/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/140729.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, July 29, 2014, Vol. 18, No. 209 Headlines AK STEEL: S&P Puts 'B' Corp. Credit Rating on CreditWatch Neg. ALCO CORP: PRAPI Reiterates Bid to Convert Case to Chapter 7 AMERICAN ACHIEVEMENT: S&P Affirms B- Corp Credit Rating, Off Watch AMERICAN BANCORP: Files Schedules of Assets and Liabilities AMERICAN BANCORP: Wants to Hire Carl Marx as Financial Advisor AMSTERDAM HOUSE: Targeting October Confirmation of Plan AMSTERDAM HOUSE: Seeks to Use Bondholders' Cash Collateral AMSTERDAM HOUSE: Seeking Sept. 5 Extension of Schedules Deadline AMSTERDAM HOUSE: Proposes KCC as Claims and Noticing Agent ARC DOCUMENT: S&P Raises CCR to 'BB-'; Outlook Stable ARCHDIOCESE OF MILWAUKEE: Creditors' Attys Press Church to Pay Up ASHER INVESTMENT: Has Until Sept. 16 to File Reorganization Plan AURASOURCE INC: TAAD LLP Raises Going Concern Doubt BLACKBOARD INC: S&P Assigns 'B+' Rating on $968MM Secured Loans BLOX INC: Morgan LLP Raises Going Concern Doubt BOWLMOR AMF: S&P Affirms 'B' Corp. Credit Rating; Outlook Stable BRENNAN'S INC: New Orleans Restaurant Sold in $3 Million Deal CALDERA PHARMACEUTICALS: Posts $5.4 Million Net Income in Q1 CAREFREE WILLOWS: Further Plan-Related Proceedings Stayed CASCADE AG: Pivotal Solutions Terminated as Liquidating Agent CATALENT PHARMA: S&P Puts 'B+' CCR on CreditWatch Positive CLEARWATER PAPER: S&P Assigns 'BB' Rating on $300MM Sr. Notes CLOUDEEVA INC: Shareholder Objects to Payment to Creditors CLOUDEEVA INC: Can Employ KCC as Claims & Noticing Agent COLLEGIATE ACADEMY: S&P Lowers ICR to 'B+' on Refunding Bonds COLOR STAR: Hearing on Cash Collateral Use Continued to Aug. 25 COLOR STAR: NexBank Securities Withdraws Objection to Settlement CONDOR DEVELOPMENT: Sept. 23 Hearing on Confirmation of Plan CONSTELLATION ENTERPRISES: S&P Lowers CCR to 'B-'; Outlook Neg. DETROIT, MI: Syncora's Appeals to Be Argued July 30 DEWEY & LEBOEUF: Operations Chief Says He Was Only an Employee DODGE CITY FARM: Case Summary & 10 Unsecured Creditors ELCOM HOTELS: Miami Condotel Ex-Owner Sues Partner Over $17M Loan EPWORTH VILLA: Has Interim Authority to Use Cash Collateral EPWORTH VILLA: Seeks to Employ Steidley & Neal as Special Counsel EPWORTH VILLA: Wants Stay Lifted to Pursue Appeal in "Hicks" Suit EPWORTH VILLA: Section 341(a) Meeting Set on August 25 ERF WIRELESS: IBC Funds Holds 9.9% Equity Stake EXTERRAN HOLDINGS: S&P Cuts Rating on Sr. Unsecured Notes to 'BB-' FISKER AUTOMOTIVE: Receives Few Objections to Plan Confirmation GENCO SHIPPING: OZ Management Holds Less Than 1% Equity Stake GENERAL MOTORS: DBRS Rates Senior Unsecured Debt at 'BB' GENERAL MOTORS: Won't Waive Bankruptcy Shield in Switch Suits GLOBAL AVIATION: Objections to Payment of Healthcare Claims Filed GOLDEN PARK: Voluntary Chapter 11 Case Summary GREEN MOUNTAIN: Files Bare-Bones Chapter 11 Petition HAWAII OUTDOORS: Gets 15th Interim Order to Use Cash Collateral HAYDEL PROPERTIES: Court Denies Peoples Bank's Dismissal Motion HDOS ENTERPRISES: To Hold Auction of All Assets Today HOWREY LLP: Jones Day, Seyfarth Can't Escape Judge Montali HRK HOLDINGS: Seeks Sept. 7 Extension to File Chapter 11 Plan IMMUNOCLIN CORP: Sadler, Gibb & Assocs. Raises Going Concern Doubt IZEA INC: Stockholders to Sell 18.2 Million Common Shares J GILLIAM WOOD: Case Summary & 6 Largest Unsecured Creditors JACK HOMITZ: W.D. Pa. Judge Rejects Amended Bankruptcy-Exit Plan JOSEPH LOOMIS: Hunter Humphrey's Bid for Status Hearing Nixed KANGADIS FOODS: Files Schedules of Assets and Liabilities KANGADIS FOODS: Gets Approval to Hire SilvermanAcampora as Counsel KANGADIS FOODS: Gets Approval to Hire Fox as Special Counsel KANGADIS FOODS: Judge Sets Deadlines for Filing Claims KANGADIS FOODS: Files Amended List of Largest Unsecured Creditors LEATHERSTOCKING ANTIQUES: Approval of Winston Capital Deal Upheld LIGHTSQUARED INC: Has Access to Cash Collateral Until July 31 LRG REALTY: Case Summary & 6 Largest Unsecured Creditors LUPATECH SA: Foreign Debt-Reduction Plan Enforced by U.S. Court MAGNOLIA SCIENCE: S&P Revises Outlook & Affirms 'BB' Rating MILLENNIUM HOLDINGS: 7th Cir. Upholds Risk-Contribution Theory MOMENTIVE PERFORMANCE: Senior Lenders Sue For Deal Breaches NATROL INC: July 30 Hearing on Continued Cash Collateral Access NATROL INC: July 30 Hearing to Approve Compromise With Cerberus NATROL INC: Hires Squar Milner to Provide CRO NATROL INC: Hires Miller Barondess as Special Litigation Counsel PARLIAMENT PARTNERS: Case Summary & 20 Top Unsecured Creditors PETER SZANTO: Nevada Judge Won't Reinstate Bankruptcy Case PIONEER POINT: U.S. Court Closes Chapter 15 Proceedings PLYMOUTH OIL: Bid for Case Dismissal Taken Under Advisement PSL NORTH AMERICA: To Test Jindal Bid at Aug. 13 Auction QBS INTERMEDIATE: S&P Assigns Prelim. 'B' CCR; Outlook Stable QUANTUM FOODS: Freeborn & Peters to Aid Panel in Avoidance Actions QUANTUM FOODS: Withdraws Motion to Sell Substantially All Assets QUANTUM FOODS: Committee Authorized to Prosecute Lawsuits REGENT PURCHASER: S&P Assigns 'B' CCR; Outlook Stable REICHHOLD INDUSTRIES: S&P Lowers CCR to 'CCC-'; Outlook Negative RESIDENTIAL CAPITAL: Minn. Judge Rules on RFC Suit v. Americash RESIDENTIAL CAPITAL: Claims Against Mortgage Access Survives RESIDENTIAL CAPITAL: Wells Fargo Fails to Dismiss Lawsuit RESIDENTIAL CAPITAL: Macks' QWR Claim Survives RIVER CITY RESORT: Frankenberg Lawsuits Remanded to State Court ROOFING SUPPLY: S&P Revises Outlook to Neg. & Affirms 'B' CCR SHERIDAN HEALTHCARE: S&P Withdraws 'B' CCR Over Amsurg Deal SHILO INN: Gets Court Approval to Hire Green & Markley SOMERSET HILLS: Case Summary & 20 Largest Unsecured Creditors SOURCE HOME: Has Court's Final Nod to Use Cash Collateral SOURCE HOME: Creditors Blast $24M Sale Plan SPECIALTY HOSPITAL: Taps Cain Brothers as Investment Banker SPEEDEMISSIONS INC: IBC Funds Reports 9.9% Equity Stake SPORTSMAN'S OUTFITTERS: Case Summary & 20 Top Unsecured Creditors STAR DYNAMICS: Exclusive Plan Filing Period Extended to Oct. 6 STEEL DYNAMICS: S&P Puts 'BB+' CCR on CreditWatch Negative STUART AULD: Must Pay Bankruptcy Filing Fee by Aug. 11 TANGLEWOOD FARMS: Ch.7 Trustee May Recoup $33,500 From Dr. Morris TESLA ELECTRIC: Case Summary & 75 Largest Unsecured Creditors TEXAS STAR: Ch.7 Trustee May Auction Off Wilsons' Stake THREE FORKS: Files Second Amendment to 2013 Annual Report TRAFALGAR POWER: Clearbid to Conduct Asset Sale on September 16 TREEHOUSE FOODS: S&P Affirms 'BB' CCR; Outlook Stable TRI COUNTY CONTRACTORS: Voluntary Chapter 11 Case Summary UNITED AIRLINES: S&P Assigns 'BB-' Rating on $500MM Secured Loan US FOODS: S&P Retains 'B' CCR on CreditWatch Positive VAUGHAN COMPANY: Johnsons Directed to Respond to Discovery VAUGHAN COMPANY: Appelman et al. Denied Jury Trial VERSO PAPER: Exchange Offers Early Tender Time Expire VISANT HOLDING: S&P Affirms 'B' CCR & Removes From Watch Negative VISTEON CORP: Judge Keeps Retiree Benefit Row In District Court WARREN RESOURCES: S&P Assigns B CCR & Rates New Unsec. Notes B- WATERVILLE WINDOW: Files for Chapter 7 Bankruptcy WRS HOLDING: Voluntary Chapter 11 Case Summary * 9th Circ.: Malpractice Suit Is Bankruptcy 'Core Proceeding' * Bond Fee Disclosures Sought by SEC to End 38-Year Debate * Fifth Circuit Panel Urges Reconsideration of Pro-Snax Fee Rules * Hypothetical Purchaser Status Arises Automatically * Bankruptcy Shows Pressures on Retirement Communities, Fitch Says * House Democrats Seek to Protect Workers in Municipal Bankruptcy * As Dodd-Frank Reaches Fourth Year, White Says More Work to Do * Atlantic City Adrift as Casino Closings Sap Jobs Market * 21st Annual Distressed Investing Conference Announcement * Large Companies With Insolvent Balance Sheet ********* AK STEEL: S&P Puts 'B' Corp. Credit Rating on CreditWatch Neg. -------------------------------------------------------------- Standard & Poor's Ratings Services said it placed its ratings, including its 'B' corporate credit rating, on West Chester, Ohio- based AK Steel Corp. and AK Steel Holding Corp. on CreditWatch with negative implications. The CreditWatch negative listing follows AK Steel's announcement that it agreed to acquire the integrated steelmaking assets of Dearborn, Mich.-based Severstal. The purchase price for the assets is $700 million (excluding transaction fees and expenses). S&P expects the company to finance the acquisition with a mix of debt and equity. While the exact financing structure has not been finalized, S&P estimates that the transaction could weaken the company's credit ratios, with pro forma leverage, as measured by debt to EBITDA, exceeding last-12-months March 2014 levels of 11x, which is already stretched for the rating. AK Steel is a vertically integrated steel maker with backward integration into iron ore and metallurgical coal. The company manufactures flat-rolled carbon, stainless, and electrical steel. "We will resolve the CreditWatch listing following our review of the financing details of the pending transaction and implications for AK Steel's financial risk profile. Upon completion of our review, we could lower the ratings or leave them unchanged," said Standard & Poor's credit analyst Funmi Afonja. ALCO CORP: PRAPI Reiterates Bid to Convert Case to Chapter 7 ------------------------------------------------------------ PR Asset Portfolio 2013-1 International, LLC (PRAPI) filed papers with the Bankruptcy Court to notify of Alco Corporation's failure to comply with a Court order, and to reiterate its request to convert the Debtor's case to one under Chapter 7 of the Bankruptcy Code. According to PRAPI, the Debtor was ordered by the Court to provide, among other things, additional disclosures and information to PRAPI, MAPFRE PRAICO Insurance Company (MAPFRE), and Betteroads Asphalt Corp., as to certain payments for the parties to reach an agreement and in preparation for a June 10, 2014 hearing on conversion. As of May 30, 2014, the Debtor failed to comply with the order of the Court by not providing the information and disclosures requested from it by May 27 deadline. The Debtor also did not file its quarterly report for the period of January 2014 through March 2014. PRAPI said that the Debtor is not operating and has squandered all of the proceeds obtained from the sale of its vehicles and equipment to the detriment of the estate and the creditors, including PRAPI, who had a lien over the vehicles sold and, thus, was entitled to receive payment of not less than $197,750. As reported in the Troubled Company Reporter on May 13, 2014, the Debtor responded to PRAPI's objection to the motion to voluntarily dismiss its Chapter 11 case, stating that PRAPI's request demonstrated the creditor's attempt to continue thwarting the negotiations between the Debtor, Betteroads Group and the Bonding Companies. According to the Debtor, PRAPI sought an amicable resolution to all litigation in the lead case, both adversary proceedings before the Court and the state court litigation. Both Betteroads Group and the Bonding Companies support the Debtor's request for the voluntary dismissal since it provides a viable alternative to resolve the controversies with the key players of the case and resolve the largest claims held against the debtor without further litigation. The Debtor said conversion of the case to Chapter 7 will not provide any benefit to creditors, including PRAPI. As reported in the TCR on May 7, 2014, PRAPI said the Debtor's only intention through the voluntary dismissal is to continue with its liquidation without supervision of the Court and in the detriment of creditors. PRAPI related that it has a lien over all of the Debtor's asset by virtue of Banco de Popular de Puerto Rico's transfer of its claim against the Debtor to PRAPI. PRAPI said that the Debtor, by entering into a stipulation with the Bonding Companies, unlawfully attempted to infringe on PRAPI's existing liens and security interests. PRAPI cited that the Debtor purported to grant the Bonding Companies with adequate protection in the form of a valid, first rank lien, in the Debtor's cash collateral. Moreover, PRAPI contended, the Debtor accepts that it mismanaged the estate when it admits that it has ceased operations in the Canovanas Asphalt Plan. PRAPI is convinced that the appointment of a Chapter 7 trustee will allow payment to be obtained in an efficient and organized manner. The Debtor has said the dismissal of the case will benefit of all creditors and parties-in-interest so as to allow it to resolve all pending matters outside of bankruptcy and continue with the implementation of its confirmed plan of reorganization. The Debtor believes dismissal will allow it to resolve more efficiently all matters with Betteroads Asphalt, secured creditor PRAPI and the bonding companies -- Travelers Casualty and Surety Company, Reliance Insurance Company and MAPFRE PRAICO Insurance Company. Betteroads Asphalt and the Debtor were involved in state court litigation over the collection of funds against the Debtor and its principals. Betteroads Asphalt also took an appeal from the Bankruptcy Court's order confirming the Debtor's Plan. The parties were eventually able to arrive at a settlement in 2013. However, the Bonding Companies opposed the settlement. The Debtor eventually reached a settlement with the Bonding Companies in January 2014. That settlement was opposed by PRAPI. No settlement has been reached with PRAPI. As stated in open court at an April 2 hearing, all the parties except for PRAPI, favor dismissal of the Debtor's case. The Debtor maintained that if the case is dismissed, PRAPI will suffer no harm. PRAPI holds a lien over the Debtor's primary assets and is said to have obtained a judgment against the Debtor prior to the bankruptcy filing. Thus, if dismissal is granted, PRAPI has the alternative to execute its judgment and obtain an adequate remedy in law in order to collect the remainder of the claim which was unpaid. On the other hand, the Debtor contended, conversion of the case will burden the estate further since Chapter 7 administrative expenses will accrue and the litigation in both adversary proceedings and any other contested matter in the lead case will continue. About Alco Corp. Alco Corporation in Dorado, Puerto Rico, filed for Chapter 11 bankruptcy (Bankr. D.P.R. Case No. 12-00139) on Jan. 12, 2012. Carmen D. Conde Torres, Esq., and C. Conde & Associates represent the Debtor in its restructuring effort. Alco tapped Jimenez Vasquez & Associates, PSC, as accountants. The Debtor scheduled $11.2 million in assets and $7.76 million in debts. The petition was signed by Alfonso Rodriguez, president. Bankruptcy Judge Mildred Caban Flores in Puerto Rico issued an opinion and order on March 11, 2013, confirming the Amended Chapter 11 Plan of Reorganization filed by Alco Corporation. The Plan considers the full payment of all administrative, secured creditors and priority claims and a 50% dividend to the general unsecured creditors on monthly installments within 5 years from the effective date. AMERICAN ACHIEVEMENT: S&P Affirms B- Corp Credit Rating, Off Watch ------------------------------------------------------------------ Standard & Poor's Ratings Services affirmed its 'B-' corporate credit rating on Austin, Texas-based American Achievement Corp. S&P removed the rating from CreditWatch, where it placed it with positive implications on Nov. 21, 2013, following the announced acquisition plan by rival, Visant Holding Corp. The rating action reflects The Federal Trade Commission's decision to block Visant's proposed acquisition, citing competition concerns. The FTC ruled that the business combination would result in the combined company controlling the vast majority of the high school and college ring markets. The 'B-' corporate credit rating reflects S&P's expectation that American Achievement's ongoing unfavorable revenue trends will continue to pressure EBITDA and discretionary cash flow, resulting in a moderate increase in leverage. S&P continues to assess the business risk profile as "vulnerable" based on its narrow business focus and small scale relative to competitors. S&P's assessment of the company's financial risk profile remains "highly leveraged" based on lease-adjusted leverage of roughly 6x and the private equity ownership. S&P's management and governance assessment remains "fair". American Achievement is a second-tier player in a niche business, which benefits from existing relationships with customers and traditional product offerings. Based on EBITDA, it is about one- fourth the size of market leader Visant Corp. Historically, because of students' emotional ties with their schools and fellow students, and tradition-based timing of ring and yearbook buying, students' purchase rates were fairly stable. However, S&P believes generational changes in student social interaction as well as a still slowly improving economy have resulted in lower volumes for school affinity products. Revenue and EBITDA declined slightly by 1.2% and 1.6% year-over-year, respectively in the fiscal third quarter ended March 31, 2014. The company has experienced increased competition from online sites that offer Web-based virtual products and other traditional school affinity product providers. S&P believes American Achievement's business risks and opportunities will translate into flat to slightly lower revenue and EBITDA in fiscal year 2014 ending August 31, 2014. For the last-12-month period ended March 31, 2014, lease-adjusted debt to EBITDA was high, at roughly 6x, above the 5x leverage threshold S&P associates with a "highly leveraged" financial risk profile. In the near-to-intermediate term, S&P expects that softness in revenue could lead to EBITDA declines and a moderate increase in leverage. AMERICAN BANCORP: Files Schedules of Assets and Liabilities ----------------------------------------------------------- American Bancorporation filed with the Bankruptcy Court its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $105,758 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $1,316,750 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-Priority Claims $50,017,422 ----------- ----------- Total $105,758 $51,334,172 A copy of the schedules is available for free at: http://bankrupt.com/misc/AmericanBancorp_18_SALs.pdf About American Bancorporation Alesco Preferred Funding XV, Ltd., and two related entities filed an involuntary Chapter 11 bankruptcy petition for St. Paul, Minnesota-based American Bancorporation (Bankr. D. Minn. Case No. 14-31882) on May 1, 2014. The involuntary petition filed in St. Paul Minnesota indicates that the three alleged creditors are owed in excess of $48 million: Creditor Amount of Claim -------- --------------- Alesco Preferred Funding XV, Ltd. $27,374,356 Alesco Preferred Funding XVI, Ltd. $13,728,562 Alesco Preferred Funding II, Ltd. $7,000,000 plus interest The alleged creditors are represented by Jeffrey Klobucar, Esq., at Bassford Remele, PA. Judge Katherine A. Constantine handles the case. She has entered an order for relief, officially placing American Bancorporation in Chapter 11. Judge Kathleen H. Sanberg was originally assigned to the case but she disqualified herself in the case, according to her May 1 order of recusal. AMERICAN BANCORP: Wants to Hire Carl Marx as Financial Advisor -------------------------------------------------------------- American Bancorporation filed a supplement to its application seeking Bankruptcy Court approval to employ Carl Marks Securities LLC, as financial advisor. The application filed on June 24, 2014, stated that the Debtor requires the services of a financial advisor to advise it regarding the strategic alternatives available to it and to assist in the implementation of a strategic plan, including a prospective reorganization, sale or merger. CMS will: a. assist or participate in negotiations with the parties in interest, including, without limitation, any current or prospective creditors of, holders of equity in, or claimants against the Debtor or their respective representatives in connection with a transaction; b. assist or participate in negotiations with the parties in interest in connection with one or more transactions whereby control of or a material interest in the securities, assets or business of the Debtor is acquired by or disposed of through the sale, exchange or disposition of capital stock, debt or assets, a conversion of debt to equity, a lease of assets with or without a purchase option, a merger or consolidation, a tender or exchange offer, a leveraged buy-out, a minority investment, the formation of a joint venture or partnership, or any other business combination or similar transaction, whether consummated through a court approved sale transaction under Section 363 of the Bankruptcy Code or similar mechanism, and pursuant to a Plan of Reorganization; c. advise the Debtor on the risks and benefits of considering a transaction with respect to its strategic alternatives to maximize value, whether pursuant to a sale, a Plan of Reorganization or otherwise. Under the Agreement, the firm will receive a completion fee in an amount equal to 4.0% of the transaction value of any transaction. CMS will also be entitled to reimbursement for all reasonable out- of-pocket expenses incurred by it in the performance of its duties under the agreement upon the closing of a transaction and upon presentation of appropriate documentation to the Debtor; provided that such expenses will not exceed $50,000 in the aggregate without the prior written consent of the Debtor. To the best of the Debtor's knowledge, CMS does not represent any interest adverse to the estate. In the supplemental documents, the Debtor seeks an order (a) authorizing it to employ CMS as its financial advisor effective as of June 16, 2014, and (b) approving the terms and conditions under which CMS will be retained and compensated by the Debtor in the case. The parties' Amended Agreement, which was renegotiated to address concerns expressed by the U.S. Trustee, reflects additional material concessions made by CMS and that benefit the bankruptcy estate. First, the Amended Agreement eliminates all provisions in the original agreement that included an obligation on the part of the Debtor to indemnify CMS and thereby subjected the bankruptcy estate to the possibility of potential liability arising from CMS' performance under the agreement. Second, the Amended Agreement now reflects a change in the governing law under the contract from "New York" to "Minnesota." A copy of the Amended application is available for free at http://bankrupt.com/misc/AmericanBancorp_26_appCarlMarks.pdf On July 11, Alesco Preferred Funding XV, Ltd. and Alesco Preferred Funding XVI, Ltd., through their collateral manager ATP Management LLC, supported the application to employ CMS, stating that the employment is in the best interests of the Debtor's estate and creditors -- and essential to the successful resolution of the bankruptcy case. The Debtor, in response to the objection filed by the U.S. Trustee, stated that financial advisors are an essential part of the reorganization process in bankruptcy. The U.S. Trustee recommended that the Application to employ and approve terms of compensation of CMS not be approved because the Debtor is located in Minnesota and the case is proceeding in Minnesota. The U.S. Trustee said it seems that Minnesota law would presumptively govern the agreement. The Plaintiffs are represented by: Jeffrey D. Klobucar, Esq. BASSFORD REMELE 33 South Sixth Street, Suite 3800 Minneapolis, MN 55402-3707 Tel: (612) 333-3000 Fax: (612) 333-8829 E-mail: jklobucar@bassford.com - and - Jason W. Harbour, Esq. Shannon E. Daily, Esq. HUNTON & WILLIAMS, LLP Riverfront Plaza, East Tower 951 East Byrd Street Richmond, VA 23219 Tel: (804) 788-8200 Fax: (804) 343-4834 E-mails: jharbour@hunton.com sdaily@hunton.com About American Bancorporation Alesco Preferred Funding XV, Ltd., and two related entities filed an involuntary Chapter 11 bankruptcy petition for St. Paul, Minnesota-based American Bancorporation (Bankr. D. Minn. Case No. 14-31882) on May 1, 2014. The involuntary petition filed in St. Paul Minnesota indicates that the three alleged creditors are owed in excess of $48 million: Creditor Amount of Claim -------- --------------- Alesco Preferred Funding XV, Ltd. $27,374,356 Alesco Preferred Funding XVI, Ltd. $13,728,562 Alesco Preferred Funding II, Ltd. $7,000,000 plus interest The alleged creditors are represented by Jeffrey Klobucar, Esq., at Bassford Remele, PA. Judge Katherine A. Constantine handles the case. She has entered an order for relief, officially placing American Bancorporation in Chapter 11. Judge Kathleen H. Sanberg was originally assigned to the case but she disqualified herself in the case, according to her May 1 order of recusal. AMSTERDAM HOUSE: Targeting October Confirmation of Plan ------------------------------------------------------- Before filing for bankruptcy, Amsterdam House Continuing Care Retirement Community, Inc., negotiated the terms of a Chapter 11 plan with holders of revenue bonds. The Debtor is seeking court approval of the pre-negotiated plan based on this time-line: -- An Aug. 20, 2014 deadline for objections to the explanatory disclosure statement; -- Aug. 27 deadline for responses to objections to the disclosure statement; -- A hearing on the disclosure statement on Sept. 3; -- A voting record date of Sept. 3; -- A Sept. 9 deadline for mailing by the Debtor of solicitation packages to voting creditors; -- A Sept. 9 deadline to file a FRBP Rule 3018 motion; -- An Oct. 7 deadline for creditors to submit ballots; -- An Oct. 7 due date for objections to confirmation of the plan; and -- A hearing to consider confirmation of the Plan on Oct. 21. The Debtor's plan is designed to have no meaningful impact on the residents residing at Harborside or the Debtor's general unsecured creditors. Indeed, except to the extent that a holder of an allowed general unsecured claim agrees to a less favorable treatment under the Plan, each holder of an allowed general unsecured claim is anticipated to receive payment in full, in cash, of the unpaid portion of such allowed general unsecured claim. Further, all residency agreements will be assumed under the plan. The Debtor is proposing a Sept. 30, 2014 deadline for creditors (other than governmental entities) to file proofs of claims. It wants a Jan. 20, 2015 bar date for governmental entities. The Debtor estimates that payments to employees will total $490,000, payments to financial and business consultants will total $481,000, and $69,800 will be paid to officers and directors within 30 days following the Petition Date. The Debtor expects cash receipts to total $1.08 million and cash disbursements to reach $2.82 million during the first 30 days of the Chapter 11 case. Holders of approximately 75% of outstanding revenue bonds who support the negotiated plan are represented by: Daniel S. Bleck, Esq. MINTZ LEVIN COHN FERRIS GLOVSKY & POPEO, PC One Financial Center Boston, MA 02111 E-mail: dsbleck@mintz.com A copy of the affidavit in support of the first-day motions is available for free at: http://bankrupt.com/misc/Amsterdam_1st_Day_Affidavit.pdf About Amsterdam House Amsterdam House Continuing Care Retirement Community, Inc., owns and operates Harborside, an upscale retirement community is situated on 8.9 acres in Port Washington, New York. Harborside -- http://www.theamsterdamatharborside.com/-- is Nassau County's first and only CCRC licensed under Article 46 of the New York Public Health Law. CCRCs provide senior citizens with a full range of living accommodations and healthcare services during their retirement years. Harborside currently offers 329 units of varying sizes for independent, enriched, and skilled nursing care. Amsterdam House filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 14-73348) on July 22, 2014, in Central Islip, New York, to implement a prenegotiated bankruptcy-exit plan. The case is assigned to Judge Alan S Trust. Ingrid Bagby, Esq., at Cadwalader Wickersham & Taft LLP, serves as the Debtor's counsel. Grant Thornton LLP serves as financial advisors, Herbert J. Sims & Co., Inc., serves as investment bankers, and Kurtzman Carson Consultants LLC acts as claim and noticing agent. The Company said that total assets were $286 million and debt was $437 million as of April 30, 2014. AMSTERDAM HOUSE: Seeks to Use Bondholders' Cash Collateral ---------------------------------------------------------- Amsterdam House Continuing Care Retirement Community, Inc., is asking for approval from the bankruptcy court to use cash collateral of bondholders and grant adequate protection to UMB Bank, n.a., as successor indenture trustee for the revenue bonds. The Debtor is obligated to UMB Bank for the benefit of the beneficial holders of the tax-exempt bonds authorized and issued by the Nassau County Industrial Development Agency in December 2007 for the benefit of the Debtor. The proceeds of the bonds were used by the Debtor to acquire Harborside. As of the Petition Date, the unpaid principal on the bonds amount to $221 million. The Debtor will use cash until Oct. 25, 2014, in accordance with a budget. It will use the cash collateral to fund operating expenses and professional fees, as well as for purposes of insurance, taxes, and other ordinary course costs and expenses related to the Debtor's operations. The Debtor believes that the cash collateral budget will be adequate (inclusive of professional fees and disbursements), considering all available assets, to pay all administrative expenses due or accruing during the period covered therein. The Debtor will grant the 2007 Bond Trustee adequate protection for any diminution in the value of the cash collateral and the other prepetition bond collateral in the form of replacement liens and a superpriority claim. The 2007 Indenture established various funds to be held by the 2007 Bond Trustee, including a "Debt Service Reserve Fund" and an "Entrance Fee Fund". As of the Petition Date, the aggregate balance of the Debt Service Reserve Fund was approximately $7,905,905 million, and the balance of the Entrance Fee Fund was approximately $4,445,874 million. The Bond Trustee Funds are held in trust for the benefit of the bondholders. Under the proposed interim order, and with the 2007 Bond Trustee's consent, the Debtor is authorized to access funds in an aggregate amount not to exceed $2,220,000 from the Entrance Fee Fund in order to satisfy any obligation of the Debtor to pay resident refunds that become due and owing during the Chapter 11 case and that are required to be paid pursuant to any residency agreements with the residents of Harborside, provided that such authorization shall be effective only after the Debtor has expended $2,350,000 from its operating revenues generated during the Chapter 11 Case and/or from funds held in its operating account to pay Refunds during the chapter 11 Case. Once the aggregate amount of refunds paid from the Entrance Fee Fund during the Chapter 11 case equals or exceeds $2,220,000, the Debtor may pay any additional refunds that become due and payable during the Chapter 11 Case from the Entrance Fee Fund only with the consent of the 2007 Bond Trustee. During the Chapter 11 Case, the Debtor shall hold in an escrow account all entrance fees it receives under any residency agreement entered into on or after June 1, 2014. The Debtor's interest in the New Entrance Fee Escrow Account and the funds therein shall be subject to a first priority lien in favor of the 2007 Bond Trustee for the benefit of the Bondholders. The parties agree that the Debtors' access to cash collateral will terminate in the event, among other things: -- The Debtor fails to obtain entry of an order confirming the Plan of Reorganization on or before October 24, 2014, which date shall be subject to extension by the 2007 Bond Trustee without further order of the Court; -- The Plan of Reorganization fails to become effective as of November 28, 2014 as required by the Plan Support Agreement; or -- The Court fails to enter a final order allowing the Debtors' access to cash collateral on or before Aug. 22, 2014. About Amsterdam House Amsterdam House Continuing Care Retirement Community, Inc., owns and operates Harborside, an upscale retirement community is situated on 8.9 acres in Port Washington, New York. Harborside -- http://www.theamsterdamatharborside.com/-- is Nassau County's first and only CCRC licensed under Article 46 of the New York Public Health Law. CCRCs provide senior citizens with a full range of living accommodations and healthcare services during their retirement years. Harborside currently offers 329 units of varying sizes for independent, enriched, and skilled nursing care. Amsterdam House filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 14-73348) on July 22, 2014, in Central Islip, New York, to implement a prenegotiated bankruptcy-exit plan. The case is assigned to Judge Alan S Trust. Ingrid Bagby, Esq., at Cadwalader Wickersham & Taft LLP, serves as the Debtor's counsel. Grant Thornton LLP serves as financial advisors, Herbert J. Sims & Co., Inc., serves as investment bankers, and Kurtzman Carson Consultants LLC acts as claim and noticing agent. The Company said that total assets were $286 million and debt was $437 million as of April 30, 2014. AMSTERDAM HOUSE: Seeking Sept. 5 Extension of Schedules Deadline ---------------------------------------------------------------- Amsterdam House Continuing Care Retirement Community, Inc., is asking the bankruptcy court to extend by 31 days through and including Sept. 5, 2014, the deadline to file schedules of assets and liabilities, schedules of current income and expenditures, schedules of executory contracts and unexpired leases, and statements of financial affairs. Counsel to the Debtor, Ingrid Bagby, Esq., at Cadwalader, Wickersham & Taft LLP, explains that due to the nature of the Debtor's business, its relatively limited administrative staff available to review its financial records and affairs during this critical juncture, and the multiple critical operational matters that its professionals must address at the beginning of the chapter 11 case, the Debtor will not be in a position to properly and accurately complete the schedules and statements within the required 14-day period. About Amsterdam House Amsterdam House Continuing Care Retirement Community, Inc., owns and operates Harborside, an upscale retirement community is situated on 8.9 acres in Port Washington, New York. Harborside -- http://www.theamsterdamatharborside.com/-- is Nassau County's first and only CCRC licensed under Article 46 of the New York Public Health Law. CCRCs provide senior citizens with a full range of living accommodations and healthcare services during their retirement years. Harborside currently offers 329 units of varying sizes for independent, enriched, and skilled nursing care. Amsterdam House filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 14-73348) on July 22, 2014, in Central Islip, New York, to implement a prenegotiated bankruptcy-exit plan. The case is assigned to Judge Alan S Trust. Ingrid Bagby, Esq., at Cadwalader Wickersham & Taft LLP, serves as the Debtor's counsel. Grant Thornton LLP serves as financial advisors, Herbert J. Sims & Co., Inc., serves as investment bankers, and Kurtzman Carson Consultants LLC acts as claim and noticing agent. The Company said that total assets were $286 million and debt was $437 million as of April 30, 2014. AMSTERDAM HOUSE: Proposes KCC as Claims and Noticing Agent ---------------------------------------------------------- Amsterdam House Continuing Care Retirement Community, Inc., is seeking bankruptcy court approval to employ Kurtzman Carson Consultants LLC as claims and noticing agent. The Debtor has a substantial number of potential creditors and other parties in interest in the chapter 11 case. Although the Office of the Clerk of the Court ordinarily would serve notices on the Debtor's creditors and other parties in interest and administer claims against the Debtor, the Clerk's Office may not have the resources to undertake such tasks, especially in light of the size of the Debtor's creditor body and the expedited timelines that frequently arise in chapter 11 cases. Prior to the Petition Date, the Debtors provided KCC with a retainer in the amount of $5,000. The fee structure (which lists the rates or prices to be charged by KCC) agreed upon by the parties were not included in publicly- available court filings. James Davis, president and CEO, attests that KCC is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: KURTZMAN CARSON CONSULTANTS LLC 2335 Alaska Ave. El Segundo, CA 90245 Attn: Drake D. Foster Tel: (310) 823-9000 Fax: (310) 823-9133 E-mail: dfoster@kccllc.com About Amsterdam House Amsterdam House Continuing Care Retirement Community, Inc., owns and operates Harborside, an upscale retirement community is situated on 8.9 acres in Port Washington, New York. Harborside -- http://www.theamsterdamatharborside.com/-- is Nassau County's first and only CCRC licensed under Article 46 of the New York Public Health Law. CCRCs provide senior citizens with a full range of living accommodations and healthcare services during their retirement years. Harborside currently offers 329 units of varying sizes for independent, enriched, and skilled nursing care. Amsterdam House filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 14-73348) on July 22, 2014, in Central Islip, New York, to implement a prenegotiated bankruptcy-exit plan. The case is assigned to Judge Alan S Trust. Ingrid Bagby, Esq., at Cadwalader Wickersham & Taft LLP, serves as the Debtor's counsel. Grant Thornton LLP serves as financial advisors, Herbert J. Sims & Co., Inc., serves as investment bankers, and Kurtzman Carson Consultants LLC acts as claim and noticing agent. The Company said that total assets were $286 million and debt was $437 million as of April 30, 2014. ARC DOCUMENT: S&P Raises CCR to 'BB-'; Outlook Stable ----------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Walnut Creek, Calif.