/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/140616.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, June 16, 2014, Vol. 18, No. 166 Headlines 38 STUDIOS: Trustee Launches Slew Of Clawback Suits AFFINION GROUP: S&P Raises CCR to 'CCC+'; Outlook Negative AFFYMAX INC: Takeda Terminates Collaboration Agreement AGFEED INDUSTRIES: Seeks Fifth Exclusivity Extension AMERICAN AIRLINES: Beats Back Claims by TWA Pilots ARAMID ENTERTAINMENT: Case Summary & 20 Top Unsecured Creditors ARCH COAL: Bank Debt Trades at 2% Off ARGUS GROUP: A.M. Best Affirms 'bb' Issuer Credit Rating ASHER INVESTMENT: Section 341(a) Meeting Set on July 14 AURA SYSTEMS: Incurs $13.9 Million Net Loss in Fiscal 2014 BELLINGHAM INSURANCE: Lawyer Weighs In On High Ct's Arkison Ruling BERNARD L. MADOFF: New Bid to Appeal Good-Faith Defenses BREVITY VENTURES: Case Summary & 20 Largest Unsecured Creditors BROOKSTONE HOLDINGS: New Owner to Keep Almost All Stores Open CAESARS ENTERTAINMENT: Redefines Itself, Still Has Debts CBM ASIA: Gets Breach Notices From Ephindo in Kutai West Contract CENGAGE LEARNING: To Pay $68M Bankruptcy Fees To Kirkland, Others CHAMPION INDUSTRIES: Incurs $248,000 Net Loss in Second Quarter CHGC INC: Case Summary & 16 Largest Unsecured Creditors CHINA NATURAL: U.S. Trustee Wants Case Converted to Ch. 7 COLDWATER CREEK: Committee Wants Exclusive Periods Terminated COLDWATER CREEK: Panel Hires Lowenstein Sandler as Counsel COLDWATER CREEK: Panel Taps Cozen O'Connor as Delaware Counsel COLDWATER CREEK: Creditors' Panel Hires GlassRatner as Advisor COLDWATER CREEK: Creditors' Panel Wants Exclusivity Terminated COMARCO INC: Amends Fiscal 2014 Annual Report to Add Info. COMPASS MINERALS: S&P Affirms 'BB+' CCR; Outlook Stable DBSI INC: Former Prez Says Evidence For $169M Fraud 'Insufficient' DEWEY & LEBOEUF: Trustee Raises New Allegations Against Executives DOLAN CO: Emerges From Chapter 11 Bankruptcy Protection DREIER LLP: Case Professional Fees Total $17.7 Million DUTCH MINING: Files for Liquidation in Georgia Bankruptcy Court EMMAUS EVANGELICAL: Case Summary & 20 Largest Unsecured Creditors EMANUEL COHEN: Section 341(a) Meeting Set on July 11 ENERGY FUTURE: Hires Sidney Austin as Corporate Counsel ENERGY FUTURE: Wants to Hire McDermott as Counsel on Energy Deals ENERGY FUTURE: Hires Epiq as Administrative Advisor ENERGY FUTURE: Taps Gibson Dunn as Special Counsel ENVISION HEALTHCARE: S&P Assigns 'B' Rating to $650MM Unsec. Notes EWGS INTERMEDIARY: Gets Nod For Ch. 11 Disclosure Statement FITNESS INTERNATIONAL: S&P Assigns 'B' CCR & Rates New Debt 'B' FL 6801 SPIRITS: $5-Mil. DIP Financing Has Interim Approval FL 6801 SPIRITS: June 25 Hearing on 360 Miami-Led Sale Process FL 6801 SPIRITS: Taps Prime Clerk as Claims Agent FLORIDA GAMING: Ch. 11 Plan of Liquidation Filed FLORIDA MULTISPECIALTY: Case Summary & 20 Top Unsecured Creditors FOREST HOME: Case Summary & 8 Largest Unsecured Creditors FREEDOM INDUSTRIES: Lawyers Working on Short Rations GENERAL GLASS: Case Summary & 20 Largest Unsecured Creditors GENERAL MOTORS: Prosecutors Interview Workers in Recall Probe GENERAL MOTORS: Recalls Nearly 600,000 More Vehicles GENEX SERVICES: S&P Withdraws 'B' CCR; Outlook Stable GENERAL MOTORS: Tug of War Emerges Over Data Recorders GLOBAL AVIATION: Court Approves Starman Bros as Auctioneer GLOBAL GEOPHYSICAL: Court Approves KERP GRIDWAY ENERGY: Platinum Wins Auction; Sale Hearing Today GRIDWAY ENERGY: U.S. Trustee Balks at Accord With Panel & Lender GRIDWAY ENERGY: UST Says Incentive Plan Should Be Nixed GRIDWAY ENERGY: Sec. 341 Creditors' Meeting Continued Today GSE ENVIRONMENTAL: Court Approves Plan Disclosures HERTZ CORP: DBRS Confirms 'BB' Issuer Rating, Trend Revised to Neg HOSTESS BRANDS: 8th Circ. Overturns Rulings On License Transfers HOUSTON REGIONAL: Asks for More Time to File Exit Plan HUSKY INJECTION: S&P Assigns 'B' Rating to US$1.265BB Sr. Loan IDERA PHARMACEUTICALS: Stockholders Elected Two Directors IMAGING EXPANSIONS: Case Summary & 11 Largest Unsecured Creditors ISC8 INC: Receives Default Notice From PFG J.C. PENNEY: New Financing Gives Retailer Room To Grow Again J2 GLOBAL: S&P Assigns BB CCR & Rates $350 Convertible Notes B+ JAMES RIVER: Sale of Idled Mining Complex Approved KANGADIS FOOD: Section 341(a) Meeting Set on July 11 KU6 MEDIA: Posts $4.41 Million Net Loss in First Quarter LIME ENERGY: Settles Class Action Suit for $2.5 Million LONGVIEW POWER: Seeks Exclusivity Extension Until Sept. 3 LONGVIEW POWER: Can Halt Lawsuit Threatening Restructuring M&B21 HARRISON: Case Summary & 6 Largest Unsecured Creditors MARTIFER SOLAR: Finds a Buyer for Solar-Power Business MERCHANT CAPITAL: Case Summary & Largest Unsecured Creditors METRORIVERSIDE LLC: Case Summary & 20 Largest Unsecured Creditors MF GLOBAL: Wants Claims By Corzine, Other Former Execs Capped MMODAL INC: Heads to July 15 Hearing on Chapter 11 Plan Approval MOBILESMITH INC: Inks $5 Million Loan Pact with Comerica Bank MOMENTIVE PERFORMANCE: Restructuring Agreement Draws Flak MSD PERFORMANCE: Winds Down in Chapter 7 After Sale MT. GOX: CoinLab Backs Ch. 15 Bid, With Conditions NATROL INC: Files for Chapter 11 in Wake of Class Actions NEUSTAR INC: S&P Puts 'BB' CCR on CreditWatch Negative NEW ALBERTSON'S: S&P Revises Outlook to Pos. & Affirms 'CCC+' CCR NEWLEAD HOLDINGS: Intends to Pursue Damage Claims v. Ironbridge NEXT 1 INTERACTIVE: Incurs $18.3 Million Net Loss in Fiscal 2014 OGX PETROLEO: Brazilian Court Clears Restructuring Plan OVERLAND STORAGE: Sheldon Inwentash Reports 5.2% Equity Stake OVERSEAS SHIPHOLDING: Amended Chapter 11 Plan Filed OVERSEAS SHIPHOLDING: Seeks Exclusivity Extension Until July 18 PACIFIC VECTOR: Debt Holder Files Notices of Default PAINT FACTORY: Case Summary & 20 Largest Unsecured Creditors PANACHE BEVERAGE: Enters Into Restructuring Deal with Consilium PATRIOT COAL: 8th Circ. Won't Reopen Workers' Exposure Claims PETTERS COMPANY: Riemer & Braunstein Okayed as Mass. Counsel PHOENIX REALTY: Case Summary & 7 Largest Unsecured Creditors PLACID OIL: Order Denying Williameses Tort Claims Affirmed PRESSURE BIOSCIENCES: To Launch PCT-Based Instrument System QUIGLEY CO: Pfizer Wins 3rd Straight Asbestos Case RADIOSHACK CORP: Odds Grow For Co.'s Bankruptcy By Year's End RENO-SPARKS INDIAN: Fitch Affirms 'BB+' LT Issuer Default Rating RICEBRAN TECHNOLOGIES: Annual Meeting Set on August 19 ROCKWELL MEDICAL: To Issue 1.7MM Shares Under 2007 Incentive Plan ROVI CORP: S&P Assigns 'BB-' Rating to $1BB Credit Facilities SANCHEZ ENERGY: S&P Assigns 'B-' Rating to $700MM Unsecured Notes SECUREALERT INC: Files Financial Reports of Acquired Businesses SOLID ROCK COMMUNITY: Case Summary & 16 Top Unsecured Creditors SPOGAIN INVESTMENTS: Case Summary & Largest Unsecured Creditors STARR PASS: Case Summary & 4 Largest Unsecured Creditors STARTER HOMES: Case Summary & 7 Largest Unsecured Creditors STOCKTON, CA: City Argues for End to Bankruptcy In Last Trial Day TENET HEALTHCARE: Fitch Assigns 'B-' Rating to $500MM Unsec. Notes TOP SHIPS: Closes Underwritten Public Offering of Shares UC HOLDINGS: S&P Affirms 'B-' CCR After $25MM Add-On Notes US COAL CORP: Involuntary Chapter 11 Case Summary VERITEQ CORP: Inks Rights to Shares Agreement with Alpha Capital VICTORY ENERGY: Files Copy of June 2014 Investor Presentation W.R. GRACE: Former Worker's Rep Lacked Standing to Pursue Claim WALTER ENERGY: Bank Debt Trades at 4% Off XZERES CORP: Incurs $9.5 Million Net Loss in Fiscal 2014 YARWAY CORP: Defendant Allowed to Subpoena Bankruptcy Trusts * Atty Liable in Hospital Takeover Scheme, Panel Rules * Bank Fraud Liability May Grow If High Court Acts * Lawyer Denied Judicial Immunity for Violating Automatic Stay * Evicted Tenant Still Can Raise Stay Violation Claim * Expense of Jailing a Child Survives Parents' Bankruptcy * Rule Makers Tighten Accounting for 'Repos' * BofA Mortgage Talks Said to Stall as U.S. Prepares Suit * BNP Paribas Fine Seen Eclipsing Past U.S. Sanctions Cases * Citigroup SEC Accord Revived as Agency Power Strengthened * College Graduates Struggle to Find Employment Worth a Degree * EU Ministers Back Proposal on Cross-Border Bankruptcies * Legislative Assault on the Financial Stability Oversight Council * Risk of Banks Dodging Rules Leads to U.S. FDIC Scrutiny * James Nugent Joins Huron's Business Advisory Practice * BOND PRICING -- For Week From June 9 to 13, 2014 ********* 38 STUDIOS: Trustee Launches Slew Of Clawback Suits --------------------------------------------------- Law360 reported that the Chapter 7 trustee for former Major League Baseball pitcher Curt Schilling's failed video game company 38 Studios LLC went on a bit of a litigation blitz, filing 17 so- called avoidance actions looking to claw back money for the benefit of creditors in the case. According to the report, the lawsuits are aimed at recovering what are known as alleged preferential payments made during the 90-day period before 38 Studios filed for bankruptcy in April 2012. The video game venture's estate appears to be seeking to claw back a total of about $630,000, with firms such as PricewaterhouseCoopers LLC, Dell Marketing LP and Oracle America Inc. in its sights, the report cited court records. 38 Studios LLC, a video-game developer founded by former Boston Red Sox pitcher Curt Schilling, filed for liquidation on June 8, 2012, without attempting to reorganize. Although based in Providence, Rhode Island, the company filed the Chapter 7 petition in Delaware (Case No. 12-11743). AFFINION GROUP: S&P Raises CCR to 'CCC+'; Outlook Negative ---------------------------------------------------------- Standard & Poor's Ratings Services raised its long-term corporate credit rating on Affinion Group Holdings Inc. (Affinion Holdings) to 'CCC+' from 'SD'. The rating outlook is negative. In addition, S&P raised its issue-level ratings on Affinion Holdings' 13.75%/14.5% senior secured PIK/toggle notes due 2018 to 'CCC-' from 'D'. The recovery rating on the debt is '6', indicating S&P's expectation of negligible recovery in the event of a payment default. "The upgrade reflects the completion of the exchange offer. About $88.7 million of the existing holding company notes (approximately 30.1%) were tendered in the exchange offer. About $204 million of the existing holding company's notes remain outstanding," said Standard & Poor's credit analyst Elton Cerda. AFFYMAX INC: Takeda Terminates Collaboration Agreement ------------------------------------------------------ Affymax, Inc., received from Takeda Pharmaceutical Company Limited a written notice of termination of the Collaboration and License Agreement between the parties, dated June 27, 2006, as amended. The Notice provides that, in accordance with the Agreement, the Agreement will be terminated effective as of Sept. 10, 2014. Takeda's decision to terminate the Agreement is a result of its detailed investigation of safety concerns of Omontys. In February 2013, Affymax and Takeda voluntarily recalled all lots of Omontys and suspended promotional activities in the U.S. following postmarketing reports of serious hypersensitivity reactions including anaphylaxis, which may be life-threatening or fatal. Takeda has conducted a detailed investigation of these reactions. The investigation has confirmed no quality or manufacturing issues were present but has not identified a specific root cause for the reactions that were observed. Based on these findings and related discussions with Takeda, Affymax has elected not to exercise its rights with respect to the Omontys New Drug Application (NDA). Takeda will work with the U.S. Food and Drug Administration to withdraw the Omontys NDA. The Board of Directors of Affymax is reviewing its strategic options as a result of the termination of the collaboration with Takeda. This termination does not change the outlook for Takeda's consolidated results for fiscal 2014. About Affymax Affymax, Inc. (Nasdaq: AFFY) is a biopharmaceutical company based in Palo Alto, California. In March 2012, the U.S. Food and Drug Administration approved the Company's first and only product, OMONTYS(R) (peginesatide) Injection for the treatment of anemia due to chronic kidney disease in adult patients on dialysis. OMONTYS is a synthetic, peptide-based erythropoiesis stimulating agent, or ESA, designed to stimulate production of red blood cells and has been the only once-monthly ESA available to the adult dialysis patient population in the U.S. The Company co- commercialized OMONTYS with its collaboration partner, Takeda Pharmaceutical Company Limited, or Takeda during 2012 until February 2013, when the Company and Takeda announced a nationwide voluntary recall of OMONTYS as a result of safety concerns. As of March 31, 2014, the Company had $6.46 million in total assets, $8.79 million in total liabilities and a $2.33 million total stockholders' deficit. Bankruptcy Warning "Because we have not made an irrevocable decision to liquidate, the accompanying condensed financial statements have been prepared under the assumption of a going concern basis that contemplates the realization of assets and liabilities in the ordinary course of business. Operating losses have been incurred each year since inception, resulting in an accumulated deficit of $559.5 million as of March 31, 2014. Nearly all of our revenues to date have come from our collaboration with Takeda. As a result of the February 23, 2013 nationwide voluntary recall of OMONTYS and the suspension of all marketing activities, there is significant uncertainty as to whether we will have sufficient existing cash to fund our operations for the next 12 months. Given our limited resources, there is no assurance that we will be able to reduce our operating expenses enough to meet our existing and future obligations and conduct ongoing operations. If we do not have sufficient funds to continue operations, we could be required to liquidate our assets, seek bankruptcy protection or other alternatives. Any failure to dispel any continuing doubts about our ability to continue as a going concern could adversely affect our ability to enter into collaborative relationships with business partners. These matters raise substantial doubt about our ability to continue as a going concern. Our financial statements do not include any adjustments that may result from the outcome of this uncertainty," the Company said in the Quarterly Report for the period ended March 31, 2014. Affymax reported a net loss of $14.42 million in 2013 following a net loss of $93.41 million in 2012. Ernst & Young LLP, in Redwood City, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that there is significant uncertainty as to whether the Company will have sufficient financial resources to fund its operations for the next 12 months. This condition raises substantial doubt about the Company's ability to continue as a going concern. AGFEED INDUSTRIES: Seeks Fifth Exclusivity Extension ---------------------------------------------------- BankruptcyData reported that AgFeed Industries filed with the U.S. Bankruptcy Court a fifth motion to extend the exclusive period during which the Company can file a Chapter 11 plan and solicit acceptances thereof through and including July 21, 2014 and September 19, 2014, respectively. According to BData, the motion explains, "The facts and circumstances of these Chapter 11 cases justify further extending the Exclusive Periods to provide the Debtors with an unimpeded opportunity to confirm a plan of liquidation. Since the last extension, the Debtors have continued to make significant progress with various constituencies on the term of a revised chapter 11 plan....The Debtors intend to use a further extension to achieve as much consensus as possible with the various other constituencies and begin the process of achieving plan confirmation. Debtors have no ulterior motive in seeking an extension of the Exclusive Periods....If this Court were to deny the Debtors' request for an extension of the Exclusive Periods, any party in interest would be free to propose a chapter 11 plan for the Debtors. Such a ruling would upset the delicate negotiating balance the Debtors have achieved, including Equity Holders' committee support of the First Amended Plan and would foster a chaotic environment with no central focus and cause substantial, if not irreparable, harm to the Debtors' efforts to preserve and maximize the value of their estates." About AgFeed Industries AgFeed Industries, Inc., has 21 farms and five feed mills in China producing more than 250,000 hogs annually. In the U.S., the business included 10 sow farms in three states and two feed mills producing more than one million hogs a year. AgFeed's revenue in 2012 was $244 million. AgFeed and its affiliates filed voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 13-11761) on July 15, 2013, with a deal to sell most of its subsidiaries to The Maschhoffs, LLC, for cash proceeds of $79 million, absent higher and better offers. The Debtors estimated assets of at least $100 million and debts of at least $50 million. Keith A. Maib signed the petition as chief restructuring officer. Hon. Brendan Linehan Shannon presides over the case. Donald J. Bowman, Jr., and Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor, serve as the Debtors' counsel. BDA Advisors Inc. acts as the Debtors' financial advisor. The Debtors' claims and noticing agent is BMC Group, Inc. The U.S. Trustee has appointed a five-member official committee of unsecured creditors to the Chapter 11 cases. The Creditors' Committee tapped Lowenstein Sandler as lead bankruptcy counsel and Greenberg Traurig, LLP, as co-counsel. CohnReznick LLP serves as the Creditors' Committee's financial advisor. An official committee of equity security holders was also appointed to the Chapter 11 cases. The Equity Committee tapped Sugar Felsenthal Grais & Hammer LLP and Elliott Greenleaf as co-counsel. In October 2013, AgFeed completed the sale of the U.S. operations to three buyers for $79.45 million, including $53.4 million in cash. In November 2013, the Court authorized AgFeed to sell its Chinese assets to Hong Kong firm Good Charm International Development Ltd. in a deal that is expected to net the debtor $45 million once several highly negotiated price adjustments are factored in. An auction was held for the Chinese facilities on Nov. 20, although no one emerged to top what was originally a $50.5 million bid. The price was lowered by $3.45 million in view of what the contract called "newly discovered" operational problems and "deterioration of the performance" of feed mills. * * * In December 2013, AgFeed filed a proposed plan of liquidation showing all creditors as being paid in full, with interest. The Plan proposes to create a trust to prosecute lawsuits and collect remaining assets. As reported by the Troubled Company Reporter on May 21, 2014, the Debtors filed their First Amended Chapter 11 Plan of Liquidation and accompanying disclosure statement. The Plan is supported by the Official Committee of Equity Security Holders. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/Agfeed_1076_DS.PDF AMERICAN AIRLINES: Beats Back Claims by TWA Pilots -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that American Airlines, which merged with US Airways Group Inc. and emerged from Chapter 11 reorganization last year as American Airlines Group Inc., got a helping hand when a bankruptcy judge in New York threw out a lawsuit by pilots who worked for Trans World Airlines Inc. According to the report, U.S. Bankruptcy Judge Sean H. Lane dismissed the TWA pilots' class action as originally filed, citing cases showing how a union isn't required to treat all members identically. Given the duty to represent all members, a union can make distinctions. Judge Lane said the TWA pilots presented no facts showing the union "intended to unlawfully discriminate" in deciding that the issue of seniority wouldn't be reopened in arbitration, the report related. The TWA pilots suit is Krakowski v. American Airlines Inc. (In re AMR Corp.), 13-ap-01283, U.S. Bankruptcy Court, Southern District of New York (Manhattan). About American Airlines AMR Corp. and its subsidiaries including American Airlines filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan on Nov. 29, 2011, after failing to secure cost- cutting labor agreements. AMR, previously the world's largest airline prior to mergers by other airlines, is the last of the so- called U.S. legacy airlines to seek court protection from creditors. It was the third largest airline in the United States at the time of the bankruptcy filing. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtors. Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law Group, Chartered, are on board as special counsel. Rothschild Inc., is the financial advisor. Garden City Group Inc. is the claims and notice agent. Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP serve as counsel to the Official Committee of Unsecured Creditors in AMR's chapter 11 proceedings. Togut, Segal & Segal LLP is the co-counsel for conflicts and other matters; Moelis & Company LLC is the investment banker, and Mesirow Financial Consulting, LLC, is the financial advisor. The Retiree Committee is represented by Jenner & Block LLP's Catherine L. Steege, Esq., Charles B. Sklarsky, Esq., and Marc B. Hankin, Esq. AMR and US Airways Group, Inc., on Feb. 14, 2013, announced a definitive merger agreement under which the companies will combine to create a premier global carrier, which will have an implied combined equity value of approximately $11 billion. The bankruptcy judge on Sept. 12, 2013, confirmed AMR Corp.'s plan to exit bankruptcy through a merger with US Airways. By distributing stock in the merged airlines, the plan is designed to pay all creditors in full, with interest. Judge Sean Lane confirmed the Plan despite the lawsuit filed by the U.S. Department of Justice and several states' attorney general complaining that the merger violates antitrust laws. In November 2013, AMR and the U.S. Justice Department a settlement of the anti-trust suit. The settlements require the airlines to shed 104 slots at Reagan National Airport in Washington and 34 at LaGuardia Airport in New York. AMR stepped out of Chapter 11 protection after its $17 billion merger with US Airways was formally completed on Dec. 9, 2013. ARAMID ENTERTAINMENT: Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Aramid Entertainment Fund Limited 14-11802 c/o Kinetic Partners 675 Third Avenue, 21st Floor New York, NY 10017 Aramid Liquidating Trust, Ltd. 14-11803 (f/k/a Aramid Entertainment Participation Fund Limited) Aramid Entertainment, Inc., 14-11804 c/o Kinetic Partners 675 Third Avenue, 21st Floor New York, NY 10017 Type of Business: The Debtors, primarily acting through AEF, have been engaged in the business of providing short and medium term liquidity to producers and distributors of film, television and other media and entertainment content by way of loans and equity investments. Chapter 11 Petition Date: June 13, 2014 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Debtors' Counsel: James C. McCarroll, Esq. Michael J. Venditto, Esq. Jordan W. Siev, Esq. Richard A. Robinson, Esq. REED SMITH, LLP 599 Lexington Avenue New York, NY 10022 Tel: (212) 521-5400 Fax: (212) 521-5450 Email: jmccarroll@reedsmith.com mvenditto@reedsmith.com jsiev@reedsmith.com rrobinson@reedsmith.com Debtors' Crisis Managers: KINETIC PARTNERS (Cayman) Limited Estimated Estimated Assets Liabilities ------------- ----------- Aramid Entertainment Fund Limited $100MM-$500MM $10MM-$50MM Aramid Entertainment, Inc. $0-$50,000 $0-$50,000 The petitions were signed by Geoffrey Varga, joint voluntary liquidator, Aramid Entertainment Fund Limited. Conslidated List of 16 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Iron Cove Solutions Professional $20 services Zen Internet, Ltd. Administrative $418 services Meeting Zone, Ltd. Administrative $632 services Baker & McKenzie Professional $508 services Loyens & Loeff Professional $3,564 services Tysers Professional $9,082 services The Law Offices of Professional $12,367 Steven Goldsobel services McDermott Will & Emergy Professional $41,631 services Mourant Ozannes Professional $60,849 services Guidepost Solutions, LLC Professional $69,098 services Weinberg Zareh & Professional $123,163 Geyerhahn, LLP services Admiral Administration, Ltd. Professional $132,861 services BDO USA, LLP 1888 Century Park East, 4th Fl. Professional $265,392 Los Angeles, CA 90067 services Tel: 310-557-0300 Fax: 310-557-1777 Attention: Elie Kurtz Remittance details: P.O. Box 31001-0860 Pasadena, CA 91110-0860 Levene, Neale, Bender, Yoo Professional $707,514 & Brill, LLP services 10250 Constellation Blvd., Suite 1700 Los Angeles, CA 90067 Tel: 310-226-1234 Fax: 310-229-1244 Attention: David Neale Email: DLN@lnbyb.com Jeffer Mangels Butler & Professional $990,510 Michell, LLP services 1900 Avenue of the Stars Seventh Floor Los Angeles, CA 90067 Tel: 310-203-8080 Fax: 310-203-0567 Attention: David Stern Email: DBS@JMBM.com Stroock & Stroock & Professional $2,303,788 Lavan, LLP services 2029 Century Park East Los Angeles, CA 90067 Attention: Michael Newtown (Billing Coordinator, Accounts Receivable) and Sky Moore, Esq. Emails: smoore@stroock.com and mnewton@stroock.com ARCH COAL: Bank Debt Trades at 2% Off ------------------------------------- Participations in a syndicated loan under which Arch Coal Inc. is a borrower traded in the secondary market at 97.96 cents-on-the- dollar during the week ended Friday, June 13, 2014, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a decrease of 0.21 percentage points from the previous week, The Journal relates. Arch Coal Inc. pays 450 basis points above LIBOR to borrow under the facility. The bank loan matures on May 17, 2018, and carries Moody's B1 rating and Standard & Poor's BB- rating. The loan is one of the biggest gainers and losers among 205 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday ARGUS GROUP: A.M. Best Affirms 'bb' Issuer Credit Rating -------------------------------------------------------- A.M. Best Co. has affirmed the financial strength rating of B++ (Good) and the issuer credit ratings (ICR) of "bbb" of Argus Insurance Company Limited and Bermuda Life Insurance Company Limited (Bermuda Life), both of which are subsidiaries of Argus Group Holdings Limited (Argus Group) [BSE:AGH.BH]. Concurrently, A.M. Best has affirmed the ICR of "bb" for the Argus Group. The outlook for all ratings is stable. All companies are domiciled in Hamilton, Bermuda. The ratings affirmation reflects Argus Group's consolidated profitable operating results, the strengthening of its capital metrics and improvement of its asset quality. On a consolidated basis, Argus Group's underwriting and net income results turned positive in 2012, improved substantially in 2013 and continue to remain favorable. The improved results are primarily driven by strong underwriting performance combined with the lack of asset valuation write-downs. In addition, Argus Group has been transitioning its investment portfolio to higher quality lower risk assets. As a result, asset valuation write-downs have been minimal, and the stabilization of the investment portfolio has resulted in improved investment income. Furthermore, the transition of the investment portfolio also is achieving better asset-liability matching. The positive net income has allowed the organization to strengthen its capital level through retained earnings. The earnings results for Argus Group's insurance operations continue to be positive, although the level of premiums and fee- based income growth has slowed, pressured by continuous weakness of the Bermuda economy. Bermuda Life (the organization's domestic life, annuity, pension and health insurance subsidiary) reported strong net income results, which were driven primarily by a lower loss ratio for its health business and positive results from its invested assets. The favorable earnings, as well as the amalgamation with Somers Isles Insurance Company in 2013, has strengthened the capital level for Bermuda Life. Argus Insurance, the group's domestic property/casualty writer, continues to record favorable underwriting results and maintains more than adequate risk- adjusted capitalization. Offsetting factors are the intercompany receivables at the insurance subsidiaries, which while improved, still comprise a relatively high percentage of overall capital. In addition, although the consolidated assets quality improved over the past several years, an exposure to some low liquid mortgage loans persists and the holding company liquidity remains low, although the Argus organization does have working capital/overdraft facility with a local Bermuda bank. Factors that may lead to positive rating actions include continued favorable underwriting and net income results, capital growth, improved quality of invested assets and better asset-liability matching. Factors that may lead to negative rating actions include earnings deterioration, increase in intercompany receivables and material investment write-downs that could lead to a decline in equity and capitalization. ASHER INVESTMENT: Section 341(a) Meeting Set on July 14 ------------------------------------------------------- A meeting of creditors in the bankruptcy case of Asher Investment Properties, LLC, will be held on July 14, 2014, at 10:00 a.m. at RM 5, 915 Wilshire Blvd., 10th Floor, in Los Angeles, California. 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. Asher Investment Properties, LLC, owner of a $10 million property in Beverly Hills, California, filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 14-21172) in Los Angeles, on June 6, 2014. Yossi Dina signed the petition as managing member. Asher, a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B), disclosed $11.5 million in assets and $10.7 million in liabilities. Gershuni & Kate, ALC, serves as the Debtor's counsel. Hon. Barry Russell presides over the case. AURA SYSTEMS: Incurs $13.9 Million Net Loss in Fiscal 2014 ---------------------------------------------------------- Aura Systems, Inc., filed with the U.S. S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $13.95 million on $2.33 million of net sales for the year ended Feb. 28, 2014, as compared with a net loss of $15.14 million on $2.71 million of net revenues for the year ended Feb. 28, 2013. The Company's balance sheet as of Feb. 28, 2014, showed $1.49 million in total assets, $32.76 million in total liabilities and a $31.27 million total stockholders' deficit. Kabani & Company, Inc., in Los Angeles, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Feb. 28, 2014. The independent auditors noted that the Company has historically incurred substantial losses from operations, and may not have sufficient working capital or outside financing available to meet its planned operating activities over the next twelve months. These conditions raise substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: http://is.gd/2WsZu0 About Aura Systems El Segundo, Calif.-based Aura Systems, Inc., designs, assembles and sells the AuraGen(R), its patented mobile power generator that uses a prime mover such as the engine of a vehicle to generate power. BELLINGHAM INSURANCE: Lawyer Weighs In On High Ct's Arkison Ruling ------------------------------------------------------------------ Law360 reported that the U.S. Supreme Court affirmed a Ninth Circuit ruling that permits bankruptcy judges to make recommendations on certain matters that may later be adopted by a federal court. According to the report, Martin J. Bienenstock, Esq., at Proskauer Rose LLP, said that "[w] the Supreme Court expressly side-stepped the interesting issue of whether parties can constitutionally consent to the non-Article III bankruptcy judge exercising Article III powers, the court put to rest the raging dispute as to whether Stern should be interpreted narrowly..." The case is Executive Benefits Insurance Agency v. Arkison, 12-1200, U.S. Supreme Court. BERNARD L. MADOFF: New Bid to Appeal Good-Faith Defenses -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Irving Picard, the trustee for Bernard L. Madoff Investment Securities LLC, is mounting another challenge to court rulings that severely constrain his ability to recover money for victims of the Ponzi scheme. According to the report, Picard wants the U.S. Court of Appeals in Manhattan to review decisions by U.S. District Judge Jed Rakoff, who won't let the trustee sue some recipients of stolen money unless he can prove in substance that they actually knew Madoff was running a fraud. Picard has already asked Judge Rakoff to let him appeal from the judge's April 28 ruling, which made it difficult, if not impossible, to recover money from investors who got indirect payments from the scheme, the report related. Picard request to Judge Rakoff for appeal was made as part of In re Bernard L. Madoff Investment Securities LLC, 12-mc-00115, U.S. District Court, Southern District of New York (Manhattan). About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). From recoveries in lawsuits coupled with money advanced by SIPC, Mr. Picard has paid about 58 percent of customer claims totaling $17.3 billion. The most recent distribution was in March 2013. Mr. Picard has collected about $9.35 billion, not including an additional $2.2 billion that was forfeit to the government and likewise will go to customers. Picard is holding almost $4.4 billion he can't distribute on account of outstanding appeals and disputes. The largest holdback, almost $2.8 billion, results from disputed claims. BREVITY VENTURES: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Brevity Ventures Inc. fka Brevity Ventures LLC 3500 West Oliver Avenue, Suite 300 Burbank, CA 91505 Case No.: 14-11468 Chapter 11 Petition Date: June 12, 2014 Court: United States Bankruptcy Court District of Delaware (Delaware) Debtor's Counsel: Matthew P. Ward, Esq. WOMBLE CARLYLE SANDRIDGE & RICE, LLP 222 Delaware Avenue, Suite 1501 Wilmington, DE 19801 Tel: 302-252-4338 Fax: 302-661-7711 Email: maward@wcsr.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Kevin Norris, president and chief executive officer. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/deb14-11468.pdf BROOKSTONE HOLDINGS: New Owner to Keep Almost All Stores Open ------------------------------------------------------------- Sara Randazzo, writing for The Wall Street Journal, reported that Sailing Innovation US Inc. -- a collaboration between Chinese investment firm Sailing Capital Overseas Investment Fund LP and Chinese conglomerate Sanpower Group -- that won an auction to buy Brookstone Holdings Corp. out of bankruptcy plans to keep nearly all of the specialty retailer's 240 stores open despite earlier indications that it could close as many as 25 locations, an attorney for Brookstone told a bankruptcy judge. According to the report, Sailing's bid allowed the consortium to close as many as 25 stores but after discussions with landlords, that number has dropped to just one or two, the lawyer told the judge. About Brookstone Holdings Brookstone Holdings Corp. and its affiliated debtors on April 3, 2013, filed for relief under Chapter 11 (Bankr. D. Del. Lead Case No. 14-10752) with a plan to sell its business to another retailer. Specialty retailer Brookstone operated 242 retail stores across 40 states and Puerto Rico as of Feb. 1, 2014. Of those stores, 195 are generally located near "center court" in America's top retail centers and 47 are located in airports. Brookstone also operates an e-commerce business that includes the Brookstone catalog and http://www.Brookstone.com/ An affiliate of Spencer Spirit Holdings Inc., the parent of gift- shop chain Spencer's, has signed a deal to pay $147 million in exchange for 100% of the reorganized debtor's equity, absent higher and better offers from other parties. As of Dec. 31, 2013, Spencer operated 644 stores in 49 states and Canada. As of the bankruptcy filing, the Debtors owe more than $50 million on a senior secured prepetition credit facility ($34.1 million on a revolver, $12.3 million on a term loan and $4.7 million on account of letters of credit), and $137.3 million to holders of junior notes. The Debtors estimate that their unsecured debt is between $75 million and $85 million. The agreement with Spencer contemplates that Brookstone, headquartered in New Hampshire, will continue to operate its mall and airport stores, catalog, website, and wholesale channels, under the Brookstone brand with current employees remaining at their respective locations. The Debtors have tapped K&L Gates LLP and Landis Rath & Cobb LLP as attorneys, Deloitte Financial Advisory Services LLP as their financial advisors, Jefferies LLC as their investment banker, and Kurtzman Carson Consultants as claims agent. The DIP lenders are represented by Stroock & Stroock & Lavan LLP and Young Conaway Stargatt & Taylor LLP. CAESARS ENTERTAINMENT: Redefines Itself, Still Has Debts -------------------------------------------------------- Stephen J. Lubben, writing for The New York Times' DealBook, reported that Caesars Entertainment is trying to sell its assets away while retaining something for shareholders, although it still faces mountains of debts. According to the report, Caesars has sold some casinos to Caesars Growth Partners, an affiliated company that was created only last year. It has bought back some debt at a discount to the face value, refinanced other debt and, most interestingly, sold a small piece of its operating company because -- according to the Caesars' interpretation -- that would remove the parent company's obligation on Caesars' second lien debt, the DealBook said. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc. -- http://www.caesars.com/-- is one of the world's largest casino companies, with annual revenue of $4.2 billion, 20 properties on three continents, more than 25,000 hotel rooms, two million square feet of casino space and 50,000 employees. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's on mid-November 2010. Caesars Entertainment reported a net loss of $2.93 billion in 2013, as compared with a net loss of $1.50 billion in 2012. The Company's balance sheet at March 31, 2014, showed $24.37 billion in total assets, $26.65 billion in total liabilities and a $2.27 billion total deficit. * * * Caesars Entertainment carries a 'CCC' long-term issuer default rating, with negative outlook, from Fitch and a 'Caa1' corporate family rating with negative outlook from Moody's Investors Service. As reported in the TCR on Feb. 5, 2013, Moody's Investors Service lowered the Speculative Grade Liquidity rating of Caesars Entertainment Corporation to SGL-3 from SGL-2, reflecting declining revolver availability and Moody's concerns that Caesars' earnings and cash flow will remain under pressure causing the company's negative cash flow to worsen. In the April 10, 2014, edition of the TCR, Standard & Poor's Ratings Services lowered its corporate credit ratings on Las Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned subsidiaries, Caesars Entertainment Operating Co. (CEOC) and Caesars Entertainment Resort Properties (CERP), as well as the indirectly majority-owned Chester Downs and Marina, to 'CCC-' from 'CCC+'. The downgrade reflects S&P's expectation that Caesars' capital structure is unsustainable, and the amount of cash the company will burn in 2014 and 2015 creates conditions under which S&P believes a restructuring of some form is increasingly likely over the near term absent an unanticipated significantly favorable change in operating performance. CBM ASIA: Gets Breach Notices From Ephindo in Kutai West Contract ----------------------------------------------------------------- CBM Asia Development Corp. on June 12 disclosed that it has received breach notices from Ephindo International CBM Holding Inc. under its participation agreement dated January 17, 2007, as amended and shareholders' agreement dated April 16, 2009 governing the Company's participating interest in the Kutai West production sharing contract located in the Kutai Basin of East Kalimantan, Indonesia. The declared breaches arise from the non-payment of two cash calls totaling US$125,430 due from the Company in March and April. The Company has 30 days from the date of receipt of the breach notices (being June 9, 2014) to rectify the breaches, failing which the Company's interest in the Kutai West PSC may be forfeited. The Company further announces the resignation of James Hurren as Chief Financial Officer. Mr. Hurren has agreed to continue with the Company in a consulting role to assist in the completion of the Company's outstanding audited financial statements for the year ended December 31, 2013, and unaudited financial statements for Q1 2014 pending the Company's appointment of a new CFO. Donna Moroney has resigned as corporate Secretary. She and her company, Wiklow Corporate Services Inc., will continue to provide services to the Company on a consulting basis. Further to its news release dated April 16, 2014, the British Columbia Securities Commission, the Company's principal regulator, issued a Management Cease Trade Order against the Company's Chief Executive Officer and Chief Financial Officer on May 1, 2014, as opposed to a general cease trade order against the Company. The MCTO prohibits trading in securities of the Company, either directly or indirectly, by these individuals. As summarized in the Company's News Release dated April 16, 2014 this action was expected due to the fact that the Corporation was unable to file its annual financial statements, Management's Discussion & Analysis and related Chief Executive Officer and Chief Financial Officer certificates for its fiscal year-ended December 31, 2013 before the April 30, 2014 filing deadline. The Company advises that it was also unable to file its first quarter unaudited financial statements, Management's Discussion & Analysis and related Chief Executive Officer and Chief Financial Officer certificates for the three months ended March 31, 2014 by the filing deadline of May 30, 2014. Pursuant to the requirements of Section 4.4 of National Policy 12- 203 - Alternative Information Guidelines the Company reports the following: (i) There have been no material changes to the information contained in the Default Notice and the Company expects to file the Required Filings and Q1 Required Filings on or before June 30th 2014; (ii) There have been no failures with respect to the Company fulfilling its stated intention of satisfying the requirements of filing the Required Filings and Q1 Required Filings. (iii) There has not been, nor is there anticipated to be, any specified default subsequent to the default which is the subject of the Default Notice; and (iv) There is no other material information about the affairs of the Company, except as set out above, that has not otherwise been reported. The Company confirms that it intends to satisfy the provisions of the alternative information guidelines so long as it remains in default of this filing requirement, being the provision of bi- weekly updates by way of news release. About CBM Asia Development Corp. CBM Asia Development Corp. is a Canadian-based unconventional gas company with significant coalbed methane exploration and development opportunities in Indonesia. The Company holds various participating interests in five production sharing contracts for CBM in Indonesia. Indonesia has one of the largest CBM resources in the world with a potential 453 trillion feet3 in-place, more than double the country's natural gas reserves (Stevens and Hadiyanto, 2004). Since 2008, a total of 54 CBM PSCs have been granted by the Government of Indonesia, representing exploration commitments of well over US$100 million during the next 3 years. In addition to CBM Asia, other companies active in CBM exploration in Indonesia include BP, Dart Energy, ENI, Medco, Santos, and TOTAL. BP, ENI, and the Indonesian government have confirmed that commercial CBM production started in March 2011 from the Sanga- Sanga PSC and is being exported from the Bontang LNG facility. The Company trades on the TSX Venture Exchange under the symbol "TCF". CENGAGE LEARNING: To Pay $68M Bankruptcy Fees To Kirkland, Others ----------------------------------------------------------------- Law360 reported that textbook publisher Cengage Learning Inc. will pay more than $67.5 million in fees and expenses to attorneys, financial advisers and other counselors, including about $17.1 million to Kirkland & Ellis LLP and $12.8 million to Arent Fox LLP, according to an order filed in New York bankruptcy court. According to the report, U.S. Bankruptcy Judge Elizabeth S. Strong granted applications for professional services fees and expenses filed by 16 law firms, consultants and other professionals during the period of July 2 through March 31. About Cengage Learning Stamford, Connecticut-based Cengage Learning -- http://www.cengage.com/-- provides innovative teaching, learning and research solutions for the academic, professional and library markets worldwide. Cengage Learning's brands include Brooks/Cole, Course Technology, Delmar, Gale, Heinle, South Western and Wadsworth, among others. Apax Partners LLP bought Cengage in 2007 from Thomson Reuters Corp. in a $7.75 billion transaction. The acquisition was funded in part with $5.6 billion in new debt financing. Cengage Learning Inc. filed a petition for Chapter 11 reorganization (Bankr. E.D.N.Y. Case No. 13-bk-44106) on July 2, 2013, in Brooklyn, New York, after signing an agreement where holders of $2 billion in first-lien debt agree to support a reorganization plan. The plan will eliminate more than $4 billion of $5.8 billion in debt. First-lien lenders who signed the so-called plan-support agreement include funds affiliated with BlackRock Inc., Franklin Mutual Adviser LLC, KKR & Co. and Oaktree Capital Management LP. Second- lien creditors and holders of unsecured notes aren't part of the agreement. The Debtors have tapped Kirkland & Ellis LLP's Jonathan S. Henes, Esq., Christopher J. Marcus, Esq., and Christopher T. Greco, Esq., and Ross M. Kwasteniet, Esq., as bankruptcy counsel; Lazard Freres & CO. LLC as financial advisor; Alvarez & Marsal North America, LLC, as restructuring advisor; and Donlin, Recano & Company, Inc., as claims and notice agent. Arent Fox's Andrew I. Silfen, Esq., represents the statutory committee of unsecured creditors. Milbank, Tweed, Hadley & McCloy LLP's Gregory Bray, Esq., and Lauren Cohen, Esq., represent the ad hoc group of holders