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/raid1/www/Hosts/bankrupt/TCR_Public/140123.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, January 23, 2014, Vol. 18, No. 22 Headlines 30DC INC: Now Complies with SEC Reporting Regulations ACCESS GROUP: S&P Puts B Rating on Cl. II-B Notes on Watch Neg. ALTERRUS SYSTEMS: Files for Bankruptcy under BIA AMERICAN PETROLEUM: S&P Withdraws 'B' CCR Over Kinder Morgan Deal AMTRUST FINANCIAL: DC Court Rejects Motion to Quash as Moot ARCHDIOCESE OF MILWAUKEE: Poised to File Reorganization Plan ASPEN SIERRA: Case Summary & 5 Unsecured Creditors BANK OF THE CAROLINAS: Megan Patton Elected SVP and CFO BELLE FOODS: Court Refuses to Approve Committee & Lenders' Deal BISHOP OF STOCKTON: Blames Sexual Abuse Claims for Bankruptcy BISHOP OF STOCKTON: Sec. 341(a) Meeting of Creditors Feb. 21 BISHOP OF STOCKTON: May 22 Set as Claims Bar Date BONDS.COM GROUP: Michel Daher Stake at 75.9% as of Jan. 14 BRONX 439: Flaum & Assoc. Directed to Disgorge $15,000 in Fees CALIBRE ACADEMY: Fitch Affirms 'B' Rating on Refunding Bonds CASAIC OFFSET: Property to Be Auctioned Off Jan. 27 CITIZENS DEVELOPMENT: Seeks Approval to Use LSM's Cash Collateral CITIZENS DEVELOPMENT: Ally Financial Opposes Plan Confirmation COLLEGE WAY: Says Lacey Crossroads Worth at Least $26 Million COMMUNITY HEALTH: S&P Rates $1.7BB Sr. Secured Term Loan 'BB' COPYTELE INC: Incurs $10.1 Million Net Loss in Fiscal 2013 CUSTOM CONCRETE: Case Summary & 15 Unsecured Creditors DAVID J. THOMPSON: Case Summary & 20 Top Unsecured Creditors DETROIT, MI: Orr Lauds State Commitment to Shore Up Pensions DIALOGIC INC: Plans To Reduce Total Workforce by 16% DIOCESE OF GALLUP: Wants XTO, et al., Forced to Produce Documents DIOCESE OF GALLUP: Committee Proposes Pachulski as Counsel DOLLAR STORAGE: Case Summary & 8 Unsecured Creditors DOTS LLC: Files for Bankruptcy to Woo New Investors DOTS LLC: Seeks to Reject Leases for 36 Underperforming Stores EARTHLINK HOLDINGS: Moody's Assigns B2 CFR; Outlook Stable ECOTALITY INC: Has Until April 14 to Decide on Unexpired Leases ELLIOTT-MCGUIRE: Assets to Be Auctioned Off March 25 EXGEN RENEWABLES: S&P Assigns Prelim. 'BB-' Rating to $300MM Loan EXPEDIA INC: Moody's Affirms Ba1 CFR & Sr. Unsecured Notes Rating FISKER AUTOMOTIVE: Judge Explains Auction, Credit Bid Cap Ruling FISKER AUTOMOTIVE: Hires Pachulski Stang as Co-Counsel FISKER AUTOMOTIVE: Creditors' Panel Hires Saul Ewing as Co-Counsel FREGO & ASSOCIATES: To Rethink Advertising Strategy FRIENDSHIP DAIRIES: Files 3rd Plan to Address Court's Concerns GENIUS BRANDS: Discusses Business in Letter to Shareholders GLOBAL AVIATION: Panel Taps Morrison & Foerster as Counsel GLOBAL AVIATION: Creditors' Panel Hires Morris James as Co-Counsel IBAHN CORP: Has Okay to Implement Key Employee Incentive Plan IBAHN CORP: Has Until April 4 to Assume or Reject Unexpired Leases INNER CITY PROPERTIES: Country Club Apartment Complex Being Sold INTERFAITH MEDICAL: May Lose $7.5MM in Financing, Lender Says JAMESPORT DEVELOPMENT: Case Summary & 6 Unsecured Creditors JOURNAL REGISTER: Schneller Motion to Reconsider Plan Order Tossed JUL-BET ENTERPRISES INC: Case Summary & 5 Top Unsecured Creditors JUL-BET ENTERPRISES LLC: Case Summary & 4 Top Unsecured Creditors JURASSIC HOLDINGS: Moody's Assigns B3 CFR & Rates Sr. Notes Caa1 KAHN FAMILY: Plan Calls for Equity Conversion of Unsecured Claims LEHMAN BROTHERS: Seeks Rejection of Freddie Mac's $1.2-Bil. Claim LEHMAN BROTHERS: Judge Approves Fannie Mae Stipulation LEHMAN BROTHERS: Sues Unipol Banca to Recover EUR3.76MM LEHMAN BROTHERS: Seeks Another 4-Month Stay of Avoidance Suits LEHMAN BROTHERS: Committee Withdraws Bid to Probe JPMorgan LIGHTSQUARED INC: Wins Approval of JPMorgan Engagement Letter LIGHTSQUARED INC: Seeks Approval of $33MM Loan from CRMC, et al. LIGHTSQUARED INC: US Bank, MAST Ask Court to Confirm One Dot Plan LINCOLN-MARTI: S&P Assigns 'B' Rating to FL Revenue Bonds MARC DREIER: Unsecured Claims to Recover 4% to 12% Under Plan MARTIFER SOLAR: Case Summary & 20 Largest Unsecured Creditors MARTIFER SOLAR: Section 341(a) Meeting Scheduled for Feb. 20 MORGANS HOTEL: 40 North Mgt. Stake at 4.7% as of Jan. 16 MONTREAL MAINE: Fortress Unit Wins Tuesday's Auction MOSS FAMILY: Feb. 25 Hearing on Adequacy of Plan Outline NATIONAL FINANCIAL: Moody's Maintains 'B3' CFR; Outlook Stable NESCO LLC: S&P Affirms 'B' Corp. Credit Rating on Sponsor Buyout NETWORK CN: To Offer 8.8 Million Shares Under 2007 Incentive Plan NEWLEAD HOLDINGS: Issues Additional 2 Million Shares to Hanover NORMANDY SCHOOL DISTRICT: Bankruptcy Looms Absent State Funding NRG ENERGY: S&P Assigns 'BB-' Rating to $1.1BB Sr. Unsecured Notes OLD SECOND: Offering $70 Million Worth of Common Shares ONCOLOGIX TECH: Incurs $189-K Net Loss in Nov. 30 Quarter PAR PHARMACEUTICAL: Moody's Reviews B2 CFR for Possible Downgrade PEROXYCHEM HOLDINGS: S&P Assigns 'B' CCR & Rates $155MM Debt 'B+' PFS HOLDING: Moody's Assigns First Time 'B2' CFR; Outlook Stable PHARMEDIUM: Moody's Says 1st Lien Loan Upsize is Credit Negative PLEXTRONICS INC: Seeks Authority to Obtain $1.6-Mil. DIP Loans PLEXTRONICS INC: Seeks Authority to Use Cash Collateral PLEXTRONICS INC: Files Schedules of Assets and Liabilities PLEXTRONICS INC: Has Deal to Sell to Solvay for $32.6 Million PLY GEM HOLDINGS: Prices $500 Million Senior Notes Offering PMC MARKETING: Landlord Wins Summary Judgment in Trustee's Suit PUBLIC BIKE: Bike-Sharing Service Files for Bankruptcy in Canada PULTEGROUP INC: Moody's Rasies CFR to 'Ba2', Outlook Stable QUANTUM FUEL: Kevin Douglas Stake at 19.9% as of Jan. 18 RADIOSHACK CORP: Litespeed Stake at 8.1% as of Jan. 7 RADISSON RTP: Closes Doors, Sells Assets RG STEEL: Court Dismisses Portions of Suit Against Severstal RIH ACQUISITIONS: Claims May Be Filed Over Unredeemed Chips RIH ACQUISITIONS: Klehr Harrison Okayed as Committee Counsel SEARS HOLDINGS: Big Kmart at Charleston, SC to Close SEARS HOLDINGS: Sears Store at Columbia, SC Mall to Close SUNEE PAUL: Spa Equipment to Be Auctioned Off Feb. 27 ST. FRANCIS HOSPITAL: Says Ombudsman Not Unnecessary TAMARACK RESORT: Sheriff Continues to Sell Assets TODD AARON BERNSTEIN: Chapter 7 Trustee Dissolves Schoolhouse UNITED STATES OIL: SEC Revokes Registration of Securities VERITEQ CORP: Amends 856,449 Common Shares Resale Prospectus VINCE YOUNG: Football Player Seeks Ch.11 Bankruptcy Protection WESLEY HARMON: Property to Be Auctioned Off March 24 WIGWAM JONES INDUSTRIAL: Assets to Be Sold Jan. 31 * MRC Puts Sheepshead Bay Condominium Units Up for Sale for $24.5M * Moody's Says Drop in Political Ad Revenue to Hit TV Broadcasters * Blank Rome Adds 21 Attorneys to California & New York Offices * Molly Sheehan Among U.S. Banker Magazine's "Woman to Watch" * Recent Small-Dollar & Individual Chapter 11 Filings ********* 30DC INC: Now Complies with SEC Reporting Regulations ----------------------------------------------------- 30DC, Inc., has filed its Sept. 30, 2013, Form 10-Q quarterly report and is now in full compliance with the U.S. Securities and Exchange Commission regulations as a fully reporting public company as reflected under the Securities Exchange Act of 1934. Due to the company's fully reporting status, 30DC's shares are now trading on the OTCQB exchange. Dr. Henry Pinskier, 30DC's Chairman commented, "We are gaining tremendous momentum with our MagCast and Digital Publishing Blueprint products. Going forward, we will continue to focus our efforts on updates to the MagCast technology to broaden the potential reach and user population. The MagCast network now consists of 650+ digital magazine Apps with a collective 3,000,000+ downloads to date. The company will be advising the market in the near future about new business developments with its digital publishing products". As of Jan. 15, 2014, 30DC has 87,413,464 common shares issued and outstanding. About 30DC Inc. New York-based 30DC, Inc., provides Internet marketing services and related training to help Internet companies in operating their businesses. It operates in two divisions, 30 Day Challenge and Immediate Edge. 30DC incurred 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 Sept. 30, 2013, the Company had $4.22 million in total assets, $2.68 million in total liabilities and $1.53 million 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. ACCESS GROUP: S&P Puts B Rating on Cl. II-B Notes on Watch Neg. --------------------------------------------------------------- Standard & Poor's Ratings Services placed two ratings on CreditWatch with negative implications from two asset-backed securities (ABS) trusts issued by Access Group Inc. In addition, one rating from one of these transactions remains on CreditWatch, where S&P placed it on July 8, 2013. The placement of the two notes on CreditWatch negative reflects the decrease in credit enhancement since S&P's last review on Sept. 14, 2012, as compared to S&P's previous projected lifetime cumulative net losses. Since S&P's last review, it has reviewed interim default data through June 2013, which shows that the pace of defaults has increased. However, during this period, the servicer changed to Xerox Educational Services, formerly known as ACS Education Services, from Access Group Inc. S&P will be reviewing more recent default data through November 2013 to determine if the pace of defaults is still elevated or if the pace is more inline with what it was before the transfer and what impact, if any, the default performance may have on our cumulative default assumption. Series 2001 The series 2001 trust originally had two pools of loans that supported two separate groups of notes. Access Group Inc. exercised its call right on the first pool, which consisted of Federal Family Education Loan Program loans guaranteed by the U.S. Department of Education and used the proceeds to pay the corresponding notes in full in February 2012. Currently, this trust consists primarily of notes backed by private loans provided to graduate students. This deal is currently allocating principal payments pro rata to the class IIA-1 and II-B notes. The transaction must reprioritize interest from the subordinate bonds to make payments to the senior bonds if the senior parity falls below 100%. In addition, the deal must pay sequentially if the senior parity falls below 100% or if defaults among the private loans exceed 17%. This deal called for mandatory redemptions starting in August 2011, so the issuer can no longer receive releases. This would suggest that both the senior and total parity levels could increase; however, the senior parity and total parity levels have decreased. As of October 2013, the reported senior parity and the reported total parity were approximately 111.72% and 102.26%, respectively, a decrease from 112.17% and 102.66%, respectively, as of April 2012. This decrease indicates that there is not enough excess spread for the parity to benefit from the full turbo feature of this deal. As a result, S&P believes the current credit enhancement may not be commensurate with the current 'B+ (sf)' rating on the class II- B notes and, therefore, have placed the rating on CreditWatch negative. Although the senior parity has also decreased, S&P believes the current credit enhancement still supports the class IIA-1 notes' current 'BBB (sf)' rating, so S&P is not placing it on CreditWatch. Series 2002-A The series 2002-A trust directs available funds (subsequent to senior fee and bond interest payments) to first pay principal sequentially to the senior LIBOR notes and then to the senior auction/variable-rate notes until the senior parity and total parity levels reach 110.0% and 101.5%, respectively. The issuer then may make payments to the subordinate auction/variable-rate bonds as long as the above thresholds are maintained. The transaction can also release to the issuer when total parity is above 102%. In addition, the transaction must reprioritize interest payments from the subordinate bonds to make principal payments to the senior bonds if the senior parity falls below 100%; it must also allocate the principal payments sequentially if total parity falls below 101%. S&P placed its rating on the class B notes from this trust on CreditWatch with negative implications based on the reported post- distribution total parity decreasing to 100.94% as of November 2013 from 102.79% as of May 31, 2012. S&P believes the current credit enhancement may not be commensurate with the class B notes' current 'B (sf)' rating and that, in certain scenarios, this class could be subject to a breach of its interest reprioritization trigger. In addition, the rating on the class A-2 notes remains on CreditWatch negative, where S&P had placed it on July 8, 2013. The CreditWatch listing reflects the significant decrease in available credit enhancement since S&P's last rating action on June 2012, when it affirmed the 'AAA (sf)' rating. At that time, S&P expected senior parity to continue to increase as long as the issuer allocated payments sequentially, which it had historically. However, between August 2012 and May 2013, the issuer elected to pay down the class B notes. As a result, the senior parity declined to 117.29% as of the quarter ended November 2013, compared with 127.84% for the quarter ended May 2012. After May 2013, the transaction reverted back to paying down the class A notes. S&P expects to resolve the CreditWatch placements within the next 90 days. Upon the conclusion of further analysis, S&P will then take any further rating actions it considers appropriate. RATINGS PLACED ON CREDITWATCH NEGATIVE Access Group Inc. Floating-rate student loan asset-backed notes series 2001 Rating Class To From II-B B+ (sf)/Watch Neg B+ (sf) Access Group Inc. Private student loan asset-backed notes series 2002-A Rating Class To From B B (sf)/Watch Neg B (sf) RATING REMAINING ON CREDITWATCH Access Group Inc. Private student loan asset-backed notes series 2002-A Class Rating A-2 AAA (sf)/Watch Neg ALTERRUS SYSTEMS: Files for Bankruptcy under BIA ------------------------------------------------ The Board of Directors of Alterrus Systems Inc. has made an assignment of the Company pursuant to the Bankruptcy and Insolvency Act. This has been necessitated by both operational and financial matters facing the Company. Headquartered in Vancouver, Canada, Alterrus Systems Inc. -- http://www.alterrus.ca/-- engages in the development, manufacturing and integration of proprietary vertical farming systems for global markets. AMERICAN PETROLEUM: S&P Withdraws 'B' CCR Over Kinder Morgan Deal ----------------------------------------------------------------- Standard & Poor's Ratings Services said that it withdrew its ratings on American Petroleum Tankers Parent LLC, including the 'B' corporate credit rating and 'BB-' issue-level rating on the senior secured term loan. "The rating withdrawals follow the completion of the sale of APT to Kinder Morgan Energy Partners L.P., as previously announced, and the repayment of APT's outstanding debt," said Standard & Poor's credit analyst Lisa Jenkins. AMTRUST FINANCIAL: DC Court Rejects Motion to Quash as Moot ----------------------------------------------------------- The Federal Deposit Insurance Corporation, as Receiver of AmTrust Bank, is involved in claims litigation with the debtors, AmFin Financial Corporation and several of its affiliates, in the United States Bankruptcy Court for the Northern District of Ohio. In connection with that litigation, on Sept. 25, 2013, the debtors served a subpoena on Ms. Sonya Levine, in-house counsel for the FDIC, commanding her to appear for a deposition in Washington D.C. on Oct. 1, 2013. On Sept. 30, 2013, one day prior to the scheduled deposition, the FDIC filed a motion for entry of an order quashing the subpoena or, in the alternative, for a protective order, with the U.S. Bankruptcy Court for the District of Columbia, before Bankruptcy Judge S. Martin Teel, Jr. The FDIC's motion argued that it is impermissible for the debtors to depose Ms. Levine because she is opposing counsel, that the information sought from Ms. Levine is subject to the attorney-client privilege, and that the deposition is being pursued for purposes of retaliation and harassment. On that same date, the court held an emergency hearing, at which time the FDIC made an oral motion to stay the deposition pending the court's disposition of the motion to quash and for a protective order. At the hearing, Judge Teel expressed the view that the FDIC's motion appears to set forth serious grounds that are worthy of consideration before Ms. Levine ought to be required to appear for deposition, and granted the motion to stay. Accordingly, on Oct. 1, 2013, the court entered an order that provided, in pertinent part, as follows: 1. The Stay Motion is granted. 2. The Debtors' objections to the Stay Motion are overruled. 3. The Deposition of Ms. Sonya Levine is stayed pending this Court's consideration and adjudication of the Motion to Quash. 4. Ms. Sonya Levine shall not be required to appear for Deposition or otherwise respond to the Subpoena unless and until further Court order. On Oct. 15, 2013, a little more than two weeks after the FDIC filed its motion to quash, the debtors filed a notice of withdrawal of the subpoena. On that same date, the debtors filed an opposition to the FDIC's motion to quash, arguing that the motion was rendered moot by the withdrawal of the subpoena. The FDIC argues that the motion is not moot because the debtors still intend to pursue Ms. Levine's deposition, albeit in a different jurisdiction. Rather than deny this allegation, the debtors continue to argue that Ms. Levine has information crucial to the debtors' presentation of their case, but that any dispute over discovery should play out in the Northern District of Ohio. According to Judge Teel, the withdrawal of the subpoena rendered the motion to quash moot. Judge Teel, hence, said the Defendant's Motion to Dismiss is granted and the Motion to Quash is moot. "Simply put, there is nothing left for this court to quash," Judge Teel said. The case before Judge Teel is, FEDERAL DEPOSIT INSURANCE CORPORATION, Movant, v. AMFIN FINANCIAL CORPORATION, et al., Respondents, Misc. No. 13-20005 (Bankr. D.D.C.). A copy of Judge Teel's Jan. 14, 2014 Memorandum Decision is available at http://is.gd/NQ35Qrfrom Leagle.com. About AmTrust Financial AmTrust Financial Corp. was the owner of the AmTrust Bank. AmTrust was the seventh-largest holder of deposits in South Florida, with $4.7 billion in deposits and 21 branches. In November 2008, the Office of Thrift Supervision issued a cease and desist order requiring AmTrust to improve its capital ratios. AmTrust Financial, together with affiliates that include AmTrust Management Inc., filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ohio Case No. 09-21323) on Nov. 30, 2009. The debtor subsidiaries include AmFin Real Estate Investments, Inc., formerly AmTrust Real Estate Investments, Inc. (Case No. 09-21328). G. Christopher Meyer, Esq., Christine M. Piepont, Esq., and Sherri L. Dahl, Esq., at Squire Sanders & Dempsey (US) LLP, in Cleveland, Ohio; and Stephen D. Lerner, Esq., at Squire Sanders & Dempsey (US) LLP, in Cincinnati, Ohio, served as counsel to the Debtors. Kurtzman Carson Consultants served as claims and notice agent. Attorneys at Hahn Loeser & Parks LLP serve as counsel to the Official Committee of Unsecured Creditors. AmTrust Management estimated $100 million to $500 million in assets and debts in its Chapter 11 petition. AmTrust Bank was not part of the Chapter 11 filings. On Dec. 4, 2009, AmTrust Bank was closed by regulators and the Federal Deposit Insurance Corporation was named receiver. New York Community Bank, in Westbury, New York, assumed all of the deposits of AmTrust Bank pursuant to a deal with the FDIC. AmTrust, nka AmFin Financial Corp., obtained confirmation of its Amended Joint Plan of Reorganization on Nov. 3, 2011. The plan was declared effective in December 2011. ARCHDIOCESE OF MILWAUKEE: Poised to File Reorganization Plan ------------------------------------------------------------ The Archdiocese of Milwaukee is poised to file a restructuring plan that will detail how it will pay off claims filed by alleged victims of clergy sex abuse, news sources have reported. Archdiocese spokesman Jerry Topczewski said the restructuring plan will include a therapy fund for all victims of clergy sex abuse, the Associated Press reported. He said the victims will have access to therapy for as long as they need it, according to the AP. Mr. Topczewski said the archdiocese looks forward to having the legal matters resolved so it can return to its focus on charity and service, the news agency reported. It is not immediately clear when the diocese's restructuring plan will be filed in U.S. Bankruptcy Court in Milwaukee. While the reorganization plan is a significant step toward exiting bankruptcy protection, legal scholars suggest that exit could still be a long way off, according to a report by the Milwaukee Journal Sentinel. "This is not the end game. There will be multiple objections on multiple bases," the Sentinel quoted Pamela Foohey, a professor at the University of Illinois College of Law in Champaign, as saying. Who Will be Compensated? It remains unclear about what assets the archdiocese is proposing to pay for the reorganization plan, the Sentinel said. Since it filed for bankruptcy protection, the archdiocese has sold no significant property to help pay for a settlement. Moreover, it has successfully blocked creditors' efforts to place any church assets, such as parish properties or the $55 million cemetery trust fund, into the estate to finance the reorganization plan, the Sentinel reported. Whether the archdiocese should have to tap its cemetery trust is on appeal before the 7th U.S. Circuit Court of Appeals. U.S. Bankruptcy Judge Susan Kelley had ruled that forcing the archdiocese to use some of that money would not constitute a substantial burden on its free expression of religion. Her ruling was overturned at the district court level. Other legal battles have been postponed, including those over the archdiocese's Cousins Center headquarters complex and what could be up to $105 million in what's known as the Faith in Our Future trust, according to the report. It is also not clear who will be compensated under the plan and at what level. The sex abuse victims, as unsecured creditors, have the least priority. In addition to victims, there are other creditors ranging from small businesses owed as little as $130 to the archdiocese's own employee pension funds, which have claims totaling almost $56 million, the Sentinel reported. Among creditors, some classes will be paid before others and the victims rank behind both secured and priority creditors. First in line after the administrative fees -- those of the archdiocese's and creditors committee lawyers, forensic accountants and others -- comes secured creditors, such as banks holding mortgages on archdiocesan property, which hold about $5.7 million in claims. Secured creditors are followed by priority creditors, including the archdiocese's pension funds, which hold about $96.6 million in claims. According to Jonathan Lipson, a bankruptcy professor at Temple University's Beasley School of Law, the archdiocese of Milwaukee "has been far more aggressive, far more litigious" than any other diocese he has observed. "They would rather pay their lawyers than pay claimants," the Sentinel quoted Mr. Lipson as saying. The Milwaukee bankruptcy, filed by Archbishop Jerome Listecki in January 2011, came after the archdiocese had been largely successful in fighting lawsuits dating back at least to the 1950s. With 575 sex abuse claims and legal fees topping $11 million, it is one of the largest and most contentious bankruptcies filed by Catholic dioceses around the country, according to observers and lawyers who've worked on those cases. About Archdiocese of Milwaukee The Diocese of Milwaukee was established on Nov. 28, 1843, and was elevated to an Archdiocese on Feb. 12, 1875, by Pope Pius IX. The region served by the Archdiocese consists of 4,758 square miles in southeast Wisconsin which includes counties Dodge, Fond du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth, Washington and Waukesha. There are 657,519 registered Catholics in the Region. The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wis. Case No. 11-20059) on Jan. 4, 2011, to address claims over sexual abuse by priests on minors. The Archdiocese became at least the eighth Roman Catholic diocese in the U.S. to file for bankruptcy to settle claims from current and former parishioners who say they were sexually molested by priests. Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in Milwaukee, Wisconsin, serves as the Archdiocese's counsel. The Official Committee of Unsecured Creditors in the bankruptcy case has retained Pachulski Stang Ziehl & Jones LLP as its counsel, and Howard, Solochek & Weber, S.C., as its local counsel. The Archdiocese estimated assets and debts of $10 million to $50 million in its Chapter 11 petition. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) ASPEN SIERRA: Case Summary & 5 Unsecured Creditors -------------------------------------------------- Debtor: Aspen Sierra Leasing Company aka Arrocreek Country Club 2905 Arrowcrek Pkwy Reno, NV 89511 Case No.: 14-50087 Chapter 11 Petition Date: January 21, 2014 Court: United States Bankruptcy Court District of Nevada (Reno) Judge: Hon. Bruce T. Beesley Debtor's Counsel: Stephen R Harris, Esq. HARRIS LAW PRACTICE LLC 6151 Lakeside Dr, Ste 2100 Reno, NV 89511 Tel: (775) 786-7600 Fax: (775) 786-7764 Email: steve@harrislawreno.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Charles Leider, president. A list of the Debtor's five largest unsecured creditors is available for free at http://bankrupt.com/misc/nvb14-50087.pdf BANK OF THE CAROLINAS: Megan Patton Elected SVP and CFO ------------------------------------------------------- The boards of directors of Bank of the Carolinas Corporation and its wholly owned subsidiary, Bank of the Carolinas, elected Megan W. Patton as senior vice president and chief financial officer of the Company and the Bank. Per the bylaws of the Company and the Bank, Ms. Patton will hold these positions until her resignation, retirement, removal, death, or disqualification, or until the election and qualification of her successor. Ms. Patton, age 32, has been employed by the Bank since June 2008 and has served as an internal auditor, controller, and vice president. About Bank of the Carolinas Mocksville, North Carolina-based Bank of the Carolinas Corporation was formed in 2006 to serve as a holding company for Bank of the Carolinas. The Bank's primary market area is in the Piedmont region of North Carolina. Bank of the Carolinas disclosed a net loss available to common stockholders of $5.53 million in 2012, a net loss available to common stockholders of $29.18 million in 2011 and a net loss available to common stockholders of $3.56 million in 2010. The Company's balance sheet at Sept. 30, 2013, showed $427.92 million in total assets, $421.70 million in total liabilities and $6.22 million in total stockholders' equity. Turlington and Company, LLP, in Lexington, 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 credit losses that have eroded certain regulatory capital ratios. As of Dec. 31, 2012, the Company is considered undercapitalized based on their regulatory capital level. This raises substantial doubt about the Company's ability to continue as a going concern. BELLE FOODS: Court Refuses to Approve Committee & Lenders' Deal --------------------------------------------------------------- Judge Jack Caddell of the U.S. Bankruptcy Court for the Northern District of Alabama, Northern Division, disapproved a settlement between the Official Committee of Unsecured Creditors appointed in the Chapter 11 case of Belle Foods, LLC, and its lenders -- Southern Family Markets, LLC, C&S Wholesale Grocers, Inc., and certain affiliates of SFM and/or C&S. According to the parties, the settlement agreement provides for various benefits to unsecured creditors, consisting principally of a trust to be established for the benefit of general unsecured creditors funded by the lenders in an amount of $1.5 million to be used to make distributions to creditors and to prosecute certain causes of action, the fruits of which may further enhance recoveries to creditors. The settlement was met with objections from various parties including the Debtor, which complained that the settlement is an improper sub rosa plan because, among other things, it dictates the distribution of the Debtor's estate without following the requirements of confirmation of a plan. The Debtor also complained that the settlement agreement circumvents the priority scheme established by the Bankruptcy Code. J. Thomas Corbett, the Bankruptcy Administrator for the Northern District of Alabama, also complained that the settlement does not comply with the Bankruptcy Code's statutory priority scheme and provides payment of Section 509(b)(9) claims ahead of administrative expense claims and other higher priorities under Section 509 such as tax and wage claims. Under the settlement agreement, upon the payment of $1.5 million into the GUC Trust, all claims and challenges that the Debtor's estate may have against the Lenders will be released. However, the Debtor noted, under the terms for the distribution of the GUC Assets, the Lenders could be paid back all of the money that they paid into the GUC Trust. The Lenders will receive the first $200,000 recovered from the GUC Causes of Action and 90% of any amounts recovered over $3,200,000. The Debtor further noted that as a result, the Lenders could be made completely whole regarding these amounts, while still being released from the claims and challenges against them. The Bankruptcy Administrator added that by declaring that payments made by the GUC Trust "shall not be deemed to be distributions from the Debtor's estate" and to cap the quarterly fees required to be paid pursuant to 28 U.S.C. Section 1930(a)(6) at the minimum amount, the parties to the settlement are seeking to have the benefits and protections of a Chapter 11 bankruptcy case while avioding the administrative fees imposed by Congress for the privilege. That attempt to evade the payment of administrative fees is contrary to the plain language of the Bankruptcy Code and is due to be denied, the Bankruptcy Administrator asserted. Green Springs, Ltd., former landlord and holder of an administrative expense claim and general unsecured claim, objected that the motion contained insufficient information to evaluate the settlement, especially information on the GUC Causes of Action other than that they are avoidance claims. In response to the objections, the Committee and the Lenders maintained that the settlement agreement is the product of months of negotiations between the two parties after an extensive investigation by the Committee with respect to potential claims of the Debtor's estate against the Lenders. The Committee said that any potential litigation recovery against the Lenders would have taken an extended period of time and been vigorously contested. Additionally, any litigation commenced by the Committee against the Lenders would be costly, time consuming and difficult to pursue given the lack of funding necessary to prosecute the litigation. The Committee and the Lenders argued that the settlement agreement should be approved and the objections should be overruled. Judge Caddell disapproved the settlement agreement for reasons stated in court during the Jan. 21 hearing. The Debtor is represented by D. Christopher Carson, Esq., Marc P. Solomon, Esq., Hanna Lahr, Esq., at Burr & Forman LLP, in Birmingham, Alabama. Green Springs is represented by Rita H. Dixon, Esq. -- ritadixon@mindspring.com -- at Rita H. Dixon LLC, in Birmingham, Alabama; and Walter F. Scott, III, Esq. -- WFS3@gallowayscott.com -- at Galloway, Scott, Moss & Hancock, LLC, in Birmingham, Alabama. The Committee is represented by David M. Posner, Esq., and Gianfranco Finizio, Esq., at OTTERBOURG P.C., in New York; and R. Scott Williams, Esq., and Jennifer Kimble, Esq., at Rumberger, Kirk & Caldwell, P.C., in Birmingham, Alabama. The Lenders are represented by Richard S. Cobb, Esq., Matthew B. McGuire, Esq., and Jeffrey R. Drobish, Esq., at LANDIS RATH & COBB LLP, in Wilmington, Delaware. About Belle Foods Belle Foods, LLC, bought 57 stores from Southern Family Markets LLC in 2012, and put the business into Chapter 11 reorganization (Bankr. N.D. Ala. Case No. 13-81963) on July 1, 2013, in Decatur, Alabama. The chain is owned by a father and son who purchased the operation with a $4 million secured term loan and $24 million revolving credit from the seller. The stores are in Florida, Georgia, Alabama and Mississippi. Belle Foods disclosed $64,408,112 in assets and liabilities of $18,836,157 plus an unknown amount. D. Christopher Carson, Esq., Brent W. Dorner, Esq., and Marc P. Solomon, Esq., at Burr & Forman, LLP, represent the Debtor as counsel. Attorneys at Haskell Slaughter Young & Rediker, LLC, in Birmingham, Alabama, and Otterbourg Steindler Houston & Rosen, P.C., in New York, serve as co-counsel to the Official Committee of Unsecured Creditors. BISHOP OF STOCKTON: Blames Sexual Abuse Claims for Bankruptcy ------------------------------------------------------------- According to Douglas Adel, the chief financial officer of The Roman Catholic Bishop of Stockton ("RCB"), a tragedy that runs contrary to every teaching and tradition of the Church has unfolded in the Church as a whole and in the RCB in particular: a small number of clergy and others took advantage of their positions of trust and respect in the community to abuse children. Mr. Adel says the Church as a whole, and the RCB in particular, is committed to providing for all victims/survivors of Abuse, known and yet to be known, in a fair, just and equitable manner with the available resources of the RCB. Prior to 2002, the Diocese had protocols in place to respond to reports of sexual abuse. Among other things, in 1987, the RCB established a written policy for its existing policies and practices to address issues of sexual abuse of minors, which was revised and updated in 1999 and 2003. In 1999, the RCB published updated requirements for child abuse prevention and reporting requirements to clergy, principals and administrators. The RCB's written policies were updated in 1999 to accompany requirements prepared by the California Catholic Conference in October 1998. Under the protocols, victims were offered assistance in the form of counseling and pastoral assistance. Such assistance has been provided to victims for up to as long as 20 years. The priest accused of abuse was investigated by the Diocese, and the Bishop or other representatives of the Diocese met with the victim. The RCB followed reporting laws. In the spring of 2002, the U.S. Bishops adopted the Charter for the Protection of Children and Young People (the "Charter"), which adopted a "one strike" policy with regard to clergy serving in any active, public ministry. Not only has the RCB continuously satisfied the Charter, but it has taken additional steps not required by the Charter to protect children from abuse and to provide healing for those who have been harmed. Road to Chapter 11 Until recently, the RCB has maintained financial viability while funding compensation for Abuse victims and continued litigation regarding claims of sexual abuse. In the past 20 years, the RCB has paid approximately $14 million in legal settlements and judgments in an effort to fulfill the RCB's responsibility for abuse of minors by a diocesan priest. This amount does not include attorneys' fees and other costs paid by the RCB or contributions from insurance. There are currently four Abuse lawsuits still pending against the RCB alleging liability for failure to supervise or prevent childhood sexual abuse. Of those four cases, three cases are in the discovery stage, and one case has not yet been served. No demands have been made in these four cases; however the RCB expects the initial demands to be between $2 and $6 million for each case. "Filing for Chapter 11 bankruptcy protection is the only way the Diocese of Stockton can continue the ministries and support it offers to Catholic parishes and communities, and fulfill the responsibilities it has to victims of sexual abuse, particularly those who have not yet had their day in court," Bishop Blaire said in a statement on the diocesan website. Michael Bathon, substituting for Bill Rochelle, the bankruptcy columnist for Bloomberg News, pointed out that although the diocese has the money to continue normal operations, it said it doesn't have reserve funds to settle pending abuse lawsuits or new ones that may surface. Over the past 20 years it has paid more than $14 million in legal settlements and judgments and a total of $32 million to molestation victims, including amounts paid by insurers, Mr. Bathon further pointed out. Manly, Stewart & Finaldi on Jan. 14 disclosed that on Jan. 13, 2014, a Grand Jury convened by the Calaveras County District Attorney's Office indicted Diocese of Stockton Priest Fr. Michael Kelly, on numerous criminal counts related to brutal childhood sexual abuse in the year 2000 while serving as the Pastor of St. Andreas Parish in the Diocese of Stockton. Fr. Kelly absconded to Ireland in 2012, in the middle of a child molestation trial being prosecuted by this firm on behalf of another Kelly victim, only days after he was unanimously found by a jury to have raped and molested the firm's client, a highly decorated Air Force Officer, when he was in 4th grade at Annunciation School in Stockton. Kelly is known to be in Ireland, but guards his location and has repeatedly taken steps to avoid service of process. According to the firm, it is clear that the Diocese is filing bankruptcy not because it does not have the money to pay a judgment or settlement in the three cases pending against it, but rather, to prevent the truth about the complicity of Bishop Blaire and Monsignor Ryan and other Diocese's members in Kelly's crimes. Joelle Casteix, volunteer western regional director of the Survivors Network of Those Abused by Priests, called the bishop's bankruptcy declaration "extraordinarily troubling" and "a convenient, self-serving dodge." "It's a way to prevent the truth from coming out about clergy sex abuse and cover-ups, while shifting the attention away from crimes to cash," she said in a statement. "Despite this irresponsible decision," she continued, "we hope that others who saw, suspected or suffered clergy sex crimes and cover-ups in Stockton will step forward, call police, expose wrongdoers and protect kids." Reorganization Case The RCB is a not-for-profit religious organization with limited resources, including very limited or no insurance coverage for the four lawsuits pending against it. The RCB does not seek chapter 11 relief to dodge responsibility for past misconduct by clergy. Nor does the RCB seek bankruptcy relief to hide the truth or to deny victims their day in court. The RCB acknowledges it has a moral obligation to try to compensate all Abuse victims fairly. As a result, the RCB cannot allow any single plaintiff to recover a disproportionate share of the limited funds available from the RCB simply because that plaintiff's case proceeds to trial first. Similarly, the RCB cannot ignore the legally valid claims of the RCB's other creditors, who stand on equal footing with Abuse plaintiffs as general unsecured creditors of the RCB. About RCB The Diocese of Stockton, California (the "Diocese") was established on February 21, 1962, by Pope John XXIII from territory formerly located in the Archdiocese of San Francisco and the Diocese of Sacramento. The Diocese, comprising the six counties of San Joaquin, Stanislaus, Calaveras, Tuolumne, Alpine, and Mono, currently serves approximately 250,000 Catholics in 35 parishes. As a religious organization, The Roman Catholic Bishop of Stockton ("RCB") has no significant ongoing for-profit business activities or business income. Revenue for the RCB principally comes from the annual ministry appeal, fees for services provided to the Non-RCB Entities, donations, grants, and RCB ministry revenue. The RCB's annual operating budget is approximately $5 million. The RCB operates on a fiscal year ending June 30. Legal Structure of the RCB, Parishes, other Non-RCB Entities Since its inception in 1962, the RCB has been and continues to be a California corporation sole. When the Diocese was created, most, if not all, of the property of the Parishes (excluding the pre- and/or elementary (K-8) schools) was held in the name of the RCB. The RCB also held the property for the cemeteries in the Diocese as well as some of the real property to be used for future parishes. The Roman Catholic Welfare Corporation of Stockton (the "RCW") also was created in 1962 as a public benefit corporation. The RCW held most, if not all, of the property of the Catholic pre-, elementary (K-8) and high schools in the Diocese. The RCW is now a California religious corporation. In December 2002, the Diocese reorganized into its current structure. The Parishes in existence in December 2002 were each organized and currently operate as separate corporations sole pursuant to California corporate law. If a Parish had a pre- and/or elementary school, that property also was transferred to the Parish. In addition to the Parishes, in December 2002, the Diocese created four new religious corporations: (a) two to operate the two high schools (St. Mary's High School in Stockton and Central Catholic High School in Modesto, each a separate religious corporation); (b) one to operate a retreat center (Madonna of the Peace Retreat Center in the foothills) ("Retreat Center"); and (c) one to operate three cemeteries (Catholic Cemeteries of the Diocese of Stockton) (collectively, the "Non-Parish Entities"). Additionally in December 2002, most of the real property held by the RCB to be used for future parishes was transferred to the RCW. Several other separate and independent Catholic entities operate within the territory of the Diocese along with the RCW, Parishes and Non-Parish Entities. Catholic Charities of the Diocese of Stockton ("Catholic Charities") is a California religious corporation formed in 1980 to provide assistance to the needy within the Diocese. SEEDS is a California corporation sole established in 2004 to provide tuition assistance for students attending the eleven elementary schools in the Diocese. Church for Tomorrow is a 501(c)(3) charitable organization created in 2007 to provide assistance for needy churches, develop future churches, provide tuition and school assistance, and provide funding for ministries and other programs within the Diocese. Catholic Charities, SEEDS, Church for Tomorrow, RCW, Parishes and Non-Parish Entities are hereafter referred to collectively as the "Non-RCB Entities." Each of the Non-RCB Entities owns its own property, finances its own activities, manages its own assets and is responsible for its own corporate activities. The Non-RCB Entities have not sought bankruptcy relief and are not debtors in this bankruptcy case. In December 2002, the Diocese also created the Diocese of Stockton Revocable Trust ("Revocable Trust") and the Diocese of Stockton Irrevocable Trust ("Irrevocable Trust"). The Revocable Trust is a pooled investment account in which restricted and unrestricted funds of the RCB and certain Non-RCB Entities are held subject to a written trust agreement. The Irrevocable Trust was created to hold the specific, restricted gifts, mostly made through bequests, held by the RCB prior to the December 2002 reorganization and made subsequently. Bankruptcy Case The Roman Catholic Bishop of Stockton filed a Chapter 11 bankruptcy petition (Bankr. E.D. Cal. Case No. 14-20371) in Sacramento on Jan. 15, 2014. Judge Christopher M. Klein oversees the case. Attorneys at Felderstein Fitzgerald Willoughby & Pascuzzi LLP serve as counsel to the Debtor. The Debtor estimated assets of $1 million to $10 million and debt of $10 million to $50 million. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) BISHOP OF STOCKTON: Sec. 341(a) Meeting of Creditors Feb. 21 ------------------------------------------------------------ A meeting of creditors pursuant to Section 341(a) of the Bankruptcy Code will be held on Feb. 21, 2014, at 9:00 a.m., in the bankruptcy case of the Roman Catholic Bishop of Stockton. The meeting will be held at the Office of the U.S. Trustee, U.S. Courthouse, 501 I Street, Room 7-500, in Sacramento, California. The Debtor's representative must be present at the meeting to be questioned under oath by the trustee and by creditors. Creditors are welcome to attend, but are not required to do so. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the U.S. Trustee appoint a committee of unsecured creditors as soon as practicable. The committee ordinarily consists of the persons willing to serve who hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The committee may also perform other services as are in the interests of the unsecured creditors whom it represents. About the RCB The Diocese of Stockton, California (the "Diocese") was established on February 21, 1962, by Pope John XXIII from territory formerly located in the Archdiocese of San Francisco and the Diocese of Sacramento. The Diocese, comprising the six counties of San Joaquin, Stanislaus, Calaveras, Tuolumne, Alpine, and Mono, currently serves approximately 250,000 Catholics in 35 parishes. As a religious organization, The Roman Catholic Bishop of Stockton ("RCB") has no significant ongoing for-profit business activities. Revenue for the RCB principally comes from the annual ministry appeal, fees for services provided to non-RCB entities, donations, grants, and RCB ministry revenue. When the Diocese was created, most, if not all, of the property of the Parishes (excluding the pre- and/or elementary (K-8) schools) was held in the name of the RCB. The RCB also held the property for the cemeteries in the Diocese as well as some of the real property to be used for future parishes. The RCB filed a Chapter 11 bankruptcy petition (Bankr. E.D. Cal. Case No. 14-20371) in Sacramento on Jan. 15, 2014. Judge Christopher M. Klein oversees the case. Attorneys at Felderstein Fitzgerald Willoughby & Pascuzzi LLP serve as counsel to the Debtor. The Debtor estimated assets of $1 million to $10 million and debt of $10 million to $50 million. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) BISHOP OF STOCKTON: May 22 Set as Claims Bar Date ------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of California established May 22, 2014, as the last day for creditors, except governmental units, to file proofs of claim in the Chapter 11 case of The Roman Catholic Bishop of Stockton. Governmental units have until July 14 to file proofs of claim. About the RCB The Diocese of Stockton, California (the "Diocese") was established on February 21, 1962, by Pope John XXIII from territory formerly located in the Archdiocese of San Francisco and the Diocese of Sacramento. The Diocese, comprising the six counties of San Joaquin, Stanislaus, Calaveras, Tuolumne, Alpine, and Mono, currently serves approximately 250,000 Catholics in 35 parishes. As a religious organization, The Roman Catholic Bishop of Stockton ("RCB") has no significant ongoing for-profit business activities. Revenue for the RCB principally comes from the annual ministry appeal, fees for services provided to non-RCB entities, donations, grants, and RCB ministry revenue. When the Diocese was created, most, if not all, of the property of the Parishes (excluding the pre- and/or elementary (K-8) schools) was held in the name of the RCB. The RCB also held the property for the cemeteries in the Diocese as well as some of the real property to be used for future parishes. The RCB filed a Chapter 11 bankruptcy petition (Bankr. E.D. Cal. Case No. 14-20371) in Sacramento on Jan. 15, 2014. Judge Christopher M. Klein oversees the case. Attorneys at Felderstein Fitzgerald Willoughby & Pascuzzi LLP serve as counsel to the Debtor. The Debtor estimated assets of $1 million to $10 million and debt of $10 million to $50 million. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000) BONDS.COM GROUP: Michel Daher Stake at 75.9% as of Jan. 14 ---------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Michel Daher and his affiliates disclosed that as of Jan. 14, 2014, they beneficially owned 767,716 shares of common stock of Bonds.com Group, Inc., representing 75.9 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/BpXIXt About Bonds.com Group Based in Boca Raton, Florida, Bonds.com Group, Inc. (OTC BB: BDCG) -- http://www.bonds.com/-- through its subsidiary Bonds.com, Inc., serves institutional fixed income investors by providing a comprehensive zero subscription fee online trading platform. The Company designed the BondStation and BondStationPro platforms to provide liquidity and competitive pricing to the fragmented Over- The-Counter Fixed Income marketplace. The Company differentiates itself by offering through Bonds.com, Inc., an inventory of more than 35,000 fixed income securities from more than 175 competing sources. Asset classes currently offered on BondStation and BondStationPro, the Company's fixed income trading platforms, include municipal bonds, corporate bonds, agency bonds, certificates of deposit, emerging market debt, structured products and U.S. Treasuries. Bonds.com Group disclosed a net loss of $6.98 million in 2012, as compared with a net loss of $14.45 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $6.05 million in total assets, $4.09 million in total liabilities and $1.95 million in total stockholders' equity. EisnerAmper LLP, in New york, 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 a working capital deficiency and a stockholders' deficiency that raise substantial doubt about its ability to continue as a going concern. BRONX 439: Flaum & Assoc. Directed to Disgorge $15,000 in Fees -------------------------------------------------------------- At the behest of the United States Trustee, Bankruptcy Judge Martin Glenn directed Flaum & Associates, P.C., to disgorge to Thomas Hemmerle, the principal of Bronx 439 E. 135th Street D.T. Building Corp., any and all compensation Mr. Hemmerle paid F&A in connection with this case. F&A, by and through its president Neil R. Flaum -- flaumandassociatespc@gmail.com -- filed an affirmation in opposition. Hearing on the matter was held Dec. 12, 2013. The Court held that Mr. Flaum's representation of the Debtor was incompetent at best, and he failed to provide services to the Debtor with any reasonable value. Mr. Flaum also failed to obtain an order from the Court approving his retention. F&A is directed to return the entire $15,000 payment it received in connection with this case. Over the course of this case, Mr. Flaum filed six versions of a disclosure statement and plan and was unable to obtain an order approving any of them for solicitation to creditors. On Feb. 22, 2012, after Mr. Flaum's first two failed efforts to get a disclosure statement approved, New York Community Bank, the holder of a security interest in the Debtor's property, filed a motion to dismiss the Debtor's case or convert it to a chapter 7 case. At a hearing on July 9, 2013, the Court indicated on the record that it would grant the NYCB Motion, but adjourned the motion to give the U.S. Trustee time to consider whether to recommend dismissal or conversion of the case. Also at the July 9 Hearing, the Court authorized the U.S. Trustee to conduct discovery, including taking the deposition of Mr. Hemmerle. Among other things, the purpose of the discovery was to obtain information regarding $35,000 in payments Mr. Hemmerle had purportedly made to professionals during the bankruptcy proceedings without permission of the Court, which were disclosed in the Fourth and Fifth Amended Disclosure Statements. On Aug. 12, 2013, the U.S. Trustee conducted a deposition of the Debtor, appearing through Mr. Hemmerle. During the deposition, Mr. Hemmerle testified that he understood that the Debtor was retaining F&A for a flat fee of $15,000 to handle the chapter 11 case, and not on an hourly rate basis. As to postpetition payments to professionals, Mr. Hemmerle explained that he personally made payments on behalf of the Debtor to accountants and other law firms for services separate from the bankruptcy proceeding, to establish that he was providing "new value" to the Debtor. As to the $35,000 figure listed in the Fourth and Fifth Amended Disclosure Statements, Mr. Hemmerle stated he estimated that number, and it was an arbitrary figure. Finally, as to a Letter of Intent that was supposed to be attached to the Fifth Amended Disclosure Statement (but was not), Mr. Hemmerle testified that there was no Letter of Intent when Mr. Flaum filed the statement. He also testified that he never saw the black-lined version of the Fifth Disclosure Statement submitted to the Court -- even though his "/s/" e-signature was affixed at the end. Based on the Hemmerle deposition and prior proceedings in this case, the U.S. Trustee filed the Motion, seeking disgorgement of all funds paid to F&A in connection with representation of the Debtor. The Court heard oral argument on Dec. 12, 2013. Also on that date, the Court granted the NYCB Motion, and on Dec. 20, 2013, an Order was entered dismissing the chapter 11 case. A copy of the Court's Jan. 17, 2014 Memorandum Opinion and Order is available at http://is.gd/2inxvNfrom Leagle.com. Bronx 439 E. 135th Street D.T. Building Corporation filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 11-15855) on Dec. 23, 2011, estimating under $1 million in both assets and liabilities. A copy of the petition is available at http://bankrupt.com/misc/nysb11-15855.pdf Neil R. Flaum, Esq., at Flaum & Associates, P.C., served as the Debtor's counsel. The Debtor owns a residential rental building located at 439 East 135th Street, Bronx, New York. The case is a single-asset real estate case. No trustee or examiner was appointed. The Debtor continued to operate its business and manage its property as a debtor in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. CALIBRE ACADEMY: Fitch Affirms 'B' Rating on Refunding Bonds ------------------------------------------------------------ Fitch Ratings has affirmed the 'B' rating on the Industrial Development Authority of the County of Pima's education revenue refunding bonds (Carden Traditional Schools project) series 2012. Fitch removes the Rating Watch Negative and assigns the bonds a Negative Outlook. Absolute and unconditional obligation of the borrower (Calibre, or CTS) and the guarantor (E-Institute Charter School, Inc. or EICS), payable from all legally available revenues, and secured by a first lien on facilities owned by the borrower. Gross revenues of both the borrower and guarantor will flow directly from the state treasurer to the trustee for debt service. NEGATIVE OUTLOOK: Removal of the Rating Watch Negative reflects Calibre's compliance with the debt service coverage requirement in fiscal 2013 and lack of immediate concerns of covenant violations. The Negative Outlook reflects Calibre's deteriorated financial position and expectation that the institution's going concern status will be resolved upon the receipt of the fiscal 2014 audit, in December of this year. Meanwhile, Fitch is concerned about the school's declining margins both on an individual and consolidated (with EICS) basis and potential challenges in meeting coverage requirements for escalating debt service (DS). SPECULATIVE-GRADE CHARACTERISTICS: The 'B' rating reflects Calibre's extremely tenuous financial position which includes a high debt burden, expense growth historically outpacing revenues, lower than anticipated enrollment levels and coverage of DS only with substantial, albeit planned, EICS support. ENROLLMENT SHORTFALL: Actual enrollment at Calibre and EICS' campuses is significantly below the school's base case projections. Fitch notes that initial headcount projections were aggressive; however, Calibre's ability to adjust expenditures for a lower headcount could alleviate operating pressure and possibly stabilize performance. MANAGEMENT RESPONSIVENESS TO IMPROVE: Calibre's previous CFO left the institution in spring of 2013 and was replaced in August 2013. This gap in the position caused marked challenges in procuring information during previous reviews. While communication with the school has increased marginally with the new CFO, Fitch expects Calibre's future responsiveness levels to improve enough to be comparable with other rated schools in the portfolio. FAILURE OF FY2014 COVERAGE TEST: The inability to meet the transaction maximum annual debt service (TMADS) coverage test of one times (x) for the combined entity (Calibre and EICS) in fiscal 2014 may constitute an event of default. Fitch may downgrade the bonds in this case to reflect the increased volatility due to remedies that include an accelerated timeline for bond redemption. PROTRACTED FISCAL IMBALANCE: A persistent negative trend for Calibre operating margins resulting in the continuance of a going concern note from the auditor for another year, in Fitch's view, indicates an intrinsic lack of fiscal stability and would likely result in ratings pressure. RELIANCE ON EICS PERFORMANCE: Improvement for EICS operations is essential to the current rating assuming Calibre's continued weak margins. However, consolidated improvement can only be effectuated by EICS operations equating to or eclipsing the relative size of Calibre's student enrollment. STANDARD CHARTER RENEWAL RISK: Like all Fitch-rated charter schools, Calibre and EICS are subject to charter renewal risk, which Fitch views as a substantial credit concern. Also, balance sheet resources are very limited, providing virtually no offset in the event of continued financial volatility. Calibre serves grades K-8 and includes two campuses, one in Glendale and another in Surprise, AZ. EICS, the financial guarantor for the rated debt of CA, maintains six physical campuses. The financial statements and charter agreements for both schools each include a fully-online campus managed by the schools' education management organization (EMO), Learning Matters Educational Group, Inc. (LMEG). Both Calibre and EICS are authorized by Arizona State Board for Charter Schools (ASBCS, the authorizer) with 15-year terms that expire in 2015. LMEG serves as EMO for both schools and maintains a working relationship with the ASBCS. Fitch previously noted that Calibre's credit profile is indicative of a low speculative grade rating. Fitch removes Calibre from a Rating Watch Negative as the school posted TMADS coverage of over 1x in fiscal 2013 complying with a DS coverage covenant requiring at least 1x coverage of DS. The Negative Outlook reflects Fitch's longer term concern that Calibre and EICS as a consolidated entity continue to post weak results and could encounter problems in achieving DS coverage specified under bond covenants, especially considering the escalating schedule of DS. The covenant compares combined net income available for debt service of Calibre and EICS to maximum annual debt service, excluding the final year of maturity TMADS. Coverage below 1.0x could be declared an event of default under terms of the loan agreement by the trustee. The trustee's remedies for events of default include acceleration, receivership, foreclosure, or a suit for judgment. While the declaration is subject to certain loan agreement provisions allowing Calibre and EICS to develop a remedy plan within specified timeframes, in the event of acceleration, Fitch views Calibre and EICS as highly unlikely to be able to meet full and immediate payment on the bonds without defaulting. Calibre and EICS enrolled fewer students in fall of 2013 than originally projected when the bonds were issued. While average daily membership (ADM) improved from 752 to 820 for Calibre and 557 to 698 for EICS, the original fall 2013 expectations of 1,050 and 895 for Calibre and EICS, respectively, grossly overshot actual enrollment trends. Originally, Fitch noted strong waitlists for Calibre and EICS. However, fall 2013 information relating to waitlists did not record such pent up demand. Therefore, the foregoing expectation for both Calibre and EICS is incremental enrollment growth but this information cannot be verified as no waitlist information was provided for fall 2013 enrollment. Fitch favorably notes that academic performance for both Calibre campuses are adequate and are comparable to peers. Additionally, EICS was able to re-classify all of its campuses as alternative, thereby reducing the benchmarks used to evaluate performance and more accurately reflect its at-risk population. Calibre and EICS were noted as generally meeting academic requirements by the Arizona State Board for Charter Schools (ASBCS, the authorizer). Consolidated fiscal 2013 margins declined to 6.3% from 7.4% in fiscal 2012. While EICS' individual performance improved markedly, from 3.8% to 15.3%, Calibre generated a negative 24.8% margin, further weakened from fiscal 2012's 18.5% margin. Fitch notes that Calibre's expense growth has outpaced revenue increases for the past two years. Unless there is a reversal of this trend, financial wherewithal and debt service coverage will continue to hinge substantially on EICS for the long term. During fiscal 2013, LMEG, as the management company (EMO) implemented several measures to align expenses with revenues including salary freezes, layoffs, and various downward adjustments to facility and technology-related costs. Fiscal 2013 results are not indicative of overall improvement as these improvements were enacted mid-year and Fitch expects these changes may be evidenced in fiscal 2014 results. FY2014 budgeted figures indicate revenue growth based on enrollment and stable state funding. Fitch, acknowledging the auditor's expressed concern about Calibre's ongoing viability in both the fiscal 2012 and 2013 audit, expects rating pressure if this concern is unmitigated for the fiscal 2014. Available funds for Calibre and EICS, on a consolidated basis, covered just 12.2% and 7.2% of operating expenses and debt, respectively. While improved from fiscal 2012, these levels remain very light, which is typical of most charter schools reviewed by Fitch. Combined TMADS coverage (EICS and Calibre) improved from a very weak 0.3x to 0.9x in fiscal 2013. Adjusting for management fees which are subordinate to DS payment, coverage improved to 1.8x in fiscal 2013, up from 1.4x in 2012. Notwithstanding this improvement, Calibre, individually can only support roughly one- third of required TMADS and is expected to remain at this level for the foreseeable future. Fitch notes positively that EICS, as the guarantor of the bonds, will continue to support Calibre operations until the bonds are entirely paid off. CASAIC OFFSET: Property to Be Auctioned Off Jan. 27 --------------------------------------------------- John W. Luster, Trustee of the bankruptcy estate of Casaic Offset & Silkscreen, Inc., is selling property of the debtor at a public auction, free and clear of liens. The property consists of Lots 25, 26, 27, 28, 29 and 30, Block F, of South Side Park Subdivision, located in the Parish of Caddo, State of Louisiana. The public auction will be held at the United States Bankruptcy Court, 300 Fannin Street, 4th Floor, Courtroom 4, Shreveport, Louisiana, on Jan. 27, 2014, at 10:00 a.m. The Caddo Parish Assessor has valued the property at $129,700. The minimum bid on the immovable property will be $86,466, or 2/3 of the value. The public auction sale will be made free and clear of all liens and encumbrances, referring liens to the proceeds, subject to the necessary costs of preserving and disposing of said estate property. Any lienholder may bid its claim pursuant to 11 U.S.C. Sec. 363(k), subject to paying a cash sum sufficient to pay prior liens. Last month, the bankruptcy trustee scheduled a public auction for Lots 1, 2, 3, 4, 5 & 6, Block F, South Side Park Subdivision. According to a notice of the Dec. 9 auction, the property was valued in the schedules at $450,000 and the minimum bid on the immovable property was $300,000. The bankruptcy trustee may be reached at: JOHN W. LUSTER, Esq. 1120 Williams Avenue Post Office Box 488 Natchitoches, LA 71458-0488 Telephone: 318-352-3602 Facsimile: 318-352-3608 E-mail: luster_j@bellsouth.net Based in Shreveport, Louisiana, Casaic Offset & Silkscreen, Inc., filed a Chapter 11 petition (Bankr. W.D. La. Case No. 11-10295) on Feb. 8, 2011. The Debtor operates a commercial printing facility in Shreveport, Louisiana. Judge Stephen V. Callaway presides over the case. John S. Hodge, Esq., at Wiener, Weiss & Madison, serves as the Debtor's counsel. The Debtor estimated under $50,000 in assets and $1 million to $10 million in debts. The petition was signed by Richard G. Connell, president. In February 2012, the Bankruptcy Court confirmed the Plan of Reorganization proposed by Casaic Offset. According to reporting by the Troubled Company Reporter, this is the Debtor's second bankruptcy filing since 2006. Casaic also filed a Chapter 11 petition (Bankr. W.D. La. Case No. 06-10335) on March 10, 2006. Richard J. Reynolds, Esq., at Shuey Smith LLC, served as counsel in the 2006 case. Casaic estimated $1 million to $10 million in assets and debts in the 2006 petition. CITIZENS DEVELOPMENT: Seeks Approval to Use LSM's Cash Collateral ----------------------------------------------------------------- Citizens Development Corp. entered into an agreement, which authorizes its use of LSM Lender LLC's cash collateral. The agreement also authorizes Citizens Development to make monthly payment of $20,562 to LSM as adequate protection, and prohibits the foreclosure of its property through March 31, 2014. A copy of the agreement can be accessed for free at http://is.gd/ZbEEkd About Citizens Development San Marcos, California-based Citizens Development Corp., owns and operates the Lake San Marcos Resort and Country Club located in San Diego County. The Company filed a voluntary petition for relief under Chapter 11 (Bankr. S.D. Cal. Case No. 10-15142) on August 26, 2010. Ron Bender, Esq., and Krikor Meshefejian, Esq., at Levene, Neale, Bender, Yoo & Brill LLP, represent the Debtor. The Debtor estimated its assets and debts at $10 million to $50 million. Chapter 11 petitions were also filed by affiliates LSM Executive Course, LLC (Bankr. S.D. Cal. Case No. 10-07480), and LSM Hotel, LLC (Bankr. S.D. Cal. Case No. 10-13024). A bankruptcy-exit plan filed in the case provides that funding for the Plan will initially come from a new value contribution in the amount of up to $375,000 to be made to the Reorganized Debtor by LDG Golf Marketing, LLC, Telesis' cash collateral in the amount of $50,000 allocated to the payment of allowed administrative expenses pursuant to the Telesis Settlement, and the Debtor's additional cash on hand which is estimated to be $50,000, which collectively equates to up to $475,000. Tiffany L. Carroll, Acting U.S. Trustee for Region 15, was unable to appoint an official committee of unsecured creditors in the Chapter 11 case of Citizens Development Corp. CITIZENS DEVELOPMENT: Ally Financial Opposes Plan Confirmation -------------------------------------------------------------- Ally Financial Inc. is asking U.S. Bankruptcy Judge Laura Taylor to deny the plan proposed by Citizens Development Corp. to exit bankruptcy protection. Ally Financial, a secured creditor of the company, questioned a provision of the plan that proposes to not pay the "post-petition interest" on its claim. "In order to confirm the plan over secured creditor's objection, the plan must provide for secured creditor to receive post- petition interest on its claim," said its lawyer, Toriana Holmes, Esq., at Severson & Werson P.C., in San Francisco, California. As of Jan. 13, 2014, Ally Financial has a secured claim in the amount of $4,561 against the company. Judge Taylor is set to hold a hearing on Feb. 27 to consider approval of the proposed restructuring plan. Objections to the plan are due by Jan. 31. The bankruptcy judge on Dec. 20, 2013, approved the outline of the plan or the so-called disclosure statement. According to the disclosure statement, the plan will be funded by LSM Lender LLC, which has agreed to provide up to $2.5 million in additional financing. The funding will also come from a new value contribution in the amount of $400,000 to be made to the reorganized company by Atlantica; from Citizens Development's cash on hand which is estimated to be about $25,000; from revenue generated from its business operations and other sources. Under the Plan: * LSM Lender's secured claim in the amount of $7.81 million will be repaid. The claim, including the $2.5 million loan, will be secured by a "first priority lien" on all assets of Citizens Development subsequent to substantive consolidation. * General unsecured creditors will receive a pro rata distribution of cash totaling 10% of the amount of their claims, with the total distribution of cash to all creditors collectively not to exceed $100,000. * The company's equity holders won't receive payments or retain any property. All of the existing equity interests in Citizens Development will be deemed cancelled when the company officially exits bankruptcy. A full-text copy of the Disclosure Statement is available for free at http://is.gd/Ak0Zmn About Citizens Development San Marcos, California-based Citizens Development Corp., owns and operates the Lake San Marcos Resort and Country Club located in San Diego County. The Company filed a voluntary petition for relief under Chapter 11 (Bankr. S.D. Cal. Case No. 10-15142) on August 26, 2010. Ron Bender, Esq., and Krikor Meshefejian, Esq., at Levene, Neale, Bender, Yoo & Brill LLP, represent the Debtor. The Debtor estimated its assets and debts at $10 million to $50 million. Chapter 11 petitions were also filed by affiliates LSM Executive Course, LLC (Bankr. S.D. Cal. Case No. 10-07480), and LSM Hotel, LLC (Bankr. S.D. Cal. Case No. 10-13024). A bankruptcy-exit plan filed in the case provides that funding for the Plan will initially come from a new value contribution in the amount of up to $375,000 to be made to the Reorganized Debtor by LDG Golf Marketing, LLC, Telesis' cash collateral in the amount of $50,000 allocated to the payment of allowed administrative expenses pursuant to the Telesis Settlement, and the Debtor's additional cash on hand which is estimated to be $50,000, which collectively equates to up to $475,000. Tiffany L. Carroll, Acting U.S. Trustee for Region 15, was unable to appoint an official committee of unsecured creditors in the Chapter 11 case of Citizens Development Corp. COLLEGE WAY: Says Lacey Crossroads Worth at Least $26 Million ------------------------------------------------------------- College Way Commercial Plaza, LLC, defended its request to use rents from the Lacey Crossroads real property to finance the bankruptcy at a hearing Jan. 15, before Judge Bryan D. Lynch. The Debtor requests that interim use of cash collateral be authorized and the Court schedule further hearing to resolve ownership issues. The Debtor also requests the Court to hold an evidentiary hearing regarding the value of Lacey Crossroads. The Debtor estimates that Lacey Crossroads is valued between $26 million and $29.5 million and is prepared to produce expert witness. ECP College Way LLC, which tried to foreclose on the collateral in December, said the Debtor should not be allowed to use the lender's cash collateral. ECP is the holder of certain indebtedness owed by the Debtor in the original principal amount of $21.1 million. The Debtors' Cash Collateral Motion seeks to use the rents from real property located in Thurston County Washington, commonly known as Lots 2, 4, 5 and 7-17 Lacey Crossroads on an emergency basis to pay unidentified administrative expenses, repair and maintenance expenses, utility expenses, advertising expenses, taxes and insurance. The Debtor claims that, absent use of ECP's cash collateral, "the Debtor will be unable to continue its business operations." According to ECP, the problem is that the Debtor does not own the Property, does not have any business operations and is not incurring any expenses with respect to the Property. Approximately six months ago, the Debtor conveyed the Property to ECP, and ECP has operated and managed the Property since that time. ECP owns the Property, and neither the Property nor the rents therefrom are property of the Debtor or the Debtor's bankruptcy estate. Thus, the rents are not cash collateral, and the Debtor is not entitled to use the rents for any purpose. But the Debtor said ownership of Lacey Crossroads is not easily determined without careful review of the law and facts. There are many issues and problems associated with ECP's involvement for transferring legitimate property of the bankruptcy estate. There are policy concerns for waiving the statutory right of Deed of Trust Act. Bishop, White, Marshall & Weibel, P.S., as successor trustee, scheduled an auction for Dec. 20, 2013, at 10:00 a.m. at the main entrance of the Thurston County Courthouse, 2000 Lakeridge Drive SW, in the City of Olympia located at Thurston County, State of Washington, to sell real property consisting of Lots 2, 4, 5, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, and 17 of Lacey Crossroads. Under a Deed of Trust dated Aug. 21, 2007, the property secures an obligation in favor of Cascade Bank as beneficiary. By means of subsequent successive assignments, the beneficial interest in the deed of trust is now held by ECP, which became the holder of the promissory notes secured by the Deed of Trust. Capital Source Bank is the holder of a collateral interest in the Deed of Trust and in the obligations which it secures. Capital Source Bank and ECP entered into a written letter agreement dated July 15, 2013, pursuant to which ECP was authorized to take any and all actions which it deems necessary to enforce and foreclose the Deed of Trust. The promissory note became due and payable on March 5, 2013. According to papers filed by ECP in bankruptcy court, the foreclosure sale was scheduled for Jan. 10, 2014, and, as the result of the Debtor's bankruptcy filing, has been continued. Attorney for ECP College Way, LLC, is: Susan M. Stanley, Esq. BISHOP, MARSHALL & WEIBEL, P.S. 720 Olive Way, Suite 1201 Seattle, WA 98101 Tel: (206) 622-5306 Fax: (206) 622-0354 College Way is represented by: Masafumi Iwama, Esq. IWAMA LAW FIRM 333 5th Ave. S. Kent, WA 98032 Telephone: 253-520-7671 Facsimile: 253-520-7326 E-mail: matt@iwamalaw.com Meanwhile, a meeting of creditors under 11 U.S.C. Sec. 341 in the case was scheduled for Jan. 15. The Debtor also has been required to file complete schedules of assets and liabilities, statement of financial affairs, and Chapter 11 Current Monthly Income Form 22B by Jan. 14. About College Way Commercial Plaza, LLC College Way Commercial Plaza, LLC, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Wash Case No. 13-47724) on Dec. 19, 2013. The petition was signed by Sherwood B Korssjoen as member and manager. The Debtor disclosed $29,160,000 in assets and $21,444,155 in liabilities as of the Chapter 11 filing. Masafumi Iwama, Esq., at Iwama Law Firm, serves as the Debtor's counsel. Judge Brian D Lynch presides over the case. COMMUNITY HEALTH: S&P Rates $1.7BB Sr. Secured Term Loan 'BB' ------------------------------------------------------------- Standard & Poor's Ratings Services assigned Franklin, Tenn.-based hospital operator Community Health Systems Inc.'s proposed $1.7 billion senior secured term loan E a 'BB' issue-level rating, with a recovery rating of '1', indicating S&P's expectation for very high (90% to 100%) recovery of principal in the event of default. This incremental term loan is part of the total financing package the company will use to acquire Naples-based Health Management Associates (HMA). The total size of the transaction has only negligibly changed. S&P originally assigned ratings to the proposed debt on Jan. 7, 2014. New amounts for the proposed debt are reflected in the ratings list. RATINGS LIST Community Health Systems Inc. Corporate Credit Rating B+/Negative/-- Ratings Unchanged Community Health Systems Inc. $1B revolver BB Recovery Rating 1 $1B senior secured notes BB Recovery Rating 1 $1B term loan A BB Recovery Rating 1 $2.925B term loan D BB Recovery Rating 1 $3B senior unsecured notes B- Recovery Rating 6 New Rating Community Health Systems Inc. CHS/Community Health Systems Inc. Senior Secured $1.7B term loan E BB Recovery Rating 1 COPYTELE INC: Incurs $10.1 Million Net Loss in Fiscal 2013 ---------------------------------------------------------- CopyTele, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $10.08 million on $388,850 of total revenue for the year ended Oct. 31, 2013, as compared with a net loss of $4.25 million on $940,010 of total revenue during the prior year. The Company's balance sheet at Oct. 31, 2013, showed $5.43 million in total assets, $3.21 million in total liabilities, all current, $548,598 in convertible debentures due January 2015, $5 million in loan payable by CopyTele International Ltd. to related party, and a $3.32 million total shareholders' deficiency. Haskell & White LLP, in Irvine, California, did not issue a "going concern" qualification on the consolidated financial statements for the year ended Oct. 31, 2013. The Company's former accountants, KPMG LLP, in Melville, New York, expressed substantial doubt about the Company's ability to continue as a going concern in its report on the consolidated financial statements for the year ended Oct. 31, 2012. The former independent auditors noted that the Company has suffered recurring losses from operations, has negative working capital, and has a shareholders' deficiency. A copy of the Form 10-K is available for free at: http://is.gd/xejGIV About CopyTele Melville, N.Y.-based CopyTele, Inc.'s principal operations include the development, production and marketing of thin flat display technologies, including low-voltage phosphor color displays and low-power passive E-Paper(R) displays, and the development, production and marketing of multi-functional encryption products that provide information security for domestic and international users over several communications media. CUSTOM CONCRETE: Case Summary & 15 Unsecured Creditors ------------------------------------------------------ Debtor: Custom Concrete, Inc. 11717 New Kings Road North Jacksonville, FL 32219 Case No.: 14-00244 Chapter 11 Petition Date: January 21, 2014 Court: United States Bankruptcy Court Middle District of Florida (Jacksonville) Debtor's Counsel: Jason A Burgess, Esq. THE LAW OFFICES OF JASON A. BURGESS, LLC 118 West Adams Street, Ste. 900 Jacksonville, FL 32202 Tel: 904-354-5065 Email: jason@jasonaburgess.com Total Assets: $1.12 million Total Liabilities: $1.77 million The petition was signed by Michael E. Plunk, president. A list of the Debtor's 15 largest unsecured creditors is available for free at http://bankrupt.com/misc/flmb14-244.pdf DAVID J. THOMPSON: Case Summary & 20 Top Unsecured Creditors ------------------------------------------------------------ Debtor: David J. Thompson Mailing Corporation, David J. Thompson Mailing Corp. 21 Naus Way P.O. Box 150 Bloomsburg, PA 17815 Case No.: 14-00237 Chapter 11 Petition Date: January 21, 2014 Court: United States Bankruptcy Court Middle District of Pennsylvania (Wilkes-Barre) Judge: Hon. John J Thomas Debtor's Counsel: William L Byrne, Esq. HOEGEN & ASSOCIATES, PC 152 South Franklin Street P.O. Box 346 Wilkes-Barre, PA 18703 Tel: 570 820-3332 Fax: 570 820-3262 Email: wbyrne@hoegenlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by David J. Thompson, president/CEO. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/pamb14-237.pdf DETROIT, MI: Orr Lauds State Commitment to Shore Up Pensions ------------------------------------------------------------ Kevyn Orr, the Emergency Manager for the City of Detroit, on Jan. 22 issued the following statement after Michigan Governor Rick Snyder and state legislative leaders announced plans to support an historic settlement to help shore up the City's public employee pension funds: "With [Wednes]day's announcement by the Governor and legislative leaders, we now have an unprecedented commitment of public and private resources to help the City of Detroit fulfill its commitments to retirees and preserve one if its cultural jewels, the Detroit Institute of Arts. "The level of proposed investment by the philanthropic community and the State will go far in helping reach a timely and positive resolution of the City's financial emergency. A mutually agreed resolution to outstanding bankruptcy issues is the best way to help the City restore basic and public safety services to its 700,000 residents. It is now time for the remaining parties to set aside the bargaining rhetoric and step forward and join this settlement to help this great city regain its footing and become once again an attractive place to live, work and invest." 