-based printing service provider ARC Document Solutions Inc. to 'BB-' from 'B+'. The outlook is stable. At the same time, S&P revised its recovery rating on the company's $200 million term loan to '2', indicating our expectation for substantial (70% to 90%) recovery in the event of a payment default, from '3' (50% to 70% recovery expectation). S&P subsequently raised its issue-level rating on this debt to 'BB' from 'B+', in accordance with S&P's notching criteria. The upgrade reflects S&P's expectation that the company will maintain leverage at less than 3x, as well as the company's prospects for more stable operating performance. ARC has deleveraged through amortization payments on its $200 million term loan, in addition to voluntary debt repayments. S&P expects that the company will exceed its $10 million required amortization payments in 2014 by repaying an additional $10 million to $20 million, which results in leverage in the 2.5x area at the end of 2014, down from 3.1x at year-end 2013. Based on S&P's view that the company will be able to maintain leverage below 3x, it has revised its financial risk profile assessment to "intermediate" from "significant." S&P regards ARC's business risk profile as "weak" because of negative structural trends in the company's traditional black and white offsite reprographic services and the narrow scope of its market and customers. While traditional reprographics remains a significant revenue segment, S&P expects that weakness in commercial construction activity and changing preferences of ARC customers to either print onsite or to view documents digitally, will continue to pressure the reprographics segment revenue. On the positive side, ARC's onsite service grew 8% in the first quarter, and now accounts for a significant proportion of revenue at 31%. Moreover, it positions the company to serve its customers' increased needs for enterprise documents as opposed to only project-related printing needs. S&P views ARC's financial risk profile as "intermediate," based on its expectation that leverage will be about 2.5x at the end of 2014. The company generates roughly $30 million of discretionary cash flow annually, which S&P expects the company to use primarily for debt reduction. The company has not bought back shares, issued dividends, nor completed any acquisitions in the past few years, and S&P do not expect that to change, at least over the intermediate term. S&P's initial analytical outcome ("anchor") is 'bb'. S&P places particular analytical emphasis on the continuing weakness in the traditional reprographics segment, which at this point is still a significant portion of ARC's revenue. S&P views this structural weakness in the context of slower structural decline for mainstream printing firms, many of which have broader-based businesses than ARC. This comparison has a one-notch negative effect, resulting in a corporate credit rating of 'BB-'. ARCHDIOCESE OF MILWAUKEE: Creditors' Attys Press Church to Pay Up ----------------------------------------------------------------- Peg Brickley, writing for The Wall Street Journal, reported that the lawyers of unsecured creditors, chiefly survivors of sexual abuse, are asking the Archdiocese of Milwaukee to pay the bills they incurred while working on the Chapter 11 bankruptcy case. According to the report, citing papers filed by creditor lawyers, court records show the archdiocese has stacked up more cash than it projected back in January 2013, when it petitioned the bankruptcy court to suspend monthly professional fee payments on the grounds money was tight. As of the end of June, the archdiocese reported it had run up $5.8 million worth of fees, court records show, the Journal said. About Archdiocese of Milwaukee The Diocese of Milwaukee was established on Nov. 28, 1843, and was elevated to an Archdiocese on Feb. 12, 1875, by Pope Pius IX. The region served by the Archdiocese consists of 4,758 square miles in southeast Wisconsin which includes counties Dodge, Fond du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan, Walworth, Washington and Waukesha. There are 657,519 registered Catholics in the Region. The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Wis. Case No. 11-20059) on Jan. 4, 2011, to address claims over sexual abuse by priests on minors. The Archdiocese became at least the eighth Roman Catholic diocese in the U.S. to file for bankruptcy to settle claims from current and former parishioners who say they were sexually molested by priests. Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in Milwaukee, Wisconsin, serves as the Archdiocese's counsel. The Official Committee of Unsecured Creditors in the bankruptcy case has retained Pachulski Stang Ziehl & Jones LLP as its counsel, and Howard, Solochek & Weber, S.C., as its local counsel. The Archdiocese estimated assets and debts of $10 million to $50 million in its Chapter 11 petition. ASHER INVESTMENT: Has Until Sept. 16 to File Reorganization Plan ---------------------------------------------------------------- The Bankruptcy Court established Sept. 16, 2014, as the deadline for Asher Investment Properties, LLC, to file a Plan of Reorganization and explanatory Disclosure Statement. The Court also set Sept. 30 at 10:00 a.m., as preliminary hearing to review the adequacy of the Disclosure Statement. The Court said that if a Disclosure Statement and a Plan have not been timely filed, the Court may either dismiss or convert the case at that time. Furthermore, if a Disclosure Statement and Plan have been filed and the Court determines that the Disclosure Statement and Plan are not adequate, the Court may either dismiss or convert the case at that time. About Asher Investment Properties, LLC 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. AURASOURCE INC: TAAD LLP Raises Going Concern Doubt --------------------------------------------------- AuraSource, Inc., filed with the U.S. Securities and Exchange Commission early this month its annual report on Form 10-K for the fiscal year ended March 31, 2014. TAAD LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has incurred significant losses from operations and has an accumulated deficit of $10.94 million as of March 31, 2014. The Company reported a net loss of $2.85 million on $454,820 of total revenues for the fiscal year ended March 31, 2014, compared with a net loss of $2.56 million on $nil of total revenues in 2013. The Company's balance sheet at March 31, 2014, showed $1.91 million in total assets, $1.65 million in total liabilities, and stockholders' equity of $258,383. A copy of the Form 10-K is available at: http://is.gd/du40Q8 AuraSource, Inc., a development stage company, focuses on the development and production of industrial energy and feedstock used for industrial applications. It develops hydrocarbon clean fuel technologies, including AuraCoal clean coal technology to remove sulfur and ash from coal pre-combustion; ultrafine grinding technology, which uses a fluid shock wave to grind slurry materials into ultrafine scale; and ultrafine separation that separates various size particles with various densities in the slurry. The company was founded in 1990 and is headquartered in Chandler, Arizona. BLACKBOARD INC: S&P Assigns 'B+' Rating on $968MM Secured Loans --------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' issue-level rating and '2' recovery rating to Washington, D.C.-based educational technology company Blackboard Inc.'s proposed $868 million term loan B-4 and $100 million revolver. The terms are the same as those for its previous term loan B-3 and revolver except that the new issues have lower pricing. The '2' recovery rating indicates S&P's expectations for a substantial recovery (70%-90%) in the event of a payment default. The corporate credit rating on Blackboard remains 'B' with a stable outlook, reflecting the company's "fair" business risk profile and "highly leveraged" financial risk profile. S&P's existing issue-level ratings are all unchanged by the proposed transaction. S&P's ratings on Blackboard reflect the company's fair business position with a leading market position in a narrow business niche in the fragmented and competitive educational technology market aided by strong recurring revenue and high client retention. The high business risk reflects the company's high debt level with limited drops in leverage expected in the near term. RATINGS LIST Blackboard Inc. Corporate Credit Rating B/Stable/-- New Rating Blackboard Inc. Senior Secured $868 mil. term loan B-4 B+ Recovery Rating 2 $100 mil. revolver B+ Recovery Rating 2 BLOX INC: Morgan LLP Raises Going Concern Doubt ----------------------------------------------- Blox, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K for the fiscal year ended March 31, 2014. Morgan LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has accumulated losses since inception and has a net working capital deficiency. The Company reported a net loss of $1.43 million on $759,036 of net revenues for the fiscal year ended March 31, 2014, compared with a net loss of $905,390 on $874,887 of net revenues in 2013. The Company's balance sheet at March 31, 2014, showed $2.13 million in total assets, $255,715 in total liabilities, and stockholders' equity of $1.87 million. A copy of the Form 10-K is available at: http://is.gd/djJfTi BLOX, Inc., formerly Nava Resources, Inc., is an exploration-stage company formed for the purposes of acquiring, exploring, and if warranted and feasible, developing natural resource properties. The Company is a junior exploration company. The Company's two claims cover 637.39 hectares (approximately 1575.03 acres) mineral concession on Vancouver Island, in the Province of British Columbia, Canada. These mineral claims are known as the North 1 and North 2 Claims. As of June 30, 2010, the North Claims were without known reserves. On February 27, 2014, Blox Inc completed its acquisition of International Eco Endeavors Corp. BOWLMOR AMF: S&P Affirms 'B' Corp. Credit Rating; Outlook Stable ---------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating on Bowlmor AMF Corp., which is engaged in the business of operating bowling centers in the U.S. and Mexico. The outlook is stable. At the same time, S&P assigned the company subsidiary AMF Bowling Centers Inc.'s proposed $430 million first-lien facility (consisting of a $30 million revolver due 2019 and a $400 million term loan due 2021) a 'B' issue-level rating, with a recovery rating of '3', indicating S&P's expectation for meaningful (50% to 70%) recovery for lenders in the event of a payment default. In addition, S&P affirmed the rating on Bowlmor's $265 million senior secured credit facility (consisting of a $245 million term loan due 2018 and a $20 million revolver due 2018) at 'B', with a recovery rating of '3'. S&P plans to withdraw the ratings on this facility once repaid. Bowlmor plans to use the proceeds from the $400 million term loan and $200 million sale/leaseback transaction to repay its existing first- and second-lien term loan balances, to acquire Brunswick's retail bowling business, to pay transaction fees and expenses, and to add cash to the balance sheet. The 'B' corporate credit rating on Bowlmor reflects S&P's assessment of the company's business risk profile as "weak" and our assessment of the company's financial risk profile as "highly leveraged," per S&P's criteria. S&P's assessment of Bowlmor's business risk profile as "weak" reflects the risks associated with the integration and repositioning of the AMF operations and the newly acquired Brunswick centers, and the secular challenges facing the bowling center industry because of declining league participation, which reduces multiweek commitments. The decrease in league play places greater reliance on impulse-driven open bowling and food and beverage spending, which is more volatile and exposes Bowlmor to increased competition from other forms of entertainment. These risks are tempered by the geographic diversity of the portfolio and an experienced management team, with previous success in turning around underperforming bowling assets. Further, the acquisition of Brunswick's centers will improve the scale of the business by acquiring the next largest competitor in the bowling industry with meaningful size and will expand the Bowlmor footprint in existing key markets including California, Arizona, Georgia, Colorado, and New Jersey. S&P's assessment of Bowlmor's financial risk profile as "highly leveraged" reflects the high debt levels (including operating lease commitments), S&P's expectation for modest excess cash flow generation because of the company's capital program to execute its growth initiatives, and the majority ownership by private equity sponsor, Cerberus Capital Management L.P, reflecting the incentives that exist for financial sponsors to potentially increase leverage. S&P is forecasting an improvement in credit metrics to the low-5x Standard & Poor's adjusted debt-to-EBITDA in 2015 from the high-5x in 2014 as a result of the sale/leaseback transaction with iStar and the repayment of the current higher cost debt that was put in place late last year. S&P anticipates the Brunswick transaction will close by the end of the first fiscal quarter of 2015. BRENNAN'S INC: New Orleans Restaurant Sold in $3 Million Deal ------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Ronald Hof, the Chapter 7 trustee for Brennan's Inc., got final approval to sell the assets, including the restaurant's name, to 417 Royal Street LLC under a contract that was worth $3 million, including $467,500 in cash. According to the report, the sale included title to Brennan's name, menus, recipes and restaurant memorabilia, along with furniture, fixtures, and equipment. The buyer had already acquired the restaurant property at a foreclosure sale in May 2013, the report noted. About Brennan's Inc. Brennan's opened on Bourbon Street in the New Orleans French Quarter in 1946 and moved in 1956 to a Royal Street mansion that was built for the Banque de la Louisiane in the late 18th century. The restaurant was a landmark and known as the place where Bananas Foster was invented. Brennan's Inc., the famed restaurant in the New Orleans French Quarter, is being liquidated in Chapter 7 bankruptcy. Creditors including an affiliate of Sysco Corp. filed an involuntary bankruptcy petition (Bankr. E.D. La. Case No. 13-bk-12985) on Oct. 28, 2013. Brennan's didn't oppose the petition. The bankruptcy judge declared the restaurant a Chapter 7 bankrupt on Dec. 5, 2013. Ronald Hof will serve as trustee unless creditors elect a trustee of their own to liquidate the assets. The almost 70-year-old restaurant was in the midst of intra-family disputes. Ted Brennan was removed as president in June. He filed an appeal in U.S. Court of Appeals in New Orleans seeking reinstatement. CALDERA PHARMACEUTICALS: Posts $5.4 Million Net Income in Q1 ------------------------------------------------------------ Caldera Pharmaceuticals, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $5.42 million on $254,220 of sales for the three months ended March 31, 2014, as compared with a net loss of $766,343 on $237,414 of sales for the same period in 2013. The Company's balance sheet at March 31, 2014, showed $6.48 million in total assets, $3.43 million in total liabilities, $133,350 in convertible redeemable preferred stock and $2.91 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Jn0k7v About Caldera Based in Cambridge, Massachusetts, Caldera Pharmaceuticals, Inc., is a drug discovery and pharmaceutical services company that is based on a proprietary x-ray fluorescence technology, called XRpro(R). Caldera Pharmaceuticals incurred a net loss applicable to common stock of $5.88 million on $708,273 of sales for the year ended Dec. 31, 2013, as compared with a net loss applicable to common stock of $951,791 on $1.90 million of sales for the year ended Dec. 31, 2012. The Company's balance sheet at Dec. 31, 2013, showed $1.68 million in total assets, $3.91 million in total liabilities, $133,350 in convertible redeemable preferred stock, and a $2.36 million total stockholders' deficit. CAREFREE WILLOWS: Further Plan-Related Proceedings Stayed --------------------------------------------------------- Bankruptcy Judge Mike K. Nakagawa ordered that all further proceedings with respect to Carefree Willows, LLC's Fifth Amended Plan of Reorganization, are stayed pending further Court order. On July 16, 2014, the Court held a status conference in the Debtor's bankruptcy proceeding. The Court considered the competing plans filed by the Debtor and by creditor AG/ICC Willows Loan Owner, L.L.C. At the status conference, counsel appeared on behalf of the Debtor, well as for AG and for various guarantors of a promissory note held by AG. A good faith objection was raised by AG in connection with the Debtor's proposed plan filed on June 4. The Debtor's Plan provides that, upon confirmation, all property of the estate of the Debtor will be re-vested in the Debtor which will retain property as the Reorganized Debtor free and clear of all claims and interests of the creditors. A copy of the Fifth Amended Plan is available for free at http://bankrupt.com/misc/CAREFREEWILLOWS_1186_5plan.pdf About Carefree Willows LLC Carefree Willows LLC is the owner of a 300-unit senior housing complex, located 3250 S. Town Center Drive, in Las Vegas, Nevada. Carefree Willows filed a Chapter 11 petition (Bankr. D. Nev. Case No. 10-29932) on Oct. 22, 2010. The Law Offices of Alan R. Smith, in Reno, Nevada, serves as counsel to the Debtor. The Debtor disclosed $30,604,014 in assets and $36,531,244 in liabilities as of the Chapter 11 filing. CASCADE AG: Pivotal Solutions Terminated as Liquidating Agent ------------------------------------------------------------- Bankruptcy Judge Karen A. Overstreet terminated and discharged Pivotal Solutions, Inc., as liquidating agent in the Chapter 11 case of Cascade AG Services, Inc. The Court also ordered that: 1. PSI will terminate all billings for its services as Liquidating Agent effective as of May 31, 2014. 2. PSI will pay any unpaid invoices for goods or services it has incurred while serving as Liquidating Agent and then deposit all remaining funds held by it as Liquidating Agent into the registry of the Court, to be held pending further order of the Court. 3. PSI will retain any records of the Debtor currently in its possession pending further order of the Court. 4. PSI will file its final report and accounting and applications for compensation for itself and its professionals, and provide notice thereof to all creditors and persons requesting special notice. The filing of the final report and accounting and applications for compensation are without prejudice to Liquidating Agent or its professionals' right to file further applications for compensation or seek further relief from the Court. Pivotal Solutions was appointed by the court on Sept. 9, 2013, to close Cascade Ag's business and effect the sale of the Debtor's inventory and equipment to Kruger Foods, Inc. One PacificCoast Bank, a creditor, asked the Bankruptcy Court to terminate and discharge the liquidating agent, telling the Court that the June 24, 2014 auction of equipment sold to Colombia State Bank and Washington Federal can be handled without the liquidating agent. OPCB also states that the Debtor's remaining assets can be disposed of without the liquidating agent. The liquidating agent held funds of approximately $938,000 as of April 1, 2014. The liquidating agent did not object to OPCB's request. Colombia State Bank supported OPCB's request. provided that the liquidating agent and its counsel file their fee applications with the Court. Washington Federal's position is unclear. Haller Farms objected to OPCB's request, stating that the effect of granting OPCB's motion on shortened time would be to impair Haller Farms' rights against the Liquidating Agent, the estate, and the purchasers of the Debtor's assets, including Kruger Foods Inc., OPCB, Columbia Bank, and Washington Federal. Haller Farms is represented by Danial D. Pharris, Esq., at SPERRY & EBBERSON, P.L.L.C. In a separate filing, Kruger Foods, Inc., by its attorney Stephen A. Burnham, of Campbell, Dille, Bernett & Smith PLLC, responded to OPCB's motion, stating that the Court must deny the motion to terminate the Liquidating Agent and enter an order directing the liquidating agent to continue its Court-appointed capacity until all acquired assets have been removed from the equipment yard and delivered to the possession of Kruger and other purchasers. Cairncross & Hempelmann, P.S., by and through its authorized officer, John Rizzardi, responded to the motion, stating that the Court should retain jurisdiction over the case until the U.S. Trustee's office files a report and recommendation as to any other assets or causes of action, scheduled or otherwise, that may be available for creditors of the estate. The report and recommendation must be filed no later than Aug. 1, 2014, as the two year anniversary date of the case is Aug. 13. CH is an administrative claimant in the estate, having incurred a substantial amount of professional fees that remain unpaid. Portions of these fees have been allowed on an interim basis. The Liquidating Agent supported OPCB's motion on the condition that these protections contained in the Court's Sept. 9, 2013, order are included in the order discharging the liquidating agent: 1. the Liquidating Agent is discharged and released from any potential claims pursuant to the sale order; 2. the Court maintain jurisdiction of the sale order over all issues regarding the liquidating agents' actions since appointment; 3. funds maintained by the Court to defend the Liquidating Agent from any claims and pay liquidating agent and its counsel's fees pursuant to the sale order. Washington Federal, a creditor, also supported the Bank's motion to terminate Liquidating Agent. CH is represented by: John R. Rizzardi, Esq. CAIRNCROSS & HEMPELMANN, P.S. 524 Second Avenue, Suite 500 Seattle, WA 98104-2323 Tel: (206) 587-0700 Fax: (206) 587-2308 E-mail: jrizzardi@cairncross.com Washington Federal is represented by: Charles R. Ekberg, Esq. Gregory R. Fox, Esq. LANE POWELL PC 1420 Fifth Avenue, Suite 4200 P.O. Box 91302 Seattle, WA 98111-9402 Tel: (206) 223-7000 Fax: (206) 223-7107 About Cascade AG Services, Inc. Cascade AG Services, Inc., dba Pleasant Valley Farms, fdba Mountain View Produce, Inc., fdba Staffanson Harvesting LLC, fdba Sterling Investment Group, L.L.C., is a vegetable processing company that processes Washington-grown cucumbers and cabbage into pickles and sauerkraut. Cascade AG filed for Chapter 11 bankruptcy (Bankr. W.D. Wash. Case No. 12-18366) on Aug. 13, 2012. In amended schedules, the Debtor disclosed $25,522,648 in assets and $21,354,742 in liabilities as of the Chapter 11 filing. Lawyers at Cairncross & Hempelmann PS, in Seattle, serve as the Debtor's counsel. Clyde A. Hamstreet & Associates, LLC, is the Debtor's chief restructuring officer and financial advisor. The petition was signed by Craig Staffanson, president. The U.S. Trustee appointed seven creditors to the Official Unsecured Creditors' Committee. Lawrence R. Ream, Esq., at Schwabe, Williamson & Wyatt PC, Seattle, represents the Committee as counsel. DIP lender One PacificCoast Bank, FSB, is represented by Brad T. Summers, Esq., and David W. Criswell, Esq. The Plan filed in the Debtor's case contemplates a $3.0 million capital infusion. Money contributed to fund the Plan will be used to satisfy Administrative Expense Claims to the extent that those Claims must be satisfied for Confirmation, unless there is agreement with Holders of Administrative Expense Claims to defer payment. CATALENT PHARMA: S&P Puts 'B+' CCR on CreditWatch Positive ---------------------------------------------------------- Standard & Poor's Ratings Services placed its 'B+' corporate credit rating, 'BB-' senior secured issue-level rating, and 'B' unsecured term loan ratings on pharmaceutical contract manufacturer and drug development company Catalent Pharma Solutions Inc. on CreditWatch with positive implications. "The CreditWatch placements follow the company's announcement that it has launched its road show for an IPO of common stock and our belief that the company will use a portion of the proceeds to reduce debt," said credit analyst Shannan Murphy. "We will resolve our CreditWatch listing when more information about the total amount of IPO proceeds raised and the application of those proceeds becomes available. We could raise the corporate credit rating by one notch (to 'BB-') if the company is able to reduce debt by $700 million from IPO proceeds. Under this scenario, we could revise our issue-level rating on the company's senior secured term loan to 'BB' from 'BB-', reflecting a raised corporate credit rating, and raise our issue-level rating on the company's unsecured term loan to 'BB-' from 'B', reflecting the raised corporate and improved recovery prospects for this debt due to lower debt at this level," S&P said. CLEARWATER PAPER: S&P Assigns 'BB' Rating on $300MM Sr. Notes ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB' issue-level rating and '3' recovery rating to Spokane, Wash.-based Clearwater Paper Corp.'s proposed $300 million senior notes due 2025. According to the company, it expects to use the proceeds plus available cash on hand to redeem its existing 7.125% senior notes. The 'BB' corporate credit rating and positive outlook on the company remain unchanged. "The 'BB' corporate credit rating reflects our "fair" business risk and "significant" financial risk assessments. None of the modifiers have an effect on the final rating. Clearwater is the sixth-largest North American tissue manufacturer, with a leading market position in the growing private-label tissue niche, which we believe will prove less cyclical relative to the company's pulp and paperboard segment. We view Clearwater's customer concentration to be high, with three national grocery chains (including Kroger Co.) accounting for roughly one-quarter of all sales. The company holds a mid-tier market position as the fifth- largest North American manufacturer of bleached paperboard. While we expect tissue paper and paperboard demand to be relatively stable through the cycle, Clearwater's profitability is subject to changes in volatile fiber, chemicals, natural gas, and transportation costs. The company's EBITDA margins are below that of significantly larger branded tissue producers; however, they are on average with those for the overall forest and paper products industry. A key consideration for our positive outlook is that cash flow and leverage measures for 2014-2015 will be strong for a significant financial risk assessment. Furthermore, we expect that leverage under a stress scenario, in which forecast EBITDA declines more than 30%, would likely remain below 3.5x," S&P said. Ratings List Clearwater Paper Corp. Corporate credit rating BB/Positive/-- Clearwater Paper Corp. Senior unsecured notes BB Recovery rating 3 CLOUDEEVA INC: Shareholder Objects to Payment to Creditors ---------------------------------------------------------- Bartronics Asia PTE Ltd., objected to several first-day motions filed by Cloudeeva, Inc., and its debtor affiliate, and accused Adesh Tagayi, the purported chief executive officer and chairman of the Debtor, of fraudulently transferring its business and diverting its receivables to a competing company under his direct and indirect control, and commenced the bankruptcy proceedings to delay being forcibly ousted from control of the Debtor until he can finish siphoning off their only remaining valuable assets. Bartronics, the majority shareholder of Debtor Cloudeeva, Inc., a Florida corporation, objected to the Debtor's requests to make disburse money to pay certain creditors. Bartronics objected to the Debtor's request to pay up to $1,226,054 on an interim basis, and up to $1,451,256 on a final basis, to vendors deemed "critical" to the Debtor's operations. Bartronics asserted that it is highly inappropriate and unwarranted for the Court to grant open-ended permission for the Debtor, under current management, to pay any debt to any vendor deemed "critical" in the exercise of their unilaterial discretion. Bartronics also objected to the Debtor's request to pay claims of certain foreign creditors, pay cash under a factoring agreement, and pay prepetition employee obligations, for the same reason as Bartronics' objection to the request to pay critical vendors. Bartronics is represented by: Richard M. Meth, Esq. FOX ROTHSCHILD LLP 75 Eisenhower Parkway, Suite 200 Roseland, NJ 07068 Tel: 973-992-4800 Email: rmeth@foxrothschild.com -- and -- Daniel J. Saval, Esq. Mason C. Simpson, Esq. Shoshana B. Kaiser, Esq. BROWN RUDNICK LLP 7 Times Square New York, NY 10036 Tel: 212-209-4800 Fax: 212-209-4801 Email: dsaval@brownrudnick.com msimpson@brownrudnick.com skaiser@brownrudnick.com About Cloudeeva, Inc. Cloudeeva, Inc., a public company previously known as Systems America, Inc., is a global cloud services and technology solutions company specializing in cloud, big data and mobility solutions and services. The company provides information technology staffing services to major clients and third party vendors in the United States and India. The company headquarters are in East Windsor, New Jersey, with regional offices in California, Illinois and international offices in India. Cloudeeva, Inc., and its affiliates sought Chapter 11 bankruptcy protection (Bankr. D.N.J. Lead Case No. 14-24874) in Trenton, New Jersey, on July 21, 2014. Cloudeeva estimated assets of at least $10 million and debt of less than $10 million. The company said only $209,000 is owing to its lender Prestige Capital Corp. and more than $5.2 million is owed for trade vendor payables. The cases are assigned to Judge Kathryn C. Ferguson. The Debtors are seeking joint administration of their Chapter 11 cases for procedural purposes. The Debtors have tapped Lowenstein Sandler LLP as counsel, and Kurtzman Carson Consultants LLC as claims and noticing agent. According to the docket, the Debtors' exclusive right to file a plan expires on Nov. 18, 2014. CLOUDEEVA INC: Can Employ KCC as Claims & Noticing Agent -------------------------------------------------------- Juge Kathryn C. Ferguson of the U.S. Bankruptcy Court for the District of New Jersey authorized Cloudeeva, Inc., to employ Kurtzman Carson Consultants LLC as claims and noticing agent. By appointing KCC as the claims and noticing agent in these Chapter 11 cases, the distribution of notices and the processing of claims will be expedited, and the clerk's office will be relieved of the administrative burden of processing what may be an overwhelming number of claims. Prior to the Petition Date, the Debtors provided KCC with a retainer in the amount of $10,000. About Cloudeeva, Inc. Cloudeeva, Inc., a public company previously known as Systems America, Inc., is a global cloud services and technology solutions company specializing in cloud, big data and mobility solutions and services. The company provides information technology staffing services to major clients and third party vendors in the United States and India. The company headquarters are in East Windsor, New Jersey, with regional offices in California, Illinois