of certain first lien claims. Davis Polk & Wardwell LLP's Damian S. Sohaible, Esq., and Darren S. Klein, Esq., represent the agent under the First Lien Credit Agreement. Katten Muchin Rosenman LLP's Karen Dine, Esq., and David Crichlow, Esq., represent the Indenture Trustee for the First Lien Noteholders. Akin Gump Strauss Hauer Feld LLP's Ira Dizengoff, Esq., and Ropes & Gray LLP's Mark R. Somerstein, Esq., argue for CSC Trust Company of Delaware as Second Lien Trustee. Loeb & Loeb LLP's Walter H. Curchack, Esq., represents the Indenture Trustee for the Senior PIK Notes. Kilpatrick Townsend's Todd Meyers, Esq., represents the Indenture Trustee for the Senior Unsecured Notes. Jones Day's Lisa Laukitis, Esq., is counsel to Centerbridge Partners LP. Simpson Thacher & Bartlett LLP's Peter Pantaleo, Esq., represents Apax Partners LP. Cengage Learning, Inc.'s Amended Joint Plan of Reorganization became effective as of March 31, 2014, according to a notice filed with the Bankruptcy Court. The Amended Plan was confirmed by Judge Elizabeth S. Stong in an order dated March 14. CHAMPION INDUSTRIES: Incurs $248,000 Net Loss in Second Quarter --------------------------------------------------------------- Champion Industries, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $248,495 on $15.03 million of total revenues for the three months ended April 30, 2014, as compared with a net loss of $824,616 on $18.04 million of total revenues for the same period in 2013. For the six months ended April 30, 2014, the Company incurred a net loss of $878,678 on $30.45 million of total revenues as compared with a net loss of $4.36 million on $36.35 million of total revenues for the same period a year ago. The Company's balance sheet at April 30, 2014, showed $24.96 million in total assets, $21.50 million in total liabilities and $3.45 million in total shareholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/2Bnukk About Champion Industries Champion Industries, Inc., is engaged in the commercial printing and office products and furniture supply business in regional markets east of the Mississippi River. The Company also publishes The Herald-Dispatch daily newspaper in Huntington, West Virginia with a total daily and Sunday circulation of approximately 23,000 and 28,000. Champion Industries reported net income of $5.71 million for the year ended Oct. 31, 2013, as compared with a net loss of $23.31 million for the year ended Oct. 31, 2012. CHGC INC: Case Summary & 16 Largest Unsecured Creditors ------------------------------------------------------- Debtor: CHGC, Inc. 5740 Center Road Valley City, OH 44280 Case No.: 14-51525 Chapter 11 Petition Date: June 12, 2014 Court: United States Bankruptcy Court Northern District of Ohio (Akron) Judge: Hon. Alan M. Koschik Debtor's Counsel: Jonathan P Blakely, Esq. JONATHAN P. BLAKELY, ESQ. P.O. Box 217 Middlefield, OH 44062 Tel: (440) 339-1201 Fax: (440) 632-9091 Email: jblakelylaw@windstream.net Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Mark Haddad, president. A list of the Debtor's 16 largest unsecured creditors is available for free at http://bankrupt.com/misc/ohnb14-51525.pdf CHINA NATURAL: U.S. Trustee Wants Case Converted to Ch. 7 --------------------------------------------------------- BankruptcyData reported that the U.S. Trustee assigned to the China Natural Gas case filed with the U.S. Bankruptcy Court a motion for an order converting the Chapter 11 reorganization to a Chapter 7 liquidation or, alternatively, dismissing the case. According to BData, the motion explains, "The Debtor consented to an order for relief nearly one year ago. During that time, the Debtor has made little progress in reorganizing its affairs. It has failed to find a purchaser for its assets and has failed to file a plan. More fundamentally, the Debtor has failed to adequately disclose its assets and liabilities to the Court. The Debtor is part of a larger corporate group with significant assets and income, but the Debtor shows no income in its monthly operating reports and has failed to value its interests in related entities. Because the Debtor is incurring administrative expenses and appears to be unable to confirm a plan, the Court should convert the case to one under Chapter 7 of the Bankruptcy Code or dismiss the case." The Court will consider the motion on July 1, 2014. About China Natural Headquartered in Xi'an, Shaanxi Province, P.R.C., China Natural Gas, Inc., was incorporated in the State of Delaware on March 31, 1999. The Company through its wholly owned subsidiaries and variable interest entity, Xi'an Xilan Natural Gas Co., Ltd., and subsidiaries of its VIE, which are located in Hong Kong, Shaanxi Province, Henan Province and Hubei Province in the People's Republic of China ("PRC"), engages in sales and distribution of natural gas and gasoline to commercial, industrial and residential customers through fueling stations and pipelines, construction of pipeline networks, installation of natural gas fittings and parts for end-users, and conversions of gasoline-fueled vehicles to hybrid (natural gas/gasoline) powered vehicles at 0ptmobile conversion sites. On Feb. 8, 2013, an involuntary petition for bankruptcy was filed against the Company by three of the Company's creditors, Abax Lotus Ltd., Abax Nai Xin A Ltd., and Lake Street Fund LP (Bankr. S.D.N.Y. Case No. 13-10419). The Petitioners claimed that they have debts totaling $42,218,956.88 as a result of the Company's failure to make payments on the 5% Guaranteed Senior Notes issued in 2008. Adam P. Strochak, Esq., at Weil, Gotshal & Manges, LLP, in Washington, D.C., represents the Petitioners as counsel. China Natural Gas, Inc., sought dismissal of the involuntary petition but in July 2013, it consented to the entry of an order for relief under Chapter 11 of the U.S. Code. China Natural Gas employed Warren Street Global Inc. and designated J. Gregg Pritchard as chief restructuring officer. It employed as bankruptcy counsel Schiff Hardin LLP's Louis T. DeLucia, Esq., and Alyson M. Fiedler, Esq. As of Sept. 30, 2013, the Company had consolidated assets of $307,496,948 and liabilities of $87,714,323. COLDWATER CREEK: Committee Wants Exclusive Periods Terminated ------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of Coldwater Creek Inc., et al., asks the Bankruptcy Court to terminate the Debtors' exclusive plan filing and solicitation periods. According to the Committee, the Plan filed by the Debtors on the first day of the cases contemplated that the claims of the Term Loan Lenders would be impaired and the Term Loan Lenders (who agreed to support the Plan) would constitute an impaired accepting class. However, things have changed in the past months, the Committee said. The DIP Lender and the Prepetition ABL Lender had been paid in full and it is undisputed that there will be sufficient cash and other assets in the Debtors' estates to also pay the Term Loan Lenders in full. The Committee notes that the interests of general unsecured creditors must be paramount in the cases and under any plan. However, the Plan proposed by the Debtors is both patently unconfirmable and highly prejudicial to the interests of general unsecured creditors. About Coldwater Creek Coldwater Creek is a multi-channel retailer that offers its merchandise through retail stores across the country, its catalog and its e-commerce Web site, http://www.coldwatercreek.com/ Originally founded in Sandpoint, Idaho in 1984 as a direct, catalog-based marketer, Coldwater evolved into a multi-channel specialty retailer operating 334 premium retail stores, 31 factory outlet stores and seven day spa locations throughout the United States. As of the bankruptcy filing, the Debtors domestically employ a total of approximately 5,990 employees throughout their retail locations, corporate headquarters and distribution, design and call centers. Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) on April 11, 2014, to liquidate their assets. Coldwater Creek Inc. disclosed assets of $721,468,388 plus undetermined amount and liabilities of $425,475,739 plus undetermined amount. Affiliate Coldwater Creek U.S. Inc. estimated $100 million to $500 million in assets and liabilities. The Debtors have drawn $37.5 million and have approximately $10 million in letters of credit outstanding under a senior secured credit facility (ABL facility) provided by lenders led by Wells Fargo Bank, National Association, as agent. The Debtors also owe $96 million, which includes accrued interest and approximately $23 million representing a prepayment premium payable, under a term loan from lenders led by CC Holding Agency Corporation, as agent. Aside from the funded debt, the Debtors have accumulated a significant amount of accrued and unpaid trade and other unsecured debt in the normal course of their business. The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and Shearman & Sterling LLP as attorneys, Perella Weinberg Partners LP as financial advisor, Alvarez & Marsal as restructuring advisor, and Prime Clerk LLC as claims and noticing agent. The U.S. Trustee for Region Three named seven creditors to serve on the official committee of unsecured creditors. Lowenstein Sandler LLP represents the Committee. COLDWATER CREEK: Panel Hires Lowenstein Sandler as Counsel ---------------------------------------------------------- The Official Committee of Unsecured Creditors of Coldwater Creek Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Lowenstein Sandler LLP as counsel for the Committee, effective Apr. 23, 2014. The Committee requires Lowenstein Sandler to: (a) provide legal advice as necessary with respect to the Committee's powers and duties as an official committee appointed under section 1102 of the Bankruptcy Code; (b) assist the Committee in negotiating favorable terms for unsecured creditors with respect to any proposed asset purchase agreements for the sale of any of the Debtors' assets; (c) provide legal advice as necessary with respect to any disclosure statement or plan filed in the Chapter 11 Cases, and with respect to the process for approving or disapproving any such disclosure statement or confirming any such plan, as appropriate; (d) prepare on behalf of the Committee, as necessary, applications, motions, complaints, answers, orders, agreements, memoranda of law, and other legal papers; (e) appear in Court to present necessary motions, applications, and pleadings, and otherwise protect the interests of those unsecured creditors who are represented by the Committee; (f) review the Debtors' schedules and statements; (g) advise the Committee as to the implications of the Debtors' activities and motions before this Court; (h) provide the Committee with legal advice in relation to the Chapter 11 Cases generally; and (i) perform such other legal services as may be required and that are in the best interests of the Committee, the estates, and creditors. Lowenstein Sandler will be paid at these hourly rates: Partners of the Firm $500-$985 Senior Counsel and Counsel $385-$685 Associates $275-$480 Paralegals and Assistants $160-$270 Lowenstein Sandler will also be reimbursed for reasonable out-of- pocket expenses incurred. Norman N. Kinel, partner of Lowenstein Sandler, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Lowenstein Sandler can be reached at: Norman N. Kinel, Esq. LOWENSTEIN SANDLER LLP 1251 Avenue of the America New York, NY 10020 Tel: (646) 414-6878 Fax: (973) 422-6881 E-mail: nkinel@lowenstein.com About Coldwater Creek Coldwater Creek is a multi-channel retailer that offers its merchandise through retail stores across the country, its catalog and its e-commerce Web site, http://www.coldwatercreek.com/ Originally founded in Sandpoint, Idaho in 1984 as a direct, catalog-based marketer, Coldwater evolved into a multi-channel specialty retailer operating 334 premium retail stores, 31 factory outlet stores and seven day spa locations throughout the United States. As of the bankruptcy filing, the Debtors domestically employ a total of approximately 5,990 employees throughout their retail locations, corporate headquarters and distribution, design and call centers. Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) on April 11, 2014, to liquidate their assets. Coldwater Creek Inc. estimated $10 million to $50 million in assets and $100 million to $500 million in liabilities. Affiliate Coldwater Creek U.S. Inc. estimated $100 million to $500 million in assets and liabilities. The Debtors have drawn $37.5 million and have approximately $10 million in letters of credit outstanding under a senior secured credit facility (ABL facility) provided by lenders led by Wells Fargo Bank, National Association, as agent. The Debtors also owe $96 million, which includes accrued interest and approximately $23 million representing a prepayment premium payable, under a term loan from lenders led by CC Holding Agency Corporation, as agent. Aside from the funded debt, the Debtors have accumulated a significant amount of accrued and unpaid trade and other unsecured debt in the normal course of their business. The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and Shearman & Sterling LLP as attorneys, Perella Weinberg Partners LP as financial advisor, Alvarez & Marsal as restructuring advisor, and Prime Clerk LLC as claims and noticing agent. COLDWATER CREEK: Panel Taps Cozen O'Connor as Delaware Counsel -------------------------------------------------------------- The Official Committee of Unsecured Creditors of Coldwater Creek Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Cozen O'Connor as Delaware counsel for the Committee, effective Apr. 24, 2014. The Committee seeks to retain Cozen O'Connor because of (i) the firm's experience and knowledge in the field of creditors' rights and business reorganizations under chapter 11 of the Bankruptcy Code, and (ii) its general familiarity with the practice and procedure before the courts in the District of Delaware. Cozen has the necessary background to deal effectively with many of the potential legal issues and problems that may arise in the context of these bankruptcy cases. Cozen O'Connor will be paid at these hourly rates: Mark E. Felger, Shareholder $670 Simon E. Fraser, Member $490 Dawn Abernathy, Paralegal $240 Cozen O'Connor will also be reimbursed for reasonable out-of- pocket expenses incurred. Mark E. Felger, shareholder of Cozen O'Connor, 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. Cozen O'Connor can be reached at: Mark E. Felger, Esq. COZEN O'CONNOR 1201 N. Market Street, Suite 1001 Wilmington, DE 19801 Tel: 302-295-2087 E-mail: mfelger@cozen.com About Coldwater Creek Coldwater Creek is a multi-channel retailer that offers its merchandise through retail stores across the country, its catalog and its e-commerce Web site, http://www.coldwatercreek.com/ Originally founded in Sandpoint, Idaho in 1984 as a direct, catalog-based marketer, Coldwater evolved into a multi-channel specialty retailer operating 334 premium retail stores, 31 factory outlet stores and seven day spa locations throughout the United States. As of the bankruptcy filing, the Debtors domestically employ a total of approximately 5,990 employees throughout their retail locations, corporate headquarters and distribution, design and call centers. Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) on April 11, 2014, to liquidate their assets. Coldwater Creek Inc. estimated $10 million to $50 million in assets and $100 million to $500 million in liabilities. Affiliate Coldwater Creek U.S. Inc. estimated $100 million to $500 million in assets and liabilities. The Debtors have drawn $37.5 million and have approximately $10 million in letters of credit outstanding under a senior secured credit facility (ABL facility) provided by lenders led by Wells Fargo Bank, National Association, as agent. The Debtors also owe $96 million, which includes accrued interest and approximately $23 million representing a prepayment premium payable, under a term loan from lenders led by CC Holding Agency Corporation, as agent. Aside from the funded debt, the Debtors have accumulated a significant amount of accrued and unpaid trade and other unsecured debt in the normal course of their business. The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and Shearman & Sterling LLP as attorneys, Perella Weinberg Partners LP as financial advisor, Alvarez & Marsal as restructuring advisor, and Prime Clerk LLC as claims and noticing agent. COLDWATER CREEK: Creditors' Panel Hires GlassRatner as Advisor -------------------------------------------------------------- The Official Committee of Unsecured Creditors of Coldwater Creek Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to retain GlassRatner Advisory & Capital Group LLC as financial advisor for the Committee, effective Apr. 24, 2014. The Committee requires GlassRatner Advisory to: (a) analyze the Debtors' current and historical business operations, financial results and pre-and post-petition financing arrangements; (b) review the Debtors' prior sale process and current sale/liquidation process, including regular monitoring of any liquidation of any property that the Company transferred to any third party; (c) analyze the Debtors' operations prior to and after the Petition Date, as the Committee deems necessary; (d) investigate and analyze the potential for additional sources of recovery to the Debtors' estates; (e) review the financial aspects of any Disclosure Statement and Plan of Reorganization; (f) as necessary, develop a liquidation/waterfall analysis and valuation based on GlassRatner's evaluation of the underlying facts and circumstances; (g) negotiate on behalf of the Committee with relevant parties; (h) advise the Committee and Counsel on various financial and business matters associated with the Debtors; (i) address any related financial and business issues, as requested by the Committee and Counsel; (j) investigate any potential causes of action or fraudulent transfers; (k) attend meetings of creditors and confer with representatives of the Committee, the Debtors and their counsel; and (l) report to the Committee and Counsel on a regular basis. GlassRatner Advisory will be paid at these hourly rates: James Fox $500 Peter Schaeffer $500 Evan Blum $500 Wojciech Hajduczyk $375 Robert Naidoff $375 Other staff $95-$300 The hourly rates are subject to periodic adjustments to reflect economic and other conditions. However, GlassRatner Advisory has agreed to use a maximum blended hourly rate of $425 for this engagement. GlassRatner Advisory will also be reimbursed for reasonable out- of-pocket expenses incurred. In matters where travel is required, GlassRatner will bill 50% of its travel time. Peter Schaeffer, principal of GlassRatner Advisory, 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. GlassRatner Advisory can be reached at: Peter Schaeffer GLASSRATNER ADVISORY & CAPITAL GROUP LLC One Grand Central Place 60 East 42nd St., Suite 1062 New York, NY 10165 Tel: (212) 922-2832 E-mail: pschaeffer@glassratner.com About Coldwater Creek Coldwater Creek is a multi-channel retailer that offers its merchandise through retail stores across the country, its catalog and its e-commerce Web site, http://www.coldwatercreek.com/ Originally founded in Sandpoint, Idaho in 1984 as a direct, catalog-based marketer, Coldwater evolved into a multi-channel specialty retailer operating 334 premium retail stores, 31 factory outlet stores and seven day spa locations throughout the United States. As of the bankruptcy filing, the Debtors domestically employ a total of approximately 5,990 employees throughout their retail locations, corporate headquarters and distribution, design and call centers. Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) on April 11, 2014, to liquidate their assets. Coldwater Creek Inc. estimated $10 million to $50 million in assets and $100 million to $500 million in liabilities. Affiliate Coldwater Creek U.S. Inc. estimated $100 million to $500 million in assets and liabilities. The Debtors have drawn $37.5 million and have approximately $10 million in letters of credit outstanding under a senior secured credit facility (ABL facility) provided by lenders led by Wells Fargo Bank, National Association, as agent. The Debtors also owe $96 million, which includes accrued interest and approximately $23 million representing a prepayment premium payable, under a term loan from lenders led by CC Holding Agency Corporation, as agent. Aside from the funded debt, the Debtors have accumulated a significant amount of accrued and unpaid trade and other unsecured debt in the normal course of their business. The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and Shearman & Sterling LLP as attorneys, Perella Weinberg Partners LP as financial advisor, Alvarez & Marsal as restructuring advisor, and Prime Clerk LLC as claims and noticing agent. COLDWATER CREEK: Creditors' Panel Wants Exclusivity Terminated -------------------------------------------------------------- The Official Committee of Unsecured Creditors appointed in the Chapter 11 cases of Coldwater Creek Inc., et al., asks the U.S. Bankruptcy Court for the District of Delaware to terminate the Debtors' exclusive plan filing and solicitation periods, arguing that the turn of events in the case made the Plan proposed by the Debtors at the outset of their bankruptcy case patently uncomfirmable and highly prejudicial to the interests of general unsecured creditors. The Committee states that "sufficient 'cause' exists for the Court to terminate the Debtors' Exclusive Periods to permit the Committee to file its own plan that will eliminate the inappropriate releases contained in the Debtors' Plan, create a liquidating trust for the benefit of general unsecured creditors, and generally protect the rights and interests of such creditors. Such a plan, proposed and supported by the Committee, is assuredly more likely to garner a sufficient number and amount of general unsecured creditor votes and ultimately be confirmed by the Court. Accordingly, termination of the Debtors' Exclusive Periods is in the best interests of the Debtors' estates and creditors." The motion was filed by Mark E. Felger, Esq., and Simon Fraser, Esq., at Cozen O'connor, in Wilmington, Delaware; and Norman N. Kinel, Esq., Bruce N. Nathan, Esq., Jason E. Halper, Esq., and Michael Savetsky, Esq., at Lowenstein Sandler LLP, in New York, on behalf of the Committee. About Coldwater Creek Coldwater Creek is a multi-channel retailer that offers its merchandise through retail stores across the country, its catalog and its e-commerce Web site, http://www.coldwatercreek.com/ Originally founded in Sandpoint, Idaho in 1984 as a direct, catalog-based marketer, Coldwater evolved into a multi-channel specialty retailer operating 334 premium retail stores, 31 factory outlet stores and seven day spa locations throughout the United States. As of the bankruptcy filing, the Debtors domestically employ a total of approximately 5,990 employees throughout their retail locations, corporate headquarters and distribution, design and call centers. Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) on April 11, 2014, to liquidate their assets. Coldwater Creek Inc. estimated $10 million to $50 million in assets and $100 million to $500 million in liabilities. Affiliate Coldwater Creek U.S. Inc. estimated $100 million to $500 million in assets and liabilities. The Debtors have drawn $37.5 million and have approximately $10 million in letters of credit outstanding under a senior secured credit facility (ABL facility) provided by lenders led by Wells Fargo Bank, National Association, as agent. The Debtors also owe $96 million, which includes accrued interest and approximately $23 million representing a prepayment premium payable, under a term loan from lenders led by CC Holding Agency Corporation, as agent. Aside from the funded debt, the Debtors have accumulated a significant amount of accrued and unpaid trade and other unsecured debt in the normal course of their business. The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and Shearman & Sterling LLP as attorneys, Perella Weinberg Partners LP as financial advisor, Alvarez & Marsal as restructuring advisor, and Prime Clerk LLC as claims and noticing agent. COMARCO INC: Amends Fiscal 2014 Annual Report to Add Info. ---------------------------------------------------------- Comarco, Inc., filed with the U.S. Securities and Exchange Commission an amended Form 10-K for the fiscal year ended Jan. 31, 2014, for the purpose of including information that was to be incorporated by reference from the Company's definitive proxy statement pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended. The Company said it will not file its proxy statement within 120 days of its fiscal year ended Jan. 31, 2014, and is therefore amending and restating in their entirety Items 10, 11, 12, 13 and 14 of Part III of the Report. A full-text copy of the Form 10-K/A is available for free at: http://is.gd/OTeNPr About Comarco Inc. Based in Lake Forest, California, Comarco, Inc. (OTC: CMRO) -- http://www.comarco.com/-- is a provider of innovative, patented mobile power solutions that can be used to power and charge notebook computers, mobile phones, and many other rechargeable mobile devices with a single device. Comarco reported a net loss of $2.05 million on $4.42 million of revenue for the year ended Jan. 31, 2014, as compared with a net loss of $5.59 million on $6.33 million of revenue for the year ended Jan. 31, 2013. As of Jan. 31, 2014, the Company had $1.33 million in total assets, $9.06 million in total liabilities and a $7.72 million total stockholders' deficit. Squar, Milner, Peterson, Miranda & Williamson, LLP, in Newport Beach, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Jan. 31, 2014. The independent auditors noted that the Company has suffered recurring losses and negative cash flow from operations, has negative working capital and faces uncertainties surrounding the Company's ability to raise additional funds. COMPASS MINERALS: S&P Affirms 'BB+' CCR; Outlook Stable ------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB+' corporate credit rating on U.S.-based Compass Minerals International Inc. The outlook is stable. S&P also assigned its 'BB+' issue rating with a '3' recovery, indicating its expectations of a meaningful 50% to 70% recovery in a payment default scenario, to the company's proposed $200 million senior unsecured notes. "Compass Mineral's financial risk profile has improved benefiting from increased earnings primarily due to higher volumes of seasonal highway deicing salt because of the unusually severe and prolonged 2013-2014 winter season," said Standard & Poor's credit analyst Funmi Afonja. "The company's financial profile has also benefited from moderate debt pay-downs over the past year," said Ms. Afonja. Compass Minerals is issuing $200 million in senior unsecured notes. The company will use proceeds to refinance existing notes, pay for capital expenditures for major mine infrastructure improvement and other repairs. S&P assess Compass' business risk profile as "fair" and the financial risk profile as "intermediate. S&P considers Compass' liquidity to be adequate The stable outlook reflects Standard & Poor's Ratings Services' view that Compass Minerals International Inc. will maintain a "fair" business risk profile based on the high seasonality and weather-related volatility of sales of its highway deicing products (50% of revenues). S&P acknowledges credit measures such as debt/EBITDA are likely to remain strong relative to its "intermediate" financial risk assessment over the next 12 months, as municipalities replenish inventories of salt and other deicers after an unusually cold and snowy winter. However, S&P expects other core ratios such as FFO/debt and supplementary ratios such as FOCF to debt to remain consistent with its risk assessment and current rating. S&P is unlikely to downgrade Compass in the near term given its expectation that sales of deicing products will remain strong over the next 12 months and given the stability of other segment sales such as specialty fertilizers. Based on these views, the most likely downside scenario this year would reflect an unexpected adverse change in financial policy -- such as large debt-financed distributions. Although it is unlikely in 2014, S&P could lower the rating if the scenario did occur and leverage rises to more than 4x and FFO to debt falls to less than 30% on a sustained basis. An upgrade is unlikely in the near term in view of the company's "fair" business risk profile, given the seasonality of its salt- production business; exposure to unpredictable weather patterns that affect demand for road salt; high mine concentration; and the inherent cyclicality of its fertilizer business. However, a higher rating could occur, over time, if the company were able to diversify its earnings stream away from dependence on seasonal salt sales and a single mine. DBSI INC: Former Prez Says Evidence For $169M Fraud 'Insufficient' ------------------------------------------------------------------ Law360 reported that the former president of bankrupt real estate firm DBSI Inc. asked an Idaho federal judge to dismiss his convictions for defrauding investors of $169 million, saying the evidence used to obtain the guilty verdicts was "simply insufficient." According to the report, in a filing in support of his motion to vacate the convictions, David D. Swenson told U.S. District Judge B. Lynn Winmill that prosecutors had cited only his presence at company cash and asset management meetings in order to establish that he had knowledge of DBSI's long-term financial troubles. About DBSI Inc. Headquartered in Meridian, Idaho, DBSI Inc. and its affiliates were engaged in numerous commercial real estate and non-real estate projects and businesses. On Nov. 10, 2008, and other subsequent dates, DBSI and 180 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-12687). DBSI estimated assets and debts between $100 million and $500 million as of the Chapter 11 filing. Lawyers at Young Conaway Stargatt & Taylor LLP represent the Debtors as counsel. The Official Committee of Unsecured Creditors tapped Greenberg Traurig, LLP, as its bankruptcy counsel. Kurtzman Carson Consultants LLC is the Debtors' notice claims and balloting agent. Joshua Hochberg, a former head of the Justice Department fraud unit, served as an Examiner and called the seller and servicer of fractional interests in commercial real estate an "elaborate shell game" that "consistently operated at a loss" in his report released in October 2009. McKenna Long & Aldridge LLP was counsel to the Examiner. On Sept. 11, 2009, the Honorable Peter J. Walsh entered an Order appointing James R. Zazzali as Chapter 11 trustee for the Debtors' estates. On Oct. 26, 2010, the trustee won confirmation of the Second Amended Joint Chapter 11 Plan of Liquidation for DBSI, paving the way for it to pay creditors and avoid years of expensive litigation over its complex web of affiliates. The plan, which was declared effective Oct. 29, 2010, was co-proposed by DBSI's unsecured creditors committee. Pursuant to the confirmed Chapter 11 plan, the DBSI Real Estate Liquidating Trust was established as of the effective date and certain of the Debtors' assets, including the Debtors' ownership interest in Florissant Market Place was transferred to the RE Trust. Mr. Zazzali and Conrad Myers were appointed as the post- confirmation trustees. Messrs. Zazzali and Myers are represented by lawyers at Blank Rime LLP and Gibbons P.C. DEWEY & LEBOEUF: Trustee Raises New Allegations Against Executives ------------------------------------------------------------------ Sara Randazzo, writing for The Wall Street Journal, reported that the bankruptcy trustee unwinding defunct law firm Dewey & LeBoeuf LLP has brought new allegations against two former Dewey executives in a suit seeking the return of more than $21.8 million the two allegedly were paid as the law firm "fell deeper and deeper into insolvency." According to the report, the amended complaint, filed in U.S. Bankruptcy Court in Manhattan against Dewey's former executive director, Stephen DiCarmine, and ex-chief financial officer, Joel Sanders, comes six months after Dewey trustee Alan Jacobs first sued the pair. About Dewey & LeBoeuf Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-12321) to complete the wind-down of its operations. The firm had struggled with high debt and partner defections. Dewey disclosed debt of $245 million and assets of $193 million in its chapter 11 filing late evening on May 29, 2012. Dewey & LeBoeuf LLP operated as a prestigious, New York City- based, law firm that traced its roots to the 2007 merger of Dewey Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird -- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in 1929. In recent years, more than 1,400 lawyers worked at the firm in numerous domestic and foreign offices. At its peak, Dewey employed about 2,000 people with 1,300 lawyers in 25 offices across the globe. When it filed for bankruptcy, only 150 employees were left to complete the wind-down of the business. Dewey's offices in Hong Kong and Beijing are being wound down. The partners of the separate partnership in England are in process of winding down the business in London and Paris, and administration proceedings in England were commenced May 28. All lawyers in the Madrid and Brussels offices have departed. Nearly all of the lawyers and staff of the Frankfurt office have departed, and the remaining personnel are preparing for the closure. The firm's office in Sao Paulo, Brazil, is being prepared for closure and the liquidation of the firm's local affiliate. The partners of the firm in the Johannesburg office, South Africa, are planning to wind down the practice. The firm's ownership interest in its practice in Warsaw, Poland, was sold to the firm of Greenberg Traurig PA on May 11 for $6 million. The Pension Benefit Guaranty Corp. took $2 million of the proceeds as part of a settlement. Judge Martin Glenn oversees the case. Albert Togut, Esq., at Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The petition was signed by Jonathan A. Mitchell, chief restructuring officer. JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the lenders under the Revolver Agreement, hired Kramer Levin Naftalis & Frankel LLP. JPMorgan, as Collateral Agent for the Revolver Lenders and the Noteholders, hired FTI Consulting and Gulf Atlantic Capital, as financial advisors. The Noteholders hired Bingham McCutchen LLP as counsel. The U.S. Trustee formed two committees -- one to represent unsecured creditors and the second to represent former Dewey partners. The creditors committee hired Brown Rudnick LLP led by Edward S. Weisfelner, Esq., as counsel. The Former Partners hired Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt & Winters, LLP, as counsel. FTI Consulting, Inc. was appointed secured lender trustee for the Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A. Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at Togut, Segal & Segal LLP, serve as counsel to the Liquidation Trustee. Dewey's liquidating Chapter 11 plan was approved by the bankruptcy court in February 2013 and implemented in March. The plan created a trust to collect and distribute remaining assets. The firm estimated that midpoint recoveries for secured and unsecured creditors under the plan would be 58.4 percent and 9.1 percent, respectively. DOLAN CO: Emerges From Chapter 11 Bankruptcy Protection ------------------------------------------------------- The Dolan Company and its subsidiaries on June 12 disclosed that they have emerged from chapter 11 only 81 days after voluntarily filing for bankruptcy protection. As previously announced, the United States Bankruptcy Court for the District of Delaware confirmed the Company's plan of reorganization on June 9, 2014. Under the plan of reorganization, the Company's secured lenders are now the owners of The Dolan Company. Investment funds managed by Bayside Capital, Inc. are the majority owner. Bayside Capital is an affiliate of H.I.G. Capital, a leading global private investment firm with more than $15 billion of equity capital under management. With its successful reorganization, the Company has completed a comprehensive balance-sheet restructuring with the Company's secured lenders which significantly improves the Company's capital structure. The restructuring also establishes DiscoverReady LLC, formerly The Dolan Company's e-discovery business, as a separate and independently managed operating company. DiscoverReady is also majority owned by investment funds managed by Bayside Capital, Inc. In connection with the plan of reorganization, the Court approved a settlement between the Company and the Official Committee of Equity Security Holders appointed in the Company's chapter 11 cases. Pursuant to the settlement, the Company will transfer approximately $3.2 million composed of cash and a note receivable to a trust established for the benefit of holders of the Company's preferred and common stock. Approximately 20 percent of the proceeds of the trust subsequently will be distributed pro rata to holders of The Dolan Company's preferred stock as of June 12, 2014; the balance will be distributed pro rata to holders of The Dolan Company's common stock as of June 12, 2014. The Dolan Company's preferred and common stock has been cancelled. As expected, the restructuring did not adversely affect the Company's customers, employees, or vendors. During the chapter 11 process, the Company provided its usual, high-quality services and products to customers without interruption and paid employees and vendors in the ordinary course of business. The Company will continue do so now that it has emerged from chapter 11 protection. The Company thanks its outgoing board of directors, former chief executive officer James Dolan, former chief operating officer Scott Pollei, and employees for their tireless efforts through the restructuring process. About The Dolan Company Minneapolis, Minn.-based The Dolan Company (OTC:DOLN) and its subsidiaries provide professional services and business information to the legal, financial and real estate sectors. The Dolan Company and several affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 14-10614 to 14-10637) on March 23, 2014. The Company has said it expects to emerge from bankruptcy within two months. Judge Brendan L. Shannon oversees the cases. Marc Kieselstein, P.C., Jeffrey D. Pawlitz, Esq., and Joseph M. Graham, Esq., at Kirkland & Ellis LLP, serve as the Debtors' counsel. Timothy P. Cairns, Esq., Laura Davis Jones, Esq., and Michael Seidl, Esq., at Pachulski Stang Ziehl & Jones LLP, serve as local counsel. Kevin Nystrom serves as the Company's chief restructuring officer. Faegre Baker Daniels LLP serves as the Debtors' special counsel; Peter J. Solomon Company serves as financial advisors; and Kurtzman Carson Consultants, LLC, serves s noticing and balloting agent. Deloitte Tax LLP serves as tax advisors. Zolfo Cooper LLC also serves as advisors. Dolan listed $236.2 million in total assets and $185.9 million in total debts at Sept. 30, 2013. The petitions were signed by Vicki J. Duncomb, authorized signatory. Global investment management firm T. Rowe Price Associates, Inc., owns nearly 10% of the company's stock, while James Dolan owns 6.8%. Dolan's e-discovery business, DiscoverReady LLC, did not file a chapter 11 petition and its operations will not be affected by the chapter 11 process. On March 18, 2014, Dolan and its lenders and certain of its swap counterparties executed a restructuring support agreement that sets forth the material terms of the chapter 11 restructuring and secures the support of the secured creditors for that process. In accordance with the RSA, the Company commenced solicitation for votes on the chapter 11 plan from secured creditors, the only parties entitled to vote under the plan of reorganization. The chapter 11 plan contemplates that the secured lenders will become the owner of DiscoverReady and The Dolan Company upon the completion of the restructuring process and each business will be operated as separate and distinct entities. Investment funds managed by Bayside Capital, Inc. will become the majority owner of DiscoverReady and The Dolan Company. Bayside Capital is an affiliate of H.I.G. Capital, a global private investment firm with more than $15 billion of equity capital under management. The chapter 11 plan process will allow the filing subsidiaries of the Company to deleverage its capital structure by reducing its projected secured debt obligations from approximately $170 million to approximately $50 million. The RSA also secures support from the lenders to refinance DiscoverReady's capital structure with a $10 million unfunded secured revolving facility. The existing preferred and common shares will be cancelled and will not receive a recovery in the chapter 11 plan. After emergence from bankruptcy, both The Dolan Company and DiscoverReady LLC will be privately held companies. The lenders are to provide a $10 million DIP loan to fund the cash needs of the Company and DiscoverReady through the reorganization process. Bayside Capital is represented in the case by Akin Gump Strauss Hauer & Feld LLP's Michael S. Stamer, Esq., and Sarah Link Schultz, Esq. An Official Committee of Equity Security Holders is represented by Neil B. Glassman, Esq., GianClaudio Finizio, Esq., and Justin R. Alberto, Esq., at Bayard, P.A., in Wilmington, Delaware; Robert J. Stark, Esq., at Brown Rudnick LLP, in New York; and Steven B. Levine, Esq., at Brown Rudnick LLP, in Boston, Massachusetts. The Debtors have filed a request to disband the Equity Committee, given the "hopeless insolvency" of their estates. DREIER LLP: Case Professional Fees Total $17.7 Million ------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that recovering assets to distribute to victims of the Marc Dreier Ponzi scheme, in which investors lost more than $400 million according to prosecutors, cost $17.7 million in professional fees, assuming the bankruptcy judge in New York approves. According to the report, Sheila Gowan, the court-appointed trustee, is asking for no less than $1.15 million based on her hourly time charges. The trustee's lawyers from Diamond McCarthy LLP lodged a fee request for $11 million, the report said. 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 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. The May 15, 2014, edition of The Troubled Company Reporter said the Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the Southern District of New York confirmed the second amended Chapter 11 plan of liquidation filed by Sheila M. Gowan, the Chapter 11 trustee for Dreier LLP, and the Official Committee of Unsecured Creditors. DUTCH MINING: Files for Liquidation in Georgia Bankruptcy Court --------------------------------------------------------------- Dutch Gold Resources, Inc. on June 12 disclosed that its subsidiary, Dutch Mining LLC has filed for liquidation in the United States Bankruptcy Court in the Northern District of Georgia. There should no impact on the operations of Dutch Gold Resources, Inc., except that its' balance sheet should be much improved at the conclusion of the liquidation of the defunct subsidiary, to the extent of the debt extinguishment that is being sought. The likely outcome will be that the Company could reduce its corporate indebtedness by approximately $3,500,000, positively impacting both the balance sheet and profit & loss statement by Q3 2014. In addition to the Dutch Mining LLC liquidation, the Company has seen some success in settling its remaining corporate debt. It has settled approximately $150,000 of indebtedness at an average of twenty cents on the dollar. The Company believes that there are additional opportunities to resolve the indebtedness that remains after the completion of the Chapter 7 proceeding of its subsidiary. "These actions are intended to improve the Dutch Gold balance sheet, which may have the impact of lowering the Company's cost of capital in the future", said Daniel Hollis, CEO. "This is a positive development for the Company. We have identified financial re-engineering as a major goal for Q2 2014 and we are pleased to have initiated this action, executing on our plan to revitalize Dutch Gold Resources, Inc.", he added. An 8K is being filed with the Securities and Exchange Commission regarding this action. About Dutch Gold Based in Atlanta, Ga., Dutch Gold Resources, Inc. (OTC: DGRI) -- http://www.dutchgoldresources.com/-- is a junior gold miner focused on developing its existing mining properties in North America and acquiring and developing new mines that can enter into production in 12 to 24 months. After auditing the 2011 results, Hancock Askew & Co., LLP, in Norcross, Georgia, noted that the Company has limited liquidity and has incurred recurring losses from operations and other conditions exist which raise substantial doubt about the Company's ability to continue as a going concern. The Company reported a net loss of $4.58 million on $0 of sales in 2011, compared with a net loss of $3.69 million on $0 of revenue in 2010. The Company's balance sheet at Sept. 30, 2012, showed $2.65 million in total assets, $7.17 million in total liabilities and a $2.23 million total stockholders' deficit. EMMAUS EVANGELICAL: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Emmaus Evangelical Church, School, and Child Care Not for Profit 2818 N 23rd Street Milwaukee, WI 53206 Case No.: 14-27288 Chapter 11 Petition Date: June 6, 2014 Court: United States Bankruptcy Court Eastern District of Wisconsin (Milwaukee) Judge: Hon. Pamela Pepper Debtor's Counsel: William H. Green, Esq. GREEN & KAPSOS LAW OFFICES, LLC 3216 South 92nd Street, Ste. 201 Milwaukee, WI 53227 Tel: 414-543-5369 Fax: 414-543-1164 Email: greenkapsos@gmail.com Total Assets: $1.18 million Total Liabilities: $1.57 million The petition was signed by Marcia L. Hamiel-Goins, treasurer. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/wieb14-27288.pdf EMANUEL COHEN: Section 341(a) Meeting Set on July 11 ---------------------------------------------------- A meeting of creditors in the bankruptcy cases of Emanuel L. Cohen, et al., will be held on July 11, 2014, at 10:30 a.m. at 1515 N Flagler Dr Room 870, West Palm Beach. 