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. DIALOGIC INC: Plans To Reduce Total Workforce by 16% ---------------------------------------------------- During the fourth quarter 2013, Dialogic Inc. and its affiliates approved and initiated a restructuring plan designed to reduce operating costs, so the Company can focus its resources on a restructured business model. On Jan. 13, 2014, the Company continued the execution of this plan by notifying the majority of affected employees or commencing consultation processes with affected employees. The complete execution of the restructuring plan is expected to result in a total workforce reduction of approximately 90 full- time positions, or approximately 16 percent of the Company and its affiliates' combined workforce. The notice periods for employees vary by country. Affected employees are eligible to receive severance payments in exchange for a customary release of claims against the Company and its affiliates in those countries where the severance amounts exceed what is required under applicable law. The Company expects the reduction in its workforce to be completed by the end of the second quarter 2014. The Company expects to record a pre-tax charge of approximately $4 to $4.5 million in the fourth quarter 2013 related to the restructuring plan. The Company estimates that total cash expenditures in connection with these restructuring actions will amount to approximately $4.9 to $5.4 million, of which the Company estimates that approximately $4.7 to $5.2 million will be disbursed in 2014, which is comprised of accrued and unused vacation or paid time off, as well the aforementioned severance payments. The estimate of cash expenditures that the Company expects to incur and the pre-tax charge related thereto in connection with the workforce reduction is subject to a number of assumptions, and actual results may differ. The Company and its affiliates may also incur other charges not currently contemplated due to events that may occur as a result of, or associated with, the workforce reduction. About Dialogic Milpitas, Cal.-based Dialogic Inc. provides communications platforms and technology that enable developers and service providers to build and deploy innovative applications without concern for the complexities of the communication medium or network. The Company's balance sheet at Sept. 30, 2013, showed $99.74 million in total assets, $130.29 million in total liabilities and a $30.54 million total stockholders' deficit. Bankruptcy Warning "In the event of an acceleration of our obligations under the Term Loan Agreement or Revolving Credit Agreement and our failure to pay the amounts that would then become due, the Revolving Credit Lender or Term Lenders could seek to foreclose on our assets. As a result of this, we would likely need to seek protection under the provisions of the U.S. Bankruptcy Code and/or our affiliates might be required to seek protection under the provisions of applicable bankruptcy codes," the Company said in the quarterly report for the period ended Sept. 30, 2013. DIOCESE OF GALLUP: Wants XTO, et al., Forced to Produce Documents ----------------------------------------------------------------- The Roman Catholic Diocese of Gallup asked U.S. Bankruptcy Judge David Thuma to force XTO Energy, Inc., and three other companies to turn over documents related to their oil and gas lease agreements. The three other companies are BP America Production Co. (Onshore), ConocoPhillips Co. and Energen Resources Corp. The Gallup diocese said it needs to review the documents to know whether the companies have a contractual relationship with it rather than the Bishop of the Roman Catholic Diocese of Gallup. It also wants to find out what properties the documents relate to, and if it has interest in those properties, according to court filings. A notice of the deadline for filing objections will be sent out to concerned parties. Objections must be filed with the Clerk of the U.S. Bankruptcy Court for the District of New Mexico within 21 days after the date of mailing of the notice. If any objections are filed, a hearing will be held on notice only to counsel for the diocese and the objecting parties. An order granting the request will be presented for entry without a hearing or further notice if no objections are filed. About the Diocese of Gallup, NM The Diocese of Gallup, New Mexico, principally encompasses American Indian reservations for seven tribes in northwestern New Mexico and northeastern Arizona. It is the poorest diocese in the U.S. There are 38 active priests working in the Diocese and 27 permanent deacons also serve the Diocese along with five seminarians. The Diocese and its missions, schools and ministries employ approximately 50 people, and a significant number of additional people offer their services as volunteers. The diocese sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.M. Case No. 13-13676) on Nov. 12, 2013, in Albuquerque, New Mexico amid suits for sexual abuse committed by priests. The bishop previously said bankruptcy will be "the most merciful and equitable way for the diocese to address its responsibility." The abuse mostly occurred in the 1950s and early 1960s, the bishop said. The petition shows assets and debt both less than $1 million. The Diocese of Gallup is the ninth Catholic diocese to seek protection in Chapter 11 bankruptcy. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). DIOCESE OF GALLUP: Committee Proposes Pachulski as Counsel ---------------------------------------------------------- The official committee of unsecured creditors in the Roman Catholic Diocese of Gallup's bankruptcy case seeks court approval to hire Pachulski Stang Ziehl & Jones LLP as its legal counsel. The firm will represent the committee at court hearings and in its consultations with the diocese regarding the administration of the case. It will also assist and advise the committee in negotiation and drafting of a bankruptcy plan. Pachulski will be paid on an hourly basis for its services and will receive reimbursement for work-related expenses. The firm proposes to charge $650 per hour for professionals working on the diocese's bankruptcy case and regular hourly rates of $175 to $255 for paralegals. The firm does not hold or represent interest adverse to the committee and the diocese's estate, according to a declaration by James Stang, Esq., a partner at Pachulski. A notice of the deadline for filing objections will be sent out to concerned parties. Objections must be filed with the Clerk of the U.S. Bankruptcy Court for the District of New Mexico within 21 days after the date of service of the notice. If any objections are filed, a hearing will be held on notice only to counsel for the committee and the objecting parties. An order granting the request will be presented for entry without a hearing or further notice if no objections are filed. About the Diocese of Gallup, NM The Diocese of Gallup, New Mexico, principally encompasses American Indian reservations for seven tribes in northwestern New Mexico and northeastern Arizona. It is the poorest diocese in the U.S. There are 38 active priests working in the Diocese and 27 permanent deacons also serve the Diocese along with five seminarians. The Diocese and its missions, schools and ministries employ approximately 50 people, and a significant number of additional people offer their services as volunteers. The diocese sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.M. Case No. 13-13676) on Nov. 12, 2013, in Albuquerque, New Mexico amid suits for sexual abuse committed by priests. The bishop previously said bankruptcy will be "the most merciful and equitable way for the diocese to address its responsibility." The abuse mostly occurred in the 1950s and early 1960s, the bishop said. The petition shows assets and debt both less than $1 million. The Diocese of Gallup is the ninth Catholic diocese to seek protection in Chapter 11 bankruptcy. (Catholic Church Bankruptcy News; Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000). DOLLAR STORAGE: Case Summary & 8 Unsecured Creditors ---------------------------------------------------- Debtor: Dollar Storage LLC dba 2 K&H LLC 2080 River Road Calverton, NY 11933 Case No.: 14-70203 Chapter 11 Petition Date: January 21, 2014 Court: United States Bankruptcy Court Eastern District of New York (Central Islip) Judge: Hon. Robert E. Grossman Debtor's Counsel: Salvatore LaMonica, Esq. LAMONICA HERBST AND MANISCALCO, LLP 3305 Jerusalem Ave Wantagh, NY 11793 Tel: (516) 826-6500 Fax: (516) 826-0222 Email: sl@lhmlawfirm.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Julius F. Klein, president and sole shareholder. A list of the Debtor's eight largest unsecured creditors is available for free at http://bankrupt.com/misc/nyeb14-70203.pdf DOTS LLC: Files for Bankruptcy to Woo New Investors --------------------------------------------------- Dots, LLC, the cash-strapped 400-store clothing chain for young women, on Monday filed for bankruptcy protection with plans to close underperforming stores and woo new investors. The Company has arranged to borrow $36 million to keep operating as it reorganizes under court protection. Lisa Rhodes, the CEO, explains in court filings, "Despite signs of business improvement, Dots has decided to file for chapter 11 with the goal of disposing of its underperforming stores, restructuring its balance sheet, and attracting new investors who will continue to operate the Company as a going concern. Management is confident that the chapter 11 process will provide the Company sufficient time to see positive changes in the year-old marketing strategy and increased consumer recognition of new merchandise. For the fiscal year ended Jan. 31, 2013, Dots generated $338.8 million in sales, as compared to $346.2 million during the prior year. The Company currently estimates sales of $293.7 million for the fiscal year ending Jan. 31, 2014. More Than $75-Mil. Debt. As of the Petition Date, the Debtors have outstanding secured debt owed to senior lender Salus Capital Partners, LLC, of which $14.5 million remains outstanding under a revolving facility and $16.1 million is owed under a term facility. The Debtors also have aggregate unsecured debts totaling approximately $47.0 million, which include amounts owing for merchandise, utilities, rents, professional fees, and employee- related expenses. Of that amount, approximately $13.8 million constitutes trade vendor payables. First Day Motions The Debtors filed a variety of first day pleadings, which they say are necessary to maintain the loyalty and goodwill of, among other constituencies, their vendors, employees and customers. The Debtors have filed motions to, among other things: -- pay up to $1 million in prepetition claims of freight forwarders, common carriers and truckers and warehousemen who are in possession of the Debtors' property; -- pay approximately $1.4 million in prepetition sales and use taxes. -- grant adequate assurance of payment to utility providers, including a deposit of $266,200. -- honor certain obligations to customers, including $1.4 million in gift cards. -- pay prepetition claims of critical vendors. -- reject leases of 36 underperforming stores. -- pay prepetition wages and benefits of employees in these amounts: Category Prepetition Amount -------- ------------------ Employee Wages and Salaries $2,550,000 Bonuses, Supervision Pay, Other Incentives $36,000 Temporary Agencies $35,000 Independent Contractors $17,500 Employee Payroll Deductions $94,000 Payroll Taxes and Tax Withholding $420,000 Health and Welfare Benefits $500,000 401(k) Plan Match $5,000 Severance Pay $185,000 Reimbursable Business Expenses $6,000 Business Expense Card Charges $50,000 The Debtors also request authority to pay severance pay to terminated employees pursuant to existing agreements and the Debtors' policies and procedures. The Debtors presently owe $430,000 of severance pay to 36 employees, and seek authority to pay severance pay entitled to priority under Section 507(a)(4) of the Bankruptcy Code, totaling $185,000 to 34 employees who were terminated within 180 days before the Petition Date. Dots seeks authority to pay a limited number of critical vendors who provide crucial seasonal inventory that cannot be resourced. The critical vendors total 16 vendors and the prepetition trade amount owed to critical vendors represents 40.8% of the Debtors' total prepetition trade obligations of approximately $13.9 million. Moreover, the Debtors estimate that, as of the Petition Date, they owe critical vendors approximately $1.8 million in aggregate for goods received by the Debtors within 20 days of the Petition Date (approximately 31.5% of the prepetition Critical Vendor claims), which amounts may be entitled to administrative priority under section 503(b)(9) of the Bankruptcy Code. The Debtors have also filed a motion for a 30-day extension -- through March 5, 2014 -- of the deadline to file their schedules of assets and liabilities and statements of financial affairs. The Debtors have requested expedited consideration of the first- day motions. Road to Bankruptcy According to Ms. Rhodes, beginning in the fourth quarter of 2011, prior management instituted a number of new merchandising strategies and operational tactics that resulted in a downturn in store traffic and overall financial performance. Dots' financial difficulties have been exacerbated by adverse economic conditions and a number of largely unsuccessful changes in product pricing and marketing, as well as a burdensome lease portfolio. Beginning with the hiring of a new, highly-experienced management team in the second half of 2012, Dots instituted a repositioning strategy to address its operating challenges and recapture its core customer base by focusing on new brand positioning, pricing, product merchandising and marketing initiatives, as well as rationalizing the Company's lease portfolio. While the Company's turnaround strategy has begun to improve trends in comparable store sales growth, the overall business continues to be under financial pressure with sales below projections. Simultaneously, the Company's cash needs are significant and liquidity continues to be strained. Although IPC/Dots L.P., which acquired the Company in early 2011 has, through related parties, devoted significant resources to fund the Company's operations and cash needs, the Company continues to face hurdles in terms of its ability to meet cash and non-cash obligations. The Company's liquidity has been strained in large part due to third-party payment pressures. Beginning in approximately October 2013, certain of the Company's vendors and factors contracted credit terms and/or began demanding that the Debtors pay for goods on significantly shortened timeframe or upon delivery. In fact, certain creditors received payment from Dots premised on the release of new goods but failed to deliver, thereby causing significant liquidity challenges. Consequently, in December 2013, the Company retained PwC and Lowenstein Sandler to assist the Debtors in evaluating strategic alternatives and, in January 2014, initiated a broad marketing campaign in an effort to sell the Company's assets. The Company says it filed for bankruptcy protection to gain access to necessary operating liquidity and enable it to swiftly and effectively move toward a sale of some or all its businesses while minimizing administrative expenses. Furthermore, the chapter 11 process, according to Ms. Rhodes, will create the opportunity to right-size the Company's store footprint through lease rejections, a process which is intended to enable the Company to emerge from the Chapter 11 cases as a going concern and a financially stable company, albeit under new ownership. About Dots, LLC Dots is a retailer of fashionable clothing, accessories, and footwear for price-conscious women. Dots provides missy and plus size choices to fashion savvy 25 to 35 year old women at approximately 400 retail stores throughout the Midwest, East, and South United States. Dots' workforce includes 3,500 individuals in their stores, distribution center, and corporate headquarters. Dots, LLC, and its affiliates sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 14-11016) on Jan. 20, 2014. Lowenstein Sandler LLP serves as counsel to the Debtors. Donlin, Recano & Company, Inc., is the claims and notice agent. DOTS LLC: Seeks to Reject Leases for 36 Underperforming Stores -------------------------------------------------------------- Dots, LLC, filed a motion to reject leases with respect to 36 underperforming stores. The Debtors operate a chain of approximately 400 stores in 28 states located throughout the Midwest, East, and Southeast. Before the bankruptcy filing, the Debtors determined that 36 of these retail stores were underperforming and diminishing the value of their estates. The estimated January 2014 rent roll for the 36 closing stores, including amounts for "extras", is $333,708. Accordingly, the Debtors are removing inventory and other property from these locations and intend to surrender possession of the stores to their respective landlords as soon as possible, but by no later than January 31, 2014. The Debtors have also determined that certain de minimis personal property consisting of inventory, furniture, fixtures, and equipment, if any, that remain after the Debtors exit the closing stores will be burdensome and will have no value for their estates. Accordingly, the Debtors seek approval of the abandonment of related property. The closing stores are: No. Store Name Store Location Landlord --- ----------- -------------- -------- 784 Bay Plaza Bronx NY Bay Plaza Community Center 776 Falcaro's Plaza Lawrence NY Brixmor SPE 2 LLC 221 Westview Center Hanover Park IL Brixmor SPE 3, LLC c/o Brixmor 734 Mktplace @ Carriage Crossing Collierville TN Carriage Crossing Market 778 Centerpointe Mall Grand Rapids MI Centerpoint Development 775 Westridge Court Naperville IL Centro NP Holdings 6 SPE, LLC 786 Cherry Hill Walmart Cherry Hill NJ Cherry Hill VF L.L.C. 719 Volusia Square Daytona Beach FL Cole MT Daytona Beach FL, LLC 599 Shops @ Hulen Ft. Worth TX Coleman & Logan, P.C. 723 Bandera Pointe North 11643 Bandera Rd. San Antonio TX DDR DB SA Ventures LP 787 Terrell Plaza 1231 Austin Highway San Antonio TX DDR DB Terrell LP 752 Macedonia Commons Macedonia OH DOTRS Limited Liability 712 Rockwell Plaza 8533 North Rockwell Avenue Oklahoma City Inland American Retail Mgmt 800 Memorial Square 13726 North Pennsylvania Ave., Oklahoma City OK Inland Continental Property 715 University Town Center Norman OK Inland Diversified Real Estate 765 Four Flaggs S/C 8321 W Golf Road, Niles IL Inland Four Flaggs, LLC 741 Levittown Town Center Levittown PA Levittown LP 804 Worcester Crossing Worcester MA Madison Worcester Holdings 799 Nassau Mall Levittown NY Nassau Mall Plaza Associates 391 Northshore Commons New Hyde Park NY New Lake Hill, L.L.C. 751 Florence Square Florence KY New Plan Property Holding 763 Novi Town Center Novi MI Novi Town Center Investors LLC 801 Pinewood Square Lake Worth FL Pinewood Palm Beach Retail 661 Swansea S/C II Swansea MA R.K. Swansea, LLC 808 Heritage Place Creve Coeur MO Ramco-Gershenson Properties, 671 Rockwall Crossing Rockwall TX Rockwall Crossing Ltd. 729 Deerfield Place Milton GA Sembler Alpharetta I, LLC 806 Pointe Plaza 5762 W. Touhy Ave., Niles IL TDC Ocean Pointe, LLC 767 Northpointe Plaza Lewis Center OH Tuller Square Northpointe LLC 277 Villa Oak Villa Park IL Villa Oaks, LLC 652 Voice of America West Chester OH VOA Development Company, LLC 785 North Bergen North Bergen NJ Vornado North Bergen Tonnelle 811 Clermont Landing Clermont FL Weingarten I-4 Clermont 783 Countryside Centre Clearwater FL Weingarten Realty Investors 795 Ridgeway Trace S/C Memphis TN WRI Ridgeway, LLC 713 Westchester Commons Midlothian VA Zaremba Metropolitan About Dots, LLC Dots is a retailer of fashionable clothing, accessories, and footwear for price-conscious women. Dots provides missy and plus size choices to fashion savvy 25 to 35 year old women at approximately 400 retail stores throughout the Midwest, East, and South United States. Dots' workforce includes 3,500 individuals in their stores, distribution center, and corporate headquarters. Dots, LLC, and its affiliates sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 14-11016) on Jan. 20, 2014. Lowenstein Sandler LLP serves as counsel to the Debtors. Donlin, Recano & Company, Inc., is the claims and notice agent. EARTHLINK HOLDINGS: Moody's Assigns B2 CFR; Outlook Stable ---------------------------------------------------------- Moody's Investors Service has assigned a B2 corporate family rating (CFR) and B2-PD probability of default rating (PDR) to EarthLink Holdings Corp., the new holding entity established at the top of the corporate structure. The existing B2 rated issuer, EarthLink, Inc. will become a wholly owned subsidiary of EarthLink which will assume the role of borrower for all existing obligations of EarthLink, Inc., including the existing B3 (LGD5- 77%) rated $300 million senior unsecured notes due 2019 and Ba3 (LGD2-26%) rated $300 million senior secured notes due 2020. Moody's has also assigned an SGL-2 speculative grade liquidity to the company. The outlook is stable. With the completion of the transaction, Moody's has withdrawn all existing org level ratings of EarthLink, Inc including the B2 CFR and B2-PD PDR. Assignments: Issuer: EarthLink Holdings Corp. Probability of Default Rating, Assigned B2-PD Speculative Grade Liquidity Rating, Assigned SGL-2 Corporate Family Rating, Assigned B2 Outlook, Stable Withdrawals: Issuer: EarthLink, Inc. Probability of Default Rating, Withdrawn , previously rated B2-PD Speculative Grade Liquidity Rating, Withdrawn , previously rated SGL-2 Corporate Family Rating, Withdrawn , previously rated B2 RATINGS RATIONALE EarthLink's B2 CFR reflects its negative revenue trajectory, weak free cash flow generation and rising leverage as a result of a continued decline in EBITDA. However, the rating is supported by the expected long tail decline in the consumer Internet Service Provider (ISP) base, which also includes subscribers signing up for high speed broadband services and modest capital expenditure needs relative to revenue. The stable rating outlook reflects Moody's expectation that EarthLink will be able to slow the rate of revenue decline such that leverage will remain below 3.5x over the next 12-18 months. While unlikely, Moody's could raise EarthLink's ratings if the company were to successfully transition to a profitable CLEC servicing business customers with free cash flow to debt ratio exceeding 5% and leverage were to trend below 3x (Moody's adjusted), both on a sustainable basis. Moody's could lower the ratings if leverage were to stay above 4.5x (Moody's adjusted) or free cash flow continued to be negative for an extended period of time. The principal methodology used in this rating was the Global Telecommunications Industry published in December 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. With headquarters in Atlanta, GA, EarthLink Holdings Corp. is a competitive local exchange carrier (CLEC) serving roughly 1.2 million customers throughout the US and providing IP infrastructure to small and medium-sized businesses and residential customers. For the twelve months ended September 30, 2013 revenue totaled approximately $1.28 billion. ECOTALITY INC: Has Until April 14 to Decide on Unexpired Leases --------------------------------------------------------------- The Bankruptcy Court extended until April 14, 2014, the time for Electric Transportation Engineering Corporation doing business as Ecotality North America, et al., to assume or reject unexpired leases of nonresidential real property. Previously, the Court authorized the accelerated hearing on the Debtor's motion because the statutory deadline for the Debtors to assume or reject the Lease was scheduled to terminate on Jan. 14. The extension, Ecotality said, will enable the Debtors to resolve outstanding issues, and maximize the value of the assets to the Debtors' estates and creditors. About Ecotality Inc. Headquartered in San Francisco, California, Ecotality, Inc. (Nasdaq: ECTY) -- http://www.ecotality.com-- is a provider of electric transportation and storage technologies. Ecotality Inc. along with affiliates including lead debtor Electric Transportation Engineering Corp. sought Chapter 11 protection (Bankr. D. Ariz. Lead Case No. 13-16126) on Sept. 16, 2013, with plans to sell the business at an auction. The cases are assigned to Chief Judge Randolph J. Haines. The Debtors' lead counsel are Charles R. Gibbs, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Dallas, Texas; and David P. Simonds, Esq., and Arun Kurichety, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Los Angeles, California. The Debtors' local counsel is Jared G. Parker, Esq., at Parker Schwartz, PLLC, in Phoenix, Arizona. FTI Consulting, Inc. serves as the Debtors' crisis manager and financial advisor. The Debtors' claims and noticing agent is Kurtzman Carson Consultants LLC. Electric Transportation estimated assets of $10 million to $50 million and debt of $100 million to $500 million. Unlike most companies in bankruptcy, Ecotality has no secured debt. It simply ran out of money. There's $5 million owing on convertible notes, plus liability on leases. Part of pre-bankruptcy financing took the form of a $100 million cost-sharing grant from the U.S. Energy Department. In view of the San Francisco-based company's financial problems, the government cut off the grant when $84.8 million had been drawn. Ecotality Inc. disclosed $38,913,918 in assets and $108,197,080 in liabilities as of the Chapter 11 filing. On Sept. 24, 2013, the Office of the United States Trustee for Region 14 appointed a committee of unsecured creditors. Carolyn Johnson, Esq. -- cjjohnson@jsslaw.com -- at Jennings Strouss & Salmon, P.L.C., serves as counsel for the Committee. In October 2013, the bankruptcy judge cleared Ecotality to sell most of the business to Car Charging Group Inc. for $3.3 million. Two other buyers purchased other assets for $1 million in total. Attorneys for Car Charging Group are: Daniel E. Garrison, Esq. Jessica R. Kenney, Esq. ANDANTE LAW GROUP OF DANIEL E. GARRISON, PLLC Scottsdale Financial Center I 4110 North Scottsdale Road, Suite 330 Scottsdale, AZ 85251 Tel: (480) 421-9449 Fax: (480) 522-1515 Email: dan@andantelaw.com jessica@andantelaw.com ELLIOTT-MCGUIRE: Assets to Be Auctioned Off March 25 ---------------------------------------------------- Property of Elliott-McGuire Development Corp., will be sold at public auction to the highest bidder at the place specified as outside of the East Door of the Arizona Superior Court, Pima County Court Building, 110 West Congress Street, Tucson, Arizona 85701, on March 25, 2014, at 11:00 a.m. The property is located at 8579, 8581, 8587 and 8591 North Silverbell Road, Tucson, Arizona 85743, and secures debt in the original principal balance of $150,000 and $2,000,000 owed to National Bank of Arizona. The Trustee may be reached at: Mark E. Barker JENNINGS, HAUG & CUNNINGHAM, LLP 2800 N. Central Avenue, Suite 1800 Phoenix, AZ 85004 Tel: 602-234-7800 EXGEN RENEWABLES: S&P Assigns Prelim. 'BB-' Rating to $300MM Loan ----------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'BB-' preliminary rating to ExGen Renewables I, LLC's seven-year, $300 million first-lien senior secured term loan facility due February 2021. At the same time, S&P assigned its preliminary recovery rating of '3', indicating its expectation for meaningful (50% to 70%) recovery of principal in a payment default. The outlook is stable. ExGen Renewables' rating largely reflects a reliance on cash flow from Continental Wind, which is exposed to various wind regimes, wind turbine technology performance and costs, and a distribution test of 1.2x looking forward and backward and also reflects exposure to refinancing risk at maturity in 2021. Continental Wind is a portfolio of 13 wind projects aggregating 667 megawatts (MW) that issued $613 million in senior secured notes (BBB- /Stable) in fall 2013 that mature in February 2033. Continental Wind earns cash flow from long-term power purchase agreements (PPA) (and renewable energy agreements) with utilities, cooperatives, and municipals and from federal production tax credits (PTC). Continental Wind is among the more diverse wind portfolios that S&P has rated. This diversity reflects five wind regimes and use of eight different turbine models. Continental Wind also benefits from some performance and cost control through long-term operations and maintenance (O&M) agreements with turbine manufacturers. "The stable outlook reflects our expectation that cash flow from Continental Wind is likely to remain fairly stable given diversity in the wind regimes and wind turbine technology at the Continental Wind level," said Standard & Poor's credit analyst Dhaval Shah. S&P expects limited rating upside because of the high level of initial leverage and its expectation based on a year of operating history that there is no evidence that the wind regime is substantially above S&P's expectations. However, S&P could raise the rating if ExGen Renewables amortized debt faster than its expectation, and S&P had high confidence that the minimum consolidated DSCR would remain above 1.2x and that refinancing risk is materially lower than currently anticipated under S&P's base case. Should consolidated coverage levels decline consistently below around 1.12x, S&P would likely lower the ratings. EXPEDIA INC: Moody's Affirms Ba1 CFR & Sr. Unsecured Notes Rating ----------------------------------------------------------------- Moody's Investors Service affirmed Expedia, Inc.'s corporate family rating (CFR) and senior unsecured notes rating of Ba1 and the probability-of-default rating (PDR) of Ba1-PD. The rating outlook remains stable. Ratings Rationale Moody's expects Expedia to have solid top-line performance (e.g., double digit revenue growth) over the next several years with an online travel market that should exceed the growth rates of the travel industry. (Moody's forecasts U.S. lodging industry EBIT will grow 6%-8% over the next 12-18 months based on a 5%-6% rise in revenue per available room.) Moody's also anticipates that management will sustain its disciplined financial policies with projected adjusted debt to EBITDA of less than 3 times and free cash flow to debt in the mid 20% range. Event risk is inherent with an ownership structure consisting of the concentrated voting control of Barry Diller (about 56% of the stock) and an intensifying competitive landscape. Nonetheless, Moody's believes that improving profits and cash flow going forward, which have been tempered by technology platform investments and marketing expenses, will lead to enhanced liquidity over the next several years. This will likely enable Expedia to absorb some level of heightened share buybacks or acquisition activity. Moody's will continue to evaluate management's financial policies in light of the possibility of buying back Liberty's ownership stake of about 17% and the potential for increased acquisition activity within a rapidly evolving online travel industry. Expedia has a leading domestic position in the consumer online travel agency market. Moody's believes that Expedia enjoys certain barriers to entry including brand awareness, a global network of hotel supplier relationships, and a heavily invested technology infrastructure. Expedia's distribution network continues to benefit from increasing online penetration of travel expenditures, especially in international markets. The stable outlook reflects Moody's expectation of full year 2014 results of double digit annual revenue growth, operating margins above 15%, and free cash flow greater than $600 million. Moody's anticipates higher levels of free cash flow in 2015 (more than $800 million), as Expedia demonstrates increased operating leverage from technology and selling and marketing investments incurred over the past few years. Moody's expects that moderate acquisition and share buyback activity will be funded primarily through the company's free cash flow generation and that cash will remain robust through 2015. The ratings could be upgraded if Expedia maintains its leading market share among third party, hotelier, and airline online travel websites, continues to generate profitable organic revenue growth with steady operating margins in excess of 20%, and adheres to conservative financial policies, including Moody's adjusted leverage of about 2 times on a sustained basis. The ratings could be lowered if Expedia's competitive position weakens materially (e.g., revenue declines of 5% and operating margins below 10%), or financial leverage as measured by debt to EBITDA adjusted for leases increases over 3.5x for an extended period of time. Ratings affirmed: Corporate family rating at Ba1; Probability-of-default rating at Ba1-PD; Senior unsecured notes at Ba1 (LGD 4, 50%) Speculative Grade Liquidity Rating of SGL-1 The principal methodology used in this rating was the Global Business & Consumer Service Industry Rating Methodology published in October 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Expedia, Inc., with projected annual revenues nearing $5 billion, is an online travel agency (OTA) with properties which include Expedia.com, Hotwire.com, and Hotels.com, maintains a leading market position among OTAs. FISKER AUTOMOTIVE: Judge Explains Auction, Credit Bid Cap Ruling ---------------------------------------------------------------- Delaware Bankruptcy Judge Kevin Gross issued a Memorandum Opinion dated Jan. 17 explaining his decision to decline a private sale of the assets of Fisker Automotive Holdings, Inc. and Fisker Automotive, Inc., to Hybrid Tech Holdings, LLC, and to cap the amount Hybrid may credit bid in an auction. Hybrid on Oct. 11, 2013, purchased the U.S. Department of Energy's position of outstanding principal of $168.5 million ($0.15/$1.00) under Fisker's Senior Loan Facility for $25 million and succeeded to DOE's position as the Debtors' senior secured lender. The Committee argues Hybrid should not be permitted to credit bid at all, or in any event no more than the $25 million it paid for the $168.5 million claim Hybrid purchased from DOE. Hybrid insists on credit bidding $75 million. In opting for a public auction, Judge Gross said Wanxiang America Corporation is a highly attractive and capable participant. Wanxiang recently purchased in bankruptcy, through an auction, certain assets of A123 Systems for almost $300 million, most importantly, the primary component of the Fisker electric cars, which is the lithium ion battery. This means that Wanxiang has a vested interest in purchasing Fisker. In limiting Hybrid's credit bid, the judge said bidding will not only be chilled without the cap; bidding will be frozen. "Hybrid if unchecked of its purchase, might well have frozen out other suitors for Fisker's assets. Debtors filed these cases on Friday, November 22, 2013, a mere three business days before the Thanksgiving holiday, and insisted that the Sale Motion and confirmation hearings occur not later than January 3, 2014, i.e., immediately after the New Year holiday. The schedule therefore allowed only 24 business days for parties to challenge the Sale Motion and even less time for the Committee, which was not appointed until December 5, 2013, to represent the interests of unsecured creditors. Neither Debtors nor Hybrid, when the Court asked, ever provided the Court with a satisfactory reason why the sale of the non-operating Debtors required such speed. Nor did Debtors or Hybrid respond to the Court's repeated admonition that the timing of the Sale Motion was troublesome. It is the Court's view that Hybrid's rush to purchase and to persist in such effort is inconsistent with the notions of fairness in the bankruptcy process. The Fisker failure has damaged too many people, companies and taxpayers to permit Hybrid to short-circuit the bankruptcy process," according to Judge Gross. The judge also noted that the Committee has raised concerns that the amount of Hybrid's secured claim is uncertain. In their Stipulated Agreements, the Debtors and the Committee agree that Hybrid's claim is partially secured, partially unsecured and of uncertain status for the remainder. Hybrid argues that under case law in this Circuit, Hybrid is yet entitled to credit bid its entire claim. Hybrid cites In re Submicron Systems Corp., 432 F.3d 448 (3d Cir. 2006). In Submicron the issue was not the classification of the claim but the value of the collateral the claim secured. The Court of Appeals held that although the secured debt had no actual/economic value, the secured creditor was nonetheless entitled to credit bid its entire secured claim. The Submicron facts are distinctly different than the facts here. In Submicron the classification of the claim to be credit bid was clear. The claim was secured, albeit the secured collateral was deficient as to the entirety of the claim. "But here we do not yet know how much of Hybrid's claim is secured. The law leaves no doubt that the holder of a lien the validity of which has not been determined, as here, may not bid its lien," Judge Gross said, citing In re Danfuskie Isl. Props., LLC, 441 B.R. 60 (Bankr. D.S.C. 2010). "Submicron addresses an allowed claim. No one knows how much of the claim Hybrid purchased from DOE will be allowed as a secured claim." In their Sale Motion, the Debtors decided that the cost and delay arising from a competitive auction process or pursuing a potential transaction with an entity other than Hybrid would be reasonably unlikely to increase value for the estates. According to Judge Gross it is now clear that Hybrid's "drop dead" date of Jan. 3, 2014, was pure fabrication, designed to place maximum pressure on creditors and the Court. "Today is January 17, 2014. Hybrid is still working to acquire Debtors' assets," he noted. A copy of the Court's Jan. 17 Memorandum Decision is available at http://is.gd/9FvKiafrom Leagle.com. 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. 