and international offices in India. Cloudeeva, Inc., and its affiliates sought Chapter 11 bankruptcy protection (Bankr. D.N.J. Lead Case No. 14-24874) in Trenton, New Jersey, on July 21, 2014. Cloudeeva estimated assets of at least $10 million and debt of less than $10 million. The company said only $209,000 is owing to its lender Prestige Capital Corp. and more than $5.2 million is owed for trade vendor payables. The cases are assigned to Judge Kathryn C. Ferguson. The Debtors are seeking joint administration of their Chapter 11 cases for procedural purposes. The Debtors have tapped Lowenstein Sandler LLP as counsel, and Kurtzman Carson Consultants LLC as claims and noticing agent. According to the docket, the Debtors' exclusive right to file a plan expires on Nov. 18, 2014. COLLEGIATE ACADEMY: S&P Lowers ICR to 'B+' on Refunding Bonds ------------------------------------------------------------- Standard & Poor's Ratings Services lowered its issuer credit rating (ICR) to 'B+' from 'BB' on Colorado Educational and Cultural Facilities Authority's series 2004 charter school revenue refunding bonds, supported by Collegiate Academy Charter School Building Corp. and issued for Collegiate Academy Charter School. The outlook is negative. "The lowered rating reflects our view of the significant deterioration in the school's operations," said Standard & Poor's credit analyst Carlotta Mills. In addition, enrollment has dropped and management has been volatile. "The negative outlook indicates that while management appears to have stabilized and the school has a plan in place for fiscal improvement, enrollment and finances would have to improve before we could consider revising the outlook to stable," continued Ms. Mills. Debt as of the end of fiscal 2013 was $6.6 million. COLOR STAR: Hearing on Cash Collateral Use Continued to Aug. 25 --------------------------------------------------------------- The Bankruptcy Court continued until Aug. 25, 2014, the hearing to consider: i) Color Star Growers of Colorado, Inc., et al.'s motion for interim and final orders authorizing use of cash collateral; ii) the motion of Regions Bank for relief from automatic stay as to the Debtors' remaining assets constituting prepetition collateral and their proceeds; iii) the Debtors' motion for Rule 2004 examination of Regions Bank; and iv) the motion of the Official Committee of Unsecured Creditors for examination under Bankruptcy Rule 2004 of Regions Bank. Regions Bank, acting for and on behalf of Regions and Comerica Bank, secured creditors and parties-in-interest in the Debtors' cases, requested for continuance of the July 14 hearing on the Debtors' request to use cash collateral. About Color Star Color Star, a grower and wholesaler of flowers and nursery stock with greenhouses and distribution centers in Colorado, Missouri and Texas, filed for Chapter 11 bankruptcy protection in December 2013. Color Star Growers of Colorado, Inc., and two affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Tex. Case Nos. 13-42959 to 13-42961) on Dec. 15, 2013, in Sherman, Texas. The petitions were signed by Brad Walker, chief restructuring officer. The Debtors estimated assets of at least $10 million and liabilities of at least $50 million. Marcus A. Helt, Esq., and Evan R. Baker, Esq., at Gardere Wynne Sewell LLP, serve as the Debtors' counsel. Simon, Ray & Winikka LLP serves as special conflicts counsel. SSG Advisors, LLC provides investment banking services, and UpShot Services LLC serves as claims, noticing and balloting agent. The Official Committee of Unsecured Creditors appointed in the Debtors' cases retained Gavin/Solmonese, LLC as financial advisors; and Raymond J. Urbanik, Esq., Deborah M. Perry, Esq., Thomas Berghman, Esq., and Isaac J. Brown, Esq., at Munsch Hardt Kopf & Harr, PC as attorneys. COLOR STAR: NexBank Securities Withdraws Objection to Settlement ---------------------------------------------------------------- NexBank Securities, Inc., doing business as NexBank Capital Advisors formerly known as Barrier Advisors, has withdrawn without prejudice its objection to Color Star Growers of Colorado, Inc., et al's motion for approval of a compromise and settlement pursuant to Bankruptcy Rule 9019. As reported in the Troubled Company Reporter on July 11, 2014, NexBank Securities asked the Court to deny approval of the compromise and settlement of the Debtors' claims against their prepetition lenders, Regions Bank, Comerica Bank, and MCG Capital Corporation. The Official Committee of Unsecured Creditors is also a party to the global settlement. As reported by the TCR on June 25, 2014, under the terms of the proposed settlement, the Lenders will, among other things, allow $750,000 of the Debtor's cash collateral to be used solely for allowed administrative expenses. In exchange, the Debtor will provide full releases to the Lenders. Barrier Advisors contends that the Debtors fail to articulate what claims the Debtors have against the Lenders, the likelihood of success on the merits of the claims, or the potential value to the estates of the claims if they were to be pursued. Barrier believes that the reason this information is not disclosed in the Debtors' Settlement Motion is because throughout the Chapter 11 cases, the discovery sought by the Debtors and the Committee has been delayed, frustrated and stalled by the Lenders, in particular, Regions. The Debtors, according to Barrier, have not valued the claims that they have against each of the Lenders, and cannot do so because, upon information and belief, every effort by the Debtors and the Committee to obtain reasonable discovery into the claims being settled has been sidestepped by the Lenders. The motions seeking issuance of subpoenas for the Rule 2004 Examinations, and the requests for court orders granting the examinations have been continuously delayed and adjourned. Barrier has served upon each of the Debtors, the Committee, Regions and MCG Barrier a request to compel production and disclosure of relevant information necessary to assess the facts supporting the Settlement. In addition, Barrier intends to issue subpoenas, including to the Debtors and the Committee, seeking testimony of their respective representatives and counsel at the hearing on the Settlement Motion. An evidentiary hearing on the Debtors' Settlement Motion was set for July 18, 2014, at 10:00 a.m. (Central). A hearing on Barrier's motion requesting that the Court continue the hearing on the Debtors' motion was previously set for July 3, 2014 at 9:30 a.m. On July 2, 2014, Barrier asked the Court to continue the July 14 hearing until such time as the discovery requested by Barrier is completed or at a minimum 60 days from the hearing on the Settlement Motion. To the extent the Court would deny that request, Barrier asked the Court to conduct the July 14 hearing as an evidentiary hearing so that the Court can consider evidence in support of and in opposition to the Settlement Motion. Regions Bank, as administrative agent acting for and on behalf of Regions and Comerica Bank, secured creditors and parties-in- interest, filed a reply to the objection to the Debtors' motion, filed by NexBank to correct Barrier's characterization of the standard for approval of the settlement under Bankruptcy Rule 9019. In a separate filing, Bell Nunnally & Martin LLP and Nikki Gibson, an attorney with BNM, filed a reservation of rights concerning the Settlement Motion and withdrawal of witness and exhibit list in connection with the Settlement Motion. Prior to the Petition Date, BNM represented the Debtors in connection with a loan transaction with the Debtors' prepetition lenders. Regions Bank is represented by: Jason B. Binford, Esq. George H. Barber, Esq. KANE RUSSELL COLEMAN & LOGAN PC 3700 Thanksgiving Tower 1601 Elm Street Dallas, TX 75201 Tel: (214) 777-4200 Fax: (214) 777-4299 About Color Star Color Star, a grower and wholesaler of flowers and nursery stock with greenhouses and distribution centers in Colorado, Missouri and Texas, filed for Chapter 11 bankruptcy protection in December 2013. Color Star Growers of Colorado, Inc., and two affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Tex. Case Nos. 13- 42959 to 13-42961) on Dec. 15, 2013, in Sherman, Texas. The petitions were signed by Brad Walker, chief restructuring officer. The Debtors estimated assets of at least $10 million and liabilities of at least $50 million. Marcus A. Helt, Esq., and Evan R. Baker, Esq., at Gardere Wynne Sewell LLP, serve as the Debtors' counsel. Simon, Ray & Winikka LLP serves as special conflicts counsel. SSG Advisors, LLC provides investment banking services, and UpShot Services LLC serves as claims, noticing and balloting agent. The Official Committee of Unsecured Creditors appointed in the Debtors' cases retained Gavin/Solmonese, LLC as financial advisors; and Raymond J. Urbanik, Esq., Deborah M. Perry, Esq., Thomas Berghman, Esq., and Isaac J. Brown, Esq., at Munsch Hardt Kopf & Harr, PC as attorneys. CONDOR DEVELOPMENT: Sept. 23 Hearing on Confirmation of Plan ------------------------------------------------------------ The Bankruptcy Court will convene an evidentiary hearing on Sept. 23, 2014, at 9:30 a.m., to consider the confirmation of Condor Development, LLC, et al.'s Chapter 11 plan. The Court directed the parties-in-interest in the Debtors' cases to cooperate in exchanging relevant information and abide by these deadlines: 1. the Debtors must file an amended plan by Aug. 22; 2. the parties will provide a list of all potential witnesses to opposing counsel by July 18; 3. all discovery will be completed by Sept. 5; 4. the parties will exchange their proposed exhibits by Sept. 9; 5. the parties may file a brief setting forth their legal arguments and authorities by Sept. 12; 6. the pretrial order is due by Sept. 12, if the party fails to timely file the pretrial order, the evidentiary hearing may be stricken; 7. the moving party will confirm that the hearing is going forward not later than noon on Sept. 18, using the E-Docket Confirmation Process. EastWest Bank, a secured and unsecured creditor in the case, objected to the Debtors' Fourth Amended Joint Plan of Reorganization. EWB is the holder of three promissory notes executed by Condor in favor of Washington First International Bank in the total principal amount of $7,965,000. EWB is the successor-in-interest to Washington First International Bank under the Purchase and Assumption Agreement Whole Bank between the Federal Deposit Insurance Corporation as receiver for WFIB and EWB. Condor is in default under the promissory note dated Nov. 15, 2005, for failure to pay all outstanding indebtedness by March 31, 2012. The principal amount of indebtedness owed to lender as of the petition date is $785,957. As of March 31, 2012, the total loan balance owed to EWB under the First Note is no less than $792,632. According to EWB, the Debtors' Plan provided for the sale of the properties after an appropriate period of marketing with a new broker put in place by the Conservator that replaced the Debtors' previous broker. The Plan further provided that EWB would retain its liens on the properties, with interest accruing at the rate of Prime plus 1% per annum with a minimum rate of 5%. EWB also stated that there is no basis to separately classify EWB's deficiency claim. EWB is represented by Brian T. Peterson, Esq., and David C. Neu, Esq., at K&L GATES LLP. Equity owners -- Michael J. Seibert as the conservator of the estate of Joseph Ciaramella; and Laura Ciaramella (the Ciaramellas being the sole members in Debtor Condor Development, LLC, and together with Condor, a California general partnership in which they are partners, the owners of Debtor Seattle Group, Ltd. -- stated in court papers they conditionally support confirmation of the Debtors' Fourth Amended Plan. The equity owners are represented by: Thomas N. Bucknell, Esq. Edwin K. Sato, Esq. BUCKNELL STEHLIK SATO & STUBNER, LLP 2003 Western Avenue, Suite 400 Seattle, WA 98121 Tel: (206) 587-0144 Fax: (206) 587-0277 As reported in the Troubled Company Reporter, the Debtors' Plan, as amended, provides for full payment of all secured and priority unsecured creditors and a distribution to unsecured creditors out of quarterly payments of Net Cash Flow. It also contemplates the potential sale of substantially all of the Debtors' property used in operating the Comfort Inns and Suites Hotel and relate property after a sustained 12-36 month period of improved operations and a period of removal of the Property from the market. The Debtors' Owners have also agreed to make available to the Hotel a $500,000 line of credit and a $100,000 equity contribution for capital improvements during the period of operations subject to approval of the Conservatorship Court. Under the Second Amended Disclosure Statement, the Debtors revealed that as of April 11, 2014, they had made payments to East West Bank of over $691,000 since the Petition Date -- most of which was paid by the Conservator who has made monthly payments of $34,500 to secured lender East West Bank every month since February 2013. Despite these payments, East West Bank filed a motion for relief from stay and an order was entered granting relief from stay, but prohibiting East West bank from selling the property located in SeaTac, Washington, until after July 31, 2014 -- the Conditional Stay Order -- in order to provide the Debtors with the opportunity to obtain confirmation of the Plan. A copy of the Debtors' April 11, 2014 Second Amended Disclosure Statement is available for free at: http://bankrupt.com/misc/Condor_2ndAmdDS.PDF About Condor Development Condor Development LLC, aka Ciara Inn and Condor Management Group, operates the Comfort Inn Suites, a hotel located at SeaTac, Washington. Condor Development filed a Chapter 11 petition (Bankr. W.D. Wash. Case No. 12-13287) on March 30, 2012, in Seattle. In its schedules, the Debtor disclosed $16.4 million in total assets and $9.11 million in total liabilities. Affiliate Seattle Group also filed for Chapter 11 protection (Bankr. Case No. 12-13263) on March 30, 2012. The Debtor disclosed $15,501,088 in assets and $10,409,935 in liabilities as of the Chapter 11 filing. Vortman & Feinstein and Larry B. Feinstein initially represented the Debtors as counsel. They later withdrew from the case and were replaced by Lane Powell PC. Mary Jo Heston, Esq., of Lane Powell PC now serves as counsel to the Debtors. Seattle Group, Ltd., and Condor Development LLC filed a plan of liquidation that proposes the sale of substantially all of their real and personal property used in operating the Comfort Inns and Suites Hotel and related personal property. In January 2013, the case was reassigned to Judge Timothy W. Dore. CONSTELLATION ENTERPRISES: S&P Lowers CCR to 'B-'; Outlook Neg. --------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Ohio-based Constellation Enterprises LLC to 'B-' from 'B'. The outlook is negative. At the same time, S&P lowered its issue-level rating on the company's senior secured notes one notch to 'B-' from 'B'. The '4' recovery rating on the debt remains unchanged, indicating S&P's expectation for average recovery (30%-50%) in the event of a payment default. "The downgrades reflect the continued weakness in the company's EBITDA over the past several quarters and our expectation that its 2014 earnings will increase only modestly from the significantly low 2013 levels," said Standard & Poor's credit analyst Carol Hom. S&P forecasts that Constellation's credit metrics will remain weak despite its expectations for modest improvement over the next 12- 18 months and that free operating cash flow generation will remain limited. S&P expects that the company will use its revolving credit facility to make upcoming required interest payments on its senior notes. The company faces maturities in early 2016. The outlook is negative. S&P expects that Constellation's operating performance will improve modestly, even though its credit metrics will remain stretched for the rating. S&P could lower the rating if it believes the level and pace of improvement in the company's operating performance is not sufficient to allow it to successfully refinance its capital structure about a year in advance of its 2016 maturities. S&P could revise the outlook to stable if Constellation's operating prospects improve meaningfully and stabilize, translating into significantly improved and sustainable credit metrics. For instance, S&P could revise the outlook to stable if it expects total debt to EBITDA to fall below 6x and remain there, if free cash flow remains positive, and if the company is able to refinance its capital structure well in advance of maturities. DETROIT, MI: Syncora's Appeals to Be Argued July 30 --------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the U.S. Court of Appeals for the Sixth Circuit will hear arguments relating to the appeal of bond insurer Syncora Guarantee Inc. from the bankruptcy judge's recent ruling on the city of Detroit's access to casino revenues. According to the report, on the same day, Syncora will argue its pending appeal on Detroit's eligibility for bankruptcy protection. Holding arguments in late July will enable the appeals court to decide both questions before Detroit begins its 27-day plan- confirmation hearing, which is set to begin Aug. 14, Mr. Rochelle said. The casino appeal is Syncora Guarantee Inc. v. City of Detroit, 14-1864, U.S. Court of Appeals for the Sixth Circuit. The district court case was Syncora Guarantee Inc. v. City of Detroit, Michigan, 13-cv-14305, U.S. District Court, Eastern District Michigan (Detroit). About City of Detroit, Michigan The City of Detroit, Michigan, weighed down by more than $18 billion in accrued obligations, sought municipal bankruptcy protection on July 18, 2013, by filing a voluntary Chapter 9 petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit listed more than $1 billion in both assets and debts. Kevyn Orr, who was appointed in March 2013 as Detroit's emergency manager, signed the petition. Detroit is represented by lawyers at Jones Day and Miller Canfield Paddock and Stone PLC. Michigan Governor Rick Snyder authorized the bankruptcy filing. The filing makes Detroit the largest American city to seek bankruptcy, in terms of population and the size of the debts and liabilities involved. The City's $18 billion in debt includes $5.85 billion in special revenue obligations, $6.4 billion in post-employment benefits, $3.5 billion for underfunded pensions, $1.13 billion on secured and unsecured general obligations, and $1.43 billion on pension- related debt, according to a court filing. Debt service consumes 42.5 percent of revenue. The city has 100,000 creditors and 20,000 retirees. The Hon. Steven Rhodes oversees the bankruptcy case. Detroit is represented by David G. Heiman, Esq., and Heather Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day, in Los Angeles, California; and Jonathan S. Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone PLC, in Detroit, Michigan. Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing the American Federation of State, County and Municipal Employees and the International Union. Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is representing the United Automobile, Aerospace and Agricultural Implement Workers of America. A nine-member official committee of retired workers was appointed in the case. The Retirees' Committee is represented by Dentons US LLP. Lazard Freres & Co. LLC serves as the Retiree Committee's financial advisor. DEWEY & LEBOEUF: Operations Chief Says He Was Only an Employee -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Dennis D'Alessandro, who had the title chief operating officer at Dewey & LeBoeuf LLP, said in his request for dismissal of the criminal case against him that he can't be sued for the bankrupt law firm's financial mismanagement because he was only an employee and never "himself an insider." According to the report, Mr. D'Alessandro said the COO title wasn't official, simply one invented by the chairman who hired him. He said because he "had no inherent authority" he wasn't an insider, or someone who could influence or control the firm and its decisions. The D'Alessandro lawsuit is Jacobs v. D'Alessandro (In re Dewey & LeBoeuf LLP), 14-01919, U.S. Bankruptcy Court, Southern District New York (Manhattan). 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. DODGE CITY FARM: Case Summary & 10 Unsecured Creditors ------------------------------------------------------ Debtor: Dodge City Farm Supply, Inc. 101 Hatchell Lane Denham Springs, LA 70726 Case No.: 14-10934 Chapter 11 Petition Date: July 25, 2014 Court: United States Bankruptcy Court Middle District of Louisiana (Baton Rouge) Judge: Hon. Douglas D. Dodd Debtor's Counsel: Gary K. McKenzie, Esq. STEFFES, VINGIELLO & MCKENZIE, LLC 13702 Coursey Boulevard, Building 3 Baton Rouge, LA 70817 Tel: 225-751-1751 Fax: 225-751-1998 Email: gmckenzie@steffeslaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Jimmy B. Smith, Jr., president. A list of the Debtor's 10 largest unsecured creditors is available for free at http://bankrupt.com/misc/lamb14-10934.pdf ELCOM HOTELS: Miami Condotel Ex-Owner Sues Partner Over $17M Loan ----------------------------------------------------------------- Law360 reported that the largest shareholder of Miami hotel and condominium development One Bal Harbour's bankrupt former owner sued his ex-business partner, claiming he was fraudulently induced to lend $17.45 million for the condotel that was never intended to be repaid. According to the report, Thomas Sullivan's F9 Investments LLC, formerly known as ANO LLC, sued his former business partner Jorge Arevalo, claiming he fraudulently induced him to lend money to buy the hotel, spa, restaurant and 51 hotel units that Arevalo later mismanaged. The case is F9 Investments LLC et al. v. Arevalo et al., case number 2014-18733-CA, in the Eleventh Judicial Circuit Court of Florida. About Elcom Hotel Elcom Hotel & Spa LLC and Elcom Condominium LLC sought Chapter 11 protection (Bankr. S.D. Fla. Case Nos. 13-10029 and 13-10031) on Jan. 2, 2013, with plans to sell their hotel and condominium property. Elcom Condominium owns nine of the hotel condominium units at the One Bal Harbor Resort & Spa. The resort is located on five acres of land in Bal Harbor, Florida. The building and improvements consist of 185 luxury residential condominium units and 124 hotel condominium units. Elcom Hotel owns the hotel lot. Elcom Hotel disclosed $10,378,304 in assets and $20,010,226 in liabilities as of the Chapter 11 filing. The Debtor owes OBH Funding, LLC, $1.8 million on a mortgage and F9 Properties, LLC, formerly known as ANO, LLC, $9 million on a mezzanine loan secured by a lien on the ownership interests in the project's owner. OBH Funding and ANO are owned by Thomas D. Sullivan, the manager of the Debtors. Corali Lopez-Castro, Esq., of Kozyak Tropin & Throckmorton, P.A., represent the Debtors as bankruptcy counsel. Duane Morris LLP is the special litigation, real estate, and hospitality counsel. Algon Capital, LLC, d/b/a Algon Group's Troy Taylor is the Debtors' chief restructuring officer. Barry E. Mukamal and Marcum, LLP, serve as accountants and financial advisors. The Barthet Firm is the special litigation collections counsel. Barry E. Somerstein and Greenspoon Marder Law serve as special real estate counsel. Elcom Hotel & Spa and Elcom Condominium have submitted a revised disclosure statement filed in conjunction with the proposed liquidating plan. The revised disclosure statement indicates that unsecured creditors are still divided into two classes under the Plan. The Plan contemplates that holders of general unsecured claims (expected to total $14 million to $79.1 million) will have a recovery of 0% to 18%, which will be funded from the pro rata distribution of "net free cash" and proceeds of causes of action and remaining assets. Holders of general unsecured vendor claims (estimated at $500,000 to $971,000) -- those vendors who have unsecured claims who agree to continue do business with the Debtors -- will have a recovery of 50%, which will be funded from the 50% distribution from "net free cash." In December 2013, the Florida bankruptcy judge signed off on a $13.4 million sale of the building's common areas to the homeowners' association. U.S. Bankruptcy Judge Robert A. Mark approved the result of the auction in which the One Bal Harbour residential association beat out an entity owned by Thomas Sullivan, who is the largest shareholder of Elcom Hotel, and stalking horse bidder Stoneleigh Capital LLC. Judge Robert A. Mark of the U.S. Bankruptcy Court for the Southern District of Florida, Miami Division, confirmed on Jan. 24, 2014, the Revised First Amended Joint Plan of Liquidation of Elcom Hotel after determining that the Plan satisfies the confirmation requirements laid out in the Bankruptcy Code. EPWORTH VILLA: Has Interim Authority to Use Cash Collateral ----------------------------------------------------------- Judge Sarah A. Hall of the U.S. Bankruptcy Court for the Western District of Oklahoma gave Central Oklahoma United Methodist Retirement Facility, Inc., also known as Epworth Villa, interim authority to use cash collateral securing its prepetition indebtedness. As of the Petition Date, the current, aggregate indebtedness of Epworth Villa to the Oklahoma County Finance Authority under certain mortgage notes is principal totaling $87,835,000, together with accrued interest of $1,379,012, and accruing interest and other charges. Objections to the motion that have not been previously resolved or withdrawn are overruled or deferred until the final hearing. Samuel K. Crocker, U.S. Trustee for Region 8, complained that the Debtor's motion is not supported by an affidavit of the Debtor's management supporting the facts set forth in the motion and the Debtor has not supplied a prospective interim or long term budget setting forth projected income and expenditures. The hearing for entry of a final order is scheduled for Aug. 11, 2014, at 1:30 p.m. Objections are due on or before Aug. 7. Central Oklahoma United Methodist Retirement Facility, Inc., dba Epworth Villa, sought protection under Chapter 11 of the Bankruptcy Code on July 18, 2014 (Case No. 14-12995, Bankr. W.D. Okla.). The case is before Judge Sarah A. Hall. The Debtor's counsel is Brandon Craig Bickle, Esq., Sidney K. Swinson, Esq., and Mark D.G. Sanders, Esq., at Gable & Gotwals, P.C., in Tulsa, Oklahoma; and G. Blaine Schwabe, III, Esq., at Gable & Gotwals, P.C., in Oklahoma City, Oklahoma. EPWORTH VILLA: Seeks to Employ Steidley & Neal as Special Counsel ----------------------------------------------------------------- Central Oklahoma United Methodist Retirement Facility, Inc., seeks authority from the U.S. Bankruptcy Court for the Western District of Oklahoma to employ Charles D. "Buddy" Neal, Jr., and Steidley & Neal, PLLC, as special counsel. Epworth Villa desires to employ Buddy Neal and his law firm to prosecute Epworth Villa's appeal of the $15 million judgment entered by the District Court of Oklahoma County, Oklahoma, in Case No. CJ-2011-8387: William Hicks, individually and as Guardian Ad Litem for Virginia Hicks v. Central Oklahoma United Methodist Retirement Facility, Inc. d/b/a Epworth Villa Health Services. Mr. Neal assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Central Oklahoma United Methodist Retirement Facility, Inc., dba Epworth Villa, sought protection under Chapter 11 of the Bankruptcy Code on July 18, 2014 (Case No. 14-12995, Bankr. W.D. Okla.). The case is before Judge Sarah A. Hall. The Debtor's counsel is Brandon Craig Bickle, Esq., Sidney K. Swinson, Esq., and Mark D.G. Sanders, Esq., at Gable & Gotwals, P.C., in Tulsa, Oklahoma; and G. Blaine Schwabe, III, Esq., at Gable & Gotwals, P.C., in Oklahoma City, Oklahoma. EPWORTH VILLA: Wants Stay Lifted to Pursue Appeal in "Hicks" Suit ----------------------------------------------------------------- Central Oklahoma United Methodist Retirement Facility, Inc., d/b/a Epworth Villa, asks the U.S. Bankruptcy Court for the Western District of Oklahoma to modify the automatic stay to permit a federal court and a state court to enter written orders in a case pending against the Debtor. On July 9, 2014, a judgment was entered in the amount of approximately $15 million against Epworth Villa by the District Court of Oklahoma County, Oklahoma, in Case No. CJ-2011-8387: William Hicks, individually and as Guardian Ad Litem for Virginia Hicks v. Central Oklahoma United Methodist Retirement Facility, Inc. d/b/a Epworth Villa Health Services. Epworth Villa intends to appeal the Judgment and Hicks desires to defend the appeal. Central Oklahoma United Methodist Retirement Facility, Inc., dba Epworth Villa, sought protection under Chapter 11 of the Bankruptcy Code on July 18, 2014 (Case No. 14-12995, Bankr. W.D. Okla.). The case is before Judge Sarah A. Hall. The Debtor's counsel is Brandon Craig Bickle, Esq., Sidney K. Swinson, Esq., and Mark D.G. Sanders, Esq., at Gable & Gotwals, P.C., in Tulsa, Oklahoma; and G. Blaine Schwabe, III, Esq., at Gable & Gotwals, P.C., in Oklahoma City, Oklahoma. EPWORTH VILLA: Section 341(a) Meeting Set on August 25 ------------------------------------------------------ A meeting of creditors in the bankruptcy case of Central Oklahoma United Methodist Retirement Facility, Inc., dba Epworth Villa, will be held on Aug. 25, 2014, at 2:00 p.m. at 1st Floor, room 113, 215 Dean A. McGee Avenue, in Oklahoma City, Oklahoma. 