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. Emanuel L Cohen, D.I.T. Inc., and Salon's Best, Inc., filed Chapter 11 bankruptcy petitions (Bankr. S.D. Fla. Lead Case No. 14-23125) at West Palm Beach, Florida, on June 6, 2014. D.I.T. and Salon's Best disclosed $12 million in assets and debt. Kenneth S. Rappaport, Esq., at Rappaport Osborne & Rappaport, PL, in Boca Raton, Florida, serves as counsel to the Debtors. ENERGY FUTURE: Hires Sidney Austin as Corporate Counsel ------------------------------------------------------- Energy Future Holdings Corp., and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Sidney Austin LLP as special counsel for certain corporate and litigation matters, nunc pro tunc to Apr. 29, 2014 petition date. The Debtors require Sidley Austin to represent them in legal matters as they may request and determine are necessary from time to time on a go-forward basis. Sidley Austin will be paid at these hourly rates: Jim Conlan $1,150 Larry Nyhan $1,150 Kevin Lantry $1,100 Paul Caruso $925 Matthew Clemente $925 Attorney $425-$1,175 Paraprofessionals $110-$375 Sidley Austin will also be reimbursed for reasonable out-of-pocket expenses incurred. During the one-year period prior to the petition date, Sidney Austin received $16,250,000 from the Debtors for services rendered in connection with the matters other than the EPA Matters. During the one-year period prior to the petition date, Sidley Austin received from the Debtors payments totaling $2,151,869 for services rendered or to be rendered in connection with the EPA Matters. Paul S. Caruso, partner of Sidley Austin, 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 Bankruptcy Court for the District of Delaware will hold a hearing on the application on Jun. 30, 2014, at 9:30 a.m. Objections were due Jun. 13, 2014. Sidley Austin can be reached at: Paul S. Caruso, Esq. SIDNEY AUSTIN LLP One South Dearborn Chicago, IL 60603 Tel: +1 (312) 853-7256 E-mail: pcaruso@sidley.com About Energy Future Holdings, fka TXU Corp. Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4 billion in book value and total liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. ENERGY FUTURE: Wants to Hire McDermott as Counsel on Energy Deals ----------------------------------------------------------------- Energy Future Holdings Corp., and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ McDermott Will & Emery LLP as special counsel, nunc pro tunc to Apr. 29, 2014 petition date. The Debtors seek entry of the Order authorizing the employment and retention of McDermott as special counsel to the Debtors with respect to energy-related transactional matters in accordance with the terms and conditions set forth in the engagement letter, effective as of Sept. 24, 2013, between Luminant Energy Company LLC, Luminant Holding Company LLC and Luminant Generation Company LLC and McDermott. In addition to providing counsel with respect to energy-related transactional matters, McDermott represent the Debtors in connection with energy-related transactional matters, including, but not limited to trading issues, fuel transportation and storage, power plant operations, contract disputes, and negotiations and claims resolution. McDermott's Iskender H. Catto's current billing rate is $850 per hour. McDermott will also be reimbursed for reasonable out-of-pocket expenses incurred. The Debtors paid McDermott a total of $700,000 in classic retainer prior to the petition date. As of the petition date, McDermott was paid for all professional services and expenses rendered to the Debtors prior to the petition date and the remaining amount of the retainer was approximately $37,823.19. Mr. Catto, partner of McDermott, 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 Bankruptcy Court for the District of Delaware will hold a hearing on the application on Jun. 30, 2014, at 9:30 a.m. Objections were due Jun. 13, 2014. McDermott can be reached at: Iskender H. Catto, Esq. MCDERMOTT WILL & EMERY LLP 340 Madison Avenue New York, NY 10173 Tel: +1 (212) 547-5505 Fax: +1 (212) 547-5444 About Energy Future Holdings, fka TXU Corp. Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4 billion in book value and total liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. ENERGY FUTURE: Hires Epiq as Administrative Advisor --------------------------------------------------- Energy Future Holdings Corp., and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Epiq Bankruptcy Solutions, LLC as the administrative advisor for the Debtors, nunc pro tunc to Apr. 29, 2014 petition date. The Debtors seek to retain Epiq to provide, among other things, the following bankruptcy administrative services, if and to the extent the Debtors request: (a) balloting and tabulation services in connection with the solicitation process for any prepackaged or prearranged chapter 11 plan, including: -- consulting regarding timing issues, voting and tabulation procedures, and documents needed for the vote, and reviewing appropriate sections of the disclosure statement, plan, and ballots; -- assisting with obtaining information regarding members of voting classes, including lists of holders of bonds from the Depository Trust Corporation, lenders, and other entities; -- coordinating distribution of solicitation documents; -- responding to requests for documents from parties in interest, including lenders, brokerage firm and bank back-offices, and institutional holders; -- responding to telephone inquiries from lenders, bondholders, and nominees regarding the disclosure statement and the voting procedures; -- establishing a website for posting solicitation documents; -- receiving, examining, and date-stamping all ballots and master ballots cast by voting parties; and -- tabulating all ballots and master ballots received, and preparing a certification for filing with the court; (b) assisting with certain administrative tasks in the preparation for bankruptcy, including the preparation of the creditor matrix, first day filings, schedules of assets and liabilities, and statements of financial affairs, including: -- coordinating with the Debtors and their advisors regarding the data collection process, requirements, timelines, and deliverables; -- creating and maintaining databases for maintenance and formatting of necessary data, and providing data entry and quality assurance assistance as needed; (c) providing such other claims processing, noticing, solicitation, balloting, and administrative services described in the Engagement Letter, but not included in the Section 156(c) Application, as may be requested from time to time by the Debtors. Epiq will also be reimbursed for reasonable out-of-pocket expenses incurred. Prior to the petition date, the Debtors paid Epiq a total of $885,971 relating to services provided to the Debtors including a retainer in the amount of $100,000, of which $47,972 remains unapplied as of the petition date. Epiq seeks to hold the remaining retainer amount under the Engagement Letter during the cases as security for the payment of fees and expenses incurred under the Engagement Letter. James Katchadurian, executive vice president for Bankruptcy Services at Epiq, 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 Bankruptcy Court for the District of Delaware will hold a hearing on the application on Jun. 30, 2014, at 9:30 a.m. Objections were due Jun. 13, 2014. Epiq can be reached at: James Katchadurian EPIQ BANKRUPTCY SOLUTIONS, LLC 88 Pine Street, 3rd Floor New York, NY 10005 Tel: (646) 282-2549 E-mail: jkatchadurian@epiqsystems.com About Energy Future Holdings, fka TXU Corp. Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4 billion in book value and total liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. ENERGY FUTURE: Taps Gibson Dunn as Special Counsel -------------------------------------------------- Energy Future Holdings Corp., and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Gibson, Dunn & Crutcher LLP as special counsel, nunc pro tunc to Apr. 29, 2014 petition date. The Debtors seek the authority to employ Gibson Dunn to represent the Debtors in legal, non-bankruptcy matters as the Debtors may request, including: (a) corporate matters; (b) public policy matters; and (c) litigation matters, including several active matters that are in various stages of litigation. With respect to corporate matters, Gibson Dunn advises the Debtors regarding bank and private financings, securities and other capital markets transactions, mergers, acquisitions, dispositions, joint ventures, Securities and Exchange Commission matters, corporate governance, and general corporate matters. Additionally, Gibson Dunn advises and counsels the Debtors regarding certain public policy matters. Furthermore, Gibson Dunn also represents the Debtors in litigation matters, seven of which are currently pending. Gibson Dunn will be paid at these hourly rates: Partners $760-$1140 Of Counsel $690-$925 Associates $435-$725 Paraprofessionals $355-$390 Robert Little $955 James Ho $885 William Dawson $1,030 Michael Raiff $950 Ronald Kirk $925 Gibson Dunn will also be reimbursed for reasonable out-of-pocket expenses incurred. A total of $1,000,000 was paid in advance by the Debtors prior to the Petition Date to Gibson Dunn as retainer. As of the petition date, the Debtors paid Gibson Dunn for all professional services and expenses rendered to the Debtors prior to the petition date, and the remaining amount of the retainer was approximately $350,266.81. Robert B. Little, partner of Gibson Dunn, 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 Bankruptcy Court for the District of Delaware will hold a hearing on the application on Jun. 30, 2014, at 9:30 a.m. Objections were due Jun. 13, 2014. Gibson Dunn can be reached at: Robert B. Little, Esq. GIBSON, DUNN & CRUTCHER LLP 2100 McKinney Avenue, Suite 1100 Dallas, TX 75201-6912 Tel: +1 (214) 698-3260 Fax: +1 (214) 571-2924 E-mail: rlittle@gibsondunn.com About Energy Future Holdings, fka TXU Corp. Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4 billion in book value and total liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. ENVISION HEALTHCARE: S&P Assigns 'B' Rating to $650MM Unsec. Notes ------------------------------------------------------------------ Standard & Poor's Rating Services assigned a 'B' issue-level rating and a '6' recovery rating to Envision Healthcare Corp.'s proposed $650 million unsecured notes due 2022. The '6' recovery rating on the notes reflects S&P's expectation of negligible recovery (0%-10%) in the event of a default. The company will use proceeds of the transaction together with available cash to redeem in full the company's existing senior unsecured notes due 2019. The 'BB-' corporate credit rating is unchanged. S&P categorizes the business risk profile as "fair" based on the company's high concentration in emergency department staffing (which S&P estimates represents 40% of the company's revenue), its operations in highly competitive markets, and its relatively low EBITDA margins compared with other rated healthcare facility and service providers. These risks are partially offset by greater diversity and scale from its two businesses as well as S&P's expectation of double-digit organic growth. S&P's financial risk profile assessment on the company is "aggressive", which reflects the company's ownership by financial sponsors and S&P's expectation that the company's growth strategy will likely prevent sustained deleveraging below 4x. RATINGS LIST Envision Healthcare Corp. Corporate credit rating BB-/Stable/-- New Rating Envision Healthcare Corp. $650M unsecured notes due 2022 B Recovery Rating 6 EWGS INTERMEDIARY: Gets Nod For Ch. 11 Disclosure Statement ----------------------------------------------------------- Law360 reported that a Delaware bankruptcy judge blessed the disclosure statement of Edwin Watts Golf Shops LLC, allowing the equipment retailer's estate to solicit votes for a Chapter 11 liquidation plan that would dole out the remaining proceeds of its $40 million asset sale. According to the report, Edwin Watts Golf presented the disclosure statement on an unopposed basis, having resolved concerns from the U.S. Trustee's Office, lenders and the official committee of unsecured creditors, debtors' counsel Domenic E. Pacitti said. Most of the changes to the original statement and plan focused on exculpations and releases, Mr. Pacitti told the court at a hearing in Wilmington, the report related. U.S. Bankruptcy Judge Mary F. Walrath signed off on the disclosure statement, noting that she had no problems with the proposed document, the report said. Votes on the plan are due July 11, and a confirmation hearing is scheduled for July 22, the report added. About EWGS Intermediary EWGS Intermediary and Edwin Watts Golf Shops, which operate as an integrated, multi-channel retailer, offering brand name golf equipment, apparel and accessories, filed for Chapter 11 protection on Nov. 4, 2013 (Bankr. D. Del. Lead Case No. 13-12876). They are represented by Domenic E. Pacitti, Esq., and Michael W. Yurkewicz, Esq., at Klehr Harrison Harvey Branzburg LLP, in Wilmington, Delaware. The Debtors tapped Bayshore Partners LLC as their investment banker, FTI Consulting, LLC, as their financial advisors, and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent. PNC Bank, National Association, the DIP Agent, is represented by Regina Stango Kelbon, Esq., at Blank Rome LLP, in Wilmington, Delaware. Lawrence C. Gottlieb, Esq., Jay R. Indyke, Esq., Brent Weisenberg, Esq., at Cooley LLP, serve as lead counsel to the Official Committee of Unsecured Creditors. Michael J. Merchant, Esq., Christopher M. Samis, Esq., and William A. Romanowies, Esq., at Richards, Layton & Finger, P.A. serve as Delaware counsel. The Committee hired PricewaterhouseCoopers LLP as its financial adviser. The Debtors said total assets are greater than $100 million. In its schedules, EWGS Intermediary disclosed $0 in assets and $77,801,784 in total liabilities. Hilco Merchant Resources, a unit of Hilco Global, on Dec. 5, 2013, disclosed that it has completed a $40 million deal to purchase all the assets of golf retail brand Edwin Watts, in partnership with GWNE, Inc., an affiliate of Worldwide Golf Shops. The transaction was approved by the bankruptcy court and closed on Dec. 5. FITNESS INTERNATIONAL: S&P Assigns 'B' CCR & Rates New Debt 'B' --------------------------------------------------------------- Standard & Poor's Ratings Services assigned Irvine, Calif.-based fitness club operator Fitness International LLC its 'B' corporate credit rating. The rating outlook is stable. At the same time, S&P assigned the company's proposed credit facility (consisting of a $350 million revolver due 2018, a $150 million term loan A due 2018, and a $1.5 billion term loan B due 2020) its 'B' issue-level rating, with a recovery rating of '3', indicating S&P's expectation for meaningful recovery (50% to 70%) for lenders in the event of a payment default. S&P expects the company to use proceeds to refinance existing debt, fully repurchase a current owner's equity interests in the company and a portion of another owner's equity interests, and to pay for transaction fees and expenses. The 'B' corporate credit rating on Fitness International reflects S&P's assessment of the company's business risk profile as "fair" and its financial risk profile as "highly leveraged." "We assess Fitness International's business risk profile as fair, given the company's operations in the highly competitive fitness club industry, the low barriers to entry in the industry, the company's high fixed cost base (because of rent and maintenance expenses for clubs), and the company's exposure to potential declines in demand during weak economic climates. Our assessment also reflects Fitness International's somewhat smaller portion of revenue that is derived from ancillary services compared with peers (about 17% compared with about 20% or more for other rated fitness club operator peers). We view ancillary services, and particularly personal training, as an important competitive advantage since it is high margin and can foster better customer retention. Fitness International's good geographic diversity (operating 629 clubs in the U.S. and Canada as of December 2013) and its leading market position in several large markets such as Miami, Philadelphia, Phoenix, and Atlanta help offset the company's risks," S&P said. "We assess Fitness International's financial risk profile as highly leveraged, given our expectation for adjusted leverage to remain high, in the low- to mid-5x area, and for adjusted funds from operations (FFO) to debt to remain at about 12% through 2015. Our credit measures are adjusted for the impact of operating leases, which results in a meaningful addition to both funded debt balances and EBITDA. We expect adjusted EBITDA coverage of interest to remain good, at about 3x through 2015," S&P added. FL 6801 SPIRITS: $5-Mil. DIP Financing Has Interim Approval ----------------------------------------------------------- Judge Shelley C. Chapman entered an interim order authorizing FL 6801 Spirits LLC and its debtor-affiliates to access $500,000 of the $5,000,000 DIP financing package offered by PAMI ALI LLC. The Court also authorizes the Debtors to use cash collateral in accordance with a budget. The final hearing to consider approval of the entire DIP loan package is slated for June 25, 2014 at 10:00 a.m. (E.T.). Objections are due June 18. PAMI ALI is already owed $1.7 million on a secured loan provided prepetition. The Debtors also have $15.5 million in outstanding unsecured obligations. PAMI ALI has agreed to provide financing to the FL Debtors solely to effectuate the proposed sale of the assets and to administer these cases for the benefit of the Debtors' and, ultimately, the Lehman Brothers estates. The salient terms of the DIP agreement with PAMI are: -- Interest accrues on amounts borrowed under the DIP Facility at a per annum rate equal to the Prime Rate plus 0.5%. -- PAMI will receive liens upon all of the Debtors' assets and superpriority administrative expense claims, subject to a carve- out of $50,000 for U.S. trustee and clerk of court fees, and $100,000 in professional fees. -- The DIP facility will mature May 30, 2015. -- PAMI will receive adequate protection for the use of cash collateral in the form of replacement liens. A copy of the Interim DIP Order is available for free at: http://bankrupt.com/misc/FL_6801_Interim_DIP_Order.pdf A copy of the affidavit in support of the petitions is available for free at: http://bankrupt.com/misc/FL_6801_1st_Day_Affidavit.pdf First Day Motions The Debtors have received interim or final approval of other first-day pleadings. The Debtors have obtained a 30-day extension until July 15, 2014, of the deadline to file their schedules of assets and liabilities and statement of financial affairs. The Debtors have also obtained an order, pursuant to Section 105(a) of the Bankruptcy Code, that confirms the application of two key protections afforded to the Debtors under the Bankruptcy Code: (a) the automatic stay provisions of Section 362 of the Bankruptcy Code; and (b) the anti-termination and anti- modification provisions of Section 365 of the Bankruptcy Code, to ensure continued performance by Canyon Ranch entities and other parties-in-interests during the Chapter 11 cases. About FL 6801 Spirits FL 6801 Spirits LLC, a wholly owned subsidiary of Lehman Brothers Holdings Inc. and three of its wholly owned subsidiaries filed voluntary Chapter 11 petitions, seeking bankruptcy protection for their condominium hotel property in Miami Beach. FL Spirits' Canyon Ranch Living Hotel and Spa is a luxury full- service, ocean front condominium hotel located at the site of the old Carillon Hotel in Miami Beach, Florida. The current operator of the hotel, Canyon Ranch Living, is not a debtor, and operations at the property are expected to continue without interruption. FL Spirits and the three affiliates companies have sought joint administration, with pleadings to be maintained at FL 6801's case docket (Bankr. S.D.N.Y. Lead Case No. 14-11691). FL Spirits is pursuing a sale process for the hotel property under 11 U.S.C. Sec. 363 where 360 Miami Hotel & Spa LLC will be the stalking horse bidder. The purchaser will acquire the hotel lot (including the spa) and 13 condominium units for $12 million, absent higher and better offers. FL Spirits has tapped Togut, Segal & Segal LLP as general bankruptcy counsel, Shutts & Bowen LLP as special real estate counsel, CBRE, Inc., as real estate broker, and Prime Clerk as claims and notice agent. Upon a successful closing of the transaction, the project will be managed by the Enchantment Group, an operator of award-winning resorts and destination spas, including Mii amo, a destination spa at Enchantment Resort. 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. Lehman's Chapter 11 plan became effective on March 6, 2012. FL 6801 SPIRITS: June 25 Hearing on 360 Miami-Led Sale Process -------------------------------------------------------------- FL 6801 Spirits LLC and its debtor-affiliates are slated to seek approval at a hearing on June 25, 2014, at 10:00 a.m. of proposed procedures where 360 Miami Hotel & Spa LLC will open the auction for their Miami Beach hotel property with a $12 million offer. Objections to the proposed bidding and auction procedures are due June 18, 2014 at 4:00 p.m., according to the scheduling order singed by Judge Shelley C. Chapman. CBRE, Inc., the broker, implement a robust process to market the property prepetition. After three rounds of bidding, a $15 million offer from SMGW Hotel and Spa, LLC ("Shamrock") was the highest offer, but Shamrock in February 2014 terminated the sale agreement following a litigation filed by unit owners. The Debtors are now seeking approval from the bankruptcy court to proceed with a sale process under Sec. 363 of the Bankruptcy Code and select 360 Miami Hotel and Spa as stalking horse bidder. 360 Miami is an affiliate of 360 VOX LLC, the owner and manager of a portfolio of award-winning hotels and spas, including the Enchantment Resort in Sedona, Arizona. Notwithstanding the marketing efforts prepetition, the proposed sale and 360 Miami's $12 million offer will be tested by an additional solicitation process and auction at which higher or better offers will be considered. The Debtors propose a bid deadline that's 45 days following entry of the bidding procedures order. An auction will be held if qualified bids are received by the deadline. The purchase agreement contemplates that pending receipt of Bankruptcy Court approval of the proposed sale of the property will be operated in the ordinary course as to not cause disruption to the unit owners and guests and that certain necessary repairs to the North Tower stucco may be commenced. The proposed sale is contingent upon a favorable resolution of the non-monetary claims asserted in the litigations filed by the condominium associations. A resolution incorporated into the approval of the proposed sale is necessary because the association litigations seek to encumber, define and limit the rights afforded to the debtor 6801 Central, as owner of the "Hotel Lot" and any prospective purchaser as successor owner of the Hotel Lot such as the right to control access to the spa and shared facilities and to assess charges for the use of certain shared and spa facilities. The purchase agreement may be terminated by 360 Miami prior to closing if any of the following milestones fail to be met: * Entry of the bidding procedures order within 30 days of the sale motion; * An auction is held not 50 days following entry of the bidding procedures order; and * Entry of the sale order within the later of (x) two (2) business days of the auction and (y) a date that is no later than five business days after resolution of the association litigations, provided that such date is not later than 120 days following entry of the bidding procedures order. Upon 360 Miami's termination of the purchase agreement, the $1.2 million deposit will be returned to 360 Miami and the Debtors will pay 360 Miami any third-party costs of up to $120,000. Upon consummation of an alternative transaction, the Debtors will pay 360 Miami a break-up fee in an amount equal to $320,000, plus the termination expenses. About FL 6801 Spirits FL 6801 Spirits LLC, a wholly owned subsidiary of Lehman Brothers Holdings Inc. and three of its wholly owned subsidiaries filed voluntary Chapter 11 petitions, seeking bankruptcy protection for their condominium hotel property in Miami Beach. FL Spirits' Canyon Ranch Living Hotel and Spa is a luxury full- service, ocean front condominium hotel located at the site of the old Carillon Hotel in Miami Beach, Florida. The current operator of the hotel, Canyon Ranch Living, is not a debtor, and operations at the property are expected to continue without interruption. FL Spirits and the three affiliates companies have sought joint administration, with pleadings to be maintained at FL 6801's case docket (Bankr. S.D.N.Y. Lead Case No. 14-11691). FL Spirits is pursuing a sale process for the hotel property under 11 U.S.C. Sec. 363 where 360 Miami Hotel & Spa LLC will be the stalking horse bidder. The purchaser will acquire the hotel lot (including the spa) and 13 condominium units for $12 million, absent higher and better offers. FL Spirits has tapped Togut, Segal & Segal LLP as general bankruptcy counsel, Shutts & Bowen LLP as special real estate counsel, CBRE, Inc., as real estate broker, and Prime Clerk as claims and notice agent. Upon a successful closing of the transaction, the project will be managed by the Enchantment Group, an operator of award-winning resorts and destination spas, including Mii amo, a destination spa at Enchantment Resort. 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. Lehman's Chapter 11 plan became effective on March 6, 2012. FL 6801 SPIRITS: Taps Prime Clerk as Claims Agent ------------------------------------------------- FL 6801 Spirits LLC and its debtor-affiliates sought and obtained approval from the bankruptcy court to employ Prime Clerk LLC as claims and noticing agent in the chapter 11 cases. For its claims and noticing services, Prime Clerk will charge the Debtors at these hourly rates: Hourly Rate ----------- Analyst $50 Technology Consultant $135 Consultant $145 Senior Consultant $175 Director $205 For the firm's solicitation, balloting and tabulation services, the rates are: Hourly Rate ----------- Solicitation Consultant $175 Director of Solicitation $205 The firm will charge $0.10 per page for printing, $0.10 per page for fax noticing and no charge for e-mail noticing. Hosting of the case Web site is free of charge and on-line claim filing services are free of charge. For data administration and management, the firm will charge $0.10 per record per month for data storage, maintenance and security. Prior to the Petition Date, the Debtors provided Prime Clerk a retainer in the amount of $25,000. Michael J. Frishberg, co-president and COO of Prime Clerk, represents that the firm neither holds nor represents any interest materially adverse to the Debtors' estates in connection with any matter on which it would be employed. The Debtors filed a separate application to employ Prime Clerk as administrative advisor because the administration of the Chapter 11 cases will require Prime Clerk to perform duties outside the scope of 28 U.S.C. Sec. 156(c). The claims agent can be reached at: PRIME CLERK LLC 830 3rd Avenue, 9th Floor New York, NY 10022 Attn: Shai Waisman Tel: (212) 257-5450 E-mail: swaisman@primeclerk.com About FL 6801 Spirits FL 6801 Spirits LLC, a wholly owned subsidiary of Lehman Brothers Holdings Inc. and three of its wholly owned subsidiaries filed voluntary Chapter 11 petitions, seeking bankruptcy protection for their condominium hotel property in Miami Beach. FL Spirits' Canyon Ranch Living Hotel and Spa is a luxury full- service, ocean front condominium hotel located at the site of the old Carillon Hotel in Miami Beach, Florida. The current operator of the hotel, Canyon Ranch Living, is not a debtor, and operations at the property are expected to continue without interruption. FL Spirits and the three affiliates companies have sought joint administration, with pleadings to be maintained at FL 6801's case docket (Bankr. S.D.N.Y. Lead Case No. 14-11691). FL Spirits is pursuing a sale process for the hotel property under 11 U.S.C. Sec. 363 where 360 Miami Hotel & Spa LLC will be the stalking horse bidder. The purchaser will acquire the hotel lot (including the spa) and 13 condominium units for $12 million, absent higher and better offers. FL Spirits has tapped Togut, Segal & Segal LLP as general bankruptcy counsel, Shutts & Bowen LLP as special real estate counsel, CBRE, Inc., as real estate broker, and Prime Clerk as claims and notice agent. Upon a successful closing of the transaction, the project will be managed by the Enchantment Group, an operator of award-winning resorts and destination spas, including Mii amo, a destination spa at Enchantment Resort. 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. Lehman's Chapter 11 plan became effective on March 6, 2012. FLORIDA GAMING: Ch. 11 Plan of Liquidation Filed ------------------------------------------------ BankruptcyData reported that Florida Gaming filed with the U.S. Bankruptcy Court a Joint Chapter 11 Plan of Liquidation and related Disclosure Statement. BData, citing the Disclosure Statement, said "the Plan provides for the following: * Priority Tax Claims: Each Holder of an Allowed Priority Tax Claim will be entitled to receive on account of the Allowed Priority Tax Claim, in full satisfaction, settlement and release of and in exchange for the Allowed Priority Tax Claim, payment in full. * Class 1 - Centers Claims: Each Holder of an Allowed Centers Claim will receive payment in full, in cash, of the allowed amount of its Centers Claim. * Class 2 - Lenders Holdings Claims: The Holders of Lenders Holdings Claims received a partial Distribution (or were deemed to have received a partial Distribution) in respect of the Lenders Holdings Claims pursuant to the Settlement Agreement and Sale Order and shall receive no further Distribution pursuant to the Plan. * Class 3 - Non-Subordinated Holdings Claims: Each Holder of an Allowed Non-Subordinated Holdings Claim will receive payment, in Cash, of its Pro Rata share of (a) the Initial Holdings Distribution Amount; (b) (i) the Centers Claim Remainder, if any, and (ii) that portion of the Administrative Claim Remainder, if any, distributable to the Estates of the Debtors pursuant to section 6 of the Settlement Agreement, in each case pursuant to the terms of the Settlement Agreement; and (c) the proceeds of Causes of Action; including in respect of the D&O Claims (net of Post Confirmation Administrative Claims related thereto), and (d) the proceeds (net of Post Confirmation Administrative Claims) from the liquidation of the balance of the Creditor Trust Assets. * Class 4 - Subordinated Holdings Claims: Each Holder of an Allowed Subordinated Holdings Claim, will receive payment, in Cash, of its Pro Rata share of the Subordinated Holdings Claim Remainder, if any. * Class 5 - Centers Equity Interests: The Holders of Centers Equity Interests receive Distributions on account of the Interests pursuant to this Plan from the net proceeds of Causes of Action, if any, after payment in full of all Allowed Claims in Class 1. * Class 6 - Holdings Preferred Equity Interests: Each Holder of an Allowed Holdings Preferred Equity Interest will receive payment, in Cash, of its Pro Rata share of the Holdings Preferred Equity Interest Remainder, if any. * Class 7 - Holdings Equity Interests: Each Holder of an Allowed Holdings Equity Interest will receive shall receive payment, in Cash, of its Pro Rata share of the Holdings Equity Interest Remainder, if any." About Florida Gaming Florida Gaming Centers Inc. filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 13-29597) in Miami on Aug. 19, 2013. Florida Gaming Centers operates a casino and jai-alai frontons in Miami. The Company disclosed debt of $138.3 million and assets of $180 million in its petition. Its parent, Florida Gaming Corp. (FGMG:US), and two other affiliates also sought court protection. Bankruptcy Judge Robert A. Mark oversees the case. Luis Salazar, Esq., Esq., at Salazar Jackson in Miami, represents Florida Gaming. ABC Funding, LLC, as Administrative Agent for a consortium of prepetition lenders, and the prepetition lenders are represented by Dennis Twomey, Esq., and Andrew F. O'Neill, Esq., at SIDLEY AUSTIN LLP, in Chicago, Illinois; and Drew M. Dillworth, Esq., and Marissa D. Kelley, Esq., at Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A., in Miami, Florida. The Prepetition Lenders are Summit Partners Subordinated Debt Fund IV-A, L.P., Summit Partners Subordinated Debt Fund IV-B, L.P., JPMorgan Chase Bank, N.A., Locust Street Funding LLC, Canyon Value Realization Fund, L.P., Canyon Value Realization Master Fund, L.P., Canyon Distressed Opportunity Master Fund, L.P., and Canyon-GRF Master Fund II, L.P. Counsel to the Official Joint Committee of Unsecured Creditors are Glenn D. Moses, Esq., and Paul J. Battista, Esq., at Genovese Joblove & Battista, P.A., in Miami, Florida. FLORIDA MULTISPECIALTY: Case Summary & 20 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: South Florida Multispecialty Associates, LLC 400 Arthur Godfrey Road, Suite 201 Miami Beach, FL 33140 Case No.: 14-23589 Nature of Business: Health Care Chapter 11 Petition Date: June 12, 2014 Court: United states Bankruptcy Court Southern District of Florida (Miami) Judge: Hon. Laurel M Isicoff Debtor's Counsel: Leyza F. Blanco, Esq. GRAYROBINSON, P.A. 1221 Brickell Ave #1650 Miami, FL 33155 Tel: 305-416-6880 Fax: 305-416-6887 Email: leyza.blanco@gray-robinson.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Dr. Miguel Isaac Garcia, managing director, president and CEO. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb14-23589.pdf FOREST HOME: Case Summary & 8 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Forest Home Investors, LLC N48 W22953 Commerce Centre Dr. Pewaukee, WI 53072 Case No.: 14-27301 Nature of Business: Contracting Chapter 11 Petition Date: June 6, 2014 Court: United States Bankruptcy Court Eastern District of Wisconsin (Milwaukee) Judge: Hon. Michael Halfenger Debtor's Counsel: Jonathan V. Goodman, Esq. LAW OFFICES OF JONATHAN V. GOODMAN Suite 707, 788 North Jefferson Street Milwaukee, WI 53202-3739 Tel: 414-276-6760 Fax: 414-287-1199 Email: jgoodman@ameritech.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Kenneth P. Servi, member. A list of the Debtor's eight largest unsecured creditors is available for free at http://bankrupt.com/misc/wieb14-27301.pdf FREEDOM INDUSTRIES: Lawyers Working on Short Rations ---------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that lawyers for Freedom Industries Inc. are being paid less than half and, in one case, less than one-third of their regular rates, as the result of a June 3 ruling by U.S. Bankruptcy Judge Ronald G. Pearson in Charleston, West Virginia. According to the report, in May, Judge Pearson expressed concern that professionals were running up fees so high there wouldn't be money to cover environmental remediation. There was a hearing in mid-May for Judge Pearson to approve about $2 million in professional fees incurred from the beginning of the case through March. When Judge Pearson handed down his ruling in early June, he allowed, in the interim, only $300,000 of the $712,500 asked by McGuireWoods LLP, chief lawyers for the company; $100,000 of the $329,500 fee request of Babst Calland Clements & Zomnir PC, the company's environmental lawyers; and $90,000 of the $163,000 requested by MorrisAnderson. About Freedom Industries Freedom Industries Inc., is engaged principally in the business of producing specialty chemicals for the mining, steel and cement industries. The Debtor operates two production facilities located in (a) Nitro, West Virginia; and (b) Charleston, West Virginia. The company, connected to a chemical spill that tainted the water supply in West Virginia, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 14-bk-20017) on Jan. 17, 2014. The case is assigned to Judge Ronald G. Pearson. The petition was signed by Gary Southern, president. The Debtor is represented by Mark E Freedlander, Esq., at McGuire Woods LLP, in Pittsburgh, Pennsylvania; and Stephen L. Thompson, Esq., at Barth & Thompson, in Charleston, West Virginia. On Dec. 31, 2013, four companies merged under the umbrella of Freedom Industries: Freedom Industries Inc., Etowah River Terminal LLC, Poca Blending LLC and Crete Technologies LLC. As reported in the Troubled Company Reporter on Feb. 20, 2014, Kate White, writing for The Charleston Gazette, reported that the Debtor disclosed $16 million in assets and $6 million in liabilities when it filed for bankruptcy. On Feb. 5, 2014, the U.S. Trustee appointed an official committee of unsecured creditors. The Committee retained Frost Brown Todd LLC as counsel. On March 18, the Bankruptcy Court approved the hiring of Mark Welch at MorrisAnderson in Chicago as Freedom's chief restructuring officer. GENERAL GLASS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: General Glass Company, Inc. aka General Glass Home Center aka General Glass Design Center 5797 MacCorkle Avenue S.E. P.O. Box 4406 Charleston, WV 25364 Case No.: 14-20299 Chapter 11 Petition Date: June 10, 2014 Court: United States Bankruptcy Court Southern District of West Virginia (Charleston) Judge: Hon. Ronald G. Pearson Debtor's Counsel: Christopher S. Smith, Esq. HOYER, HOYER & SMITH, PLLC 22 Capitol Street Charleston, WV 25301 Tel: 344-9821 Fax: 304-344-9519 Email: chris@hhsmlaw.com - and - Nicola D. Smith, Esq. HOYER, HOYER, & SMITH, PLLC 22 Capitol St. Charleston, WV 25301 Tel: 304-344-9821 Email: nickyhhsmlaw@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Cynthia D. Smith, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/wvsb14-20299.pdf GENERAL MOTORS: Prosecutors Interview Workers in Recall Probe ------------------------------------------------------------- Charles Levinson, writing for The Wall Street Journal, reported that federal prosecutors have begun interviewing current and former General Motors Co. employees as part of their criminal probe into the automaker's mishandling of faulty ignitions switches, according to people familiar with the matter. According to the report, among those prosecutors have summoned to voluntary interviews at the U.S. Attorney's Office in downtown Manhattan are current and former employees singled out by a 325- page company-commissioned report prepared by attorney Anton Valukas earlier this month into why it took GM a decade to recall vehicles with a potentially deadly faulty ignition switch. Separately, a group of state attorneys general, including New York Attorney General Eric Schneiderman and Florida Attorney General Pam Bondi, is investigating the delayed GM recalls, the Journal said, citing their spokesmen. More are expected to follow suit, said James Tierney, the former Maine attorney general and the director of the National State Attorneys General program at Columbia University, the Journal added. About General Motors With its global headquarters in Detroit, Michigan, General Motors -- http://www.gm.com/-- is one of the world's largest automakers, traces its roots back to 1908. General Motors Co. was formed to acquire the operations of General Motors Corp. through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The U.S. government provided financing. The deal was closed July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM -- General Motors Corporation -- filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. The Debtors tapped Weil, Gotshal & Manges LLP Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel; and Morgan Stanley, Evercore Partners and the Blackstone Group LLP as financial advisor. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. GENERAL MOTORS: Recalls Nearly 600,000 More Vehicles ---------------------------------------------------- Jeff Bennett, writing for The Wall Street Journal, reported that General Motors Co. announced four new recalls, including one covering more than 500,000 Chevrolet Camaros for an ignition- switch issue. According to the report, the auto maker said the Camaro issue resembles but isn't linked to the ignition problem with the Chevrolet Cobalt, which resulted in the recall of 2.6 million vehicles earlier this year. The company thus far has pegged its recall costs at a $1.7 billion, including a $400 million charge during the current quarter, the Journal said. About General Motors With its global headquarters in Detroit, Michigan, General Motors -- http://www.gm.com/-- is one of the world's largest automakers, traces its roots back to 1908. General Motors Co. was formed to acquire the operations of General Motors Corp. through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The U.S. government provided financing. The deal was closed July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM -- General Motors Corporation -- filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. The Debtors tapped Weil, Gotshal & Manges LLP Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel; and Morgan Stanley, Evercore Partners and the Blackstone Group LLP as financial advisor. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. GENEX SERVICES: S&P Withdraws 'B' CCR; Outlook Stable ----------------------------------------------------- Standard & Poor's Ratings Services said that it withdrew its 'B' long-term corporate credit rating on Wayne, Pa.-based GENEX Services Inc. at the company's request. The outlook prior to the withdrawal was stable. S&P affirmed its ratings on GENEX Services on May 16, 2014. All outstanding rated debt (assigned July 10th 2013) was paid off in full. S&P's stable outlook on GENEX reflects its expectation that the company will sustain its major client base. In S&P's opinion, this will allow for steady revenue growth, resulting in stable earnings during the next 12 months that will support key credit metrics. GENERAL MOTORS: Tug of War Emerges Over Data Recorders ------------------------------------------------------ Mike Spector and Vanessa O'Connell, writing for The Wall Street Journal, reported that as General Motors Co. braces for a long, costly legal slog over its liability for defective ignition switches in 2.6 million cars recalled by the company earlier this year, a tug of war has emerged over the data in black boxes, mounted deep inside the cars and known in the auto industry as "event data recorders." According to the Journal, GM and lawyers lining up plaintiffs to sue the company are racing to find black boxes in wrecked cars and track down old downloads of black-box data. Some families and plaintiffs' lawyers said the auto maker has contacted them seeking possession of black boxes, the Journal said. Linda Sandler, writing for Bloomberg News, reported that GM's lawyers have warned the automaker it might face punitive damages over ignition switch defects if its customers go to trial, creating an urgent need to settle lawsuits. Meanwhile, a separate report by the Journal written by Jeff Bennett said the automaker said its board of directors has established a new risk committee to oversee the company's policies and procedures for enforcing standards in areas such as vehicle safety, product quality and cybersecurity. Board members Joe Ashton, Mike Mullen, James Mulva, Thomas Schoewe and Carol Stephenson agreed to serve on the board committee, a GM spokesman told Mr. Bennett. About General Motors With its global headquarters in Detroit, Michigan, General Motors -- http://www.gm.com/-- is one of the world's largest automakers, traces its roots back to 1908. General Motors Co. was formed to acquire the operations of General Motors Corp. through a sale under 11 U.S.C. Sec. 363 following Old GM's bankruptcy filing. The U.S. government provided financing. The deal was closed July 10, 2009, and Old GM changed its name to Motors Liquidation Co. Old GM -- General Motors Corporation -- filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. The Debtors tapped Weil, Gotshal & Manges LLP Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel; and Morgan Stanley, Evercore Partners and the Blackstone Group LLP as financial advisor. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. GLOBAL AVIATION: Court Approves Starman Bros as Auctioneer ---------------------------------------------------------- Global Aviation Holdings Inc. and its debtor-affiliates sought and obtained permission from the Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware to employ Starman Bros. Auctions Inc. as auctioneer. The Debtors determined it was necessary to engage the services of an auctioneer to assist with the sale of assets contemplated by the Asset Sale Motion. The Debtors tapped Starman Bros. as their auctioneer on the terms set forth in the proposal. The material economic terms of the proposal are: (a) The Debtors will pay Starman Bros. a commission equal to (i) 6-1/2% of the first $6 million in gross proceeds of sale; and (ii) 5-1/2% of the gross proceeds of sale in excess of $6 million for any sales that occur at a live onsite auction or auctions; (b) The Debtors will pay Starman Bros. a commission equal to 5% on the gross proceeds of any online sale; (c) Starman Bros. will charge buyers a 5% buyer's premium on the gross proceeds of any sale; (d) The Debtors will reimburse Starman Bros., from the proceeds of sale, actual costs of advertising up to a maximum amount of $30,000 for the costs of advertising the auctions. Starman Bros. agreed that any and all auctions or sales of the Sale Property will be conducted and concluded on or before Jun. 28, 2014. Steve Starman, president of Starman Bros., 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. Starman Bros. can be reached at: Steve Starman STARMAN BROS. AUCTIONS INC. 1240 Royal Drive Papillion, NE 68046 Tel: (402) 592-1933 Fax: (402) 592-2327 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. The Deal reported that World Airways Inc. ceased operations on March 27, 2014, after its bankrupt parent was unable to secure necessary funding to keep the charter operator airborne. GLOBAL GEOPHYSICAL: Court Approves KERP --------------------------------------- BankruptcyData reported that the U.S. Bankruptcy Court approved Global Geophysical Services' key employee retention program (KERP), which provides a benefit of 10% to 40% of base salary (the 'Retention Payment') to the 43 non-insider employees employed in a broad range of areas, including finance, legal, human resources, information technology, and operations. The Participants' average salary is $129,143. To ensure that non-Participants have the opportunity to also receive a bonus based upon performance and at the discretion of senior management, a discretionary pool not to exceed $250,000 in the aggregate, or $20,000 individually, would be available for the Chief Executive Officer and the Chief Financial Officer (working together) to award retention payments in their discretion to key employees who are neither Insiders (as defined in Section 101(31) of the Bankruptcy Code) nor Participants, BData said. About Global Geophysical, Autoseis et al. Global Geophysical Services Inc., a provider of seismic data for the oil and gas drilling industry, sought bankruptcy protection, intending to reorganize on its own with additional capital or explore a sale or other transaction. Based in Missouri City, Texas, Global Geophysical disclosed assets of $468.7 million and liabilities totaling $407.3 million as of Sept. 30, 2013. Liabilities include $81.8 million on a secured term loan owing to TPG Specialty Lending Inc. and Tennenbaum Capital Partners LLC. TPG is the lenders' agent. Global also owes $250 million on two issues of 10.5 percent senior unsecured notes, with Bank of New York Mellon Trust Co. as indenture trustee. Global Geophysical and five affiliates, including Autoseis, Inc. (lead debtor), filed Chapter 11 petitions in Corpus Christi, Texas (Bankr. S.D. Tex. Lead Case No. 14-20130) on March 25, 2014. The Debtors have tapped Luckey McDowell, Esq., at Baker Botts L.L.P., as general bankruptcy counsel, and Shelby A. Jordan, Esq., at Jordan, Hyden, Womble, Culbreth & Holzer, P.C., as local counsel. Alvarez & Marsal serves as restructuring advisors, Fox Rothschild Inc. as financial advisor, and Prime Clerk as claims and noticing agent. Judy A. Robbins, the U.S. Trustee for Region 7, has selected seven creditors to the Official Committee of Unsecured Creditors. GRIDWAY ENERGY: Platinum Wins Auction; Sale Hearing Today --------------------------------------------------------- Gridway Energy Holdings Inc., and its debtor-affiliates will return to the bankruptcy court in Wilmington, Delaware, today, June 16, 2014, at 11:00 a.m. ET, to seek approval of the sale of substantially all of their assets. The Bankruptcy Court on May 14, 2014, entered the Order (A) Approving Bidding Procedures, Including, Without Limitation, Expense Reimbursement Provisions, (B) Approving Form and Notice of Sale, Assumption and Assignment, Including Cure Amount Calculation, (C) Scheduling Sale Hearing, and (D) Granting Related Relief. Bids were due June 4 and on June 10 Gridway commenced an auction to test the stalking horse bid from Vantage Commodities Financial Services I, LLC, the Debtors' lender. At the conclusion of the Auction on June 11, 2014, the Debtors selected Platinum Partners Value Arbitrage Fund LP as the successful bidder and Vantage as the back-up bidder. The Debtors filed a notice with the Court identifying Platinum as the winning bidder but did not disclose the financial terms of the successful bid. At today's Sale Hearing, the Debtors intend to seek entry of an order from the Court approving the sale to Platinum as the Successful Bidder, in accordance with the terms set forth in the asset purchase agreement (subject to certain modifications reflected on the record of the Auction) submitted by the Platinum, and designating Vantage as the Back-up Bidder. As reported by the Troubled Company Reporter on April 24, Vantage, the Debtors' prepetition secured lender, agreed to purchase the Debtors' assets through a credit bid and the assumption of liabilities, subject to higher and better offers. The aggregate consideration to be provided by Vantage will be (a) an amount equal to (i) $32,039,000, plus (ii) the outstanding amount of all accounts receivable as of the closing date multiplied by 95% plus (iii) any amount by which the aggregate amount of cash-backed collateral as of the closing exceeds $34,039,000 minus (iv) any amount by which the aggregate amount of the cash-backed collateral as of closing is less than $34,039,000, plus (b) the assumption of assumed liabilities. The purchase price will be payable at closing as follows: (a) first, by way of dollar for dollar credit against any postpetition financing provided by Vantage, and (b) second, in cash, but only to the extend the purchase price is in excess of the amounts set forth in clause (a). The deal with Vantage provides that if another party outbids Vantage at the auction and the Debtors elect to pursue a transaction with that party, Vantage will receive an expense reimbursement of up to $500,000. Vantage is not requesting any break-up fee or other stalking horse protections other than the expense reimbursement. In May 2014, the Debtors won final authority to borrow up to $122 million from Vantage to finance their reorganization proceedings. The DIP loan repays existing debt and repurchases accounts receivable sold before bankruptcy. Secured debt owed to Vantage and EDFT Trading North America LLC at the outset of bankruptcy totaled $60 million. The Debtors also won Court authority, on a final basis, to pay prepetition claims of certain critical vendors of up to $3.6 million. The Debtors are authorized to condition the payment to a critical vendor that it will continue to provide goods and services to the Debtors on customary trade terms. If any critical vendor accepts the payment and thereafter fails to provide the Debtors with the requisite customary trade terms, any payment may be deemed an unauthorized postpetition transfer under 11 U.S.C. Sec. 549 and recoverable by the Debtors in cash or goods, or at the Debtors' option, applied as a credit against any outstanding postpetition claims held by that critical vendor. The State of New Hampshire -- by its attorneys, the Office of the New Hampshire Attorney General, Joseph A. Foster -- objected to the proposed bidding and sale procedures, and the assumption and assignment procedures. The State of New Hampshire said the procedures and the terms of the proposed sale appear to be primarily for the benefit of secured creditors, and will be unnecessarily disadvantageous to thousands of consumers in New Hampshire and will interfere with the lawful jurisdiction of the New Hampshire Public Utilities Commission. It is not clear from the motion how the Debtors' business will continue to be operated in accordance with law after the Sale. Specifically, (a) customers are entitled by law to certain notices and choices upon the transfer of their contracts to another electric supplier; (b) a competitive electric power supplier ("CEPS") doing business in New Hampshire must be registered with the NHPUC; (c) customer claims are adjudicated by the NHPUC, which can order relief to customers and/or assess penalties in cases involving the practice known as "slamming", or for other regulatory violations. The transactions contemplated by the Sale Procedures Motion do not account for how the Sale will be consummated in compliance with New Hampshire legal requirements. In addition, the Sale contemplates being free and clear of all claims and interests, which, broadly defined could include certain rights that customers have. Under applicable law, the customers' rights are not "interests" of which the contracts may be sold clear, rather, they are in the nature of defenses to the contracts and include rights of rescission, refund and recoupment. The May 14 Bidding Procedures Order required that any bidder must either be a registered CEPS in New Hampshire, or must become a registered CEPS in accordance with applicable law prior to the closing of the sale and/or the assumption of retail electric customer contracts. The Order also provided that any bidder must either be a registered Competitive Natural Gas Supplier ("CNGS") in New Hampshire, or must become a registered CNGS in accordance with applicable law prior to the closing of the sale and/or the assumption of Customer Contracts. The Debtors and the Buyer also shall comply with all applicable rules of the New Hampshire Public Utilities Commission regarding the transfer of service by a CEPS and/or a CNGS. Several utility companies and parties-in-interest also have filed limited objections or reservation of rights with respect to the proposed assumption and assignment of their contracts with the Debtors and the proposed cure amounts. These companies include Duke Energy Ohio, Inc., KO Transmission Company, New York State Electric and Gas Corporation, Ohio Power Company, d/b/a AEP Ohio; The East Ohio Gas Company, d/b/a Dominion East Ohio, Public Service Electric And Gas Company, Rochester Gas And Electric Corporation, Texas Central Company, d/b/a American Electric Power Company and AEP Texas North Company, d/b/a American Electric Power Company; PJM Interconnection, LLC, PJM Settlement, Inc.; Midcontinent Independent System Operator, Inc.; Electric Reliability Council of Texas, Inc.; Foxborough Country Club; and California Independent System Operator Corporation. About Gridway Energy Gridway Energy Holdings, Inc., and its affiliates, including Glacial Energy Holdings -- providers of electricity and natural gas in markets that have been restructured to permit retail competition -- sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10833) on April 10, 2014. The Debtors have 200,000 electric residential customers and 55,000 gash residential customers across the U.S. A large portion of the customers' energy consumption and revenue is generated in the northeast U.S., Ohio, Illinois and Texas (collectively accounting for 80% of revenue), with the remaining portion coming from California and other states. The Debtors blamed the bankruptcy due to lower revenue brought by increased market competition, which caused the Debtors to default on certain of their obligations. Gridway defaulted on $60 million of debt. Prepetition, the Debtors negotiated a stock purchase transaction with an interested buyer. But in March 2014, the purchaser withdrew from the transaction because of the large amount of debt that the purchaser would become liable through a stock transaction. The Debtors are represented by Michael R. Nestor, Esq., Joseph M. Barry, Esq., and Donald J. Bowman, Jr., Esq., at Young Conaway Stargatt & Taylor, LLP; and Alan M. Noskow, Esq., and Mark A. Salzberg, Esq., at Patton Boggs LLP. They employed Omni Management Group, LLC, as claims and notice agent. Gridway Energy estimated assets of $500 million to $1 billion and debt of more than $1 billion. The Creditors' Committee is represented by Sharon Levine, Esq., and Philip J. Gross, Esq., at Lowenstein Sandler LLP; and Frederick B. Rosner, Esq., and Julia B. Klein, Esq., at The Rosner Law Group LLC. Vantage is represented in the case by Ingrid Bagby, Esq., David E. Kronenberg, Esq., Kenneth Irvin, Esq., and Karen Dewis, Esq., at Cadwalader, Wickersham & Taft LLP, and Jason M. Madron, Esq., at Richards, Layton & Finger, P.A. GRIDWAY ENERGY: U.S. Trustee Balks at Accord With Panel & Lender ---------------------------------------------------------------- At a bankruptcy court hearing today, June 16, the United States Trustee for Region 3 will challenge the joint request of Gridway Energy Holdings et al. and the official committee of unsecured creditors appointed in the cases, for approval of a settlement and compromise. According to Roberta DeAngelis, the U.S. Trustee, the proposed settlement -- which provides a settlement pool of $1.3 million to $1.5 million or more to be administered by the Committee for the benefit of an unknown pool of "Eligible Administrative Claims" -- results in disparate treatment of administrative expense creditors and is not appropriate in the context of a chapter 11 proceeding. "The Committee intends to distribute the funds pro rata on account of the allowed Eligible Administrative Claims, while all other administrative claims will be paid in the ordinary course. As a result, the Term Sheet provides for disparate treatment of administrative claims," the U.S. Trustee argued. In addition, the U.S. Trustee said, it is not clear why the Committee, instead of the Debtors, will administer a fund for the benefit of certain administrative creditors, which is a constituency that the Committee does not represent. The U.S. Trustee said it is the Debtors' responsibility to administer the estate, and to the extent appropriate, pay administrative expense claims. The Motion, according to the U.S. Trustee, seeks authority to abdicate this responsibility to the Committee with respect to the Eligible Administrative Claims. Furthermore, the Motion does not address the exit strategy for this case, although it appears from the terms of the settlement that a liquidating plan is unlikely. The interests of creditors may be better served by the conversion or dismissal of these cases after the pending sale closes. As reported by the Troubled Company Reporter on June 4, 2014, the Debtors asked the Court to approve the settlement and compromise with (i) the Committee, (ii) Vantage -- as the Debtors' prepetition secured lender, postpetition DIP lender and current stalking horse purchaser of substantially all of the assets of Gridway, and Negawatt Business Solutions, Inc., and (iii) EDF Trading North America LLC, as swap counterparty pursuant to an ISDA agreement. In connection with the Global Settlement, a fund of approximately $1.3 million to $1.5 million, or higher, depending on the proceeds of the sale of the Ziphany and NBS assets, will be established to fund (i) first, a carve-out for fees and expenses incurred by the Committee and its professionals; and (ii) second, settlement of non-ordinary course, colorable administrative expense claims asserted by creditors based on postpetition commissions, severance obligations, future compliance with non-compete provisions, and/or other colorable non-ordinary course administrative claims unpaid following the Petition Date. In addition, the Global Settlement contemplates, among other things, inter alia, (i) mutual releases by and between the Debtors, Secured Parties, the Committee and the Committee's members; and (ii) the release of all Avoidance Actions against unsecured creditors, provided that third party non-estate claims held by creditors against the Debtors' former chief executive officer, Gary Mole or other individual non-debtors related to pre- petition conduct are not being released. The U.S. Trustee said the rights of the holders of Eligible Administrative Claims to payment from the fund are first subject to the fees and expenses of the Committee and its professionals incurred in administering the settlement fund. The U.S. Trustee said the Motion does not provide an estimate of the Eligible Administrative Claims. No administrative claims bar date has been set and no such administrative claims appear on the docket. The Court should deny approval of the Settlement, the U.S. Trustee said. On April 24, 2014, the U.S. Trustee appointed five members to the Creditors Committee: 1. Mark A. Finley 6501 Red Hook Plaza St. Thomas, VI 00802 Tel: 617-888-2200 2. Joel H. Finley 6501 Red Hook Plaza St. Thomas, VI 00802 Tel: 617-888-2200 3. Benjamin Esposito Ellicott City, MD 21042 Tel: 443-257-0467 4. Henk Jonkman 6 Route Des Basses Masures 78125 Poigny La Foret France Tel: +33788184334 5. Terry L. Hart 33832 Jefferson Ave. Saint Clair Shores, MI 48082 Tel: 586-530-9183 About Gridway Energy Gridway Energy Holdings, Inc., and its affiliates, including Glacial Energy Holdings -- providers of electricity and natural gas in markets that have been restructured to permit retail competition -- sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10833) on April 10, 2014. The Debtors have 200,000 electric residential customers and 55,000 gash residential customers across the U.S. A large portion of the customers' energy consumption and revenue is generated in the northeast U.S., Ohio, Illinois and Texas (collectively accounting for 80% of revenue), with the remaining portion coming from California and other states. The Debtors blamed the bankruptcy due to lower revenue brought by increased market competition, which caused the Debtors to default on certain of their obligations. Gridway defaulted on $60 million of debt. Prepetition, the Debtors negotiated a stock purchase transaction with an interested buyer. But in March 2014, the purchaser withdrew from the transaction because of the large amount of debt that the purchaser would become liable through a stock transaction. The Debtors are represented by Michael R. Nestor, Esq., Joseph M. Barry, Esq., and Donald J. Bowman, Jr., Esq., at Young Conaway Stargatt & Taylor, LLP; and Alan M. Noskow, Esq., and Mark A. Salzberg, Esq., at Patton Boggs LLP. They employed Omni Management Group, LLC, as claims and notice agent. Gridway Energy estimated assets of $500 million to $1 billion and debt of more than $1 billion. The Creditors' Committee is represented by Sharon Levine, Esq., and Philip J. Gross, Esq., at Lowenstein Sandler LLP; and Frederick B. Rosner, Esq., and Julia B. Klein, Esq., at The Rosner Law Group LLC. Vantage is represented in the case by Ingrid Bagby, Esq., David E. Kronenberg, Esq., Kenneth Irvin, Esq., and Karen Dewis, Esq., at Cadwalader, Wickersham & Taft LLP, and Jason M. Madron, Esq., at Richards, Layton & Finger, P.A. GRIDWAY ENERGY: UST Says Incentive Plan Should Be Nixed ------------------------------------------------------- Roberta A. DeAngelis, the United States Trustee for Region 3, objected to the request of Gridway Energy Holdings, Inc., and its affiliates, to assume employment contracts and approve an incentive plan. The U.S. Trustee said it objects to the Motion to the extent it seeks approval of an incentive plan for certain officers because the Debtors have not satisfied their burden under 11 U.S.C. Sections 503(b)(1)(A) and 503(c) to demonstrate, inter alia, that (i) payments under the incentive plan are not retention payments, (ii) the incentive plan is justified by the facts and circumstances of these cases, and (iii) the incentive plan represents the "actual, necessary cost of preserving the estate[s]." The Debtors filed the Motion on April 10. They seek to assume six employment contracts, each dated as of March 15, 2014, with key employees of the Debtors, and pay incentive bonus amounts as set forth in each of the employment contracts. The U.S. Trustee said each of the key employees have officer titles and are therefore presumed to be insiders. The U.S. Trustee said the employment contracts provide for the payment of two incentive bonus amounts, which together equal 100% or more of each officer's salary. One third of the amount payable under the Incentive Plan is payable upon entry of a Bankruptcy Court order approving the sale of substantially all of the Debtors' assets, or entry of order confirming a plan of reorganization. The remaining two-thirds is payable upon the later to occur of (i) the closing of the sale, or (ii) the completion of the reorganization under a plan, or the expiration of an agreement by the Debtors to provide transition services to the successful bidder. In the aggregate, the Incentive Plan payments are equal to 100% of the annual salary of each of the officers, except that that the Chief Financial Officer and General Counsel will receive an amount equal to 125% of their annual salary. If there is a qualifying bid other than the Stalking Horse, the CFO and General Counsel will receive an amount equal to 150% of their annual salary. According to the U.S. Trustee, "The terms of the Incentive Plan suggest that it is not intended to induce a particular level of performance by the officers, but instead to induce them to remain employed until completion of a sale or confirmation of a plan. Because the payments are triggered merely upon entry of a sale order and closing of a sale or completion of a transition services agreement with the buyer, the Debtors have essentially guaranteed payment of the Incentive Plan amounts to the officers. Because the Debtors have already filed a bidding procedures motion with the lender as the proposed stalking horse, a sale appears imminent." The U.S. Trustee also pointed out that there are no performance goals that need to be met by the officers, such as increasing the sale price. All that is required is a sale of the Debtors' assets. In the absence of any performance goals or a target sales price, the Incentive Plan is a retention bonus that must comply with the requirements of section 503(c)(1). A hearing on the Debtors' request was set for May 14 but, a review of the case docket indicates the Court has yet to issue a ruling on the Motion. About Gridway Energy Gridway Energy Holdings, Inc., and its affiliates, including Glacial Energy Holdings -- providers of electricity and natural gas in markets that have been restructured to permit retail competition -- sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10833) on April 10, 2014. The Debtors have 200,000 electric residential customers and 55,000 gash residential customers across the U.S. A large portion of the customers' energy consumption and revenue is generated in the northeast U.S., Ohio, Illinois and Texas (collectively accounting for 80% of revenue), with the remaining portion coming from California and other states. The Debtors blamed the bankruptcy due to lower revenue brought by increased market competition, which caused the Debtors to default on certain of their obligations. Gridway defaulted on $60 million of debt. Prepetition, the Debtors negotiated a stock purchase transaction with an interested buyer. But in March 2014, the purchaser withdrew from the transaction because of the large amount of debt that the purchaser would become liable through a stock transaction. The Debtors are represented by Michael R. Nestor, Esq., Joseph M. Barry, Esq., and Donald J. Bowman, Jr., Esq., at Young Conaway Stargatt & Taylor, LLP; and Alan M. Noskow, Esq., and Mark A. Salzberg, Esq., at Patton Boggs LLP. They employed Omni Management Group, LLC, as claims and notice agent. Gridway Energy estimated assets of $500 million to $1 billion and debt of more than $1 billion. The Creditors' Committee is represented by Sharon Levine, Esq., and Philip J. Gross, Esq., at Lowenstein Sandler LLP; and Frederick B. Rosner, Esq., and Julia B. Klein, Esq., at The Rosner Law Group LLC. Vantage is represented in the case by Ingrid Bagby, Esq., David E. Kronenberg, Esq., Kenneth Irvin, Esq., and Karen Dewis, Esq., at Cadwalader, Wickersham & Taft LLP, and Jason M. Madron, Esq., at Richards, Layton & Finger, P.A. GRIDWAY ENERGY: Sec. 341 Creditors' Meeting Continued Today ----------------------------------------------------------- The meeting of creditors in the bankruptcy case of Gridway Energy Holdings, Inc., et al., was held on May 7, 2014, and continued to June 16, 2014, at 1:00 p.m. The meeting will be held at J. Caleb Boggs Federal Building, 844 King St., Room 2112, Wilmington, Delaware. The meeting of creditors is 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. On June 9, 2014, all nine debtors filed separate schedules of assets and liabilities and statement of financial affairs. At the Debtors' behest, the Bankruptcy Judge extended to June 9 the Debtors' deadline to file their schedules and statements. In seeking the extension, the Debtors said in papers filed last month they have limited personnel to assist with the preparation of the Schedules and SOFAs. Employee efforts to support the Debtors' business operations during the initial postpetition period are critical. The Debtors and their employees were required to devote substantial time and attention to business operations during the first weeks of these cases to maximize the value of their estates. Moreover, while the Debtors have retained RPA Advisors, LLC as their financial advisors, RPA was not retained until after the petition date. As such, RPA has not yet had sufficient time in which to work with the Debtors to complete the Schedules and SOFAs. In addition, several of the Debtors operate different accounting systems, and the interconnected nature of the Debtors' operations require that these systems be cross-checked against each other to ensure the reporting is accurate and complete. About Gridway Energy Gridway Energy Holdings, Inc., and its affiliates, including Glacial Energy Holdings -- providers of electricity and natural gas in markets that have been restructured to permit retail competition -- sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10833) on April 10, 2014. The Debtors have 200,000 electric residential customers and 55,000 gash residential customers across the U.S. A large portion of the customers' energy consumption and revenue is generated in the northeast U.S., Ohio, Illinois and Texas (collectively accounting for 80% of revenue), with the remaining portion coming from California and other states. The Debtors blamed the bankruptcy due to lower revenue brought by increased market competition, which caused the Debtors to default on certain of their obligations. Gridway defaulted on $60 million of debt. Prepetition, the Debtors negotiated a stock purchase transaction with an interested buyer. But in March 2014, the purchaser withdrew from the transaction because of the large amount of debt that the purchaser would become liable through a stock transaction. The Debtors are represented by Michael R. Nestor, Esq., Joseph M. Barry, Esq., and Donald J. Bowman, Jr., Esq., at Young Conaway Stargatt & Taylor, LLP; and Alan M. Noskow, Esq., and Mark A. Salzberg, Esq., at Patton Boggs LLP. They employed Omni Management Group, LLC, as claims and notice agent. Gridway Energy estimated assets of $500 million to $1 billion and debt of more than $1 billion. The Creditors' Committee is represented by Sharon Levine, Esq., and Philip J. Gross, Esq., at Lowenstein Sandler LLP; and Frederick B. Rosner, Esq., and Julia B. Klein, Esq., at The Rosner Law Group LLC. Vantage is represented in the case by Ingrid Bagby, Esq., David E. Kronenberg, Esq., Kenneth Irvin, Esq., and Karen Dewis, Esq., at Cadwalader, Wickersham & Taft LLP, and Jason M. Madron, Esq., at Richards, Layton & Finger, P.A. GSE ENVIRONMENTAL: Court Approves Plan Disclosures -------------------------------------------------- GSE Environmental, Inc., on June 12 announced that the US Bankruptcy Court for the District of Delaware has approved its Disclosure Statement filed in connection with the Company's proposed Joint Plan of Reorganization. The Court's approval of the Disclosure Statement allows the Company to begin the Plan voting process, leading to a confirmation hearing scheduled for July 25, 2014 and the Company's expected emergence from bankruptcy shortly thereafter. Following the completion of the restructuring process, GSE will continue to operate as a going concern and will reduce its funded indebtedness by more than $172 million. Charles Sorrentino, GSE's Director and Chief Executive Officer said "GSE is very pleased to have obtained approval of its Disclosure Statement on June 12. We are committed to completing our reorganization as quickly as possible and are targeting emergence from bankruptcy shortly after our Confirmation Hearing. Our financial restructuring is critical in positioning us for the future by providing a significantly improved capital structure. I am confident that with the continued support of our dedicated employees, suppliers, and customers, GSE will emerge from this reorganization as a stronger, more competitive company." As previously announced, the Plan is supported by 100% of the Company's first lien lenders who have agreed to convert all outstanding first lien debt to equity, leaving the Company well-positioned for long-term growth as a leading manufacturer and marketer of geosynthetic lining solutions. The Plan is subject to confirmation by the Bankruptcy Court. This release is not intended as a solicitation for a vote on the Plan. Parties seeking more information about this announcement may contact GSE Environmental at (281)230-5843 or recapitalization@gseworld.com Documents relating to the Company's filing can be accessed at http://www.gseworld.com Kirkland & Ellis LLP is serving as the Company's legal advisor and Moelis & Company is serving as the Company's financial advisor. The first lien lenders are represented by Wachtell, Lipton, Rosen & Katz. About GSE Environmental GSE Environmental -- http://www.gseworld.com-- is a global manufacturer and marketer of geosynthetic lining solutions, products and services used in the containment and management of solids, liquids and gases for organizations engaged in waste management, mining, water, wastewater and aquaculture. Headquartered in Houston, Texas, USA, GSE maintains sales offices throughout the world and manufacturing facilities in the US, Chile, Germany, Thailand, China and Egypt. GSE Environmental, Inc. and its affiliates filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-11126) on May 4, 2014 as part of a restructuring support agreement with their lenders. The Debtors are seeking joint administration of their Chapter 11 cases. GSE announced an agreement with its lenders to restructure its balance sheet by converting all of its outstanding first lien debt to equity, leaving the Company well-positioned for long-term growth and profitability. The Company has tapped Kirkland & Ellis LLP and Pachulski Stang Ziehl & Jones LLP as counsel, Alvarez & Marsal North America, LLC, as restructuring advisor, and Moelis & Company, as financial advisor. The first lien lenders are represented by Wachtell, Lipton, Rosen & Katz. Prime Clerk is the Debtors' claims agent. Cantor Fitzgerald Securities as agent for a consortium of DIP lenders is represented by Nathan Z. Plotkin, Esq., at Shipman & Goodwin LLP, in Hartford, Connecticut. The DIP Lenders are represented by Scott K. Charles, Esq., Emily D. Johnson, Esq., and and Neil K. Chatani, Esq., at Wachtell, Lipton, Rosen & Katz, in New York. The local Delaware counsel to the DIP Lenders and the DIP Agent is Russell C. Silberglied, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware. GSE Environmental's non-U.S. subsidiaries are not included in the U.S. Chapter 11 filings and will continue to operate in the ordinary course without interruption. HERTZ CORP: DBRS Confirms 'BB' Issuer Rating, Trend Revised to Neg ------------------------------------------------------------------ DBRS Inc. has confirmed the ratings of Hertz Corporation, including its Issuer Rating of BB. The trend on the ratings was revised to Negative from Stable. The rating action follows the Company's recent announcement that it is conducting a thorough review of its financial records for 2011, 2012 and 2013 following the discovery of accounting errors. In a recent SEC filing, Hertz disclosed that, during its 1Q14 closing process, errors were identified related to the capitalization and depreciation of certain non-fleet assets, the allowance for doubtful accounts in Brazil, the allowance for uncollectible amounts with respect to renter obligations on damaged vehicles, and the restoration obligations at the end of facility leases. As a result, the Company will restate its 2011 financial statements. Given the errors that were discovered, the Company is conducting a thorough review of the financial records for 2011, 2012 and 2013. Additional adjustments to 2012 and 2013 financials may be required depending on the outcome of the accounting review. The Negative trend reflects DBRS's concern regarding the material weaknesses in the Company's internal controls and procedures over financial reporting and the significant time and cost that will be required to strengthen these functions. The Negative trend also considers that, as the accounting review progresses, additional accounting issues beyond DBRS's tolerance levels may be found. DBRS also notes that these issues are occurring at a time when the Company is advancing the spin-off of its Hertz Equipment Rental Corporation (HERC), which could potentially distract management from the core rental car business. DBRS also continues to monitor developments for possible consequences of these issues for capital, funding and liquidity. Further negative rating actions could occur should the adjustments be beyond DBRS's expectations and have a material impact on the Company's credit metrics that were considered in the current rating level. Negative rating pressure could also result from additional control, procedural or accounting weaknesses being discovered. Conversely, should the adjustments be within DBRS's expectations and not have a material impact on the Company's credit metrics for 2011-2013, and should no further material weaknesses be discovered, the trend could return to Stable. Importantly, DBRS does not see these issues as impacting the Company's leading global vehicle rental franchise, which is a key factor in the confirmation of the ratings. Further, DBRS views favorably the initial steps taken by Hertz to strengthen its accounting and finance departments, including the hiring of a new Chief Accounting Officer and a new head of Sarbanes-Oxley Compliance. Moreover, in the SEC filing, Hertz provided preliminary commentary on 1Q14 performance, which indicated that, while revenues were up across all three operating segments, overall financial results were broadly stable year-on-year, as the costs related to the accounting review and other unusual items offset the revenue expansion. For the remainder of 2014, DBRS sees Hertz as benefiting from favorable industry fundamentals, including modest pricing gains, good fleet discipline, improved travel volumes as consumer and business sentiment strengthens, and still solid residual values for used vehicles as demand continues to outstrip supply. HOSTESS BRANDS: 8th Circ. Overturns Rulings On License Transfers ---------------------------------------------------------------- Law360 reported that the Eighth Circuit found that, because a trademark licensing deal struck by the bankrupt Interstate Brands Corp., part of which later became Hostess Brands LLC, was mostly completed by the company, it was not able to be rejected in bankruptcy courts. According to the report, the full court reversed an earlier finding that the company's deal with Lewis Brothers Bakeries Corp., which gave it two bread brands and the licensing rights to 13 trademarks, including Sun Maid Raisin and Country Wheat bread, was executory, or incomplete enough for a court to find Interstate in breach of contract. The court determined that the earlier decisions looked at only a portion of the agreement -- the licensing agreement -- which was only one portion of a larger agreement to buy the bread brands, according to the decision, the report related. The case is Lewis Brothers Bakeries Inc. v. Interstate Brands Corp., case number 11-1850, in the U.S. Court of Appeals for the Eighth Circuit. About Hostess Brands Founded in 1930, Irving, Texas-based Hostess Brands Inc., is known for iconic brands such as Butternut, Ding Dongs, Dolly Madison, Drake's, Home Pride, Ho Hos, Hostess, Merita, Nature's Pride, Twinkies and Wonder. Hostess has 36 bakeries, 565 distribution centers and 570 outlets in 49 states. Hostess filed for Chapter 11 bankruptcy protection early morning on Jan. 11, 2011 (Bankr. S.D.N.Y. Case Nos. 12-22051 through 12-22056) in White Plains, New York. Hostess Brands disclosed assets of $982 million and liabilities of $1.43 billion as of the Chapter 11 filing. The bankruptcy filing was made two years after predecessors Interstate Bakeries Corp. and its affiliates emerged from bankruptcy (Bankr. W.D. Mo. Case No. 04-45814). In the new Chapter 11 case, Hostess has hired Jones Day as bankruptcy counsel; Stinson Morrison Hecker LLP as general corporate counsel and conflicts counsel; Perella Weinberg Partners LP as investment bankers, FTI Consulting, Inc. to provide an interim treasurer and additional personnel for the Debtors, and Kurtzman Carson Consultants LLC as administrative agent. Matthew Feldman, Esq., at Willkie Farr & Gallagher, and Harry Wilson, the head of turnaround and restructuring firm MAEVA Advisors, are representing the Teamsters union. Attorneys for The Bakery, Confectionery, Tobacco Workers and Grain Millers International Union and Bakery & Confectionery Union & Industry International Pension Fund are Jeffrey R. Freund, Esq., at Bredhoff & Kaiser, P.L.L.C.; and Ancela R. Nastasi, Esq., David A. Rosenzweig, Esq., and Camisha L. Simmons, Esq., at Fulbright & Jaworski L.L.P. The official committee of unsecured creditors selected New York law firm Kramer Levin Naftalis & Frankel LLP as its counsel. Tom Mayer and Ken Eckstein head the legal team for the committee. Hostess Brands in mid-November 2012 opted to pursue the orderly wind down of its business and sale of its assets after the Bakery, Confectionery, Tobacco and Grain Millers Union (BCTGM) commenced a nationwide strike. The Debtor failed to reach an agreement with BCTGM on contract changes. Hostess Brands sold its businesses and most of the plants to five different buyers for an aggregate of $860 million. Hostess still has some plants, depots and other facilities the buyers didn't acquire. The bankruptcy estate has changed its name to Old HB Inc. HOUSTON REGIONAL: Asks for More Time to File Exit Plan ------------------------------------------------------ Katy Stech, writing for Daily Bankruptcy Review, reported that Comcast SportsNet Houston, the city's struggling sports channel, has asked a judge to push back a key deadline in its Chapter 11 case while its executives figure out how to turn around the channel. About Houston Regional Sports Network An involuntary Chapter 11 bankruptcy petition was filed against Houston Regional Sports Network, L.P. d/b/a Comcast SportsNet Houston (Bankr. S.D. Tex. Case No. 13-35998) on Sept. 27, 2013. The involuntary filing was launched by three units of Comcast/NBC Universal and a television-related company. The petitioners are: Houston SportsNet Finance LLC, Comcast Sports Management Services LLC, National Digital Television Center LLC, and Comcast SportsNet California, LLC. The petitioning creditors have filed papers asking the Bankruptcy Judge to appoint an independent Chapter 11 trustee "to conduct a fair and open auction process for the Network's business assets on a going concern basis." Houston Regional Sports Network is a joint enterprise among affiliates of the Houston Astros baseball team, the Houston Rockets basketball team, and Houston SportsNet Holdings, LLC -- "Comcast Owner" -- an affiliate of Comcast Corporation. The Network has three limited partners -- Comcast Owner, Rockets Partner, L.P., and Astros HRSN LP Holdings LLC. The primary purpose of Houston Regional Sports Network is to create and operate a regional sports programming service that produces, exhibits, and distributes sports programming on a full-time basis, including live Astros and Rockets games within the league- permitted local territories. Counsel for the petitioning creditors are Howard M. Shapiro, Esq., at Wilmer Cutler Pickering Hale and Dorr LLP; George W. Shuster, Jr., Esq., at Wilmer Cutler Pickering Hale and Dorr LLP; Vincent P. Slusher, Esq., at DLA Piper; and Arthur J. Burke, Esq., at Davis Polk & Wardwell LLP. Judge Marvin Isgur presides over the case. The Network was officially placed into Chapter 11 bankruptcy pursuant to a Feb. 7 Order for Relief. It has won approval to hire Haynes and Boone, Charles A. Beckham, Jr., Esq., Henry Flores, Esq., Abigail Ottmers, Esq., and Christopher L. Castillo, Esq., as counsel. It also hired Conway MacKenzie, Inc., as financial advisor. Harry Perrin, Esq., represents Astros owner Jim Crane. Alan Gover, Esq., represents the Rockets. The Astros are represented by Richard B. Drubel, Esq., Colleen A. Harrison, Esq., and Jonathan R. Voegele, Esq., at Boies, Schiller & Flexner LLP, in Hanover, NH; and Scott E. Gant, Esq., at Boies, Schiller & Flexner in Washington, DC. Comcast Corporation and NBCUniversal Media, LLC, are represented by Vincent P. Slusher, Esq., Eli Burriss, Esq., Andrew Mayo, Esq., and Andrew Zollinger, Esq., at DLA Piper; Arthur J. Burke, Esq., Timothy Graulich, Esq., and Dana M. Seshens, Esq., at Davis Polk & Wardwell LLP; and Howard M. Shapiro, Esq., and Craig Goldblatt, Esq., at Wilmer Cutler Pickering Hale and Dorr LLP. Attorney for McLane Champions, LLC and R. Drayton McLane, Jr., are Wayne Fisher, Esq., at Fisher Boyd & Huguenard, LLP. HUSKY INJECTION: S&P Assigns 'B' Rating to US$1.265BB Sr. Loan -------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B' issue- level rating and '3' recovery rating to Canada-based Husky Injection Molding Systems Ltd.'s proposed US$1.265 billion senior secured first-lien term loan. At the same time, Standard & Poor's assigned its 'CCC+' issue-level rating, and '6' recovery rating to Husky's proposed US$300 million senior secured second-lien term loan. Husky Injection Molding Systems is a wholly owned subsidiary of Husky International Ltd. (collectively, Husky). "We view the planned financing as credit neutral, because we expect proceeds to almost exclusively repay the company's debt outstanding," said Standard & Poor's credit analyst Jarrett Bilous. "Our '3' recovery rating on the proposed first-lien term loan reflects our expectation for meaningful (50%-70%) recovery in our simulated default scenario. We estimate approximately 85% of Husky's distressed net enterprise value is pledged to the proposed first-lien creditors. In our analysis, the remaining 15% of Husky's net enterprise value is shared equally on a pro rata basis by residual first-lien creditors and proposed second-lien term loan creditors. As a result, we estimate negligible (0%-10%) recovery for proposed second-lien creditors, albeit at the high end of the recovery rating range," S&P said. "Our view of Husky's business risk profile as "fair" stems from the company's leading market share in the global plastic injection molding equipment industry, diverse customer and geographic base, and relatively stable profitability. Husky competes in the fragmented and cyclical US$30 billion injection molding machinery market. Its focus on the niche PET beverage packaging market somewhat insulates the company from economic swings. Furthermore, tooling and parts and services, which tend to be stable and higher margin, make just over half of overall revenues. This helps to mitigate the cyclical volatility of the industry," S&P noted. "We regard Husky's financial risk profile as "highly leveraged," based on the company's cash flow and leverage measures, as well as its private equity ownership. We expect Husky's adjusted debt-to- EBITDA ratio will remain above 5x over the next two years and adjusted funds from operations to debt will be at or below 12% through 2015. However, we believe the company will generate free cash flow over this period, which could help to improve core credit measures modestly from gradual debt repayment in the absence of future acquisitions," S&P added. RATINGS LIST Husky International Ltd. Corporate credit rating B/Stable/-- Ratings Assigned Husky Injection Molding Systems Ltd. US$1.265 bil. sr secured 1st-lien term loan B Recovery rating 3 US$300 mil. sr secured 2nd-lien term loan CCC+ Recovery rating 6 IDERA PHARMACEUTICALS: Stockholders Elected Two Directors --------------------------------------------------------- Idera Pharmaceuticals, Inc., held its annual meeting of stockholders on June 9, 2014, at which the stockholders: (a) elected Dr. Kelvin M. Neu and Mr. William S. Reardon as Class I directors for terms expiring at the 2017 annual meeting of stockholders; (b) approved, on a non-binding advisory basis, the compensation of the Company's named executive officers; (c) approved an amendment to the Company's 2013 Plan; and (d) ratified appointment of Ernst & Young LLP as the independent registered public accounting firm for the Company for the fiscal year ending Dec. 31, 2014. The amendment to the Company's 2013 Stock Incentive Plan was to increase the number of shares authorized for issuance thereunder by 6,000,000 shares from (i) an aggregate of 4,224,460 shares of Common Stock plus those additional number of shares of Common Stock (up to 5,720,540 shares) as is equal to the number of shares of Common Stock subject to awards granted under the Company's 2008 Stock Incentive Plan which awards expire, terminate or are otherwise surrendered, canceled, forfeited or repurchased by the Company at their original issuance price pursuant to a contractual repurchase right, to (ii) an aggregate of 10,224,460 shares of Common Stock plus the 2008 Plan Potential Rollover Shares. This amendment to the 2013 Plan had previously been approved by the Company's Board of Directors subject to stockholder approval. The terms of these directors continued after the Annual Meeting: * Sudhir Agrawal, D. Phil * Julian C. Baker * Youssef El Zein * James A. Geraghty * Mark Goldberg, M.D. * Robert W. Karr, M.D. * Malcolm MacCoss, Ph.D. * Eve E. Slater, M.D. As previously disclosed, C. Keith Hartley and Abdul-Wahab Umari did not stand for re-election at the Annual Meeting. Mr. Umari delivered a written resignation to the Company on June 9, 2014, confirming that he no longer serves as a director. In the first half of 2014, Idera Pharmaceuticals significantly expanded its management team. As a result of related changes in authority and responsibility and changes in the Company's reporting structure, effective June 10, 2014, Dr. Timothy M. Sullivan, the Company's vice president, Development Programs and Alliance Management, and Dr. Robert D. Arbeit, the Company's vice president, Clinical Development, who will continue to serve in those positions, are no longer Section 16 officers or executive officers of the Company and will no longer be identified as named executive officers in its filings with the Securities and Exchange Commission. About Idera Pharmaceuticals Cambridge, Massachusetts-based Idera Pharmaceuticals, Inc., is a clinical stage biotechnology company engaged in the discovery and development of novel synthetic DNA- and RNA-based drug candidates that are designed to modulate immune responses mediated through Toll-like Receptors, or TLRs. The Company has two drug candidates, IMO-3100, a TLR7 and TLR9 antagonist, and IMO-8400, a TLR7, TLR8, and TLR9 antagonist, in clinical development