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. Bankruptcy Judge Kevin Gross presides over the case. The Debtors have tapped James H.M. Sprayregen, P.C., Esq., Anup 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. On November 5, 2013, the Official Committee of Unsecured Creditors was appointed. The members are: (a) David M. Cohen; (b) Sven Etzelsberger; (c) Kuster Automotive Door Systems GmbH; (d) Magna E-Car USA, LLC; (e) Supercars & More SRL; and (f) TK Holdings Inc. The Committee is represented by William R. Baldiga, Esq., and Sunni P. Beville, Esq., at Brown Rudnick LLP; and Mark Minuti, Esq., at Saul Ewing LLP. Fisker sought bankruptcy protection to pursue a private sale of its business to Hybrid Tech Holdings, LLC. The Committee, however, wants a sale public sale, and has identified Wanxiang America Corporation as stalking horse bidder. Hybrid was initially under contract to buy Fisker in exchange for $75 million of the $168.5 million government loan it acquired immediately before the Debtor's Chapter 11 filing. Hybrid later raised its offer by adding an additional $1 million cash and agreeing to share proceeds from the sale of a facility in Delaware it doesn't intend to operate. Hybrid also offered to pay real estate taxes on the Delaware plant. Hybrid also will waive $90 million in deficiency claims that otherwise would dilute unsecured creditors' recovery. Wanxiang, as stalking horse bidder, initially offered $25.8 million in cash. However, Wanxiang has said it has raised its offer by $10 million and is willing to go higher. After the hearings on Jan. 10 and 13, the Court directed a public auction, and capped Hybrid's credit bid to $25 million. In response, Hybrid raised its offer to $55 million. Hybrid is represented by Tobias Keller, Esq., and Peter Benvenutti, Esq., at Keller & Benvenutti LLP, in San Francisco, California. Wanxiang, which bought A123 Systems, Inc., a manufacturer of lithium-ion batteries used in electric vehicles such as the Fisker Karma, in a bankruptcy auction early in 2013 for $256.6 million, is represented in Fisker's case by Sidley Austin LLP's Bojan Guzina, Esq., and Andrew F. O'Neill, Esq.; and Young Conaway Stargatt & Taylor, LLP's Edmon L. Morton, Esq., Robert S. Brady, Esq., and Kenneth J. Enos, Esq. FISKER AUTOMOTIVE: Hires Pachulski Stang as Co-Counsel ------------------------------------------------------ Fisker Automotive Holdings, Inc. and its debtor-affiliates ask permission from the U.S. Bankruptcy Court for the District of Delaware to employ Pachulski Stang Ziehl & Jones LLP as co- counsel, nunc pro tunc to Nov. 22, 2013 petition date. The Debtors require Pachulski Stang to: (a) provide legal advice with respect to the Debtors? powers and duties as debtors in possession in the continued operation of their businesses and management of their property; (b) prepare on behalf of the Debtors any necessary applications, motions, answers, orders, reports, and other legal papers; (c) appear in Court on behalf of the Debtors; (d) prepare and pursue confirmation of a plan and approval of a disclosure statement; and (e) perform other legal services for the Debtors that may be necessary and proper in these proceedings. Pachulski Stang will be paid at these hourly rates: Laura Davis Jones $975 James E. O?Neill $695 Peter J. Keane $425 Monica A. Molitor $295 Pachulski Stang will also be reimbursed for reasonable out-of- pocket expenses incurred. Pachulski Stang received payments from the Debtors during the year prior to the petition date in the amount of $117,426 including the Debtors' aggregate filing fees for these cases, in connection with its prepetition representation of the Debtors. Pachulski Stang is current as of the petition date, but has not yet completed a final reconciliation of its prepetition fees and expenses. Upon final reconciliation of the amount actually expended prepetition, any balance remaining from the prepetition payments to the Firm will be credited to the Debtors and utilized as Pachulski Stang?s retainer to apply to post-petition fees and expenses pursuant to the compensation procedures approved by this Court in accordance with the Bankruptcy Code. Laura Davis Jones, partner of Pachulski Stang, 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. Pachulski Stang can be reached at: Laura Davis Jones, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor Wilmington, DE 19801 Tel: (302) 652-4100 Fax: (302) 652-4400 E-mail: ljones@pszjlaw.com 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. 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. Bankruptcy Judge Kevin Gross presides over the case. The Debtors have tapped James H.M. Sprayregen, P.C., Esq., Anup 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. On November 5, 2013, the Official Committee of Unsecured Creditors was appointed. The members are: (a) David M. Cohen; (b) Sven Etzelsberger; (c) Kuster Automotive Door Systems GmbH; (d) Magna E-Car USA, LLC; (e) Supercars & More SRL; and (f) TK Holdings Inc. The Committee is represented by William R. Baldiga, Esq., and Sunni P. Beville, Esq., at Brown Rudnick LLP; and Mark Minuti, Esq., at Saul Ewing LLP. Fisker sought bankruptcy protection to pursue a private sale of its business to Hybrid Tech Holdings, LLC. The Committee, however, wants a sale public sale, and has identified Wanxiang America Corporation as stalking horse bidder. Hybrid was initially under contract to buy Fisker in exchange for $75 million of the $168.5 million government loan it acquired immediately before the Debtor's Chapter 11 filing. Hybrid later raised its offer by adding an additional $1 million cash and agreeing to share proceeds from the sale of a facility in Delaware it doesn't intend to operate. Hybrid also offered to pay real estate taxes on the Delaware plant. Hybrid also will waive $90 million in deficiency claims that otherwise would dilute unsecured creditors' recovery. Wanxiang, as stalking horse bidder, initially offered $25.8 million in cash. However, Wanxiang has said it has raised its offer by $10 million and is willing to go higher. After the hearings on Jan. 10 and 13, the Court directed a public auction, and capped Hybrid's credit bid to $25 million. In response, Hybrid raised its offer to $55 million. Hybrid is represented by Tobias Keller, Esq., and Peter Benvenutti, Esq., at Keller & Benvenutti LLP, in San Francisco, California. Wanxiang, which bought A123 Systems, Inc., a manufacturer of lithium-ion batteries used in electric vehicles such as the Fisker Karma, in a bankruptcy auction early in 2013 for $256.6 million, is represented in Fisker's case by Sidley Austin LLP's Bojan Guzina, Esq., and Andrew F. O'Neill, Esq.; and Young Conaway Stargatt & Taylor, LLP's Edmon L. Morton, Esq., Robert S. Brady, Esq., and Kenneth J. Enos, Esq. FISKER AUTOMOTIVE: Creditors' Panel Hires Saul Ewing as Co-Counsel ------------------------------------------------------------------ The Official Committee of Unsecured Creditors of Fisker Automotive Holdings, Inc. and its debtor-affiliates seek authorization from the from the U.S. Bankruptcy Court for the District of Delaware to retain Saul Ewing LLP as co-counsel for the Committee, nunc pro tunc to Dec. 5, 2013. The Committee requires Saul Ewing to: (a) advise the Committee with respect to its rights, duties, and powers in these chapter 11 cases; (b) assist and advise the Committee in its consultations with the Debtors relative to the administration of these chapter 11 cases; (c) assist the Committee in analyzing the claims of the Debtors' creditors and the Debtors' capital structure and in negotiating with holders of claims and equity interests; (d) assist the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and of the operation of the Debtors' businesses; (e) assist the Committee in its investigation of the liens and claims of the holders of the Debtors' pre-petition debt and the prosecution of any claims or causes of action revealed by such investigation; (f) assist the Committee in its analysis of, and negotiations with, the Debtors or any third party concerning matters related to, among other things, the assumption or rejection of certain leases of nonresidential real property and executory contracts, asset dispositions, financing of other transactions and the terms of one or more plans of reorganization for the Debtors and accompanying disclosure statements and related plan documents; (g) assist and advise the Committee as to its communications to unsecured creditors regarding significant matters in these chapter 11 cases; (h) assist as needed as conflicts counsel and handle any matters that may present a potential conflict for Brown Rudnick; (i) represent the Committee at hearings and other proceedings; (j) review and analyze applications, orders, statements of operations, and schedules filed with the Court and advise the Committee as to their propriety; (k) assist the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives; (1) prepare, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, adversary complaints, objections, or comments in connection with any of the foregoing; and (m) perform such other legal services as may be required or are otherwise deemed to be in the interests of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules, or other applicable law. Saul Ewing will be paid at these hourly rates: Partners $350-$750 Special Counsel $300-$495 Associates $245-$425 Paraprofessionals $160-$275 Saul Ewing will also be reimbursed for reasonable out-of-pocket expenses incurred. Mark Minuti, partner of Saul Ewing, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Court for the District of Delaware will hold a hearing on the hiring on Jan. 24, 2014, at 10:00 a.m. Objections, if any, were due Jan. 17, 2014, at 4:00 p.m. Brown Rudnick can be reached at: Mark Minuti, Esq. SAUL EWING LLP 222 Delaware Avenue, Suite 1200 P.O. Box 1266 Wilmington, DE 19899 Tel: (302) 421-6840 Fax: (302) 421-5873 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. 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. Bankruptcy Judge Kevin Gross presides over the case. The Debtors have tapped James H.M. Sprayregen, P.C., Esq., Anup 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. On November 5, 2013, the Official Committee of Unsecured Creditors was appointed. The members are: (a) David M. Cohen; (b) Sven Etzelsberger; (c) Kuster Automotive Door Systems GmbH; (d) Magna E-Car USA, LLC; (e) Supercars & More SRL; and (f) TK Holdings Inc. The Committee is represented by William R. Baldiga, Esq., and Sunni P. Beville, Esq., at Brown Rudnick LLP; and Mark Minuti, Esq., at Saul Ewing LLP. Fisker sought bankruptcy protection to pursue a private sale of its business to Hybrid Tech Holdings, LLC. The Committee, however, wants a sale public sale, and has identified Wanxiang America Corporation as stalking horse bidder. Hybrid was initially under contract to buy Fisker in exchange for $75 million of the $168.5 million government loan it acquired immediately before the Debtor's Chapter 11 filing. Hybrid later raised its offer by adding an additional $1 million cash and agreeing to share proceeds from the sale of a facility in Delaware it doesn't intend to operate. Hybrid also offered to pay real estate taxes on the Delaware plant. Hybrid also will waive $90 million in deficiency claims that otherwise would dilute unsecured creditors' recovery. Wanxiang, as stalking horse bidder, initially offered $25.8 million in cash. However, Wanxiang has said it has raised its offer by $10 million and is willing to go higher. After the hearings on Jan. 10 and 13, the Court directed a public auction, and capped Hybrid's credit bid to $25 million. In response, Hybrid raised its offer to $55 million. Hybrid is represented by Tobias Keller, Esq., and Peter Benvenutti, Esq., at Keller & Benvenutti LLP, in San Francisco, California. Wanxiang, which bought A123 Systems, Inc., a manufacturer of lithium-ion batteries used in electric vehicles such as the Fisker Karma, in a bankruptcy auction early in 2013 for $256.6 million, is represented in Fisker's case by Sidley Austin LLP's Bojan Guzina, Esq., and Andrew F. O'Neill, Esq.; and Young Conaway Stargatt & Taylor, LLP's Edmon L. Morton, Esq., Robert S. Brady, Esq., and Kenneth J. Enos, Esq. FREGO & ASSOCIATES: To Rethink Advertising Strategy --------------------------------------------------- Katy Stech, writing for The Wall Street Journal, reports that bankrupt law firm, Frego & Associates, will use its own bankruptcy to rethink its advertising strategy. Frego & Associates -- which does business as The Bankruptcy Law Office PLC and A-1 Bankruptcy -- filed for Chapter 11 bankruptcy (Bankr. E.D. Mich. Case No. 13-62691) in Detroit on Dec. 19, 2013. Judge Walter Shapero presides over the case. The Saline, Michigan-based bankruptcy law firm has tapped John C. Lange, Esq., and Hannah Mufson McCollum, Esq., at Gold, Lange & Majoros, PC, as its Chapter 11 lawyers. The firm listed $2.02 million in total assets and $1.41 million in total liabilities in the petition signed by James P. Frego, II, its managing member. According to WSJ, Frego & Associates blamed its financial problems on payments owed to Mr. Frego's former firm, Frego & Brodsky, which has shut down. According to WSJ, Frego plans continue filing about 100 Chapter 7 or Chapter 13 bankruptcy cases each month for clients while the firm's leaders use bankruptcy to negotiate lower payments to be paid to the former law firm's estate. WSJ notes the law firm spends most of its marketing money on advertisements in the Yellow Pages phone directory. According to WSJ, the firm advertises that clients can file for bankruptcy now but pay some of the cost later -- a business model that appeals to people who don't have the several thousand dollars it costs to file for protection. That business model, however, can also lead to a lot of unpaid bills. The report notes Mr. Frego's former law firm dissolved in 2011 following disagreements between Mr. Frego and Dennis Brodsky, a lawyer who shared ownership of the firm with Mr. Frego. The receiver who was put in charge of shutting down that old firm is eying customer payments that followed Mr. Frego to his new firm but originated in the old firm. The receiver is pushing Mr. Frego's new law firm to pay about $220,000, according to court filings. Mr. Frego told WSJ's Bankruptcy Beat that, despite a nationwide slowdown in consumer bankruptcy filings, his own firm's business has held steady. FRIENDSHIP DAIRIES: Files 3rd Plan to Address Court's Concerns -------------------------------------------------------------- Friendship Dairies submitted to the U.S. Bankruptcy Court for the Northern District of Texas on Jan. 14 a Third Amended Plan of Reorganization to address and overcome concerns raised by the Court in a memorandum opinion. The Debtor said that except for the changes made to address the deficiencies noted by the Court, the Plan duplicates the Second Amended Plan and incorporates the First Modification to Second Amended Plan. The Third Amended Plan does not materially modify the Second Amended Plan. The Debtor added in the Plan that Frontier Capital Group, Ltd. (Class 8) and McFinney Agri-Finance, LP (Class 12) are the only creditors whose claim treatment differs from the Second Amended Plan. The Plan contemplates that all creditors will be paid in full, or as agreed by such creditor, through the Debtor's operations over the term of the Plan. According to the Third Amended Plan, Class 8 Claim will be Allowed in the amount of $16,700,000. In exchange for the agreements and covenants of Frontier in the Plan, including the offer to contribute to the funding of the Plan through the purchase of Allowed Class 15 Claims (General Unsecured) under Option 15A of the Plan, Frontier's lien and security interest in all of its Collateral arising under the Frontier Loan Documents will be deemed and treated as valid, subsisting, and non-avoidable. Class 12 Claim will be Allowed in whatever amount is determined by the Court, after hearing the Debtor's objection to the Class 12 Claim. McFinney Agri-Finance, LP filed a proof of claim asserting a principal balance in the amount of $16,408,373 as of the Petition Date. On or about July 31, 2013, McFinney Agri-Finance, LP was paid $1,071,323 which was stipulated would be applied to the principal balance of the indebtedness. Therefore, the principal balance of McFinney Agri-Finance, LP's claim must be no more than $15,337,050. McFinney Agri-Finance, LP will also be Allowed as part of its Allowed Class 12 Claim the amount of unpaid interest5 accruing after Aug. 6, 2012, less payments made by the Debtor between Aug. 6, 2012 and the Effective Date. A copy of the Third Amended Plan is available for free at http://bankrupt.com/misc/FRIENDSHIPDAIRIES3plan.pdf 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. GENIUS BRANDS: Discusses Business in Letter to Shareholders ----------------------------------------------------------- Genius Brands International, Inc., distributed a letter to shareholders on Jan. 16, 2014. Dear Fellow Shareholders, Happy New Year! We are excited at Genius Brands for all the opportunities that lay before us with our recently merged company. We're fully immersed in the company's combined assets and more encouraged than ever with the new content in development for release this year and next. In a few weeks, we'll be releasing our new animated movie, "Stan Lee's Mighty 7", from Stan Lee, iconic creator of Spider Man, Iron Man, X Men, and The Avengers (see press coverage below). We'll be introducing a new subscription streaming service for Baby Genius that will make all of the safe, enriching, and award winning Baby Genius content, readily available to both kids and parents. We've received more entries than ever before for our annual Secret Millionaires Club, "Grow Your Own Business Challenge" with Warren Buffett. Also of note, the Secret Millionaires Club brand and products will be exhibited this year at the annual meeting of Berkshire Hathaway. We plan to announce shortly, details of a content deal with Netflix as well as a new deal for Baby Genius content on Comcast, where it currently is the top performer on their Baby Boost SVOD channel. Having said the above, for those who may not be familiar with our industry, and indeed our model, I thought it might be useful to explain how we manage our portfolio of brands, and the revenue model that drives our business and creates shareholder value. Genius Brands International owns, controls, distributes, and seeks to build animated content and brands aimed at kids, and then licenses the brands and characters onto various products, e.g. toys, publishing video games, music, apparel, soft goods, etc. In most cases, we create our own original content. In other cases, we partner with existing rights holders to develop an idea or an existing brand. Past examples of brands that I and other Genius team members created and brought to the market in other ventures include originally created properties like Inspector Gadget and Captain Planet. Others we produced and helped to licensed and expand, such as Strawberry Shortcake, Care Bears, Super Mario Brothers, Madeline, Real Ghostbusters, Alvin and the Chipmunks, Sonic the Hedgehog, and Hello Kitty. One of the many valuable characteristics of animated content, unlike most live action content, is that it tends to be "evergreen" and generally travels easily across borders. For example, cartoons like Tom & Jerry, Bugs Bunny, Spiderman and dozens more were created decades ago, yet they still maintain their relevance and appeal today. These timeless brands continue to produce incremental revenue year after year, decade after decade. This can be one of the important benefits of owning animated content and is one of our catalogue goals. As we build the new Genius Brands catalogue, we will do so methodically and with disciplines we have developed through our 25 plus years in the industry to help us manage our costs and maximize returns for our partners and shareholders. We are selective about what we produce, and have developed a very clear focus for Genius Brands. We call it, "content with a purpose." Importantly, this positions Genius Brands distinctively in the very busy marketplace of kids content. We are offering what we believe no other multi-media kids company currently does: content that is as entertaining as it is enriching, for toddlers to tweens, produced purposefully for today's multi-media kid. Behind us are the days of passive storytelling in kid's entertainment. Today's toddlers are "hands-on". They interact with media in multiple forms, and are fluent in emerging technologies, be it smart phones, tablets, or game platforms. At Genius Brands, we are building a portfolio of interactive brands that lend themselves to multiple formats, that will entertain kids, and which parents can feel good about because they are safe, positive, and enriching. We believe our model is streamlined in comparison to that at the large studios. We try to maintain low overhead and outsource many of our creative functions such as writing, music, and design, for example. This allows us to hire the person we feel is right for each job, and not carry expensive creative overhead functions that are not always needed on a day-to-day basis. We seek to "pre-sell" every property to hopefully ensure it will be well-received in the marketplace, and we do not commence expensive production until 75% of the production cost is accounted for in pre-sales and third party funding commitments. This makes it a lot less likely that we would produce a property that may not sell. And, it helps us to better manage cash flow as production expenses are directly aligned with revenue projections. Our consumer products business is driven by the entertainment. As with creative, we outsource and license our brands to companies who we think are leaders in their respective regions and product categories, such as, toys, apparel, electronics, etc. Our licensees assume the cost for development, distribution and inventory risk, and we are paid a royalty typically ranging from 8-15% of gross revenue or wholesale prices. We believe this to be the most efficient model as it reduces our inventory and overhead costs while ensuring our brands are being developed by experienced people in their respective product category. As with most animated content, much of the animation work is done outside of the US. We still do most of the pre-production (writing, voice recordings, music, storyboards) and post- production (editing, sound effects, mixing, etc) here in the US. Generally our digital animation work is done in Asia where I have developed very strong partnerships over the past 25 years, in China in particular. Over the years we have helped each other grow our respective businesses. For example, most of our out-of- pocket animation expenses are assumed by our studio partner in exchange for them maintaining brand rights for the property to exploit in Greater China. This is significant because it helps us keep our production costs way down, and it helps us to exploit an enormous market that would otherwise be very, very difficult to monetize for us. I've had two previous jobs my whole life. My first was working for Hanna Barbera as a writer and producer, where I wrote for characters such as Flintstones, Scooby Doo, and Smurfs. My second job was with my own company, DIC Entertainment which I ran for 25 years. Today, as Chairman and CEO of Genius Brands, I am enthusiastically undertaking my third. I have spent my entire career in the kids animation business and I have never been more excited than I am now by the opportunity to build another substantial and important business while creating content with purpose for kids. Our board and our entire team of accomplished award winning creators, shares this excitement and commitment. I look forward to sharing more exciting developments in the coming months. Sincerely, Andy Heyward Chairman and CEO Genius Brands International About Genius Brands San Diego, Calif.-based Genius Brands International, Inc., creates and distributes music-based products which it believes are entertaining, educational and beneficial to the well-being of infants and young children under its brands, including Baby Genius and Little Genius. As of Sept. 30, 2013, the Company had $1.55 million in total assets, $4.96 million in total liabilities and a $3.41 million total stockholders' deficit. For the nine months ended Sept. 30, 2013, the Company reported a net loss of $4.28 million on $1.56 million of total revenues as compared with a net loss of $1.89 million on $4.30 million of total revenues for the same period a year ago. Genius Brands incurred a net loss of $1.37 million in 2011 following a net loss of $692,883 in 2010. GLOBAL AVIATION: Panel Taps Morrison & Foerster as Counsel ---------------------------------------------------------- The Official Committee of Unsecured Creditors of Global Aviation Holdings Inc. and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Morrison & Foerster LLP as counsel, nunc pro tunc to Nov. 22, 2013. The Committee requires Morrison & Foerster to: (a) advise the Committee in connection with its powers and duties under the Bankruptcy Code, the Bankruptcy Rules and the Local Rules; (b) assist and advise the Committee in its consultation with the Debtors relative to the administration of these cases; (c) attend meetings and negotiate with the representatives of the Debtors and other parties in interest; (d) assist and advise the Committee in its examination and analysis of the conduct of the Debtors' affairs; (e) assist and advise the Committee in connection with any sale of the Debtors' assets pursuant to Section 363 of the Bankruptcy Code; (f) assist the Committee in the review, analysis and negotiation of any chapter 11 plans or reorganization or liquidation that may be filed and to assist the Committee in the review, analysis and negotiation of the disclosure statement accompanying any such plans; (g) take all necessary action to protect and preserve the interests of the Committee, including (i) possible prosecution of actions on its behalf; (ii) if appropriate, negotiations concerning all litigation in which the Debtors are involved; and (iii) if appropriate, review and analysis of claims filed against the Debtors' estates; (h) generally prepare on behalf of the Committee all necessary motions, applications, answers, orders, reports and papers in support of positions taken by the Committee; (i) appear, as appropriate, before this Court, the Appellate Courts, and the U.S. Trustee, and protect the interests of the Committee before those courts and before the U.S. Trustee; and (j) perform all other necessary legal services in these cases. Morrison & Foerster will be paid at these hourly rates: Partners $675-$1,240 Of Counsel $570-$925 Associates $195-$765 Paraprofessionals $140-$395 Brett H. Miller $1,025 Todd M. Goren $795 Erica J. Richards $660 Samantha L. Martin $660 Jessica J. Arett $395 Morrison & Foerster will also be reimbursed for reasonable out-of- pocket expenses incurred. Brett H. Miller, partner of Morrison & Foerster, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Court for the District of Delaware will hold a hearing on the hiring on Feb. 25, 2014, at 10:30 a.m. Objections, if any, are due Jan. 27, 2014, at 4:00 p.m. Morrison & Foerster can be reached at: Brett H. Miller, Esq. MORRISON & FOERSTER LLP 1290 Avenue of the Americas New York, NY 10104 Tel: (212) 468-8000 Fax: (212) 468-7900 About Global Aviation Holdings Global Aviation Holdings Inc. -- http://www.glah.com-- the parent company of North American Airlines and World Airways, sought Chapter 11 bankruptcy protection on Nov. 12, 2013. North American Airlines, founded in 1989, operates passenger charter flights using B767-300ER aircraft. Founded in 1948, World Airways -- http://www.woa.com-- operates cargo and passenger charter flights using B747-400 and MD-11 aircraft. The parent of World Airways Inc. and North American Airlines Inc. implemented a prior Chapter 11 reorganization in February 2013. The new case is In re Global Aviation Holdings Inc., 13-12945, U.S. Bankruptcy Court, District of Delaware (Wilmington). The prior case was In re Global Aviation Holdings Inc., 12-bk-40783, U.S. Bankruptcy Court, Eastern District New York (Brooklyn). Peachtree City, Georgia-based Global blamed the new bankruptcy on decreased flying for the government that reduced revenue for the first nine months of this year to $354 million from $486 million in the same period of 2012. The 2013 petition shows assets and debt both exceeding $500 million. In the first bankruptcy, Global listed $589.8 million in assets and debt of $493.2 million. In the 2013 case, the Debtors are represented by Kourtney Lyda, Esq., at Haynes and Boone, LLP, in Houston, Texas; and Christopher A. Ward, Esq., at Polsinelli PC, in Wilmington, Delaware. The first lien agent is represented by Michael L. Tuchin, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California. Wells Fargo Bank, National Association, agent to the second lienholders and third lienholders, is represented by Mildred Quinones-Holmes, Esq., at Thompson Hines LLP, in New York. GLOBAL AVIATION: Creditors' Panel Hires Morris James as Co-Counsel ------------------------------------------------------------------ The Official Committee of Unsecured Creditors of Global Aviation Holdings Inc. and its debtor-affiliates seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Morris James LLP as co-counsel to the Committee, nunc pro tunc to Nov. 26, 2013. The Committee requires Morris James to: (a) provide legal advice and assistance to the Committee in its consultations with the Debtors relative to the Debtors' administration of its reorganization; (b) review and analyze all applications, motions, orders, statements of operations and schedules filed with the Court by the Debtors or third parties, advise the Committee as to their propriety, and, after consultation with the Committee, take appropriate action; (c) prepare necessary applications, motions, answers, orders, reports and other legal papers on behalf of the Committee; (d) represent the Committee at hearings held before the Court an communicate with the Committee regarding the issues raised, as well as the decisions of the Court; and (e) perform all other legal services for the Committee which may be reasonably required in this proceeding. Morris James will be paid at these hourly rates: Carl N. Kunz, III, Partner $540 Douglas Candeub, Senior Counsel $440 Eric J. Monzo, Associate 2013/Partner 2014 $360/$400 William W. Weller, Paralegal $215 Jamie Dawson, Paralegal $205 Morris James will also be reimbursed for reasonable out-of-pocket expenses incurred. Carl N. Kunz, III, partner of Morris James, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Court for the District of Delaware will hold a hearing on the hiring on Feb. 25, 2014, at 10:30 a.m. Objections, if any, are due Jan. 27, 2014, at 4:00 p.m. Morris James can be reached at: Carl N. Kunz, III, Esq. MORRIS JAMES LLP 500 Delaware Avenue, Suite 1500 P.O. Box 2306 Wilmington, DE 19801 Tel: (302) 888-6800 Fax: (302) 571-1750 E-mail: ckunz@morrisjames.com About Global Aviation Holdings Global Aviation Holdings Inc. -- http://www.glah.com-- the parent company of North American Airlines and World Airways, sought Chapter 11 bankruptcy protection on Nov. 12, 2013. North American Airlines, founded in 1989, operates passenger charter flights using B767-300ER aircraft. Founded in 1948, World Airways -- http://www.woa.com-- operates cargo and passenger charter flights using B747-400 and MD-11 aircraft. The parent of World Airways Inc. and North American Airlines Inc. implemented a prior Chapter 11 reorganization in February 2013. The new case is In re Global Aviation Holdings Inc., 13-12945, U.S. Bankruptcy Court, District of Delaware (Wilmington). The prior case was In re Global Aviation Holdings Inc., 12-bk-40783, U.S. Bankruptcy Court, Eastern District New York (Brooklyn). Peachtree City, Georgia-based Global blamed the new bankruptcy on decreased flying for the government that reduced revenue for the first nine months of this year to $354 million from $486 million in the same period of 2012. The 2013 petition shows assets and debt both exceeding $500 million. In the first bankruptcy, Global listed $589.8 million in assets and debt of $493.2 million. In the 2013 case, the Debtors are represented by Kourtney Lyda, Esq., at Haynes and Boone, LLP, in Houston, Texas; and Christopher A. Ward, Esq., at Polsinelli PC, in Wilmington, Delaware. The first lien agent is represented by Michael L. Tuchin, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California. Wells Fargo Bank, National Association, agent to the second lienholders and third lienholders, is represented by Mildred Quinones-Holmes, Esq., at Thompson Hines LLP, in New York. IBAHN CORP: Has Okay to Implement Key Employee Incentive Plan ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized iBahn Corporation, et al., to implement an incentive plan and make payments thereunder to certain employees. As reported in the Troubled Company Reporter on Dec. 16, 2013, the Debtors related that in order to maximize the value of their assets for the benefit of all creditor constituencies, they are pursuing a sale of substantially all of their assets. They believe the key employee incentive plan will incentivize certain of the employees whose work is critical to achieving the sale or Plan. The incentive plan covers three employees: Edward Helvey, chief executive officer and president; Ryan Jonson, chief financial officer and Jack Brannelly, general counsel. The maximum aggregate amount of incentive payments that could be payable under the incentive Plan is $140,000. A copy of the terms of KEIP is available for free at: http://bankrupt.com/misc/IBAHNCORPincentiveplan.pdf About iBahn Corp. Salt Lake City, Utah-based IBahn Corp., a provider of Internet services to hotels, sought bankruptcy protection (Bankr. D. Del. Case No. 13-12285), citing a loss of contracts with largest customer Marriott International Inc. and patent litigation costs. IBahn Chief Financial Officer Ryan Jonson said the company had assets of $13.6 million and it listed liabilities of as much as $50 million in the Chapter 11 filing on Sept. 6, 2013. The petitions were signed by Ryan Jonson as chief financial officer. Judge Peter J. Walsh presides over the case. Laura Davis Jones, Esq., Davis M. Bertenthal, Esq., James E. O'Neill, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang, Ziehl Young & Jones, LLP, serve as the Debtors' counsel. The Debtors' claims and noticing agent is Epiq Bankruptcy Solutions. Epiq also serves as administrative agent. Houlihan Lokey Capital, Inc., serves as financial advisor and investment banker. IBAHN CORP: Has Until April 4 to Assume or Reject Unexpired Leases ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware extended until April 4, 2014, iBahn Corporation, et al.'s time to assume or reject unexpired leases of non-residential real property. About iBahn Corp. Salt Lake City, Utah-based IBahn Corp., a provider of Internet services to hotels, sought bankruptcy protection (Bankr. D. Del. Case No. 13-12285), citing a loss of contracts with largest customer Marriott International Inc. and patent litigation costs. IBahn Chief Financial Officer Ryan Jonson said the company had assets of $13.6 million and it listed liabilities of as much as $50 million in the Chapter 11 filing on Sept. 6, 2013. In formal schedules filed with the Court, the Company disclosed $19.9 million in total assets and $15.9 million in total liabilities. The petitions were signed by Ryan Jonson as chief financial officer. Judge Peter J. Walsh presides over the case. Laura Davis Jones, Esq., Davis M. Bertenthal, Esq., James E. O'Neill, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang, Ziehl Young & Jones, LLP, serve as the Debtors' counsel. The Debtors' claims and noticing agent is Epiq Bankruptcy Solutions. Epiq also serves as administrative agent. Houlihan Lokey Capital, Inc., serves as financial advisor and investment banker. INNER CITY PROPERTIES: Country Club Apartment Complex Being Sold ---------------------------------------------------------------- The "Country Club Apartment Complex," 360 Sandra Lane, Indianapolis, Indiana, Marion County, 46227 situated on 19.73 acres, owned by Inner City Properties has been placed on the auction block. The current sales price for the property is $6,625,000 and the sale is subject to higher and better offers. Bids were due Dec. 6, 2013. The Notice of Proposed Sale did not indicate the proposed auction date. The Trustee is: Harold Jarnicki JARNICKI & ASSOC. 