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. Central Oklahoma United Methodist Retirement Facility, Inc., dba Epworth Villa, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Okla. Case No. 14-12995) on July 18, 2014. John Harned signed the petition as president and CEO. The Debtor estimated assets and liabilities of at least $100 million. Gable & Gotwals, P.C., serves as the Debtor's counsel. Judge Sarah A. Hall presides over the case. ERF WIRELESS: IBC Funds Holds 9.9% Equity Stake ----------------------------------------------- IBC Funds LLC disclosed in a Schedule 13G filed with the U.S. Securities and Exchange Commission that as of April 25, 2014, it beneficially owned 99,172 shares of common stock of ERF Wireless representing 9.9 percent of the shares outstanding. A full-text copy of the regulatory filing is available at http://is.gd/xro6JF About ERF Wireless Based in League City, Texas, ERF Wireless, Inc., provides secure, high-capacity wireless products and services to a broad spectrum of customers in primarily underserved, rural and suburban parts of the United States. ERF Wireless reported a net loss attributable to the Company of $7.26 million in 2013, a net loss attributable to the Company of $4.81 million in 2012 and a net loss attributable to the Company of $3.37 million in 2011. The Company's balance sheet at March 31, 2014, showed $4.16 million in total assets, $11.97 million in total liabilities and a $7.80 million total shareholders' deficit. EXTERRAN HOLDINGS: S&P Cuts Rating on Sr. Unsecured Notes to 'BB-' ------------------------------------------------------------------ Standard & Poor's Ratings Services lowered its issue-level rating on the company's 7.25% senior unsecured notes due Dec. 2018 to 'BB-' from 'BB', and removed it from CreditWatch negative, where S&P placed it on Jan. 24, 2014. At the same time, S&P revised its recovery rating on the notes to '3' from '2'. The outlook is stable. The downgrade of the issue-level rating on the unsecured notes and removal of this rating from CreditWatch follow the company's redemption of its 4.25% convertible notes, which makes the 7.25% unsecured notes the most junior debt in the current capital structure. S&P also revised the recovery ratings on the senior unsecured notes to '3' from '2', indicating meaningful (50% to 70%) recovery if a payment default occurs. For companies rated 'BB-' or higher, recovery ratings on unsecured debt are generally capped at '3' to account for the greater risk of recovery prospects being impaired due to potential incremental debt issuance before default. "Standard & Poor's ratings on Exterran Holdings reflect our assessment of a "weak" business profile, a "significant" financial profile, and "strong" liquidity. We categorize Exterran's business profile as weak because of its exposure to natural gas price volatility and its participation in the highly competitive and cyclical oil and natural gas industry. Our assessment also incorporates Exterran's good business and geographic diversity. The company provides natural gas compression services in North America and several international markets. About 35% of Exterran's revenues and about 65% of gross profit came from its contract compression business for the year ended Dec. 31, 2013," S&P said. "We base the stable rating outlook on Exterran on our expectation that the company will maintain improved operating results and credit measures," said Standard & Poor's credit analyst Susan Ding. S&P would lower the ratings if leverage exceeded 4x for a sustained period due to continued weakness in operating results and EBITDA contraction. S&P would consider an upgrade if the company's business profile improved through increased scale, operating performance remained positive, and the company consistently maintained "strong" liquidity and a consolidated total debt to EBITDA ratio below 2.25x. FISKER AUTOMOTIVE: Receives Few Objections to Plan Confirmation --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Fisker Automotive Inc., the defunct maker of hybrid cars, received few new objections to the liquidating Chapter 11 plan. According to the report, the U.S. Trustee and the Internal Revenue Service were the only parties who filed new objections to the Plan. Fisker's preferred shareholders and plaintiffs in securities class actions objected to the disclosure statement explaining the Plan, over provisions that would give lawsuit immunity to company officers and directors, the report related. About Fisker Automotive Fisker Automotive Holdings, Inc., developer of the Karma plug-in hybrid electric sedan, filed a petition for Chapter 11 protection (Bankr. D. Del. Case No. 13-13087) on Nov. 22, 2013. Fisker estimated assets of more than $100 million and listed debt of $500 million in its bankruptcy petition. The assets include an assembly plant purchased for $21 million from General Motors Corp. The plant never operated. The cars were assembled in Finland. Fisker received a $529 million loan from the Department of Energy's Advanced Technology Vehicles Manufacturing Loan Program and drew down about $192 million before the department froze the loan after Fisker failed to hit several development targets. The company defaulted on its loan in April 2013. Bankruptcy Judge Kevin Gross presides over the case. The Debtors have tapped James H.M. Sprayregen, P.C., Esq., Anup Sathy, P.C., Esq., and Ryan Preston Dahl, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, as co-counsel; Laura Davis Jones, Esq., James E. O'Neill, Esq., and Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, as co-counsel; Beilinson Advisory Group as restructuring advisors; and Rust Consulting/Omni Bankruptcy, as notice and claims agent and administrative advisor. On Nov. 5, 2013, the Official Committee of Unsecured Creditors was appointed. The members are: (a) David M. Cohen; (b) Sven Etzelsberger; (c) Kuster Automotive Door Systems GmbH; (d) Magna E-Car USA, LLC; (e) Supercars & More SRL; and (f) TK Holdings Inc. The Committee is represented by William R. Baldiga, Esq., and Sunni P. Beville, Esq., at Brown Rudnick LLP; and Mark Minuti, Esq., at Saul Ewing LLP. Emerald Capital Advisors Corp. is the financial advisors for the Committee. Fisker sought bankruptcy protection to pursue a private sale of its business to Hybrid Tech Holdings, LLC. The Committee, however, wants a sale public sale, and has identified Wanxiang America Corporation as stalking horse bidder. Hybrid was initially under contract to buy Fisker in exchange for $75 million of the $168.5 million government loan it acquired immediately before the Debtor's Chapter 11 filing. Hybrid later raised its offer by adding an additional $1 million cash and agreeing to share proceeds from the sale of a facility in Delaware it doesn't intend to operate. Hybrid also offered to pay real estate taxes on the Delaware plant. Hybrid also will waive $90 million in deficiency claims that otherwise would dilute unsecured creditors' recovery. Wanxiang, as stalking horse bidder, initially offered $25.8 million in cash. However, Wanxiang has said it has raised its offer by $10 million and is willing to go higher. After the hearings on Jan. 10 and 13, the Court directed a public auction, and capped Hybrid's credit bid to $25 million. In response, Hybrid raised its offer to $55 million. Hybrid is represented by Tobias Keller, Esq., and Peter Benvenutti, Esq., at Keller & Benvenutti LLP, in San Francisco, California. Wanxiang, which bought A123 Systems, Inc., a manufacturer of lithium-ion batteries used in electric vehicles such as the Fisker Karma, in a bankruptcy auction early in 2013 for $256.6 million, is represented in Fisker's case by Sidley Austin LLP's Bojan Guzina, Esq., and Andrew F. O'Neill, Esq.; and Young Conaway Stargatt & Taylor, LLP's Edmon L. Morton, Esq., Robert S. Brady, Esq., and Kenneth J. Enos, Esq. On Feb. 19, 2014, the Bankruptcy Court approved the sale of Fisker's assets to Wanxiang America Corporation. The sale closed on March 24. The sale to Wanxiang is valued at approximately $150 million, Fisker said in a news statement. On March 27, 2014, the Court authorized Fisker Automotive Holdings to change its name to FAH Liquidating Corp. and its affiliate, Fisker Automotive Inc., to FA Liquidating Corp., following the sale. GENCO SHIPPING: OZ Management Holds Less Than 1% Equity Stake ------------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, OZ Management LP and its affiliates disclosed that as of July 9, 2014, they beneficially owned 4,396 shares of common stock of Genco Shipping & Trading Limited representing 0.01 percent of the shares outstanding. The reporting persons previously owned 4,055,301 common shares or 9.12 percent equity stake at April 23, 2014. As a result of the cancellation of the Company's original common stock pursuant to the Plan, the Reporting Persons no longer beneficially own 5% or more of the Company's Original Common Stock. In connection with the bankruptcy of the Company and its subsidiaries, and pursuant to the First Amended Prepackaged Plan of Reorganization of the Debtors pursuant to Chapter 11 of the Bankruptcy Code, confirmed by the United States Bankruptcy Court for the Southern District of New York on July 2, 2014, as of the Effective Date, the Reporting Persons received approximately .0886 Warrants for each share of Original Common Stock held by them. A full-text copy of the regulatory filing is available at: http://is.gd/B8gEbV About Genco Shipping & Trading New York-based Genco Shipping & Trading Limited (NYSE: GNK) transports iron ore, coal, grain, steel products and other drybulk cargoes along worldwide shipping routes. Excluding Baltic Trading Limited's fleet, Genco Shipping owns a fleet of 53 drybulk vessels, consisting of nine Capesize, eight Panamax, 17 Supramax, six Handymax and 13 Handysize vessels, with an aggregate carrying capacity of approximately 3,810,000 dwt. In addition, Genco Shipping's subsidiary Baltic Trading Limited currently owns a fleet of 13 drybulk vessels, consisting of four Capesize, four Supramax, and five Handysize vessels. Genco Shipping & Trading sought bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 14-11108) on April 21, 2014, to implement a prepackaged financial restructuring that is expected to reduce the Company's total debt by $1.2 billion and enhance its financial flexibility. The company's subsidiaries other than Baltic Trading Limited (and related entities) also sought bankruptcy protection. Genco, owned and controlled by Peter Georgiopoulos, disclosed assets of $2.448 billion and debt of $1.475 billion as of Feb. 28, 2014. Adam C. Rogoff, Esq., and Anupama Yerramalli, Esq., at Kramer Levin Naftalis & Frankel LLP serve as the Debtors' bankruptcy counsel. Blackstone Advisory Partners, L.P., is the financial advisor. GCG Inc. is the claims and notice agent. Wilmington Trust, N.A., in its capacity as successor administrative and collateral agent under a 2007 credit agreement, is represented by Dennis Dunne, Esq., and Samuel Khalil, Esq., at Milbank Tweed Hadley & McCloy LLP. Credit Agricole Corporate & Investment Bank, as agent and security trustee under an August 2010 Loan Agreement; Deutsche Bank Luxembourg S.A., as agent, and Deutsche Bank AG Fillale Deutschlandgeschaft, as security agent and bookrunner under the August 2010 Loan Agreement, are represented by Alan Kornberg, Esq., Sarah Harnett, Esq., and Elizabeth McColm, Esq., at Paul Weiss Rifkind Wharton & Garrison LLP. Paul Weiss also represents the Pre-Petition $100 Million and $253 Million Credit Facilities. The Bank of New York Mellon, the indenture trustee for Genco's 5.00% Convertible Senior Notes due Aug. 15, 2014, and the informal group of 5.00% Convertible Senior Notes due August 15, 2014, are represented by Michael Stamer, Esq., and Sarah Link Schultz, Esq., at Akin Gump Strauss Hauer & Feld LLP. Akin Gump also represents the Informal Convertible Noteholder Group. Kirkland & Ellis LLP's Christopher J. Marcus, Esq., Paul M. Basta, Esq., Eric F. Leon, Esq., represent for Och-Ziff Management LP. Brown Rudnick LLP's William R. Baldiga, Esq., represents an Ad Hoc Consortium of Equity Holders. Orrick, Herrington & Sutcliffe LLP's Douglas S. Mintz, Esq., Washington, DC, represents Deutsche Bank as Pre-Petition Lender, and Credit Agricole, Corporate Investment Bank, as Post-Petition Bankruptcy Lender. Dechert LLP's Allan S. Brilliant, Esq., represents the Entities Managed by Aurelius Capital Management, LP. The U.S. Trustee has appointed an Official Committee of Equity Security Holders. The Equity Committee members are (1) Aurelius Capital Partners, LP; (2) Mohawk Capital LLC; and OZ Domestic Partners, LP. It is represented by Steven M. Bierman, Esq., Benjamin R. Nagin, Esq., Michael G. Burke, Esq., James F. Conlan, Esq., and Larry J. Nyhan, Esq., at Sidley Austin LLP. Genco filed a motion to disband the Equity Committee, complaining that it is unnecessary and wasteful of the estates' resources. GENERAL MOTORS: DBRS Rates Senior Unsecured Debt at 'BB' -------------------------------------------------------- DBRS Inc. considers General Motor Financial Company, Inc.'s (GMF or the Company) solid 2Q14 results as demonstrating the continuing progress of the Company in developing a full product suite to support General Motors Company (GM). For 2Q14, GMF originated a record $5.2 billion of loans and leases. North American penetration rate of GM leasing improved substantially to 28.6% from 17.0% in the prior quarter. Meanwhile, GMF's wholesale lending penetration rate expanded 410 bps quarter-on-quarter (QoQ) to 6.9%. From DBRS's perspective, the improving penetration rates illustrate the benefits of GMF's expanding suite of product offerings to GM dealers. With the introduction of a prime retail lending product in 2Q14, GMF has a full suite of products. While DBRS expects that prime lending volumes will grow modestly at first, ultimately, DBRS sees penetration rates improving across all products, especially in dealer floorplan lending. For the quarter, GMF generated pre-tax income of $265 million, a 19% improvement from 1Q14. Growth in average earning assets and improving margins resulted in a 5% expansion in DBRS-calculated net financing revenue to $587 million. Loan yields were lower, reflecting the continuing shift in the portfolio mix to higher quality loans. However, higher leasing volumes and stable funding costs underpinned an 80 bps QoQ improvement in DBRS-calculated net finance margin to 6.5%. Operating expenses were 4% higher QoQ at $280 million, reflecting continuing infrastructure investment and headcount increase to support the expansion of the leasing business and the anticipated launch of the retail prime lending product. As a percentage of average earning assets, operating efficiency was stable sequentially at 3.1%. DBRS expects over the medium-term that operating efficiency will improve as origination volumes in the new products grow and the platforms achieve the appropriate scale. GMF's balance sheet strength remains solid supported by good liquidity, an improving funding profile and sound capital levels. During 2Q14, GMF continued to diversify its funding sources, completing its first U.S. lease securitization, and issuing a CAD 400 million senior note. Subsequent to quarter end, GMF issued $1.5 billion of senior notes as well as priced a German retail loan securitization. As a result, pro-forma to the issuances after quarter end, 26% of total funding was comprised of unsecured debt compared to 14% at year-end 2012. Liquidity was solid with $4.8 billion available at quarter end comprised of cash, borrowing capacity on eligible assets and borrowing capacity on unsecured lines of credit. Regarding capital, GMF's tangible common equity-to-tangible assets (TCE ratio) ratio was a sound 13.2% at quarter-end, and still at the higher end of the peer group. Leverage (earning assets-to- tangible net worth) was 6.9x, near the mid-point of the Company's target range of 6.0x - 8.0x. DBRS rates GMF's Issuer and Senior Unsecured Debt at BB (high) with a Stable trend. GENERAL MOTORS: Won't Waive Bankruptcy Shield in Switch Suits ------------------------------------------------------------- Todd Spangler and Nathan Bomey, writing for Detroit Free Press, reported that amid calls for his firing for his department's role in not revealing a safety defect linked to 13 deaths, General Motors' top lawyer said the company won't waive its bankruptcy protection from court claims linked to millions of defective vehicles. According to the report, GM's general counsel, Michael Millikin, told a U.S. Senate panel that it will only agree to pay claims processed through a fund created by the automaker and run by compensation expert Ken Feinberg. For other claims connected to the ignition from before its bankruptcy, GM plans to invoke it liability shield, Millikin said, the report related. Millikin also said GM will not unseal earlier legal settlements linked to the defect or release documents made available to former U.S. Attorney Anton Valukas as part of an internal investigation into the recall, even as Sen. Claire McCaskill, D-Mo., chairwoman of the Senate Consumer Protection subcommittee, wondered why he hadn't been fired, the report further related. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation Company was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. GLOBAL AVIATION: Objections to Payment of Healthcare Claims Filed ----------------------------------------------------------------- BankruptcyData reported that the Air Line Pilots Association, International (AFL-CIO) filed with the U.S. Bankruptcy Court an objection to Global Aviation Holdings' motion for entry of an order approving the disbursement of funds allocated to pay healthcare claims. BData related that the objection asserts, "The Air Line Pilots Association, International ('ALPA'), objects to the Motion because the Debtors' proposed disbursement fails to provide for unpaid medical claims for NAA pilots that were incurred on or after March 31, 2014 and also fails to provide for NAA pilot losses arising from Debtors' termination of other insurance plans, such as long- term disability. It would be inequitable, as Debtors propose, to pay in full employees whose unpaid medical claims arose before March 31, 2014 (and to pay the one employee not paid in full almost all of the remaining fund amounts), while paying zero to employees whose unpaid medical claims happened to arise on or after March 31, 2014 or whose losses stem from Debtors' termination of insurance plans other than the medical plan. ALPA does not seek any additional monies for disbursement, only that the disbursement be expanded to cover these additional claims. In the alternative, if the Court declines to order Debtors to include in the proposed disbursement NAA pilots whose unpaid medical claims arose on or after March 31, 2014 or who have unpaid claims arising from the termination of other insurance plans, ALPA proposes that the Court issue an order providing that after the case has converted to a Chapter 7, the Chapter 7 Trustee must pay such claims, if allowed, as the first claims paid out of the segregated account and must make such payments as monies to pay such claims become available in the Segregated Account." 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. GOLDEN PARK: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Golden Park Estates, LLC a New Mexico limited liability company c/o Rita Pilate, Managing Member 11 Wild Azalea Lane Skillman, NJ 08558 Case No.: 14-12253 Chapter 11 Petition Date: July 25, 2014 Court: United States Bankruptcy Court New Mexico (Albuquerque) Judge: Hon. David T. Thuma Debtor's Counsel: Chris W Pierce, Esq. HUNT & DAVIS, P.C. 2632 Mesilla St. NE Albuquerque, NM 87110 Tel: 505-881-3191 Fax: 505-881-4255 Email: chris@huntdavislaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Rita Pilate, managing member of Debtor LLC. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. GREEN MOUNTAIN: Files Bare-Bones Chapter 11 Petition ---------------------------------------------------- Green Mountain Management, LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ga. Case No. 14-64287) on July 25, 2014, without stating a reason. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due Nov. 24, 2014. The Debtor estimated $10 million to $50 million in assets and debt. Georgia Flattop Partners, LLC is the managing member and holders of 93% of the stock. Daniel B. Cowart, chairman of the company, signed the bankruptcy petition. The case is assigned to Judge Barbara Ellis-Monro. The Debtor is represented by Sage M. Sigler, Esq., at Alston & Bird, LLP, in Atlanta. HAWAII OUTDOORS: Gets 15th Interim Order to Use Cash Collateral --------------------------------------------------------------- David C. Farmer, as Chapter 11 trustee for Hawaii Outdoor Tours Inc., obtained a 15th interim order from the Hon. Robert J. Faris of the U.S. Bankruptcy Court for the District of Hawaii to use cash collateral of First-Citizens Bank & Trust Company. As reported in the Troubled Company Reporter on April 10, 2014, First-Citizens Bank asserts secured claims and an unsecured claim in the amount of $5,500,000 and a superpriority claim that it will seek to have partially paid as a distribution from the unsecured creditor fund, subject to further court order. The trustee will use the cash collateral to administer the liquidation of the bankruptcy estate and wind down the affairs of Debtor. About Hawaii Outdoor Tours Hawaii Outdoor Tours, Inc., operator of the Naniloa Volcanoes Resort in Hilo, Hawaii, filed a Chapter 11 petition (Bankr. D. Haw. Case No. 12-02279) in Honolulu on Nov. 20, 2012. Naniloa Volcanoes is a 382-room hotel with a nine-hole golf course. The 64-acre property is subject to a 65-year lease, commencing Feb. 1, 2006, and provides for a total ground rent for the first 10 years of $500,000 annually. The Debtor used a $10 million loan from First Regional Bank and $10 million of its own cash to invest in the property. First-Citizens Bank & Trust Company, which acquired the First Regional note from the Federal Deposit Insurance Corp., commenced foreclosure proceedings in August. First-Citizens Bank asserts a claim of $9.95 million. The Debtor believes that the value of the hotel property exceeds the amount of the First-Citizens Bank note. Just the bricks and mortar alone was valued in excess of $35 million by First Regional's appraiser and the insurance company. Bankruptcy Judge Robert J. Faris oversees the case. Ramon J. Ferrer, Esq., represents the Debtor as counsel. In its schedules, the Debtor disclosed $52,492,891 in assets and $11,756,697 in liabilities. The petition was signed by CEO Kenneth Fujiyama. Ted N. Petitt, Esq., represents secured creditor First-Citizens Bank as counsel. Cynthia M. Johiro, Esq., represents the State of Hawaii Department of Taxation as counsel. Timothy J. Hogan, Esq., represents David C. Farmer, the Chapter 11 Trustee, as counsel. Christopher J. Muzzi, Esq., at Tsugawa Biehl Lau & Muzzi, LLLC, represents the Official Committee of Unsecured Creditors as counsel. The Bankruptcy Court, in the minutes of the hearing held Nov. 12, 2013, authorized the Chapter 11 trustee to sell hotel, assets and assignments to the highest bidder. Ken Direction Corporation, the parent company of Hawaii Outdoor Tours, Inc., filed with the U.S. Bankruptcy Court for the District of Hawaii on Nov. 5, 2013, a disclosure statement explaining its proposed plan of reorganization for the Debtor, dated Nov. 4, 2013. According to the Disclosure Statement, the source of about $14,000,000 in new funds will be the proceeds from the sale of real estate owned by HPAC, LLC, an affiliated company of the Proponent, to Shalom Amar Revocable Trust 2000 by way of a 1031 exchange.tion as counsel. Timothy J. Hogan, Esq., represents David C. Farmer, the Chapter 11 Trustee, as counsel. Christopher J. Muzzi, Esq., at Tsugawa Biehl Lau & Muzzi, LLLC, represents the Official Committee of Unsecured Creditors as counsel. The Bankruptcy Court, in the minutes of the hearing held Nov. 12, 2013, authorized the Chapter 11 trustee to sell hotel, assets and assignments to the highest bidder. Ken Direction Corporation, the parent company of Hawaii Outdoor Tours, Inc., filed with the U.S. Bankruptcy Court for the District of Hawaii on Nov. 5, 2013, a disclosure statement explaining its proposed plan of reorganization for the Debtor, dated Nov. 4, 2013. According to the Disclosure Statement, the source of about $14,000,000 in new funds will be the proceeds from the sale of real estate owned by HPAC, LLC, an affiliated company of the Proponent, to Shalom Amar Revocable Trust 2000 by way of a 1031 exchange. HAYDEL PROPERTIES: Court Denies Peoples Bank's Dismissal Motion -------------------------------------------------------------- The Hon. Katharine M. Samson of the U.S. Bankruptcy Court for the Southern District of Mississippi has denied The Peoples Bank, Biloxi Mississippi's motion to dismiss Haydel Properties, L.P.'s bankruptcy case. The Creditor and the Debtor have resolved their dispute. The Court also authorized the Debtor to execute the loan and security documents, as well as any other reasonable and customary documents necessary to complete the financing contemplated by the Creditor and the Debtor. A copy of the documents is available for free at: http://bankrupt.com/misc/HAYDELPROPERTIES_531_dismissalord.pdf As reported by the Troubled Company Reporter on June 27, 2014, the Creditor sought the dismissal of the Debtor's case, accusing the Debtor of engaging in a pattern of delay, and unreasonable refusal to execute upon the Debtor's obligations owed to the Creditor pursuant to the Plan of Reorganization which was approved Aug. 23, 2013. The Debtor, however, urged the Court to reject the Creditor's dismissal request, saying that the Creditor is demanding that the Debtor give the Creditor a better lien position by requiring that all properties secured by the multiple deeds of trust held by the Creditor secure the entire obligation of the Creditor on the its modified claim. The Debtor contended it is within its rights to refuse to succumb to the demands made by the Creditor. The Court on July 8, 2014, scheduled a hearing for June 19, 2014, on the dismissal motion. Termination of Stay On June 26, 2014, the automatic stay as to BancorpSouth Bank, the indebtedness owed under the terms of the notes and deed of trust at issue, and the subject properties has been terminated and lifted. The TCR reported on July 1, 2014, that BancorpSouth Bank notified the Court that the Debtor and Gerald W. Haydel were in default to the Court order dated April 8, 2014. BancorpSouth Bank said that the Debtors failed to make timely payments to the bank as stated in the order. BancorpSouth Bank also notified the Court that it intended to seek relief from the automatic stay and undertake appropriate foreclosure proceedings or other action. On April 8, 2014, the Court ordered the Debtor to make timely payments to BancorpSouth Bank. About Haydel Properties LP Haydel Properties LP, based in Biloxi, Mississippi, filed for Chapter 11 bankruptcy (Bankr. S.D. Miss. Case No. 12-50048) on Jan. 11, 2012. Judge Katharine M. Samson presides over the case. Christy Pickering serves as accountant. The Debtor disclosed $11.7 million in assets and $6.8 million in liabilities as of the Chapter 11 filing. The Debtor is represented by Robert Gambrell, Esq., at Gambrell & Associates, PLLC, and Patrick A. Sheehan, at Sheehan & Johnson, PLLC. The Debtor won confirmation of its First Amended Plan of Reorganization. The Plan was conceived by management as an alternative to the more drastic measures available for restructuring the Company's debt, such as total liquidation of equipment and properties. The Debtor will continue to operate the rental business and market numerous parcels of real property. HDOS ENTERPRISES: To Hold Auction of All Assets Today ----------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California entered an order: i) approving bid procedures in connection with sale of substantially all of HDOS Enterprises' assets; ii) establishing notice of bid procedures relating to the sale; iii) approving an asset purchase agreement with Global Franchise Group, LLC, as stalking horse bidder; and iv) approving a sale schedule, as modified by the amendment to bid procedures motion. The auction will be conducted on July 29, 2014, starting at 9:00 a.m., at the offices of Friedman Law Group, P.C., 1900 Avenue of the Stars, 11th Floor, Los Angeles, California. Qualified bids were due July 23. The Debtor said in court papers it would provide parties interested in acquiring the assets, with reasonable access to its books and records, already available in the data room established by the Debtor's financial consultants, Scouler & Company, LLC, well as to its facilities, key personnel, officers, independent accountants and legal counsel for the purpose of conducting due diligence. Global Franchise, as the stalking horse bidder, will be entitled to a break-up fee of $550,000 in the event of a consummation of an alternative transaction. Global Franchise will be permitted to credit bid its break-up fee. The valuation of Global Franchise's bid consists of (1) $12,200,000 in cash, plus (2) the rent credit in cash, plus (3) assumption of the assumed liabilities. The hearing to consider approval of the sale will be held Aug. 6, at 2:00 p.m. On July 10, the Debtor submitted an amendment to its bid procedures motion, which sought to modify and clarify the relief requested. The Debtor initially requested that the Court enter an order authorizing the Debtor to conduct an auction for the sale of substantially all of the assets of the Debtor's Chapter 11 estate. The motion was based on what the Debtor and its counsel believed to be a definitive agreement with LB Advisors, LLC, or its designee. The LB APA, and the parties' understanding contemplated an auction in which LB Advisors was to be the stalking horse bidder, and in consideration for playing that role, LB Advisors was to be entitled to certain overbid protections including a break-up fee. After several attempts among the Debtor, the Unsecured Creditors Committee and LB Advisors to bridge the misunderstanding, it has become evident that there is no deal with LB Advisors that is acceptable to the Debtor. The Debtor, with the consent of the Committee, sought Court approval of sale procedures pursuant to which Global Franchise will be the stalking horse bidder. A copy of the Amended Motion is available for free at http://bankrupt.com/misc/HDOSENTERPRISES_409_saleamendment.pdf Before being named as lead bidder, Global Franchise filed a limited objection to the sale motion, stating that the Debtor's valuation is fundamentally flawed and presented material obstacles to all other prospective bidders to meaningfully participate and bid at the contemplated auction. On June 5, Global Franchise submitted a letter of intent for the purchase of the Debtor's assets. Global Franchise is prepared to pay the estate $11 million in cash at closing, which is more than enough to pay all creditors in full in the case and provide a substantial distribution to equity holders. In addition, Global Franchise is prepared to assume substantial liabilities and pay a royalty of no less than $1 million to the Debtor's equity holders, with additional upside depending on post-sale performance. Although this was and is the highest and best bid for the Debtor's assets, the Debtor determined to designate LB Advisors as the stalking horse bidder for its assets. Unlike Global Franchise's bid for the Debtor's assets, LB Advisors seeks to purchase the assets through a combination of a significantly lower cash amount than Global Franchise is willing to pay, 15% of the equity in the buyer entity, and a warrant for an additional 10% of the equity in the buyer entity. Global Franchise said the Debtor erroneously valued the equity component of LB Advisors' bid at $6 million. Global Franchise was authorized to file under seal its limited objection. Landlords affiliated with General Growth Properties, lessors of the Debtor with respect to thirteen restaurant locations, objected to the sale motion, stating that the bid and sale procedures motion fails to provide adequate and complete procedures with respect to the assumption and assignment of Debtor's leases as part of the proposed sale of assets, which among other things, potentially leave landlords with inadequate time to respond to critical issues relating to adequate assurance of future performance by the proposed assignee of Debtor's leases and fail to address the "cure" of existing lease defaults required by Bankruptcy Code Section 365. Rouse Properties Inc. joined in the objection of the Macerich Company, Westfield, LLC, Starwood Retail Partners LLC, and Vintage Capital Group to the sale motion of the Debtors. Rouse is the owner or managing agent for the owners of numerous shopping centers located throughout the United States. The Debtor leases retail space from Rouse pursuant to written leases at locations in the NewPark Mall in Newark, California; the Southland Mall in Southland, California; and the West Valley Mall in Tracy, California. Global Franchise Group, LLC is represented by: David M. Guess, Esq. KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 Avenue of the star, Thirty-Ninth Floor Los Angeles, CA 90067 Tel: (310) 407-4000 Fax: (310) 407-9090 E-mail: dguess@ktbslaw.com The Debtor is represented by: J. Bennett Friedman, Esq. Stephen F. Biegenzahn, Esq. Rachel A. Franzoia FRIEDMAN LAW GROUP, P.C. 1900 Avenue of the Stars, 11th Floor Los Angeles, CA 90067-4301 Tel: (310) 552-8210 Fax: (310) 733-5442 E-mails: jfriedman@flg-law.com sbiegenzahn@flg-law.com rfranzoia@flg-law.com General Growth Landlords are represented by: William W. Huckins, Esq. Ivan M. Gold, Esq. Thor D. Mclaughlin, Esq. ALLEN MATKINS LECK GAMBLE MALLORY & NATSIS LLP Three Embarcadero Center, 12th Floor San Francisco, CA 94111-4074 Tel: (415) 837-1515 Fax: (415) 837-1516 E-mails: whuckins@allenmatkins.com igold@allenmatkins.com tmclaughlin@allenmatkins.com Rouse Properties Inc. is represented by: Eric R. Wilson, Esq. Robert L. LeHane, Esq. KELLEY DRYE & WARREN LLP 101 Park Avenue New York, NY 10178 Tel: (212)808-7800 Fax: (212) 808-7897 About Hot Dog On A Stick Established in 1946 in Southern California, Hot Dog On A Stick -- http://www.hotdogonastick.com-- is known for its fair-inspired menu of corn dogs, lemonades, and a sampling of other menu items such as cheese on a stick, hot dog in a bun, fries, and funnel cake sticks. HDOS is owned by its employees. HDOS Enterprises sought protection under Chapter 11 of the Bankruptcy Code on Feb. 3, 2014 (Case No. 14-12028, Bankr. C.D. Cal.). The case is assigned to Judge Neil W. Bason. The Debtor's counsel is represented by Jerome Bennett Friedman, Esq., Stephen F. Biegenzahn, Esq., and Michael D. Sobkowiak, Esq., at Friedman Law Group, P.C., in Los Angeles, California. Rust Consulting Omni Bankruptcy, a division of Rust Consulting, serves as claims, noticing and balloting agent. The Law Offices of Brian H. Cole serves as special counsel. The petition was signed by Dan Smith, president and CEO. The U.S. Trustee has appointed three members to an official committee of unsecured creditors. The Committee retained Jeffrey N. Pomerantz, Esq., at Pachulski Stang Ziehl & Jones LLP, in Los Angeles, California, as counsel. HOWREY LLP: Jones Day, Seyfarth Can't Escape Judge Montali ---------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports law firms Jones Day LP and Seyfarth Shaw LLP were unable to extricate themselves from the clutches of U.S. Bankruptcy Judge Dennis Montali in disputes over profits made winding up matters they took over when Howrey LLP went out of business and into bankruptcy. According to to the report, the suits involve the 1984 Jewel doctrine where an intermediate California state appellate court said profit earned after a law firm's dissolution belonged to the "old" firm, not to a newly formed firm that completed the work. Jones Day and Seyfarth have asked U.S. District Judge Saundra Brown Armstrong in San Francisco to take the two Howrey suits away from Judge Montali in San Francisco as the judge, who has presided over three law-firm bankruptcies, has declared Jewel good law. Judge Armstrong, however, said the suits properly belong in Judge Montali's court, though perhaps they should go to district court if there's a trial, the report related. About Howrey LLP Three creditors filed an involuntary Chapter 7 petition (Bankr. N.D. Cal. Case No. 11-31376) on April 11, 2011, against the remnants of the Washington-based law firm Howrey LLP. The filing was in San Francisco, where the firm had an office. The firm previously was known as Howrey & Simon and Howrey Simon Arnold & White LLP. The firm at one time had more than 700 lawyers in 17 offices. The partners voted to dissolve in March 2011. The firm specialized in antitrust and intellectual-property matters. The three creditors filing the involuntary petition together have $36,600 in claims, according to their petition. The involuntary chapter 7 petition was converted to a chapter 11 case in June 2011 at the request of the firm. In its schedules filed in July, the Debtor disclosed assets of $138.7 million and liabilities of $107.0 million. Representing Citibank, the firm's largest creditor, is Kelley Cornish, Esq., a partner at Paul, Weiss, Rifkind, Wharton & Garrison. Representing Howrey is H. Jason Gold, Esq., a partner at Wiley Rein. The Official Committee of Unsecured Creditors is represented in the case by Bradford F. Englander, Esq., at Whiteford, Taylor And Preston LLP. In September 2011, Citibank sought conversion of the Debtor's case to Chapter 7 or, in the alternative, appointment of a Chapter 11 Trustee. The Court entered an order appointing a Chapter 11 Trustee. In October 2011, Allan B. Diamond was named as Trustee. He is represented by Andrew Baxter Ryan, Esq., and Stephen Todd Loden, Esq., at Diamond McCarthy LLP as counsel. HRK HOLDINGS: Seeks Sept. 7 Extension to File Chapter 11 Plan ------------------------------------------------------------- HRK Holdings LLC and HRK Industries LLC ask the U.S. Bankruptcy Court in Tampa, Florida, to extend their exclusive periods to file a Chapter 11 plan and explanatory disclosure statement by 60 days, through and including Sept. 7, 2014. The Debtors said they are not seeking a further extension of the exclusive period to file a Plan. HRK Holdings and HRK Industries previously sought an additional 45 days to file their Chapter 11 Plan and Disclosure Statement. The Hon. K. Rodney May granted an extension of the Plan filing deadline to July 9, 2014. In seeking an extension through July 9, the Debtors said that, in order to maximize sale proceeds, they must engage in a marketing plan which will likely include a real estate brokerage firm. The Debtors also need time to negotiate with Regions Bank and the Florida Department of Environmental Protection regarding relief and resources consistent with the needed marketing plan. In the present request, which was filed July 8, the Debtors noted that the current maturity date of their DIP loan facilities is Aug. 31. The Debtors said they need more time to negotiate with Regions Bank regarding extensions of the maturity date and funding under the DIP loans. The Debtors also wish to sell a portion of their acreage in order to pay creditors. Cushman & Wakefield of Florida Inc., has been tapped as the Debtors' brokers. The Debtors intend to file motions to sell additional parcels of real property on or about the first of September 2014. The Debtors intend to file their bankruptcy-exit plan in conjunction with the sale strategy. On the Petition Date, Holdings owned roughly 675 contiguous acres of real property in Manatee County, Florida. Roughly 350 acres of the property accommodates a phosphogypsum stack system, a portion of which was used as an alternate disposal area for the management of dredge materials pursuant to a contract with Port Manatee, and as authorized under an administrative agreement with the Florida Department of Environmental Protection. The remaining acres of usable land have been either leased to various tenants or available for sale. Industries holds various contracts and leases associated with the property. Through July 8, the Debtors have sold roughly 65 acres of property. The net sales have primarily paid senior secured debt and established funding to ensure the environmental integrity of the Gypstacks. A hearing on the Extension Motion is scheduled for July 31, 2014 at 10:30 a.m. at Tampa, FL - Courtroom 9B, Sam M. Gibbons United States Courthouse, 801 N. Florida Avenue. About HRK Holdings HRK Holdings and HRK Industries LLC filed for Chapter 11 protection (Bankr. M.D. Fla. Case Nos. 12-09868 and 12-09869) on June 27, 2012. Judge K. Rodney May oversees the case. Barbara A. Hart, Esq., and Scott A. Stichter, Esq., at Stichter, Riedel, Blain & Prosser, P.A., represents the Debtors. HRK Holdings disclosed $33,366,529 in assets and $26,092,559 in liabilities in its revised schedules. According to the Debtors, the bankruptcy filing was necessitated by the immediate need to sell a portion of the remaining property to create liquidity for (a) funding the urgent management of the site-related environmental concerns; the benefit of creditors; funding a litigation filed by the Debtors; and funding of expenses related to additional sales of the remaining property. HRK Holdings is selling real property assets to Allied Universal Corp. and Mayo Fertilizer, Inc. The Court allowed HRK and the purchasers to enter into any modifications to the agreements without need of further Court approval, provided that no amendments will occur without prior consent of Regions Bank. IMMUNOCLIN CORP: Sadler, Gibb & Assocs. Raises Going Concern Doubt ------------------------------------------------------------------ ImmunoClin Corporation filed with the U.S. Securities and Exchange Commission early this month its annual report on Form 10-K for the fiscal year ended Jan. 31, 2014. Sadler, Gibb & Associates, LLC, expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has an accumulated deficit of $12.86 million. The Company reported a net loss of $12.98 million on $nil of revenues for the fiscal year ended Jan. 31, 2014, as compared with a net loss of $68,438 on $182,621 of revenues in 2013. The Company's balance sheet at March 31, 2014, showed $21.04 million in total assets, $725,468 in total liabilities, and stockholders' equity of $20.31 million. A copy of the Form 10-K is available at: http://is.gd/nm71Cj ImmunoClin Corporation is a healthcare company. The Company develops preventive strategies to fight inflammatory conditions that are the underlying cause of pathologies in multiple conditions including infections, cancer, cardiovascular disease, and dementia. IZEA INC: Stockholders to Sell 18.2 Million Common Shares --------------------------------------------------------- Izea, Inc., filed with the U.S. Securities and Exchange Commission a Form S-1 registration statement relating to the sale of 18,249,240 shares of the Company's common stock by Brian W. Brady, Perry A. Sook, John Pappajohn, et al. The Company's common stock is quoted on the OTCQB marketplace under the trading symbol IZEA. On July 15, 2014, the closing price of the Company's common stock was $0.49 per share. A full-text copy of the Form S-1 is available for free at http://is.gd/xPz1Cm About IZEA, Inc. IZEA, Inc., headquartered in Orlando, Fla., believes it is a world leader in social media sponsorships ("SMS"), a rapidly growing segment within social media where a company compensates a social media publisher to share sponsored content within their social network. The Company accomplishes this by operating multiple marketplaces that include its platforms SocialSpark, SponsoredTweets and WeReward, as well as its legacy platforms PayPerPost and InPostLinks. IZEA reported a net loss of $3.32 million on $6.62 million of revenue for the 12 months ended Dec. 31, 2013, as compared with a net loss of $4.67 million on $4.95 million of revenue during the prior year. The Company's balance sheet at March 31, 2014, showed $13.16 million in total assets, $16.44 million in total liabilities and a $3.27 million total stockholders' deficit. J GILLIAM WOOD: Case Summary & 6 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: J Gilliam Wood Family Limited Partnership P.O. Box 176 Edenton, NC 27932 Case No.: 14-04294 Chapter 11 Petition Date: July 25, 2014 Court: United States Bankruptcy Court Eastern District of North Carolina (Greenville Division) Judge: Hon. Randy D. Doub Debtor's Counsel: Amy M. Currin, Esq. OLIVER FRIESEN CHEEK, PLLC PO Box 1548 New Bern, NC 28563 Tel: 252 633-1930 Fax: 252 633-1950 Email: efile@ofc-law.