for the treatment of autoimmune and inflammatory diseases. Idera Pharmaceuticals reported a net loss of $18.22 million in 2013, a net loss of $19.24 million in 2012 and a net loss of $23.77 million in 2011. As of March 31, 2014, the Company had $72.24 million in total assets, $5.35 million in total liabilities and $66.88 million in total stockholders' equity. IMAGING EXPANSIONS: Case Summary & 11 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Imaging Expansions, LLC 14-41260 4701 Springhill Estates Drive Allen, TX 75002 The Black & White Labs, Inc. 14-41261 4701 Springhill Estates Allen, TX 75002 Chapter 11 Petition Date: June 11, 2014 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Judge: Hon. Brenda T. Rhoades Debtors' Counsel: Eric A. Liepins, Esq. ERIC A. LIEPENS P.C. 12770 Coit Road, Suite 1100 Dallas, TX 75251 Tel: (972) 991-5591 Email: eric@ealpc.com Estimated Estimated Assets Liabilities ---------- ----------- Imaging Expansions, LLC $0-$50K $1MM-$10MM The Black & White Labs $0-$50K $1MM-$10MM Estimated Liabilities: $1 million to $10 million The petitions were signed by Lou George, managing member of Imaging Expansions. A list of Imaging Expansions' 11 largest unsecured creditors is available for free at http://bankrupt.com/misc/txeb14-41260.pdf ISC8 INC: Receives Default Notice From PFG ------------------------------------------ ISC8 Inc. received notice from Partners for Growth III, L.P., of PFG's declaration that the Company failed to pay certain principal and interest payments due pursuant to the Loan and Security Agreement by and between the Company and PFG, dated Dec. 14, 2012, and that the Company's failure to make these payments resulted in an Event of Default, as defined in the Agreement. Accordingly, it is PFG's position that all amounts due and payable to PFG under the Agreement, approximately $3 million, is now due and payable. The Company is currently working with PFG to cure any default and bring all amounts owed under the Agreement current. About ISC8 Inc. Costa Mesa, California-based ISC8 Inc. is engaged in the design, development, manufacture and sale of a family of security products, consisting of cyber security solutions for commercial and U.S. government applications, secure memory products, some of which utilize technologies that the Company has pioneered for three-dimensional ("3-D") stacking of semiconductors, systems in a package ("Systems in a Package" or "SIP"), and anti-tamper systems. The Company reported a net loss of $28.02 million on $501,000 of revenues in fiscal year ended Sept. 30, 2013, compared with a net loss of $19.7 million in fiscal year ended Sept 30, 2012. Squar, Milner, Peterson, Miranda & Williamson, LLP, in their audit report on the consolidated financial statements for the year ended Sept. 30, 2013, expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has negative working capital of $29.7 million and a stockholders' deficit of $55.5 million. As of March 31, 2014, the Company had $3.12 million in total assets, $12.66 million in total liabilities and a $9.53 million total stockholders' deficit. J.C. PENNEY: New Financing Gives Retailer Room To Grow Again ------------------------------------------------------------ Jonathan Schwarzberg, writing for The Deal, reported that J.C. Penney Co. Inc. is getting set to close on a new round of financing that industry observers say may give the company more time to develop new strategies and build upon the ones it has put in place. According to the report, the department store showed the first signs of stabilization when it reported better-than-expected financial numbers during the first quarter, but it still has a way to go before it regains a semblance of its glory days. One of the areas the company plans to make a big push into this year as it seeks to take advantage of the improved liquidity is the Hispanic consumer base, the report said. About J.C. Penney J.C. Penney Company, Inc. is one of the U.S.'s largest department store operators with about 1,100 locations in the United States and Puerto Rico. * * * The Troubled Company Reporter, on March 5, 2014, reported that Standard & Poor's Ratings Services revised its outlook on J.C. Penney Co. Inc. to stable from negative. At the same time, S&P affirmed all other ratings, including the 'CCC+' corporate credit rating, on the company. The Troubled Company Reporter, on May 21, 2014, reported that Fitch Ratings has affirmed the Issuer Default Ratings (IDRs) of J.C. Penney Co., Inc. and J.C. Penney Corporation, Inc. at 'CCC' and assigned a Positive Outlook. On June 6, 2014, the Troubled Company Reporter said Standard & Poor's Ratings Services assigned a 'B' issue level rating to J.C. Penney Corp. Inc.'s $1.85 billion ABL revolving credit facility and $500 million senior secured first-in last-out term loan with a '1' recovery rating, indicating S&P's expectation for very high (90%-100%) recovery in the event of a payment default. S&P affirmed all other ratings, including the 'CCC+' corporate credit rating on parent company J.C. Penney Co. Inc. The outlook is stable. On the same date, Moody's Investors Service rated J.C. Penney Corporation, Inc.'s proposed asset based revolving credit facility at B1 and its proposed asset based term loan at B2. At the same time, Moody's affirmed J.C. Penney Company, Inc.'s Caa1 Corporate Family Rating ("CFR"), Caa1-PD Probability of Default Rating, and SGL-3 Speculative Grade Liquidity rating. The rating outlook remains negative. J2 GLOBAL: S&P Assigns BB CCR & Rates $350 Convertible Notes B+ --------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned a 'BB' corporate credit rating to Los Angeles-based j2 Global Inc. The outlook is stable. S&P withdrew the 'BB' corporate credit rating on j2 Cloud Services Inc. (formerly j2 Global Inc.). At the same time, S&P assigned a 'B+' rating with a recovery rating of '6' to j2 Global Inc.'s $350 million of convertible notes due 2029. The '6' recovery rating indicates S&P's expectation of negligible recovery (0%-10%) in the event of a payment default. S&P also affirmed the issue-level ratings on the debt of j2 Cloud Services Inc. (which we originally assigned when the company was known as j2 Global Inc.). "Our 'BB' corporate credit rating reflects the company's 'weak' business risk profile, which factors in the company's significant position in a narrow segment of the cloud-based market, and its 'moderate' financial risk resulting from the increased leverage from the proposed issue," said Standard & Poor's credit analyst Jacob Schlanger. S&P previously viewed its financial risk as "minimal." S&P adjusted the 'bb+' anchor score down by one notch due to the company's narrow market focus, a heavy reliance on one of its products, and its exposure to technology risk. The stable outlook reflects the company's steady and growing revenue base and good cash flow generation. S&P could lower the rating if margins decline because of competitive pressures or the availability of alternative technologies, or if a major acquisition or integration issues cause leverage to be sustained above the low 2x level. Given the current business risk assessment and leverage level, S&P do not foresee an upgrade over the next 12 to 18 months. JAMES RIVER: Sale of Idled Mining Complex Approved -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that coal producer James River Coal Co. got court authority yesterday to sell its idled McCoy Elkhorn mine to initial bidders after no competing offers surfaced. According to the report, Opes Resources Inc. and Marshall Resources Inc. will each buy discrete units of the mining complex for $3.1 million and $445,000 in cash, respectively, plus the assumption of liabilities. The $47.3 million in 4.5 percent senior unsecured convertible notes due in 2015 last traded on June 4 for 3.95 cents on the dollar, the Bloomberg report said, citing Trace, the bond-price reporting system of the Financial Industry Regulatory Authority. The $270 million in 7.875 percent senior unsecured notes due in 2019 last traded on June 5 for 12.047 cents on the dollar, according to Trace. About James River James River Coal Company is a producer and marketer of coal in the Central Appalachia ("CAPP") and the Midwest coal regions of the United States. James River's principal business is the mining, preparation and sale of metallurgical coal, thermal coal (which is also known as steam coal) and specialty coal. James River and 33 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Va. Case Nos. 14-31848 to 14-31886) in Richmond, Virginia, on April 7, 2014. The petitions were signed by Peter T. Socha as president and chief executive officer. Judge Kevin R. Huennekens oversees the Chapter 11 cases. On the petition date, James River Coal disclosed total assets of $1.06 billion and total liabilities of $818.6 million. Davis Polk & Wardwell LLP serves as the Debtors' counsel. Hunton & Williams, LLP, acts as the Debtors' local counsel. Kilpatrick Townsend & Stockton LLP serves as the Debtors' special counsel. Perella Weinberg Partners L.P. is the Debtors' financial advisor. Deutsche Bank Securities Inc. serves as the Debtors' investment banker and M&G advisor. Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice, claims and administrative agent. The U.S. Trustee for Region 4 has appointed five creditors to the Official Committee of Unsecured Creditors. Michael S. Stamer, Esq., Alexis Freeman, Esq., and Jack M. Tracy II, Esq., at Akin Gump Strauss Hauer & Feld LLP; and Jonathan L. Gold, Esq., Christopher L. Perkins, Esq., and Christian K. Vogel, Esq., at LeClairRyan. The Debtors intend to hold an auction in July 8, 2014 for substantially all of the assets. The Debtors proposed a May 22 deadline for preliminary indications of interest. KANGADIS FOOD: Section 341(a) Meeting Set on July 11 ---------------------------------------------------- A meeting of creditors in the bankruptcy case of Kangadis Food Inc. is scheduled for July 11, 2014, at 9:00 a.m. at Room 562, 560 Federal Plaza, CI, in New York. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. About Kangadis Food Formed in 2003, Kangadis Food Inc. is an importer of olives and other European delicacies, and a leading distributor of olive oil. The Debtor sells its products under the brand names "Capatriti," "Porto," "Olio Villa," "Zorba," and "Kivotos". The company is 100% owned by the Kangadis family. The company says that for the past six years, the popularity of its olive oil product sold under the brand name "Capatriti" has grown over time, and it is one of the leading brands in the New York metropolitan area. As of its bankruptcy filing, Kangadis Food employs 51 people, and operates from a 75,000 square foot facility located in Hauppauge, New York, that serves as a warehouse, production facility, and shipping center. Kangadis Food Inc. filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 8-14-72649) in the Central Islip division, in New York, on June 6, 2014. Themistoklis Kangadis signed the petition as chief executive officer. As of the Dec. 31, 2013, the Debtor, on an unaudited basis, had total assets of $12,259,802 and total liabilities of $6,136,456, which amount does not include any disputed claim relating to the class action. Judge Robert E. Grossman presides over the case. Silverman Acampora LLP, in Jericho, New York, serves as the Debtor's counsel. KU6 MEDIA: Posts $4.41 Million Net Loss in First Quarter -------------------------------------------------------- Ku6 Media Co., Ltd. on June 13 reported unaudited financial results for the first quarter of fiscal year 2014, ended March 31, 2014. First Quarter 201 4 Highlights The Company generated substantially all of its revenues from online advertising, primarily through an advertising agency agreement with Shanghai Shengyue Advertising Ltd. ("Shengyue"), a company formerly wholly owned by Shanda Interactive, pursuant to which Shengyue acted as the Company's exclusive advertising agency for standard media resources and as its non-exclusive advertising agency for highly interactive advertising resources. GAAP net loss was US$4.41 million (RMB27.43 million), as compared to a net loss of US$26.78 million in the fourth quarter of 2013 and US$1.67 million in the first quarter of 2013. Non-GAAP net loss, which the Company defines as net loss excluding expenses (benefits) associated with share-based compensation, was US$4.17 million (RMB25.94 million) in the first quarter of 2014, as compared to non-GAAP net loss of US$25.57 million in the fourth quarter of 2013 and US$2.32 million in the first quarter of 2013. Basic and diluted loss per ADS was US$0.09(RMB0.58) in the first quarter of 2014, as compared to US$0.57 in the fourth quarter of 2013 and US$0.04 in the first quarter of 2013. Cash and cash equivalents were US$4.45 million (RMB27.65 million) as of March 31, 2014. Net cash provided by operating activities was US$2.50 million (RMB15.55 million) in the first quarter of 2014, as compared to net cash used in operating activities of US$4.46 million in the fourth quarter of 2013 and net cash used in operating activities of US$2.27 million in the first quarter of 2013. (1) The reporting currency of the Company is the United States dollar ("U.S. dollar"), but solely for the convenience of the reader, the amounts of Renminbi ("RMB") presented throughout the release were calculated at the rate of US$1.00=RMB6.2164, representing the noon buying rate as of March 31, 2014 in the City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York. This convenience translation is not intended to imply that the U.S. dollar amounts could have been, or could be, converted, realized or settled into RMB at that rate on March 31, 2014, or at any other rate. "It's my pleasure to announce Ku6's earnings release of first quarter of 2014," Mr. Xudong Xu, Chief Executive Officer of Ku6 Media, commented. "In the first quarter of 2014, Ku6 Media experienced a very difficult time because of the big operational adjustment and uncertainty of cash flow. In order to turn around the situation, we have established partnership with Qinhe and entered new advertising agreement with advertising agent to try to improve the cash collection. We also have adopted a plan to reduce our headcount and have taken other cost reduction measures, including reduce infrastructure costs and content acquisition costs, to reduce our operational cash outflows. In the mean time, we have been actively seeking additional financing." First Quarter 2014 Financial Results Total revenues were US$2.81 million (RMB17.44 million) in the first quarter of 2014, representing a decrease of 13.7% from US$3.25 million in the fourth quarter of 2013 and a decrease of 8.5% from US$3.07 million in the first quarter of 2013. In the second quarter of 2011, the Company started to generate advertising revenues primarily from performance advertising services using a system called Application Advertisement ("AA"). Performance advertising revenue is realized through Shengyue, an advertising agent which until March 31, 2014 was under the common control of Shanda Interactive Entertainment Limited, the Company's majority shareholder at that time. The Company generated 96.3% of total revenues in the first quarter of 2014 through this advertising agent, as compared to 96.0% of total revenues in the fourth quarter of 2013. Cost of revenues was US$3.94 million (RMB24.50 million) in the first quarter of 2014, representing a decrease of 25.1% from US$5.26 million in the fourth quarter of 2013 and an increase of 25.8% from US$3.13 million in the first quarter of 2013. The increase in cost of revenues as compared to the fourth quarter of 2013 was primarily due to the video production costs incurred for the UGC Entertainment Awards Ceremony held by the Company in Beijing in December 2013. Gross loss was US$1.14 million (RMB7.06 million) in the first quarter of 2014, as compared to a gross loss of US$2.01 million in the fourth quarter of 2013 and a gross loss of US$0.07 million in the first quarter of 2013. Non-GAAP gross loss, which is herein defined as a gross loss excluding expenses (benefits) associated with share-based compensation, was US$1.10 million (RMB6.83 million) in the first quarter of 2014, as compared to a non-GAAP gross loss of US$1.66 million in the fourth quarter of 2013 and a non-GAAP gross loss of US$0.26 million in the first quarter of 2013. Operating expenses were US$3.59 million (RMB22.29 million) in the first quarter of 2014, representing a decrease of 88.4% from US$30.93 million in the fourth quarter of 2013 and an increase of 58.0% from US$2.27 million in the first quarter of 2013. Non-GAAP operating expenses , which is herein defined as operating expenses excluding expenses (benefits) associated with share-based compensation, were US$3.38 million (RMB20.02 million) in the first quarter of 2014, as compared to non-GAAP operating expenses of US$30.07 million in the fourth quarter of 2013 and US$2.72 million in the first quarter of 2013. The decrease in operating expenses as compared to the fourth quarter of 2013 was mainly attributable to the impairment charges of US$6.23 million and US$20.99 million for goodwill and for definite-lived intangible assets (mainly trademark), respectively, in the fourth quarter of 2013. Operating loss was US$4.72 million (RMB29.34 million) in the first quarter of 2014, representing an decrease of 85.7% from US$32.94 million in the fourth quarter of 2013 and an increase of 102.2% from US$2.33 million in the first quarter of 2013. Non-GAAP operating loss, which reflects the exclusion of expenses (benefits) associated with share-based compensation, was US$4.48 million (RMB27.85 million) in the first quarter of 2014, as compared to the non-GAAP operating loss of US$31.73 million in the fourth quarter of 2013 and US$2.98 million in the first quarter of 2013. Net loss was US$4.41 million (RMB27.43 million) in the first quarter of 2014, representing a decrease of 83.5% from US$26.78 million in the fourth quarter of 2013 and an increase of 163.9% from US$1.67 million in the first quarter of 2013. Non-GAAP net loss , which reflects the exclusion of expenses (benefits) associated with share-based compensation, was US$4.17 million (RMB25.94 million) in the first quarter of 2014, as compared to US$25.57 million in the fourth quarter of 2013 and US$2.32 million in the first quarter of 2013. The decrease in net loss as compared to the fourth quarter of 2013 was primarily attributable to the impairment charges of US$6.23 million and US$20.99 million for goodwill and for definite-lived intangible assets (mainly trademark), respectively, partially offset by an associated income tax benefit of US$4.83 million for the fourth quarter of 2013. Net loss per basic and diluted ADS was US$0.09(RMB0.58) in the first quarter of 2014, as compared to US$0.57 in the fourth quarter of 2013 and US$0.04 in the first quarter of 2013. Weighted average ADSs used to calculate basic and diluted net loss per ADS were 47.3 million in the first quarter of 2014, 47.3 million in the fourth quarter of 2013 and 47.3 million in the first quarter of 2013. Adjusted EBITDA loss , which is herein defined as net loss attributable to Ku6 Media before interest income, interest expenses, income taxes, depreciation and amortization (excluding amortization and write-down of licensed video copyrights), further adjusted for share-based compensation expenses (benefits), and other non-operating items, was US$4.18 million (RMB25.95 million) in the first quarter of 2014, as compared to adjusted EBITDA loss of US$30.99 million in the fourth quarter of 2013 and US$2.04 million in the first quarter of 2013. Adjusted EBITDA loss for the fourth quarter of 2013 is larger than non-GAAP net loss as described previously due to the exclusion of the income tax benefit recorded in the fourth quarter of 2013. As of March 31, 2014, the Company had US$4.45 million (RMB27.65 million) in cash and cash equivalents, compared to US$1.67 million as of December 31, 2013. The increase was primarily attributable to US$2.50 million (RMB15.55 million) of net cash provided by operating activities, as a result of the collection of significant amounts of receivables from Shengyue in the first quarter of 2014. Liquidity and Going Concern Substantial doubt exists as to the Company's ability to continue as a going concern, primarily due to (1) uncertainties of cash collection associated with the revenue sharing cooperation with Qinhe and the new advertising agency agreement with Shengyue; (2) uncertainties associated with the Company's cost reduction measures, including improving the efficiency of CDN network to reduce infrastructure costs, as well as reducing the content acquisition costs; (3) uncertainties as to the availability and timing of additional financing with terms acceptable to the Company. Recent Business Developments Advertising Agency Agreement with Shengyue On March 31, 2014, the Company's previous advertising agency agreement with Shengyue, which originally expired on December 31, 2013 and was amended and restated for an additional period of three months spanning the first quarter of 2014, expired and was not renewed. Shengyue, as of April 10, 2014, is no longer owned by Shanda Interactive and is currently an independent third party. In addition, on April 30, 2014, the Company entered into a new advertising agency agreement with the new non-related party Shengyue following Shengyue's change in ownership. The minimum guarantees amount under this new agreement is substantially lower than the minimum revenue guarantees under the previous advertising agency agreement with Shengyue prior to March 31, 2014. This new advertising agency agreement is effective from April 25 and will expire on December 31, 2014. Share Transaction between Shanda and Mr. Xudong Xu On March 31, 2014, the Company's controlling shareholder, Shanda Media, a wholly owned subsidiary of Shanda Interactive, entered into a share purchase agreement with Mr. Xudong Xu to sell 1,938,360,784 ordinary shares (approximately 41% of the Company's issued and outstanding ordinary shares) to Mr. Xu, the founder and controlling shareholder of Sky Profit Limited, a Caymans Islands company engaged in online business ventures (the "Transaction"). On April 3, 2014, the transfer of the ordinary shares was completed. The aggregate consideration for these ordinary shares was US$47.4 million. Mr. Xu funded the purchase price through a loan from Shanda Media, which is secured by a pledge of all of the Company's ordinary shares beneficially owned by Mr. Xu. Mr. Xu has also provided powers of attorney over the shares to Shanda Interactive. The powers of attorney over the shares can be exercised after occurrence of an event of default which is continuing. On April 3, 2014, in connection with the acquisition of shares by Mr. Xu, Shanghai Shengda Network Development Co., Ltd. ("Shanghai Shengda"), Shanda Media's affiliate, entered into agreements to provide a loan of RMB20.0 million to the Company. This loan does not bear any interest and was due on April 2, 2015. The loan was immediately forgiven in order to satisfy one of the closing conditions under the share purchase agreement; therefore, this amount will be reflected as an increase in the Company's equity capital (additional paid in capital) in the second quarter. In partial exchange therefore, a related party receivable from Hurray! Media Co., Ltd., a wholly owned affiliate of Shanda, amounting to US$1,246,641, was waived by the Company and this amount will also be reflected as a charge to the Company's additional paid in capital in the second quarter. On April 10, 2014, the Company received the monies from Shanghai Shengda. As part of the Transaction, Mr. Xu has undertaken in the share purchase agreement to procure additional equity or debt financing in the amount of no less than US$10.0 million by October 30, 2014. There is no guarantee as to if and when this financing will occur and none has yet been procured. The uncertainties surrounding the successful consummation, if at all, of this financing (or of any other financing) may further exacerbate the Company's liquidity challenges and deficit position and cast further doubt on the Company's ability to continue as a going concern. Headcount Reduction Plan On April 22, 2014, the Company filed a plan with relevant authorities to reduce its headcount by approximately 40% in various departments in order to reduce future operating cash outflows. The Company may incur additional severance costs in relation to headcount reductions; however, as the Company's agreements with affected employees do not contain explicit severance formulae, the amounts may vary and are currently not estimable. Revenue Sharing Cooperation with Qinhe On April 30, 2014, the Company entered into an agreement with Qinhe, a company controlled by Mr. Xu, which operates iSpeak, a social platform that allows users to engage in real-time online group activities through voice, text and video. This agreement stipulates that the Company will assist Qinhe by providing online game marketing services. Qinhe will share a portion of its profits that are generated from the Company's video viewers who play Qinhe's games after linking to them through advertisements on the Company's websites. Profits are calculated as revenues from the games operated by Qinhe, net of licensing fees payable to game developers. The Company has provided these game marketing services to Qinhe from April 3, 2014 onward. This agreement expires on March 31, 2015. On May 4, 2014, the Company entered into a separate agreement with Qinhe to provide interactive entertainment marketing services under a similar arrangement to that described above. Pursuant to this agreement, the Company will share a certain percentage of Qinhe's revenues generated from its video viewers who visit the iSpeak platform by linking thereto from advertisements on the Company's website and spend monies with iSpeak. On May 4, 2014, the Company started to provide these marketing services to Qinhe. This agreement expires on May 3, 2015. Loan from Related Party On May 19, 2014, Shanghai Shengda entered into agreements to provide a loan of RMB21.4 million to the Company. This loan does not bear any interest and is due within twelve months. However, similar to the previous forgiven loan of RMB20.0 million in early April, this loan was immediately forgiven. In partial exchange, related party payables to certain companies under the common control of Shanda, amounting to RMB5.3 million, were offset against this loan. The benefit from the forgiven loan will be reflected as an increase in the Company's equity capital (additional paid in capital). On May 30, 2014, the Company received the net amounts of RMB16.1 million from Shanghai Shengda. Share Repurchase Program of 2011 Pursuant to a share repurchase program announced on December 30, 2011, the Company's Board of Directors have authorized the Company to repurchase up to an aggregate of US$3.2 million of its outstanding ADSs from time to time following the date thereof, based on market conditions. As of March 31, 2014, the Company has repurchased 157,567 ADSs from open market under this program. There were no share repurchases in the first quarter of 2014. About Ku6 Media Co., Ltd. Ku6 Media Co., Ltd. -- http://ir.ku6.com-- is an Internet video company in China focused on User-Generated Content. Through its premier online brand and online video website, www.ku6.com , Ku6 Media provides online video uploading and sharing service, video reports, information and entertainment in China. LIME ENERGY: Settles Class Action Suit for $2.5 Million ------------------------------------------------------- Judge Sara Ellis entered an order on June 4, 2014, granting final approval of a class action settlement and notice to the settlement class in the matter Satterfield v. Lime Energy Co. et al., Case No. 12-cv-05704. As part of the settlement, the Defendants agreed to pay $2.5 million into a settlement fund, the entire amount of which they anticipate will be covered by insurance. About Lime Energy Headquartered in Huntersville, North Carolina, Lime Energy Co. -- http://www.lime-energy.com-- is engaged in planning and delivering clean energy solutions that assist its clients in their energy efficiency and renewable energy goals. The Company's solutions include energy efficient lighting upgrades, energy efficient mechanical and electrical retrofit and upgrade services, water conservation, building weatherization, on-site generation and renewable energy project development and implementation. The Company provides energy solutions across a range of facilities, from high-rise office buildings, distribution facilities, manufacturing plants, retail sites, multi-tenant residential buildings, mixed use complexes, hospitals, colleges and universities, government sites to small, single tenant facilities. Lime Energy disclosed in regulatory filings in July 2013 it is in discussions with PNC Bank about entering into a forbearance agreement in which they would agree not to accelerate a loan for a period of time while the Company attempts to correct the gas flow issue and sell its landfill-gas facility. The bank is considering the Company's request. Lime Energy reported a net loss available to common stockholders of $18.51 million in 2013 following a net loss of $31.81 million in 2012. The Company's balance sheet at March 31, 2014, showed $27.05 million in total assets, $18.78 million in total liabilities and $8.26 million in total stockholders' equity. LONGVIEW POWER: Seeks Exclusivity Extension Until Sept. 3 --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that power-plant owner Longview Power LLC, now in the process of re-soliciting votes on a revised reorganization plan, is seeking an extension of its exclusive plan-filing rights until the conclusion of a confirmation hearing set to begin Sept. 3. According to the report, a bankruptcy judge in Delaware is to hold a hearing June 24 to consider the exclusivity motion. If granted, the new plan deadline will be Sept. 30, the report related. About Longview Power LLC Longview Power LLC is a special purpose entity created to construct, own, and operate a 695 MW supercritical pulverized coal-fired power plant located in Maidsville, West Virginia, just south of the Pennsylvania border and approximately 70 miles south of Pittsburgh. The project is owned 92% by First Reserve Corporation (First Reserve or sponsor), a private equity firm specializing in energy industry investments, through its affiliate GenPower Holdings (Delaware), L.P., and 8% by minority interests. Longview Power, LLC, filed a Chapter 11 (Bank. D. Del. Lead Case. 13-12211) on Aug. 30, 2013. The petitions were signed by Jeffery L. Keffer, the Company's chief executive officer, president, treasurer and secretary. The Debtor estimated assets and debts of more than $1 billion. Judge Brendan Linehan Shannon presides over the case. Kirkland & Ellis LLP and Richards, Layton & Finger, P.A., serve as the Debtors' counsel. Lazard Freres & Company LLC acts as the Debtors' investment bankers. Alvarez & Marsal North America, LLC, is the Debtors' restructuring advisors. Ernst & Young serves as the Debtors' accountants. The Debtors' claims agent is Donlin, Recano & Co. Inc. The Debtor disclosed assets of $1,717,906,595 plus undisclosed amounts and liabilities of $1,075,748,155 plus undisclosed amounts. Roberta A. DeAngelis, U.S. Trustee for Region 3, disclosed that as of September 11, 2013, a committee of unsecured creditors has not been appointed in the case due to insufficient response to the U.S. Trustee's communication/contact for service on the committee. LONGVIEW POWER: Can Halt Lawsuit Threatening Restructuring ---------------------------------------------------------- Michael Bathon, writing for Bloomberg News, reported that Longview Power LLC, a bankrupt energy producer, received court approval to halt a California state lawsuit by First American Title Insurance Co. that threatened its plan to exit bankruptcy. According to the report, U.S. Bankruptcy Judge Brendan Linehan Shannon at a hearing on June 11 in Wilmington, Delaware, ruled that Longview can extend the protections enjoyed by bankrupt companies to bar the state action even though it isn't a part of the California case, because the power producer would "suffer immediate and irreparable harm." About Longview Power LLC Longview Power LLC is a special purpose entity created to construct, own, and operate a 695 MW supercritical pulverized coal-fired power plant located in Maidsville, West Virginia, just south of the Pennsylvania border and approximately 70 miles south of Pittsburgh. The project is owned 92% by First Reserve Corporation (First Reserve or sponsor), a private equity firm specializing in energy industry investments, through its affiliate GenPower Holdings (Delaware), L.P., and 8% by minority interests. Longview Power, LLC, filed a Chapter 11 (Bank. D. Del. Lead Case. 13-12211) on Aug. 30, 2013. The petitions were signed by Jeffery L. Keffer, the Company's chief executive officer, president, treasurer and secretary. The Debtor estimated assets and debts of more than $1 billion. Judge Brendan Linehan Shannon presides over the case. Kirkland & Ellis LLP and Richards, Layton & Finger, P.A., serve as the Debtors' counsel. Lazard Freres & Company LLC acts as the Debtors' investment bankers. Alvarez & Marsal North America, LLC, is the Debtors' restructuring advisors. Ernst & Young serves as the Debtors' accountants. The Debtors' claims agent is Donlin, Recano & Co. Inc. The Debtor disclosed assets of $1,717,906,595 plus undisclosed amounts and liabilities of $1,075,748,155 plus undisclosed amounts. Roberta A. DeAngelis, U.S. Trustee for Region 3, disclosed that as of September 11, 2013, a committee of unsecured creditors has not been appointed in the case due to insufficient response to the U.S. Trustee's communication/contact for service on the committee. M&B21 HARRISON: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: M&B21 Harrison Group LLC 429 Fairmont Avenue Fairmont, NJ 07302 Case No.: 14-43011 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: June 12, 2014 Court: United States Bankruptcy Court Eastern District of New York (Brooklyn) Judge: Hon. Carla E. Craig Debtor's Counsel: Wayne M Greenwald, Esq. WAYNE GREENWALD, PC 475 Park Avenue South - 26th Floor New York, NY 10016 Tel: (212) 983-1922 Fax: (212) 983 1965 Email: grimlawyers@aol.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Alisa Adler, managing member. A list of the Debtor's six largest unsecured creditors is available for free at http://bankrupt.com/misc/nyeb14-43011.pdf MARTIFER SOLAR: Finds a Buyer for Solar-Power Business ------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Martifer Aurora Solar LLC, a Los Angeles-based builder of solar-power projects, will sell the business to so- called stalking horse BayWa R.E. Solar LLC for $7.6 million unless competing bids surface. According to the report, Martifer asked the court to approve sale procedures on an expedited basis because bankruptcy financing only covered operations through May 31 and it must survive on remaining cash through July 20. Martifer proposes that competing bids would be due June 24, followed by an auction on June 26 and a hearing for approval of sale on June 27, the report related. If BayWa wins the auction, it will pay $5.88 million up front and escrow an additional $1.8 million to be released to Martifer upon satisfaction of certain conditions, the report said. About Martifer Solar Martifer Solar USA, Inc., and Martifer Aurora Solar LLC filed separate Chapter 11 bankruptcy petitions (Bankr. D. Nev. Case Nos. 14-10357 and 14-10355) in Las Vegas on Jan. 21, 2014. Martifer Solar USA, which is based in Los Angeles, California, estimated $10 million to $50 million in assets and liabilities. Bankruptcy Judge August B. Landis oversees the case. The Debtors tapped Brett A. Axelrod, Esq., and Micaela Rustia Moore, Esq., at Fox Rothschild LLP, in Las Vegas, as counsel, and Armory Consulting Co. as restructuring and financial advisor. The Debtors tapped Foley Hoag LLP as special Massachusetts litigation counsel with respect to a pending litigation relating to EPG Solar, LLC; and Foley & Lardner LLP as special solar counsel. The Debtors also won approval to hire FTI and Michael Tucker, a senior managing director of FTI, to serve as the company's chief restructuring officer. Cathay Bank, a prepetition lender, is represented by Michael Gerard Fletcher, Esq., and Reed S. Waddell, Esq., at Frandzel Robins Bloom & Csato, L.C.; and Natalie M. Cox, Esq., and Randolph L. Howard, Esq., at Kolesar & Leatham. Martifer Solar Inc., the proposed DIP Lender, and ultimate parent of the Debtors, is represented by Samuel A. Schwartz, Esq., and Bryan A. Lindsey, Esq., at The Schwartz Law Firm Inc. Tracy Hope Davis, the U.S. Trustee for Region 17, appointed five creditors to serve on the Official Committee of Unsecured Creditors. The Committee has retained Pachulski Stang Ziehl & Jones LLP's Bradford J. Sandler, Esq., Shirley S. Cho, Esq., Jason Rosell, Esq., and Patricia Jeffries, Esq.; and Larson & Zirzow, Matthew C. Zirzow, Esq., Zachariah Larson, Esq., and Carey Shurtliff, Esq., as counsel. * * * Martifer Aurora Solar LLC intends to emerge from reorganization by mid-July by selling the business. The Debtors said they hope to have a so-called stalking-horse bidder signed to a contract in time for an auction in mid-June. In court papers in May 2014, the Debtors said FTI set May 15, 2014 as the deadline for the initial letters of intent and has received four letters of interest. The Debtors said they are formulating the bidding procedures for an auction sale under section 363 instead of a plan, and are in the process of selecting their stalking horse bidder. MERCHANT CAPITAL: Case Summary & Largest Unsecured Creditors ------------------------------------------------------------ Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Merchant Capital Funding, LLC 14-11786 75 Maiden Lane, 10th Floor New York, NY 10038 Universal Payment Systems, LLC 14-11787 75 Maiden Lane, 10th Floor New York, NY 10038 Chapter 11 Petition Date: June 12, 2014 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. Martin Glenn Debtors' Counsel: Robert J. Spence, Esq. SPENCE LAW OFFICE, P.C. 500 N. Broadway, Suite 149 Jericho, NY 11753 Tel: (516) 336-2060 Fax: (516) 605-2084 Email: rspence@spencelawpc.com Estimated Estimated Assets Liabilities ---------- ----------- Merchant Capital Funding, LLC $1MM-$10MM $1MM-$10MM Universal Payment Systems, LLC $0-$50,000 $100K-$500K The petitions were signed by Lawrence Pross, president/managing member. A list of Merchant Capital's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/nysb14-11786.pdf A list of Universal Payment's nine largest unsecured creditors is available for free at http://bankrupt.com/misc/nysb14-11787.pdf METRORIVERSIDE LLC: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: MetroRiverside, LLC 1550 Tiburon Blvd., Suite B1 Belvedere Tiburon, CA 94920 Case No.: 14-30901 Type of Business: The Debtor operates a Hyatt Place hotel, franchised from Hyatt Place Franchising LLC. The Hotel is located at 3500 Market Street, Riverside, California. Chapter 11 Petition Date: June 12, 2014 Court: United States Bankruptcy Court Northern District of California (San Francisco) Judge: Hon. Dennis Montali Debtor's Counsel: Reno F.R. Fernandez, Esq. Iaian A. MacDonald, Esq. Matthew J. Olson, Esq. Roxanne Bahdurji, Esq. MACDONALD FERNANDEZ LLP 221 Sansome St. 3rd Fl. San Francisco, CA 94104 Tel: (415) 362-0449 Email: reno@macfern.com iain@macfern.com matt@macfern.com Total Assets: $18.79 million Total Liabilities: $21.80 million The petition was signed by Siavash Barmand, manager. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Anthony Glaves Unsecured Loan $154,777 AT&T Telephone services $1,136 AT&T Telephone services $379 Benefit Risk Management Services $3,180 Bulk TV & Internet $2,090 Central Parking System Vendor $11,301 Ethostream $250 Federal Express Mailing services $128 Gate City Beverage Vendor $361 GE Capital Vendor $423 Orange Cleaners Vendor $1,058 Paul Cliff Legal services $7,690 Pepsi-Cola Vendor $442 Russell Schwartz Unsecured Loan $105,466 Starbucks Vendor $275 Sysco Riverside, Inc. Vendor $6,684 The Redevelopment Agency $20,660,000 of the City of Riverside Attn: Executive Director Riverside, CA 92501 Tel: (951) 826-5649 Tri-State Security Patrol, Inc. Vendor $594 Vistar Vendor $286 Wasserstrom Company Vendor $891 MF GLOBAL: Wants Claims By Corzine, Other Former Execs Capped ------------------------------------------------------------- Law360 reported that MF Global Holdings Ltd. asked a New York bankruptcy judge to cancel or cap certain claims by former officers, including Jon Corzine, who have been targeted in litigation related to the brokerage's collapse, in order to allow MF Global's bankruptcy plan administrator to make payments to other creditors. According to the report, lawyers for the administrator asked U.S. Bankruptcy Judge Martin Glenn to disallow certain indemnification claims by ex-MF Global officers, or to subordinate them to claims by other creditors. In addition, the administrator is seeking to cap at $5 million each indemnification claim by Corzine, former MF Global Chief Operating Officer Bradley Abelow and ex-Chief Financial Officer Henri Steenkamp, the report said. About MF Global New York-based MF Global -- http://www.mfglobal.com/-- was one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm also was one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058), after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. On Nov. 7, 2011, the United States Trustee appointed the statutory creditors' committee in the Debtors' cases. At the behest of the Statutory Creditor's Committee, the Court directed the U.S. Trustee to appoint a chapter 11 trustee. On Nov. 28, 2011, the Bankruptcy Court entered an order approving the appointment of Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC, as Chapter 11 trustee. On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services LLC and MF Global FX Clear LLC filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and 11-15810). On Dec. 27, the Court entered an order installing Mr. Freeh as Chapter 11 Trustee of the New Debtors. On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr. Freeh also was installed as its Chapter 11 Trustee. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan LLP, as investigative counsel; (ii) FTI Consulting Inc., as restructuring advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel; and (iv) Pepper Hamilton as special counsel. The Official Committee of Unsecured Creditors has retained Capstone Advisory Group LLC as financial advisor, while lawyers at Proskauer Rose LLP serve as counsel. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. In April 2013, the Bankruptcy Court approved MF Global Holdings' plan to liquidate its assets. Bloomberg News reported that the court-approved disclosure statement initially told creditors with $1.134 billion in unsecured claims against the parent holding company why they could expect a recovery of 13.4% to 39.1% from the plan. As a consequence of a settlement with JPMorgan, supplemental materials informed unsecured creditors their recovery was reduced to the range of 11.4% to 34.4%. Bank lenders will have the same recovery on their $1.174 billion claim against the holding company. As a consequence of the settlement, the predicted recovery became 18% to 41.5% for holders of $1.19 billion in unsecured claims against the finance subsidiary, one of the companies under the umbrella of the holding company trustee. Previously, the predicted recovery was 14.7% to 34% on bank lenders' claims against the finance subsidiary. MMODAL INC: Heads to July 15 Hearing on Chapter 11 Plan Approval ---------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that MModal Inc., the medical-transcription company indirectly controlled by JPMorgan Chase & Co., can solicit votes on its Chapter 11 plan in advance of a July 15 confirmation hearing to approve the reorganization after U.S. Bankruptcy Judge Robert E. Grossman on June 4 approved revised disclosure materials explaining the plan and allowing creditors to vote. According to the report, the Chapter 11 plan gained the endorsement of the creditors' committee following negotiations to modify the so-called plan-support agreement already adopted by more than the required majorities of secured lenders and unsecured noteholders. About M*Modal Headquartered in Franklin, Tennessee, M*Modal provides clinical documentation solutions for the U.S. healthcare industry. It has operations in six countries and employs more than 9,900 employees, most of whom are medical transcriptionists or medical editors. M*Modal, a medical-services company owned by J.P. Morgan Chase Co.'s private-equity arm, filed for Chapter 11 bankruptcy protection, following a decline in sales and mounting debt. MModal disclosed $627 million in total assets and $876 million in total liabilities as of Feb. 28, 2014. MModal Inc., disclosed, in its schedules, assets of $36,128,041 plus undetermined amount, and liabilities of $808,089,536 plus undetermined amount. Legend Parent Inc. and other M*Modal entities, including MModal Inc., sought bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 14-10701) on March 20, 2014. The Debtors have tapped Dechert LLP as attorneys, Alvarez & Marsal North America, LLC, as restructuring advisor, Lazard Freres & Co LLC as investment banker, Deloitte Tax LLP as tax advisor, and Prime Clerk LLC as claims and noticing agent, and administrative advisor. The Joint Plan of Reorganization dated April 25, 2014, provides that First Lien Claims will be allowed in the aggregate amount of $507,680,532. On the effective date, holders of First Lien Claim will also receive their pro rata share of (i) the New Term Loan, (ii) 93% of Reorganized Holdings Equity Interests, subject to dilution solely on account of the New Warrants and Management Stock Option Plan; and (iii) $8,197,801 in Cash. Holders of Allowed General Unsecured Claims will receive their pro rata share of (i) 7% of the Reorganized Holdings Equity Interests; (ii) the New A Warrants and New B Warrants; and (iii) $617,039 in Cash. A Steering Committee for Secured Lenders under the Prepetition Credit Agreement is represented by Richard Levy, Esq., at Latham & Watkins LLP. An Ad Hoc Committee of certain unaffiliated holders of (i) the Term B loan under the Prepetition Credit Agreement and (ii) Notes issued under the Indenture is represented by Michael Stamer, Esq., and James Savin, Esq., at Akin Gump Strauss Hauer & Feld LLP. The U.S. Trustee for Region 2 has appointed three members to the Official Committee of Unsecured Creditors. Kristopher M. Hansen, Esq., Frank A. Merola, Esq., and Matthew G. Garofalo, Esq., at Stroock & Stroock & Lavan LLP, in New York, serve as counsel to the Committee. Michael Diaz of FTI Consulting leads the team of financial advisors to the Creditors' Committee. MOBILESMITH INC: Inks $5 Million Loan Pact with Comerica Bank ------------------------------------------------------------- MobileSmith, Inc., on June 9, 2014, entered into a Loan and Security Agreement with Comerica Bank under which the Company may borrow up to $5,000,000. The LSA has the following terms: * a maturity date of June 9, 2016; * a variable interest rate at prime plus 0.6% (3.85% on the date of execution) payable quarterly; * secured by substantially all of the assets of the Company, including the Company's intellectual property; * secured by an extended irrevocable standby letter of credit issued by UBS AG (Geneva, Switzerland) with an initial term expiring on May 31, 2015, which term will be automatically renewed for one year periods, unless notice of non-renewal is given by UBS AG at least 45 days prior to the then current expiration date; and * acceleration of payment of all amounts due thereunder upon the occurrence and continuation of certain events of default, including but not limited to, failure by the Company to perform its obligations and observe the covenants made by it under the LSA and insolvency of the Company. The proceeds of the LSA were used to repay the $5,000,000 IDB Credit Facility. Also on June 9, 2014, the Company entered into the Eighth Amendment to Convertible Secured Subordinated Note Purchase Agreement, dated Nov. 14, 2007, and the Sixth Amendment to Convertible Secured Subordinated Promissory Notes with the holders of a majority of the aggregate outstanding principal amount of the Notes. The Eighth Amendment and the Sixth Amendment apply to all $28,605,000 in principal amount of Notes outstanding as of June 9, 2014, and all future Notes. As amended, the Notes have the following terms: * a maturity date of the earlier of (i) Nov. 14, 2016, (ii) a Change of Control (as defined in the Note Purchase Agreement), or (iii) when, upon or after the occurrence of an Event of Default (as defined in the Note Purchase Agreement) such amounts are declared due and payable by a Noteholder or made automatically due and payable in accordance with the terms of the Note Purchase Agreement; * an interest rate of 8% per year; * a total borrowing commitment of $33.3 million; * a conversion price that is fixed at $1.43; * optional conversion upon Noteholder request, provided that if at the time of any particular requested conversion the Company does not have a sufficient number of shares of its common stock authorized to allow for such conversion as well as the issuance of the maximum amount of common stock permitted under the Company's 2004 Equity Compensation Plan, the Noteholder may request that the Company call a special meeting of the stockholders specifically for the purpose of increasing the number of shares of common stock authorized to cover the remaining portion of the Notes outstanding as well as the maximum issuances contemplated pursuant to the Company's 2004 Equity Compensation Plan; and * the Notes are subordinated to amounts outstanding under the LSA. A full-text copy of the Eight Amendment to Convertible Secured Subordinated Note Purchase Agreement and Sixth Amendment to Convertible Secured Subordinated Promissory Notes is available for free at http://is.gd/flXbup About MobileSmith Inc. MobileSmith, Inc. (formerly, Smart Online, Inc.) was incorporated in the State of Delaware in 1993. The Company changed its name to MobileSmith, Inc., effective July 1, 2013. The Company develops and markets software products and services tailored to users of mobile devices. The Company's flagship product is The MobileSmithTM Platform. The MobileSmithTM Platform is an innovative, patents pending mobile app development platform that enables organizations to rapidly create, deploy, and manage custom, native smartphone apps deliverable across iOS and Android mobile platforms. In their report on the consolidated financial statements for the year ended Dec. 31, 2013, Cherry Bekaert LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has suffered recurring losses from operations and has a working capital deficiency as of Dec. 31, 2013. The Company reported a net loss of $27.53 million on $339,039 of total revenues in 2013, compared with a net loss of $4.4 million on $147,468 of total revenues in 2012. As of March 31, 2014, the Company had $1.52 million of total assets, $30.25 million of total liabilities and a $28.72 million total stockholders' deficit. MOMENTIVE PERFORMANCE: Restructuring Agreement Draws Flak --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Momentive Performance Inc., a producer of silicones for the semiconductor industry, drew opposition from first and some second-lien noteholders to the agreement with other second- lien creditors supporting the reorganization plan worked out before the Chapter 11 filing on April 13. According to the report, Fortress Investment Group LLC, a second- lien noteholder, complained of being omitted from the group backstopping financing for the reorganization. BNY Mellon Trust Co., as indenture trustee for first-lien noteholders, also filed papers in opposition to the agreement coming to court for approval on June 19, the report said. Tiffany Kary, writing for Bloomberg News, reported that Momentive may also face opposition to the plan's approval at a five-day trial starting Aug. 14, given that litigation with creditors may require a "substantial" investigation, according to court papers filed in court. Momentive asked U.S. Bankruptcy Judge Robert Drain to approve a schedule that would wrap up discovery in the cases by July 25, the Bloomberg report said. The $635 million in 9 percent second-lien notes due 2021 traded on June 6 for 72.125 cents on the dollar, Bloomberg cited Trace as saying. About Momentive Performance Momentive Performance is one of the world's largest producers of silicones and silicone derivatives, and is a global leader in the development and manufacture of products derived from quartz and specialty ceramics. Momentive has a 70-year history, with its origins as the Advanced Materials business of General Electric Company. In 2006, investment funds affiliated with Apollo Global Management, LLC, acquired the company from GE. As of Dec. 31, 2013, the Company had 4,500 employees worldwide, of which 46% of the Company's employees are members of a labor union or are represented by workers' councils that have collective bargaining agreements. Momentive Performance Materials Inc., Momentive Performance Materials Holdings Inc., and their affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 14-22503) on April 14, 2014, with a deal with noteholders on a balance-sheet restructuring. As of Dec. 31, 2013, the Debtors had $4.114 billion of consolidated outstanding indebtedness, including payments due within the next 12 months and short-term borrowings. The Debtors said that the restructuring will eliminate $3 billion in debt. The Debtors have tapped Willkie Farr & Gallagher LLP as bankruptcy counsel with regard to the filing and prosecution of these chapter 11 cases; Sidley Austin LLP as special litigation counsel; Moelis & Company LLC as financial advisor and investment banker; AlixPartners, LLP as restructuring advisor; PricewaterhouseCoopers as auditor; and Crowe Horwath LLP as benefit plan auditor. Kurtzman Carson Consultants LLC is the notice and claims agent. The U.S. Trustee for Region 2 appointed seven members to serve on the Official Committee of Unsecured Creditors of the Debtors' cases. MSD PERFORMANCE: Winds Down in Chapter 7 After Sale --------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that MSD Performance Inc., a designer and producer of ignition systems and data-acquisition devices for race cars, sold its business to secured lender Z Capital Partners LLC in December and will wrap up the liquidation in Chapter 7, where a trustee is appointed automatically. According to the report, a bankruptcy judge in Delaware has officially switched the case to Chapter 7. About MSD Performance MSD Performance, Inc., headquartered in El Paso, Texas, operates in the power sports enthusiast and professional racer markets where the company maintains leading market share positions across all of its product categories under the MSD Ignition(R), Racepak(R) and Powerteq(R) brands. The company's facilities encompass over 220,000 square feet in six buildings, five of which are located across the U.S. and one in Shanghai, China. MSD Performance and its U.S. affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-12286) on Sept. 6, 2013. Ron Turcotte signed the petitions as CEO. The Debtors disclosed $30,305,656 in assets and $129,242,63 is liabilities as of the Chapter 11 filing. The Debtors' restructuring counsel is Jones Day. Their investment banker is SSG Advisors, LLC. The Debtors are also represented by Richards Layton and Finger, as local counsel. Logan & Co. is the claims and notice agent. The Official Committee of Unsecured Creditors appointed in the case retained Blank Rome LLP as counsel, and Carl Marks Advisory Group LLC as financial advisors. MT. GOX: CoinLab Backs Ch. 15 Bid, With Conditions -------------------------------------------------- Law360 reported that bitcoin company CoinLab Inc. has agreed to back the push of MtGox Co. Ltd. for U.S. bankruptcy protection, after reaching a deal with the defunct Japanese bitcoin exchange to protect CoinLab's claims in the case, according to court documents. According to the report, CoinLab, which sued Mt. Gox in May 2013 for $75 million over a license agreement that the company claims Mt. Gox abandoned, said it would not oppose the exchange's bid for Chapter 15 recognition. About Mt. Gox Bitcoin exchange MtGox Co., Ltd., filed a petition under Chapter 15 of the U.S. Bankruptcy Code on March 9, 2014, days after the company sought bankruptcy protection in Japan. The bankruptcy in Japan came after the bitcoin exchange lost 850,000 bitcoins valued at about $475 million "disappeared." The Japanese bitcoin exchange that halted trading in February 2014. It filed for bankruptcy protection in the U.S. to prevent customers from targeting the cash it holds in U.S. bank accounts. The Chapter 15 case is In re MtGox Co., Ltd., Case No. 14-31229 (Bankr. N.D. Tex.). The Chapter 15 Petitioner is Robert Marie Mark Karpeles, the company's chief executive officer. Mr. Karpeles is represented by John E. Mitchell, Esq., and David William Parham, Esq., at Baker & Mcckenzie LLP, in Dallas, Texas. The company said it has estimated assets of $10 million to $50 million and debts of $50 million to $100 million. NATROL INC: Files for Chapter 11 in Wake of Class Actions --------------------------------------------------------- Privately held Natrol, Inc. and six affiliated companies on June 11, 2014, filed bare-bones petitions in Delaware seeking relief under chapter 11 of the U.S. Bankruptcy Code. According to Reuters, Natrol sought bankruptcy protection a day after a U.S. judicial panel consolidated several class actions accusing the health supplement maker of false marketing of its joint relief products. Natrol has been the target in the past year of at least three lawsuits seeking class action status. According to Reuters, the lawsuits say Natrol's glucosamine- related supplements cannot provide the advertised benefits of regenerating cartilage, lubricating joints and providing comfort. Natrol Inc. estimated $100 million to $500 million in assets and $50 million to $100 million in debt. Natrol is a subsidiary of India-based Plethico Pharmaceuticals. Natrol manufactures and markets a variety of health-related products, including dietary supplements, herbal teas, nutraceutical ingredients, and sports nutrition products. Some of Natrol's biggest selling brands include its Natrol supplements, the Laci Le Beau dieter's teas, the Prolab Nutrition sports nutrition products, and the Promensil and Trinovin supplements for menopausal women and prostate health. The Debtors' cases have been assigned to Judge Brendan Linehan Shannon. The Debtors are seeking to have their cases jointly administered for procedural purposes, with all pleadings to be maintained on the case docket for Natrol, Inc. (Bankr. D. Del. Lead Case No. 14-11446). The Debtors have tapped Gibson, Dunn & Crutcher as counsel, and Young Conaway Stargatt & Taylor, LLP, as co-counsel. Epiq Bankruptcy Solutions is the claims and notice agent. NEUSTAR INC: S&P Puts 'BB' CCR on CreditWatch Negative ------------------------------------------------------ Standard & Poor's Ratings Services said it has placed its 'BB' corporate credit rating and all other ratings on Sterling, Va.- based Neustar Inc. on CreditWatch with negative implications. The negative CreditWatch listing follows an advisory panel's recommendation to the FCC that the next LNPA contract be awarded to rival bidder Telcordia, a unit of Sweden's telecommunications equipment supplier Ericsson. The FCC is seeking public comment on the recommendation and will make the final decision on the selection of a vendor for the contract. "The LNPA contract is set to expire in June 2015, although we believe the transition to another service provider could take longer, given the scope of the conversion and the importance of ensuring that consumers are able to keep their phone numbers when switching carriers," said Standard & Poor's credit analyst Allyn Arden. Roughly half of Neustar's business is derived from the LNPA contract, despite recent acquisitions intended to diversify its base of business. Additionally, this contract provides Neustar with a stable, recurring revenue stream through the life of the contract, which is a key factor in S&P's "fair" business risk assessment. While the ultimate outcome has yet to be determined, S&P believes there is a significantly greater risk that Neustar could lose the contract, which would have a material impact on the company's financial risk profile, including its debt to EBITDA, which was about 1.2x as of March 31, 2014. S&P's net cash as part of its leverage calculation based on Neustar's "fair" business risk assessment although a loss of the contract could prompt S&P to revise the business risk profile to "weak," in which case it would no longer net cash. S&P believes that leverage could be 3.5x or higher based on lower levels of EBITDA. S&P plans to resolve the CreditWatch when there is more clarity regarding the ultimate vendor selection. A downgrade, if any, could exceed one notch, depending on S&P's analysis of Neustar's remaining business segments, financial policy, and longer-term leverage. NEW ALBERTSON'S: S&P Revises Outlook to Pos. & Affirms 'CCC+' CCR ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on the Boise, Idaho-based New Albertson's Inc. to positive from stable. At the same time, S&P affirmed the 'CCC+' corporate credit rating and the 'CCC' issue-level rating and '5' recovery rating on the company's senior unsecured notes. The '5' recovery rating indicates S&P's expectation of modest (10%-30%) recovery of principal in the event of default. S&P also assigned a 'B' issue- level rating to the company's $850 million term loan, with a '1' recovery rating, which indicates S&P's expectation of very high (90%-100%) recovery of principal in the event of default. "The outlook revision comes as the company's sales trends have improved considerably and our belief that the trend could continue over the near term," said credit analyst Charles Pinson-Rose. "If the company can outperform our expectations or if we expect strong performance at the company's legacy's banners beyond fiscal 2015, we would consider raising the ratings within six to 12 months. The outlook is positive which incorporates S&P's view that the sales and profits should improve this year and S&P may consider a higher rating if the company can continue outperforming its expectations and maintain solid growth rates at the NAI banners beyond the current fiscal year. Upside Scenario If the company's reported EBITDA in fiscal 2015 starts tracking a level that is about 4.5x that of the reported fiscal 2014 level or about 15% greater than S&P expects, it may consider a higher rating. S&P may also consider a higher rating if it believes the company can sustain strong profit growth rates in fiscal 2016 at current banners while it successfully integrates the Safeway Eastern Division. Moreover, the company has seen considerable sales growth following its new merchandising, pricing, and promotional strategies. S&P would want to be sure that the company's sales gains have led to sustainable market share gains before considering an upgrade. Downside Scenario If the company's profit growth moderates to low- to mid-single- digit rates in fiscal 2015 from more moderate sales gains or weaker-than-expected margins, S&P would likely revise the outlook back to stable. This scenario would leave leverage near 8x to 9x. NEWLEAD HOLDINGS: Intends to Pursue Damage Claims v. Ironbridge --------------------------------------------------------------- NewLead Holdings Ltd. on June 12 disclosed that on June 3, 2014, NewLead received a Temporary Restraining Order against Ironridge Global IV, Ltd enjoining the issuance of further common shares of NewLead pursuant to its Series A Preference Shares. On June 11, 2014, the United States District Court, Southern District of New York determined that a Preliminary Injunction against such further issuance was unavailable because, as a threshold matter, the Court lacked jurisdiction over Ironridge. On June 11, 2014, Richard Kreger of Ironridge advised NewLead that Ironridge would like to reinstitute funding. The Company advised Ironridge that NewLead will not accept any further funding, as NewLead previously provided a default notice and terminated the relationship because of Ironridge's numerous breaches, (including failure to provide necessary collateral). Any funds received from Ironridge will either be held as security for NewLead's damage claims in the arbitration, or returned. Mr. Michael Zolotas, Chairman and Chief Executive Officer of NewLead, stated "We believe that the Court should have accepted jurisdiction to prevent Ironridge from continuing to inflict harm on NewLead through its exercise of 'self-help', pending the outcome of the arbitration. However, we intend to vigorously defend our interests and pursue our claims for significant damages caused by Ironridge's many bad acts, breaches and misrepresentations. We remain concerned that Ironridge has been and will continue manipulating the stock of NewLead based on irregularities in Ironridge's disclosed and undisclosed brokerage relationships and have informed the relevant authorities of these concerns." Michael Zolotas continued, "We urge other people who are considering whether to do business with Ironridge, and their affiliated principals, John Kirkland, Brendan O'Neil, Richard Kreger, and Keith Coulston, to carefully consider Ironridge's course of conduct with NewLead, as well as other companies who have instituted suits against Ironridge. While Ironridge presents itself as a long-term institutional investor on its website and in conversations with companies, its conduct has proven that it is unconcerned about the impact of its actions on the health of the company and solely concerned with its profit." 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 reported a net loss of $158.22 million on $7.34 million of operating revenues for the year ended Dec. 31, 2013, as compared with a net loss of $403.92 million on $8.92 million of operating revenues in 2012. The Company's balance sheet at Dec. 31, 2013, showed $151.33 million in total assets, $292.68 million in total liabilities and a $141.34 million total shareholders' deficit. EisnerAmper LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has incurred a net loss, negative operating cash flows, a working capital deficiency, and shareholders' deficiency and has defaulted under its credit facility agreements. Those conditions raise substantial doubt about the Company's ability to continue as a going concern. NEXT 1 INTERACTIVE: Incurs $18.3 Million Net Loss in Fiscal 2014 ---------------------------------------------------------------- Next 1 Interactive, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $18.29 million on $1.56 million of total revenues for the year ended Feb. 28, 2014, as compared with a net loss of $4.23 million on $987,115 of total revenues for the year ended Feb. 28, 2013. The Company's balance sheet at Feb. 28, 2014, showed $4.49 million in total assets, $13.90 million in total liabilities and a $9.41 million total stockholders' deficit. D'Arelli Pruzansky, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Feb. 28, 2014. The independent auditors noted that the Company has incurred net losses of $18,295,802 and net cash used in operations of $4,590,428 for the year ended Feb. 28, 2014, and the Company had an accumulated deficit of $87,625,076 and a working capital deficit of $13,549,796 at Feb. 28, 2014. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Bankruptcy Warning "If we continue to experience liquidity issues and are unable to generate revenue, we may be unable to repay our outstanding debt when due and may be forced to seek protection under the federal bankruptcy laws," the Company said in the Annual Report. A full-text copy of the Form 10-K is available for free at: http://is.gd/OZYQwZ About Next 1 Interactive Weston, Fla.-based Next 1 Interactive, Inc., is the parent company of RRTV Network (formerly Resort & Residence TV), Next Trip -- its travel division, and Next One Realty -- its real estate division. The Company is positioning itself to emerge as a multi revenue stream "Next Generation" media-company, representing the convergence of TV, mobile devices and the Internet by providing multiple platform dynamics for interactivity on TV, Video On Demand (VOD) and web solutions. The Company has worked with multiple distributors beta testing its platforms as part of its roll out of TV programming and VOD Networks. The list of multi- system operators the Company has worked with includes Comcast, Cox, Time Warner and Direct TV. At present the Company operates the Home Tour Network through its minority owned/joint venture real estate partner -- RealBiz Media. As of July 17, 2012, the Home Tour Network features over 4,300 home listings in four cities on the Cox Communications network. OGX PETROLEO: Brazilian Court Clears Restructuring Plan ------------------------------------------------------- Luciana Magalhaes, writing for The Wall Street Journal, reported that a Rio de Janeiro court ratified the restructuring plan for the oil company of Brazilian businessman Eike Batista, according to the firm's lawyer. "The plan has been ratified without any changes," lawyer Sergio Bermudes said in a telephone interview with the Journal. "This ratification guarantees the company will not be liquidated and even opens the door for Eike to think about new businesses." According to the report, once the restructuring is completed, bondholders that provided $125 million in funding to the company earlier this year will emerge as the largest stakeholders. Under Brazilian law, OGX now has until October 2015 to implement the restructuring plan, the Journal noted. About OGX Petroleo Based in Rio de Janeiro, Brazil, OGX Petroleo e Gas Participacoes S.A., now known as Oleo e Gas, is an independent exploration and production company with operations in Latin America. OGX filed for bankruptcy in a business tribunal in Rio de Janeiro on Oct. 30, 2013, case number 0377620-56.2013.8.19.0001. The bankruptcy filing puts $3.6 billion of dollar bonds into default in the largest corporate debt debacle on record in Latin America. The filing by the oil company that transformed Eike Batista into Brazil's richest man followed a 16-month decline that wiped out more than $30 billion of his personal fortune. The filing, which in Brazil is called a judicial recovery, follows months of negotiations to restructure the dollar bonds, in which OGX sought to convert debt to equity and secure as much as $500 million in new funds. OGX said Oct. 29, 2013, that the talks concluded without an agreement. OVERLAND STORAGE: Sheldon Inwentash Reports 5.2% Equity Stake ------------------------------------------------------------- Sheldon Inwentash and his affiliates disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of June 3, 2014, they beneficially owned 915,702 shares of common stock of Overland Storage, Inc., representing 5.2 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at http://is.gd/yBdxUf About Overland Storage San Diego, Cal.-based Overland Storage, Inc. (Nasdaq: OVRL) -- http://www.overlandstorage.com/-- is a global provider of unified data management and data protection solutions designed to enable small and medium enterprises (SMEs), corporate departments and small and medium businesses (SMBs) to anticipate and respond to change. Overland Storage incurred a net loss of $19.64 million on $48.02 million of net revenue for the fiscal year ended June 30, 2013, as compared with a net loss of $16.16 million on $59.63 million of net revenue during the prior fiscal year. Moss Adams LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2013, citing recurring losses and negative operating cash flows which raise substantial doubt about the Company's ability to continue as a going concern. OVERSEAS SHIPHOLDING: Amended Chapter 11 Plan Filed --------------------------------------------------- BankruptcyData reported that Overseas Shipholding Group filed with the U.S. Bankruptcy Court an Amended Chapter 11 Joint Plan of Reorganization and related Disclosure Statement, with the following key components: * The payment of the 8.75% Debentures Claims in full in Cash, including any applicable contractual interest, the Reinstatement of the 8.125% Notes, including payment of any applicable contractual or default interest, and the Reinstatement of the 7.500% Notes, including payment of any applicable contractual interest, or exchange of such Notes to those Holders that make a timely election, for Election Notes, which mature on February 15, 2021 by each Electing Noteholder. * Electing Noteholders will also receive accrued but unpaid interest from the last coupon payment date through the Effective Date. * The Reorganized Debtors' entry into the Exit Financing on the Effective Date, consisting of two term loan facilities with an aggregate principal amount of $1.2 billion and two revolving loan facilities with $150 million in aggregate availability that, collectively, will provide the Reorganized Debtors with the funding necessary to both satisfy the Plan's cash payment obligations and the expenses associated with closing the Exit Financing facilities, and to finance the Reorganized Debtors' ongoing operations and capital needs following the emergence from Chapter 11. * A Rights Offering in an amount of $1,510 million to all OSG Equity Interest holders severally supported by certain backstop commitment parties (the "Commitment Parties"), each of whom has agreed to purchase its proportionate share of the remaining Rights Offering Securities related to any unexercised Subscription Rights and further agreed to simultaneously purchase its proportionate share of a further approximately $447 million of Plan Securities. About Overseas Shipholding Overseas Shipholding Group, Inc. (OTC: OSGIQ), headquartered in New York, is one of the largest publicly traded tanker companies in the world, engaged primarily in the ocean transportation of crude oil and petroleum products. OSG owns or operates 111 vessels that transport oil and petroleum products throughout the world. Overseas Shipholding Group and 180 affiliates filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67 billion in liabilities. Greylock Partners LLC Chief Executive John Ray serves as chief reorganization officer. James L. Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary Gottlieb Steen & Hamilton LLP serve as OSG's Chapter 11 counsel. Derek C. Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr., at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel. Chilmark Partners LLC serves as financial adviser. Kurtzman Carson Consultants LLC is the claims and notice agent. The Export-Import Bank of China, owed $312 million used for the construction of five tankers, is represented by Louis R. Strubeck, Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at Fulbright & Jaworski in New York; and John Knight, Esq., and Christopher Samis, Esq., at Richards Layton & Finger PA. Chilmark Partners, LLC serves as financial and restructuring advisor. Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve as co-counsel to the official committee of unsecured creditors. FTI Consulting, Inc., is the financial advisor and Houlihan Lokey Capital, Inc., is the investment banker. U.S. Bank National Association is the successor administrative agent under the $1.5 billion credit agreement, dated as of February 9, 2006 by and among (a) OSG, OSG Bulk Ships, Inc., and OSG International, Inc., as joint and several borrowers, (b) the Administrative Agent and (c) various lenders party thereto. Counsel to the Administrative Agent are Milbank, Tweed, Hadley & McCloy LLP; Holland & Knight LLP; and Drinker Biddle & Reath LLP. Lazard Freres & Co. LLC serves as advisor to the Administrative Agent. An official committee of Equity Security Holders has been appointed in the case. It is represented by Brown Rudnick LLP's Steven D. Pohl, Esq., James W. Stoll, Esq. and Jesse N. Garfinkle, Esq.; Fox Rothschild LLP's Jeffrey M. Schlerf, Esq., John H. Strock, Esq. and L. John Bird, Esq. * * * In March 2014, OSG filed a plan of reorganization that hinges on a plan support agreement it struck with lenders holding an aggregate of approximately 77% of amounts outstanding under the Company's Unsecured Revolving Credit Facility. The Debtors and the so- called Consenting Lenders also agreed to the terms of a $300,000,000 rights offering, which would be backstopped by the Consenting Lenders. The Original Plan generally provided that creditors' allowed non-subordinated claims against the Debtors other than claims under the Unsecured Revolving Credit Facility, would be paid in full, in cash, including post-petition interest, or reinstated and holders of equity interests and claims subordinated pursuant to section 510(b) of the Bankruptcy Code would receive a combination of shares of common stock and warrants issued by reorganized OSG valued at approximately $61,400,000. Under the Original Plan, holders of claims arising out of the Unsecured Revolving Credit Facility would receive their pro rata share of stock and warrants of the reorganized OSG. In addition, the Original Plan provided that the 7.50% Unsecured Senior Notes due in 2024 issued by OSG and the 8.125% Unsecured Senior Notes due in 2018 issued by OSG will be reinstated, following payment of outstanding interest. The Debtors also entered into a commitment letter with Goldman Sachs Bank USA to provide $935,000,000 in exit financing to the fund the Debtors' emergence from bankruptcy. Late in April, following negotiations with equity holders and the official committee of equity security holders, OSG abandoned the agreement with the Consenting Lenders as well as the Original Plan, and filed an amended Plan premised on an equity commitment agreement with the Equity Holders, who collectively hold approximately 30% of the outstanding shares of the Company. Each Commitment Party has agreed to purchase shares in a rights offering with an aggregate offering amount of $1,500,000,000, and committed to purchase shares in respect of unexercised subscription rights in the rights offering. The Debtors will distribute to each Equity Holder one subscription right in respect of each existing equity interest held by such Equity Holder. So- called Class B securities carry an entitlement to distribution of up to 10 % of the net litigation recovery in the malpractice lawsuit against Proskauer Rose LLP and four of its partners. The Debtors also abandoned the financing deal with Goldman Sachs and, instead, accepted the funding offer from Jefferies Finance LLC, which consisted of (a) a $600,000,000 term loan secured by a first lien on the Debtors' U.S. Flag assets; (b) a $600,000,000 term loan secured by a first lien on the Debtors' International Flag assets; (c) a $75,000,000 asset based revolving loan facility; and (d) a $75,000,000 revolving loan facility. Hearing on the disclosure statement explaining the Amended Plan as well as the Equity Commitment Agreement and the exit financing commitments is scheduled for May 23, 2014. The Debtors have proposed a July 14, 2014 Plan confirmation hearing. OVERSEAS SHIPHOLDING: Seeks Exclusivity Extension Until July 18 --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Overseas Shipholding Group Inc., the operator of vessels in the international market and between U.S. ports, is seeking an extension of its exclusive right to propose a plan only up to the July 18 confirmation hearing. OSG's $300 million in 8.125 percent senior unsecured notes due 2018, to be reinstated under the plan, traded at 1:44 p.m. on June 6 for 119.1 cents on the dollar, Bloomberg said, citing Trace, the bond-price reporting system of the Financial Industry Regulatory Authority. They traded at about par in November and for as little as 18.75 cents on the day of bankruptcy. About Overseas Shipholding Overseas Shipholding Group, Inc. (OTC: OSGIQ), headquartered in New York, is one of the largest publicly traded tanker companies in the world, engaged primarily in the ocean transportation of crude oil and petroleum products. OSG owns or operates 111 vessels that transport oil and petroleum products throughout the world. Overseas Shipholding Group and 180 affiliates filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67 billion in liabilities. Greylock Partners LLC Chief Executive John Ray serves as chief reorganization officer. James L. Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary Gottlieb Steen & Hamilton LLP serve as OSG's Chapter 11 counsel. Derek C. Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr., at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel. Chilmark Partners LLC serves as financial adviser. Kurtzman Carson Consultants LLC is the claims and notice agent. The Export-Import Bank of China, owed $312 million used for the construction of five tankers, is represented by Louis R. Strubeck, Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at Fulbright & Jaworski in New York; and John Knight, Esq., and Christopher Samis, Esq., at Richards Layton & Finger PA. Chilmark Partners, LLC serves as financial and restructuring advisor. Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve as co-counsel to the official committee of unsecured creditors. FTI Consulting, Inc., is the financial advisor and Houlihan Lokey Capital, Inc., is the investment banker. U.S. Bank National Association is the successor administrative agent under the $1.5 billion credit agreement, dated as of February 9, 2006 by and among (a) OSG, OSG Bulk Ships, Inc., and OSG International, Inc., as joint and several borrowers, (b) the Administrative Agent and (c) various lenders party thereto. Counsel to the Administrative Agent are Milbank, Tweed, Hadley & McCloy LLP; Holland & Knight LLP; and Drinker Biddle & Reath LLP. Lazard Freres & Co. LLC serves as advisor to the Administrative Agent. An official committee of Equity Security Holders has been appointed in the case. It is represented by Brown Rudnick LLP's Steven D. Pohl, Esq., James W. Stoll, Esq. and Jesse N. Garfinkle, Esq.; Fox Rothschild LLP's Jeffrey M. Schlerf, Esq., John H. Strock, Esq. and L. John Bird, Esq. * * * In March 2014, OSG filed a plan of reorganization that hinges on a plan support agreement it struck with lenders holding an aggregate of approximately 77% of amounts outstanding under the Company's Unsecured Revolving Credit Facility. The Debtors and the so- called Consenting Lenders also agreed to the terms of a $300,000,000 rights offering, which would be backstopped by the Consenting Lenders. The Original Plan generally provided that creditors' allowed non-subordinated claims against the Debtors other than claims under the Unsecured Revolving Credit Facility, would be paid in full, in cash, including post-petition interest, or reinstated and holders of equity interests and claims subordinated pursuant to section 510(b) of the Bankruptcy Code would receive a combination of shares of common stock and warrants issued by reorganized OSG valued at approximately $61,400,000. Under the Original Plan, holders of claims arising out of the Unsecured Revolving Credit Facility would receive their pro rata share of stock and warrants of the reorganized OSG. In addition, the Original Plan provided that the 7.50% Unsecured Senior Notes due in 2024 issued by OSG and the 8.125% Unsecured Senior Notes due in 2018 issued by OSG will be reinstated, following payment of outstanding interest. The Debtors also entered into a commitment letter with Goldman Sachs Bank USA to provide $935,000,000 in exit financing to the fund the Debtors' emergence from bankruptcy. Late in April, following negotiations with equity holders and the official committee of equity security holders, OSG abandoned the agreement with the Consenting Lenders as well as the Original Plan, and filed an amended Plan premised on an equity commitment agreement with the Equity Holders, who collectively hold approximately 30% of the outstanding shares of the Company. Each Commitment Party has agreed to purchase shares in a rights offering with an aggregate offering amount of $1,500,000,000, and committed to purchase shares in respect of unexercised subscription rights in the rights offering. The Debtors will distribute to each Equity Holder one subscription right in respect of each existing equity interest held by such Equity Holder. So- called Class B securities carry an entitlement to distribution of up to 10 % of the net litigation recovery in the malpractice lawsuit against Proskauer Rose LLP and four of its partners. The Debtors also abandoned the financing deal with Goldman Sachs and, instead, accepted the funding offer from Jefferies Finance LLC, which consisted of (a) a $600,000,000 term loan secured by a first lien on the Debtors' U.S. Flag assets; (b) a $600,000,000 term loan secured by a first lien on the Debtors' International Flag assets; (c) a $75,000,000 asset based revolving loan facility; and (d) a $75,000,000 revolving loan facility. Judge Walsh on May 27 issued an order approving the disclosure statement explaining the Amended Plan. The Debtors have a July 18, 2014 Plan confirmation hearing. PACIFIC VECTOR: Debt Holder Files Notices of Default ---------------------------------------------------- Pacific Vector Holdings Inc. is providing this corporate update and the bi-weekly Default Status Report in accordance with National Policy 12-203 - Cease Trade Orders for Continuous Defaults. On May 1, 2014 the Company disclosed in the default notice that, for reasons disclosed in the Default Notice, there would be a delay in the filing of its annual financial statements, accompanying Management Discussion and Analysis and related CEO and CFO certifications of annual filings for the financial year ended January 7, 2014. As a result of this delay in filing the Required Filings, a management cease trade order was granted to the Company. The MCTO restricts all trading on the securities of the Company, whether direct or indirect, by the Chief Executive Officer and the Chief Financial Officer of the Company until such time as the Required Filings have been filed by the Company. The MCTO does not affect the ability of all other shareholders who are insiders of the Corporation to trade their securities. Below is the update on the status of the financing and a corporate update. As previously announced, the Company was unable to obtain an immediate bridge financing which would have allowed for the payment of current obligations. As a result, various debt holders owed a total of three million four hundred thousand dollars have filed default notices. The Company's wholly owned subsidiary PVH DNA Inc. entered into an agreement which rescinds PVH DNA's 51% interest in DNA LLC and cancels the license that PVH DNA had to sell those brands. The Company has terminated all PVH DNA employees with the exception of an accounting person and has six months to sell the remaining licensed product. Since March, the Company's subsidiary, Ryderz Compound Inc. has closed 32 of its 34 retail locations including 12 last week. All of the inventory, from the most recently closed stores, has been returned to the central warehouse for sale. The Company has continued to advance the sale of the assets of Reno Wilson Inc. (Gatorz Eyewear) to a third party for gross proceeds of approximately $1.2M which is subject to fluctuations based on the value of the inventory and accounts receivable. The purchaser has completed the first draft of the legal agreements but the documents and structure will need to change as a result of the notices of default from the debt holders. The Company is taking legal advice on the next steps for the Company and its subsidiaries. About Pacific Vector Pacific Vector is a premier action sports retail and consumer brands company. PAINT FACTORY: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: The Paint Factory, L.L.C. 201 North Rocheblave Street New Orleans, LA 70119 Case No.: 14-11508 Chapter 11 Petition Date: June 12, 2014 Court: United States Bankruptcy Court Eastern District of Louisiana (New Orleans) Judge: Hon. Elizabeth W. Magner Debtor's Counsel: Christopher T. Caplinger, Esq. LUGENBUHL, WHEATON, PECK, RANKIN & HUBBARD 601 Poydras Street, Suite 2775 New Orleans, LA 70130 Tel: (504) 568-1990 Fax: (504) 529-7418 Email: ccaplinger@lawla.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Phillip Scott Boswell, member. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/laeb14-11508.pdf PANACHE BEVERAGE: Enters Into Restructuring Deal with Consilium --------------------------------------------------------------- Panache Beverage Inc. on June 12 disclosed that it entered into a restructuring agreement and related transactions with its senior secured lender, Consilium Corporate Recovery Master Fund, Ltd. and certain of the Company's principal shareholders and former officers and directors. As part of this transaction, Consilium waived all existing defaults under the Company's loan agreements, agreed to reduce the principal amount of indebtedness owed from approximately $6,922,212 to approximately $5,758,120 and reduced the interest rate on certain of its loans to the Company to 4% per annum until December 31, 2015, which interest shall be compounded, capitalized and added to the unpaid principal amount of the Company's loans quarterly. After December 31, 2015, these loans shall bear interest at 10% per annum. In connection with these transactions, Consilium acquired an aggregate 16,629,876 shares from the Shareholders which had been pledged to Consilium under the Company's loan documents, and the Shareholders further agreed to the cancellation of an aggregate 1,200,000 warrants held by them in return for Consilium's termination of certain Pledge and Security Agreements with the Shareholders. The parties to the forgoing transactions also entered into customary release agreements. "The cooperation of the three principals was critical not only to the future welfare of Panache but also enabled Consilium to leave the minority shareholders fully intact," comments Charles Cassel, managing director, Consilium. This transaction marks a major milestone for Panache having occurred less than six weeks after the initial announcement of its executive changes. "With this restructuring in place we can now focus on the future -- our brand portfolio is intact, our distillery plans are on track, our business is running more efficiently and we're actively reducing debt on the balance sheet," explains Michael Romer, interim CEO. He continues, "We can now work collaboratively with Consilium on a strategic plan to strengthen our brands and our production capabilities. We are fortunate to have a financial partner in Consilium and will continue to work together to find the right balance to maximize Panache's potential." Panache Beverage continues to focus its resources on depletion of its brands in a concentrated platform, entering into service agreements at its distillery and looking for new revenue streams. About Panache Beverage New York-based Panache Beverage, Inc., specializes in the strategic development and aggressive early growth of spirits brands establishing its assets as viable and attractive acquisition candidates for the major global spirits companies. Panache builds its brands as individual acquisition candidates while continuing to develop its pipeline of new brands into the Panache portfolio. Panache Beverage reported a net loss of $4.58 million in 2013 following a net loss of $3.27 million in 2012. In their report on the consolidated financial statements for the year ended Dec. 31, 2013, Silberstein Ungar, PLLC, expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has limited working capital and has incurred losses from operations. Silberstein Ungar also issued a going-concern qualification following the 2012 results. PATRIOT COAL: 8th Circ. Won't Reopen Workers' Exposure Claims ------------------------------------------------------------- Law360 reported that an Eighth Circuit bankruptcy panel declined to revive complaints filed by coal workers and their families claiming bankrupt Patriot Coal Corp. unfairly exposed them to dangerous chemicals. According to the report, a three-judge panel rejected the workers arguments that a West Virginia court's dismissal of their claims was invalid because it was in violation of a stay issued in Patriot's Chapter 11 case. The bankruptcy court had already issued an order sustaining the state court's dismissal and the group's appeal failed to raise any new issues of law, the appeals court said, the report related. The case is In re: Patriot Coal Corp., case number 14-6005, before the U.S. Bankruptcy Appellate Panel for the Eighth Circuit. About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP serves as lead restructuring counsel. Bryan Cave LLP serves as local counsel to the Debtors. Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The U.S. Trustee appointed a seven-member creditors committee. Kramer Levin Naftalis & Frankel LLP serves as its counsel. Houlihan Lokey Capital, Inc., serves as its financial advisor and investment banker. Epiq Bankruptcy Solutions, LLC, serves as its information agent. On Nov. 27, 2012, the New York bankruptcy judge moved Patriot's bankruptcy case to St. Louis. The order formally sending the reorganization to Missouri was signed Dec. 19, 2012, by the bankruptcy judge. The New York Judge in a Jan. 23, 2013 order denied motions to transfer the venue to the U.S. Bankruptcy Court for the Southern District of West Virginia. Patriot Coal et al., filed with the U.S. Bankruptcy Court for the Eastern District of Missouri a First Amended Joint Chapter 11 Plan of Reorganization and an explanatory disclosure statement on Oct. 9, 2013, and a Second Amended Joint Chapter 11 Plan of Reorganization and an explanatory disclosure statement on Oct. 26, 2013. The Bankruptcy Court approved the Plan on Dec. 17, 2013. PETTERS COMPANY: Riemer & Braunstein Okayed as Mass. Counsel ------------------------------------------------------------ Douglas A. Kelley, the Chapter 11 trustee of Petters Company, Inc. and its debtor-affiliates, sought and obtained permission from the Hon. Gregory F. Kishel of the U.S. Bankruptcy Court for the District of Minnesota to employ Riemer & Braunstein LLP as local counsel in Massachusetts, effective Nov. 1, 2013. The Chapter 11 Trustee requires Riemer & Braunstein to advise and represent him and the Bankruptcy Estate's interests with respect to Zink Imaging, Inc., the Third Amended and Restated Secured Convertible Promissory Note and related Loan Documents as the Zink Note matured to protect and enforce the Bankruptcy Estates' interests under state and federal law, including in connection with any insolvency proceeding filed by or against Zink. Riemer & Braunstein will be paid at these hourly rates: Jeffrey Ganz, Sr. Partner $575 Partners $525-$785 Associates $275-$500 Paralegals $145-$240 Riemer & Braunstein will also be reimbursed for reasonable out-of- pocket expenses incurred. Jeffrey D. Ganz, senior partner of Riemer & Braunstein, 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. Riemer & Braunstein can be reached at: Jeffrey D. Ganz, Esq. RIEMER & BRAUNSTEIN LLP Three Center Plaza, 6th Floor Boston, MA 02108 Tel: (617) 880-3568 Fax: (617) 692-3568 E-mail: jganz@riemerlaw.com About Petters Company, Inc. Based in Minnetonka, Minn., Petters Group Worldwide LLC is a collection of some 20 companies, most of which make and market consumer products. It also works with existing brands through licensing agreements to further extend those brands into new product lines and markets. Holdings include Fingerhut (consumer products via its catalog and Web site), SoniqCast (maker of portable, WiFi MP3 devices), leading instant film and camera company Polaroid (purchased for $426 million in 2005), Sun Country Airlines (acquired in 2006), and Enable Holdings (online marketplace and auction for consumers and manufacturers' overstock inventory). Founder and chairman Tom Petters formed the company in 1988. Petters Company, Inc., is the financing and capital-raising unit of Petters Group Worldwide. Thomas Petters, the founder and former CEO of Petters Group, has been indicted and a criminal proceeding against him is proceeding in the U.S. District Court for the District of Minnesota. Petters Company, Petters Group Worldwide and eight other affiliates filed separate petitions for Chapter 11 protection (Bankr. D. Minn. Lead Case No. 08-45257) on Oct. 11, 2008. In its petition, Petters Company estimated its debts at $500 million and $1 billion. Parent Petters Group Worldwide estimated its debts at not more than $50,000. Fruth, Jamison & Elsass, PLLC, represents Douglas Kelley, the duly appointed Chapter 11 Trustee of Petters Company, Inc., et al. The trustee tapped Haynes and Boone, LLP as special counsel, and Martin J. McKinley as his financial advisor. Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing business as Sun Country Airlines, Inc., and MN Airline Holdings, Inc., filed separate petitions for Chapter 11 bankruptcy protection (Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and 08-35198) on Oct. 6, 2008. Petters Aviation is a wholly owned unit of Thomas Petters Inc. and owner of MN Airline Holdings, Sun Country's parent company. PHOENIX REALTY: Case Summary & 7 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Phoenix Realty Partners, Inc. 6515 W. Boynton Beach Blvd., Suite 341 Boynton Beach, FL 32437 Case No.: 14-40332 Chapter 11 Petition Date: April 22, 2014 Court: United States Bankruptcy Court Northern District of Florida (Tallahassee) Judge: Hon. Karen K. Specie Debtor's Counsel: David Lloyd Merrill, Esq. OZMENT MERRILL 2001 Palm Beach Lakes, Suite 410 West Palm Beach, FL 33409 Tel: (561) 689-6789 Fax: (561) 689-6767 Email: david@ombkc.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Louis S. Weltman, president. A list of the Debtor's seven largest unsecured creditors is available for free at http://bankrupt.com/misc/flnb14-40332.pdf This case was originally filed in the U.S. Bankruptcy Court for the Southern District of Florida (West Palm Beach). The venue of the case was transferred to the U.S. Bankruptcy Court for the Northern District of Florida (Tallahassee) on June 5, 2014. PLACID OIL: Order Denying Williameses Tort Claims Affirmed ---------------------------------------------------------- Jimmy Williams and his children brought tort claims against Placid Oil Company in connection with the allegedly asbestos-related illness and death of his wife. The bankruptcy court granted Placid's motion for summary judgment, and the district court affirmed. The U.S. Court of of Appeals for the Fifth Circuit, on May 27, 2014, affirmed, after concluding that the Williamses were unknown creditors whose prepetition claims were discharged by Placid's constructive notice and that Placid's notice was not substantively deficient. JIMMY WILLIAMS, SR.; JIMMY WILLIAMS, JR.; DALTON GLEN WILLIAMS; JEANETTE WILLIAMS SHOWS; GWENDOLYN WILLIAMS PEACOCK, Individually and on Behalf of the Deceased, Myra Williams, Appellants, v. PLACID OIL COMPANY, Appellee, NO. 12-11120 (5th Cir.). A full- text copy of the Opinion is available at http://is.gd/IyVNmHfrom Leagle.com. Placid Oil Company sought chapter 11 protection (Bankr. N.D. Tex. Case No. 86-33419) on Aug. 29, 1986, owing secured creditors more than $770 million, unsecured creditors more than $50 million, and taxing authorities more than $543 million. The Honorable Harold C. Abramson confirmed Placid's plan of reorganization on Sept. 30, 1988, and Placid emerged from bankruptcy in mid-1988. PRESSURE BIOSCIENCES: To Launch PCT-Based Instrument System ----------------------------------------------------------- Pressure BioSciences, Inc., said it will launch its high throughput, PCT-based Barozyme HT48 instrument system for the enhanced preparation of proteins for mass spectrometry analysis at the upcoming American Society for Mass Spectrometry Annual Conference on Mass Spectrometry and Allied Topics. The ASMS Conference is being held June 15-19, 2014, in Baltimore, Maryland. The bench-top Barozyme HT48 is a first-in-class, high throughput PCT-based instrument. It is capable of processing up to 48 samples simultaneously using the Company's new and proprietary BaroFlex 8-well processing strips. The BaroFlex strips were designed and manufactured to the industry-standard micro-titer plate format, which the Company believes will allow the new Barozyme HT48 system to integrate directly with the automated, standardized, high throughput liquid handling robotic and analytical systems installed in tens of thousands of biological research laboratories worldwide. Dr. Nathan P. Lawrence, vice president of Marketing and Sales, said: "Unlike today's universally accepted, high throughput micro- titer plate format that uses an automated and unattended approach, current PCT instruments use individual processing tubes that require manual sample handling. Although this format has been and we expect will continue to be acceptable for low volume users, we believe these manual sample handling requirements have prevented the PCT Platform from being generally adopted by the research community, the majority of whom depend on automated sample handling robots in their laboratory workflow. We believe that the new Barozyme HT48 instrument and BaroFlex 8-well processing strips will substantially enhance and accelerate the adoption of the PCT Platform in the life sciences R&D marketplace." Mr. Richard T. Schumacher, president and CEO, said: "We believe the new Barozyme HT48 high throughput system has the potential to significantly fuel growth and increase revenue for both existing and new PCT-based applications and products, as soon as in the second half of 2014. We also believe that the new Barozyme HT48 high throughput system can greatly facilitate the commencement of new strategic partnerships. The PBI Team has worked exceedingly hard to get to this crucial point. All PBI stakeholders should be very proud of their efforts and key accomplishments. With product sales increasing, two new instruments released in the first half of 2014, a successful financial raise over the past six months (via the Series K PIPE, which the PBI Board of Directors has extended to June 30, 2014), the prospects for continued success in 2014, and what we believe to be a significantly undervalued stock price, we believe there may never have been a better time to consider becoming a shareholder in PBI." About Pressure Biosciences Pressure BioSciences, Inc., headquartered in South Easton, Massachusetts, holds 14 United States and 10 foreign patents covering multiple applications of pressure cycling technology in the life sciences field. Pressure Biosciences reported a net loss applicable to common shareholders of $5.24 million on $1.50 million of total revenue for the year ended Dec. 31, 2013, as compared with a net loss applicable to common stockholders of $4.40 million on $1.23 million of total revenue in 2012. The Company's balance sheet at March 31, 2014, showed $1.71 million in total assets, $2.95 million in total liabilities and a $1.24 million total stockholders' deficit. Marcum LLP, in Boston, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has had recurring net losses and continues to experience negative cash flows from operations. The auditors daid these conditions raise substantial doubt about its ability to continue as a going concern. QUIGLEY CO: Pfizer Wins 3rd Straight Asbestos Case -------------------------------------------------- Law360 reported that a Maryland judge has freed Pfizer Inc. from a personal injury suit blaming insulation manufactured by its defunct subsidiary Quigley Co. for a deceased bricklayer's mesothelioma, marking Pfizer's third straight victory among asbestos cases that got the go-ahead last year to circumvent Quigley's bankruptcy shield. According to the report, Baltimore City Circuit Court Judge John M. Glynn granted Pfizer summary judgment on claims brought by plaintiff Harriette Stein on behalf of the decedent Carl Stein. Part of Baltimore's massive asbestos docket, the suit sought to hold Pfizer liable under the so-called apparent manufacturer doctrine for Carl Stein's alleged exposure to Quigley's asbestos- containing Insulag product. The case number is 24X12000780 in the Circuit Court For Baltimore City. About Quigley Co. Quigley Co. was acquired by Pfizer in 1968 and sold small amounts of products containing asbestos until the early 1970s. In September 2004, Pfizer and Quigley took steps that were intended to resolve all pending and future claims against the Company and Quigley in which the claimants allege personal injury from exposure to Quigley products containing asbestos, silica or mixed dust. Quigley filed for bankruptcy in 2004 and has a Chapter 11 plan and a settlement with Chrysler. Quigley filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 04-15739) on Sept. 3, 2004, to implement a proposed global resolution of all pending and future asbestos- related personal injury liabilities. Lawrence V. Gelber, Esq., and Michael L. Cook, Esq., at Schulte Roth & Zabel LLP, represent the Debtor in its restructuring efforts. Elihu Inselbuch Esq., at Caplin & Drysdale, Chartered, represents the Official Committee of Unsecured Creditors. When the Debtor filed for protection from its creditors, it disclosed $155,187,000 in total assets and $141,933,000 in total debts. In April 2011, the bankruptcy judge approved a plan-support agreement with Pfizer and an ad hoc committee representing 30,000 asbestos claimants. A May 20, 2011 opinion by District Judge Richard Holwell concluded that Pfizer was directly liable for some asbestos claims arising from products sold by its now non-operating subsidiary Quigley. The district court ruling was upheld in the appeals court. In August 2013, the U.S. District Court reaffirmed the June 28, 2013 U.S. Bankruptcy Court order confirming Quigley's Chapter 11 Plan of Reorganization. Because this proceeding involved asbestos-related litigation, both Bankruptcy and District Court approval was required. RADIOSHACK CORP: Odds Grow For Co.'s Bankruptcy By Year's End ------------------------------------------------------------- Jamie Mason, writing for The Deal, reported that troubled electronics retailer RadioShack Corp. is facing a 50% chance of having to file for bankruptcy and may need to restructure before the end of the year, analysts warn. According to the report, the Fort Worth-based retailer, which has 5,420 retail locations, is burning through cash at a rapid rate as "steep sales declines persist and cost savings are difficult to achieve," Scott Tilghman, analyst at B. Riley & Co. LLC, said in a report. The Deal, citing filings with the Securities and Exchange Commission, said RadioShack as of May 3 had total liquidity of $423.7 million, down more than $130 million from the $554.3 million at the end of the fourth quarter. 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. Troubled Company Reporter, citing The Wall Street Journal, reported on March 5, 2014, that RadioShack plans to cut back its store count, after a sharp drop in sales over the holidays left it with a $400 million loss in 2013. The electronics retailer said it could close as many as 1,100 U.S. stores -- one out of every four that it operates itself -- underscoring the difficulty it has had adapting to a fast changing consumer landscape. RENO-SPARKS INDIAN: Fitch Affirms 'BB+' LT Issuer Default Rating ---------------------------------------------------------------- Fitch Ratings takes the following rating action on Reno-Sparks Indian Colony, NV (RSIC or the colony): -- Long-term Issuer Default Rating (IDR) affirmed at 'BB+'. The Rating Outlook is Stable. Key Rating Drivers CONTINUING DIVERSIFICATION; IMPROVED FINANCES: Growth in RSIC's general fund reserves reflects the colony's successful ongoing diversification from tobacco sales and its prudent cost management. ECONOMICALLY SENSITIVE REVENUES REMAIN: RSIC revenues remain economically sensitive and highly concentrated. Top sales and excise taxpayers include Wal-Mart and several car dealerships. Although the Reno economy shows signs of improvement, it remains vulnerable to economic downturns due to its reliance on the leisure and tourism industries. MANAGEABLE DEBT SERVICE: The colony's debt service costs place a moderate burden on the general fund budget. RATING SENSITIVITIES TAXBASE EXPANSION; STRONG FINANCES: Significant expansion and diversification of the colony's tax base and ongoing financial flexibility could lead to positive rating action in the medium term. Credit Profile The RSIC is a federally recognized tribe with a reservation consisting of noncontiguous trust land totaling over 2,000 acres in and around downtown Reno, Nevada, within Washoe County (the county). The tribe has approximately 1,081 enrolled members and employs approximately 300 people, 45% of which are tribal members. The tribe is governed by an eight-member tribal council and a tribal chairman, all elected to four year staggered terms. DEPENDENCE ON SALES TAX REVENUES The tribe's authority to levy and collect sales and excise taxes on businesses operating on tribal trust land is generated from an agreement with the state signed in 1991. The agreement stipulates that the tribe must charge a rate at least equivalent to the state's sales and excise tax rate on retail sales activity on tribal trust land. The colony maintains an important pricing advantage over its non- tribal competitors for the tobacco products sold at its five smoke shops, because the colony does not pay taxes to the state on tobacco products purchased for sale. There are no other tribally owned smoke shops in the RSIC service area. DIVERSIFYING TAX BASE Fitch views the colony's increasing diversity and path toward tax base expansion as a credit positive. However, the rating is constrained by its vulnerability to commercial concentrationand economically sensitive sales tax revenues. Fiscal 2013 marked the third consecutive year in which the colony's non-tobacco business contributed the majority of general fund revenues. Top Taxpayer, Wal-Mart (rated 'AA', Stable Outlook by Fitch) opened on colony land in October 2010 and contributed a significant portion of unaudited fiscal 2013 sales tax receipts. The majority of remaining non-tobacco sales taxes are generated from car dealerships including Mercedes, Acura and Infiniti, with Carmax scheduled to open later this year. The colony continues its diversification efforts. RSIC will obtain six acres of commercially suitable land from the state adjacent to its Wal-Mart site in 2015 in exchange for a restitution center currently under construction and financed by the colony with an $8 million facility. Debt service on the loan will be repaid from Walmart taxable sales. The colony's revenue sharing agreement with the state also provides for revenue sharing with the Washoe County School District. GENERAL FUND RESERVE GROWTH The colony completed fiscal 2012 with $6.2 million in unrestricted general fund reserves, representing 61% of spending. RSIC's improved liquidity over the past several years reflects the growth of nontobacco sales and excise tax revenues as well as the colony's ability to prudently manage costs. RSIC reports unaudited fiscal 2013 reserves of $10.5 million (102% of spending). The $3.9 million operating surplus reflects continuation of favorable sales tax and saving trends, as well as elimination of a debt service subsidy on the colony's series 2006 bonds. Fiscal 2013 marks the first year of self-supported debt service from the colony's health clinic operations. Officials anticipate favorable fiscal 2014 financial results based on year to date performance. RSIC's general fund service spending is focused on tribal court and administration, public works and education. The colony has proven consistently conservative on budgeting expenditures but with a revenue base concentrated in sales taxes, remains vulnerable to budget shocks. Robust reserves help to mitigate this risk. GROWING DEBT PROFILE; MANAGEABLE CARRYING COSTS Outstanding debt of $19.5 million includes $12.1 million of outstanding 2006 fixed rated bonds supported by a letter of credit (LOC) provided by U.S. Bank, National Association. Additionally, the colony has $6.1 million in outstanding bank loans, and approximately $700,000 from an $8 million U.S. Bank facility, the latter of which will be converted to a term loan upon completion of the restitution center in 2015. The LOC supporting the series 2006 bonds was auto-renewed and expires in June 28, 2015. If the LOC is terminated without substitution, a mandatory tender is triggered. At that point the bonds become bank bonds and the terms of the indenture specify that the RSIC must pay the bonds in full within 36 hours or pay a rate to the bank of 5% above prime until the bonds are paid in full. Ongoing payments required under a bank bond scenario would add significant additional stress to the RSIC's financial profile. Fiscal 2013 general fund debt service equal to 5.2% of governmental spending declined from 9% in the prior year reflecting the health clinic's funding of series 2006 debt. Fitch estimates the colony's general fund debt service to increase to a moderate 7% by 2015 reflecting amortization of the 2013 restitution center loan. The increased debt service payments will be taken off the top of sales tax revenues generated by Wal-Mart. RICEBRAN TECHNOLOGIES: Annual Meeting Set on August 19 ------------------------------------------------------ RiceBran Technologies has scheduled its 2014 annual meeting of shareholders to be held at Scottsdale Plaza Resort, 7200 N. Scottsdale Road, Scottsdale, Arizona, 85253, on Aug. 19, 2014, at 9:00 a.m., Pacific Daylight Time. The 2014 Annual Meeting is being held more than 30 days after the anniversary of the Company's prior annual meeting of shareholders, which was held on June 18, 2013. The bylaws of the Company set forth when a shareholder must provide notice to the Company of nominations and other business proposals that the shareholder wants to bring before the 2014 Annual Meeting. The Shareholder Notice, contained in Article II, Sections 12 and 13 of the Company's bylaws, generally prescribes the procedures that a shareholder of the Company must follow if the shareholder intends (i) to nominate a person for election to the Company's Board of Directors at an annual or special meeting of shareholders called for the purpose of electing directors, or (ii) to propose other business to be considered by shareholders at an annual or special meeting of the shareholders. These procedures include, among other things, that the shareholder give timely notice to the Secretary of the Company of the nomination or other proposed business, that the notice contain specified information, and that the shareholder comply with certain other requirements. In accordance with the bylaws of the Company relating to a change in the Annual Meeting date by more than 30 days after the anniversary of the Company's prior annual meeting of shareholders, notice by the shareholder must be received by the Secretary at the registered office of the Company by the date which is 10 calendar days after the date of announcement or other notification to shareholders of the dates of the Annual Meeting. Accordingly, in order for a shareholder proposal to be considered for inclusion in the Company's proxy statement for the 2014 Annual Meeting or for shareholder business initiated by a shareholder to be brought before the 2014 Annual Meeting, the shareholder must deliver a notice of such nomination or proposal to the Company's Secretary on or before 5:00 p.m., Pacific Daylight Time on Monday, June 23, 2014, and comply with the requirements of the Bylaws. Notices should be addressed in writing to: J. Dale Belt, Secretary, RiceBran Technologies, 6720 N. Scottsdale Road, Suite 390, Scottsdale, AZ. About RiceBran Scottsdale, Ariz.-based RiceBran Technologies, a California corporation, is a human food ingredient and animal nutrition company focused on the procurement, bio-refining and marketing of numerous products derived from rice bran. RiceBran Technologies reported a net loss of $17.64 million on $35.05 million of revenues for the year ended Dec. 31, 2013, as compared with a net loss of $11.13 million on $37.72 million of revenues for the year ended Dec. 31, 2012. As of March 31, 2014, the Company had $52.66 million in total assets, $40.78 million in total liabilities, $6.42 million in temporary equity and $5.44 million in total equity attributable to the Company shareholders. BDO USA, LLP, in Phoenix, Arizona, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring losses from operations resulting in an accumulated deficit of $219 million at Dec. 31, 2013. This factor among other things, raises substantial doubt about its ability to continue as a going concern. ROCKWELL MEDICAL: To Issue 1.7MM Shares Under 2007 Incentive Plan ----------------------------------------------------------------- Rockwell Medical, Inc., filed with the U.S. Securities and Exchange Commission a Form S-8 registration statement to register 1,750,000 shares of common stock issuable under the Company's . Amended and Restated 2007 Long Term Incentive Plan, as amended. The proposed maximum aggregate offering price is $19,075,000. A full-text copy of the Form S-8 prospectus is available at: http://is.gd/baV9Yd About Rockwell Rockwell Medical, Inc. (Nasdaq: RMTI), headquartered in Wixom, Michigan, is a fully-integrated biopharmaceutical company targeting end-stage renal disease ("ESRD") and chronic kidney disease ("CKD") with innovative products and services for the treatment of iron deficiency, secondary hyperparathyroidism and hemodialysis (also referred to as "HD" or "dialysis"). Rockwell's lead investigational drug is in late stage clinical development for iron therapy treatment in CKD-HD patients. It is called Soluble Ferric Pyrophosphate ("SFP"). SFP delivers iron to the bone marrow in a non-invasive, physiologic manner to hemodialysis patients via dialysate during their regular dialysis treatment. Rockwell Medical reported a net loss of $48.78 million in 2013, a net loss of $54.02 million in 2012 and a net loss of $21.44 million in 2011. The Company's balance sheet at March 31, 2014, showed $26.79 million in total assets, $30.32 million in total liabilities and a $3.52 million total shareholders' deficit. ROVI CORP: S&P Assigns 'BB-' Rating to $1BB Credit Facilities ------------------------------------------------------------- Standard & Poor's Ratings Services said that it assigned its 'BB-' issue-level and '2' recovery ratings to Rovi Corp.'s proposed $1 billion credit facilities. The proposed credit facilities consist of a $200 million revolving credit facility due 2019, a $100 million term loan A due 2019, and a $700 million term loan B due 2021. Proceeds from the proposed transaction will be used to refinance existing debt. S&P's 'B+' corporate credit rating on Rovi is affirmed and the outlook remains stable. "The 'B+' corporate credit rating incorporates our assumption of flattish revenue growth in 2014 and into 2015 as modest growth in core operations offsets an expected decline in analog copy protection, healthy discretionary cash flow, and moderately high debt leverage that we do not expect to decline meaningfully," said Standard & Poor's credit analyst Andy Liu. The rating outlook is stable. With the sale of DivX, Rovi effectively unwinded the Sonic Solution acquisition completed in 2010. S&P expects flattish performance in 2014 and 2015 as the decline in analog copy protection more or less offsets growth in the service provider and consumer electronic segments. S&P considers the probability of an upgrade or downgrade equally unlikely. If Rovi is able to sign new over-the-top content distributor (OTT) licensees and achieve organic revenue growth exceeding 5% in 2014 and S&P concludes that this will extend over the following several years, it could raise the ratings. Additionally, if Rovi enters a licensing agreement with Comcast Corp. in 2016 for a sizable portion of its subscribers, that could potentially cause S&P to raise the rating as well. If shareholder return initiatives, acquisitions, or revenue declines near 10% that raise doubts about the value of Rovi's patents cause debt leverage to approach 5x, S&P could lower the rating. SANCHEZ ENERGY: S&P Assigns 'B-' Rating to $700MM Unsecured Notes ----------------------------------------------------------------- Standard & Poor's Ratings Services said that it has assigned its 'B-' issue-level rating (one notch lower than the corporate credit rating) and '5' recovery rating to Houston-based exploration and production company Sanchez Energy Corp.'s proposed $700 million senior unsecured notes due 2023. The '5' recovery rating indicates S&P's expectation of modest (10% to 30%) recovery in the event of payment default. Under S&P's methodology, recovery expectations under its default scenario are at the very low end of the range for S&P's '5' recovery rating. The company plans to use the proceeds from the proposed notes to fund its pending Catarina acquisition, to repay borrowings on its credit facility, and for general corporate purposes. The ratings on Sanchez Energy Corp. reflect S&P's view of the company's "weak" business risk, "aggressive" financial risk, and "adequate" liquidity. The ratings incorporate Sanchez's limited scale of operations, short proved developed reserve life, and continued cash flow deficits in 2014 and 2015 as per S&P's forecast. Ratings also reflect improving asset diversity, solid financial measures, and expectations for continued strong growth in reserves and production. Ratings List Sanchez Energy Corp. Corporate credit rating B/Positive/-- New Rating Sanchez Energy Corp. $700 million sr unsecd notes due 2023 B- Recovery rating 5 SECUREALERT INC: Files Financial Reports of Acquired Businesses --------------------------------------------------------------- SecureAlert, Inc., amended its current report on Form 8-K filed with the U.S. Securities and Exchange Commission on March 18, 2014, reporting its acquisition of GPS Global Tracking and Surveillance System Ltd. (A Development Stage Company) an Israeli corporation. Under Item 9.01 of the Original 8-K, the Company stated that (a) the audited financial statements of GPS Global Tracking and Surveillance System Ltd., as of Sept. 30, 2013, and for the year then ended and for the period from July 31, 2008, (Inception) through Sept. 30, 2013, the notes related thereto and the related independent report of registered public accounting firm would be filed no later than 71 days following the date that the Original 8-K was required to be filed, and (b) pro forma financial information would be filed by amendment by amendment no later than 71 days following the date that the Original 8-K was required to be filed. Accordingly, on June 16, 2014, the Company filed with the SEC the audited consolidated financial statements of GPS Global Surveillance System, a copies of which are available for free at: http://is.gd/y4jSBv http://is.gd/7MyN5Y http://is.gd/jeJC6X About SecureAlert Sandy, Utah-based SecureAlert, Inc., markets and deploys offender management programs, combining patented GPS tracking technologies, fulltime 24/7/365 intervention-based monitoring capabilities and case management services. SecureAlert incurred a net loss attributable to the Company's common stockholders of $18.95 million for the year ended Sept. 30, 2013, following a net loss attributable to the Company's common stockholders of $19.93 million for the fiscal year ended Sept. 30, 2012. Hansen, Barnett & Maxwell, P.C., in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that the Company has incurred losses, negative cash flows from operating activities, notes payable in default and has an accumulated deficit. These conditions raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at March 31, 2014, showed $44.80 million in total assets, $18.71 million in total liabilities and $26.08 million in total equity. SOLID ROCK COMMUNITY: Case Summary & 16 Top Unsecured Creditors --------------------------------------------------------------- Debtor: Solid Rock Community Outreach, Inc. 1260 Springhill Ave Mobile, AL 36604 Case No.: 14-01876 Nature of Business: Church Chapter 11 Petition Date: June 10, 2014 Court: United States Bankruptcy Court Southern District of Alabama (Mobile) Judge: Hon. William S. Shulman Debtor's Counsel: Lawrence B. Voit, Esq. SILVER, VOIT & THOMPSON P.C. 4317-A Midmost Dr. Mobile, AL 36609-5507 Tel: (251) 343-0800 Fax: (251) 343-0862 Email: lvoit@silvervoit.com Total Assets: $1.08 million Total Liabilities: $1.73 million The petition was signed by /John D. Young, Jr., pastor. A list of the Debtor's 16 largest unsecured creditors is available for free at http://bankrupt.com/misc/alsb14-01876.pdf SPOGAIN INVESTMENTS: Case Summary & Largest Unsecured Creditors --------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Spogain Investments, LLC 14-23525 10570 SW 77 Terrace Miami, FL 33173 Ramblewood Properties, Inc. 14-23532 10570 SW Terrace Miami, FL 33173 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: June 12, 2014 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Hon. Laurel M Isicoff Debtors' Counsel: Geoffrey S. Aaronson, Esq. AARONSON SCHANTZ P.A. 100 SE 2nd St # 2700 Miami, FL 33131 Tel: 786.594.3000 Email: gaaronson@aspalaw.com Estimated Estimated Assets Liabilities ---------- ----------- Spogain Investments, LLC $1MM-$10MM $100K-$500K Ramblewood Properties, Inc. $1MM-$10MM $1MM-$10MM The petitions were signed by Evan Olster, managing member. Spogain Investments listed Kane & Co Company, P.A., as its largest unsecured creditor holding a claim of $4,000 for accounting services. A full-text copy of the petition is available for free at http://bankrupt.com/misc/flsb14-23525.pdf A list of Ramblewood's six largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb14-23532.pdf STARR PASS: Case Summary & 4 Largest Unsecured Creditors -------------------------------------------------------- Debtor: Starr Pass Residential LLC 3645 W. STARR PASS BLVD. Tucson, AZ 85745 Case No.: 14-09117 Chapter 11 Petition Date: June 12, 2014 Court: United States Bankruptcy Court District of Arizona (Tucson) Judge: Hon. Brenda Moody Whinery Debtor's Counsel: Jody A. Corrales, Esq. GUST ROSENFELD, P.L.C. One E. Washington Street, Suite 1600 Phoenix, AZ 85004 Tel: 602-257-7471 Fax: 602-254-4878 Email: jcorrales@gustlaw.com Total Assets: $7.40 million Total Liabilities: $145.86 million The petition was signed by Christopher Ansley, authorized officer. List of Debtor's Four Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Douglas P. Wilson, Receiver Assignment rents $117,000 c/o Snell & Wilmer One S. Church Ave., Suite, 1500 Tucson, AZ 85701 F Christopher Ansley Legal Fees $300,000 3702 W. Tohono Crossing Pl. Tucson, AZ 85745 Fennemore Craig Legal Fees $450,000 One S. Church Ave., Suite 1000 Tucson, AZ 85701 US Bank, NA, Trustee for $145,000,000 Credit Suisse c/o Ballard Spahr 1 E. Washington St., Suite 2300 Phoenix, AZ 85004 STARTER HOMES: Case Summary & 7 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Starter Homes, LLC 990 Naugatuck Avenue Milford, CT 06461 Case No.: 14-31037 Chapter 11 Petition Date: May 29, 2014 Court: United States Bankruptcy Court District of Connecticut (New Haven) Judge: Hon. Julie A. Manning Debtor's Counsel: Douglas S. Skalka, Esq. NEUBERT, PEPE, AND MONTEITH, P.C. 195 Church Street, 13th Floor New Haven, CT 06510 Tel: (203) 821-2000 Fax: 203-821-2009 Email: dskalka@npmlaw.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Julia Kish, member. A list of the Debtor's seven largest unsecured creditors is available for free at http://bankrupt.com/misc/ctb14-31037.pdf STOCKTON, CA: City Argues for End to Bankruptcy In Last Trial Day ----------------------------------------------------------------- Robin Respaut, writing for Reuters, reported that in the final day of a trial to determine if Stockton, California, is ready to end its two-year pilgrimage through Chapter 9 bankruptcy protection, the city argued its plan to handle its liabilities to creditors, public workers and the state's pension fund was fair and equitable. Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that when the City concluded a four-day hearing for approval of its municipal debt-adjustment plan on June 4, the bankruptcy judge said he will issue two opinions, the first coming down perhaps on July 8. According to Reuters, the trial's proceedings on June 4, plus the four days of hearings in May, mainly focused on the Northern California city's holdout creditor -- two funds managed by Franklin Templeton Investments -- which the city has proposed to offer less than a penny on the dollar. But the $3.7 trillion municipal bond market is closely watching this trial for an additional reason: to see how the court handles the treatment of pension obligations, which the city has proposed to leave untouched, Reuters said. About Stockton, Calif. The City of Stockton, California, filed a Chapter 9 petition (Bankr. E.D. Cal. Case No. 12-32118) in Sacramento on June 28, 2012, becoming the largest city to seek creditor protection in U.S. history. The city was forced to file for bankruptcy after talks with bondholders and labor unions failed. Stockton estimated more than $1 billion in assets and in excess of $500 million in liabilities. The city, with a population of about 300,000, identified the California Public Employees Retirement System as the largest unsecured creditor with a claim of $147.5 million for unfunded pension costs. In second place is Wells Fargo Bank NA as trustee for $124.3 million in pension obligation bonds. The list of largest creditors includes $119.2 million owing on four other series of bonds. The city is being represented by Marc A. Levinson, Esq., and John W. Killeen, Esq., at Orrick, Herrington & Sutcliffe LLP. The petition was signed by Robert Deis, city manager. Mr. Levinson also represented the city of Vallejo, Cal. in its 2008 bankruptcy. Vallejo filed for protection under Chapter 9 (Bankr. E.D. Cal. Case No. 08-26813) on May 23, 2008, estimating $500 million to $1 billion in assets and $100 million to $500 million in debts in its petition. In August 2011, Vallejo was given green light to exit the municipal reorganization. The Vallejo Chapter 9 plan restructures $50 million of publicly held debt secured by leases on public buildings. Although the Plan doesn't affect pensions, it adjusts the claims and benefits of current and former city employees. Bankruptcy Judge Michael McManus released Vallejo from bankruptcy on Nov. 1, 2011. The bankruptcy judge on April 1, 2013, ruled that the city of Stockton is eligible for municipal bankruptcy in Chapter 9. TENET HEALTHCARE: Fitch Assigns 'B-' Rating to $500MM Unsec. Notes ------------------------------------------------------------------ Fitch Ratings has assigned a 'B-/RR5' rating to Tenet Healthcare Corp.'s $500 million 5% senior unsecured notes due 2019. Proceeds will be used to refinance the 9.25% senior notes due 2015. The Rating Outlook is Stable. The ratings apply to approximately $11.3 billion of debt as of March 31, 2014. Key Rating Drivers: -- During fourth-quarter 2013 Tenet acquired Vanguard Health Systems (VHS), a competing for-profit hospital operator, in an all-cash transaction valued at $4.3 billion. The acquisition was entirely debt funded, resulting in pro forma leverage of 5.7x. -- Fitch views the purchase of Vanguard as strategically sound, because it will enhance the geographic scope of Tenet's portfolio of acute-care hospitals and add operational diversification through VHS' health plan business. The strategic rationale for consolidation in the hospital industry is encouraged by reforms favoring larger, integrated systems of care delivery, including the Affordable Care Act (ACA). -- The most important risks to Tenet's credit profile are the company's strained free cash flow (FCF) and industry lagging profitability. VHS has several large ongoing capital expansion projects, the funding of which will further pressure cash flows in 2014-2015. -- Given Tenet's negative FCF profile and the high degree of operating leverage inherent in the business model of a hospital company, persistently weak growth in organic patient utilization in the for-profit hospital sector is a concern. VHS Acquisition Strategically Sound But Stresses Balance Sheet: Tenet's fourth-quarter 2013 acquisition of VHS was entirely debt financed. The company issued $1.8 billion of secured notes and $2.8 billion of unsecured notes. This nearly exhausted its capacity for additional debt secured on a pari passu basis to the existing secured notes per the terms of the notes indentures. It also resulted in pro forma leverage of 5.7x and interest coverage of 2.6x. On a stand-alone basis, the financial profiles of both Tenet and VHS were fairly weak relative compared to the industry peer group. Both companies had high leverage, generated weakly positive or negative FCF, and had industry-lagging EBITDA margins. Weak profitability was partly a business mix issue; Tenet's outpatient operations were historically lacking, and VHS' health plans pulled down overall profitability. In addition to weak profitability, cash generation was strained by high-cost debt and aggressive capital spending. Fitch thinks the additional scale and broader geographic footprint resulting from the acquisition will aid the recent progress that both companies were making in addressing headwinds to their financial profiles. Synergies are a time-proven component of return on investment in hospital acquisitions, and the strategic rationale for consolidation in the industry is further encouraged by reforms favoring larger, integrated systems of care delivery, including the Affordable Care Act (ACA). Despite the apparent benefits, Fitch believes the integration of VHS presents some risk to Tenet's credit profile. The company is forecasting that it will achieve $50 million to $100 million of EBITDA growth due to realization of cost synergies in 2014. Fitch believes this is a reasonable number based on the size of the business and the relatively lower operating margins of VHS. However, Tenet does not have a track record of successfully integrating hospital acquisitions; most of the company's recent purchases have been of small outpatient assets. Operating Trend in-line with Broader Industry: Tenet's Q1'14 same-hospital operating results showed the headwinds to patient volume exhibited across the industry, with admissions adjusted for outpatient activity down 0.4%, although volume growth was a more favorable 0.3% considering the contribution of Vanguard's facilities. Weak organic growth is expected to continue in 2014; Tenet's public guidance for the year includes -2% to flat growth in admissions. Despite this challenging operating environment, Fitch thinks Tenet's business profile includes several opportunities to boost profitability and generate sustainable growth in EBITDA. The most important near-term drivers of improvement in the operating profile include Tenet's recent investment in building its outpatient capacity, the anticipated completion of some of the large capital projects in VHS' construction schedule during 2014, and growth of Tenet's Conifer Health Solutions business. All of these initiatives should contribute to sustainable growth in EBITDA and higher operating margins. Weak FCF Profile: Tenet's liquidity profile is adequate aside from its persistently negative FCF (equals cash from operations less capital expenditures and dividends). At March 31, 2014, liquidity was provided by $141 million of cash on hand and $825 million of availability on the $1 billion capacity bank revolver. Following the redemption of the $474 million 9.25% unsecured notes maturing in February 2015 with proceeds of the new 5% notes, near-term debt maturities are minimal. Redemption of the 2015 notes also eliminates the potential for the springing maturity of the credit facility to fourth-quarter 2014. Tenet's limited financial flexibility, most particularly its negative FCF profile, has been the major issue constraining the company's ratings over the past several years. The rate of cash burn had been incrementally improving due to improving operating margins and the refinancing of high-cost debt, but progress reversed somewhat in 2013 and in the LTM ended March 31, 2014 Tenet produced FCF of negative $237 million. Negative FCF was partly the result of the VHS acquisition, which contributed to higher cash outflows for acquisition-related expenses, capital expenditures and interest expense in fourth-quarter 2013. Fitch expects Tenet to generate positive but thin FCF in 2014, with an FCF margin below 1%. VHS is committed to capital investments in some of its recently acquired markets. However, the funding of these projects will support growth in EBITDA over the longer term. Some of the in-progress projects, including a heart hospital in Detroit, MI and a general acute care hospital in New Braunfels, TX are scheduled to open in 2014. Fitch projects annual run rate capital expenditures of about $950 million in 2014 through early 2015 to support this schedule of projects before the level of spending moderates starting in mid-2015. RATING SENSITIVITIES: Maintenance of the 'B' Issuer Default Rating (IDR) will require an expectation of debt to EBITDA dropping to near 5.0x by mid-2015. There could be a tolerance for higher leverage at the 'B' IDR (up to 5.5x) assuming there is improvement in the FCF forecast supported by stabilization of organic operating trends in Tenet's largest hospital markets and the on-time and on-budget completion of Vanguard's schedule of capital projects. The Stable Outlook reflects Fitch's belief that the 5.0x leverage target is achievable, based mostly on EBITDA expansion driven by organic growth in the business, as opposed to the realization of synergies or the application of cash to debt reduction. Given Tenet's strained FCF, opportunities to pay down debt are limited. If the company chooses to fund share repurchases with debt and delay deleveraging, it could result in a downgrade of the ratings. A positive rating action is unlikely over the next two to three years. Debt Issue Ratings: Fitch currently rates Tenet as follows: -- IDR 'B'; -- Senior secured credit facility and senior secured notes 'BB/RR1'; -- Senior unsecured notes 'B-/RR5'. The Recovery Ratings are based on a financial distress scenario which assumes that value for Tenet's creditors will be maximized as a going concern (rather than a liquidation scenario). Fitch estimates a post-default EBITDA for Tenet of $1.1 billion, which is a 40% haircut to pro forma EBITDA of $1.825 billion considering the contribution of VHS. Fitch's post-default cash flow estimate for companies in the hospital sector considers the structure of the industry, including relatively stable and non-cyclical cash flows, a high level of exposure to cuts in government payor reimbursement that makes up 30-40% of revenues, offset by the consideration that hospital care is a critical public service. Fitch then applies a 7.0x multiple to post-default EBITDA, resulting in a post-default enterprise value (EV) of $7.7 billion for Tenet. The multiple is based on observation of both recent transactions/takeout and public market multiples in the healthcare industry. Fitch significantly haircuts the transaction/takeout multiple assigned to healthcare providers since transactions in this part of the healthcare industry tend to command lower multiples. The 7.0x multiple also considers recent trends in the public equity market multiples for healthcare providers. Fitch applies a waterfall analysis to the post-default EV based on the relative claims of the debt in the capital structure. Administrative claims are assumed to consume 10% of post-default EV. Fitch assumes that Tenet would draw $500 million or 50% of the available capacity on the $1 billion revolver in a bankruptcy scenario, and includes that amount in the claims waterfall. The revolver is collateralized by patient accounts receivable, and Fitch assumes a reduction in the borrowing base in a distressed scenario, limiting the amount Tenet can draw on the facility. The 'BB/RR1' rating for Tenet's secured debt, which includes the bank credit facility and the senior secured notes, reflects Fitch's expectation of 100% recovery under a bankruptcy scenario. The 'B-/RR5' rating on the unsecured notes reflects Fitch's expectations of recovery of 21% of outstanding principal. The bank facility is assumed to be fully recovered before the secured notes. The bank facility is secured by a first-priority lien on the patient accounts receivable of all of the borrower's wholly owned hospital subsidiaries, while the secured notes are secured by the capital stock of the operating subsidiaries, making the notes structurally subordinate to the bank facility with respect to the accounts receivable collateral. TOP SHIPS: Closes Underwritten Public Offering of Shares -------------------------------------------------------- Top Ships Inc. on June 12 closed its underwritten public offering of 10,000,000 shares of its common stock, and warrants to purchase 5,000,000 common shares, at $2.00 per common share and $0.00001 per warrant. The warrants have an exercise price of $2.50 per share, are exercisable immediately, and will expire five years from the date of issuance. Top Ships has granted the underwriters a 45-day option to purchase up to an additional 1,500,000 common shares and/or up to 750,000 additional warrants to cover over- allotments, if any. The underwriters have partially exercised this option to purchase 330,000 additional warrants. The gross proceeds from this offering before deducting the underwriting discount and other offering expenses payable by the Company were $20,000,050. The net proceeds of this offering are expected to be used to finance part of Top Ship's contractual commitments in relation to its fleet and for working capital and general corporate purposes. Aegis Capital Corp. acted as the sole book-running manager of the offering. The offering was made pursuant to a registration statement that was declared effective by the Securities and Exchange Commission on June 6, 2014. A final prospectus relating to the offering is available on the SEC's website, www.sec.gov Copies of the final prospectus may be obtained from Aegis Capital Corp., Prospectus Department, 810 Seventh Avenue, 18th Floor, New York, NY, 10019, telephone: 212-813-1010 or email: prospectus@aegiscap.com About Top Ships Inc. Located in Maroussi, Greece, Top Ships Inc. (Nasdaq: TOPS) is a provider of international seaborne transportation services, carrying petroleum products and crude oil for the oil industry and drybulk commodities for the steel, electric utility, construction and agriculture-food industries. As of May 1, 2013, its fleet consists of seven owned vessels, including six tankers and one drybulk vessel. Going Concern Doubt Deloitte Hadjipavlou, Sofianos & Cambanis S.A., in Athens, Greece, expressed substantial doubt about Top Ships' ability to continue as a going concern, citing the Company's recurring losses from operations and stockholders' capital deficiency. The Company reported a net loss of US$64.0 million on US$31.4 million of total revenues in 2012, compared with a net loss of US$189.1 million on US$80.6 million of total revenues in 2011. The Company's balance sheet at Dec. 31, 2012, showed US$211.4 million in total assets, US$198.3 million in total liabilities, and stockholders' equity of US$13.1 million. UC HOLDINGS: S&P Affirms 'B-' CCR After $25MM Add-On Notes ---------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B-' corporate credit rating on Southfield, Mich.