576 Mound Court Lebanon, Ohio 45036 Tel: (513) 932-5792 Fax: (513) 932-5443 Inner City Properties, LLC, in Florence, Indiana, filed for Chapter 11 bankruptcy (Bankr. S.D. Ohio Case No. 13-11552) in Cincinnati on April 4, 2013. Judge Jeffery P. Hopkins oversees the case. Michael B. Baker, Esq., at The Baker Firm, PLLC, and Michael L. Baker, Esq., at Ziegler & Schneider, P.S.C., serve as the Debtor's counsel, according to the petition and court docket. Inner City Properties scheduled $8,894,302 in assets and $5,618,076 in liabilities. A list of the company's 17 largest unsecured creditors filed with the petition is available for free at http://bankrupt.com/misc/ohsb13-11552.pdf The petition was signed by Tracy Hines, manager. INTERFAITH MEDICAL: May Lose $7.5MM in Financing, Lender Says ------------------------------------------------------------- The Dormitory Authority of the State of New York, a lender to Interfaith Medical Center, Inc., filed a notice of default with the U.S. Bankruptcy Court for the Eastern District of New York. According to the notice, the Debtor is in default of the Final DIP Order and DIP Loan Documents due to the following events: (1) Interfaith has refused to comply with the DIP Credit Agreement and the Final DIP Order requiring Interfaith to consummate the DIP Transaction with respect to the timely transfer of the clinics to Kingsbrook Jewish Medical Center; (2) Interfaith has refused to comply with the DIP Credit Agreement to assign any VAP Award to DASNY, pay over any VAP Award to DASNY, recognize that the VAP Award constitutes DIP Collateral, or to use the VAP only in accordance with instructions from DASNY; (3) Interfaith has failed to maintain compliance with its by laws by maintaining an adequate number of members of its board of trustees in violation; and (4) The resignation of Interfaith's CEO and COO constitute a violation of the DIP Credit Agreement. DASNY has provided Intefaith with use of more than $180 million of DASNY's cash collateral and $9.85 million in postpetition financing, and DASNY has committed to provide an additional $11.25 million as part of the DIP Transaction. David Neier, Esq., at Winston & Strawn LLP, in New York, on behalf of DASNY, told the Court that Interfaith's refusal to transition its clinics to Kingsbrook not only contravenes applicable court orders and law but also keeps DASNY from providing needed capital to the Debtor and worsens the financial footing of the institution. Interfaith's refusal to transfer the clinics will not only cause the institution the immediate loss of $7.5 million in badly needed funding and $500,000 per month savings, but will also jeopardize the ability of the institution to continue to operate, Mr. Neier added. DASNY is also represented by Carrie V. Hardman, Esq., at WINSTON & STRAWN LLP, in New York. About Interfaith Medical Center Headquartered in Brooklyn, New York, Interfaith Medical Center, Inc., operates a 287-bed hospital on Atlantic Avenue in Bedford- Stuyvesant and an ambulatory care network of eight clinics in central Brooklyn, in Crown Heights and Bedford-Stuyvesant. The Company filed for Chapter 11 protection (Bankr. E.D. N.Y. Case No. 12-48226) on Dec. 2, 2012. The Debtor disclosed $111,872,972 in assets and $193,540,998 in liabilities as of the Chapter 11 filing. Liabilities include $117.9 million owing to the New York State Dormitory Authority on bonds secured by the assets. Alan J. Lipkin, Esq., at Willkie Farr & Gallagher LLP, serves as bankruptcy counsel to the Debtor. Nixon Peabody LLP is the special corporate and healthcare counsel. CohnReznick LLP serves as financial advisor. Donlin, Recano & Company, Inc. serves as administrative agent. The Official Committee of Unsecured Creditors tapped Alston & Bird LLP as its counsel, and CBIZ Accounting, Tax & Advisory of New York, LLC as its financial advisor. Eric M. Huebscher, the patient care ombudsman, tapped the law firm of DiConza Traurig LLP, as his counsel. JAMESPORT DEVELOPMENT: Case Summary & 6 Unsecured Creditors ----------------------------------------------------------- Debtor: Jamesport Development LLC 2080 River Road Calverton, NY 11933 Case No.: 14-70202 Chapter 11 Petition Date: January 21, 2014 Court: United States Bankruptcy Court Eastern District of New York (Central Islip) Judge: Hon. Robert E. Grossman Debtor's Counsel: Salvatore LaMonica, Esq. LAMONICA HERBST AND MANISCALCO, LLP 3305 Jerusalem Ave Wantagh, NY 11793 Tel: (516) 826-6500 Fax: (516) 826-0222 Email: sl@lhmlawfirm.com Estimated Assets: $10 million to $50 million Estimated Debts: $1 million to $10 million The petition was signed by Julius F. Klein, president and sole shareholder. List of Debtor's six Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Julius F. Klein Trade Debt $3,000,000 2080 River Road Calverton, NY 11933 E.S. Kalogeras P.C. Trade Debt $30,000 Anthony Lo Presti Trade Debt $3,060 Town of Riverhead Planning Trade Debt $0 Department Eric Bressler Trade Debt $0 Charles R. Cuddy Trade Debt $0 JOURNAL REGISTER: Schneller Motion to Reconsider Plan Order Tossed ------------------------------------------------------------------ In the Chapter 11 case of Journal Register Company, Bankruptcy Judge Stuart M. Bernstein denied James D. Schneller's (1) Motion for Reconsideration of Order Confirming Proposed Plan of Reorganization, and for Intervention, and for Stay, dated Oct. 28, 2013; and (2) Motion for Reconsideration of Order Closing the Case of Goodson Holding Company and 27 Other Reorganized Debtor Cases, dated Dec. 2, 2013. The gravamen of Schneller's claim is that he was defamed by an article published by one of the 2012 Debtors apparently Goodson Holding Company and posted on the internet on or about October 9, 2008. Consequently, when the Debtors filed their first chapter 11 case on February 21, 2009, Schneller was a pre-petition creditor. The Court confirmed the First Case on July 7, 2009, and the confirmed plan discharged the 2009 Debtors, inter alia, from their pre-petition debts, including any debt owed to Schneller. The plan also enjoined creditors from pursuing the discharged debts. Schneller appeared pro se. A copy of the Court's Jan. 16 Memorandum Decision and Order is available at http://is.gd/62SFD0from Leagle.com. About Journal Register Journal Register Company -- http://www.JournalRegister.com/-- was the publisher of the New Haven Register and other papers in 10 states, including Philadelphia, Detroit and Cleveland, and in upstate New York. JRC was managed by Digital First Media and is affiliated with MediaNews Group, Inc., the nation's second largest newspaper company as measured by circulation. Journal Register, along with its affiliates, first filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 09-10769) on Feb. 21, 2009. Attorneys at Willkie Farr & Gallagher LLP, served as counsel to the Debtors. Attorneys at Otterbourg, Steindler, Houston & Rosen, P.C., represented the official committee of unsecured creditors. Journal Register emerged from Chapter 11 protection under the terms of a pre-negotiated plan. Journal Register exited the 2009 restructuring with $225 million in debt and with a legacy cost structure, which includes leases, defined benefit pensions and other liabilities that have become unsustainable and threatened the Company's efforts for a successful digital transformation. Journal Register managed to reduce the debt by 28% with the Company servicing in excess of $160 million of debt. Journal Register returned to bankruptcy (Bankr. S.D.N.Y. Lead Case No. 12-13774) on Sept. 5, 2012, to sell the business to 21st CMH Acquisition Co., an affiliate of funds managed by Alden Global Capital LLC. The deal was subject to higher and better offers. Alden Global is the holder of two terms loans totaling $152.3 million. Alden Global acquired the stock and the term loans from lenders in Journal Register's prior bankruptcy. Journal Register disclosed total assets of $235 million and liabilities totaling $268.6 million as of July 29, 2012. This includes $13.2 million owing on a revolving credit to Wells Fargo Bank NA. Bankruptcy Judge Stuart M. Bernstein presides over the 2012 case. Neil E. Herman, Esq., Rachel Jaffe Mauceri, Esq., and Patrick D. Fleming, Esq., at Morgan, Lewis & Bockius, LLP; and Michael R. Nestor, Esq., Kenneth J. Enos, Esq., and Andrew L. Magaziner, Esq., at Young Conaway Stargatt & Taylor LLP, serve as the 2012 Debtors' counsel. SSG Capital Advisors, LLC, serves as financial advisors. American Legal Claims Services LLC acts as claims agent. The petition was signed by William Higginson, executive vice president of operations. Otterbourg, Steindler, Houston & Rosen, P.C., represents Wells Fargo. Akin, Gump, Strauss, Hauer & Feld LLP, represents the Debtors' Tranche A Lenders and Tranche B Lenders. Emmet, Marvin & Martin LLP, serves as counsel to Wells Fargo, in its capacity as Tranche A Agent and the Tranche B Agent. Gerald C. Bender, Esq., at Lowenstein Sandler LLP, represented the Official Committee of Unsecured Creditors. FTI Consulting, Inc., served as financial advisor. The Journal Register bankruptcy has been renamed Pulp Finish I Co., after the estate sold the newspaper business to lender and owner Alden Global Capital Ltd., mostly in exchange for $114.15 million in secured debt and $6 million cash. After debts with higher priority are paid, what's left from the cash and a $630,000 tax refund represents most of unsecured creditors' recovery. There were no bids to compete with Alden's offer. Alden paid off financing for the bankruptcy and assumed up to $22.8 million in liabilities, thus taking care of most trade suppliers who otherwise would have ended up as unsecured creditors. In addition, the lenders waived their deficiency claims, so recoveries by unsecured creditors won't be diluted. JUL-BET ENTERPRISES INC: Case Summary & 5 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: Jul-Bet Enterprises, Inc. 2080 River Road Calverton, NY 11933 Case No.: 14-70207 Chapter 11 Petition Date: January 21, 2014 Court: United States Bankruptcy Court Eastern District of New York (Central Islip) Judge: Hon. Robert E. Grossman Debtor's Counsel: Salvatore LaMonica, Esq. LAMONICA HERBST AND MANISCALCO, LLP 3305 Jerusalem Ave Wantagh, NY 11793 Tel: (516) 826-6500 Fax: (516) 826-0222 Email: sl@lhmlawfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Julius F. Klein, president and sole shareholder. A list of the Debtor's five largest unsecured creditors is available for free at http://bankrupt.com/misc/nyeb14-70207.pdf JUL-BET ENTERPRISES LLC: Case Summary & 4 Top Unsecured Creditors ----------------------------------------------------------------- Note: I made separate case summaries for these cases because it is not indicated in the petitions that they are affiliates. Debtor: Jul-Bet Enterprises LLC 2080 River Road Calverton, NY 11933 Case No.: 14-70204 Chapter 11 Petition Date: January 21, 2014 Court: United States Bankruptcy Court Eastern District of New York (Central Islip) Judge: Hon. Alan S Trust Debtor's Counsel: Salvatore LaMonica, Esq. LAMONICA HERBST AND MANISCALCO, LLP 3305 Jerusalem Ave Wantagh, NY 11793 Tel: (516) 826-6500 Fax: (516) 826-0222 Email: sl@lhmlawfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Julius F. Klein, president and sole shareholder. A list of the Debtor's four largest unsecured creditors is available for free at http://bankrupt.com/misc/nyeb14-70204.pdf JURASSIC HOLDINGS: Moody's Assigns B3 CFR & Rates Sr. Notes Caa1 ---------------------------------------------------------------- Moody's Investors Service assigned a B3 Corporate Family Rating CFR) and B3-PD Probability of Default Rating (PDR) to Jurassic Holdings III, Inc. which will merge with NESCO, LLC in conjunction with its acquisition by affiliates of Energy Capital Partners ("ECP") in a transaction valued at approximately $875 million. Moody's also assigned a Caa1 rating to the proposed $500 million senior secured second lien notes. The rating outlook is stable. Moody's affirmed NESCO's current CFR and PDR at B3 and B3-PD, respectively, and affirmed the Caa1 rating on the existing $280 million of senior secured second lien notes issued by NESCO, LLC. Upon the close of the transaction, the affirmed ratings will be withdrawn. Assignments: Issuer: Jurassic Holdings III, Inc. Corporate Family Rating, Assigned B3 Probability of Default Rating, Assigned B3-PD Senior Secured Regular Bond/Debenture, Assigned Caa1 (LGD4, 67%) Affirmations: Issuer: NESCO LLC Probability of Default Rating, Affirmed B3-PD Corporate Family Rating, Affirmed B3 Senior Secured Regular Bond/Debenture Apr 15, 2017, Affirmed Caa1 (LGD5, 75%) Outlook Actions: Issuer: Jurassic Holdings III, Inc. Outlook, Assigned Stable Issuer: NESCO LLC Outlook, Remains Stable Ratings Rationale The B3 CFR of NESCO (as the surviving entity following the acquisition and merger) reflects the company's high leverage with debt to EBITDA of approximately 6.0 times as of September 30, 2013 (pro forma for the current transaction), small scale and limited end market diversity given its focus on the electric power transmission and distribution ("T&D") industry. Moreover, as a rental company, a decrease in demand would first be reflected in NESCO's equipment utilization before affecting contractors' or utilities' utilization. Factors that help mitigate these risks include the company's established position within its niche product market, geographic diversification and footprint in North America, expectation for relatively consistent demand for its equipment, and strong operating margins. The ratings are also supported by certain industry dynamics that bode well for the company's prospects including aging power infrastructure requiring investment and the potential for increased outsourcing to contractors (which represents the vast majority of the company's customer base) by electric utilities. Moody's considers the company's liquidity to be adequate based on expectations for the new 5-year ABL revolver (unrated) to have $125 million drawn at close and a borrowing base that supports nearly the full $250 million in commitments. The Caa1 instrument rating on the $500 million of 8-year senior secured second lien notes reflects their contractually junior ranking relative to the revolver with respect to the collateral. The notes will be co- issued by NESCO Finance Corporation, a subsidiary of NESCO, LLC. NESCO Finance Corporation will be a guarantor of the revolver. The stable outlook reflects Moody's expectation for the company to continue to experience relatively consistent demand for its products and its focus on an end market that is less susceptible to the business cycle. The rating or outlook could be adversely affected if debt to EBITDA were expected to increase above 6.0 times or EBITDA to interest below 1.75 times. A deterioration in the company's operating environment in which fleet utilization and rental rates decline could also put downward pressure on the ratings. The ratings are unlikely to be upgraded in the near-term given the company's small scale, product concentration, and high leverage. Longer term, positive factors include debt to EBITDA below 4.0 times and EBITDA to interest above 3.5 times, both on a sustained basis. Upwards ratings traction would also be based on the expectation for strong rental rates and equipment utilization. The principal methodology used in this rating was the Global Equipment and Automobile Rental Industry published in December 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. NESCO, LLC based in Fort Wayne, Indiana, rents and sells a range of new and used equipment for the electric power T&D industry, including on- and off-highway, overhead and underground equipment, arbor equipment, sign erection and maintenance equipment. Customers include utility contractors and utilities in the United States and Canada that are performing installation, maintenance, upgrades and repairs to T&D infrastructure. During 2012, the company completed two significant acquisitions that grew its fleet. In August 2012, NESCO purchased the utility equipment fleet and related assets from Penske Truck Leasing Co., L.P. and in December 2012 it purchased Utility Equipment Leasing Corporation. LTM revenues for the period ended September 30, 2013 were approximately $200 million. KAHN FAMILY: Plan Calls for Equity Conversion of Unsecured Claims ----------------------------------------------------------------- Kahn Family, LLC, filed a Plan of Reorganization and Disclosure Statement to the U.S. Bankruptcy Court for the District of South Carolina. Payments and distributions under the Plan will be funded by (1) the sale of certain of the Debtor's real property at fair market value; (2) the transfer of certain real property of the Debtor to Gibraltar BB4, LLC; (3) conversion of certain unsecured claims against the Debtor to equity in the Reorganized Debtor; (4) cash on hand on the Effective Date; and (5) cash flow from continuing operations. The Plan, dated Dec. 20, 2013, provides for the designation and treatment of nine classes of claims and interests in the Debtor: * Class 1 Claim is the secured claim of Wells Fargo Bank, N.A., with treatment to be determined before plan confirmation. Class 2 Claims are priority unsecured claims pursuant to Sec. 507 of the Bankruptcy Code, they will be paid in full in cash to the extent allowed. * Classes 3 to 7 are general unsecured claims against the Debtor: -- Class 3 Claim of Gibraltar will be addressed by the transfer of Hunt Club Forest property. -- Class 4 General Unsecured Trade and Vendor Claims will be paid 20% of allowed claims in cash. -- For Class 5 ABK Children's Trust Claim, Class 6 The DKR Children's Trust Claim, and Class 7 CMSC, LLC, Claim, debt will be converted to equity in the Reorganized Debtor. * No treatment has been specified for Class 8 M.B. Kahn Construction Company Claim in the plan documents. * Class 9 Equity Interests in the Debtor will be extinguished. Hearing on the Disclosure Statement is currently scheduled for Feb. 28, 2014, at 10:00 a.m. before Judge Helen E. Burris. Parties-in-interest have until Feb. 21 to file formal written objections, if any, to the Disclosure Statement. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/KAHNFAMILYds_Dec20.PDF Kahn Family, LLC, and Kahn Properties South, LLC, filed bare-bones Chapter 11 petitions (Bankr. D. S.C. Case Nos. 13-02354 and 13-02355) on April 22, 2013. Kahn Family disclosed $50 million to $100 million in assets and liabilities. R. Geoffrey Levy, Esq., at Levy Law Firm, LLC, serves as the Debtors' counsel. David G. Wolff, Esq., at Barnes, Alford, Stork & Johnson, LLP, is the Debtor's special counsel. Bill Quattlebaum, CPA of Elliott Davis, LLC, serves as its accountant. LEHMAN BROTHERS: Seeks Rejection of Freddie Mac's $1.2-Bil. Claim ----------------------------------------------------------------- Lehman Brothers Holdings Inc. continued its ongoing battle against the $1.2 billion claim filed by the Federal Home Loan Mortgage Corporation or Freddie Mac stemming from two loans Freddie Mac made to Lehman prior to the company's bankruptcy filing in 2008. In a recent court filing, Lehman maintained that Judge James Peck of the U.S. Bankruptcy Court for the Southern District of New York should classify Freddie Mac's claim as general unsecured in order to free up hundreds of millions of dollars for other creditors. Lehman refuted the agency's assertion that its claim is entitled to priority under the company's $65 billion payout plan pursuant to the 2008 Housing and Economic Recovery Act. Lehman's counsel, Alfredo Perez, Esq., at Weil Gotshal & Manges LLP, in New York, said the avoidance powers granted to Freddie Mac's conservator under the Recovery Act "do not provide a basis for the claim." "Claims based on the conservator's avoidance powers under HERA are not listed in section 507(a)," the Lehman lawyer said, referring to a provision of the Bankruptcy Code, which lists the claims entitled to priority treatment in Chapter 11 cases. Lehman wants the claim classified as general unsecured to free up hundreds of millions of dollars for other creditors. The company says it needs to maintain a $1.2 billion cash reserve for the claim until the court classifies it as general unsecured. Freddie Mac defends the cash reserve, saying it was created as part of the agency's previous deal with Lehman. The agency says an early release of the cash reserve would leave Lehman with no enough funds to pay its claim. Lehman and the agency reached an interim settlement in the process of confirming the defunct New York-based bank's Chapter 11 plan. The settlement set aside $1.2 billion in cash pending the outcome of the classification dispute. Last month, U.S. District Judge Lorna Schofield in Manhattan had said the dispute raises legal questions that are to be decided in federal district court. Judge Schofield ruled on Dec. 17 that the matter requires removal from bankruptcy court because it involves non-bankruptcy federal law, specifically the Recovery Act. Judge Schofield, however, said that she would consider the matter after Judge Peck first reports what he thinks. After Judge Peck supplies his report and recommendation, Judge Schofield will make her own independent decision, unencumbered by the bankruptcy judge's conclusions of fact or law. 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). LEHMAN BROTHERS: Judge Approves Fannie Mae Stipulation ------------------------------------------------------ Judge James Peck approved an agreement made by Lehman Brothers Holdings Inc. and Fannie Mae in connection with the company's objection to the classification of a portion of the agency's claim tied to the sale of residential mortgage-backed securities. Under the deal, both sides agreed that the portion of Lehman's objection asserting that Fannie Mae's aggregate recoveries may exceed its actual losses and that the agency's recoveries on its claim constitute a windfall at the expense of general unsecured creditors will be continued without prejudice. A full-text copy of the agreement is available without charge at http://is.gd/sbGFxp Fannie Mae is represented by David Neier, Esq. -- dneier@winston.com -- at Winston & Strawn LLP, in New York. 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). LEHMAN BROTHERS: Sues Unipol Banca to Recover EUR3.76MM ------------------------------------------------------- Lehman Brothers Holdings Inc. sued Unipol Banca S.p.A. to recover more than EUR3.76 million it received from Anthracite Investments (Ireland) plc. In an 11-page complaint, Lehman claimed the bank "improperly received" the payment, which should have been made to the company's special financing unit. Lehman's special financing unit only received more than EUR1.6 million instead of EUR5.4 million as payment for the early termination of its swap deal with Anthracite. Anthracite, through its agent, "miscalculated the early termination payment," Lehman said in the complaint filed on Jan. 14 in U.S. Bankruptcy Court in Manhattan. The company asked the bankruptcy court to force Unipol to turn over the money, and issue a declaration that the bank violated the automatic stay by withholding the money payable to the company's subsidiary. The case is Lehman Brothers Holdings Inc. v. Unipol Banca S.p.A., 14-01021, U.S. Bankruptcy Court, Southern District of New York (Manhattan). Unipol is facing another lawsuit from Lehman, which seeks to recover more than $4.4 million from the bank. Lehman accused the bank of violating its contracts with Lehman Brothers Commercial Corp. when it failed to make payments under the contracts. 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). LEHMAN BROTHERS: Seeks Another 4-Month Stay of Avoidance Suits -------------------------------------------------------------- Lehman Brothers Holdings Inc. asked the U.S. Bankruptcy Court in Manhattan to grant the company another four-month stay on lawsuits involving avoidance claims. In a court filing, Lehman proposed to extend the stay to May 20, 2014, from January 20, saying it would allow the company to resolve the cases through so-called "alternative dispute resolution process." The four-month extension would also allow the company to establish a "practical and efficient road map" for litigating cases involving special purpose vehicles that aren't resolved consensually, Lehman said. One of the six cases involving SPVs was filed by Lehman Brothers Financial Products Inc. while the other cases were filed by Lehman's special financing unit. In addition to these cases, there are 10 other complaints filed by Lehman, which are still pending. The company was first granted an extension of stay by the bankruptcy court on October 20, 2010. The court imposed a nine-month stay on more than 50 lawsuits filed by Lehman and its subsidiaries to recover over $3 billion. The stay has been extended several times since then. A court hearing is scheduled for January 29. Objections were due by January 22. 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). LEHMAN BROTHERS: Committee Withdraws Bid to Probe JPMorgan ---------------------------------------------------------- The official committee of unsecured creditors on Jan. 14 withdrew, without prejudice, its motion to investigate JPMorgan Chase Bank. The committee previously proposed to investigate JPMorgan for allegedly withholding Lehman Brothers Holdings Inc.'s excess assets held at the bank, a move which could have contributed to Lehman's liquidity constraints and bankruptcy. The Committee has said that LBHI had at least $17 billion in excess assets which were held at JPMC on the Friday going into the weekend before LBHI's bankruptcy filing. 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). LIGHTSQUARED INC: Wins Approval of JPMorgan Engagement Letter ------------------------------------------------------------- LightSquared Inc. received the green light from U.S. Bankruptcy Judge Shelley Chapman 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 can be accessed for free at http://is.gd/TrxNrG The exit financing is part of a new plan proposed by LightSquared, with financial backing from J.P. Morgan, Fortress Investment Group LLC, Melody Capital Advisors LLC, and Harbinger Capital Partners. The plan would include a $2.75 billion in new loans and at least $1.25 billion in new equity investment. The new plan would pay secured lenders in full and give stakes in the reorganized LightSquared to its current shareholders. It is subject to approval of the company's license application by the Federal Communications Commission, which regulates the spectrum it is relying on to launch its wireless broadband network. 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 $33MM Loan from CRMC, et al. ---------------------------------------------------------------- LightSquared Inc. is asking U.S. Bankruptcy Judge Shelley Chapman to authorize LightSquared LP to borrow $33 million in financing from a group of lenders led by Capital Research and Management Co. LightSquared LP will use the new loan, which has an interest rate of 15% per annum, for "general corporate and working capital purposes" of the company and its subsidiaries. Capital Research will provide $16 million while the rest will be provided by Cyrus Capital Partners L.P., Fir Tree Partners, and Intermarket Corp. As security for the loan, the lenders will be granted "first priority liens" on unencumbered assets of LightSquared LP and its subsidiaries, and "priming liens" on assets that are encumbered by liens securing the $1.5 billion previously obtained by the company under a 2010 credit agreement. The new loan will mature on the earlier of (i) April 15, 2014; (ii) the occurrence of the "funding date" if the proposed plan of LightSquared LP's secured lenders is confirmed; or 15 days after court approval of LightSquared Inc.'s proposed plan. A copy of the term sheet detailing the proposed financing is available for free at http://is.gd/NZYllf The secured lenders' plan is based on the $2.2 billion sale of so- called "LP" assets to L-Band Acquisition LLC, a subsidiary of Dish Network Corp. The lenders recently announced that they intend to proceed with the confirmation of the plan although L-Band already withdrew its offer for the assets. Meanwhile, LightSquared Inc. seeks to exit bankruptcy with backing from private-equity firms Fortress Investment Group LLC and Melody Capital Advisors LLC. Its proposed plan would include a $2.75 billion in new loans and at least $1.25 billion in new equity investment. A court hearing to consider approval of the new loan is scheduled for Jan. 31. Objections are due by Jan. 24. 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: US Bank, MAST Ask Court to Confirm One Dot Plan ----------------------------------------------------------------- U.S. Bank N.A. and MAST Capital Management, LLC asked U.S. Bankruptcy Judge Shelley Chapman to approve the Chapter 11 plan they have proposed for One Dot Six Corp. In a Jan. 21 filing, attorney for U.S. Bank and MAST Capital said the plan is confirmable and can be implemented quickly unlike the competing plans proposed by LightSquared Inc. and the secured lenders. "The sale contemplated by the One Dot Six plan is subject only to routine regulatory approvals," said Philip Dublin, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York. He added that the regulatory approval is "commonly granted" in the context of Chapter 11 cases. The One Dot Six plan also "satisfies all applicable requirements" of section 1129 of the Bankruptcy Code unlike the new plan proposed by LightSquared Inc., according to the lawyer. Mr. Dublin also asked the bankruptcy judge to overrule objections to the plan, saying the offer made by MAST Capital's affiliate to buy the assets "remains the only qualified bid." The objections, one of which was filed by Philip Falcone's Harbinger Capital Partners LLC, allege that the One Dot Six plan "massively undervalues" the company's assets, allowing MAST to recover more than what it is entitled to receive on account of its claims. The plan, if confirmed, would effectuate the sale of One Dot Six's wireless spectrum assets to Mast Spectrum Acquisition Company LLC, an affiliate of MAST Capital, in exchange for payment of all DIP claims, and cash in an amount sufficient to satisfy in full administrative and priority claims against the company. A full-text copy of the plan is available without charge at http://is.gd/vcgfT6 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. LINCOLN-MARTI: S&P Assigns 'B' Rating to FL Revenue Bonds --------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' rating to Florida Development Finance Corporation's educational facilities revenue bonds (Lincoln-Marti Community Agency Inc. Project), series 2014A and taxable revenue bonds 2014B, issued for Lincoln- Marti Community Agency Inc. (LMCA), an educational and social service provider in Miami-Dade County. The outlook is stable. "The rating reflects our view of LCMA's lack of financial oversight, lack of endowment, small board, and very large post- issuance debt burden," said Standard & Poor's credit analyst Carlotta Mills. Bond proceeds will be used primarily to acquire two related for- profit companies: DP Holdings and LM Schools ($67 million); thus, they will become wholly owned subsidiaries of LMCA as it will become the sole member of both organizations. MARC DREIER: Unsecured Claims to Recover 4% to 12% Under Plan ------------------------------------------------------------- Sheila M. Gowan, the Chapter 11 trustee for Dreier LLP, and the Official Committee of Unsecured Creditors filed a Plan of Liquidation and Disclosure Statement for Dreier LLP. The Plan provides a mechanism by which a Plan Administrator will marshal the Debtor's assets, through the collection of amounts owed to the Debtor, which amounts will be deposited with the Plan Administrator for the eventual distribution to holders of Claims and Interests, in the order set forth in the Plan. The Plan designates five claim classes against the Debtor. Class 1 Wells Fargo Superpriority Claim, estimated at $940,527, and Class 2 Secured Claims, estimated at $8,971,845, and Class 3 Priority Non-Tax Claims, estimated at $1,909,434, are unimpaired under the Plan. Class 4 General Unsecured Claims, estimated at $375,361,793, are impaired. The Plan provides an estimated 4.9% to 12.6% recovery for this class. Holders of interests (Class 5) in the Debtor will receive no distribution. The Plan Proponents estimate that on the Effective Date, the estate will have Cash on hand for approximately $35,519,322. A of the Disclosure Statement, dated Dec. 20, 2013, is available for free at http://bankrupt.com/misc/MARCDREIERds_Dec20.PDF Hearing on the proposed Disclosure Statement is currently scheduled for Feb. 11, 2014, at 10:00 a.m. Responses are due by Feb. 4. Counsel for the Chapter 11 Trustee are: DIAMOND McCARTHY LLP Howard D. Ressler, Esq. Stephen T. Loden, Esq. 20 Eighth Avenue, 39th Floor New York, New York 10018 Tel: (212) 430-5400 Fax: (212) 430-5499 Counsel for the Unsecured Creditors Committee are: KLESTADT & WINTERS, LLP Tracy L. Klestadt, Esq. Sean C. Southard, Esq. Joseph C. Corneau, Esq. 570 Seventh Avenue, 17th Floor New York, New York 10017 Tel: (212) 972-3000 Fax: (212) 972-2245 About Marc Dreier and Dreier LLP Marc Dreier founded New York-based law firm Dreier LLP -- http://www.dreierllp.com/-- in 1996. On Dec. 8, 2008, the U.S. Securities and Exchange Commission filed a suit, alleging that Mr. Dreier made fraudulent offers and sales of securities in several cities, selling fake promissory notes to hedge and other private investment funds. The SEC asserted that Mr. Dreier also distributed phony financial statements and audit opinions, and recruited accomplices in connection with that scheme. Mr. Dreier, currently in prison, was charged by the U.S. government for conspiracy, securities fraud and wire fraud (S.D.N.Y. Case No. 09-cr-00085). Dreier LLP sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 08-15051) on Dec. 16, 2008. Stephen J. Shimshak, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, was tapped as counsel. The Debtor estimated assets of $100 million to $500 million, and debts between $10 million and $50 million in its Chapter 11 petition. Sheila M. Gowan, a partner with Diamond McCarthy, was appointed Chapter 11 trustee for the Dreier law firm. Ms. Gowan is represented by Jason Porter, Esq., at Diamond McCarthy LLP. Dickstein Shapiro LLP is the trustee's special trial counsel. Wachovia Bank National Association; the Dreier LLP Chapter 11 Trustee; and Steven J. Reisman as post-confirmation representative of the bankruptcy estate of 360networks (USA) Inc. signed a petition that put Mr. Dreier into bankruptcy under Chapter 7 on Jan. 26, 2009 (Bankr. S.D.N.Y. Case No. 09-10371). Mr. Dreier pleaded guilty to fraud and other charges in May 2009. The scheme to sell $700 million in fake notes unraveled in late 2008. Mr. Dreier is serving a 20-year sentence in a federal prison in Minneapolis. MARTIFER SOLAR: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy cases: Debtor Case No. ------ -------- Martifer Solar USA, Inc. 14-10357 fka A&M Home Improvement, Inc. fka A&M Energy Solution 2040 Armacost Avenue, 2nd Floor Los Angeles, CA 90025 Martifer Aurora Solar, LLC 14-10355 2040 Armacost Avenue #2 Los Angeles, CA 90025 Type of Business: The company provides solar energy solutions throughout many key parts of the photovoltaic value chain. Chapter 11 Petition Date: January 21, 2014 Court: United States Bankruptcy Court District of Nevada (Las Vegas) Judge: Hon. August B. Landis Debtors' Counsel: Brett A. Axelrod, Esq. FOX ROTHSCHILD LLP 3800 Howard Hughes Pkwy, Ste 500 Las Vegas, NV 89169 Tel: (702) 262-6899 Fax: (702) 597-5503 Email: baxelrod@foxrothschild.com Debtors' ARMORY CONSULTING CO. Restructuring James Wong, Chief Restructuring Officer and Financial 3943 Irvine Blvd., Suite 253 Advisor: Irvine, CA 92602 Tel: (714) 222-5552 Email: jwong@armoryconsulting.com Estimated Assets Estimated Debts ---------------- --------------- Martifer Solar $10MM to $50MM $10MM to $50MM Martifer Aurora $100,000 to $500,000 $1MM to $10MM The petitions were signed by Roland Kiser, chief executive officer of Martifer Solar. A. List of Martifer Solar's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ EPG Solar, LLC Lawsuit $1,700,000 5425 Wisconsin Ave., Suite 600 Chevy Chase Section Five, MD 20815 SatCon Technology Corporation Trade Debt $537,044 Bankruptcy Estate 25 Drydock Ave. Boston, MA 02210 CreoTecc Trade Debt $422,711 11 Janis Way Scotts Valley, CA 95066 Martifer Inovacao E Gestao, SA Trade Debt $323,455 Zona Industrial Olivelra de Frades, Portugal Stone River Electric Trade Debt $305,051 1244 Gallatin Pike South Pleasant View, Tn 37146 Patriot Solar Group, LLC Trade Debt $282,939 1007 Industrial Avenue, Albion, MI 49224-4008 Solar Optimum, Inc. Trade Debt $264,000 1010 N. Central Ave #390 501 W. Glenoaks Blvd. #555 Glendale, CA 91202 Northern Land Clearing, Inc. Trade Debt $110,173 1290 Park St. Palmer, MA 01069 P.O. Box 790 Palmer, MA 01069 AECOM Technical Services, Inc. Trade Debt $45,405 CLP Trade Debt $47,411 E Light Electric Services, Inc. Trade Debt $147,422 Energy Generation Systems, LLC $45,650 PanelClaw Trade Debt $85,530 R.B. Arello Company, Inc. $74,666 Sanborn Head & Associates, Inc. Trade Debt $109,403 Schietter, Inc. Trade Debt $113,384 Security Construction Services Trade Debt $83,446 Inc. Steol Rives LLP Trade Debt $48,556 Talesun Solar USA Ltd Trade Debt $125,351 Triple Crown Solar Trade Debt $184,794 B. List of Martifer Aurora's nine Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Cathay Bank $6,302,000 High Technology Division 20111 Stevens Creek Blvd. #200 Cupertino, CA 95014 Ability to..., Inc. Unknown Bella Energy, Inc. Unknown California Franchise Tax Board Unknown E Light Electric Services, Inc. Unknown Martifer Construcoes Unknown Metalomecanicas, SA Martifer Solar USA, Inc. Unknown Pfosi and Sons, LLC Unknown Shea Labagh Dobberstein Unknown MARTIFER SOLAR: Section 341(a) Meeting Scheduled for Feb. 20 ------------------------------------------------------------ A meeting of creditors in the bankruptcy case of Martifer Solar USA, Inc., will be held on Feb. 20, 2014, at 3:00 p.m. at 341s - Foley Bldg, Rm 1500. Creditors have until May 21, 2014, to submit their proofs of claim. 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. Martifer Solar USA, Inc., filed a Chapter 11 bankruptcy petition (Bankr. D. Nev. Case No. 14-10357) on Jan. 21, 2014. The petition was signed by Roland Kiser as chief executive officer. The Debtor estimated assets and debts of at least $10 million. Brett A. Axelrod, Esq., at Fox Rothschild LLP serves as the Debtor's counsel. Armory Consulting Co. is the Debtor's restructuring and financial advisor. The Hon. August B. Landis oversees the case. MORGANS HOTEL: 40 North Mgt. Stake at 4.7% as of Jan. 16 -------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, 40 North Management LLC and its affiliates disclosed that as of Jan. 16, 2014, they beneficially owned 1,604,954 shares of common stock of Morgans Hotel Group Co. representing 4.78 percent of the shares outstanding. 40 North previously reported beneficial ownership of 1,754,272 common shares or 5.38 percent equity stake as of Sept. 11, 2013. A copy of the regulatory filing is available for free at: http://is.gd/1mC57y About Morgans Hotel Group Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) -- http://www.morganshotelgroup.com/-- is widely credited as the creator of the first "boutique" hotel and a continuing leader of the hotel industry's boutique sector. Morgans Hotel Group operates and owns, or has an ownership interest in, Morgans, Royalton and Hudson in New York, Delano and Shore Club in South Beach, Mondrian in Los Angeles and South Beach, Clift in San Francisco, Ames in Boston, and Sanderson and St Martins Lane in London. Morgans Hotel Group and an equity partner also own the Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans Hotel Group also manages hotels in Isla Verde, Puerto Rico and Playa del Carmen, Mexico. Morgans Hotel Group has other property transactions in various stages of completion, including projects in SoHo, New York and Palm Springs, California. The Company incurred a net loss attributable to common stockholders of $66.81 million in 2012, a net loss attributable to common stockholders of $95.34 million in 2011, and a net loss attributable to common stockholders of $89.96 million in 2010. The Company's balance sheet at Sept. 30, 2013, showed $572.83 million in total assets, $745.70 million in total liabilities, $6.31 million in redeemable noncontrolling interest and $179.18 million total deficit. MONTREAL MAINE: Fortress Unit Wins Tuesday's Auction ---------------------------------------------------- The unit of New York-based Fortress Investment Group came away as winner at the auction of substantially all of the assets of Montreal Maine & Atlantic Railway, Ltd. and Montreal Maine & Atlantic Canada Co., according to various reports. Montreal Gazette says the Canadian and U.S. operations of MMA will to go the Fortress unit for $15.7 million. The auction was held Tuesday at the law offices of Bernstein, Shur, Sawyer & Nelson, P.A., in Portland, Maine. Citing trade publication Atlantic Northeast Rails & Ports, mainebiz.biz reported that the auction took less than 40 minutes. The Fortress unit, Railroad Acquisitions Holdings LLC, served as stalking horse bidder with an initial offer of $14.25 million. mainebiz.biz said the final bid price was not immediately revealed. Robert Keach, Esq., the court-appointed Chapter 11 trustee for MM&A, has said the minimum bid was $15.7 million. Competing bids were due Jan. 17. Last week, the Portland Press Herald reported that an unidentified company submitted an offer to buy the railway. Montreal Gazette reports the second bid was made by Saint John, N.B.-based J.D. Irving Ltd, for the Maine portion of MMA. That bid was not accepted, according to a statement issued by the company. The hearing to approve the sale will be held today, Jan. 23, before Judge Louis H. Kornreich in Bangor, Maine. Press Herald said the U.S. Court in Bangor and the Superior Court of Quebec in Sherbrook plan to hold simultaneous proceedings starting at 10:00 a.m. Objections to the sale were due Jan. 22. The Chapter 11 Trustee sought approval to auction the Debtor's assets. The Bankruptcy Courts in the U.S. and Canada on Dec. 19 both gave their stamp of approval on the procedures that will govern the sale. The Fortress unit is represented by Terence M. Hynes, Esq., and Jeffrey C. Steen, Esq., at Sidley Austin LLP, according to previous report by the Troubled Company Reporter. About Montreal Maine Montreal, Maine & Atlantic Railway Ltd., the railway company that operated the train that derailed and exploded in July 2013, killing 47 people and destroying part of Lac-Megantic, Quebec, sought bankruptcy protection in U.S. Bankruptcy Court in Bangor, Maine (Case No. 13-10670) on Aug. 7, 2013, with the aim of selling its business. Its Canadian counterpart, Montreal, Maine & Atlantic Canada Co., meanwhile, filed for protection from creditors in Superior Court of Quebec in Montreal. Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson, P.A., has been named as Chapter 11 trustee. His firm serves as his chapter 11 bankruptcy counsel, led by Michael A. Fagone, Esq. Development Specialists, Inc., serves as the Chapter 11 trustee's financial advisor. Gordian Group, LLC, serves as the Chapter 11 Trustee's investment banker. U.S. Bankruptcy Judge Louis H. Kornreich has been assigned to the U.S. case. The Maine law firm of Verrill Dana served as counsel to MM&A. It now serves as counsel to the Chapter 11 Trustee. Justice Martin Castonguay oversees the case in Canada. The Canadian Transportation Agency suspended the carrier's operating certificate after the accident, due to insufficient liability coverage. The town of Lac-Megantic, Quebec, has sought financial aid to restore the gutted community and a civil complaint alleges a failure to take steps to prevent a derailment. In the Canadian case, Andrew Adessky at Richter Consulting has been appointed CCAA monitor. The CCAA Monitor is represented by Sylvain Vauclair at Woods LLP. MM&A Canada is represented by Patrice Benoit, Esq., at Gowling LaFleur Henderson LLP. The U.S. Trustee appointed a four-member official committee of derailment victims. The Official Committee is represented by Richard P. Olson, Esq., at Perkins Olson, and Luc A. Despins, Esq., at Paul Hastings LLP. There's also an unofficial committee of wrongful death claimants consisting of representatives of the estates of the 46 victims. This group is represented by George W. Kurr, Jr., Esq., at Gross, Minsky & Mogul, P.A.; Daniel C. Cohn, Esq., at Murtha Cullina LLP; Peter J. Flowers, Esq., at Meyers & Flowers, LLC; Jason C. Webster, Esq., at The Webster Law Firm; and Mitchell A. Toups, Esq., at Weller, Green Toups & Terrell LLP. After the U.S. Trustee formed the Official Committee, the ad hoc committee filed papers asking the U.S. Court to have the official committee disbanded. The ad hoc group said it represents 46 victims of the disaster. There's a March 31, 2014 deadline for filing of claims related to the July accident. MOSS FAMILY: Feb. 25 Hearing on Adequacy of Plan Outline -------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Indiana will convene a hearing on Feb. 25, 2014, at 1:30 p.m., to consider adequacy of information in the Amended Joint Disclosure explaining Moss Family Limited Partnership, and Beachwalk, L.P.'s Amended Joint Chapter 11 Plan dated Dec. 3, 2013. Objections, if any, are due seven days prior to the hearing. A copy of the Disclosure Statement, amended as of Dec. 3, is available for free at http://bankrupt.com/misc/MOSSFAMILY1ds.pdf As reported in the Troubled Company Reporter on Sept. 13, 2013, the Plan provides for this treatment of claims against and interest in the Debtors: 1. The allowed claim of Fifth Third ($1,726,698) will be satisfied from the sale of any or all parcels of the marketed real estate via auction. 