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by John G. Wood, IV, partner. A list of the Debtor's six largest unsecured creditors is available for free at http://bankrupt.com/misc/nceb14-04294.pdf JACK HOMITZ: W.D. Pa. Judge Rejects Amended Bankruptcy-Exit Plan ---------------------------------------------------------------- Bankruptcy Judge Gregory L. Taddonio denied confirmation of the Amended Plan of Reorganization Dated December 24, 2013, filed by Jack and Susan Homitz, saying the Amended Plan violates 11 U.S.C. section 1123(b)(5) by modifying the rights of a creditor whose only collateral is the debtor's principal residence located at 121 Dana Drive in New Brighton, Pennsylvania. The Debtors propose to unilaterally reduce the interest rate on Beneficial's secured claim from 7.49% to 4%. However, Judge Taddonio said the Debtors cannot modify any portion of Beneficial Consumer Discount Company's claim without the creditor's consent, and that consent has not been obtained. By proposing a loan modification prohibited by section 1123(b)(5), the Court concluded that the Amended Plan fails to comply with all applicable provisions of the Bankruptcy Code and therefore it is not confirmable pursuant to section 1129(a)(1). A copy of the Court's July 24, 2014 Memorandum Opinion is available at http://is.gd/7F90zefrom Leagle.com. Jack A. Homitz and Susan M. Homitz filed a joint Chapter 11 petition (Bankr. W.D. Pa. Case No. 13-23757) on Sept. 3, 2013. JOSEPH LOOMIS: Hunter Humphrey's Bid for Status Hearing Nixed ------------------------------------------------------------- Hunter, Humphrey & Yavitz, PLC filed a proof of claim in the Chapter 11 case of Joseph Charles Loomis for $95,000 in legal fees incurred while representing Loomis in litigation before the United States District Court for the Eastern District of Virginia. Loomis filed a complaint and objection to the proof of claim in the Bankruptcy Court, commencing adversarial proceedings against Hunter Humphrey; and Candess J. Hunter, Isabel M. Humphrey, and Randall S. Yavitz. Loomis asserted claims of professional negligence, breach of contract and breach of fiduciary duty. Hunter Humphrey moved to withdraw the reference from Bankruptcy Court to the United States District Court for the District of Arizona, arguing that under Stern v. Marshall, the Bankruptcy Court lacked final adjudicatory authority over the adversarial proceeding. On July 27, 2012, the District Court denied the request, finding, among other things, that withdrawal of the reference is not appropriate at this stage, and that judicial economy is best served by allowing the bankruptcy judge, who is familiar with this case as well as the Virginia Action, to oversee pretrial matters, initially adjudicate dispositive motions, and issue a report and recommendation prior to withdrawal. At the conclusion of the adversarial proceeding before the Bankruptcy Court, Hunter Humphrey sought and obtained summary judgment in their favor. The proof of claim was "deemed allowed in its entirety, and [to] be paid consistent with, and pursuant to, the terms of the Plan of Reorganization and the Court's June 12, 2012 Order confirming the modified plan." Loomis filed a Notice of Appeal. In a July 22, 2014 Order available at http://is.gd/4gIfQNfrom Leagle.com, District Judge Steven P. Logan denied Hunter Humphrey's request for an initial status conference to resolve whether the Bankruptcy Court erred in entering judgment rather than issuing a report and recommendation. Judge Logan said resolution of the dispute is premature at this juncture. The issue of whether the adversarial proceeding adjudicated Stern claims and what standard of review should be accorded to the Bankruptcy Court's opinion should be addressed by the parties in their briefing on the merits. If the District Court determines "that the Bankruptcy Court's entry of judgment was invalid," the Court will conduct a "de novo review and [enter] its own valid final judgment" to cure such error. Likewise, if the Court determines that the Bankruptcy Court's entry of judgment was valid, it will be subject to appellate review. The record of the Bankruptcy Court's opinion is amply developed for either construction. Judge Logan directed the parties to submit briefs to sufficiently address the adversarial claims at issue. The time for briefing will be set forth by a scheduling order to issue in this action following the filing of the certificate of readiness, Judge Logan said. The case is Joseph Charles Loomis, Appellant, v. Hunter, Humphrey & Yavitz PLC, et al., Appellees, CV-14-01295-PHX-SPL (D. Ariz.). Chandler, Arizona-based Joseph Charles Loomis filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 10-01885) on Jan. 26, 2010. Gerald K. Smith, Esq., at Gerald K. Smith and John C. Smith Law OFC, assists the Debtor in its restructuring effort. The Debtor disclosed $10,283,589 in assets and $5,349,932 in debts as of the Petition. KANGADIS FOODS: Files Schedules of Assets and Liabilities --------------------------------------------------------- Kangadis Food Inc. filed with the U.S. Bankruptcy Court for the Eastern District of New York its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $11,406,167 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $3,500,000 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $379,204 ----------- ----------- TOTAL $11,406,167 $3,879,204 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. KANGADIS FOODS: Gets Approval to Hire SilvermanAcampora as Counsel ------------------------------------------------------------------ Kangadis Food Inc. received a bankruptcy judge's approval of its application to hire SilvermanAcampora LLP as its legal counsel. Judge Robert Grossman on July 15 signed an order approving the hiring of the New York-based law firm despite an objection from a group of consumers who are involved in a class-action suit related to the mislabeling of Kangadis' Capitriti olive oil product. The objection was overruled earlier at a court hearing on July 2. One issue raised by the group in its objection is whether SilvermanAcampora is still "disinterested" or not after it received payment from Kangadis prior to the company's bankruptcy, which could be a preferential transfer. Kangadis defended its application, saying the payment couldn't be a preferential transfer since it wasn't on account of an "antecedent debt." 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. KANGADIS FOODS: Gets Approval to Hire Fox as Special Counsel ------------------------------------------------------------ U.S. Bankruptcy Judge Robert Grossman has given Kangadis Food Inc. the green light to hire Fox Rothschild LLP as its special counsel. Judge Grossman approved the hiring of the Pennsylvania-based law firm despite an objection from a group of consumers who are involved in a class-action suit related to the mislabeling of Kangadis' Capitriti olive oil product. The objection was overruled earlier at a court hearing on July 2. In its objection, the group had argued that the firm is not "disinterested" since it holds a claim against Kangadis, and that it received payment from the company which could be a preferential transfer. Kangadis defended its application, arguing that the Bankruptcy Code doesn't require that a special counsel be "disinterested." The company argued that the bankruptcy law only requires that a special counsel doesn't have interest "materially adverse" to the bankrupt company with respect to the matters handled by the special counsel. Kangadis also argued that even if Fox Rothschild received an avoidable preferential transfer, it would only require the firm to return the preference and would not create a "materially adverse interest" to the company. 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. KANGADIS FOODS: Judge Sets Deadlines for Filing Claims ------------------------------------------------------ Consumers who opted out of a class-action suit filed against Kangadis Food Inc. over the mislabeling of its Capitriti olive oil product have until September 8 to file their pre-bankruptcy claims. The deadline is also applicable to claimants who have not yet received a notice of the deadline for filing claims sent out earlier by the company, according to an order signed on July 24 by Judge Robert Grossman who oversees Kangadis' bankruptcy case. Last month, Judge Grossman established an August 5 deadline for all Kangadis claimants and a December 3 deadline for governmental units to file their proofs of claim against the company. 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. KANGADIS FOODS: Files Amended List of Largest Unsecured Creditors ----------------------------------------------------------------- Kangadis Food Inc. on July 10 filed an amended list of creditors holding 20 largest unsecured claims. In the new list, Suffolk County Water Authority, which ranked 12th in the initial list, was replaced by CIT Technology Financial which asserts an unsecured claim in the amount of $294. The unsecured creditors are: Entity Nature of Claim Claim Amount ------ --------------- ------------ Fox Rothschild LLP Legal fees $352,617 ClearBrook/Tully Services $5,657 Environmental Inc. Aramark Uniform Services Uniforms $3,653 Ata Freight Line LTD. Freight services $3,237 Adco Paper & Packaging Co. Packaging $2,888 Cell-Pak (Division Boxes $2,214 of Fluted Partition) Manufacturers Corrugated Box Co. Boxes $1,608 Emerald Signs Truck signs $1,524 EcoPlast LLC Box supplier $1,297 ZEP Manufacturing Co Cleaning supplies $914 Glove Planet Gloves $856 Just Truck Repairs Repairs $469 AFA Protective Sys. Inc. Sprinklers $455 Zoro Tools, Inc. Machinery parts $297 CIT Technology Financial Copier lease $294 CAL Business Solutions Prof. IT services $232 K&G Power Systems Repair $219 T-Mobile Bankruptcy Team Phones $185 Hilo Industrial Parts for forklifts $165 CHEP USA Pallets $129 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 LEATHERSTOCKING ANTIQUES: Approval of Winston Capital Deal Upheld ----------------------------------------------------------------- District Judge Edgardo Ramos tossed a pro se appeal by Rubin Sterngass, former president and CEO of Leatherstocking Antiques, Inc., from a bankruptcy court order approving a stipulation between the Leatherstocking Chapter 7 trustee and Winston Capital LLC, the company's secured creditor. Judge Ramos also denied Mr. Sterngass' requests for reconsideration, temporary restraining order, and injunction; and affirmed the bankruptcy court order. In its Schedule "A" filed together with the bankruptcy petition, Leatherstocking listed a fee simple interest in six properties: -- 701-705 A Route 9W, Valley Cottage, New York 10989; -- 707-709 Route 9W, Valley Cottage, New York 10989; -- 17 High Street, Valley Cottage, New York 10989; -- 719 Route 9W, Valley Cottage, New York 10989; -- 741 Route 9W, Valley Cottage, New York 10989; and -- 749 Route 9W, Valley Cottage, New York 10989 Schedule "D" lists Winston as a secured creditor holding an $800,000 disputed first mortgage secured by certain of the Properties. Following conversion of Leatherstocking's Chapter 11 case to a Chapter 7 liquidation, Marianne T. O'Toole, the Chapter 7 Trustee, on July 27, 2012, moved for entry of an Order authorizing the sale of the Properties. Sterngass objected to the Notice of Sale. The auction sale was held on August 21, 2012. The Bankruptcy Court approved the Sale Motion over Sterngass' objections and, on August 24, entered three Orders approving the sales Sterngass did not seek or obtain stays of the Sale Orders pending appeal. On September 17, 2012, the Chapter 7 Trustee closed on the sales of the 17 High Property, the 741 Property and the 749 Property. On September 21, the Trustee closed on the sales of the 719 Property, the 701-705 A Property and the 707-709 Property. On Sept. 27, 2013, the U.S. District Court for the Southern District of New York dismissed Sterngass's subsequent appeal of the Sale Orders as statutorily and equitably moot. On August 24, 2012, three days after the auction sale, Ms. O'Toole filed a notice of presentment of the Winston Stipulation. The Stipulation indicates that, as of the petition date, Winston's claim was worth $1,048,152.22 and was secured by the 701-705 A Property, the 707-709 Property, and the 17 High Property. Winston claimed that, as of August 31, 2012, it would be owed $1,518,218.89; the Trustee disputed that amount. In any event, the sale of the Properties securing the debt was not expected to yield enough proceeds to cover the Winston claim along with the administrative costs and outstanding real estate taxes. The Winston Stipulation therefore fixed and allowed Winston's claim at the lower $1,048,152.22 amount. In addition, it provided that the following amounts would be carved-out from the sales proceeds and retained by the Trustee: (1) the amount of the unpaid real estate taxes for the Subject Properties as of the closing date; (2) the amount due to the auctioneer; and (3) 10% for the benefit of the Estate (to cover the Trustee's commissions and expenses, counsel's fees and expenses, and the Estate's creditors). Sterngass objected to the Winston Stipulation and filed three documents with the Bankruptcy Court in advance of the scheduled hearing. The Bankruptcy Court heard oral arguments on May 2, 2013 and approved the Winston Stipulation over Sterngass's objections. The formal Order overruling the Sterngass objections and approving the Winston Stipulation was filed on May 13, 2013. Sterngass filed a notice of appeal on May 28, 2013. The Court held a status conference on January 7, 2014, at which time the parties were given a preliminary opportunity to present their arguments and a formal briefing schedule was set. The case before the District Court is, RUBIN STERNGASS, Appellant, v. MARIANNE T. O'TOOLE, as Chapter 7 Trustee of the Estate of Leatherstocking Antiques, Inc., Appellee, No. 13 CIV. 5609 (ER) (S.D.N.Y.). A copy of the District Court's July 21, 2014 Opinion and Order is available at http://is.gd/DtWtBFfrom Leagle.com. Leatherstocking Antiques, Inc., Debtor, appeared Pro Se. Rubin Sterngass, Appellant, also appeared Pro Se. About Leatherstocking Antiques Leatherstocking Antiques, Inc., based in Valley Cottage, NY, filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 10-22704) on April 13, 2010) in White Plains. Judge Robert D. Drain presided over the case. Todd S. Cushner, Esq., at Cushner & Garvey, LLP, served as bankruptcy counsel. According to its schedules, Leatherstocking Antiques said assets total $14,620 while debts total $1,300,000. A list of the Company's 3 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/nysb10-22704.pdf The petition was signed by Rubin Sterngass, president. On May 18, 2012, Leatherstocking's case was converted from Chapter 11 to Chapter 7 of the Bankruptcy Code. Marianne T. O'Toole was named Chapter 7 Trustee. LIGHTSQUARED INC: Has Access to Cash Collateral Until July 31 ------------------------------------------------------------- U.S. Bankruptcy Judge Shelley Chapman authorized LightSquared to continue to use the cash collateral of lenders under a 2010 credit agreement until July 31. The judge's order issued on July 24 does not require LightSquared to pay the so-called adequate protection payment to the lenders. The company, however, is required to pay the fees and expenses of White & Case LLP and The Blackstone Group LP. A full-text copy of the July 24 order is available without charge at http://is.gd/Gj109C About LightSquared Inc. LightSquared Inc. and 19 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on May 14, 2012, to resolve regulatory issues that have prevented it from building its coast-to-coast integrated satellite 4G wireless network. LightSquared had invested more than $4 billion to deploy an integrated satellite-terrestrial network. In February 2012, however, the U.S. Federal Communications Commission told LightSquared the agency would revoke a license to build out the network as it would interfere with global positioning systems used by the military and various industries. In March 2012, the Company's partner, Sprint, canceled a master services agreement. LightSquared's lenders deemed the termination of the Sprint agreement would trigger cross-defaults under LightSquared's prepetition credit agreements. LightSquared and its prepetition lenders attempted to negotiate a global restructuring that would provide LightSquared with liquidity and runway necessary to resolve its issues with the FCC. Despite working diligently and in good faith, however, LightSquared and the lenders were not able to consummate a global restructuring on terms acceptable to all interested parties. Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to the Debtors. Alvarez & Marsal North America, LLC, is the financial advisor. Kurtzman Carson Consultants LLC serves as claims and notice agent. LRG REALTY: Case Summary & 6 Largest Unsecured Creditors -------------------------------------------------------- Debtor: LRG Realty, LLC 120 Park Road Morris Plains, NJ 07950 Case No.: 14-25199 Chapter 11 Petition Date: July 25, 2014 Court: United States Bankruptcy Court District of New Jersey (Newark) Judge: Hon. Donald H. Steckroth Debtor's Counsel: John J. Scura, III, Esq. SCURA, WIGFIELD, HEYER & STEVENS, LLP 1599 Hamburg Turnpike PO Box 2031 Wayne, NJ 07470 Tel: (973) 696-8391 Email: jscura@scuramealey.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Carl Cerbone, member. A list of the Debtor's six largest unsecured creditors is available for free at http://bankrupt.com/misc/njb14-25199.pdf LUPATECH SA: Foreign Debt-Reduction Plan Enforced by U.S. Court --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that U.S. Bankruptcy Judge Stuart M. Bernstein in New York on July 14 agreed to enforce Lupatech SA's Brazilian restructuring plan in the U.S. and halted actions in the U.S. that might impede the plan's implementation. According to the report, the Brazilian plan, accepted by 86.5 percent of bondholders, gives them new notes for 15 percent of the existing debt. For the other 85 percent, they receive stock, which existing shareholders can buy from Noteholders, the report related. The plan requires the Brazilian Development Bank and other debenture holders to consensually swap debt on the same 15/85 basis, the report related. About Lupatech SA Lupatech Group is a Brazilian provider of highly technical components and related specialized services principally within the oil, gas, and foundry industries in Latin America and throughout the world. Lupatech's operations began in 1980 in Brazil and currently consist of 32 separate business units organized into two main business segments, divided into three countries in Latin America -- Brazil, Colombia and Argentina. Lupatech S.A. and its affiliates filed Chapter 15 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 14-11559) in Manhattan, New York on May 23, 2014, so the U.S. court can enforce a debt- reduction plan nearing approval in Brazil. Based in Nova Odessa in the State of Sao Paulo, Lupatech owes US$302.5 million on unsecured bonds and US$179.1 million on unsecured debentures that are 92.5 percent-held by Brazilian Development Bank. Lupatech's total indebtedness at the end of the fourth quarter of 2013 was US$851.1 million. As of Dec. 31, 2013, the Lupatech Group reported current assets of US$161.2 million and current liabilities of US$754.4 million. For 2013, Lupatech reported total revenue of US$241.3 million. Lupatech and its affiliates are seeking joint administration of their Chapter 15 cases. Ricardo Doebeli is the CEO and Lupatech serves as the foreign representative in the U.S. Lupatech's counsel in the Chapter 15 case is Douglas P. Bartner, Esq., at Shearman & Sterling LLP, in New York. The Garden City Group, Inc., is the agent under the proposed plan. MAGNOLIA SCIENCE: S&P Revises Outlook & Affirms 'BB' Rating ----------------------------------------------------------- Standard & Poor's Ratings Services revised the outlook to negative from positive and affirmed its 'BB' long-term rating on the California School Finance Authority's series 2014A and taxable series 2014B school facility revenue bonds issued on behalf of MPM Sherman Way LLC for the Magnolia Science Academy-1 (MSA-1), Reseda Project. "The outlook revision to negative reflects the political uncertainty and increased charter renewal risk of the network of schools founded and managed by the Magnolia Educational Research Foundation [MERF], given Los Angeles Unified School District Charter School Division's [LAUSD CSD] failure to renew the charters for two Magnolia schools, MSA-6 and MSA-7, on June 27, 2014," said Standard & Poor's credit analyst Debra Boyd. "Because each school within the Magnolia network has its own separate charter, we do not view the nonrenewal of MSA-6 and MSA-7's charters as presenting an immediate risk to MSA-1's charter given its financial health and strong academic performance," added Ms. Boyd. "However, many of the negative findings cited by LAUSD CSD relate to accounting practices and governance at the charter management organization level." Although this is being disputed by MERF, the ultimate resolution of the matter is unknown at this time. Regardless, Standard & Poor's thinks the issues and contention between the LAUSD and MERF raise the level of risk associated with future nonrenewals of other Magnolia schools. At the same time, the affirmation of the 'BB' rating recognizes the strength of MSA-1 and MERF's operations and financial resources in fiscal 2013 and based on nine months of unaudited financial reports for fiscal 2014. MILLENNIUM HOLDINGS: 7th Cir. Upholds Risk-Contribution Theory -------------------------------------------------------------- Ernest Gibson filed suit in Wisconsin state court against former manufacturers of white lead carbonate pigments. This pigment was used, before the federal government banned it in the 1970s, in paints, including paints applied to residences. Gibson brings negligence and strict liability claims against the pigment manufacturers, but because he cannot identify which manufacturer made the white lead carbonate pigment that injured him, he relies on the "risk contribution" theory of tort liability fashioned by the Wisconsin Supreme Court in Thomas v. Mallet, 701 N.W.2d 523, 564 (2005). Under the risk-contribution theory, plaintiffs are relieved of the traditional requirement to prove that a specific manufacturer caused the plaintiff's injury. The district court held that risk-contribution theory violates the substantive component of the Due Process Clause, and granted summary judgment in favor of the defendants. A three-judge panel of the U.S. Court of Appeals for the Seventh Circuit, however, held that in light of the broad deference that the Constitution grants to the development of state common law, risk-contribution theory survives substantive Due Process scrutiny, as well as the manufacturers' other constitutional challenges. The Seventh Circuit, thus, reversed the judgment and reinstated the plaintiff's case. In Wisconsin state court, Gibson sued seven companies that either made white lead carbonate pigment or were successors-in-interest to companies that had made that type of pigment: -- American Cyanamid (made white lead pigments until 1972). -- Armstrong Containers (successor to MacGregor, which made white lead pigments until 1971). -- E.I. DuPont (made white lead pigments until 1924). -- NL Industries, Inc. (made white lead pigments, sold its lead paint and pigment business in 1976). -- Atlantic Richfield (successor to Anaconda, which made white lead pigments until 1946). -- Sherwin-Williams (made white lead pigments until 1947). -- Millennium Holdings LLC, which was dismissed from the case after that defendant filed for bankruptcy. The case is, ERNEST GIBSON, Plaintiff-Appellant, v. AMERICAN CYANAMID CO., et al., Defendants-Appellees, No. 10-3814 (7th Cir.). A copy of the Seventh Circuit's July 24, 2014 decision is available at http://is.gd/otIEYofrom Leagle.com. Millennium Holdings LLC and its affiliates filed for bankruptcy under Chapter 11 of the U.S. Bankruptcy Code on Jan. 6, 2009. MOMENTIVE PERFORMANCE: Senior Lenders Sue For Deal Breaches ----------------------------------------------------------- Law360 reported that senior secured lenders of bankrupt industrial silicone and quartz producer Momentive Performance Materials Inc. have sued a group of junior counterparts in New York state court, claiming they breached a creditors' pact by supporting the debtor's prenegotiated plan to shed $3 billion in debt. According to Law360, as trustee for a group of noteholders under a $250 million indenture, Wilmington Trust Bank NA accused a group of second-priority secured bondholders of breaching a 2012 intercreditor agreement between the parties designed to protect competing interests in the event MPM defaulted. Bill Rochelle, the bankruptcy columnist for Bloomberg News, reported that the senior lenders contend that the juniors are litigating in bankruptcy for a result that wouldn't pay the senior in full or would allow juniors to have some recovery before top- ranking lenders are paid off. It remains to be seen whether the junior lenders will attempt to have the state-court suit over the intercreditor agreement shifted to bankruptcy court where the issues might be hashed out as part of the trial in August, Mr. Rochelle said. The $635 million in 9 percent second-lien notes due 2021 last traded on July 17 for 79 cents on the dollar, Mr. Rochelle cited Trace, the bond-price reporting system of the Financial Industry Regulatory Authority. The notes traded for 72 cents on May 22. The senior subordinated notes traded at 10:27 a.m. on July 17 for 28.968 cents on the dollar, according to Trace. 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. Klee, Tuchin, Bogdanoff & Stern LLP serves as its counsel. FTI Consulting, Inc., serves as its financial advisor. Rust Consulting Omni Bankruptcy serves as its information agent. NATROL INC: July 30 Hearing on Continued Cash Collateral Access --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware issued a second interim order, authorizing Natrol, Inc., et al., to use until Aug. 1, 2014, cash collateral in which secured parties assert an interest. Lenders asserting interest in the cash collateral include Ableco Finance LLC, A5 Funding L.P. and certain funds affiliated with Cerberus Capital Management, LP pursuant to a prepetition credit agreement dated as of March 5, 2013. The Debtors would use the cash collateral for working capital and general corporate purposes and costs and expenses. As adequate protection from any diminution in value of the lenders' collateral, the Debtors will grant the secured parties adequate protection liens on unencumbered property; replacement liens in the postpetition collateral, including newly created inventory and accounts receivable from non-traceable proceeds of prepetition collateral, and a superpriority administrative expense claim status. The Bankruptcy Court will convene a final hearing on July 30, at 10:00 a.m., to consider the Debtors' continued access to cash collateral. The Court previously authorized the Debtors' use of cash collateral until July 11. A copy of the budget is available for free at http://bankrupt.com/misc/NATROLINC_42_cashcoll.pdf The Debtors are represented by: Michael R. Nestor, Esq. Margaret Whiteman Greecher, Esq. Ian J. Bambrick, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 - and - Marc J. Winthrop, Esq. Robert A. Opera, Esq. Peter W. Lianides, Esq. WINTHROP COUCHOT PROFESSIONAL CORPORATION 660 Newport Center Drive, 4th Floor Newport Beach, CA 92660 Tel: (949) 720-4100 Fax: (949) 720-4111 About Natrol, Inc. Headquartered in Chatsworth, Calif., Natrol, Inc. -- http://www.natrol.com-- is a wholly owned subsidiary of Plethico Pharmaceuticals Limited. Plethico Pharmaceuticals Limited (BSE: 532739. BO: PLETHICO) engages in the manufacturing, marketing and distribution of pharmaceutical and allied healthcare products around the world. Natrol products are made in the U.S. Established in 1980, Natrol, Inc. has been a global leader in the nutrition industry, and a trusted manufacturer and marketer of a superior quality of herbs and botanicals, multivitamins, specialty and sports nutrition supplements made to support health and wellness throughout all ages and stages of life. Natrol products are available in health food stores, drug and grocery stores, and mass-market retailers, and through Natrol.com and other online retailers. Natrol distributes products nationally through more than 54,000 retailers as well as internationally in over 40 other countries through distribution partners. Natrol, Inc., and its six affiliates sought bankruptcy protection on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.). The case is assigned to Judge Brendan Linehan Shannon. The Debtors are represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq., at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J. Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in Wilmington, Delaware. The Debtors' Claims and Noticing Agent is EPIQ SYSTEMS INC. The Debtors requested that the Court approve the employment of (i) Jeffrey C. Perea of the firm Conway MacKenzie Management Services, LLC as chief financial officer and for CMS to provide temporary employees to assist Mr. Perea in carrying out his duties; (ii) Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda & Williamson LLP as chief restructuring officer and for CMS to provide temporary employees to assist Mr. Milner in carrying out his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as tax services provider. The U.S. Trustee for Region 3 on June 19 appointed five creditors of Natrol, Inc. to serve on the official committee of unsecured creditors. The Committee tapped to retain Otterbourg P.C. as lead counsel; (ii) Pepper Hamilton LLP as Delaware counsel; and (iii) CMAG as financial advisors. NATROL INC: July 30 Hearing to Approve Compromise With Cerberus --------------------------------------------------------------- The Bankruptcy Court will convene a hearing on July 30, 2014, at 10:00 a.m., to consider approval of (i) a compromise and settlement agreement; and (ii) an agreed final order authorizing Natrol Inc., et al.'s use of cash collateral. Objections, if any, were due July 28 at 10:00 a.m. The settlement was entered among the Debtors, the Official Committee of Unsecured Creditors, Cerberus Business Finance LLC, solely in its capacity as administrative agent and collateral agent under a financing agreement dated as of March 5, 2013, on behalf of itself and the lenders that are parties thereunder, and Natrol Global Fze LLC. The settlement will resolve a multitude of complex and contentious issues between the Debtors and Cerberus, their major secured lender. For example, the settlement will resolve the pending contested motions for use of cash collateral and for the appointment of a Chapter 11 Trustee. The settlement provides for a reasonable time for the Debtors to explore all alternatives for a restructuring, including refinancing or a sale. Moreover, the settlement will avoid protracted and contentious litigation between the Debtors and Cerberus. The principal terms of the settlement are: -- subject to certain challenge rights set forth in the settlement, the allowed claim will consist of: (i) $68,785,869, plus interest at a rate of 12.75% per annum, from and after July 1, 2014; plus (ii) the amount of all Cerberus' reasonable prepetition and postpetition fees, costs, and expenses minus any amount actually paid by the Debtors during the Bankruptcy cases, and the allowed claim will be deemed to be a fully secured claim. -- the Debtors agree to absolutely and indefeasibly pay to Cerberus cash equal to the full amount of the Allowed Claim. A copy of the compromise is available for free at: http://bankrupt.com/misc/NATROLINC_242_compromise.pdf About Natrol, Inc. Headquartered in Chatsworth, Calif., Natrol, Inc. -- http://www.natrol.com-- is a wholly owned subsidiary of Plethico Pharmaceuticals Limited. Plethico Pharmaceuticals Limited (BSE: 532739. BO: PLETHICO) engages in the manufacturing, marketing and distribution of pharmaceutical and allied healthcare products around the world. Natrol products are made in the U.S. Established in 1980, Natrol, Inc. has been a global leader in the nutrition industry, and a trusted manufacturer and marketer of a superior quality of herbs and botanicals, multivitamins, specialty and sports nutrition supplements made to support health and wellness throughout all ages and stages of life. Natrol products are available in health food stores, drug and grocery stores, and mass-market retailers, and through Natrol.com and other online retailers. Natrol distributes products nationally through more than 54,000 retailers as well as internationally in over 40 other countries through distribution partners. Natrol, Inc., and its six affiliates sought bankruptcy protection on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.). The case is assigned to Judge Brendan Linehan Shannon. The Debtors are represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq., at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J. Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in Wilmington, Delaware. The Debtors' Claims and Noticing Agent is EPIQ SYSTEMS INC. The Debtors requested that the Court approve the employment of (i) Jeffrey C. Perea of the firm Conway MacKenzie Management Services, LLC as chief financial officer and for CMS to provide temporary employees to assist Mr. Perea in carrying out his duties; (ii) Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda & Williamson LLP as chief restructuring officer and for CMS to provide temporary employees to assist Mr. Milner in carrying out his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as tax services provider. The U.S. Trustee for Region 3 on June 19 appointed five creditors of Natrol, Inc. to serve on the official committee of unsecured creditors. The Committee tapped to retain Otterbourg P.C. as lead counsel; (ii) Pepper Hamilton LLP as Delaware counsel; and (iii) CMAG as financial advisors. NATROL INC: Hires Squar Milner to Provide CRO --------------------------------------------- Natrol, Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Squar, Milner, Peterson, Miranda & Williamson, LLP to provide restructuring management services and Stephen P. Milner as chief restructuring officer, nunc pro tunc to June 16, 2014. The Debtors hired Squar Milner pursuant to the Engagement Letter executed by and between the Debtors and Squar Milner. Mr. Milner is the principal professional staffed by Squar Milner on the engagement, and is the current CRO for the Debtors. Additional Squar Milner staff will be made available to serve under the CRO during these Chapter 11 Cases pursuant to the terms of the Engagement Letter. The Debtors anticipate that, in addition to the duties Mr. Milner will undertake in the ordinary course, Squar Milner will provide the following services: (a) communicate with the Debtors' stakeholders, including but not limited to vendors, customer, employees, lenders, creditor committees, Court officials, attorneys, and other services providers; (b) together with the Debtors' leadership team, consider the various restructuring strategies and lead the implementation of the strategy chosen, including devising operational changes as deemed necessary; (c) make employment-related decisions following consultation with the Debtors' legal counsel; (d) monitor daily cash allocation and cash-management processes, including the preparation of reports associated with the use of cash collateral; and (e) assist in communications and negotiations with outside constituents. Squar Milner will be paid at these hourly rates: Partners $300-$650 Managers $225-$420 Seniors $160-$240 Professional Staff $120-$175 Squar Milner will also be reimbursed for reasonable out-of-pocket expenses incurred. Stephen P. Milner, management partner of Squar Milner, 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. Squar Milner can be reached at: Stephen P. Milner SQUAR, MILNER, PETERSON, MIRANDA & WILLIAMSON, LLP 4100 Newport Place Drive, Third Floor Newport Beach, CA 92660 Tel: (949) 222-2999 Fax: (949) 222-2989 E-mail: smilner@squarmilner.com About Natrol, Inc. Headquartered in Chatsworth, Calif., Natrol, Inc. -- http://www.natrol.com-- is a wholly owned subsidiary of Plethico Pharmaceuticals Limited. Plethico Pharmaceuticals Limited (BSE: 532739. BO: PLETHICO) engages in the manufacturing, marketing and distribution of pharmaceutical and allied healthcare products around the world. Natrol products are made in the U.S. Established in 1980, Natrol, Inc. has been a global leader in the nutrition industry, and a trusted manufacturer and marketer of a superior quality of herbs and botanicals, multivitamins, specialty and sports nutrition supplements made to support health and wellness throughout all ages and stages of life. Natrol products are available in health food stores, drug and grocery stores, and mass-market retailers, and through Natrol.com and other online retailers. Natrol distributes products nationally through more than 54,000 retailers as well as internationally in over 40 other countries through distribution partners. Natrol, Inc., and its six affiliates sought bankruptcy protection on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.). The case is assigned to Judge Brendan Linehan Shannon. The Debtors are represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq., at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J. Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in Wilmington, Delaware. The Debtors' Claims and Noticing Agent is EPIQ SYSTEMS INC. The U.S. Trustee for Region 3 on June 19 appointed five creditors of Natrol, Inc. to serve on the official committee of unsecured creditors. NATROL INC: Hires Miller Barondess as Special Litigation Counsel ---------------------------------------------------------------- Natrol, Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Miller Barondess, LLP as special litigation counsel, nunc pro tunc to the June 11, 2014 petition date. The Debtors seek to employ and retain Miller Barondess as special litigation counsel for the Debtors in connection with general litigation matters, certain ongoing litigation in state and federal court, and litigation as necessary in these bankruptcy proceedings. Miller Barondess will continue to provide legal services to the Debtors on an as-needed basis, as determined by the Debtors and pursuant to the terms and conditions described herein. The following professionals are expected to have primary responsibility for providing Services to the Debtors relating to the bankruptcy proceedings and the lawsuit against Cerberus: Louis R. Miller $950 Daniel S. Miller $675 Christopher D. Beatty $525 Attorneys $525-$950 Paraprofessionals $195-$275 For the other pending cases for which Miller Barondess is retained, most of which related to class action defense, Miller Barondess has and will continue to charge a blended rate of $525 per hour for all attorney time. Miller Barondess will also be reimbursed for reasonable out-of- pocket expenses incurred. On June 5, 2014, Miller Barondess received a $100,000 retainer from Natrol, which was applied against outstanding prepetition invoices, as set forth in more detail in the Miller Declaration. The accounts receivable owed to Miller Barondess by the Debtors as of the Petition Date is $424,533.65. Louis R. Miller at Miller Barondess 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. Miller Barondess can be reached at: Louis R. Miller, Esq. MILLER BARONDESS, LLP 1999 Avenue of the Stars, Suite 1000 Los Angeles, CA 90067 Tel: (310) 552.5251 E-mail: smiller@millerbarondess.com About Natrol, Inc. Headquartered in Chatsworth, Calif., Natrol, Inc. -- http://www.natrol.com-- is a wholly owned subsidiary of Plethico Pharmaceuticals Limited. Plethico Pharmaceuticals Limited (BSE: 532739. BO: PLETHICO) engages in the manufacturing, marketing and distribution of pharmaceutical and allied healthcare products around the world. Natrol products are made in the U.S. Established in 1980, Natrol, Inc. has been a global leader in the nutrition industry, and a trusted manufacturer and marketer of a superior quality of herbs and botanicals, multivitamins, specialty and sports nutrition supplements made to support health and wellness throughout all ages and stages of life. Natrol products are available in health food stores, drug and grocery stores, and mass-market retailers, and through Natrol.com and other online retailers. Natrol distributes products nationally through more than 54,000 retailers as well as internationally in over 40 other countries through distribution partners. Natrol, Inc., and its six affiliates sought bankruptcy protection on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.). The case is assigned to Judge Brendan Linehan Shannon. The Debtors are represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq., at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J. Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in Wilmington, Delaware. The Debtors' Claims and Noticing Agent is EPIQ SYSTEMS INC. The U.S. Trustee for Region 3 on June 19 appointed five creditors of Natrol, Inc. to serve on the official committee of unsecured creditors. PARLIAMENT PARTNERS: Case Summary & 20 Top Unsecured Creditors -------------------------------------------------------------- Debtor: Parliament Partners, Inc. dba Parliament House 410 N Orange Blossom Trail Orlando, FL 32805 Case No.: 14-08503 Chapter 11 Petition Date: July 25, 2014 Court: United States Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: R Scott Shuker, Esq. LATHAM, SHUKER, EDEN & BEAUDINE LLP Post Office Box 3353 Orlando, FL 32802 Tel: (407) 481-5800 Fax: (407) 481-5801 Email: bknotice@lseblaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by Donald Granatstein, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/flmb14-08503.pdf PETER SZANTO: Nevada Judge Won't Reinstate Bankruptcy Case ---------------------------------------------------------- Peter Szanto has asked the federal district court in Nevada to stay his Chapter 11 bankruptcy case pending a civil complaint against the U.S. Trustee for malfeasance during the underlying bankruptcy proceedings. Szanto has separately asked the Court to withdraw the reference in its entirety based upon the alleged bias of the bankruptcy judge. The District Court has reviewed the docket in the bankruptcy case and noticed that the bankruptcy case was dismissed on June 17, 2014, and that a notice of appeal was filed on June 19. In a July 23 Order available at http://is.gd/U9Gbqhfrom Leagle.com, District Judge Robert C. Jones denies the motion to stay as moot because the District Court has no jurisdiction to stay a bankruptcy case via the present civil action. Judge Jones notes that Szanto has alleged vague "civil rights" violations but has identified no bases for his grievance apart from the U.S. Trustee's alleged malfeasance under the bankruptcy code. Those complaints must be brought to the attention of the bankruptcy judge in the bankruptcy case or on appeal. The U.S. Trustee is not a state actor amenable to a claim under 42 U.S.C. Sec. 1983. Even assuming Szanto intended a so-called Bivens action, Judge Jones says the U.S. Trustee is immune to any claims arising out of his official acts, citing Balser v. Dep't of Justice, Office of. U.S. Tr., 327 F.3d 903, 909-11 (9th Cir. 2003). Peter Szanto filed a Chapter 11 petition (Bankr. D. Nev. Case No. 13-51261) on June 25, 2013. PIONEER POINT: U.S. Court Closes Chapter 15 Proceedings ------------------------------------------------------- The U.S. Bankruptcy Court entered an order closing the Chapter 15 case of Pioneer Point Limited, formerly known as Empire(SPV). On June 18, 2014, the administrators for the Debtor asked the U.S. Court to close the case. No objections or responses were filed to the motion; and all interested parties having had due and proper notice and an opportunity to be heard. As reported in the Troubled Company Reporter on Nov. 20, 2012, administrators of the Debtor filed a Chapter 15 bankruptcy petition in Manhattan (Bankr. S.D.N.Y. Case No. 12-14615) to seek recognition of the company's administration proceeding in the United Kingdom. Formerly known as Empire (SPV) Limited, Pioneer is the owner of a real estate development project in Ilford, England, consisting of two towers containing approximately 290 residential units and several ground floor commercial units. Pioneer breached various obligations to Landesbank Hessen-Thuringen Gironzentrale, which was owed GBP108.2 million as of March 2012. After talks for a restatement of the facility broke down, Landesbank sought appointment of administrators under the Insolvency Act 1986 of the United Kingdom. The administrators, namely Trevor Patrick O'Sullivan and David John Dunckley, both from Grant Thornton UK LLP, filed the Chapter 15 petition with a U.S. bankruptcy court to avoid and resolve disputes with Global Design Strategies LLC. Pursuant to an agreement dated Sept. 8, 2010, New York-based GDS agreed to provide certain art and design consultancy services in connection with the development of Pioneer's properties. In September, GDS tendered an invoice in the sum of GBP407,000. The administrators said in papers filed in U.S. Court that they are concerned that, within the context of any future dispute with GDS, GDS may commence legal or arbitral proceedings against Pioneer in New York pursuant to the GDS Agreement which endows the courts of New York with exclusive jurisdiction over any such disputes. The administrators said the cost of defending any legal or arbitral proceedings in New York would be prohibitively expensive as well as disruptive to their efforts in the U.K. proceeding to rehabilitate Pioneer. By granting Chapter 15 recognition of the U.K. proceeding, the U.S. Bankruptcy Court would empower the administrators to deal with any action or proceeding commenced in the United States. PLYMOUTH OIL: Bid for Case Dismissal Taken Under Advisement ----------------------------------------------------------- Bankruptcy Judge Thad J. Collins determined that the motion to convert the Chapter 11 case of Plymouth Oil Company LLC, or, in the alternative, for dismissal, is taken under advisement without briefs. Judge Collins held a status conference on July 17, 2014, As reported in the Troubled Company Reporter on July 11, 2014, the Court deferred ruling on the Debtor's motion to enforce the automatic stay and sanctions until after the ruling is entered in Plymouth Oil Company v. Prairie Sun Foods, Adv. No. 14-9035. As reported by the TCR on July 8, 2014, the Debtor asked the Court to, among other things, hold Prairie Sun Foods, LLC -- the winning bidder at the foreclosure sale of the plant with a credit bid and, therefore, now holds title to the plant -- in civil contempt for having violated the automatic stay of Section 362 of the Bankruptcy Code. Prairie Sun claimed that the lawsuit is part of its collateral acquired through the purchase of the lenders' loans. Bradley R. Kruse, Esq., at Brown, Winick, Graves, Gross, Baskerville and Schoenebaum, PLC, in Des Moines, Iowa, argued that the language contained in the security agreements and UCC filings, which Prairie Sun has purchased, does not create a valid and perfected security interest in the lawsuit. The lawsuit is not part of Prairie Sun's collateral purchased from the lenders, he asserted. On June 23, 2014, Prairie Sun objected to the Debtor's stay motion, saying that it had no intention of conducting the UCC sale when its counsel inadvertently sent out the notices. Prairie Sun has canceled the sale and currently has no intention of moving forward with the UCC sale until the adversary proceeding is decided. According to Prairie Sun, the automatic stay was not violated because the Court had granted relief from the stay in what is now Prairie Sun's collateral. Unsecured creditor Plymouth Energy Company, L.L.C., filed on June 24, 2014, an objection to the Debtor's stay motion. Plymouth Energy renewed its request for the Court to expedite its ruling on the pending motion to convert and remove the Debtor's case from Chapter 11. As reported by the TCR, the Debtor filed on May 23, 2013, an adversary action in its bankruptcy case against Plymouth Energy, which is currently pending. The lawsuit includes counts for breach of contract, fraudulent transfer avoidance and preferential transfer avoidance, among other things. No trial date has been set but significant discovery has been conducted. Settlement discussions between Plymouth Energy and Plymouth Oil are ongoing. Plymouth Energy stated in its June 24 court filing that a settlement in the Plymouth Energy lawsuit will not occur in the foreseeable future. Plymouth Energy said that it will "shortly be serving upon the Debtor written discovery requests and then intends to depose the Debtor's personnel at a later date. Another trial scheduling conference will need to be set up in the Plymouth Energy lawsuit to provide new case deadlines including, among others, the completion of discovery." About Plymouth Oil Plymouth Oil Company, LLC, filed a bare-bones Chapter 11 petition (Bankr. N.D. Iowa Case No. 12-01403) in Sioux City on July 23, 2012. In its amended schedules, the Debtor disclosed $21,623,349 in total assets and $12,891,586 in total liabilities. Plymouth Oil -- http://www.plymouthoil.com-- owned a $30 million extraction plant located at 22058 K-42 Merrill, Iowa, directly across from the new Plymouth Energy Ethanol Plant. Founded by local investors, Plymouth Oil Company, started operations in February 2010 purchasing raw corn germ and refining this material into de-oiled germ meal and kosher food-grade cooking oil. The plant was capable of pumping out 90 tons of corn oil each day and about 300 tons of DCGM (defatted corn germ meal) daily, which is used for hog, poultry and dairy feed. The plant was later shut down. Bankruptcy Judge Thad J. Collins presides over the case. Bradley R. Kruse, Esq., and Adam J. Freed, Esq., at Brown, Winick, Graves, Gross, Baskerville and Schoenebaum, P.L.C., represent the Debtor as counsel. The petition was signed by David P. Hoffman, president. Secured creditors Arlon Sandbulte, Ryan Lake, Dirk Dorn, Steven Vande Brake, and Iowa Corn Opportunities, LLC, are represented by lawyers at Baird Holm LLP in Omaha, Nebraska. On Oct. 28, 2013, the Bankruptcy Court denied confirmation of the Debtor's Chapter 11 plan and allowed secured lenders owed $8.3 million on a bridge loan to foreclose. A copy of the Plan is available at http://bankrupt.com/misc/plymouthoil.doc120.pdf PSL NORTH AMERICA: To Test Jindal Bid at Aug. 13 Auction -------------------------------------------------------- The Bankruptcy Court approved (a) bidding procedures to govern the sale of substantially all of PSL-North America LLC, et al.'s assets; (b) an asset purchase agreement with Jindal Tubular as the stalking horse bidder; and (c) related bid protections. The Debtors, in their motion, related that they have been unable to find a purchaser for the assets on terms as favorable to the Debtors and their estates as the stalking horse agreement. The Debtors scheduled an auction for the assets on Aug. 13, 2014, at 10:00 a.m. at the Offices of Richards, Layton & Finger, P.A., One Rodney Square, 920 N. King Street, Wilmington, Delaware. Competing bids were due Aug. 11, at 5:00 p.m. The Court will consider the sale of the assets to Jindal or the winning bidder at a hearing on Aug. 15, at 9:30 a.m. Objections, if any are due Aug. 8. The Debtors added that if, however, no qualified bid is received by the bid deadline, then the auction will not be held and the Debtors will designate the purchaser as the winning bidder and may promptly seek Bankruptcy Court approval of the stalking horse agreement. The Court overruled objections to the bidding procedures motion. The Debtors filed an omnibus reply dated July 10 to the objections of (1) Standard Charter Bank, Dubai International Financial Centre Branch (Regulated by the Dubai Financial Services Authority) and (2) AM/NS Calvert LLC to the bidding procedures motion, stating that the sale process must not be jeopardized or derailed as a result of the secured creditors' maneuvers to maximize their share of the sale proceeds. At this juncture, the Debtors pointed out they are merely seeking approval from the Court of the procedures for the sale. It is not appropriate to request that the Court preemptively allocate recoveries among creditors at the stage of the process without the benefit of evidence. Calvert joined in certain of the objections raised SCB DIFC to the Debtors' sale motion. Prior to the petition date, Calvert sold steel coil and similar steel products to Debtor PSL-North America, LLC and is owed not less than approximately $5,425,000. SCB DIFC, a creditor and party-in-interest, in its objection, stated that the Debtors proposed a sale where the consideration includes assumption in full of the debt of the junior secured creditor, a transaction that would deeply impair SCB DIFC's secured claim and flip the lien priorities on their head. The sale motion also improperly surcharges SCB DIFC's collateral by paying the success fee of Duff & Phelps Securities, LLC, the Debtors' financial advisor and investment banker, and repaying the Debtors' postpetition financing out of the proceeds of such collateral. About PSL-North America Founded in 2006, PSL-North America LLC is a manufacturer and coater of large diameter steel pipes. The company has a state-of- the-art facility located in Bay St. Louis, Mississippi, with the land leased for 99 years. The company is an American-based partially owned subsidiary of India's largest producer and manufacturer of steel piping, PSL Limited. On June 16, 2014, PSL-North America LLC and PSL USA Inc., filed voluntary petitions in Delaware (Lead Case No. 14-11477) seeking relief under chapter 11 of the United States Bankruptcy Code. The Debtors' cases have been assigned to Judge Peter J. Walsh. The Debtors seek to have their cases jointly administered for procedural purposes. PSL-North America estimated $50 million to $100 million in assets and $100 million to $500 million in debt in the bankruptcy petition. As of the Petition Date, the company had total outstanding debt obligations of $130 million, according to a court filing. Proposed counsel for the Debtor are John H. Knight, Esq., Paul N. Heath, Esq., Tyler D. Semmelman, Esq., Amanda R. Steele, Esq. and William A. Romanowicz, Esq. at Richards, Layton & Finger, P.A. of Wilmington, Delaware. Epiq Bankruptcy Solutions serves as claims agent. QBS INTERMEDIATE: S&P Assigns Prelim. 'B' CCR; Outlook Stable ------------------------------------------------------------- Standard & Poor's Ratings Services assigned a preliminary 'B' corporate credit rating to Houston-based QBS Intermediate Holding Co. II LLC (d/b/a Quorum Business Solution Inc.). The outlook is stable. In addition, S&P assigned a preliminary 'B' issue-level rating and preliminary '3' recovery rating to the company's proposed $15 million revolving credit facility due 2019 and $125 million first- lien term loan due 2021. The '3' recovery rating indicates S&P's expectation for meaningful (50% to 70%) recovery of principal in the event of payment default. "The preliminary ratings on Quorum reflect the company's 'weak' business risk profile and its 'highly leveraged' financial risk profile (as defined by our criteria)," said Standard & Poor's credit analyst Jacob Schlanger. The company's weak business risk profile incorporates its small revenue base and limited geographic diversity and operating scale. Furthermore, the company competes with several major and long- established players that have greater financial and product resources. However, its growing and significant recurring revenue base and high customer retention rate partly offset this weakness. Quorum's "highly leveraged" financial profile reflects pro forma leverage of over 5x and S&P's expectations that leverage will be around 5x for the intermediate term. S&P views the industry risk as "intermediate," the country risk as "very low," and the company's management and governance as "fair." The stable outlook reflects S&P's expectation that Quorum's significant recurring revenue base aided by revenue growth and improving EBITDA margins should result in moderate free cash flow generation. S&P views an upgrade as unlikely over the next 12 months given Quorum's small revenue base, limited geographic diversity and operating scale, and an ownership structure that is likely to preclude sustained deleveraging. S&P could lower the rating if Quorum's operating profitability materially weakens causing leverage to be sustained above high 6x level. QUANTUM FOODS: Freeborn & Peters to Aid Panel in Avoidance Actions ------------------------------------------------------------------ The U.S. Bankruptcy Court authorized the Official Committee of unsecured Creditors in the Chapter 11 cases of Quantum Foods, LLC, et al., to retain Freeborn & Peters LLP as its special litigation counsel. Freeborn & Peters will assist the Committee in the investigation and prosecution of the avoidance action and commercial tort claims. Founded in 1990 and headquartered in Bolingbrook, Illinois, Quantum Foods, LLC -- http://www.quantumfoods.com-- provides protein products made from beef, poultry and pork. Quantum Foods and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-10318) on Feb. 18, 2014, to facilitate the sale of substantially all their business to CTI Foods Holding Co., LLC. The Debtors' primary secured indebtedness totals $50.2 million, owing to lenders led by Crystal Financial, LLC, as administrative and collateral agent. Quantum Foods is being advised in its restructuring by Daniel J. McGuire, Esq., Gregory M. Gartland, Esq., and Caitlin S. Barr, Esq., at Winston & Strawn as counsel; M. Blake Cleary, Esq., Kenneth J. Enos, Esq., and Andrew Magaziner, Esq., at Young, Conaway, Stargatt & Taylor, LLP, serve as local counsel. City Capital Advisors is the investment banker. FTI Consulting, Inc. also serves as advisor. BMC Group is the claims and notice agent. The U.S. Trustee for Region 3 appointed five members to the official committee of unsecured creditors in the case. The Committee is seeking to retain Triton Capital Partners, Ltd. as financial advisor; and Mark D. Collins, Esq., Russell C. Silberglied, Esq., Michael J. Merchant, Esq., Christopher M. Samis, Esq., and Robert C. Maddox, Esq., at Richards, Layton & Finger, P.A. as counsel. Raging Bull is represented in the case by Van C. Durrer II, Esq., at Skadden Arps Slate Meagher & Flom LLP. Crystal Finance LLC is represented by David S. Berman, Esq., at Riemer & Braunstein LLP. QUANTUM FOODS: Withdraws Motion to Sell Substantially All Assets ---------------------------------------------------------------- Quantum Foods, LLC, et al., on July 9 notified the Bankruptcy Court of their withdrawal of their request for approval of bid procedures to govern the sale of substantially all of their assets. Raging Bull Acquisition Co. LLC, a unit of Oaktree Capital Management LP, was slated to buy the Debtors' assets before the $54 million deal collapsed. Quantum has commenced a lawsuit against Oaktree, accusing the private equity firm of having a "fraudulent scheme" to purchase the meatpacker for far less than the agreed-upon price. Bill Rochelle, the bankruptcy columnist for Bloomberg News, reported that Quantum is seeking damages of $29 million to $35 million, representing the value it said it would have received under the sale contract, less the amount it's recovering in liquidation. The lawsuit is Raging Bull Acquisition Company LLC v. Quantum Foods LLC (In re Quantum Foods LLC), 14-ap-50360, U.S. Bankruptcy Court, District of Delaware (Wilmington). About Quantum Foods Founded in 1990 and headquartered in Bolingbrook, Illinois, Quantum Foods, LLC -- http://www.quantumfoods.com-- provides protein products made from beef, poultry and pork. Quantum Foods and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-10318) on Feb. 18, 2014, to facilitate the sale of substantially all their business to CTI Foods Holding Co., LLC. The Debtors' primary secured indebtedness totals $50.2 million, owing to lenders led by Crystal Financial, LLC, as administrative and collateral agent. Quantum Foods is being advised in its restructuring by Daniel J. McGuire, Esq., Gregory M. Gartland, Esq., and Caitlin S. Barr, Esq., at Winston & Strawn as counsel; M. Blake Cleary, Esq., Kenneth J. Enos, Esq., and Andrew Magaziner, Esq., at Young, Conaway, Stargatt & Taylor, LLP, serve as local counsel. City Capital Advisors is the investment banker. FTI Consulting, Inc. also serves as advisor. BMC Group is the claims and notice agent. The U.S. Trustee for Region 3 appointed five members to the official committee of unsecured creditors in the case. The Committee is seeking to retain Triton Capital Partners, Ltd. as financial advisor; and Mark D. Collins, Esq., Russell C. Silberglied, Esq., Michael J. Merchant, Esq., Christopher M. Samis, Esq., and Robert C. Maddox, Esq., at Richards, Layton & Finger, P.A. as counsel. Raging Bull is represented in the case by Van C. Durrer II, Esq., at Skadden Arps Slate Meagher & Flom LLP. Crystal Finance LLC is represented by David S. Berman, Esq., at Riemer & Braunstein LLP. QUANTUM FOODS: Committee Authorized to Prosecute Lawsuits --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that U.S. Bankruptcy Judge Kevin J. Carey authorized the Official Committee of Unsecured Creditors to investigate, prosecute, defend, and settle lawsuits that otherwise belong to Quantum Foods LLC. About Quantum Foods Founded in 1990 and headquartered in Bolingbrook, Illinois, Quantum Foods, LLC -- http://www.quantumfoods.com-- provides protein products made from beef, poultry and pork. Quantum Foods and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-10318) on Feb. 18, 2014, to facilitate the sale of substantially all their business to CTI Foods Holding Co., LLC. The Debtors' primary secured indebtedness totals $50.2 million, owing to lenders led by Crystal Financial, LLC, as administrative and collateral agent. Quantum Foods is being advised in its restructuring by Daniel J. McGuire, Esq., Gregory M. Gartland, Esq., and Caitlin S. Barr, Esq., at Winston & Strawn as counsel; M. Blake Cleary, Esq., Kenneth J. Enos, Esq., and Andrew Magaziner, Esq., at Young, Conaway, Stargatt & Taylor, LLP, serve as local counsel. City Capital Advisors is the investment banker. FTI Consulting, Inc. also serves as advisor. BMC Group is the claims and notice agent. The U.S. Trustee for Region 3 appointed five members to the official committee of unsecured creditors in the case. The Committee is seeking to retain Triton Capital Partners, Ltd. as financial advisor; and Mark D. Collins, Esq., Russell C. Silberglied, Esq., Michael J. Merchant, Esq., Christopher M. Samis, Esq., and Robert C. Maddox, Esq., at Richards, Layton & Finger, P.A. as counsel. Raging Bull is represented in the case by Van C. Durrer II, Esq., at Skadden Arps Slate Meagher & Flom LLP. Crystal Finance LLC is represented by David S. Berman, Esq., at Riemer & Braunstein LLP. REGENT PURCHASER: S&P Assigns 'B' CCR; Outlook Stable ----------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' long-term corporate credit rating to Calgary, Alta.