-based auto supplier UC Holdings Inc. (UC). The outlook is stable. The company intends use the proceeds of the proposed $25 million add-on to an existing $350 million of 9.25% senior secured notes due 2018 at the borrower Chassix Inc. to repay borrowings under its asset-backed revolver (ABL; unrated). S&P has affirmed the 'B-' issue-level rating on the notes. The recovery rating on these notes remains unchanged at '4', indicating S&P's expectation of average (30%-50%) recovery in the event of a payment default. S&P also affirmed the 'CCC' issue rating to the $125 million payment-in-kind (PIK) toggle notes due 2018, issued by Chassix Holdings Inc., a holding company in the group structure. The recovery rating on these notes is '6', indicating S&P's expectation of negligible (0%-10%) recovery in the event of a payment default. The company also plans to increase the size of its ABL revolver by $25 million to $150 million. "The ratings affirmation reflects our view that UC's financial policy will remain very aggressive and its credit metrics remain weak but consistent with our prior expectations," said Standard & Poor's credit analyst Nishit Madlani. UC manufactures casts and machines and assembles fully engineered chassis and powertrain components and modules for mostly U.S.- based automotive original equipment manufacturers and tier 1 suppliers. Standard & Poor's ratings on UC reflects the combined entity's concentrated customer mix and limited geographic diversity amid multiple industry risks that automotive suppliers face, including volatile demand, high fixed costs, intense competition, and severe pricing pressures, which largely offsets S&P's expectation that North American production should continue to rise. Further constraining the rating are the group's weak, albeit gradually improving, EBITDA margins compared with peers. The stable rating outlook reflects S&P's view that UC's credit metrics and liquidity will remain consistent with the 'B-' rating over the next 12 months. US COAL CORP: Involuntary Chapter 11 Case Summary ------------------------------------------------- Alleged Debtor: U.S. Coal Corporation 101 Helm Street, Suite 150 Lexington, KY 40505 Case Number: 14-51461 Involuntary Chapter 11 Petition Date: June 10, 2014 Court: United States Bankruptcy Court Eastern District of Kentucky (Lexington) Judge: Hon. Tracey N. Wise Petitioner's Counsel: Daniel I. Waxman, Esq. WYATT TARRANT & COMBS LLP 250 W Main St #1600 Lexington, KY 40507-1746 Tel: (859) 233-2012 Fax: (859) 259-0649 Email: Lexbankruptcy@wyattfirm.com Alleged Debtor's petitioner: Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Kolmar Americas, Inc. Business debt $1,360,504 10 Middle Street Bridgeport, CT 06604 Wyatt Tarrant, on behalf of Kolmar Americas, filed two involuntary Chapter 11 petitions against U.S. Coal on June 10 (Case Nos. 14-51460 and 14-51461). The next day, Wyatt Tarrant sought dismissal of Case No. 14-51460 as a duplicate filing. The Motion to Dismiss was granted on June 13. Affiliates of U.S. Coal that are debtors in their own Chapter 11 proceedings: -- In re Licking River Resources, Inc., Case No. 14-10203 (Bankr. E.D. Ky., Ashland Div.); -- In re S.M. & J. Inc., Case No. 14-10220 (Bankr. E.D. Ky., Ashland Div.); -- In re Fox Knob Coal Co., Inc., Case No. 14-60619 (Bankr. E.D. Ky., London Div.); -- In re J.A.D. Coal Company Inc., Case No. 14-60676 (Bankr. E.D. Ky., London Div.) VERITEQ CORP: Inks Rights to Shares Agreement with Alpha Capital ---------------------------------------------------------------- VeriTeQ Corporation entered into a Right to Shares Agreement with Alpha Capital Anstalt effective as of June 10, 2014. On Nov. 13, 2013, the Company issued to Alpha Capital a warrant to purchase shares of the Company's common stock pursuant to a securities purchase agreement dated Nov. 13, 2013. Under the terms of the Rights Agreement, the Holder exercised the Warrant on a cashless exercise basis pursuant to Section 1(d) of the Warrant and pursuant thereto was entitled to receive 15,199,410 Warrant Shares but has agreed to accept the lesser amount of 11,500,000 Warrant Shares in full satisfaction of the complete exercise of the Warrant. In lieu of presently issuing all of the Warrant Shares, the Company and the Holder have agreed to enter into the Rights Agreement whereby the Company will presently issue 495,711 Warrant Shares and subject to the terms and conditions set forth in the Rights Agreement, from time to time, the Company will be obligated to issue and the Holder will have the right, to the issuance of up to 11,004,289 Warrant Shares, subject to certain adjustments. The Company and the Holder hereby agree that no additional consideration is payable in connection with the issuance of the Reserved Shares. The Holder will not have the Right to the exercise of any portion of the Reserved Shares to the extent that after giving effect to such issuance after exercise, the Holder, would beneficially own in excess of the 4.99% of the number of shares of the Company's common stock outstanding immediately after giving effect to the issuance of shares of the Company's common stock issuable upon exercise of the Right. The Holder may decrease the 4.99% ownership limitation at any time and the Holder, upon not less than 61 days' prior notice to the Company, may increase the beneficial ownership limitation provided that the beneficial ownership limitation may in no event exceed 9.99% of the number of shares of the Company's common stock outstanding immediately after giving effect to the issuance of shares of the Company's common stock upon exercise of the Right. A full-text copy of the Right to Shares Agreement is available for free at http://is.gd/pnV9fT About VeriTeQ VeriTeQ (formerly known as Digital Angel Corporation) develops innovative, proprietary RFID technologies for implantable medical device identification, and dosimeter technologies for use in radiation therapy treatment. VeriTeQ offers the world's first FDA cleared RFID microchip technology that can be used to identify implantable medical devices, in vivo, on demand, at the point of care. VeriTeQ's dosimeters provide patient safety mechanisms while measuring and recording the dose of radiation delivered to a patient in real time. For more information on VeriTeQ, please visit www.veriteqcorp.com . Veriteq Corporation reported a net loss of $15.07 million on $18,000 of sales for the year ended Dec. 31, 2013, as compared with a net loss of $1.60 million on $0 of sales for the year ended Dec. 31, 2012. As of March 31, 2014, the Company had $7.97 million in total assets, $15.19 million in total liabilities and a $7.21 million total stockholders' deficit. EisnerAmper LLP, in New York, New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has incurred recurring net losses, and at Dec. 31, 2013, had negative working capital and a stockholders' deficit. These events and conditions raise substantial doubt about the Company's ability to continue as a going concern. VICTORY ENERGY: Files Copy of June 2014 Investor Presentation ------------------------------------------------------------- Representatives of Victory Energy Corporation made a presentation on June 13, 2014, at the Newport Coast Securities 2014 National Sales & Equity Conference in New York, New York. On June 25, 2014, representatives of Victory Energy Corporation intend to make a presentation at the GHS Energy 100 Energy Conference in Chicago, Illinois. A copy of the presentation is available for free at: http://is.gd/EL5Vbq About Victory Energy Austin, Texas-based Victory Energy Corporation is engaged in the exploration, acquisition, development and exploitation of domestic oil and gas properties. Current operations are primarily located onshore in Texas, New Mexico and Oklahoma. Victory Energy reported a net loss of $2.11 million on $735,413 of total revenues for the year ended Dec. 31, 2013, as compared with a net loss of $7.09 million on $326,384 of total revenues in 2012. As of March 31, 2014, the Company had $3.22 million in total assets, $1.50 million in total liabilities and $1.71 million in total stockholders' equity. Weaver & Tidwell, LLP, in Fort Worth, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has experienced recurring losses since its inception and has an accumulated deficit. These conditions raise substantial doubt regarding the Company's ability to continue as a going concern. W.R. GRACE: Former Worker's Rep Lacked Standing to Pursue Claim --------------------------------------------------------------- Judge James Jeremiah Shea of the Workers' Compensation Court of Montana issued an order on April 8, 2014, denying jurisdiction over the case captioned CRISTITA MOREAU, as Personal Representative of the Estate of Edwin Moreau Petitioner, v. TRANSPORTATION INS. CO. Respondent/Insurer, WCC NO. 2013-3216 (MTWCC), holding that the petitioner has no standing to pursue the action against the respondent, accordingly, the Court has no jurisdiction over the matter. In this case, petitioner, acting as representative of the estate of Edwin Moreau, sought payment from Transportation of medical bills incurred by Edwin who suffered and died from an occupational disease arising out of and in the course of his employment with W.R. Grace & Co. A full-text copy of Judge Shea's Order is available at http://is.gd/d18uolfrom Leagle.com. About W.R. Grace Headquartered in Columbia, Maryland, W.R. Grace & Co. (NYSE:GRA) -- http://www.grace.com/-- supplies catalysts and silica products, especially construction chemicals and building materials, and container products globally. Grace employs approximately 6,500 people in over 40 countries and had 2012 net sales of $3.2 billion. The company and its debtor-affiliates filed for chapter 11 protection on April 2, 2001 (Bankr. D. Del. Case No. 01-01139). The Debtors are represented by Adam Paul, Esq., and John Donley, P.C., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois; Roger Higgins, Esq., at The Law Offices of Roger Higgins, in Chicago, Illinois; and Laura Davis Jones, Esq., James E. O'Neill, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones, LLP, in Wilmington, Delaware. The Debtors hired Blackstone Group, L.P., for financial advice. PricewaterhouseCoopers LLP is the Debtors' accountant. Stroock & Stroock & Lavan, LLP, and Duane Morris, LLP, represent the Official Committee of Unsecured Creditors. The Creditors Committee tapped Capstone Corporate Recovery LLC for financial advice. Roger Frankel serves as legal representative for victims of asbestos exposure who may file claims against W.R. Grace. Mr. Frankel, a partner at Orrick Herrington & Sutcliffe LLP, replaces David Austern, who was appointed to that role in 2004. Mr. Frankel has served as legal counsel for Mr. Austern who passed away in May 2013. The FCR is represented by Orrick Herrington & Sutcliffe LLP as counsel; Phillips Goldman & Spence, P.A., as Delaware co-counsel; and Lincoln Partners Advisors LLC as financial adviser. Herrington & Sutcliffe LLP and Phillips Goldman & Spence, PA. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, and Marla R. Eskin, Esq., at Campbell & Levine, LLC, represent the Official Committee of Asbestos Personal Injury Claimants. The Asbestos Committee of Property Damage Claimants tapped Scott Baena, Esq., and Jay M. Sakalo, Esq., at Bilzin Sumberg Baena Price & Axelrod, LLP, to represent it. Thomas Moers Mayer, Esq., at Kramer Levin Naftalis & Frankel, LLP, represents the Official Committee of Equity Security Holders. W.R. Grace obtained confirmation of a plan co-proposed with the Official Committee of Asbestos Personal Injury Claimants, the Official Committee of Equity Security Holders, and the Asbestos Future Claimants Representative. The Chapter 11 plan is built around an April 2008 settlement for all present and future asbestos personal injury claims, and a subsequent settlement for asbestos property damage claims. District Judge Ronald Buckwalter on Jan. 31, 2012, entered an order affirming the bankruptcy court's confirmation of the Plan. Bankruptcy Judge Judith Fitzgerald had approved the Plan on Jan. 31, 2011. W.R. Grace defeated four appeals from approval of the Plan. A fifth appeal was by secured bank lenders claiming the right to $185 million of interest at the contractual default rate. Pursuant to a settlement announced in December 2013, lenders are to receive $129 million in settlement of the claim for additional interest. WALTER ENERGY: Bank Debt Trades at 4% Off ----------------------------------------- Participations in a syndicated loan under which Walter Energy Inc is a borrower traded in the secondary market at 96.46 cents-on- the-dollar during the week ended Friday, June 13, 2014, according to data compiled by LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street Journal. This represents a decrease of 0.35 percentage points from the previous week, The Journal relates. Walter Energy pays 300 basis points above LIBOR to borrow under the facility. The bank loan matures on March 14, 2018. The bank debt carries Moody's B2 rating and Standard & Poor's B+ rating. The loan is one of the biggest gainers and losers among 249 widely quoted syndicated loans with five or more bids in secondary trading for the week ended Friday. XZERES CORP: Incurs $9.5 Million Net Loss in Fiscal 2014 -------------------------------------------------------- XZERES Corp. filed with the U.S. Securities and Exchange Commission its annual report disclosing a net loss of $9.49 million on $4.05 million of gross revenues for the year ended Feb. 28, 2014, as compared with a net loss of $7.59 million on $4.51 million of gross revenues during the prior year. The Company's balance sheet at Feb. 28, 2014, showed $8.07 million in total assets, $13.37 million in total liabilities and a $5.30 million total stockholders' deficit. Silberstein Ungar, PLLC, in Bingham Farms, Michigan, issued a "going concern" qualification on the consolidated financial statements for the year ended Feb. 28, 2014. The independent auditors noted that the Company has incurred losses from operations, has negative working capital, and is in need of additional capital to grow its operations so that it can become profitable. These factors raise substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: http://is.gd/XnD1YS About XZERES Corp. Headquartered in Wilsonville, Oregon, XZERES Corp. designs, develops, and markets distributed generation, wind power systems for the small wind (2.5kW-100kW) market as well as power management solutions. YARWAY CORP: Defendant Allowed to Subpoena Bankruptcy Trusts ------------------------------------------------------------ On April 25, 2014, Plaintiff in the lawsuit captioned DONALD WILLIS and VIOLA WILLIS, Plaintiffs, v. BUFFALO PUMPS, INC., et al., Defendants, CASE NO. 12CV744-BTM (DHB)(S.D. Calif.), filed a Motion to Quash Defendant John Crane Inc.'s Subpoenas to Bankruptcy Trusts requesting all correspondence between the trusts and Mr. Willis relating to claims, settlements, requests, documents or files. Defendants John Crane and Foster Wheeler Energy Corporation have opposed the motion and the Plaintiff has filed a Reply. Having considered the arguments of the parties and the applicable law, Magistrate Judge David H. Bartick of the United States District Court for the Southern District of California, granted in part the Plaintiff's Motion to Quash, and modified John Crane's subpoenas to the Bankruptcy Trusts. A full- text copy of the Decision dated June 2, 2014, is available at http://is.gd/5BNK8Sfrom Leagle.com. Viola Willis, Plaintiff, represented by Lance Randall Stewart, Esq., and William Y. Sung, Esq., at Napoli Bern Ripka Shkolnik & Associates, LLP. Buffalo Pumps, Inc., Defendant, represented by Glen R. Powell, Esq., at Gordon & Rees, LLP. Crane, Co., Defendant and Cross Claimant, represented by Stephen P. Farkas, Esq. -- stephen.farkas@klgates.com -- and Bradley William Gunning, Esq. -- brad.gunning@klgates.com -- at K&L Gates LLP; and Kathleen L. Beiermeister, Esq. -- kbeiermeister@meagher.com -- at Meagher and Geer PLLP. CBS Corporation, Individually and as Successor-In-Interest to Westinghouse Electric Corporation), Cross Defendant, represented by Kevin D Jamison, Esq., Kimberly Lynn Rivera, Esq., and Previn A Wick, Esq. -- pwick@pondnorth.com -- at Pond North LLP. Foster Wheeler Energy Corporation, Defendant and Cross Defendant, represented by Charles Park, Esq., at Brydon Hugon & Parker. John Crane, Inc., Defendant and Cross Defendant, represented by Andrew S. Russell, Esq. -- arussell@hptylaw.com -- Julia A. Gowin, Esq. -- jgowin@hptylaw.com -- and Michael B. Giaquinto, Esq. -- mgiaquinto@hptylaw.com -- at Hawkins Parnell Tackston and Young LLP. Metalcad Insulation Corporation, Defendant and Cross Defendant, represented by Bradford J. DeJardin, Esq., Courtney Vaudreuil, Esq., and Mary T. McKelvey, Esq., at McKenna Long & Aldridge LLP. Warren Pumps, LLC, Defendant and Cross Defendant, represented by John F. Hughes, Esq., at Law Offices of Gordon & Rees, LLP. Yarway Corporation, Defendant, represented by Meghan Phillips, Esq. -- meghan.phillips@morganlewis.com -- at Morgan, Lewis & Bockius, LLP. About Yarway Corporation Yarway Corporation sought Chapter 11 protection (Bankr. D. Del. Case No. 13-11025) on April 22, 2013, to deal with claims arising from asbestos containing products it allegedly sold as early as the 1920s. Yarway was founded in 1908 by Robert Yarnall and Bernard Waring as the Simplex Engineering Company and originally manufactured pipe clamps, steam traps, valves and controls. Based in Pennsylvania, Yarway was a privately-owned company until 1986 when KeyStone International, Inc. bought equity in the company. Yarway became a unit of Tyco International Ltd. when Tyco purchased KeyStone in 1997. Yarway's asbestos-related liabilities derive from Yarway's (i) purported use of asbestos-containing gaskets and packing, manufactured by others, in its production of steam valves and traps from the 1920s to 1970s, and (ii) alleged manufacture of expansion joint packing that was allegedly made up of a compound of Teflon and asbestos from the 1940s to the 1970s. Over the past five years, about 10,021 new asbestos claims have been asserted against Yarway, including 1,014 in Yarway's 2013 fiscal year ending March 31, 2013. The Debtor estimated assets and debts in excess of $100 million as of the Chapter 11 filing. Attorneys at Cole, Schotz, Meisel, Forman & Leonard, P.A. and Sidley Austin LLP serve as the Debtor's counsel in the Chapter 11 case. Logan and Co. is the claims and notice agent. On May 6, 2013, the U.S. Trustee for Region 3, appointed an official committee of asbestos personal injury claimants. The Committee tapped Elihu Inselbuch, Esq. at Caplin & Drysdale, Chartered, as lead bankruptcy counsel. * Atty Liable in Hospital Takeover Scheme, Panel Rules ------------------------------------------------------ Law360 reported that a Texas appeals court ruled that attorney immunity did not protect an attorney from being held liable for an alleged fraud for conspiring to take possession of three hospitals that a group of investors had purchased out of bankruptcy. According to the report, a three-judge panel reversed a lower court's finding that found Eric Yollick had been proven to have committed fraud during his dealings with First National Bank and Merensky Reef Hospital Corp., but that there was no evidence to make him personally liable for investor losses. Yollick had argued that the economic-loss rule and attorney immunity bar the appellants from any recovery against him, but the panel found he had played a role in misleading the investors during the takeover, the report related. The case is JJJJ Walker LLC et al. v. Erix Yollick, case number 14-13-00161-cv, in the Fourteenth Court of Appeals for the State of Texas. * Bank Fraud Liability May Grow If High Court Acts -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the U.S. Supreme Court is deciding whether to take two cases that could give banks more liability for remaining silent if they suspect fraud. According to the report, on June 5, the Securities Investor Protection Corp., charged by Congress with liquidating failed brokers, invited the Supreme Court to hear two cases -- one is the liquidation of Bernard L. Madoff Investment Securities LLC, while the other deals with R. Allen Stanford's fraud -- seeking to enable brokerage trustees and receivers to sue banks when ordinary bankruptcy trustees can't under existing law. If the high court takes the cases, brokerage trustees and receivers appointed by the Securities and Exchange Commission, if they emerge victorious, would have the green light to sue, the report said. The Madoff case in the Supreme Court is Picard v. JPMorgan Chase & Co., 13-448, U.S. Supreme Court (Washington). The Stanford case is Janvey v. Alguire, 13-913, U.S Supreme Court (Washington). About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). From recoveries in lawsuits coupled with money advanced by SIPC, Mr. Picard has paid about 58 percent of customer claims totaling $17.3 billion. The most recent distribution was in March 2013. Mr. Picard has collected about $9.35 billion, not including an additional $2.2 billion that was forfeit to the government and likewise will go to customers. Picard is holding almost $4.4 billion he can't distribute on account of outstanding appeals and disputes. The largest holdback, almost $2.8 billion, results from disputed claims. About Stanford Group The Stanford Financial Group was a privately held international group of financial services companies controlled by Allen Stanford, until it was seized by United States (U.S.) authorities in early 2009. Domiciled in Antigua, Stanford International Bank Limited -- http://www.stanfordinternationalbank.com/-- is a member of Stanford Private Wealth Management, a global financial services network with US$51 billion in deposits and assets under management or advisement. Stanford Private Wealth Management served more than 70,000 clients in 140 countries. On Feb. 16, 2009, the United States District Court for the Northern District of Texas, Dallas Division, signed an order appointing Ralph Janvey as receiver for all the assets and records of Stanford International Bank, Ltd., Stanford Group Company, Stanford Capital Management, LLC, Robert Allen Stanford, James M. Davis and Laura Pendergest-Holt and of all entities they own or control. The February 16 order, as amended March 12, 2009, directs the Receiver to, among other things, take control and possession of and to operate the Receivership Estate, and to perform all acts necessary to conserve, hold, manage and preserve the value of the Receivership Estate. The case in district court was Securities and Exchange Commission v. Securities Investor Protection Corp., 11-mc-00678, U.S. District Court, District of Columbia (Washington). The U.S. Securities and Exchange Commission, on Feb. 17, charged before the U.S. District Court in Dallas, Texas, Mr. Stanford and three of his companies for orchestrating a fraudulent, multi- billion dollar investment scheme centering on an US$8 billion Certificate of Deposit program. A criminal case was pursued against him in June before the U.S. District Court in Houston, Texas. Mr. Stanford pleaded not guilty to 21 charges of multi-billion dollar fraud, money- laundering and obstruction of justice. Assistant Attorney General Lanny Breuer, as cited by Agence France-Presse News, said in a 57-page indictment that Mr. Stanford could face up to 250 years in prison if convicted on all charges. Mr. Stanford surrendered to U.S. authorities after a warrant was issued for his arrest on the criminal charges. * Lawyer Denied Judicial Immunity for Violating Automatic Stay -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a lawyer who prepares an order at the direction of a state judge in a lawsuit that may violate the automatic stay isn't entitled to judicial immunity, according to a June 4 opinion by the U.S. Court of Appeals in San Francisco. According to the report, in a case involving a dispute over who was entitled to proceeds from a lawsuit by an individual who filed bankruptcy, Circuit Judge Sidney R. Thomas, in a 2-1 opinion, said that extending judicial immunity beyond the judge entails analysis of the "function performed" and not the person who performed the function. He noted that the Ninth Circuit gives qualified judicial immunity to bankruptcy trustees and the U.S. Trustee, the report said. The case is Infinity Capital Management v. Israel (In re Burton), 12-15618, U.S. Court of Appeals for the Ninth Circuit (San Francisco). * Evicted Tenant Still Can Raise Stay Violation Claim ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that possession of property is enough to cause a willful stay violation even though the property's owner had a judgment of eviction, the Bankruptcy Appellate Panel for the Ninth Circuit in San Francisco ruled on May 30. According to the report, in a case where the former owner of a home filed a Chapter 13 petition, the bankruptcy judge found a stay violation when a sheriff executed an eviction warrant and locked out the former owner from the home. The former owner tthen sued the buyer for violating the automatic stay. The three-judge Appellate Panel agreed in an unsigned opinion, the report said. The case is Eden Place LLC v. Perl (In re Perl), 13-1328, U.S. Bankruptcy Appellate Panel for the Ninth Circuit (San Francisco). * Expense of Jailing a Child Survives Parents' Bankruptcy --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the cost of incarcerating a miscreant child in California is a debt not discharged in bankruptcy as a result of 2005 amendments to Section 523(a)(5) of the Bankruptcy Code, according to a June 4 opinion by the Bankruptcy Appellate Panel for the Ninth Circuit in San Francisco. According to the report, as interpreted by the California appellate panel, the new law can make parents financially responsible when their minor children break the law, and that debt can't be wiped out by filing bankruptcy. The case is Rivera v. Orange County Probation Department (In re Rivera), 13-1476, U.S. Ninth Circuit Bankruptcy Appellate Panel (San Francisco). * Rule Makers Tighten Accounting for 'Repos' -------------------------------------------- Michael Rapoport, writing for The Wall Street Journal, reported that rule makers closed a loophole in the accounting for a key form of financing used by securities firms and that both Lehman Brothers Holdings Inc. and MF Global Holdings Inc. used to make themselves appear healthier before they collapsed. According to the report, the Financial Accounting Standards Board, which sets accounting rules for U.S. companies, agreed to tighten the accounting for repurchase agreements, or "repos," in which securities firms borrow money on a short-term basis and put up securities as collateral with the promise to buy them back later. Under the new rule, which takes effect in 2015, most repos will be treated as borrowings?including "repos to maturity," a variation on traditional repos that was a central part of MF Global's strategy, the Journal said. * BofA Mortgage Talks Said to Stall as U.S. Prepares Suit --------------------------------------------------------- Tom Schoenberg and Hugh Son, writing for Bloomberg News, reported that the U.S. Department of Justice is preparing to sue Bank of America Corp. after reaching an impasse in talks to resolve government probes of the lender's sales of mortgage-backed bonds before the financial crisis, a person familiar with the matter said. According to the report, citing a person who asked not to be identified because the discussions are private, the Justice Department broke off negotiations last week because it was dissatisfied with the bank's offer to pay more than $12 billion, which included at least $5 billion in consumer relief. The department's latest settlement request was for about $17 billion, though negotiators were willing to consider less, the person said, the report said. * BNP Paribas Fine Seen Eclipsing Past U.S. Sanctions Cases ----------------------------------------------------------- Tom Schoenberg, writing for Bloomberg News, reported that BNP Paribas SA's settlement talks with the U.S. over sanctions violations have headed out of the ballpark, compared with previous punishments levied by the Obama administration in such cases. According to the report, the U.S. has been said to seek more than $5 billion or even $10 billion during talks in the past month -- a penalty higher than the combined $4.9 billion levied against 21 other banks for transactions tied to sanctioned countries since President Barack Obama took office. * Citigroup SEC Accord Revived as Agency Power Strengthened ----------------------------------------------------------- Patricia Hurtado, writing for Bloomberg News, reported that Citigroup Inc.'s $285 million mortgage-securities pact with the U.S. Securities and Exchange Commission was revived as an appeals court assailed a judge's demand for more evidence backing up the regulator's claims. According to the report, the bank challenged U.S. District Judge Jed Rakoff's refusal in 2011 to approve the accord, which would resolve SEC claims the bank misled investors in a $1 billion financial product linked to risky mortgages, costing investors more than $600 million. Judge Rakoff, who has also criticized the agency practice of not requiring an admission of wrongdoing in settlements, said the parties didn't give him "any proven or admitted facts" he could use to gauge the deal's fairness, the report said. The court on June 5 cited the SEC's purview to tailor settlements as it sees fit, saying Judge Rakoff abused his discretion by requiring it first establish the "truth" of the allegations against the bank, the report related. The case is U.S. Securities and Exchange Commission v. Citigroup Global Markets Inc., 11-05227, U.S. Court of Appeals for the Second Circuit (New York). * College Graduates Struggle to Find Employment Worth a Degree -------------------------------------------------------------- Janet Lorin and Jeanna Smialek, writing for Bloomberg News, reported that the unemployment rate for college graduates ages 22 to 27 fell to 5.6 percent in 2013 from 6.4 percent at the recession's peak in 2009. Among 22-year-old degree holders who found jobs in the past three years, more than half were in roles not requiring a college diploma, John Schmitt, a labor economist for the Center for Economic and Policy Research in Washington, told Bloomberg. Almost five years into the recovery, the young and educated are settling for jobs they wouldn't have accepted a decade ago, Kevin Scott, an Atlanta-based consultant who works with employers, told Bloomberg. * EU Ministers Back Proposal on Cross-Border Bankruptcies --------------------------------------------------------- Rebecca Christie, writing for Bloomberg News, reported that ministers of the European Union approved proposals that could allow businesses that go bust across borders in the EU to seek restructuring over immediate liquidation. According to the Bloomberg report, the new bankruptcy rules would make it easier to restructure a failing business and would provide rules for determining legal jurisdiction, the European Commission said in a statement. The proposals aim to give creditors a better chance to recoup their investment than if a troubled business were liquidated immediately, the Bloomberg report related. Law360, citing the same statement, said the newly adopted proposals will make it easier to save companies in cross-border insolvency cases from being liquidated, thus saving more jobs, and will make it easier to restructure groups of companies and increase creditors' chances of being repaid. * Legislative Assault on the Financial Stability Oversight Council ------------------------------------------------------------------ Stephen J. Lubben, writing for The New York Times' DealBook, reported that two new bills are pending in the House that relate to the Financial Stability Oversight Council and its ability to designate which parts of the financial system are "too big to fail" and thus in need of greater regulatory scrutiny. Both show how political the entire issue has become, the DealBook said. According to the report, the first bill puts a moratorium on any more such designations until after the November elections. Even less subtle is the bill introduced by Representative Scott Garrett, Republican of New Jersey and a member of the House Financial Services Committee, which purports to be aimed at increasing transparency at the council, but its real aim is clearly to muck up the workings of the council, which was created as part of the Dodd-Frank financial overhaul law, the report said. * Risk of Banks Dodging Rules Leads to U.S. FDIC Scrutiny --------------------------------------------------------- Jesse Hamilton and Silla Brush, writing for Bloomberg News, reported that the U.S. regulator responsible for making sure banks aren't too-big-to-fail is examining whether the biggest firms are shifting trades overseas in a way that may undermine rules designed to prevent a repeat of the 2008 financial crisis. According to the report, in recent months, large banks have restructured their overseas transactions in an effort to trade swaps -- contracts blamed for exacerbating the crisis -- outside of rules required by the 2010 Dodd-Frank Act. That law also gave the Federal Deposit Insurance Corp. the power to take over and dismantle large, failing banks, a job that Vice Chairman Thomas Hoenig said Wall Street may be making tougher by the overseas dodge, the report related. * James Nugent Joins Huron's Business Advisory Practice ------------------------------------------------------- Huron Consulting Group, a provider of business consulting services, on June 10 announced the addition of James E. Nugent as a managing director within its Business Advisory practice to further strengthen the turnaround and restructuring team. Mr. Nugent brings the Huron Business Advisory team a depth of knowledge and vital experience, most notably in the healthcare industry, accomplishing complex financial and operational turnarounds in recovery situations. "Economic uncertainty and marketplace challenges continue to drive demand for business advisory services in a wide variety of industries. Healthcare providers, in particular, are facing business challenges leading them to assess strategic alternatives, including potential affiliations, mergers and restructuring to continue to be successful or to survive," said John C. DiDonato, managing director and Huron Business Advisory leader. "We are pleased to welcome Jim to Huron's Business Advisory team and are confident that he will bring value to our clients across industries." Mr. Nugent has nearly 30 years of experience providing business advisory, corporate recovery and restructuring services, including extensive healthcare experience having worked with more than 100 healthcare clients during his career. Prior to joining Huron, he most recently served as senior managing director at Mesirow Financial Consulting, and had an accomplished 19-year career at KPMG LLP. Mr. Nugent, who is a Certified Insolvency and Restructuring Advisor, also serves as Vice Chairman of the Board of Trustees at Thorek Memorial Hospital in Chicago. At Huron, Mr. Nugent will help clients address restructuring issues and turnaround situations in the healthcare industry as well as across a broad range of industries. Mr. Nugent specializes in business and restructuring planning, financial and operational performance improvement, mergers & acquisitions and turnaround consulting as well as negotiation assistance in complex restructuring matters. He has served as chief restructuring officer and chief financial officer in an interim management capacity during complex restructuring situations. He specializes in the healthcare industry and has assisted numerous hospitals, health systems, nursing homes, continuing care retirement communities (CCRCs), pharmaceutical companies, and manufacturers with complex business and restructuring decisions and related implementation plans. Mr. Nugent's broad industry experience includes airlines, automotive, gaming, healthcare, manufacturing & distribution, media & newspapers, and pharmaceutical & medical device. Contact information: James Nugent 550 W. Van Buren Street Chicago, IL 60607 Phone: (312) 880-3612 About Huron Business Advisory Huron Business Advisory -- http://www.huronconsultinggroup.com-- resolves complex business issues and enhances value with a full suite of services for middle-market companies and larger businesses, including forensic investigations, transaction advisory, restructuring and turnaround, interim management, capital raising, operational improvement, and valuation. Its senior-level team members have vast experience in a range of industries, with many serving as C-level executives, who quickly analyze a business situation and apply its knowledge to finding a workable solution. About Huron Consulting Group Huron Consulting Group -- http://www.huronconsultinggroup.com-- helps clients in diverse industries improve performance, transform the enterprise, reduce costs, leverage technology, process and review large amounts of complex data, address regulatory changes, recover from distress and stimulate growth. The Company's professionals employ their expertise in finance, operations, strategy and technology to provide its clients with specialized analyses and customized advice and solutions that are tailored to address each client's particular challenges and opportunities to deliver sustainable and measurable results. The Company provides consulting services to a wide variety of both financially sound and distressed organizations, including healthcare organizations, leading academic institutions, Fortune 500 companies, governmental entities and law firms. Huron has worked with more than 425 health systems, hospitals, and academic medical centers; more than 400 corporate general counsel; and more than 350 universities and research institutions. * BOND PRICING -- For Week From June 9 to 13, 2014 -------------------------------------------------- Company Ticker Coupon Bid Price Maturity Date ------- ------ ------ --------- ------------- Alion Science & Technology Corp ALISCI 10.250 68.550 2/1/2015 Allen Systems Group Inc ALLSYS 10.500 50.500 11/15/2016 Allen Systems Group Inc ALLSYS 10.500 50.500 11/15/2016 Brookstone Co Inc BKST 13.000 45.000 10/15/2014 Brookstone Co Inc BKST 13.000 45.000 10/15/2014 Brookstone Co Inc BKST 13.000 46.000 10/15/2014 Buffalo Thunder Development Authority BUFLO 9.375 40.750 12/15/2014 Caesars Entertainment Operating Co Inc CZR 10.000 41.000 12/15/2018 Caesars Entertainment Operating Co Inc CZR 12.750 45.500 4/15/2018 Caesars Entertainment Operating Co Inc CZR 10.000 40.750 12/15/2018 Caesars Entertainment Operating Co Inc CZR 10.000 40.750 12/15/2018 Champion Enterprises Inc CHB 2.750 0.250 11/1/2037 Endeavour International Corp END 5.500 55.000 7/15/2016 Energy Conversion Devices Inc ENER 3.000 0.125 6/15/2013 Energy Future Competitive Holdings Co LLC TXU 8.175 1.000 1/30/2037 Energy Future Holdings Corp TXU 5.550 51.000 11/15/2014 FairPoint Communications Inc/Old FRP 13.125 1.000 4/2/2018 Global Geophysical Services Inc GGS 10.500 48.250 5/1/2017 Global Geophysical Services Inc GGS 10.500 42.000 5/1/2017 James River Coal Co JRCC 7.875 11.650 4/1/2019 James River Coal Co JRCC 4.500 4.900 12/1/2015 James River Coal Co JRCC 10.000 11.125 6/1/2018 James River Coal Co JRCC 10.000 11.000 6/1/2018 James River Coal Co JRCC 3.125 12.749 3/15/2018 LBI Media Inc LBIMED 8.500 30.000 8/1/2017 MF Global Holdings Ltd MF 6.250 47.250 8/8/2016 MF Global Holdings Ltd MF 1.875 43.500 2/1/2016 MModal Inc MODL 10.750 24.000 8/15/2020 MModal Inc MODL 10.750 24.000 8/15/2020 Momentive Performance Materials Inc MOMENT 11.500 32.500 12/1/2016 Motors Liquidation Co MTLQQ 7.200 11.250 1/15/2011 Motors Liquidation Co MTLQQ 7.375 11.250 5/23/2048 Motors Liquidation Co MTLQQ 6.750 11.250 5/1/2028 NII Capital Corp NIHD 10.000 31.375 8/15/2016 Navient Corp NAVI 3.250 99.500 6/16/2014 OnCure Holdings Inc RTSX 11.750 48.875 5/15/2017 Platinum Energy Solutions Inc PLATEN 14.250 74.750 3/1/2015 Platinum Energy Solutions Inc PLATEN 14.250 74.750 3/1/2015 Platinum Energy Solutions Inc PLATEN 14.250 74.750 3/1/2015 Platinum Energy Solutions Inc PLATEN 14.250 74.750 3/1/2015 Powerwave Technologies Inc PWAV 1.875 0.125 11/15/2024 Powerwave Technologies Inc PWAV 1.875 0.125 11/15/2024 Pulse Electronics Corp PULS 7.000 82.697 12/15/2014 River Rock Entertainment Authority/The RIVER 9.000 21.064 11/1/2018 THQ Inc THQI 5.000 43.500 8/15/2014 TMST Inc THMR 8.000 16.000 5/15/2013 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.250 12.125 11/1/2015 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 15.000 41.500 4/1/2021 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.250 12.000 11/1/2015 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.500 12.125 11/1/2016 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 15.000 39.900 4/1/2021 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.250 12.000 11/1/2015 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.500 11.625 11/1/2016 Thunderbird Resources Equity Inc GMXR 9.000 0.375 3/2/2018 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.375 56.755 8/1/2016 Western Express Inc WSTEXP 12.500 79.125 4/15/2015 Western Express Inc WSTEXP 12.500 79.125 4/15/2015 ********* 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 ***