2. The allowed claim of Horizon ($1,122,743) will be satisfied by surrendering the real estate to Horizon by way of deeds in lieu; and the Debtors will retain the real estate with the remaining debt. 3. Unsecured claims will be fully paid and satisfied by use of the proceeds from the sale of LaPorte Judgment Lien Property. From the sale of every LaPorte Judgment Lien property, 20% of the net proceeds will be paid into an escrow account to be held and disbursed to unsecured creditors annually on a pro rata basis of unsecured claims until the time as the claims are paid in full, without interest. 4. Prepetition interest in the Debtors will be retained by the holders of the same subject to the provisions of the Plan. Each interest holder of both Debtors will receive 1/2 of the percentage they held in the prepetition Debtors in the reorganized consolidated Debtor. The Plan will be executed by the substantive consolidation of the Debtors' assets and liabilities. About Moss Family Moss Family Limited Partnership and Beachwalk, L.P., filed Chapter 11 petitions (Bankr. N.D. Ind. Case Nos. 12-32540 and 12-32541) on July 17, 2012. Judge Harry C. Dees, Jr., presides over the case. Daniel Freeland, Esq., at Daniel L. Freeland & Associates, P.C., represents the Debtors. Moss Family disclosed $6,609,576 in assets and $6,299,851 in liabilities as of the Chapter 11 filing. NATIONAL FINANCIAL: Moody's Maintains 'B3' CFR; Outlook Stable -------------------------------------------------------------- Moody's Investors Service says the ratings of National Financial Partners Corp. (NFP - corporate family rating B3, probability of default rating B3-PD) are not affected by its plan to borrow an incremental $120 million under the accordion feature of its senior secured term loan. The company plans to use net proceeds to repay borrowings under its revolving credit facility that funded recent management contract buyouts and acquisitions. In addition to the corporate family rating, Moody's maintains a B2 rating on NFP's senior secured credit facilities and a Caa2 rating on its senior unsecured notes. The rating outlook for NFP is stable. Ratings Rationale NFP's ratings reflect its expertise and favorable market position in insurance brokerage, particularly providing employee benefit plans to mid-sized businesses. NFP's business is well diversified across products, clients and regions spanning the US and Canada. These strengths are tempered by the company's high financial leverage and moderate interest coverage following a leveraged buyout in July 2013. The rating agency expects that NFP will continue to pursue a combination of organic revenue growth and acquisitions, the latter giving rise to integration and contingent risks. NFP can absorb the incremental borrowing at its current rating level based on its continuing revenue growth and fairly steady EBITDA margins. Giving effect to the proposed borrowing, Moody's estimates that NFP's pro forma debt-to-EBITDA ratio for the 12 months through September 2013 was in the range of 7x-7.5x. The rating agency views such leverage as aggressive for the rating category, and expects it to decline gradually as NFP increases its EBITDA. NFP's pro forma financing arrangement as of September 30, 2013, included a $135 million senior secured revolving credit facility maturing in 2018 (rated B2, unused after giving effect to repayment), an $869 million senior secured term loan maturing in 2020 (rated B2, includes proposed incremental borrowing of $120 million) and $300 million of senior unsecured notes due in 2021 (rated Caa2). Factors that could lead to an upgrade of NFP's ratings include: (i) debt-to-EBITDA ratio below 5.5x , (ii) (EBITDA - capex) coverage of interest consistently exceeding 2x, and (iii) free- cash-flow-to-debt ratio consistently exceeding 5%. Factors that could lead to a rating downgrade include: (i) debt- to-EBITDA ratio above 8x, (ii) EBITDA - capex) coverage of interest below 1.2x, or (iii) free-cash-flow-to-debt ratio below 2%. Giving effect to the proposed incremental borrowing, NFP's ratings (and revised loss given default (LGD) assessments) are as follows: Corporate family rating B3; Probability of default rating B3-PD; Senior secured revolving credit facility maturing in July 2018 rated B2 (to LGD3, 35% from LGD3, 34%); Senior secured term loan maturing in July 2020 rated B2 (to LGD3, 35% from LGD3, 34%); Senior unsecured notes due in July 2021 rated Caa2 (to LGD5, 88% from LGD5, 87%). The methodologies used in this rating were Global Rating Methodology for Insurance Brokers and Service Companies published in February 2012, and Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Based in New York City, NFP is a leading provider of benefits, insurance and wealth management services to middle market companies, high net worth individuals and independent financial advisors. The company generated revenue of $1.1 billion for the 12 months through September 2013. NESCO LLC: S&P Affirms 'B' Corp. Credit Rating on Sponsor Buyout ---------------------------------------------------------------- Standard & Poor's Ratings Services said that it affirmed its 'B' corporate credit rating on specialty equipment rental provider NESCO LLC. The outlook is stable. At the same time, S&P assigned its 'B-' issue rating and '5' recovery rating to the company's proposed $500 million senior secured second-lien notes. The '5' recovery rating indicates S&P's expectation of modest (10%-30%) recovery in a payment default scenario. The company will also have a $250 million asset-based revolving credit facility (unrated), about $125 million of which will be drawn at the transaction's closing. Jurassic Holdings III Inc., which will merge with and into NESCO LLC, and NESCO Finance Corp. will coissue the notes. The proceeds will be used to fund the acquisition and repay existing notes. S&P expects the transaction to close in early 2014. The issue and recovery ratings on NESCO LLC's existing $280 million senior secured second-lien notes will be withdrawn upon repayment of the notes. The rating on NESCO LLC reflects S&P's assessment of the company's business risk profile as "weak" and its financial risk profile as "highly leveraged." S&P's "weak" competitive position assessment reflects the company's limited scale, concentration in the transmission and distribution end-market, and the highly competitive industry. The company's multiregional footprint, young fleet age, and good EBITDA margin should continue to somewhat offset its weaknesses. S&P's assessment of NESCO LLC's financial risk profile reflects its view of its ownership by financial sponsor Energy Capital Partners and S&P's expectation that the company will sustain financial leverage of about 5x-6x in 2014. The outlook is stable. "We expect that good demand for specialty rental equipment for the electric power transmission and distribution (T&D) industry should continue in the next 12 months," said Standard & Poor's credit analyst Svetlana Olsha. "This should enable the company to operate with total debt to EBITDA below 6x and positive free operating cash flow, which is in line with our expectations for the rating." S&P could lower the rating if NESCO LLC's operating performance deteriorates, which could result from an unexpected decline in T&D spending, or if the company's equipment purchases reduce availability under the ABL and increase the likelihood that it could breach a covenant. S&P could also lower the rating if, for instance, it expects debt to EBITDA to be more than 6x and free operating cash flow to be negative. S&P could raise the rating if the NESCO LLC's business remains competitive, with healthy credit measures, and if S&P expects the sponsor's financial policies to be consistent with a higher rating. For example, S&P could raise the rating if it expects total debt to EBITDA and free operating cash flow to debt to be sustained at less than 5x and more than 5%, respectively. NETWORK CN: To Offer 8.8 Million Shares Under 2007 Incentive Plan ----------------------------------------------------------------- Network CN Inc. filed a Form S-8 registration statement with the U.S. Securities and Exchange Commission to register 8,800,000 shares of common stock issuable under the Company's Amended and Restated 2007 Equity Incentive Plan. The proposed maximum aggregate offering price is $266,200. A copy of the Form S-8 prospectus is available for free at http://is.gd/R54R8U About Network CN Causeway Bay, Hong Kong-based Network CN Inc. provides out-of-home advertising in China, primarily serving the needs of branded corporate customers. In the auditors' report on the consolidated financial statemetns for the period ended Dec. 31, 2012, Union Power Hong Kong CPA Limited, in Hong Kong SAR, expressed substantial doubt about Network CN's ability to continue as a going concern. The independent auditors noted that the Company has incurred net losses of $1.2 million, $2.1 million and $2.6 million for the years ended Dec. 31, 2012, 2011, and 2010, respectively. The Company reported a net loss of $1.2 million on $1.8 million of revenues in 2012, compared with a net loss of $2.1 million on $1.8 million of revenues in 2011. The Company's balance sheet at Sept. 30, 2013, showed $1.05 million in total assets, $7.55 million in total liabilities and a $6.50 million total stockholders' deficit. NEWLEAD HOLDINGS: Issues Additional 2 Million Shares to Hanover --------------------------------------------------------------- NewLead Holdings Ltd. issued and delivered to Hanover Holdings I, LLC, 2,000,000 additional settlement shares pursuant to the terms of the Settlement Agreement approved by the Supreme Court of the State of New York, County of New York, on Dec. 2, 2013. The Order approved, among other things, the fairness of the terms and conditions of an exchange pursuant to Section 3(a)(10) of the Securities Act of 1933, as amended, in accordance with a stipulation of settlement among NewLead, Hanover, and MG Partners Limited in the matter entitled Hanover Holdings I, LLC v. NewLead Holdings Ltd., Case No. 160776/2013. Hanover commenced the Action against the Company on Nov. 19, 2013, to recover an aggregate of $44,822,523 of past-due indebtedness of the Company, which Hanover had purchased from certain creditors of the Company pursuant to the terms of separate purchase agreements between Hanover and each of those creditors. The Order provides for the full and final settlement of the Claim and the Action. The Settlement Agreement became effective and binding upon the Company, Hanover and MGP upon execution of the Order by the Court on Dec. 2, 2013. Pursuant to the terms of the Settlement Agreement approved by the Order, on Dec. 6, 2013, the Company issued and delivered to MGP, as Hanover's designee, 1,750,000 shares of the Company's common stock, $0.01 par value. A complete copy of the Form 6-K is available for free at: http://is.gd/U5Cn76 About NewLead Holdings Based in Athina, Greece, NewLead Holdings Ltd. -- http://www.newleadholdings.com/-- is an international, vertically integrated shipping company that owns and manages product tankers and dry bulk vessels. NewLead currently controls 22 vessels, including six double-hull product tankers and 16 dry bulk vessels of which two are newbuildings. NewLead's common shares are traded under the symbol "NEWL" on the NASDAQ Global Select Market. Newlead Holdings incurred a net loss of $403.92 million on $8.92 million of operating revenues for the year ended Dec. 31, 2012, as compared with a net loss of $290.39 million on $12.22 million of operating revenues for the year ended Dec. 31, 2011. The Company incurred a net loss of $86.34 million on $17.43 million of operating revenues in 2010. As of June 30, 2013, the Company had $84.27 million in total assets, $166.18 million in total liabilities and a $81.91 million total shareholders' deficit. Going Concern Doubt PricewaterhouseCoopers S.A., in Athens, Greece, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has incurred a net loss, has negative cash flows from operations, negative working capital, an accumulated deficit and has defaulted under its credit facility agreements resulting in all of its debt being reclassified to current liabilities, all of which raise substantial doubt about its ability to continue as a going concern. NORMANDY SCHOOL DISTRICT: Bankruptcy Looms Absent State Funding --------------------------------------------------------------- Chris Regnier, writing for Fox2Now, reports that Normandy School District leaders say they need an emergency $5 million from state lawmakers to stay open through the end of the school year. If they don't get it, Normandy could go bankrupt by April 1. The report says Missouri Education commissioner Chris Nicastro was set to meet with leaders of the district Wednesday, Jan. 22. NRG ENERGY: S&P Assigns 'BB-' Rating to $1.1BB Sr. Unsecured Notes ------------------------------------------------------------------ Standard & Poor's Ratings Services said that it assigned its 'BB-' issue rating to NRG Energy Inc.'s $1.1 billion senior unsecured notes due 2022. S&P also assigned its '3' recovery rating to the debt. With this debt issuance, Princeton, N.J.-based NRG has about $9.2 billion of long-term recourse debt. Nonrecourse debt on the balance sheet is about $8.52 billion. The outlook is stable. S&P's ratings reflect NRG's announcement that it will acquire substantially all of Edison Mission Energy's (EME) assets for $2.635 billion ($1.59 billion net of $1.06 billion of retained cash). NRG proposes to fund the acquisition with $350 million of equity, about $1.6 billion of NRG and EME unrestricted cash, and $700 million of debt issuance. S&P has assumed that the incremental amounts raised will be used for debt reduction. If consummated, the transaction will increase NRG's portfolio by 8,000 megawatts (MW) to about 54,000 MW. RATINGS LIST NRG Energy Inc. Corp. credit rating BB-/Stable/-- New Ratings $1.1 bil sr unsecd notes due 2022 BB- Recovery rating 3 OLD SECOND: Offering $70 Million Worth of Common Shares ------------------------------------------------------- Old Second Bancorp, Inc., filed with the U.S. Securities and Exchange Commission a Form S-1 registration statement relating to the offering of an undetermined shares of the Company's common stock for a proposed maximum aggregate offering price of $70 million. The Company's common stock is listed on the Nasdaq Global Select Market under the symbol "OSBC." As of Jan. 16, 2014, the closing sale price for the Company's common stock on the Nasdaq Global Select Market was $4.69 per share. Keefe, Bruyette & Woods, Sandler O'Neill + Partners, L.P., and FIG Partners, LLC, serve as underwriters of the offering. A copy of the Form S-1 prospectus is available for free at: http://is.gd/TEKOQA About Old Second Old Second Bancorp, Inc., is a financial services company with its main headquarters located in Aurora, Illinois. The Company is the holding company of Old Second National Bank, a national banking organization headquartered in Aurora, Illinois and provides commercial and retail banking services, as well as a full complement of trust and wealth management services. The Company has offices located in Cook, Kane, Kendall, DeKalb, DuPage, LaSalle and Will counties in Illinois. Old Second reported a net loss available to common stockholders of $5.05 million in 2012 as compared with a net loss available to common stockholders of $11.22 million in 2011. The Company incurred a net loss available to common stockholders of $113.18 million in 2010. The Company's balance sheet at Sept. 30, 2013, showed $2.03 billion in total assets, $1.89 billion in total liabilities and $142.03 million in total stockholders' equity. ONCOLOGIX TECH: Incurs $189-K Net Loss in Nov. 30 Quarter --------------------------------------------------------- Oncologix Tech, Inc., filed its quarterly report on Form 10-Q, reporting a net loss of $189,829 on $724,632 of revenues for the three months ended Nov. 30, 2013, compared with a net loss of $46,944 on $nil of revenues for three months ended Nov. 30, 2012. The Company's balance sheet at Nov. 30, 2013, showed $2.07 million in total assets, $2.44 million in total liabilities, and stockholders' deficit of $378,757. The Company has incurred losses from operations over the past several years and anticipates additional losses in fiscal 2014 and prior to achieving breakeven. It has never been profitable and had to rely on debt and equity financings to fund operations. Significant delays in achieving breakeven status could affect the ability to obtain future debt and equity funding. These factors raise substantial doubt about the Company's ability to continue as a going concern. A copy of the Form 10-Q is available at: http://is.gd/o1lSFo Oncologix Tech, Inc., through its subsidiaries, manufactures medical devices, and provides personal care services. The company operates in two segments, Medical Device Manufacturing and Personal Care Services. The Medical Device Manufacturing segment designs, develops, manufactures and distributes the Toxygen hardware system with disposables speculums and tubing. Its products are primarily used for colon and bowel preparation prior to medical procedures, such as a colonoscopy and OB/GYN medical procedures, as well as for individuals seeking health and wellness prevention and good colon health. The Personal Care Services segment provides non-medical, personal care attendant services, supervised independent living, long-term senior care, and other approved programs. The company was formerly known as BestNet Communications Corp. and changed its name to Oncologix Tech, Inc. in January 2007. Oncologix Tech, Inc. was founded in 1995 and is based in Pineville, Louisiana. PAR PHARMACEUTICAL: Moody's Reviews B2 CFR for Possible Downgrade ----------------------------------------------------------------- Moody's Investors Service placed the ratings of Par Pharmaceutical Companies, Inc., including the B2 Corporate Family Rating, under review for possible downgrade following the announcement that Par will acquire JHP Pharmaceuticals for $490 million. JHP manufactures branded and generic sterile injectable products and also is a contract manufacturer of sterile injectable pharmaceuticals. The following ratings were placed under review: Corporate Family Rating, B2 Probability of Default Rating, B2-PD $150 million senior secured revolving credit facility, B1 (LGD 3, 33%) $1.06 billion senior secured term loan, B1 (LGD 3, 33%) $490 million senior unsecured notes, Caa1 (LGD 5, 86%) Ratings Rationale The ratings review reflects the potential for increased leverage stemming from the acquisition of JHP. Par has obtained commitments for up to $505 million in debt financing to fund the acquisition. This comes at a time when Par's trailing twelve month leverage on a stand-alone basis is elevated because new product launches (such as generic versions of Maxalt and Lamictal) have not completely offset declines in older products, namely generic Toprol-Xl and Provigil. Moody's estimates Par's adjusted debt to EBITDA for the twelve months ended September 30, 2013 approximated 6.6x. This calculation does not add-back certain expenses, such as litigation and non-cash compensation expense-- that are allowed to be added back to EBITDA under the company's credit agreement. Further, while the acquisition of JHP will add product diversity to Par through the addition of JHP's 14 currently marketed specialty injectable products, Moody's views the manufacturing of sterile injectible products as having higher regulatory and quality compliance risk than traditional oral solids. Unlike most traditional oral solids, injectable drugs require specialized manufacturing and handling processes due to higher risk of contamination and infection from direct injection into the body. In addition, the rating review will evaluate the potential for synergies between Par and JHP and the valuation of the acquisition. JHP was acquired by Warburg Pincus LLC in December 2012 for $195 million, indicating that Par is paying a significant premium for the asset. Some of Moody's concerns are likely to be mitigated by Par's free cash flow and liquidity, which should continue to be good following the acquisition. The principal methodology used in this rating was the Global Pharmaceutical Industry published in December 2012. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Headquartered in Woodcliff Lake, New Jersey, Par Pharmaceutical Companies, Inc. is a specialty generic and branded pharmaceutical company operating primarily in the United States. The company reported in excess of $1 billion of total revenues for the twelve months ended September 30, 2013. The company is owned TPG Capital, L.P. PEROXYCHEM HOLDINGS: S&P Assigns 'B' CCR & Rates $155MM Debt 'B+' ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to PeroxyChem Holdings L.P. At the same time, S&P assigned its 'B+' issue-level rating to the company's proposed $155 million senior secured credit facilities, with a recovery rating of '2', indicating S&P's expectation for substantial (70% to 90%) recovery in the event of a payment default. All ratings are based on preliminary terms and conditions. The outlook is stable. The proposed senior secured credit facilities will be issued by PeroxyChem LLC. The $135 million term loan along with common equity from One Equity Partners will fund the purchase of PeroxyChem, pay transaction fees and expenses, and pre-fund a modest amount for integration expenses. The new $20 million revolving credit facility is expected to be undrawn at close. "The ratings on PeroxyChem reflect our assessment of liquidity as 'less than adequate,' our expectation that free cash flow generation will remain weak, and also take into account the company's exposure to cyclical end markets, particularly in its industrial segments," said Standard & Poor's credit analyst Daniel Krauss. The company's reasonable level of debt leverage at close of the transaction and its continued shift to focus on more specialty segments represent some of its credit strengths. We characterize the company's business risk profile as "weak" and its financial risk profile as "highly leveraged". With annual revenues of about $330 million, PeroxyChem is primarily a North American-based producer of hydrogen peroxide, persulfates, peracetic acid, and other chemicals. These chemicals are used for their cleaning, whitening, and disinfection properties in a range of specialty and industrial end markets. Some specific applications include: the disinfection of poultry, bleaching for pulp and paper, elimination of contaminants in soil and groundwater, and as breakers in the hydraulic fracturing (fracking) process. The stable outlook reflects S&P's expectation for modestly improving operating performance in 2014, which should allow the company to maintain credit metrics which S&P considers appropriate for the current rating, including FFO to debt of above 15%. S&P believes that modestly improving EBITDA and tighter working capital management should allow the company to fund its growth capital expenditures in a manner such that liquidity does not deteriorate meaningfully from current levels. S&P expects that the company should benefit over the next one to two years from greater-than-GDP growth rates in certain specialty end markets, which should help offset the cyclicality in its industrial end markets, particularly the declining pulp and paper sector. In S&P's base-case scenario, it expects that in 2014 and 2015 the company will maintain credit metrics in line with its expectations at the current rating, including FFO to total adjusted debt of above 15% and adjusted debt to EBITDA of about 4x. "We could raise the ratings by one notch if the company is able to strengthen earnings and generate modestly positive free cash flow in 2014, allowing it to improve its liquidity position to levels more in line with an "adequate" assessment. This includes having sources over uses in excess of 1.2x, even after considering potential growth capital expenditure spending and peak working capital outflows within a given year. Based on our scenario forecasts we could consider a higher rating if EBITDA margins rise by 100 basis points or more from expected 2013 levels, along with revenue growth in excess of 5%. In such a scenario, we would expect an improvement in the company's liquidity position and about 3x debt to EBITDA," S&P said. The ratings could come under pressure if the downside risks to S&P's forecast were to materialize, such as a significant operating disruption to the company's key manufacturing site, or a substantial reduction in demand for one of the company's higher- margin products. S&P also views the possibility of a spike in raw material costs or a meaningful working capital outflow, as a key risk factor for liquidity. Based on S&P's downside scenario, it could consider a negative rating action if revenues fell by 10% or more, coupled with a drop in EBITDA margins of 300 basis points from our 2013 expectations. At this point, S&P would expect that available liquidity would drop below $10 million and that debt to EBITDA would exceed 5x. PFS HOLDING: Moody's Assigns First Time 'B2' CFR; Outlook Stable ---------------------------------------------------------------- Moody's Investors Service assigned a first time B2 Corporate Family Rating ("CFR") to PFS Holding Corporation, the holding company for its operating subsidiary Phillips Pet Food and Supplies. Moody's also assigned a B1 rating to the company's new $260 million senior secured first lien term loan due 2021 and a Caa1 rating to the new $130 million senior secured second lien term loan due 2022. Proceeds from the term loans are being used to finance Thomas H. Lee Partners' acquisition of the company from its previous financial sponsor, AEA. Pro forma for the acquisition, Thomas H. Lee Partners will own the majority of the equity, with a meaningful minority stake held by members of the management team. The rating outlook is stable. The following ratings are assigned to PFS Holding Corporation: - Corporate Family rating at B2; - Probability of Default Rating at B2-PD; - $260 million senior secured first lien term loan expiring in January 2021 at B1 (LGD 3, 42%); - $130 million second lien term loan due 2022 at Caa1 (LGD 5, 87%); The rating outlook is stable. Ratings Rationale "While leverage is high and margins narrow, the combination of PFS's national distribution platform coupled with the favorable growth fundamentals for the pet product category is expected to drive relatively stable earnings growth and modest deleveraging over the next 12 to 18 months," said Moody's Senior Analyst Nancy Meadows. "That said, we also think that PFS is likely to continue to pursue acquisitions, albeit at a more subdued pace," she added. PFS's B2 Corporate Family Rating ("CFR") reflects the company's highly leveraged capital structure, narrow margins, and aggressive growth via acquisitions. These factors are partially offset by the company's national distribution platform as the largest pet food and supply distributor in the US and good customer and vendor diversity. The rating also reflects the benefit of good growth prospects for the pet product industry overall. The company's liquidity is very good, and will be supported by modest free cash flow in addition to the company's revolving credit facility. The stable outlook reflects Moody's expectation for continued strength in the pet food and supply category and the competitive advantage PFS enjoys as the largest domestic distributor in a fragmented industry. The stable outlook also reflects Moody's expectation that PFS will generate enough free cash flow which will support modest deleveraging over the next 12 to 18 months. PFS's ratings could be upgraded if the company is able to strengthen its credit metrics such that debt to EBITDA is below 4.5 times on a sustained basis while improving its free cash flow. Other factors that could contribute to an upgrade include expanding its geographic footprint and improving EBIT margins above 5% on a sustained basis. Alternatively, a downgrade could occur if operating performance were to deteriorate such that leverage exceeds 7 times on a sustained basis. A downgrade may also occur if liquidity were to weaken as a result of cash usage in owner-friendly transactions or large debt-funded acquisitions. Easton, Pennsylvania-based PFS Holding Corporation (along with its operating subsidiary Phillips Pet Food & Supplies), is a leading pet food and pet supply distributor in the U.S., servicing independent pet retail stores (85% of revenues), online retailers (8% of sales) and other channels such as veterinarians, groomers, and other specialty outlets (5% of sales). For the twelve months ended September 30, 2013 the company posted pro forma revenues in excess of $800 million. The company is expected to be acquired by Thomas H. Lee Partners in January 2014. Pro forma for the acquisition, Thomas H. Lee will own a majority of the equity, with a meaningful minority stake held by management. The principal methodology used in this rating was the Global Distribution & Supply Chain Services published in November 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. PHARMEDIUM: Moody's Says 1st Lien Loan Upsize is Credit Negative ---------------------------------------------------------------- Moody's Investors Service commented that PharMEDium's proposed upsizing of its First Lien Term Loan by $40 million is credit negative. However, the B3 Corporate Family Rating and other ratings are not affected. The principal methodology used in this rating was the Global Business & Consumer Service Industry Rating Methodology published in October 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Headquartered in Lake Forest, Illinois, PharMEDium is a national provider of hospital pharmacy-outsourced sterile compounding services. It provides sterile ready-to-use (RTU) intravenous drug therapy to hospitals. The company maintains four compounding centers located in TX, MS, TN and NJ. PLEXTRONICS INC: Seeks Authority to Obtain $1.6-Mil. DIP Loans -------------------------------------------------------------- Plextronics, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Delaware to obtain up to $1,660,000 in postpetition senior secured superpriority financing from Solvay America, Inc. The DIP Note calls for the accrual of simple interest at the rate of 12% per annum on the outstanding principal balance. The principal amount advanced under the DIP Note, together with any interest accrued thereon, constitute a component of the credit bid being presented by Solvay in its asset purchase agreement with the Debtor. All unpaid principal, together with accrued and unpaid interest thereon, will be due and payable on the earlier of (i) April 21, 2014 or (ii) the date on which the (x) the assets of the Debtor are sold to Solvay or (y) the commitments terminate pursuant to the DIP Loan Agreement. The DIP Loan Agreements require the Debtor to have the proposed sale of its assets approved by the Bankruptcy Court on or before March 7, 2014, and have the sale consummated on or before March 20. Unless these and other conditions are met, the terms of the DIP Loan Agreements will terminate. The Debtor is represented by Mark T. Hurford, Esq., and Ayesha C. Bennett, Esq., at Campbell Levine, LLC, in Wilmington, Delaware; and Stanley E. Levine, Esq., and Paul J. Cordaro, Esq., at Campbell Levine, LLC, in Pittsburgh, Pennsylvania. About Plextronics Inc. Headquartered in Pittsburgh, Pennsylvania, Plextronics, Inc. -- http://www.plextronics.com-- specializes in conductive polymers and printable formulations that enable advanced electronic devices. The company's develops customized inks to enhance the performance of organic light emitting diodes (OLEDs) for next generation displays and lighting applications, lithium ion batteries, polymer metal capacitors, and emerging organic electronic devices. The privately held company was founded in 2002 as a spinout from Carnegie Mellon University based upon conductive polymer technology developed by Dr. Richard McCullough. Plextronics, Inc. on Jan. 16, 2014, filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 14-10080) with plans to sell its assets to Solvay America, Inc., absent higher and better offers. The Debtor estimated assets and debt of $10 million to $50 million as of the bankruptcy filing. Campbell & Levine, LLC in Pittsburgh is serving as the Plextronics' legal advisors. New York-based Cowen and Company, LLC is serving as its investment banker. PLEXTRONICS INC: Seeks Authority to Use Cash Collateral ------------------------------------------------------- Plextronics, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Delaware to use the cash collateral of its prepetition investors. The Investors have consented to the priming of the prepetition liens by the DIP liens. The Debtor will use the cash collateral and the DIP Loan to preserve its assets pending the conduct of an action sale before the Court. The DIP Facility contemplates that the Debtor will first use available cash collateral to satisfy obligations, and then use proceeds from the DIP Facility. The Debtor is represented by Mark T. Hurford, Esq., and Ayesha C. Bennett, Esq., at Campbell Levine, LLC, in Wilmington, Delaware; and Stanley E. Levine, Esq., and Paul J. Cordaro, Esq., at Campbell Levine, LLC, in Pittsburgh, Pennsylvania. About Plextronics Inc. Headquartered in Pittsburgh, Pennsylvania, Plextronics, Inc. -- http://www.plextronics.com-- specializes in conductive polymers and printable formulations that enable advanced electronic devices. The company's develops customized inks to enhance the performance of organic light emitting diodes (OLEDs) for next generation displays and lighting applications, lithium ion batteries, polymer metal capacitors, and emerging organic electronic devices. The privately held company was founded in 2002 as a spinout from Carnegie Mellon University based upon conductive polymer technology developed by Dr. Richard McCullough. Plextronics, Inc. on Jan. 16, 2014, filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 14-10080) with plans to sell its assets to Solvay America, Inc., absent higher and better offers. The Debtor estimated assets and debt of $10 million to $50 million as of the bankruptcy filing. Campbell & Levine, LLC in Pittsburgh is serving as the Plextronics' legal advisors. New York-based Cowen and Company, LLC is serving as its investment banker. PLEXTRONICS INC: Files Schedules of Assets and Liabilities ---------------------------------------------------------- Plextronics, Inc., filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities disclosing the following: Assets Liabilities ---------- ----------- A. Real Property $0 B. Personal Property 2,124,292 C. Property Claimed as Exempt 0 D. Creditors Holding Secured Claims $30,156,248 E. Creditors Holding Unsecured Priority Claims 57,262 F. Creditors Holding Unsecured Nonpriority Claims 3,668,907 ---------- ----------- TOTAL $2,124,292 $33,882,418 ========== =========== Full-text copies of the Schedules are available for free at: http://bankrupt.com/misc/PLEXTRONICSsal.pdf About Plextronics Inc. Headquartered in Pittsburgh, Pennsylvania, Plextronics, Inc. -- http://www.plextronics.com-- specializes in conductive polymers and printable formulations that enable advanced electronic devices. The company's develops customized inks to enhance the performance of organic light emitting diodes (OLEDs) for next generation displays and lighting applications, lithium ion batteries, polymer metal capacitors, and emerging organic electronic devices. The privately held company was founded in 2002 as a spinout from Carnegie Mellon University based upon conductive polymer technology developed by Dr. Richard McCullough. Plextronics, Inc. on Jan. 16, 2014, filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 14-10080) with plans to sell its assets to Solvay America, Inc., absent higher and better offers. The Debtor estimated assets and debt of $10 million to $50 million as of the bankruptcy filing. Campbell & Levine, LLC in Pittsburgh is serving as the Plextronics' legal advisors. New York-based Cowen and Company, LLC is serving as its investment banker. PLEXTRONICS INC: Has Deal to Sell to Solvay for $32.6 Million ------------------------------------------------------------- Plextronics, Inc., asks the Bankruptcy Court to approve the sale of substantially all of its assets to Solvay America, Inc., the Debtor's primary secured lender and shareholder, for a purchase price of $32,612,276. On the Closing Date, Solvay will pay $24,089,304 of the Purchase Price in the form of a credit bid and the balance of $8,522,972 in cash. All of the purchased assets will be transferred "as is," "where is" and " with all faults." The Debtor intends to use the proceeds of the sale to pay its secured lenders in full. "Absent a prompt sale, the value of the Debtor's assets will decline because of the Debtor's ongoing cash flow difficulties," says Mark T. Hurford, Esq., at Campbell & Levine, LLC, proposed counsel to the Debtor. Prior to the Petition Date, the Debtor determined that the best way to maximize value for its stakeholders would be to market its assets for sale as a going concern. Towards that end, commencing in or about July 2013 and continuing until December 2013, the Debtor and Cowen and Company, LLC, conducted a marketing process for the sale of substantially all of the Debtor's assets. The Debtor and Cowen were unable to identify a buyer ready and able to close within said sale and marketing timeframe. Upon determining that the sale process would not produce a timely sale and it became clear the Debtor would not be able to meet the conditions for future funding under its senior secured credit documents, the Debtor and Solvay commenced negotiations for the potential sale and purchase of the Debtor's assets. These good faith arms length negotiations resulted in a written term sheet and ultimately culminated in the execution of the Stalking Horse APA. To maximize value of its estate for the benefit of all interested parties, the Debtor is seeking to conduct an auction pursuant to the bidding procedures. The Proposed Bidding Procedures will allow and encourage interested parties to submit competing bids at the Auction. The Bidding Procedures contemplate that prospective purchasers must submit all-cash bids by Feb. 28, 2014, and that, if more than one "Qualified Bid" is received, an auction will be conducted on March 5, 2014. The bid already submitted by Solvay under the Stalking Horse APA is deemed to constitute a Qualified Bid for purposes of the Bidding Procedures. Among other requirements, bidders will be required to submit bids marked to show any variations from the Stalking Horse Bid. For a bid to be considered a Qualified Bid, it must execeed the Stalking Horse Bid by at least 5 percent. The Auction will proceed in minimum increments of at least $100,000. Upon the selection of a winning bid, the Debtor will seek approval for the sale of the Purchased Assets to the successful bidder pursuant to the executed form of the Stalking Horse APA at a sale hearing to be conducted not later than March 7, 2014. To facilitate and consummate the sale of the Purchased Assets, the Debtor seeks authority to assume and assign certain executory contracts and unexpired leases following the Auction, if any, pursuant to Section 365(f) of the Bankruptcy Code under the Stalking Horse APA. The Debtor has agreed to reimburse Solvay for actual and reasonable expenses associated with the Stalking Horse APA. The Debtor fixed the Stalking Horse Bidder's expense reimbursement right at $500,000. About Plextronics Inc. Headquartered in Pittsburgh, Pennsylvania, Plextronics, Inc. -- http://www.plextronics.com-- specializes in conductive polymers and printable formulations that enable advanced electronic devices. The company's develops customized inks to enhance the performance of organic light emitting diodes (OLEDs) for next generation displays and lighting applications, lithium ion