-based oilfield services company Regent Purchaser Investments Inc. The outlook is stable. At the same time, Standard & Poor's assigned issue-level and recovery ratings to Regent's US$305 million first-lien term loan (part of the first-lien credit facility, which also includes a US$75 million revolver), and to its US$130 million second-lien credit facility. S&P assigned its 'B' issue-level rating to the first-lien term loan. The recovery rating is '3', indicating S&P's expectation of meaningful (50%-70%) recovery prospects in the event of a default. S&P also assigned its 'CCC+' (two notches lower than the corporate credit rating) issue-level rating to Regent's second-lien term loan. The recovery rating on the second-lien credit facility is '6', indicating S&P's expectation of negligible (0%-10%) recovery. Proceeds from the offering will fund private equity firm Advent International Corp.'s C$775 million acquisition of Regent from a consortium of investors. "The 'B' ratings on Regent reflect our anchor of 'b', based on our "weak" business risk and "highly leveraged" financial risk profile assessments for the company. "The modifiers had no impact on the ratings, which reflect our view of Regent's limited product diversity, customer concentration, and highly-leveraged financial sponsor policy," said Standard & Poor's credit analyst Aniki Saha- Yannopoulos. We believe the company's strong Canadian market share and robust profitability offset these weaknesses somewhat," S&P said. Regent is a small Calgary-based oilfield service company that generates about 80% of its revenue from Canada. It has a leading market position in providing slotted and seamed liners in the Western Canadian Sedimentary Basin (WCSB); and provides other products to enhance oil recovery in the heavy oil industry. Following the transaction, Advent and management will fully own Regent. Pro forma the transaction, Regent will have about C$479 million in adjusted debt (S&P's adjustments include lease adjustments of about C$12 million) and with 2014 forecast EBITDA, S&P expects the company to have about 5.5x debt-to-EBITDA. The stable outlook reflects S&P's view that Regent will maintain its EBITDA margin at 55%-60% as it continues to benefit from growth opportunities from the increased oil sands activity in Canada. S&P expects that, during our forecast period, debt-to- EBITDA will improve below 5x through 2015 provided there are no further acquisitions. S&P could take a negative rating action if it believes that Regent's business risk profile will weaken -- for example, due to weakening operating efficiency or profitability. Also, aggressive financing of growth (for instance, through acquisitions) or shareholder-friendly initiatives that increase leverage without prospects for rapid deleveraging would lead S&P to revisit its ratings and outlook. A positive rating action, which S&P views unlikely in the next 12 months, would depend on an improving business risk profile or financial risk profile significantly. For example, if S&P expects FFO-to-debt to improve to and stay above 30%, all else unchanged, S&P could consider a positive rating action. On the other hand, if Regent were to diversify its product offerings dramatically, S&P believes this could strengthen its overall business risk profile sufficiently to support a 'B+' rating. Moreover, S&P would expect debt-to-EBITDA to remain below 5x while the company improves its competitive position. REICHHOLD INDUSTRIES: S&P Lowers CCR to 'CCC-'; Outlook Negative ---------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Durham, N.C.-based Reichhold Industries Inc. to 'CCC-' from 'CCC'. The outlook is negative. At the same time, S&P lowered its issue rating on the company's senior secured notes to 'CC' from 'CCC-'. The recovery rating is unchanged at '5', indicating S&P's expectation of modest (10% to 30%) recovery in the event of a default. The downgrade of Reichhold Industries Inc. reflects the increasing likelihood that continued weak operating performance and negative cash flow will lead to a payment default or debt restructuring before the end of 2014. S&P believes that the company's severely constrained liquidity makes it unlikely that it will be able to make its November 2014 interest payment without a favorable change in circumstances. "The negative outlook reflects our expectation that continued industry weakness and limited cost-structure flexibility will not allow Reichhold to greatly improve operating performance in 2014," said Standard & Poor's credit analyst Seamus Ryan. "We do not expect the company to generate enough cash flow to provide sufficient liquidity without a significant external infusion of cash or other material positive event." S&P could lower the ratings further if a missed interest payment or distressed exchange appears imminent. Given the company's current capital structure, S&P regards an upgrade as unlikely. However, S&P could consider higher ratings if a significant infusion of liquidity or other material positive event occurred. RESIDENTIAL CAPITAL: Minn. Judge Rules on RFC Suit v. Americash --------------------------------------------------------------- District Judge David S. Doty ruled on Americash's motion to dismiss the amended complaint filed by Residential Funding Company, LLC. The dispute arises out of the sale of Americashunderwritten mortgage loans to Residential Funding, which is engaged in the acquisition and securitization of residential mortgage loans. RFC acquired loans from correspondent lenders, such as Americash, who were responsible for collecting and verifying borrower information and underwriting the loan. Once underwritten, loans were sold to RFC and then distributed in pools to be sold into residential mortgage-backed securitization (RMBS) trusts or to whole loan purchasers. Americash and RFC entered into a "Client Contract", which incorporated by reference the "Client Guide." These documents collectively formed the parties' agreement. Various versions of the Client Guide were in effect at different times relevant to the instant dispute. Pursuant to the Contract, Americash made several representations and warranties regarding the loans sold to RFC. Failure to comply with such representations and warranties by Americash constituted an "Event of Default" under the Agreement. Further, the Agreement specified the remedies available to RFC if an Event of Default occurred, including Americash's obligation to indemnify RFC against liabilities resulting from such events. Americash and RFC operated pursuant to the Agreement until May 2012. Over time, many of the loans sold by Americash went into default or became delinquent, resulting in losses by RFC in excess of $18 million. Americash repurchased some defective loans pursuant to the Agreement. RFC was sued in numerous actions stemming from defective loans it had re-sold. RFC filed for Chapter 11 bankruptcy protection on May 14, 2012. On December 17, 2013, the bankruptcy plan became effective. On March 24, 2014, RFC filed an amended complaint, alleging claims for (1) breach of warranties and (2) indemnification. Americash moved to dismiss, arguing that RFC has failed to state a claim for breach of warranties because it (1) fails to adequately specify the warranties at issue, given the multiple versions of the Client Guide and (2) fails to specifically allege the breaches, loans and damages at issue. Americash also argues that the indemnification claim is untimely. Specifically, Americash argues that any indemnification obligation was triggered upon Events of Default, which occurred outside of the applicable limitations period. Judge Doty ruled that RFC has sufficiently pleaded a plausible breach of warranties claim, and dismissal is not warranted. He also said RFC's liability was not fixed upon Events of Default, and the argument that an indemnification claim is barred by the statute of limitations is without merit. As a result, the indemnification claim is timely, and dismissal is not warranted. The case is, Residential Funding Company, LLC, Plaintiff, v. Americash, Defendant, Civil No. 13-3460(DSD/JJG) (D. Minn.). A copy of Judge Doty's July 21, 2014 Order is available at http://is.gd/MzVMkJfrom Leagle.com. RFC is represented by: David Elsberg, Esq. QUINN, EMANUEL, URQUHART & SULLIVAN, LLP 51 Madison Avenue, 22nd Floor New York, NY 10010 - and - David L. Hashmall, Esq. FELHABER LARSON 220 South Sixth Street, Suite 2200 Minneapolis, MN 55402 Americash is represented by: Greg W. Chambers, Esq. American Mortgage Law Group PC 75 Rowland Way, Suite 350 Novato, CA 94945 - and - Richard C. St. John, Esq. MUNGER, TOLLES & OLSON 355 South Grand Avenue, Suite 3500 Los Angeles, CA 90071 About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.68 billion in assets and $15.28 billion in liabilities at March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. ResCap sold most of the businesses for a combined $4.5 billion. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11 Plan co-proposed by Residential Capital and the Official Committee of Unsecured Creditors. RESIDENTIAL CAPITAL: Claims Against Mortgage Access Survives ------------------------------------------------------------ Minnesota District Judge David S. Doty declines the request of Mortgage Access Corporation, doing business as Weichert Financial Services, to dismiss the claims against it asserted by Residential Funding Company, LLC, for (a) breach of warranties and (b) indemnification. The case is, Residential Funding Company, LLC, Plaintiff, v. Mortgage Access Corp., doing business as Weichert Financial Services Defendant, Civil No. 13-3499(DSD/FLN) (D. Minn.). A copy of the Court's July 21, 2014 Order is available at http://is.gd/T2Njplfrom Leagle.com. The Defendant is represented by: Greg W. Chambers, Esq. AMERICAN MORTGAGE LAW GROUP PC 75 Rowland Way, Suite 350 Novato, CA 94945 - and - Carol R.M. Moss, Esq. HELLMUTH & JOHNSON, PLLC 8050 West 78th Street Edina, MN 55439 About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.68 billion in assets and $15.28 billion in liabilities at March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. ResCap sold most of the businesses for a combined $4.5 billion. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11 Plan co-proposed by Residential Capital and the Official Committee of Unsecured Creditors. RESIDENTIAL CAPITAL: Wells Fargo Fails to Dismiss Lawsuit --------------------------------------------------------- Minnesota District Judge David S. Doty denied the motion by defendant Wells Fargo Bank, N.A. successor by merger to defendant SouthTrust Mortgage Corporation, to dismiss the amended complaint filed against them by Residential Funding Company, LLC. The case is, Residential Funding Company, LLC, Plaintiff, v. SouthTrust Mortgage Corporation and Wells Fargo Bank, N.A., Defendants, Civil No. 13-3524(DSD/JJG) (D.Minn.). A copy of the Court's July 21, 2014 Order is available at http://is.gd/EWEzFp from Leagle.com. Wells Fargo is represented by: Greg W. Chambers, Esq. American Mortgage Law Group PC 75 Rowland Way, Suite 350 Novato, CA 94945 - and - Richard C. St. John, Esq. MUNGER, TOLLES & OLSON 355 South Grand Avenue, Suite 3500 Los Angeles, CA 90071 About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.68 billion in assets and $15.28 billion in liabilities at March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. ResCap sold most of the businesses for a combined $4.5 billion. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11 Plan co-proposed by Residential Capital and the Official Committee of Unsecured Creditors. RESIDENTIAL CAPITAL: Macks' QWR Claim Survives ---------------------------------------------- Barry and Cheryl Mack bought a home in Florida in 2006. By 2009, they realized that they could no longer afford their mortgage payments. They contacted their loan servicer -- GMAC Mortgage LLC -- to obtain a loan modification. Rather than working out a modification with the Macks, GMACM started foreclosure proceedings and hired a notorious Florida attorney (since disbarred) to bring the foreclosure action in the name of Deutsche Bank Trust Company Americas, the trustee of the securitization trust that owned the Macks' loan. But the Macks had not defaulted on their loan payments. GMACM claims that when it learned of the "accidental" foreclosure action, it instructed its attorney to withdraw the action. The attorney neglected to withdraw the case, so it continued. Meanwhile, the Macks repeatedly contacted GMACM to ask who Deutsche Bank was, when Deutsche Bank obtained an interest in the Macks' loan, and why the foreclosure was proceeding at all. GMACM failed to respond to at least one of the Macks' inquiries and in other instances told the Macks that the foreclosure was a mistake and should be ignored. But the foreclosure case carried on. The Macks filed counterclaims against Deutsche Bank in the foreclosure action. The attorney GMACM hired to bring the foreclosure action defaulted on the counterclaims. A final judgment awarding the Macks damages against Deutsche Bank was entered, but then partially vacated. GMACM was not a party to the action, although it caused it to be commenced and didn't stop it from continuing. The Macks collected a damages award from Deutsche Bank in the amount of $321,970.77, plus attorneys' fees, after the initial judgment in the amount of $446,920.05 was reduced. The real horror of these events is that in October 2009, during the pendency of the foreclosure action, Mrs. Mack overdosed on sleeping pills, allegedly from the stress from the prospect of losing her home. She suffered severe kidney damage; and as a result of kidney damage, she died in October 2013. The Macks' initial judgment on the counterclaims against Deutsche Bank included recovery on a claim under the Real Estate Settlement Procedures Act, 12 U.S.C. Sec. 2601, et seq., among other things, for non-economic damages attributed to Mrs. Mack's pain and suffering (she didn't die until after the Macks collected their judgment against Deutsche Bank). GMACM remained an uninformed and apparently uninterested bystander throughout those proceedings. When Deutsche Bank finally learned about the judgment and moved to vacate it, the trial court vacated the portion of the judgment based on the RESPA claim, concluding that the Macks could not maintain a cause of action against Deutsche Bank for violation of RESPA. Before the deadline for filing proofs of claim in GMACM and its affiliates' bankruptcy cases, the Macks filed proof of claim number 386 against GMACM, alleging more than $30 million in damages resulting mostly from the same conduct at issue in the counterclaims against Deutsche Bank. Mack's counsel recognizes that his surviving client cannot recover twice for the same injury. According to Bankruptcy Judge Martin Glenn, to the extent the claims and damages against Deutsche Bank and GMACM overlap, they are barred by res judicata. But Mack also alleges one new theory of liability against GMACM for which the Macks did not recover damages from Deutsche Bank. Mack alleges that GMACM -- the loan servicer -- violated RESPA by failing to respond to a qualified written request ("QWR"), a claim that could not be asserted against Deutsche Bank. Mack seeks to recover non-economic damages from GMACM that the Macks were unable to recover from Deutsche Bank, including for the harm that allegedly ultimately resulted in Mrs. Mack's death. Judge Glenn acknowledges that the issue whether a plaintiff can recover non-economic damages from a loan servicer under RESPA has divided the courts, and there is no controlling authority in this Circuit. "Even assuming that such damages may be recovered under RESPA, Mack may have a difficult time proving causation and damages -- the RESPA violation identified by Mack occurred fairly late in the very bad chain of events in this case. The ResCap Borrower Claims Trust argues that the RESPA claim is barred by res judicata; that part is easy -- the RESPA claim is not barred. While the Court reserves the ability to revisit the issue of recovery of non- economic harm for a RESPA violation before this claim is fully resolved, the Court concludes below that Mack can proceed with his claim for non-economic damages from GMACM for violation of RESPA. Other portions of the Claim are barred by res judicata. The Court therefore SUSTAINS IN PART AND OVERRULES IN PART the Objection to the Macks' proof of claim." According to Judge Glenn, GMACM's Claim Objection is sustained with respect to the portions of the Claim arising from the initiation of the Foreclosure Action, including allegations of (1) personal injury, (2) wrongful death, (3) malicious prosecution, (4) intentional infliction of emotional distress, and (5) failure under RESPA to notify the Macks of a transfer of servicing of their Loan. But Mack has alleged a plausible RESPA claim for GMACM's failure to respond to the October 2009 QWR. The Court will deem the Proof of Claim amended to include the QWR Claim, and the Objection to that part of the Claim is overruled. To receive any damages for the QWR Claim, Mack must demonstrate how the requested damages arise from GMACM's failure to respond to the QWR as opposed to its initiation of the Foreclosure Action. This may be difficult, but Mack is entitled to make his case. Counsel for the parties are directed within 14 days from July 24 to confer by telephone about the possibility of settlement, or entering into mediation. The Court will hold a case management and scheduling conference, by telephone, on August 13, 2014, at 2:00 p.m. (Eastern Standard Time). A copy of Judge Glenn's July 24 Memorandum Opinion and Order is available at http://is.gd/R9EniLfrom Leagle.com. David F. Garber, Esq., at David F. Garber, P.A., in Naples, Florida, represents the Mack Creditors. About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.68 billion in assets and $15.28 billion in liabilities at March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. ResCap sold most of the businesses for a combined $4.5 billion. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11 Plan co-proposed by Residential Capital and the Official Committee of Unsecured Creditors. RIVER CITY RESORT: Frankenberg Lawsuits Remanded to State Court --------------------------------------------------------------- Bankruptcy Judge Shelley D. Rucker granted, in part, and denied, in part, the request to remand to state court a contract lawsuit filed by Paul J. Frankenberg, III. Judge Rucker also granted the request to remand to state court a fraudlent transfer suit also commenced by Frankenberg. Paul J. Frankenberg, III on December 30, 2005, commenced an action in the Chancery Court of Hamilton County, Docket No. 05-1271, naming River City Resort, Inc., and B. Allen Casey as defendants. In that Contract Case, Frankenberg sought recovery of compensation for services rendered to RCR as an officer and damages against RCR and Casey for breach of a settlement agreement, which required the settlement obligations to be secured by security interests in some or all of RCR's property. He also requested an attachment of the property of RCR to secure any judgment. Before the Contract Case had been heard, on June 13, 2012, Frankenberg filed a second case in the Chancery Court of Hamilton County, Tennessee, against RCR and Casey, and added S. Jackson Wingfield and River House Trust, LLC as defendants. Frankenberg alleged that, in 2008, RCR and Casey had transferred three lots of real property owned by RCR or a subsidiary for less than reasonably equivalent value while RCR was insolvent with the intent to defraud RCR's creditors. Based on his status as a creditor of RCR, Frankenberg claimed that the transfer was fraudulent and should be avoided. If the transfer were avoided, he also contended that his claims should be protected by a lien on the real property in order to fulfill the promises made to him by Casey and RCR. The two cases were to be tried together in Chancery Court in July 2014. On February 24, 2014, RCR filed a Chapter 11 voluntary petition. Two days later, Casey filed a voluntary Chapter 7 petition. Richard P. Jahn was employed as trustee, but due to a conflict, was later replaced by Douglas R. Johnson on May 29, 2014. On March 19, 2014, RCR and Casey filed an adversary proceeding against Frankenberg and Wingfield and a Notice of Removal removing the Contract Case to the Bankruptcy Court. That same day RCR and Casey filed a second adversary proceeding against Frankenberg and Wingfield removing the Fraudulent Transfer Case to the bankruptcy court. On April 14, 2014, Wingfield filed a Motion for Remand in each adversary proceeding. Although Wingfield was named in only the Fraudulent Transfer Case in Chancery Court, he received a summons and a copy of the Contract Proceeding Complaint and has responded out of an abundance of caution. The court heard oral argument on May 22, 2014 on the motions. As to the Contract Proceeding, RCR challenges Wingfield's standing to file a motion for remand. In a July 24 Memorandum available at http://is.gd/NJPbQGfrom Leagle.com, Judge Rucker held that the Contract Proceeding will be remanded to the Chancery Court of Hamilton County for determination of claims and counterclaims contained therein. To the extent that the Chancery Court awards a judgment and/or equitable lien against any property owned by RCR or Casey, the execution on such judgment remains stayed. Further, the extent and priority of any lien granted will be determined by the Bankruptcy Court. In addition, the court will grant the motion to remand the Fraudulent Transfer Proceeding to the Chancery Court. Judge Rucker said the proceedings are closely related and that the success of the Fraudulent Transfer Proceeding is dependent upon a finding in the Contract Proceeding that Frankenberg was a creditor at the time of the transfers. The cases before the Bankruptcy Court are, RIVER CITY RESORT, INC., and B. ALLEN CASEY, JR., Plaintiffs, v. PAUL FRANKENBERG, III, and S. JACKSON WINGFIELD, III, Defendants; and RIVER CITY RESORT, INC., and B. ALLEN CASEY, JR., Plaintiffs, v. PAUL FRANKENBERG, III, and S. JACKSON WINGFIELD, III, Defendants, Adv. Proc. Nos. 14-01027., 14-01028 (Bankr. E.D. Tenn.). About River City Resort River City Resort, Inc., which formerly does business as Showboat Suites, Inc., filed for Chapter 11 bankruptcy protection (Bankr. E.D. Tenn. Case No. 14-10745) on Feb. 24, 2014. River City Resort owns a portion of a tract of property on the Tennessee River where a rundown barge is moored across from the Tennessee Aquarium. Judge Shelley D. Rucker presides over the case. David J. Fulton, Esq., at Scarborough, Fulton & Glass, represents the Chattanooga, Tenn.-based Company. In its petition, River City estimated $1 million to $10 million in both assets and debts. The petition was signed by Allen Casey, president. Mr. Casey on Feb. 26, 2014, filed a Chapter 7 bankruptcy petition in U.S. Bankruptcy Court in Chattanooga, Tenn., estimating assets of $50,000 or less, and liabilities between $1 million and $10 million. ROOFING SUPPLY: S&P Revises Outlook to Neg. & Affirms 'B' CCR ------------------------------------------------------------- Standard & Poor's Ratings Services said it revised its rating outlook on Roofing Supply Group LLC to negative from stable. At the same time, S&P affirmed its 'B' corporate credit rating and all debt ratings on the company. The negative outlook reflects in part the company's modest underperformance in early 2014 compared to previous projections and the potential for continued softening in the roofing industry over the intermediate term, due in part to a slowing in the replacement cycle of roofs and uncertain consumer confidence. S&P expects this to result in lower cash flow generation and margins, leading to an increase in the company's debt-to-EBITDA ratio to 7.8x for 2014. Despite an increase in leverage, the company exhibits strong liquidity, with a favorable debt maturity schedule and a coverage ratio of 2x. "The negative outlook reflects the potential for a downgrade within one year if Roofing Supply Group's underperformance and margin erosion persists, further increasing leverage ratios and decreasing coverage ratios," said Standard & Poor's credit analyst Pablo Garces. S&P could lower the ratings on Roofing Supply Group if roof replacement demand were to deteriorate significantly, either due to a lack of storm activity or continued slow growth in housing starts; if profitability were to decline because of severe price competition among distributors, resulting in the company's interest coverage falling below 1.25x and/or leverage rising above 8x; or if liquidity became constrained due to an unexpected contraction in the company's ABL revolving credit availability. S&P would revise its outlook to stable if leverage dropped to less than 6x. This could occur if roofing sales improve because of better consumer confidence and a stronger new housing recovery. SHERIDAN HEALTHCARE: S&P Withdraws 'B' CCR Over Amsurg Deal ----------------------------------------------------------- Standard & Poor's Ratings Services withdrew its 'B' corporate credit rating on U.S.-based physician outsourcing provider, Sheridan Healthcare Inc., along with the issue-level ratings on its debt. Amsurg Corp. completed its acquisition of Sheridan and repaid all of Sheridan's debt in full. SHILO INN: Gets Court Approval to Hire Green & Markley ------------------------------------------------------ Shilo Inn, Twin Falls, LLC received court approval to hire Green & Markley, P.C. as its special litigation counsel effective as of April 4. The firm will represent the company and its affiliated debtors in district court lawsuits by California Bank & Trust for foreclosure on their property. About Shilo Inn, Twin Falls Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013. Judge Richard M. Neiter presides over the case. Shilo Inn, Twin Falls, estimated assets of at least $10 million and debts of at least $1 million. Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn, Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake, Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a hotel. California Bank and Trust is the primary, senior secured lender for each of the Debtors. The Debtors sought Chapter 11 protection after CBT on May 1, 2013, filed for receiverships in district court. David B. Golubchick, Esq., Kurt Ramlo, Esq., and J.P. Fritz, Esq., at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles, represent the Debtors in their restructuring effort. The Debtors' Joint Plan of Reorganization dated Aug. 29, 2013, provides for payment of all claims in full, unless otherwise agreed with the claimholder, with unsecured claims to be paid over a three-month period from the Plan Effective Date. SOMERSET HILLS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Somerset Hills Residential Treatment 14-25202 Center, Inc. 1275 Boundbrook Road, Suite 1 Middlesex, NJ 08846 Somerset Hills School, Inc. 14-25204 1275 Boundbrook Road, Suite 1 Middlesex, NJ 08846 Chapter 11 Petition Date: July 25, 2014 Court: United States Bankruptcy Court District of New Jersey (Trenton) Judge: Hon. Christine M. Gravelle Debtors' Counsel: John S. Mairo, Esq. PORZIO, BROMBERG & NEWMAN, P.C. 100 Southgate Parkway Morristown, NJ 07962-1997 Tel: 973-538-4006 Fax: 973-538-5146 Email: jsmairo@pbnlaw.com Estimated Estimated Assets Liabilities ---------- ----------- Somerset Hills Residential $0-$50,000 $1MM-$10MM Somerset Hills School, Inc. $100K-$500K $1MM-$10MM The petitions were signed by Ryan Kimmins, president. A list of Somerset Hills Residential's nine largest unsecured creditors is available for free at: http://bankrupt.com/misc/njb14-25202.pdf A list of Somerset Hills School, Inc.'s 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/njb14-25204.pdf SOURCE HOME: Has Court's Final Nod to Use Cash Collateral --------------------------------------------------------- The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware entered on July 22, 2014, a final order authorizing Source Home Entertainment, LLC, and its debtor affiliates to use cash collateral until 120 calendar days after the closing date. A copy of the budget is available for free at: http://bankrupt.com/misc/SOURCEINTERLINK_162_cashcollord.pdf As reported by the Troubled Company Reporter on June 26, 2014, the Debtors sought authorization from the Court to use the cash collateral of their term loan lenders. The Debtors need cash collateral to (a) continue their orderly wind down process and pay their employees in connection therewith, and to (b) procure goods and services from vendors, pay their employees, and satisfy other working capital needs in the ordinary course of their remaining manufacturing business. The Debtors owe $51.9 million under their term loan facility with Cortland Capital Market Services, LLC, as administrative and collateral agent. Obligations arising under the term loan facility are secured by substantially all of the Debtors' assets. As adequate protection for any postpetition diminution in value of each agent's interests, each agent, for the benefit of itself and the term loan lenders, the revolving lenders, or any other secured parties, is granted: (i) additional and replacement valid, binding, enforceable, non-avoidable, and automatically perfected postpetition security interests in and liens on any and all presently owned and hereafter acquired personal property, real property, and all other assets of the Debtors; (ii) an allowed administrative expense claim in the cases ahead of and senior to any and all other administrative claims in the cases to the extent of any postpetition first lien diminution in value; and (iii) an allowed administrative expense claim in the cases ahead of any and all other administrative claims in the cases to the extent of any postpetition second lien diminution in value. As further adequate protection, (a) the Debtors will pay to each agent, for the benefit of itself and the term loan lenders or the revolving lenders, reasonable attorney's fees and expenses, whether incurred before or after the Petition Date, of the term loan agent and the term loan lenders or the revolving credit facility agent, to the extent provided under the term loan credit documents or the revolving credit documents, as applicable and (b) the revolving credit facility agent will be authorized to apply cash collateral on deposit to any interest, fees, costs and expenses, due and owing by the Debtors to the revolving credit facility agent and revolving lenders to the extent provided by and in accordance with the revolving credit documents, without further court order. Creditors' Panel Objected to Cash Collateral Use On July 17, 2014, the Official Committee of Unsecured Creditors filed with the Court an objection to the Debtors' motion for entry of interim and final orders authorizing postpetition cash collateral. The Committee alleged that certain provisions of the interim order are unduly prejudicial to the interests of unsecured creditors and, therefore, should be stricken or modified in any final order authorizing the Debtors' use of cash collateral. The Committee claimed that the interim order, and the final order as proposed, would severely restrict rights of the Committee to obtain meaningful information about the Debtors' businesses, to conduct a full investigation of potential claims and to participate in the sale and plan process. "The terms of the proposed Final Order are onerous and seek to marginalize the unsecured creditors in these cases." The Committee requested that, among other things, the final order (i) grant the Committee a challenge period of not less than 120 days from its receipt of all credit, security and restructuring documents, the October 2013 restructuring, and all other agreements and documents necessary to complete the investigation, and, if appropriate, to contest the nature, extent, validity and priority of the secured parties' liens or to bring other actions, (ii) remove any cap on fees and expenses for investigation of security interests, liens, the October 2013 Restructuring and other transactions involving the Secured Parties, and (iii) grant the Committee standing to bring Challenges. The Committee required sufficient time and resources to, among other things, scrutinize the sale process, purported liens and prepetition transactions, including the so-called October 2013 Restructuring. A copy of the Committee's objection is available for free at: http://bankrupt.com/misc/SOURCEINTERLINK_122_cashcollobj.pdf About Source Home Entertainment and Source Interlink Headquartered in Bonita Springs, Florida, Source Home Entertainment, LLC, manufactures front-end retail checkout displays and is a leading distributor of books, periodicals, and other printed material. Its distribution network spans over 32,500 retail locations in the U.S. and abroad. In the twelve months ended April 30, 2014, Source Home generated revenues totaling approximately $600 million on a consolidated basis. As of March 31, 2014, Source Home had assets (not including goodwill or intangibles) of $205 million and liabilities of approximately $290 million. Source Home, Source Interlink Manufacturing, LLC, and other affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-11553) on June 23, 2014, to sell their front-end retail display fixtures business to lenders, absent higher and better offers. The Debtors are winding down their books distribution business. The Debtors have tapped Kirkland & Ellis LLP as general bankruptcy and corporate counsel; Young Conaway Stargatt & Taylor, LLP, as co-counsel, FTI Consulting, Inc., as crisis and turnaround advisor; and Kurtzman Carson Consultants, LLC, as claims agent. SOURCE HOME: Creditors Blast $24M Sale Plan ------------------------------------------- Law360 reported that the Official Committee of Unsecured Creditors in Source Home Entertainment LLC's bankruptcy balked over the magazine wholesaler's $24 million sale plan for its retail display business, arguing that it's too rushed and claiming that the stalking horse bidder in the asset sale is actually a controlling insider. According to the report, in a motion before the Delaware bankruptcy court, the official committee of unsecured creditors called Source Home's sale plan "unnecessarily aggressive," lasting only eight weeks from petition date to bid deadline even though there had been no assertion that the assets' value will deteriorate over time. About Source Home Entertainment and Source Interlink Headquartered in Bonita Springs, Florida, Source Home Entertainment, LLC, manufactures front-end retail checkout displays and is a leading distributor of books, periodicals, and other printed material. Its distribution network spans over 32,500 retail locations in the U.S. and abroad. In the twelve months ended April 30, 2014, Source Home generated revenues totaling approximately $600 million on a consolidated basis. As of March 31, 2014, Source Home had assets (not including goodwill or intangibles) of $205 million and liabilities of approximately $290 million. Source Home, Source Interlink Manufacturing, LLC, and other affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-11553) on June 23, 2014, to sell their front-end retail display fixtures business to lenders, absent higher and better offers. The Debtors are winding down their books distribution business. The Debtors have tapped Kirkland & Ellis LLP as general bankruptcy and corporate counsel; Young Conaway Stargatt & Taylor, LLP, as co-counsel, FTI