage Learning Acquisitions Inc TLACQ 12.000 12.750 6/30/2019 Cengage Learning Acquisitions Inc TLACQ 10.500 17.750 1/15/2015 Cengage Learning Acquisitions Inc TLACQ 10.500 17.750 1/15/2015 Champion Enterprises Inc CHB 2.750 0.375 11/1/2037 Energy Conversion Devices Inc ENER 3.000 7.875 6/15/2013 Energy Future Competitive Holdings Co LLC TXU 8.175 10.000 1/30/2037 Energy Future Holdings Corp TXU 5.550 38.000 11/15/2014 FiberTower Corp FTWR 9.000 0.625 1/1/2016 JPMorgan Chase Bank NA JPM 6.000 78.962 8/19/2014 James River Coal Co JRCC 7.875 25.500 4/1/2019 James River Coal Co JRCC 4.500 32.000 12/1/2015 James River Coal Co JRCC 10.000 24.125 6/1/2018 James River Coal Co JRCC 10.000 29.500 6/1/2018 James River Coal Co JRCC 3.125 21.000 3/15/2018 LBI Media Inc LBIMED 8.500 30.000 8/1/2017 Lehman Brothers Holdings Inc LEH 1.000 19.000 8/17/2014 Lehman Brothers Holdings Inc LEH 1.000 19.000 8/17/2014 Lehman Brothers Inc LEH 7.500 19.000 8/1/2026 MF Global Holdings Ltd MF 6.250 48.726 8/8/2016 MF Global Holdings Ltd MF 1.875 49.250 2/1/2016 Mashantucket Western Pequot Tribe MASHTU 6.500 14.100 7/1/2036 NII Capital Corp NIHD 10.000 54.266 8/15/2016 Platinum Energy Solutions Inc PLATEN 14.250 63.375 3/1/2015 Powerwave Technologies Inc PWAV 1.875 0.125 11/15/2024 Powerwave Technologies Inc PWAV 1.875 0.125 11/15/2024 Pulse Electronics Corp PULS 7.000 76.251 12/15/2014 Residential Capital LLC RESCAP 6.875 30.704 6/30/2015 Savient Pharmaceuticals Inc SVNT 4.750 0.248 2/1/2018 School Specialty Inc/Old SCHS 3.750 37.875 11/30/2026 Scotia Pacific Co LLC MXM 6.550 0.875 1/20/2007 Sorenson Communications Inc SRNCOM 10.500 74.375 2/1/2015 Sorenson Communications Inc SRNCOM 10.500 74.375 2/1/2015 THQ Inc THQI 5.000 25.688 8/15/2014 TMST Inc THMR 8.000 16.125 5/15/2013 Tennessee Valley Authority TVA 4.250 98.950 5/15/2025 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.250 6.250 11/1/2015 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 15.000 28.975 4/1/2021 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.500 6.625 11/1/2016 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.250 6.250 11/1/2015 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 15.000 29.225 4/1/2021 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.250 6.375 11/1/2015 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.500 6.000 11/1/2016 USEC Inc USU 3.000 35.000 10/1/2014 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.375 43.605 8/1/2016 Verso Paper Holdings LLC / Verso Paper Inc VRS 8.750 32.277 2/1/2019 WCI Communities Inc/Old WCI 4.000 0.625 8/5/2023 Western Express Inc WSTEXP 12.500 61.250 4/15/2015 Western Express Inc WSTEXP 12.500 61.250 4/15/2015 YRC Worldwide Inc YRCW 6.000 95.221 2/15/2014 ********* 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 by e-mail. 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 the nation's bankruptcy courts. The list includes links to freely downloadable of these small-dollar petitions in Acrobat PDF documents. 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. ********* 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, 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 2014. 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 ***