batteries, polymer metal capacitors, and emerging organic electronic devices. The privately held company was founded in 2002 as a spinout from Carnegie Mellon University based upon conductive polymer technology developed by Dr. Richard McCullough. Plextronics, Inc. on Jan. 16, 2014, filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Case No. 14-10080) with plans to sell its assets to Solvay America, Inc., absent higher and better offers. The Debtor estimated assets and debt of $10 million to $50 million as of the bankruptcy filing. Campbell & Levine, LLC in Pittsburgh is serving as the Plextronics' legal advisors. New York-based Cowen and Company, LLC is serving as its investment banker. PLY GEM HOLDINGS: Prices $500 Million Senior Notes Offering ----------------------------------------------------------- Ply Gem Industries, Inc., a wholly-owned subsidiary of Ply Gem Holdings, Inc., commenced an offering of $500,000,000 aggregate principal amount of senior unsecured notes due 2022. On Jan. 16, 2014, the Company priced $500,000,000 aggregate principal amount of 6.50 percent senior unsecured notes due 2022 at an issue price of 100 percent, plus accrued and unpaid interest, if any. The closing of the offering is expected to occur on Jan. 30, 2014, and is subject to a number of conditions, including the substantially concurrent closing of the Company's new senior secured term loan facility. The Company issued a notice of redemption pursuant to the indenture governing its 9.375 percent Senior Notes due 2017 that it intends to redeem, subject to the financing condition, all of its outstanding Old Senior Notes on Feb. 16, 2014, at a redemption price equal to 100.00 percent of the principal amount of the Old Senior Notes, plus the Applicable Premium as of, and accrued and unpaid interest thereon, if any, to the redemption date. The Redemption is conditioned on the completion of one or more debt financings on or prior to the Redemption Date by the Company, on terms satisfactory to the Company providing funds sufficient for the Company to pay the aggregate Redemption Price for the Old Senior Notes on the Redemption Date and to repurchase or redeem all of the Company's outstanding 8.25 percent senior secured notes due 2018. About Ply Gem Based in Cary, North Carolina, Ply Gem Holdings Inc. is a diversified manufacturer of residential and commercial building products, which are sold primarily in the United States and Canada, and include a wide variety of products for the residential and commercial construction, the do-it-yourself and the professional remodeling and renovation markets. Ply Gem Holdings incurred a net loss of $39.05 million in 2012, as compared with a net loss of $84.50 million in 2011. The Company's balance sheet at Sept. 28, 2013, showed $1.08 billion in total assets, $1.12 billion in total liabilities and a $37.69 million total stockholders' deficit. * * * In May 2010, Standard & Poor's Ratings Services raised its (unsolicited) corporate credit rating on Ply Gem to 'B-' from 'CCC+'. "The ratings upgrade reflects our expectation that the company's credit measures are likely to improve modestly over the next several quarters to levels that we would consider more in line with the 'B-' corporate credit rating," said Standard & Poor's credit analyst Tobias Crabtree. PMC MARKETING: Landlord Wins Summary Judgment in Trustee's Suit --------------------------------------------------------------- In the chapter 7 bankruptcy case of PMC Marketing Corp., Bankruptcy Judge Brian K. Tester ruled on motions for summary judgment filed by parties in the lawsuit, NOREEN WISCOVITCH RENTAS CHAPTER 7 TRUSTEE, Plaintiff, v. AGUADILLA SHOPPING CENTER INC, Defendants, Adv. Proc. No. 12-00104 (Bankr. D.P.R.). The Chapter 7 Trustee filed the complaint to recover rent payments in the amount of $4,160.00, plus attorney fees and costs, saying the payment is subjected to avoidance provisions of 11 U.S.C. Sec. 547. PMC leased a commercial space from Aguadilla Shopping Center on a month-to-month basis for a monthly rent of $4,160 per month. Subsequently, the Debtor fell into substantial arrears in its lease obligations to the Defendant. The last pre-petition check for rent was delivered to the Defendant on Oct. 31, 2008. The Debtor continued to occupy the leased commercial space after its bankruptcy filing and moved to assume its lease with Aguadilla Shopping Center on Oct. 14, 2009. Shortly thereafter, the Debtor revoked this assumption of lease. The Defendant argues there are no genuine issues as to any material facts and that therefore it is entitled to judgment as a matter of law. Specifically, the Defendant argues that the Chapter 7 Trustee failed to make an allegation specifying when an alleged voidable transfer occurred. Judge Tester granted the Defendant's Motion for Summary Judgment and denied the Plaintiff's Counter Motion for Summary Judgment. A copy of the Court's Jan. 16, 2014 Amended Opinion and Order is available at http://is.gd/D4Au13from Leagle.com. PUBLIC BIKE: Bike-Sharing Service Files for Bankruptcy in Canada ---------------------------------------------------------------- The Public Bike System Company, known in French as the Societe de velos en libre-service (SVLS), which owns the bike-sharing service Bixi, has sought protection from creditors through Canada's Bankruptcy and Insolvency Act. Montreal Mayor Denis Coderre made the announcement Monday afternoon, according to CBC News. Montreal is taking over the service's local operation. PBSC owes $50 million to various creditors, including the City of Montreal, according to CBC News. The report relates Mayor Coderre said rather that sinking more money into the SVLS, a private company, the city would take over Bixi's Montreal assets. He said they are worth approximately $11 million. Forbes contributor Micheline Maynard, citing an article by transportation reporter Andy Riga in the Montreal Gazette, said five big debts from the Bixi bankruptcy are: 1. New York and Chicago owe Bixi $5.3 million, withheld by because of delays in implementing software across the Citibike and Divvy Bikes systems respectively. 2. Alta Bike Share, which operates Citibike for New York, wants $11 million from Bixi because of those software delays. 3. Bixi owes Montreal and its taxpayers a minimum of $38 million. About $31.6 million is owed on a $37 million loan from the city. Another $6.4 million is owed on a line of credit guaranteed by Montreal taxpayers. 4. Suppliers are owned $9 million by Bixi. 5. It could cost $1.5 million more for Montreal to run the Bixi system in 2014. Meanwhile, Fran Spielman, writing for Chicago Sun-Times, reports that Chicago Mayor Rahm Emanuel's administration acknowledged on Jan. 21 that it has withheld $2.1 million from PBSC, which supplies for Chicago's Divvy bike-sharing program, because bikes and station parts were not delivered on time and software was not updated. The report says Chicago Department of Transportation spokesman Peter Scales said the $2.1 million still being withheld from the supplier, also known as Bixi, stemmed from the fact that, "bikes, station parts and software updates did not arrive" by promised delivery dates. "It hasn't impacted operations, but it did delay the rollout of some of the stations. We started with 70 and ended with 300, but it took longer than we had scheduled," Mr. Scales said, refusing to say when the bankrupt supplier would be paid. Mr. Scales said "PBSC will continue to operate while going through bankruptcy, just like a whole bunch of other companies have done. It's a legal maneuver to restructure and eliminate debt. But, it doesn't necessarily affect production or operations." PULTEGROUP INC: Moody's Rasies CFR to 'Ba2', Outlook Stable ----------------------------------------------------------- Moody's Investors Service upgraded all of the ratings of PulteGroup, Inc., including its corporate family rating to Ba2 from Ba3, probability of default rating to Ba2-PD from Ba3-PD, and the ratings for various issues of senior unsecured notes to Ba2 from Ba3. The SGL-2 speculative grade liquidity rating was affirmed. The rating outlook is stable. The following rating actions were taken: Corporate family rating, upgraded to Ba2 from Ba3; Probability of default rating, upgraded to Ba2-PD from Ba3-PD; Senior unsecured notes rating, upgraded to Ba2 (LGD4-55%) from Ba3 (LGD-4, 54%); Speculative grade liquidity rating, affirmed at SGL-2. The rating outlook is stable. Ratings Rationale The rating upgrade reflects the positive operating momentum of the company, which resulted in many of its key credit metrics approaching or meeting the targets Moody's has set as triggers for an upgrade to the Ba2 rating level. Pulte's gross margins improved from 13.4% in 2011 to 15.8% in 2012, and further to 17% in the LTM period ending September 30, 2013. Moody's notes that Pulte's gross margins are somewhat understated in that the company includes a portion of its selling expenses (which would normally fall into SG&A) in its cost of goods sold. Interest coverage and return on assets improved from negative territory in 2010 to 3.6x and 8.2%, respectively, at LTM September 30, 2013. In addition, since 2010, when the company carried its peak debt levels, it has been able to retire about $2.44 billion of debt out of cash flow, causing the peak adjusted debt leverage of 66% to decline to 48.6% at Q2 2013. In Q3 2013, moreover, the reversal of $2.1 billion of its deferred tax asset valuation allowance (together with growing net income) caused the adjusted homebuilding debt to capitalization ratio to decline even further, to 32.7%, and net worth to rise to $4.5 billion from $2.1 billion. It is Moody's expectation that the homebuilding industry recovery, that will continue in 2014 and into 2015, will result in further strengthening of Pulte's credit metrics and top line growth. The Ba2 corporate family rating reflects Pulte's reduced debt leverage of 32.7%, large cash position currently standing at $1.35 billion, track record of strong positive cash flow generation, growing gross margins, and disciplined land and investment strategies (compared to many of its peers that are forced to pursue land investments more aggressively). Pulte's land position, currently at eight years of total land supply, ensures that it will not be forced to bid aggressively on assets in order to replenish a depleted lot supply. The ratings also acknowledge that the company's merger with Centex in 2009 and the resulting improvement in size, scale and diversification is now allowing it to reap the benefits as the homebuilding industry experiences solid growth. At the same time, Moody's recognizes that while Pulte's gross margins are improving and do include some commission expense that most other builders put in SG&A, they still lag the other Ba-rated homebuilders. In addition, Pulte's orders and community count growth will be slower than those of most of its peers for the next 12 to 18 months, which will lead to slower-than-industry average revenue and earnings growth. The stable outlook reflects Moody's expectation that Pulte will continue expanding its size and scale and grow its net worth from earnings generation over the next 12 to 18 months, which will benefit most of its credit metrics, as the industry experiences positive demand and pricing trends. All of the homebuilding debt of both PulteGroup, Inc. and the remaining outstanding debt of Centex Corporation is guaranteed by the principal operating subsidiaries of both Pulte and Centex. Pulte's solid liquidity profile is reflected in its SGL-2 speculative grade liquidity rating. The company's liquidity is supported by its strong cash flow generation ($760 million and $555 million of cash flow from operations in 2012 and in the nine months of 2013, respectively), large cash position of about $1.35 billion at September 30, 2013, absence of substantial debt maturities until February and June of 2015 when $96 million and $232 million of senior notes, respectively, are due, as well as its diversified and unencumbered total lot supply of about eight years. The company's liquidity position allows it the flexibility to continue investing cash back into the business and to focus on margin improvement. The company currently does not have a revolving credit facility and therefore does not have financial maintenance covenants with which to comply. The outlook and/or ratings could benefit if the company improves its profitability, maintains its strong liquidity, and continues to keep debt leverage low. Specifically, the upgrade triggers would include gross margins above 21%, an EBIT return on average assets above 12%, and an adjusted EBIT interest coverage above 4.5x - all on a sustained basis. In addition, if the company can continue to maintain the lowest or near lowest debt leverage in the industry, that would be given strong consideration. The rating could be lowered if the company jeopardized its strong liquidity position by engaging in large land purchases or substantial share buy-backs, experienced a material erosion in its gross margins, or if its debt leverage began to increase and remained above 50%. The principal methodology used in this rating was the Global Homebuilding Industry published in March 2009. Other methodologies used include Loss Given Default for Speculative-Grade Non- Financial Companies in the U.S., Canada and EMEA published in June 2009. Founded in 1950 and soon-to-be headquartered in Atlanta, Georgia, PulteGroup, Inc. is the country's second largest homebuilder, with operations in 50 markets and 28 states. Through its brand names that include Centex, Pulte Homes and Del Webb, the company has one of the broadest product and price point offerings in the industry. Revenues and net income for the trailing 12-month period ended September 30, 2013 were approximately $5.4 billion and $341 million (excluding the impact of the deferred tax valuation allowance reversal), respectively. QUANTUM FUEL: Kevin Douglas Stake at 19.9% as of Jan. 18 -------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Kevin Douglas and his affiliates disclosed that as of Jan. 18, 2014, they beneficially owned 7,298,575 shares of common stock of Quantum Fuel Systems Technologies Worldwide, Inc., representing 19.99 percent of the shares outstanding. A copy of the regulatory filing is available for free at: http://is.gd/5S0O34 About Quantum Fuel Lake Forest, Cal.-based Quantum Fuel Systems Technologies Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced vehicle propulsion systems, fuel storage technologies, and alternative fuel vehicles. Quantum's portfolio of technologies includes electronic and software controls, hybrid electric drive systems, natural gas and hydrogen storage and metering systems and other alternative fuel technologies and solutions that enable fuel efficient, low emission, natural gas, hybrid, plug-in hybrid electric and fuel cell vehicles. Quantum Fuel disclosed a net loss attributable to stockholders of $30.91 million in 2012 and a net loss attributable to common stockholders of $38.49 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $60.64 million in total assets, $50.27 million in total liabilities and $10.36 million in total stockholders' equity. Haskell & White LLP, in Irvine, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company does not have sufficient existing sources of liquidity to operate its business and service its debt obligations for a period of at least twelve months. These conditions, along with the Company's working capital deficit and recurring operating losses, raise substantial doubt about the Company's ability to continue as a going concern. RADIOSHACK CORP: Litespeed Stake at 8.1% as of Jan. 7 ----------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Litespeed Management, L.L.C., and its affiliates disclosed that as of Jan. 7, 2014, they beneficially owned 8,080,695 shares of common stock of RadioShack Corp. representing 8.1 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/WgTII7 About Radioshack Corporation RadioShack (NYSE: RSH) -- -- http://www.radioshackcorporation.com -- is a national retailer of innovative mobile technology products and services, as well as products related to personal and home technology and power supply needs. RadioShack's retail network includes more than 4,300 company-operated stores in the United States, 270 company-operated stores in Mexico, and approximately 1,000 dealer and other outlets worldwide. Radioshack disclosed a net loss of $139.4 million in 2012, as compared with net income of $72.2 million in 2011. The Company's balance sheet at Sept. 30, 2013, showed $1.60 billion in total assets, $1.21 billion in total liabilities and $394 million in total stockholders' equity. * * * As reported by the TCR on Dec. 26, 2013, Standard & Poor's Ratings Services raised the corporate credit rating on the Fort Worth, Texas-based RadioShack Corp. to 'CCC+' from 'CCC'. "The upgrade reflects an improved liquidity position with a recent financing that increased funded debt by $125 million and increased the company's revolving credit borrowing capacity, which improved the company's liquidity by approximately $200 million," said credit analyst Charles Pinson-Rose. In the Dec. 30, 2013, edition of the TCR, Fitch Ratings has affirmed its 'CCC' Long-term Issuer Default Rating (IDR) on RadioShack Corporation. The IDR reflects the significant decline in RadioShack's profitability and cash flow, which has become progressively more pronounced over the past two years. As reported by the TCR on March 6, 2013, Moody's Investors Service downgraded RadioShack Corporation's corporate family rating to Caa1 from B3 and probability of default rating to Caa1-PD from B3- PD. RadioShack's Caa1 Corporate Family Rating reflects Moody's opinion that the overall business strategy of the company to reverse the decline in profitability has not gained any traction. RADISSON RTP: Closes Doors, Sells Assets ---------------------------------------- News & Observer reports that the Radisson RTP hotel, originally known as the Governors Inn, in Durham North Carolina, closed in November after 41 years of operation. Before its seven buildings can be bulldozed in a few weeks, they must be emptied of furniture, frying pans, fitness machines and miscellaneous fixtures that are worth several hundred thousand dollars, according to newsobserver.com. The report relates that the doors will open to the public again Jan. 9 for a 30-day liquidation sale. Along with hotel and restaurant owners buying in bulk, the tag sale is expected to attract local folks shopping for everything from ashtrays and place settings to Sleep Number beds ($450 queen, $600 king with wireless remote) and the large landscape prints ($16) that still hang above them in 200 guest rooms, the report says. RG STEEL: Court Dismisses Portions of Suit Against Severstal ------------------------------------------------------------ District Judge Rovert W. Sweet dismissed two of the causes of action in the complaint RG Steel LLC filed against Severstal US Holdings, LLC ("SUSH") and Severstal US Holdings II, Inc. ("SUSH II"). The Defendants' motion to dismiss is granted, in part, and denied, in part. RG Steel filed an Amended Complaint on June 7, 2013. The Complaint alleges five independent causes of action and seeks to recover for losses and/or damages sustained in connection with RG Steel's purchase of steel mills from the Defendants pursuant to the Stock Purchase Agreement entered into in March 2011, as well as certain declaratory relief. The facilities are located in Sparrows Point, Maryland, Warren, Ohio and Wheeling, West Virginia and were acquired by Severstal between May 2008 and August 2008. In connection with the transaction, RG Steel purchased all of the equity of Severstal Sparrows Point, which in turn owned all of the outstanding equity in Severstal Warren LLC and Severstal Wheeling Inc. In exchange, RG Steel agreed to the following payment schedule: (1) $125 million in cash, subject to a purchase price adjustment based on the amount of working capital at the company at closing; (2) $100 million in the form of a note, the principal of which was due five years after closing; (3) repayment of $317 million of third-party bank debt owed by the Severstal entities and (4) $36 million in cash to be paid to two Severstal subsidiaries within one year of closing. The transaction closed on March 31, 2011. RG Steel initially commenced the action in U.S. District Court for the Southern District of New York on March 30, 2012. After the Defendants disputed the allegations of subject matter jurisdiction, RG Steel voluntarily dismissed the action on April 20, 2012. RG Steel re-filed the action the same day in the Supreme Court of the State of New York. Prior to the Defendants filing their answer, RG Steel and its affiliated entities filed for Chapter 11 protection, and the State Court stayed the action. By Notice of Removal dated March 7, 2013, RG Steel removed the action to the District Court. The Defendants filed the motion to dismiss on July 22, 2013. The case is, RG STEEL, LLC, Plaintiff, v. SEVERSTAL US HOLDINGS, LLC and SEVERSTAL US HOLDINGS II, LLC, Defendants, No. 3 Civ. 1540 (S.D.N.Y.). A copy of the Court's Jan. 14, 2014 opinion is available at http://is.gd/dGBdnMfrom Leagle.com. Scott D. Musoff, Esq., at SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP in New York; and Albert L. Hogan, III, Esq., Amy L. Van Gelder, Esq., and Andrew J. Fuchs, Esq., at SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP, in Chicago, argue for the Defendants Severstal US Holdings, LLC and Severstal US Holdings II, Inc. Brian E. O'Connor, Esq., Benjamin P. McCallen, Esq., and Joshua M. Troy, Esq., at WILKIE FARR & GALLAGHER LLP, in New York, represent RG Steel. About RG Steel RG Steel LLC -- http://www.rg-steel.com/-- is the United States' fourth-largest flat-rolled steel producer with annual steelmaking capacity of 7.5 million tons. It was formed in March 2011 following the purchase of three steel facilities located in Sparrows Point, Maryland; Wheeling, West Virginia and Warren, Ohio, from entities related to Severstal US Holdings LLC. RG Steel also owns finishing facilities in Yorkville and Martins Ferry, Ohio. It also owned Wheeling Corrugating Company and has a 50% ownership in Mountain State Carbon and Ohio Coatings Company. RG Steel along with affiliates, including WP Steel Venture LLC, sought bankruptcy protection (Bankr. D. Del. Lead Case No. 12- 11661) on May 31, 2012. Bankruptcy was precipitated by liquidity shortfall and a dispute with Mountain State Carbon, LLC, and a Severstal affiliate, that restricted the shipment of coke used in the steel production process. The Debtors estimated assets and debts in excess of $1 billion. As of the bankruptcy filing, the Debtors owe (i) $440 million, including $16.9 million in outstanding letters of credit, to senior lenders led by Wells Fargo Capital Finance, LLC, as administrative agent, (ii) $218.7 million to junior lenders, led by Cerberus Business Finance, LLC, as agent, (iii) $130.5 million on account of a subordinated promissory note issued by majority owner The Renco Group, Inc., and (iv) $100 million on a secured promissory note issued by Severstal. Judge Kevin J. Carey presides over the case. The Debtors are represented in the case by Robert J. Dehney, Esq., and Erin R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell LLP, and Matthew A. Feldman, Esq., Shaunna D. Jones, Esq., Weston T. Eguchi, Esq., at Willkie Farr & Gallagher LLP, represent the Debtors. Conway MacKenzie, Inc., serves as the Debtors' financial advisor and The Seaport Group serves as lead investment banker. Donald MacKenzie of Conway MacKenzie, Inc., as CRO. Kurtzman Carson Consultants LLC is the claims and notice agent. Wells Fargo Capital Finance LLC, as Administrative Agent, is represented by Jonathan N. Helfat, Esq., and Daniel F. Fiorillo, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.; and Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachuiski Stang Ziehi & Jones LLP. Renco Group is represented by lawyers at Cadwalader, Wickersham & Taft LLP. Kramer Levin Naftalis & Frankel LLP represents the Official Committee of Unsecured Creditors. Huron Consulting Services LLC serves as the Committee's financial advisor. The Debtor has sold off the principal plants. The sale of the Wheeling Corrugating division to Nucor Corp. brought in $7 million. That plant in Sparrows Point, Maryland, fetched the highest price, $72.5 million. CJ Betters Enterprises Inc. paid $16 million for the Ohio plant. RG Steel Sparrows Point LLC has received the green light to sell some of its assets to Siemens Industry, Inc., which include equipment and related spare parts, for $400,000. RIH ACQUISITIONS: Claims May Be Filed Over Unredeemed Chips ----------------------------------------------------------- The Atlantic Club Casino Hotel ceased operations at 12:01 a.m. on Jan. 13, 2014. According to a notice to hotel customers, any Atlantic Club Casino chips, tokens, cashback, comps, e-tickets and/or vouchers must be redeemed at the casino prior to that date and time. After 12:01 a.m. on Jan. 13, 2014, any person holding Atlantic Club Casino chips, tokens, cashback, comps, e-tickets and/or vouchers will only have one possible recourse for redemption through the filing of a proof of claim form with the United States Bankruptcy Court for the District of New Jersey. The earning of slot cashback ended at 5:59 a.m. on Jan. 6, 2014. The redemption of all earned cashback continued through 12:01 a.m. on Jan. 13, 2014. All promotional offers mailed with valid dates post Jan. 12, 2014 are canceled and invalid. All event invitations mailed with event dates post Jan. 12, 2014 are canceled. All Club Local vouchers were valid at existing partners through Jan. 12, 2014. Post that date all vouchers will expire and have no value. On the Net: http://www.atlanticclubcasino.com/ About RIH Acquisitions RIH Acquisitions NJ LLC, doing business as the Atlantic Club Casino Hotel in Atlantic City, New Jersey, filed a Chapter 11 petition (Bankr. D.N.J. Case No. 13-34483) on Nov. 6, 2013, in Camden, New Jersey, to sell the property in the near term. The Debtors are represented by Michael D. Sirota, Esq., and Warren A. Ustaine, Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in Hackensack, New Jersey; and Paul V. Shalhoub, Esq., at Willkie Farr & Gallagher LLP, in New York. Duane Morris, LLP, serves as the Debtors' special gaming regulatory counsel. Imperial Capital, LLC, serves as financial advisor and investment banker to the Debtors, while Mercer (US) Inc. serves as compensation consultant. Kurtzman Carson Consultants LLC is the Debtors' claims and noticing agent. Northlight Financial LLC, as DIP Lender, is represented by Harlan W. Robins, Esq., at Dickinson Wright PLLC, in Columbus, Ohio; Kristi A. Katsma, Esq., at Dickinson Wright PLLC, in Detroit, Michigan; and Bruce Buechler, Esq., and Kenneth A. Rosen, Esq., at Lowenstein Sandler LLP, in Roseland, New Jersey. Financing for the Chapter 11 reorganization is being provided by Northlight Financial LLC. An official committee of unsecured creditors appointed in the case is represented by Morton R. Branzburg, Esq., Carol Ann Slocum, Esq., and Richard M. Beck, Esq., at Klehr Harrison Harvey Branzburg LLP. The Committee hired PricewaterhouseCoopers, LLC, as financial advisor. RIH Acquisitions NJ LLC scheduled $17,776,359 in total assets and $16,813,022 in total liabilities. On Dec. 23, 2013, Judge Gloria M. Burns approved the sale of Atlantic Club Casino Hotel's casino property and fixtures to Caesars Entertainment Corp. for $15 million; and the slot machines and other gambling equipment to Tropicana Entertainment Inc. for $8.4 million. RIH ACQUISITIONS: Klehr Harrison Okayed as Committee Counsel ------------------------------------------------------------ The Official Committee of Unsecured Creditors of RIH Acquisitions NJ, LLC, dba The Atlantic Club Casino Hotel, and RIH Propco NJ, LLC sought and obtained authorization from the Hon. Gloria M. Burns of the U.S. Bankruptcy Court for the District of New Jersey to retain Klehr Harrison Harvey Branzburg, LLC as counsel to the Committee, nunc pro tunc to Nov. 14, 2013. The Committee requires Klehr Harrison to: (a) provide the Committee with legal advice with respect to its rights, duties and powers in the Chapter 11 case and any proceedings or other litigation related thereto or impacting the estate; (b) assist the Committee in analyzing the operation of the Debtor?s business and the desirability of the continuance of such businesses and other matters; (c) assist the Committee in investigating the acts, conduct, assets, liabilities and financial condition of the Debtor; (d) assist the Committee in investigating whether any causes of action may exist that may impact the estate; (e) assist the Committee in identifying and evaluating proposals for a transaction or transactions involving the Debtor and assets of its estate, including a possible sale, merger, recapitalization, equity investment or other business transaction; (f) prepare pleadings and applications as may be necessary in furtherance of the Committee?s interests and objectives on behalf of its constituency; (g) review and analyze all applications, orders, operating reports, schedules, statements of affairs and other filings made or to be made by the Debtor or other parties; advising the Committee with respect to the foregoing matters and its impact upon unsecured creditors; and taking such actions with respect to the foregoing matters as the Committee may determine are appropriate; (h) consult with the Debtor, and other creditors, interest holders, and the U.S. Trustee concerning administration of the Chapter 11 Case and related proceedings; (i) advise the Committee and otherwise participating in formulating a chapter 11 plan; (j) assist the Committee in the solicitation and filing with the Court of acceptances or rejections of any proposed chapter 11 plan; (k) advise the Committee with respect to, and implement as appropriate, communications or related programs to notify unsecured creditors regarding material developments in the Chapter 11 Case, the Committee?s position on any proposed plan, the creditors? obligations relating to any claims deadlines, and similar matters; (l) represent the Committee in hearings and other proceedings in the Chapter 11 Case and related proceedings; and (m) performing such other legal services as may be required and as are deemed to be in the best interests of the Committee and the constituency it represents. Klehr Harrison will be paid at these hourly rates: Morton R. Branzburg, Principal $650 Carol Ann Slocum, Principal $475 Richard M. Beck, Principal $475 Kathryn E. Perkins, Associate $290 Margaret M. Manning, Associate $375 Melissa Hughes, Admin. Staff $180 Nadine Yackle, Admin. Staff $160 Jenny Taylor, Admin Staff $120 Klehr Harrison will also be reimbursed for reasonable out-of- pocket expenses incurred. Morton R. Branzburg, member of Klehr Harrison, 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. Klehr Harrison can be reached at: Morton R. Branzburg, Esq. KLEHR HARRISON HARVEY BRANZBURG, LLP 457 Haddonfield Road, Suite 510 Cherry Hill, NJ 08002 Tel: (856) 486-7900 Fax: (856) 486-4875 About RIH Acquisitions RIH Acquisitions NJ LLC, doing business as the Atlantic Club Casino Hotel in Atlantic City, New Jersey, filed a Chapter 11 petition (Bankr. D.N.J. Case No. 13-34483) on Nov. 6, 2013, in Camden, New Jersey, to sell the property in the near term. The Debtors are represented by Michael D. Sirota, Esq., and Warren A. Ustaine, Esq., at Cole, Schotz, Meisel, Forman & Leonard, P.A., in Hackensack, New Jersey; and Paul V. Shalhoub, Esq., at Willkie Farr & Gallagher LLP, in New York. Duane Morris, LLP, serves as the Debtors' special gaming regulatory counsel. Imperial Capital, LLC, serves as financial advisor and investment banker to the Debtors, while Mercer (US) Inc. serves as compensation consultant. Kurtzman Carson Consultants LLC is the Debtors' claims and noticing agent. Northlight Financial LLC, as DIP Lender, is represented by Harlan W. Robins, Esq., at Dickinson Wright PLLC, in Columbus, Ohio; Kristi A. Katsma, Esq., at Dickinson Wright PLLC, in Detroit, Michigan; and Bruce Buechler, Esq., and Kenneth A. Rosen, Esq., at Lowenstein Sandler LLP, in Roseland, New Jersey. Financing for the Chapter 11 reorganization is being provided by Northlight Financial LLC. An official committee of unsecured creditors appointed in the case is represented by Morton R. Branzburg, Esq., Carol Ann Slocum, Esq., and Richard M. Beck, Esq., at Klehr Harrison Harvey Branzburg LLP. The Committee hired PricewaterhouseCoopers, LLC, as financial advisor. RIH Acquisitions NJ LLC scheduled $17,776,359 in total assets and $16,813,022 in total liabilities. On Dec. 23, 2013, Judge Gloria M. Burns approved the sale of Atlantic Club Casino Hotel's casino property and fixtures to Caesars Entertainment Corp. for $15 million; and the slot machines and other gambling equipment to Tropicana Entertainment Inc. for $8.4 million. SEARS HOLDINGS: Big Kmart at Charleston, SC to Close ---------------------------------------------------- Ashley Barker, writing for the Charleston Regional Business Journal, reports that the anchor store of a shopping center at Mount Pleasant, Charleston County, South Carolina, is scheduled to close soon. The Big Kmart at Johnnie Dodds Boulevard and Bowman Road will close to the public, a store manager said, according to the report. A liquidation sale for the store's remaining inventory began at the end of October, according to Howard Riefs, director of corporate communications for Sears Holdings Corporation. "Store closures are part of a series of actions we're taking to reduce ongoing expenses, adjust our asset base and accelerate the transformation of our business model," the report quoted Mr. Riefs as saying. "These actions will better enable us to focus our investments on serving our customers and members through integrated retail ? at the store, online and in the home," Mr. Riefs said, the report relates. The Mount Pleasant store has 43 employees. About Sears Hoffman Estates, Illinois-based Sears Holdings Corporation (Nasdaq: SHLD) -- http://www.searsholdings.com/-- operates full- line and specialty retail stores in the United States and Canada. Sears Holdings operates through its subsidiaries, including Sears, Roebuck and Co. and Kmart Corporation. Sears Holdings also owns a 94 percent stake in Sears Canada and an 80.1 percent stake in Orchard Supply Hardware. Key proprietary brands include Kenmore, Craftsman and DieHard, and a broad apparel offering, including such well-known labels as Lands' End, Jaclyn Smith and Joe Boxer, as well as the Apostrophe and Covington brands. It also has the Country Living collection, which is offered by Sears and Kmart. Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on Jan. 22, 2002. Kmart emerged from chapter 11 protection on May 6, 2003, pursuant to the terms of an Amended Joint Plan of Reorganization. John Wm. "Jack" Butler, Jr., Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, represented the retailer in its restructuring efforts. The Company's balance sheet showed $16,287,000,000 in assets and $10,348,000,000 in debts when it sought chapter 11 protection. Kmart bought Sears, Roebuck & Co., for $11 billion to create the third-largest U.S. retailer, behind Wal-Mart and Target, and generate $55 billion in annual revenues. Kmart completed its merger with Sears on March 24, 2005. The Company's balance sheet at Nov. 2, 2013, showed $20.20 billion in total assets, $17.88 billion in total liabilities and $2.32 billion in total equity. Junk Rating Moody's Investors Service in January 2014 downgraded Sears Holdings Corporate Family Rating to Caa1 from B3. The rating outlook is stable. The downgrade reflects the accelerating negative performance of Sears' domestic business with comparable sales falling 7.4% for the quarter to date ending January 6th, 2014 compared to the prior year. The company now expects domestic Adjusted EBITDA to decline to a range of ($80 million) to $20 million for the fourth fiscal quarter, compared with $365 million in the year prior period. For the full year, Sears expects domestic Adjusted EBITDA loss between $(308) million and $(408) million, as compared to $557 million last year. Moody's expects full year cash burn (after capital spending, interest and pension funding) to be around $1.2 billion in 2013 and we expect Sears' cash burn to remain well above $1 billion in 2014. "Operating performance for fiscal 2013 is meaningfully weaker than our previous expectations, and we expect negative trends in performance to persist into 2014" said Moody's Vice President Scott Tuhy. He added "While Sears noted improved engagement metrics for its "Shop Your Way" Rewards program, Moody's remains uncertain when these improved engagement metrics will lead to stabilization of operating performance." SEARS HOLDINGS: Sears Store at Columbia, SC Mall to Close --------------------------------------------------------- WLTX News reports that the Sears store at Columbiana Centre Mall, at Columbia, South Carolina, will be closing in two months. The company disclosed on Jan. 9 that the store will cease operations in early March. A liquidation sale was slated to begin January 17. The report relays that Sears said the store is being closed because the lease wasn't renewed. The move will affect 97 employees. About Sears Hoffman Estates, Illinois-based Sears Holdings Corporation (Nasdaq: SHLD) -- http://www.searsholdings.com/-- operates full- line and specialty retail stores in the United States and Canada. Sears Holdings operates through its subsidiaries, including Sears, Roebuck and Co. and Kmart Corporation. Sears Holdings also owns a 94 percent stake in Sears Canada and an 80.1 percent stake in Orchard Supply Hardware. Key proprietary brands include Kenmore, Craftsman and DieHard, and a broad apparel offering, including such well-known labels as Lands' End, Jaclyn Smith and Joe Boxer, as well as the Apostrophe and Covington brands. It also has the Country Living collection, which is offered by Sears and Kmart. Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on Jan. 22, 2002. Kmart emerged from chapter 11 protection on May 6, 2003, pursuant to the terms of an Amended Joint Plan of Reorganization. John Wm. "Jack" Butler, Jr., Esq., at Skadden, Arps, Slate, Meagher & Flom, LLP, represented the retailer in its restructuring efforts. The Company's balance sheet showed $16,287,000,000 in assets and $10,348,000,000 in debts when it sought chapter 11 protection. Kmart bought Sears, Roebuck & Co., for $11 billion to create the third-largest U.S. retailer, behind Wal-Mart and Target, and generate $55 billion in annual revenues. Kmart completed its merger with Sears on March 24, 2005. The Company's balance sheet at Nov. 2, 2013, showed $20.20 billion in total assets, $17.88 billion in total liabilities and $2.32 billion in total equity. Junk Rating Moody's Investors Service in January 2014 downgraded Sears Holdings Corporate Family Rating to Caa1 from B3. The rating outlook is stable. The downgrade reflects the accelerating negative performance of Sears' domestic business with comparable sales falling 7.4% for the quarter to date ending January 6th, 2014 compared to the prior year. The company now expects domestic Adjusted EBITDA to decline to a range of ($80 million) to $20 million for the fourth fiscal quarter, compared with $365 million in the year prior period. For the full year, Sears expects domestic Adjusted EBITDA loss between $(308) million and $(408) million, as compared to $557 million last year. Moody's expects full year cash burn (after capital spending, interest and pension funding) to be around $1.2 billion in 2013 and we expect Sears' cash burn to remain well above $1 billion in 2014. "Operating performance for fiscal 2013 is meaningfully weaker than our previous expectations, and we expect negative trends in performance to persist into 2014" said Moody's Vice President Scott Tuhy. He added "While Sears noted improved engagement metrics for its "Shop Your Way" Rewards program, Moody's remains uncertain when these improved engagement metrics will lead to stabilization of operating performance." SUNEE PAUL: Spa Equipment to Be Auctioned Off Feb. 27 ----------------------------------------------------- Assets of Sunee Paul, doing business as Sunee's Therapeutic Spa, will be sold in a foreclosure auction on Feb. 27, 2014, at 10:00 a.m. at Yuma County Courthouse, 168 South 2nd Avenue, Yuma, Arizona 85364. The assets consist of the spa's equipment, inventory, machinery, and fixtures located at 777 W. 27th Street, in Yuma. The assets serve as collateral to debt owed to National Bank of Arizona. The bank has the right to credit bid. The bank is represented by: Adam B. Nach, Esq. LANE & NACH, P.C. 2001 East Campbell Avenue, Suite 103 Phoenix, AZ 85016 Tel: (602) 258-6000 ST. FRANCIS HOSPITAL: Says Ombudsman Not Unnecessary ---------------------------------------------------- St. Francis Hospital, Poughkeepsie, New York, et al., responded to the objection of the U.S. Trustee to the Debtor's motion for the Court to determine that the appointment of a patient care ombudsman is not required in the case. The Debtor said ample cause exist to waive the requirement for an ombudsman. William K. Harrington, the U.S. Trustee for Region 2, in its objection, asserted that the appointment of a patient care ombudsman is required under Section 333(a)(1) of the Bankruptcy Code, unless the party has established that the appointment is not necessary for the protection of the patients. The Debtors explained that, among other things: 1. the Debtors are now part of a competitive sale process, where at least four parties are potentially interested in purchasing the assets of the Debtors and one has committee to do so. The current asset purchase agreement with HealthQuest Systems, Inc., provides for the ability to not close if there is a material adverse effect on the Debtors' business -- clearly a significant decline in patient care and quality would trigger this clause. 2. The Debtors employ the "Midas system" to track any incidents in the hospital. This includes all instances from slips and falls, to infections, to patient complaints and sentient events. About St. Francis' Hospital St. Francis' Hospital, Poughkeepsie, New York, and four affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 13-37725) on Dec. 17, 2013. The case is assigned to Judge Cecelia G. Morris. St. Francis will sell its 333-bed acute-care facility, which was founded in 1914, for $24.2 million to Health Quest Systems Inc., absent higher and better offers. An auction will be held Feb. 13 if a rival offer is submitted. The Debtors' counsel is Christopher M. Desiderio, Esq., at Nixon Peabody LLP, in New York; the financial adviser is CohnReznick Advisory Group; and the investment banker is Deloitte Corporate Finance LLC. BMC Group is the claims and notice agent. The U.S. Trustee has appointed five members to the Official Committee of Unsecured Creditors. TAMARACK RESORT: Sheriff Continues to Sell Assets ------------------------------------------------- The sheriff continues to sell collateral as as defined in the TRC Whitewater/TCR Village Plaza Mortgage, except the real property situated in Valley County, Idaho and shown as Tamarack Resort Village Plaza Condominium, according to a "Second Amended Notice of Sheriff's Sale of Initial Tamarack & Whitewater Foreclosure Properties" The sales do not include Lots 101, 102, 103, 104, 105, 106, 107, 108, Block 10, and Garage Lots G101, G102, G103, G104, G105, G106, G107 and G108 Block 10, Tamarack Resort Planned Unit Development Amended Phase 2.4; and Lots 119 and 120 Block 10 of Tamarack Resort Planned Unit Development Phase 2.4, according to the notice. About Tamarack Resort Tamarack Resort LLC, a golf and ski resort in Valley County, Idaho, was sent to Chapter 7 after creditors submitted an involuntary petition (Bankr. D. Idaho Case No. 09-03911). The petitioning creditors include an affiliate of Bank of America Corp. owed $4.7 million. On April 9, 2010, Bankruptcy Judge Terry Myers signed an order converting Tamarack Resort LLC's involuntary chapter 7 case to a chapter 11 reorganization. The project's 27.5% owner, VPG Investments Inc., filed for Chapter 11 reorganization in 2008, only to have the petition dismissed in October 2008 at the request of the secured creditor, Credit Suisse, Caymans Islands Branch. VPG was controlled by Mexican businessman Alfredo Miguel Afif. Credit Suisse, the agent for the secured lenders, characterized VPG's Chapter 11 case as "a classic example of a bad faith filing" made "solely as a litigation tactic" to stop foreclosure. In January 2011, Bankruptcy Judge Terry Myers dismissed Tamarack Resort's Chapter 11 protection, sending it back to state court where foreclosure proceedings would eventually proceed to a sheriff's sale. TODD AARON BERNSTEIN: Chapter 7 Trustee Dissolves Schoolhouse ------------------------------------------------------------- Todd Aaron Bernstein filed a voluntary petition under Chapter 11 of the Bankruptcy Code on April 28, 2011 in the Bankruptcy Court for the District of New Jersey (Case No. 11-23152-CMG). By order of the Bankruptcy Court dated April 3, 2012, the Bankruptcy Case was converted to one under Chapter 7 of the Bankruptcy Code. Andrea Dobin was appointed the Chapter 7 Trustee to administer the assets of the Debtor in the Chapter 7 case. Among the disclosed assets of the Debtor was his sole membership interest in a New Jersey Limited Liability Company identified as "Schoolhouse Commons, LLC". Schoolhouse was a company formed to refurbish real property located at 54 Hudson Street, Freehold Township, New Jersey. Schoolhouse intended to lease the Property to a private school. Schoolhouse was to finance the refurbishment with a loan from New Jersey Community Bank. Schoolhouse did not complete the transaction, or the refurbishment and brought suit against the proposed private school lessee for breach of contract in the Superior Court in Monmouth County, New Jersey. The Chapter 7 Trustee, standing in the shoes of the Debtor as sole member of Schoolhouse pursuant to the Bankruptcy Code, settled the litigation with the private school. The Trustee also conveyed to NJCB a deed in lieu of foreclosure for the Property. Both the settlement and the deed-in-lieu transaction yielded funds for Schoolhouse. The Chapter 7 Trustee has sought to dissolve Schoolhouse under the laws of the State of New Jersey and recover for the benefit of the Bankruptcy Estate, those funds currently in the possession of Schoolhouse. The Chapter 7 Trustee is represented by: TRENK, DIPASQUALE, DELLA FERA & SODONO, P.C. 427 Riverview Plaza Trenton, NJ 08611 Tel: 609-695-6070 E-mail: gcorveleyn@trenlawfirm.com UNITED STATES OIL: SEC Revokes Registration of Securities --------------------------------------------------------- The U.S. Securities and Exchange Commission revoked the registration of each class of securities of United States Oil and Gas Corp. United States Oil is a delinquent Delaware corporation located in Brooklyn, New York, with a class of securities registered with the Commission pursuant to Exchange Act Section 12(g). The Company Gas is delinquent in its periodic filings with the Commission, having not filed any periodic reports since it filed a Form 10-Q for the period ended Sept. 30, 2011, which reported a net loss of over $2.3 million for the prior nine months. As of Sept. 17, 2013, the company's stock, symbol USOG, was traded on the over- the-counter markets. About United States Oil United States Oil and Gas Corp. OTC QB: USOG) -- http://www.usaoilandgas.com/-- is an oil and gas products, services and technology company headquartered in Austin, Texas. Through its subsidiaries, the Company markets and distributes refined oil and gas (diesel, gasoline, propane, high octane racing fuels and lubricants) to wholesale and retail customers in the United States. The Company reported a net loss of $1.3 million in 2010 and a net loss of $1.5 million in 2009. The Company reported a net loss of $2.37 million for the nine months ended Sept. 30, 2011. The Company's balance sheet at Sept. 30, 2011, showed $6.35 million in total assets, $7.43 million in total liabilities, and a $1.07 million total stockholders' deficit. As reported in the TCR on April 27, 2011, M&K CPAS, PLLC, in Houston, Texas, expressed substantial doubt about United States Oil and Gas Corp.'s ability to continue as a going concern, following the Company's 2010 results. The independent auditors noted that the Company has accumulated losses resulting in an accumulated deficit as of Dec. 31, 2010. VERITEQ CORP: Amends 856,449 Common Shares Resale Prospectus ------------------------------------------------------------ VeriTeq Corporation amended its Form S-1 registration statement as filed with the U.S. Securities and Exchange Commission relating to the resale by Hudson Bay Master Fund Ltd., Melechdavid Inc., Alpha Capital Ansalt, et al., of up to an aggregate of 856,449 shares of the Company's common stock, par value $0.01 per share. The Company will not receive any of the proceeds from the sale of the common stock by the selling security holders. Under the registration rights agreement entered into by the Company and the selling security holders in connection with the issuance of the senior secured convertible notes due Nov. 13, 2014, the Company is currently registering 856,449 shares of its common stock. The Company has agreed to pay certain expenses in connection with the registration of the shares. The selling security holders will pay all underwriting discounts and selling commissions, if any, in connection with the sale of the shares. The Company's common stock is quoted on the OTC Markets, under the ticker symbol "VTEQ." On Jan. 15, 2014, the closing price of the Company's common stock was $.88 per share. A copy of the Form S-1/A prospectus is available for free at: http://is.gd/FWXI9y About VeriteQ VeriTeQ, formerly known as Digital Angel Corporation, is a developer and marketer of innovative RFID technologies for implantable medical device identification and radiation dosimeters for use in cancer treatment. The Company's balance sheet at Sept. 30, 2013, showed $7.72 million in total assets, $13 million in total liabilities and a $5.27 million total stockholders' deficit. "We are in the development stage, have incurred operating losses since our inception and we have a working capital deficit of approximately $2.7 million as of September 30, 2013. These factors raise substantial doubt about our ability to continue as a going concern," the Company said in its quarterly report for the period ended Sept. 30, 2013. VINCE YOUNG: Football Player Seeks Ch.11 Bankruptcy Protection -------------------------------------------------------------- Former University of Texas and NFL quarterback Vince Young filed for Chapter 11 bankruptcy protection late last week, estimating assets between $500,001 and $1 million and liabilities between $1,001,000 and $10 million. U.S. Bankruptcy Judge David Jones oversees the case. A meeting of Young's creditors has been set for Feb. 25. David Barron, writing for the Houston Chronicle, reports that a 2013 financial statement listed assets of Young and his wife, Candice, at $1.8 million and liabilities at $2.5 million, but an updated, detailed report has yet to be filed with the bankruptcy court. The report notes the Associated Press said Young was paid $34 million in six NFL seasons. Young, however, has not appeared in a regular-season game since 2011 and was cut by the last two teams that signed him. The Houston Chronicle says Young has been involved in a pair of lawsuits the past two years. 1. A $1.9 million loan at 20 percent interest was obtained in Young's name during 2011 NFL lockout. The lender, Pro Player Funding, filed suit in New York state court to force repayment of the loan, and a judgment was granted in the company's behalf. Along with interest, the loan has grown to more than $2.5 million. 2. Young sued a group that included his former financial adviser, Ronnie Peoples of Raleigh, N.C., and former agent, Major Adams II of Houston, saying they conspired to obtain the Pro Player loan and that Young never received the money. The report says lawyers in December said a settlement had been reached in the Peoples case, but that agreement has not been finalized. Brian Kilmer, Esq., serves as Young's bankruptcy lawyer. Sean Bellew, Esq., represents Pro Player Funding. WESLEY HARMON: Property to Be Auctioned Off March 24 ---------------------------------------------------- Assets of The Wesley Harmon Living Trust, Dated April 9, 2010, will be sold at public auction to the highest bidder at the office of the Trustee, 1930 North Arboleda, Ste. 201, Mesa, AZ 85213, on March 24, 2014 at 11:00 a.m. The property is located at 17998 S 186th St Queen Creek, AZ 85142, and secures debt in the original principal balance of $650,000, owed to James Sabatinos and Gwethlyn J Sabatinos. The Trustee may be reached at: Wayne L. Gardner 1930 N Arboleda, Suite 201 Mesa, AZ 85213 Tel: 480-655-7440 http://www.mkconsultantsinc.com/ WIGWAM JONES INDUSTRIAL: Assets to Be Sold Jan. 31 -------------------------------------------------- Property of Wigwam Jones Industrial Park, LLC, has been put on the auction block after the company was declared in default by lender 2010-1 CRE Venture, LLC. Nevada Title Company, the duly appointed or substituted Trustee, will sell the property at public auction to the highest bidder for cash on Jan. 31, 2014, at 9:30 a.m. at the front entrance to Nevada Legal News located at 930 S. Fourth Street, Las Vegas, Nevada, 89101. The property secures debt owed to the lender in the amount of $8,825,256.86 with interest, fees, premiums and charges thereon. * MRC Puts Sheepshead Bay Condominium Units Up for Sale for $24.5M ------------------------------------------------------------------ Madison Realty Capital (MRC), an institutionally backed commercial real estate investment firm and asset manager specializing in flexible debt and equity financing solutions for middle-market transactions throughout the United States, announced the sale of 49 condominium units totaling 64,561 net sellable square feet and 43 parking spaces at a development in Sheepshead Bay, Brooklyn for $24.5 million, resulting in a significant return on MRC's initial investment. The sale was completed by a debtor in Chapter 11 bankruptcy pursuant to a plan of reorganization. MRC was a secured creditor in the bankruptcy proceedings. MRC took control of the Breakers at Sheepshead Bay project, located at 3112-3144 Emmons Avenue in Brooklyn, NY, in December 2012 through the acquisition of a non-performing loan, after the original lender had commenced foreclosure and the borrower had filed Chapter 11 bankruptcy proceedings. The sale announced on Jan. 22 brings MRC's investment in the property to a successful conclusion, within 12 months of the original transaction. Josh Zegen, Co-Founder and Managing Member of MRC, made the announcement. "We're particularly proud to announce the disposition of the Breakers at Sheepshead Bay property," Mr. Zegen said. "MRC had the opportunity in this complex deal to exercise every element of our fully integrated platform. Our bankruptcy and restructuring expertise was at the forefront, given that we entered the deal after the borrower filed Chapter 11. We navigated the challenges of acquiring the defaulted loan and then improving and renovating this property to maximize its value, all within the bankruptcy framework. This sale, completed pursuant to a contested and confirmed Chapter 11 plan, is a testament to MRC's ability to bring multi-dimensional real estate and financial expertise to bear on a troubled asset and successfully turn it around." About Madison Realty Capital (MRC) Founded in 2004, Madison Realty Capital is an institutionally backed commercial real estate firm specializing in flexible debt and equity financing solutions for middle-market transactions throughout the United States. MRC invests in the multifamily, retail, office and industrial sectors and has completed in excess of $1.2 billion of transactions in 28 states to date. MRC's vertically integrated platform encompasses origination, servicing, asset management, property management and construction management expertise to maximize the value of its investments. * Moody's Says Drop in Political Ad Revenue to Hit TV Broadcasters ------------------------------------------------------------------ Political advertising revenue for US television broadcasters will fall in 2014 for only the second time since 1980 during a non- recession election year, Moody's Investors Service says in a new report, "Drop in US Political Advertising in 2014 Will Cap Growth in Broadcasters' Cash Flow." Moody's expects the broadcasters' local political ad revenue to reach no more than $2.6 billion in 2014, compared to $2.9 billion in 2012. "Spending from presidential, Congressional, issue-oriented and state and local campaigns peaked in 2012, and stands to fall by 10% or more this year," says Vice President -- Senior Credit Officer, Carl Salas. "The drop in political ad revenue this year will reverse a long-running trend of consistent growth in spending on political advertising every election year at a 10% compound annual growth rate." Among operators, E. W. Scripps and Gray Television are the most likely to see declines in political revenue on a same-station basis, since political advertising accounted for more of their 2012 broadcasting revenue than it did for peers, Salas says. Broadcasters with medium exposure to political ad revenue, including LIN Television and Sinclair Broadcast Group, can rely on growth in core advertising or digital revenue to help maintain cash flow in 2014. LIN and Sinclair also own multiple stations in battleground states for governor or Congress. Meanwhile, Gannett and Tribune will enjoy greater diversification and synergies from recent large acquisitions, according to the report. Entravision Communications and Granite Broadcasting will see the smallest drop in political ad revenue in 2014, since they have low exposure to political ad demand, Salas says. "Entravision will benefit from its increased focus on Spanish-speaking voters, while Granite has historically earned more political revenue from mid- term elections." The biennial increase in political advertising for US broadcasters will resume with new record spending in 2016, more than making up for this year's reversal, Moody's notes. Broadcasters stand to reap massive revenue gains during the first presidential year since 2010 featuring primary battles in both political parties. * Blank Rome Adds 21 Attorneys to California & New York Offices --------------------------------------------------------------- Blank Rome LLP on Jan. 22 disclosed that 21 attorneys, including five Partners along with Counsel, Associates, and additional staff from the law firms of Finestone & Richter and Margolis & Tisman LLP will join the Firm effective February 1. As a result of these additions, the Firm will significantly expand its Los Angeles office, establish an office in San Francisco, and enhance its New York office. "We are thrilled to welcome this outstanding group to Blank Rome from two highly respected California-based firms. They bring an impressive amount of corporate M&A, corporate litigation, labor and employment, banking, real estate, and trusts and estates experience to the Firm's practices in these areas, as well as Chinese and Korean language capability, and will be excellent enhancements to our Asia Practice," said Alan J. Hoffman, Chairman and Managing Partner. "We established a California presence in 2009 to better meet the needs of our West Coast and Asian clients. In a short period of time we have grown from just five attorneys in one Los Angeles office, to now nearly 50 attorneys on the West Coast in expanded space in Los Angeles and a new office in San Francisco. We look forward to continued and strategic growth on the West Coast and in other key markets." With the addition of the Margolis & Tisman group, Blank Rome now has an established office in San Francisco. In October, the Firm announced the relocation of its Los Angeles office to new, expanded space in the Century Towers in Century City, having entered into a long-term lease occupying a full floor of prime office space. The locations of the Firm's California offices are: Blank Rome Los Angeles Blank Rome San Francisco "This is an exciting time for Blank Rome and our Los Angeles office in particular," said Gregory M. Bordo, Administrative Partner, Los Angeles office. "The groups from Finestone & Richter and Margolis & Tisman are outstanding additions to our growing West Coast team and further enhance our capabilities for serving our California and Pacific Rim clients in key areas." "Our group is eager to integrate with our new colleagues at Blank Rome," said Jeffrey R. Richter of Finestone & Richter. "We are confident that both the Firm's geographic footprint and extraordinarily diverse practice areas will enhance the level of service that we offer our clients. Moreover, the quality of the professional staff, the vast resources of the Firm, and its palpable dynamism will provide us with countless opportunities to maximize the provision and quality of full business and support services to our growing clientele. Following a 37-year history since the founding of Finestone & Richter, its lawyers and staff are proud and honored to be a part of Blank Rome." "To best serve the expanding needs of our domestic and foreign clients -- particularly the rapidly growing number of Chinese and Korean businesses and entrepreneurs operating in the U.S. -- we wanted to combine with a large firm that has a stellar reputation and broad and deep U.S. and Asian practices," said Mike Margolis of Margolis & Tisman. "Blank Rome is a perfect fit. Like us, the Firm is committed to serving clients with exceptional dedication, supporting the communities in which its people and clients live and work, and promoting a collaborative culture that always puts the client first. Our combining with Blank Rome both complements the Firm's traditional areas of practice and enhances a uniquely qualified team that serves Chinese and Korean businesses in the U.S. We are excited to join the Firm and have the opportunity to work with such an impressive group of professionals." Joining from Margolis & Tisman LLP Michael ("Mike") B. Margolis, Partner Corporate Litigation Group, Los Angeles Mr. Margolis has more than 30 years of experience representing clients in a variety of disputes, including trade secrets, unfair competition, and misappropriation of intellectual property; fraud; international joint ventures; employment matters; real estate; lender liability; and class actions and other complex commercial cases. In addition to his dispute resolution practice, Mr. Margolis counsels businesses and business owners on a wide range of international and domestic issues. Mr. Margolis frequently speaks at meetings and forums on industry topics. He has been called upon to act as a judge in the Chinese National Round of Jessup International Moot Court Competitions in Beijing and Shenzhen. He is a member of the Executive Committee of the Leadership Board of the Asia Society of Southern California; a member of the Board of Directors of the Hong Kong Association of Southern California; and a member of the Executive Board of the Cornell Law Association. He is conversational in Mandarin Chinese. Stephen E. Tisman, Partner Labor and Employment and Corporate Litigation Groups, New York Mr. Tisman focuses his practice on complex corporate and employment litigation and on employment and corporate business matters. His U.S. and international clients have included a multibillion dollar insurance company, an internationally affiliated newspaper, non-profit organizations, a radio station, national consulting and actuarial firms, a reinsurance brokerage, a specialty foods manufacturer, apparel companies, a large travel agency, an "employee leasing" company, law firms, accounting firms, and a professional sports agent, among others. He also represents senior executives in a variety of industries, including financial services, insurance, and pharmaceuticals in litigated and contractual matters. Mr. Tisman has litigated in virtually all of the courts of New York and in state and federal courts throughout the U.S. He has practiced before state and federal administrative agencies and has brought and defended arbitrations before the American Arbitration Association, the New York Stock Exchange, the Financial Industry Regulatory Authority ("FINRA") and its predecessor, the National Association of Securities Dealers ("NASD"). Mr. Tisman previously served as a member of the Council on Judicial Administration and on the Committees on Federal Courts and State Legislation for the Association of the Bar of the City of New York. Attorneys joining Mr. Margolis and Mr. Tisman: Los Angeles Jason S. Kim, Partner, Corporate, M&A, and Securities Group Timothy J. Martin, Counsel, Corporate Litigation Group Adam W. Schorr, Counsel, Corporate, M&A, and Securities Group Linda M. Toutant, Counsel, Corporate Litigation Group Shirley M. Kong, Associate, Corporate Litigation Group San Francisco New York Joining from Finestone & Richter Jeffrey R. Richter, Partner Corporate, M&A, and Securities Group, Los Angeles Mr. Richter advises public and private companies ranging from start-ups to well-established corporations on a wide variety of business matters involving mergers and acquisitions, general corporate and commercial transactions, securities law, and dispute resolution. He has more than 40 years of experience involving the sale of assets, the sale of capital stock or other securities, mergers and related transactions relating to the transfer of control of corporate or other entities, and representing buyers and sellers in connection with transactions for small, mid-cap, and large businesses. He has significant experience with a wide range of general corporate and commercial transactions; has participated in numerous public offerings, proxy battles, going private transactions and mergers, 1934 Act compliance activities, private offering syndications, and state blue law compliance; and is well versed in dispute negotiations. Mr. Richter also provides counsel to tax-exempt organizations, including public charities and educational institutions. He is a frequent lecturer on securities law, franchise law, and multilevel marketing, as well as the California Non-Profit Integrity Act. Mr. Richter is a member of the Beverly Hills Bar Association's Business Law, Labor & Employment Law, and Intellectual Property Law Sections; a member of the Los Angeles County Bar Association's Intellectual Property and Business & Corporations Sections; and a member of the California State Bar's Business Law and Labor & Employment Law Sections. He serves on the Board of Directors of the Jewish Big Brothers Big Sisters of Los Angeles, and is the organization's Treasurer and Chair of the Finance Committee. He also serves on the Audit Committee of Jewish Vocational Services. William Finestone, Partner Tax, Benefits, and Private Client Group, Los Angeles Mr. Finestone concentrates his practice in the area of trusts and estates, with particular emphasis on estate and tax planning and estate and trust administration. He has more than 40 years of experience in the preparation of wills, revocable and irrevocable private trusts, charitable trusts, durable powers of attorney for financial and healthcare matters, and business succession planning. He advises clients on estate and trust administration matters involving probate and non-probate procedures as well as the resolution of disputes involving wills and trusts. In tax planning matters, Mr. Finestone advises clients in the areas of United States, California, and international transfer tax planning; corporate, partnership, and individual income tax planning; and property taxation. Mr. Finestone is a California State Bar Certified Specialist in Estate Planning, Trust and Probate Law, and a Los Angeles Superior Court Alternative Dispute Resolution Neutral. He is a Fellow of the American College of Trust and Estate Counsel ("ACTEC"), a member of its Charitable Tax Planning and Exempt Organizations Committee, and a Director of the ACTEC Foundation. He has served as an instructor for accounting and tax seminars at the California State University Los Angeles, College of Extended Studies and International Programs since 1990. Mr. Finestone is also a member of the American Bar Association's Sections on Business Law, Real Property, Probate and Trust, and Taxation. Mr. Finestone is a frequent lecturer at continuing education and other programs, including the American and California State Bar Associations, ACTEC, the USC Tax Institute, the UCLA/CEB Estate Planning Institute, Partnership for Philanthropic Planning (National Committee on Planned Giving), Western Regional Planned Giving Conference, Western Conference on Tax Exempt Organizations, AFP, several Planned Giving Roundtables in California and elsewhere, and corporate meetings. Joining Mr. Richter and Mr. Finestone in Los Angeles: About Blank Rome LLP Blank Rome LLP -- http://www.BlankRome.com-- is one of America's largest law firms. With nearly 500 attorneys serving clients around the globe, Blank Rome is an international law firm representing businesses and organizations ranging from Fortune 500 companies to start-up entities. Blank Rome helps its clients in all aspects of their businesses. The Firm's practices cover areas including business tax; commercial and corporate litigation; consumer finance; employment, benefits and labor; environmental litigation; financial services; business restructuring and bankruptcy; government relations; intellectual property; maritime, international trade and public contracts; matrimonial; mergers & acquisitions and private equity; product liability, mass torts, insurance; public companies and capital formation; public finance; real estate; trusts and estates; and white collar defense and investigations. Blank Rome also represents pro bono clients in a wide variety of cases and matters. * Molly Sheehan Among U.S. Banker Magazine's "Woman to Watch" ------------------------------------------------------------- Attorney Molly Sheehan, named one of the "Top Women to Watch in Banking" by U.S. Banker magazine, has been named Of Counsel to Parker Ibrahim & Berg, according to Jay Ibrahim, firm founder and partner. A mortgage banking expert with over 40 years of experience in financial services, Ms. Sheehan joins Parker Ibrahim & Berg from JPMorgan Chase, where she served as Senior Vice President and General Counsel for Chase Home Lending as well as Housing Policy Executive, where she represented Chase Home Lending in working with the U.S. Treasury Dept. and other federal banking regulators on foreclosure prevention and other issues related to the mortgage crisis. "We are extremely fortunate to have Molly's unparalleled experience and stellar reputation serving our clients in the consumer financial services industry," said Mr. Ibrahim. "She has worked at the highest levels of government on issues that she identified as problems even before they made national headlines, and her foresight in getting ahead of those problems will be a real asset to our clients and the firm." Ms. Sheehan received her undergraduate and master's degrees from The Catholic University of America, and her J.D. from that university's Columbus School of Law. She was previously Vice President and Assistant General Counsel for Manufacturers Hanover Trust Company before joining JPMorgan Chase where she also served as Senior Vice President and General Counsel of Chemical Bank New Jersey. She was named #11 of the Top 25 Women to Watch in U.S. Banker magazine's Most Powerful Women in Banking in 2009. Parker Ibrahim & Berg LLC -- http://www.piblaw.com-- represents a wide array of corporate clients, including Fortune 500 companies, national banks, retailers, reinsurers, mortgage lenders and financial services companies. Its practice areas include mortgage banking, bankruptcy, commercial litigation, reinsurance/insurance, regulatory consulting, regulatory enforcement, consumer finance, fair lending, and corporate transactional matters. * Recent Small-Dollar & Individual Chapter 11 Filings ----------------------------------------------------- In re Cybernetic Research Laboratories, Inc. Bankr. D. Ariz. Case No. 14-00523 Chapter 11 Petition filed January 15, 2014 See http://bankrupt.com/misc/azb14-00523.pdf represented by: Scott D. Gibson, Esq. LAW OFFICE OF SCOTT D. GIBSON, PLLC E-mail: ecf@sdglaw.net In re Specified Construction Management, LLC Bankr. D. Ariz. Case No. 14-00552 Chapter 11 Petition filed January 15, 2014 See http://bankrupt.com/misc/azb14-00552.pdf represented by: Andrew M Ellis, Esq. ANDREW M. ELLIS LAW, PLLC E-mail: Andrew.Ellis@azbar.org In re William Thoene Bankr. C.D. Cal. Case No. 14-10089 Chapter 11 Petition filed January 15, 2014 In re Joe Mobley Bankr. E.D. Calif. Case No. 14-20348 Chapter 11 Petition filed January 15, 2014 In re The Ultimate Home Buyers, LLC Bankr. D. Md. Case No. 14-10671 Chapter 11 Petition filed January 15, 2014 See http://bankrupt.com/misc/mdb14-10671.pdf Filed Pro Se In re John Williams Bankr. E.D.N.Y. Case No. 14-40167 Chapter 11 Petition filed January 15, 2014 In re Greater Deliverance Church of God in Christ, Inc. Bankr. W.D. Tenn. Case No. 14-20517 Chapter 11 Petition filed January 15, 2014 See http://bankrupt.com/misc/tnwb14-20517.pdf represented by: John E. Dunlap, Esq. E-mail: jdunlap00@gmail.com In re SMD Carrollton, LLC dba Smiling Moose Deli Bankr. E.D. Tex. Case No. 14-40109 Chapter 11 Petition filed January 15, 2014 See http://bankrupt.com/misc/txeb14-40109.pdf represented by: John P Lewis, Jr., Esq. E-mail: jplewisjr@mindspring.com In re John Koeppen Bankr. E.D. Va. Case No. 14-10168 Chapter 11 Petition filed January 15, 2014 In re Native American Energy, LLC Bankr. D. Ariz. Case No. 14-00605 Chapter 11 Petition filed January 16, 2014 See http://bankrupt.com/misc/azb14-00605.pdf represented by: J. Kent Mackinlay, Esq. WARNOCK, MACKINLAY & CARMAN, PLLC E-mail: kent@mackinlaylawoffice.com In re Progressive Data Systems, Inc. Bankr. M.D. Fla. Case No. 14-00456 Chapter 11 Petition filed January 16, 2014 See http://bankrupt.com/misc/flmb14-00456.pdf represented by: Buddy D. Ford, Esq. BUDDY D. FORD, P.A. E-mail: Buddy@tampaesq.com In re Visum Management, LLC Bankr. M.D. Fla. Case No. 14-00469 Chapter 11 Petition filed January 16, 2014 See http://bankrupt.com/misc/flmb14-00469.pdf represented by: Buddy D. Ford, Esq. BUDDY D. FORD, P.A. E-mail: Buddy@tampaesq.com In re Spine Injury Physicians, LLC Bankr. M.D. Fla. Case No. 14-00470 Chapter 11 Petition filed January 16, 2014 See http://bankrupt.com/misc/flmb14-00470.pdf represented by: Buddy D. Ford, Esq. BUDDY D. FORD, P.A. E-mail: Buddy@tampaesq.com In re Wellness Worx Center, PLLC Bankr. M.D. Fla. Case No. 14-00471 Chapter 11 Petition filed January 16, 2014 See http://bankrupt.com/misc/flmb14-00471.pdf represented by: Buddy D. Ford, Esq. BUDDY D. FORD, P.A. E-mail: Buddy@tampaesq.com In re 1402 North Walnut Street LLC Bankr. S.D. Ind. Case No. 14-00263 Chapter 11 Petition filed January 16, 2014 See http://bankrupt.com/misc/insb14-00263.pdf represented by: Craig R. Benson, Esq. CRAIG BENSON, ATTORNEY AT LAW, P.C. E-mail: craigbensonlaw@gmail.com In re Victor Kazanjian Bankr. D. Md. Case No. 14-10751 Chapter 11 Petition filed January 16, 2014 In re Victor M. Kazanjian Bankr. D. Md. Case No. 14-10751 Chapter 11 Petition filed January 16, 2014 See http://bankrupt.com/misc/mdb14-10751.pdf Filed Pro Se In re Craig Kazanjian Bankr. D. Md. Case No. 14-10752 Chapter 11 Petition filed January 16, 2014 In re Craig C. Kazanjian Bankr. D. Md. Case No. 14-10752 Chapter 11 Petition filed January 16, 2014 See http://bankrupt.com/misc/mdb14-10752.pdf Filed Pro Se In re Esther Lewis Bankr. D. Md. Case No. 14-10760 Chapter 11 Petition filed January 16, 2014 In re Taplin Properties, LLC Bankr. W.D. Mich. Case No. 14-00213 Chapter 11 Petition filed January 16, 2014 See http://bankrupt.com/misc/miwb14-00213.pdf represented by: Cody H. Knight, Esq. RAYMAN & KNIGHT E-mail: courtmail@raymanstone.com In re K.T.X. Incorporated Bankr. W.D. Mich. Case No. 14-00215 Chapter 11 Petition filed January 16, 2014 See http://bankrupt.com/misc/miwb14-00215.pdf represented by: Cody H. Knight, Esq. RAYMAN & KNIGHT E-mail: courtmail@raymanstone.com In re Sung Hong Bankr. D.N.J. Case No. 14-10817 Chapter 11 Petition filed January 16, 2014 In re Jose Santos Bankr. S.D.N.Y. Case No. 14-10078 Chapter 11 Petition filed January 16, 2014 In re Sanrod Properties, LLC Bankr. E.D.N.C. Case No. 14-00312 Chapter 11 Petition filed January 7, 2014 See http://bankrupt.com/misc/nceb14-00312.pdf represented by: Stephen G. Inman, Esq. MURRAY, CRAVEN & INMAN, LLP E-mail: sgi@mcilaw.com In re Marc Knapp Bankr. D. S.C. Case No. 14-00325 Chapter 11 Petition filed January 16, 2014 In re James Taylor Bankr. M.D. Tenn. Case No. 14-00278 Chapter 11 Petition filed January 16, 2014 In re WV Storage Systems, Inc. Bankr. S.D. W.Va. Case No. 14-30014 Chapter 11 Petition filed January 7, 2014 See http://bankrupt.com/misc/wvsb14-30014.pdf represented by: Frederick L. Delp, Esq. E-mail: fldelp@comcast.net In re Mark Donahue Bankr. S.D. W.Va. Case No. 14-30015 Chapter 11 Petition filed January 16, 2014 In re Arthur Tellez Bankr. D. Ariz. Case No. 14-00651 Chapter 11 Petition filed January 17, 2014 In re Masoud Amraei Bankr. C.D. Cal. Case No. 14-10991 Chapter 11 Petition filed January 17, 2014 In re Frederick Sternberg Bankr. S.D. Fla. Case No. 14-11127 Chapter 11 Petition filed January 17, 2014 In re Deborah Earnhart Bankr. N.D. Ind. Case No. 14-10058 Chapter 11 Petition filed January 17, 2014 In re Mattiemase Properties, LLC Bankr. E.D. La. Case No. 14-10094 Chapter 11 Petition filed January 17, 2014 See http://bankrupt.com/misc/laeb14-10094.pdf represented by: D. Bruce Cameron, Esq. E-mail: bruce@cameronlawfirm.com In re Jerris Leonard Bankr. D. Md. Case No. 14-10838 Chapter 11 Petition filed January 17, 2014 In re Illusion Optical Displays, Inc. Bankr. W.D. Mich. Case No. 14-00235 Chapter 11 Petition filed January 17, 2014 See http://bankrupt.com/misc/miwb14-00235.pdf represented by: Harold E. Nelson, Esq. RHOADES MCKEE, P.C. E-mail: ecf-hen@rhoadesmckee.com In re Assistance Travel & Transport, Inc. Bankr. E.D.N.C. Case No. 14-00360 Chapter 11 Petition filed January 17, 2014 See http://bankrupt.com/misc/nceb14-00360.pdf represented by: Travis Sasser, Esq. SASSER LAW FIRM E-mail: tsasser@carybankruptcy.com In re Todd Adams Bankr. W.D. Tenn. Case No. 14-20658 Chapter 11 Petition filed January 17, 2014 In re Vincent Young Bankr. S.D. Tex. Case No. 14-30400 Chapter 11 Petition filed January 17, 2014 In re Inc. The Church Of The Loving God Bankr. S.D. Cal. Case No. 14-00294 Chapter 11 Petition filed January 19, 2014 See http://bankrupt.com/misc/casb14-00294.pdf represented by: Christian McLaughlin, Esq. LEGAL OBJECTIVE E-mail: chris@legalobjective.com In re NCS Realty Corporation Bankr. E.D.N.Y. Case No. 14-70189 Chapter 11 Petition filed January 19, 2014 See http://bankrupt.com/misc/nyeb14-70189.pdf represented by: Michael A. King, Esq. E-mail: Romeo1860@aol.com In re Donald Lloyd Bankr. D. Ariz. Case No. 14-00684 Chapter 11 Petition filed January 20, 2014 In re ILSEM, L.L.C. Bankr. D. Del. Case No. 14-10096 Chapter 11 Petition filed January 20, 2014 See http://bankrupt.com/misc/deb14-10096.pdf represented by: John D. McLaughlin, Jr., Esq. CIARDI CIARDI & ASTIN E-mail: jmclaughlin@ciardilaw.com In re Justo Acosta Bankr. S.D. Fla. Case No. 14-11260 Chapter 11 Petition filed January 20, 2014 In re Steve Alexander Bankr. N.D. Ill. Case No. 14-01653 Chapter 11 Petition filed January 20, 2014 In re Lindell Bell Bankr. D. Nev. Case No. 14-10339 Chapter 11 Petition filed January 20, 2014 In re Daniel Hesse Bankr. E.D.N.Y. Case No. 14-70196 Chapter 11 Petition filed January 20, 2014 In re Angelo Toscano Bankr. E.D.N.Y. Case No. 14-70200 Chapter 11 Petition filed January 20, 2014 In re Huntington Energy Group, LLC Bankr. W.D. Pa. Case No. 14-20203 Chapter 11 Petition filed January 20, 2014 See http://bankrupt.com/misc/pawb14-20203.pdf represented by: J. Michael Baggett, Esq. MCCANN GARLAND RIDALL & BURKE E-mail: BAGGETTMJ@aol.com In re Frank Manning Bankr. E.D. Tenn. Case No. 14-30135 Chapter 11 Petition filed January 20, 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 ***