Consulting, Inc., as crisis and turnaround advisor; and Kurtzman Carson Consultants, LLC, as claims agent. SPECIALTY HOSPITAL: Taps Cain Brothers as Investment Banker ----------------------------------------------------------- Specialty Hospital of Washington and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Columbia for permission to employ Cain Brothers & Company LLC as their investment banker. The firm is expected to: a) develop a strategy for a sale of substantially all of the Debtors' assets under section 363 of the Bankruptcy Code; b) assist the Debtors, and its bankruptcy counsel, in drafting auction procedures and stalking horse bid protections; c) identify potential transaction parties; d) prepare marketing materials; e) coordinate and assist with the delivery of marketing materials and monitoring the electronic data room; in each case, with those pre-approved parties that have indicated a certain level of interest acceptable to the Debtors; f) coordinate and assist with potential transaction parties' due diligence process; g) assist the Debtors in securing postpetition financing; h) coordinate and assist in managing the auction process, including reviewing and analyzing all indications of interest and proposals the Debtors' receive and assisting in negotiations to obtain additional bids; i) review and comment on transaction documents, including bid procedures motions, postpetition financing motions, letters of intent, term sheets, purchase and sale agreements, buy/sell agreements, employment agreements, confidentiality agreements and other similar agreements; and j) assist in securing final approval from this Court of the sale of substantially all of the Debtors' assets to the stalking horse bidder or the successful bidder of the court-approved auction. The firm will be compensated in this manner: a) Monthly Fees: A monthly fee of $20,000 payable in advance beginning with the first month subsequent to the execution of the engagement letter. b) Postpetition If the Debtors enter into a postpetition Financing financing agreement with a party other than Fee: BB&T, then the Debtors shall pay Cain Brothers in cash, upon closing of the transaction, a financing fee of 1% of the postpetition financing commitment. c) Transaction If a "Transaction" is consummated, then the Fee: Debtors shall pay Cain Brothers in cash, upon the closing of such Transaction, a minimum transaction fee of $750,000. If the value of the Transaction exceeds $37.5 million, then the Debtors shall pay an additional fee of 2% of the aggregate value between $37.5 million and $50 million, plus 3.5% of the aggregate value over $50 million. The Transaction Fee is net of any previously paid retainer and up to six months of the Monthly Fees. Before filing for bankruptcy, the Debtors paid the firm $85,000 in fees and $8,288 in expenses. Specifically, the Debtors paid the firm three monthly fees and a $25,000 retainer. Michael Zarriello assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Specialty Hospital Specialty Hospital of America LLC operates nursing home facilities and long-term acute care hospitals. On April 23, 2014, an involuntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 14- 10935) was filed against Specialty Hospitals of Washington, LLC ("SHDC"). Capitol Hill Group and five other alleged creditors who signed the involuntary bankruptcy petition are represented by Stephen W. Spence, Esq., at Phillips, Goldman & Spence, in Wilmington, Delaware. Capitol Hill Group claims to be owed $1.66 million on a lease for non-residential real property while another creditor, Metropolitan Medical Group, LLC, claims $837,000 for physician services. The petitioners assert $2.69 million in total claims. On May 9, 2014, the Delaware court transferred the case to Washington, D.C. (Bankr. D.C. Case No. 14-00279). On May 21, 2014, SHDC filed an answer and consent for relief under Chapter 11. Also on May 21, six affiliates of SHDC, including Specialty Hospital of America, LLC filed for Chapter 11 protection. The U.S. Bankruptcy Court entered an order directing the joint administration the cases under Specialty Hospital of Washington, LLC, Case No. 14-00279. The Debtors announced plans to sell all of their assets in exchange for a $15 million debtor-in-possession loan from Silver Point Capital, which will allow the Debtors to continue operating through the bankruptcy process. Specialty Hospital of America estimated between $10 million and $50 million in assets and between $50 million and $100 million in liabilities in its bankruptcy petition. The Debtors are represented by Pillsbury Winthrop Shaw Pittman LLP as counsel. Alvarez and Marsal Healthcare Industry Group, LLC, serves as the Debtors' financial advisor. Cain Brothers & Company, LLC, is the Debtors' investment banker. The U.S. Trustee has named three members to the Official Committee of Unsecured Creditors. SPEEDEMISSIONS INC: IBC Funds Reports 9.9% Equity Stake ------------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, IBC Funds LLC disclosed that as of Dec. 11, 2013, it beneficially owned 3,987,522 shares of common stock of Speedemissions, Inc., representing 9.9 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at http://is.gd/4Jp7Gr About Speedemissions Tyrone, Georgia-based Speedemissions, Inc., is a test-only emissions testing and safety inspection company. Speedimissions reported a net loss of $814,482 in 2013 and a net loss of $656,037 in 2012. As of March 31, 2014, the Company had $2.61 million in total assets, $2.57 million in total liabilities, $4.57 million in series A convertible redeemable preferred stock and and $4.53 million total shareholders' deficit. SPORTSMAN'S OUTFITTERS: Case Summary & 20 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: Sportsman's Outfitters, L.L.C. 1975 Ross Clark Circle Dothan, AL 36301 Case No.: 14-11424 Chapter 11 Petition Date: July 25, 2014 Court: United States Bankruptcy Court Middle District of Alabama (Dothan) Judge: Hon. Dwight H. Williams Jr. Debtor's Counsel: Collier H. Espy, Jr., Esq. ESPY, METCALF & ESPY, P.C. P.O. Drawer 6504 326 North Oates Street Dothan, AL 36302-6504 Tel: 334-793-6288 Email: kc@espymetcalf.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Tom M. Freeman, Jr., member. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/almb14-11424.pdf STAR DYNAMICS: Exclusive Plan Filing Period Extended to Oct. 6 -------------------------------------------------------------- The Hon. Charles M. Caldwell of the U.S. Bankruptcy Court for the Southern District of Ohio has extended, at the behest of Star Dynamics Corporation, the Debtor's exclusive period to file a Chapter 11 plan by an additional 90 days through and including Oct. 6, 2014, and its exclusive period to solicit acceptance of the plan by an additional 90 days through and including Dec. 8, 2014. The Debtor asked for the extension as it believes it will not be in a position to propose any plan of reorganization until the sale process has concluded, a sale has been approved by the Court, and the issues in the adversary proceeding are resolved. Richard K. Stovall, Esq., at Allen Kuehnle Stovall & Neuman LLP, the attorney for the Debtor, related that the Debtor has continued to market a sale of its assets to potential buyers and interested parties have submitted indications of interest. Necessary due diligence conducted by qualified purchasers is an ongoing and intensive process, Mr. Stovall explained. Once the due diligence process is complete, the Debtor anticipates that final, binding proposals will be submitted. In addition to conducting due diligence, the Debtor believes it is necessary for certain of those matters at issue in its adversary proceeding against BAE Systems Technology Solutions & Services, Inc., be resolved, as the determination of the matters may impact the sale process. The parties have had multiple conferences with the Court and conducted significant discovery, all of which has been undertaken with an eye towards trial. STAR Dynamics Corp. develops, sales, and services instrumentation radar systems for missile test ranges utilized by the United States and foreign governments. Located principally in Hilliard, Ohio, with satellite offices in Herndon, Virginia and Sandestin Florida, it has 112 full-time employees. STAR Dynamics filed a petition for Chapter 11 protection (Bankr. S.D. Ohio Case No. 13-59657) on Dec. 10, 2013, in Columbus, Ohio, in part to halt a lawsuit by BAE Systems Plc. According to its first-day motions and as of Nov. 30, 2013, it has assets of $28,470,788.13, liabilities of $50,892,360.12 and gross sales of $8,140,140.93. In its schedules, the Debtor listed $12,138,334 in total assets and $50,740,343 in total liabilities. BAE is an American subsidiary of a global-level defense contractor based in Great Britain, with more than 50,000 employees world- wide. BAE has its headquarters in Arlington, Virginia, and like the Debtor, is engaged in the radar range business for the testing of missiles and other weaponry. Bankruptcy Judge Charles M. Caldwell oversees the case. Thomas R. Allen, Esq., Richard K. Stovall, Esq., and Erin L. Pfefferle, Esq., at Allen Kuehnle Stovall & Neuman LLP serve as the Debtor's bankruptcy counsel. Michael J. Sullivan, Esq., Russell A. Williams, Esq., Julie E. Adkins, Esq., Louis T. Isaf, Esq., and Nanda K. Alapati, Esq., at Womble Carlyle Sandridge & Rice LLP, serve as special counsel with respect to litigation involving BAE Systems and with respect to the completion of prepetition patent work. Sagent Advisors LLC serves as financial advisor. STEEL DYNAMICS: S&P Puts 'BB+' CCR on CreditWatch Negative ---------------------------------------------------------- Standard & Poor's Ratings Services placed its ratings, including its 'BB+' corporate credit rating, on Fort Wayne, Ind.-based Steel Dynamics Inc. on CreditWatch with negative implications. The CreditWatch negative listing follows Steel Dynamics' announcement that it will acquire Severstal Columbus, a steel production mini-mill, for $1.625 billion. S&P estimates that the transaction could weaken Steel Dynamics' credit measures over at least the next year, with pro forma leverage, as measured by debt to EBITDA, exceeding S&P's previously expected 2014 year-end leverage of about 3x. "We will resolve the CreditWatch listing following our review of the financing details of the pending transaction and implications for Steel Dynamic's business and financial risk profiles," said Standard & Poor's credit analyst Funmi Afonja. "Upon completion of our review, we could leave the ratings unchanged or lower them. Based on preliminary information, we believe that if we were to lower the ratings, the downgrade would not exceed one notch," she added. STUART AULD: Must Pay Bankruptcy Filing Fee by Aug. 11 ------------------------------------------------------ Kansas Bankruptcy Judge Dale L. Somers issued a series of orders in the personal Chapter 11 case of Stuart Auld. Judge Somers denied the Debtor's request for extension of the time to pay in full the Chapter 11 filing fee. The Court earlier allowed the Debtor to pay the filing fee in installments, with payment in full within 120 days of the petition date -- or until Aug. 11, 2014. The Debtor now seeks a 60-day extension. At a hearing, the Debtor acknowledged that since filing for bankruptcy he has engaged in "recreational gambling," an unapproved use of the Debtor's cash. Judge Somers said that money should have been used to pay the filing fee. Judge Somers directed the Debtor to pay the filing fee in full by Aug. 11, 2014. The judge also said the Debtor's motion for extension of time to file notice of appeal is denied as unnecessary. A copy of the Court's July 23 Memorandum Opinion and Order is available at http://is.gd/dSQpqTfrom Leagle.com. Judge Somers also denied the Debtor's motion asking the Court to reconsider a June 11, 2014 Memorandum Opinion and Order granting, among other things, relief from stay. John W. Auld, Jr., as Trustee of the John William Auld, Sr. Revocable Trust Agreement dated November 30, 2007; Sun West Mortgage Company, Inc.; Sheila D. Verduzco; Summers Law Firm, LC; Charles Hammond; and Charles Hammond Law Firm filed separate objections to the Motion to Reconsider. A copy of the Court's July 23 Memorandum Opinion And Order Denying Debtor's Motion To Reconsider is available at http://is.gd/hGCgGVfrom Leagle.com. Judge Somers also issued on July 23 a "Memorandum Opinion And Order Denying Debtor's Motion To Strike Or Disregard As Untimely Filed Movants' Memorandum(S) Brief", a copy of which is availble at http://is.gd/CDhVtpfrom Leagle.com; and a "Memorandum Opinion And Order Denying Debtor's Motion In Limine As Moot", a copy of which is available at http://is.gd/nOsA2Vfrom Leagle.com. TANGLEWOOD FARMS: Ch.7 Trustee May Recoup $33,500 From Dr. Morris ----------------------------------------------------------------- James B. Angell, the Chapter 7 Trustee for Tanglewood Farms, Inc. of Elizabeth City, sued Dr. Jesse John Morris to recover $109.945.21 in transfers made by the Debtor to Dr. Morris alleging that the Debtor did not receive reasonably equivalent value. In a July 24, 2014 Order available at http://is.gd/29grXbfrom Leagle.com, Bankruptcy Judge Randy D. Doub holds that the Debtor did receive reasonably equivalent value in the amounts of the $50,000.00 transfer to Debtor for operating expenses and $26,429.35 to River City Enterprises to pay the Debtor's obligation for a total of $76,429.35. Therefore the Court awards to the Trustee $33,515.86, the difference between the $109,945.21 sought by the Trustee and $76,429.35 for which the Debtor received reasonably equivalent value. The case is, JAMES B. ANGELL, TRUSTEE, PLAINTIFF, v. JESSE JOHN MORRIS, DEFENDANT, Adv. Proc. No. 12-00214-8-RDD (Bankr. E.D.N.C.). About Tanglewood Farms, and James Howard and Billie Reid Winslow Based in Elizabeth City, North Carolina, Tanglewood Farms, Inc. of Elizabeth City filed for Chapter 11 bankruptcy protection on August 20, 2010 (Bankr. E.D.N.C. Case No.10-06719). Trawick H. Stubbs, Jr., Esq., at Stubbs & Perdue, P.A., represents the Debtor. The Debtor estimated assets between $1 million and $10 million, and debts between $10 million and $50 million. The debtor, a granary operation in Pasquotank County, North Carolina, was operated by its president and sole shareholder, James Howard Winslow. In that capacity, Mr. Winslow oversaw and made operational decisions regarding the granary and facilitated the exchange of corn, wheat, and soybeans between the debtor, Winslow Farms, Mr. Winslow's personal farming operation, and other local farmers. James H. Winslow and his wife, Billie Reid Winslow, filed for Chapter 11 (Bankr. E.D.N.C. Case No. 10-06745) on Aug. 23, 2010. The Court denied a request to consolidate the Winslows' individual case with the debtor's case on Feb. 18, 2011. The Tanglewood Farms case was converted to one under chapter 7 on July 12, 2011. James B. Angell serves as Chapter 7 trustee. TESLA ELECTRIC: Case Summary & 75 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Tesla Electric Armature and Machine 735 Lane Ave Jacksonville, FL 32254 Case No.: 14-03599 Chapter 11 Petition Date: July 25, 2014 Court: United States Bankruptcy Court Middle District of Florida (Jacksonville) Debtor's Counsel: Robert W. Elrod, Jr. ROBERT W. ELROD, P.A. 233 East Bay Street Suite 1032 Jacksonville, FL 32202 Tel: 904-356-1282 Email: rwelrod2@aol.com Total Assets: $611,574 Total Liabilities: $2.75 million The petition was signed by Ken Brown, chairman. A list of the Debtor's 75 largest unsecured creditors is available for free at http://bankrupt.com/misc/flmb14-03599.pdf TEXAS STAR: Ch.7 Trustee May Auction Off Wilsons' Stake ------------------------------------------------------- Bankruptcy Judge Robert J. Jones authorized Myrtle McDonald, the chapter 7 trustee for the estate of debtors Rodney Wayne Wilson and Donna Lynn Wilson, to sell by auction 200 membership units of Texas Star Refreshments, LLC, which units are evidenced by Certificate No. 4 in the name of Rodney Wilson. Wilson opposed the sale, contending the sale is subject to valid transfer restrictions in the company agreement for TSR. Wilson also notes that he claimed the units as part of his exempt property with an assigned value, in light of allowable debt against TSR relative to its assets, of $0.00. David Rogers, another member of TSR, also objected to the trustee's proposed auction. Rogers submits that as another member and interest holder of TSR, he may invoke the same restrictions cited by Wilson, which, in effect, afford him the first right to purchase the units at a price offered by an outside bidder. Rogers also notes that he and other members of TSR were not provided with timely notice of any sale by the trustee. Custom Food Group, LP, a creditor of the Wilsons (and of TSR), favors the auction; CFG made an initial offer of $7,500 to purchase the 200 units, which offer triggered the trustee's proposed auction. According to Judge Jones, the sale shall be made by sealed bids to be submitted at a time and location as directed by the Chapter 7 trustee. The members of TSR shall be provided notice of the sale and an opportunity to bid; the members of TSR may match the high bid as provided for in the company agreement. A copy of the Court's July 24, 2014 Memorandum Opinion is available at http://is.gd/4qccEBfrom Leagle.com. Texas Star Refreshments is a vending machine servicing company. Rodney Wilson serves as the on-site manager of TSR and his wife, Donna Lynn, serves as his assistant. The Wilsons were previously employed with Custom Food Group, LLC. In May 2010, CFG sued TSR and the Wilson for, among other things, misappropriation of trade secrets and breach of fiduciary duty. A jury trial ruled in favor of CFG and CFG was awarded a $910,000 judgment. As a result of the verdict, TSR filed for bankruptcy (Bankr. N.D. Tex. Case No. 11-_____) on Sept. 21, 2011 and the Wilsons filed individually (Bankr. N.D. Tex. Case No. 11-50396) on Oct. 4, 2011. The Wilsons and TSR submitted and sought confirmation, jointly, of their respective chapter 11 plans at a hearing held in October 2012. By its Memorandum Opinion issued on March 22, 2013, the Court approved confirmation of the TSR plan but denied confirmation of the Wilsons' plan. The Court said the Wilsons' plan was dependent upon confirmation of the TSR plan as TSR served as the source of compensation to the Wilsons. Confirmation of the Wilsons' plan was in large part denied because it failed to comply with the so-called absolute priority rule. THREE FORKS: Files Second Amendment to 2013 Annual Report --------------------------------------------------------- Three Forks, Inc., filed with the U.S. Securities and Exchange Commission a second amendment to its annual report on Form 10-K for the year ended Dec. 31, 2013. B F Borgers CPA PC expressed substantial doubt about the Company's ability to continue as a going concern, citing the Company's significant operating losses. The Company reported a net loss of $1.53 million on $894,128 of total revenues for the year ended Dec. 31, 2013, as compared with a net loss of $981,287 on $nil of total revenues in 2012. The Company's balance sheet at Dec. 31, 2013, showed $6.37 million in total assets, $3.24 million in total liabilities, and stockholders' equity of $3.13 million. A copy of the Form 10-K/A is available at: http://is.gd/TPFGJq Three Forks, Inc., based in Broomfield, Colorado, is engaged in the acquisition, exploration, development, and production of oil and gas properties. The Company currently has oil and gas projects in Texas, Oklahoma, and Louisiana. TRAFALGAR POWER: Clearbid to Conduct Asset Sale on September 16 --------------------------------------------------------------- Clearbid Capital, LLC. has been retained as Investment Banker and Financial Advisor by the United States Bankruptcy Court in the Bankruptcy case, In re: Trafalgar Power, Inc. and Christine Falls of New York, Inc., Case No. 01-67457, filed in the United States Bankruptcy Court in the Northern District of New York. Clearbid is conducting an accelerated sale of the assets of Trafalgar Power, Inc. and Christine Falls of New York, Inc., currently operating under bankruptcy protection. TPI/CPC own seven fully-licensed hydroelectric generation facilities located in New York State. The Companies seek a buyer that can take over management and operation of the facilities. The assets will be sold under a Section 363 bankruptcy sale. The stalking horse offer deadline is August 15, 2014 at 5:00 p.m. ET. The bidding deadline is September 10, 2014 at 5:00 p.m. ET. The auction sale will be held on September 16, 2014 at 11:00 a.m., at the offices of Harris Beach PLLC, 333 West Washington Street, Suite 200, Syracuse, NY 13202. The sale hearing will be held on September 18, 2014 at 2:00 p.m. ET. SUMMARY DETAILS: Location Capacity (KW) Operating Status Forestport, NY 3,300 Profitable Ogdensburg, NY 3,675 Profitable Christine Falls, NY 850 Profitable Kayuta Lake, NY 400 Needs Repairs Cranberry Lake, NY 500 Needs Repairs Herkimer, NY 1,680 Needs Repairs Adams, NY 350 Needs Repairs ----- 10,755 KEY ATTRIBUTES: -- The facilities have Federal Energy Regulatory Commission (FERC) licenses in place and qualified buyers will be able to transfer licenses, which is expected to be much faster than the standard regulatory review for new plants; -- Three plants are in good operating condition with no major FERC concerns and running at positive cash flow; -- Four plants require some investment to be able to resume profitable operations; -- The plants possibly can be made to operate at higher levels of efficiency with modest investment from an industry operator. PROCESS: Bidders interested in participating in the sale process are requested to contact Clearbid Capital and will be required to execute a confidentiality agreement. Bidders will then receive access to a data room. Prior to site visits, bidders will also be required to demonstrate both financial wherewithal and the ability to transfer operational licenses from the Federal Energy Regulatory Commission (FERC). Parties interested in participating in the sale process should execute the Confidentiality Agreement and return it to Clearbid as soon as possible via e-mail to peter@clearbid.com A copy of the Confidentiality Agreement is available at: http://bankrupt.com/misc/TPICA.pdf Contact information: Clearbid Capital LLC c/o Wilk Auslander LLP 1515 Broadway, 43rd Floor New York, New York 10036 Tel: (914) 401-4456 Peter Hartheimer E-mail: peter@clearbid.com Tel: (845) 323-1267 David Hartheimer E-mail: david@clearbid.com Tel: (917) 873-3001 Jim Nollsch E-mail: jim@clearbid.com Tel: (303) 250-3071 TREEHOUSE FOODS: S&P Affirms 'BB' CCR; Outlook Stable ----------------------------------------------------- Standard & Poor's Ratings Services affirmed all of its ratings, including its 'BB' corporate credit rating, on Oak Brook, Ill.- based TreeHouse Foods Inc. The rating outlook is stable. S&P also assigned its '3' recovery and 'BB' issue-level rating to the company's proposed $200 million tranche A-1 term loan that will be used to fund the Flagstone acquisition. The affirmation follows TreeHouse's announcement that it is acquiring Flagstone Foods for approximately $860 million. "We believe that the Flagstone Foods acquisition will strengthen TreeHouse's scale and diversity with access to the faster growing healthy snacks category," said Standard & Poor's credit analyst Bea Chiem. "We anticipate that the company will maintain leverage below 4x and adequate liquidity," continued Ms. Chiem. The new debt, along with borrowings on the company's existing revolving credit facility and more than $350 million in net proceeds from its equity issuance, will fund the company's purchase of Flagstone Foods. TRI COUNTY CONTRACTORS: Voluntary Chapter 11 Case Summary --------------------------------------------------------- Debtor: Tri County Contractors, Inc. 115 Riley Drive Jackson, MS 39209 Case No.: 14-02359 Chapter 11 Petition Date: July 25, 2014 Court: United States Bankruptcy Court Southern District of Mississippi (Jackson-3 Divisional Office) Judge: Hon. Edward Ellington Debtor's Counsel: James G McGee, Jr., Esq. LAW OFFICE OF JAMES G. MCGEE, JR. PLLC 125 South Congress St. Capitol Towers, Suite 1240 Jackson, MS 39201 Tel: (601) 965-6157 Fax: (601) 956-6166 Email: jmcgee@mcgeetaxlaw.com randall.saxton@mcgeetaxlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by John K. Hunter, president. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. UNITED AIRLINES: S&P Assigns 'BB-' Rating on $500MM Secured Loan ----------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB-' issue rating and '1' recovery rating to United Airlines Inc.'s new $500 million senior secured term loan B due 2021. The '1' recovery rating indicates S&P's expectation for very high recovery (90%-100%) in a payment default scenario. At the same, the 'BB-' issue level rating and '1' recovery rating on the upsized $1.35 billion revolving credit facility due 2019 remain unchanged. The revolving credit facility, new term loan B, and existing $900 million term loan B due 2019 are secured by the same collateral, which consists of United Airlines' international routes, airport gates, and takeoff and landing slots at airports in China and Hong Kong as well as at London Heathrow Airport; and its takeoff and landing slots at three U.S. airports, which together secure the existing $1 billion revolving credit facility that is being increased to $1.35 billion and the existing $900 million term loan B. All three credit facilities will also be secured by the international routes, gates and takeoff and landing slots at airports in China and Hong Kong as well as at London Heathrow Airport that were previously operated by Continental Airlines Inc. (which merged into United Airlines in 2013) and currently secure the 6.75% senior secured notes due 2015 (issued by Continental Airlines), which United Airlines has indicated it intends to redeem. United Airlines' parent, United Continental Holdings Inc., guarantees the new credit facilities. "Our 'B' corporate credit ratings on United Continental Holdings Inc. and its major operating subsidiary United Airlines are based on United Continental's participation in the cyclical and price competitive airline industry, its good market position, and its comprehensive route network, as well as its subpar operating performance relative to its peers and its substantial debt and lease burden. The company is the second-largest U.S. airline, operating out of major U.S. hubs at Newark, N.J., Houston, and Chicago, and it has broad global coverage with routes to Europe, Asia, and Latin America. United Continental reported strong second-quarter 2014 earnings, a departure from disappointing operating results over the past several years. We believe the company has favorable long-term prospects, based on industry consolidation (the three network airlines [United Continental, American Airlines Inc., and Delta Air Lines Inc.] along with Southwest Airlines Co. account for more than 80% of U.S. capacity) and our expectation for continued restrained industry capacity growth," S&P said. United Continental also announced a three-year $1 billion share buyback authorization. S&P considers this representative of a fairly aggressive financial policy, given the short track record of satisfactory operating results. However, the move does not affect the company's liquidity or financial risk profile, or the corporate credit rating, which has ample cushion, in our view. RATINGS LIST United Continental Holdings Inc. B/Stable/--- United Airlines Inc. Corporate Credit Rating B/Stable/--- New Ratings United Airlines Inc. $500 million senior secured term loan B BB- Recovery Rating 1 Ratings Unchanged United Airlines Inc. $1.35 billion revolving credit facility due 2019* BB- Recovery Rating 1 *Upsized amount. US FOODS: S&P Retains 'B' CCR on CreditWatch Positive ----------------------------------------------------- Standard & Poor's Ratings Services said that all of its ratings on Rosemont, Ill.-based US Foods Inc., including S&P's 'B' corporate credit rating, remain on CreditWatch, where we placed them with positive implications on Dec. 9, 2013. Total debt outstanding as of March 31, 2014, was approximately $4.8 billion. S&P's ratings on US Foods remain on CreditWatch with positive implications as its proposed merger with Sysco remains subject to regulatory review. Assuming the transaction closes on terms generally consistent with those expected by Sysco, including its projected debt levels and with limited divestitures, S&P anticipates raising its corporate credit rating on US Foods to 'A-', which is the expected corporate credit rating on Sysco. S&P then expect to withdraw all of its ratings on US Foods. S&P would reevaluate the CreditWatch listing and ratings if regulators do not approve the transaction, or if, as a condition of approval, regulators require significant changes to the proposed transaction, including substantial divestitures; if the transaction financing structure is materially revised; or if the operating environment changes significantly from current conditions. VAUGHAN COMPANY: Johnsons Directed to Respond to Discovery ---------------------------------------------------------- In the case, JUDITH A. WAGNER, Chapter 11 Trustee of the bankruptcy estate of the Vaughan Company, Realtors, Plaintiff, v. RICHARD JOHNSON, and CHERYL JOHNSON, Defendants, Case No. 13-CV- 00662-WJ-SMV (D. N.M.), Magistrate Judge Stephan M. Vidmar directed the Defendant to provide full and complete responses to Interrogatories No. 1-4 and Requests for Production No. 1-2 to the Plaintiff by August 4, 2014, including copies of any and all documents supporting the Defendants' contentions. A copy of the Court's July 22, 2014 Order is available at http://is.gd/QByi0S from Leagle.com. About The Vaughan Company Realtors The Vaughan Company Realtors filed for Chapter 11 protection on Feb. 22, 2010 (Bankr. N.M. Case No. 10-10759). George D. Giddens, Jr., Esq., represents the Debtor in its restructuring efforts. The Company estimated both assets and debts of between $1 million and $10 million. Judith A. Wagner was appointed as Chapter 11 Trustee. Mr. Vaughan filed a separate Chapter 11 petition (Bankr. D. N.M. Case No. 10-10763) on Feb. 22, 2010. The case was converted to a chapter 7 proceeding on May 20, 2010. Yvette Gonzales is the duly appointed trustee of the Chapter 7 estate. VAUGHAN COMPANY: Appelman et al. Denied Jury Trial -------------------------------------------------- At the behest of Judith A. Wagner, Chapter 11 Trustee of the bankruptcy estate of the Vaughan Company, Realtors, Magistrate Judge Stephan M. Vidmar denied the demands for jury trial sought by defendants Michael Menke, James Richards, Daniel Fenton, Nancy Fenton, Mostafa Jafari, Morteza Jafai, Maryam Jafari, Melika Jafari, Mohammad Reza Jafari, Farzeneh Jafari, Mojtaba Jafari, Abbas Ansari, Peymaneh Pour, Marie Yeh, Jenny Yeh Nelson, Jimmy C. Yeh, Said Bandi, Bandi Engineering Co., Inc., Donald Lacy, Deanna Lacy, Steven Etkind, Talia Etkind, and Sherry Etkind. The judge said the Defendants who filed proofs of claim extinguished their rights to a jury trial by doing so. They have provided the Court with no authority indicating this result may now be reversed. In addition, defendant Sherry Etkind has no right to a jury trial because there are no separate transfers to her that do not implicate the claims-allowance process. Lastly, the Lacy Defendants have not properly withdrawn their proofs of claim, nor may they restore the right to a jury trial by doing so at this stage. The Chapter 11 Trustee's lawsuits arise out of a Ponzi scheme perpetrated by Doug Vaughan through Vaughan Company. The cases are JUDITH A. WAGNER, Plaintiff, v. JULES APPELMAN, et al.; MICHAEL MENKE; JAMES RICHARDS; DANIEL FENTON, et al.; MOSTAFA JAFARI; et al.; ABBAS ANSARI, et al.; MARIE YEH, et al.; SAID BANDI, et al.; DONALD LACY, et al.; STEVEN S. ETKIND, et al., Defendants, CASE NOS. 12-CV-0817 WJ/SMV, 12-CV-0197 WJ/SMV, 12-CV- 0203 WJ/SMV, 12-CV-0207 WJ/SMV, 12-CV-0241 WJ/SMV, 12-CV-0300 WJ/SMV, 12-CV-0301 WJ/SMV, 12-CV-0303 WJ/SMV, 12-CV-0391 WJ/SMV, 12-CV-0547 WJ/SMV, 12-CV-0754 WJ/SMV (D.N.M.). A copy of the Court's July 22, 2014 Memorandum Opinion and Order is available at http://is.gd/YMHhz9from Leagle.com. About The Vaughan Company Realtors The Vaughan Company Realtors filed for Chapter 11 protection on Feb. 22, 2010 (Bankr. N.M. Case No. 10-10759). George D. Giddens, Jr., Esq., represents the Debtor in its restructuring efforts. The Company estimated both assets and debts of between $1 million and $10 million. Judith A. Wagner was appointed as Chapter 11 Trustee. Mr. Vaughan filed a separate Chapter 11 petition (Bankr. D. N.M. Case No. 10-10763) on Feb. 22, 2010. The case was converted to a chapter 7 proceeding on May 20, 2010. Yvette Gonzales is the duly appointed trustee of the Chapter 7 estate. VERSO PAPER: Exchange Offers Early Tender Time Expire ----------------------------------------------------- Verso Paper Corp. announced that as of 12:00 midnight, New York City time, at the end of Wednesday, July 16, 2014, the early tender time with respect to the exchange offers and consent solicitations by two of its wholly owned subsidiaries, Verso Paper Holdings LLC and Verso Paper Inc., with respect to their outstanding 8.75% Second Priority Senior Secured Notes due 2019 and 11 3/8% Senior Subordinated Notes due 2016 has expired and the deadline to withdraw tenders or revoke consents has passed. Holders of Old Second Lien Notes and Old Subordinated Notes may still participate in the exchange offers and consent solicitations through the final expiration time, which will be as of 12:00 midnight, New York City time, at the end of Wednesday, July 30, 2014, unless extended. On July 2, 2014, the Issuers commenced exchange offers to exchange (i) new Second Priority Adjustable Senior Secured Notes and warrants that will be mandatorily convertible into shares of common stock of Verso immediately prior to the completion of the Merger described below for any and all of their outstanding Old Second Lien Notes and (ii) new Adjustable Senior Subordinated Notes and Warrants for any and all of their outstanding Old Subordinated Notes. In connection with the exchange offers, the Issuers have solicited consents to amend the Old Second Lien Notes, the Old Subordinated Notes and the indentures governing the Old Second Lien Notes and the Old Subordinated Notes. The exchange offers and consent solicitations are being conducted pursuant to the Agreement and Plan of Merger dated as of Jan. 3, 2014, and NewPage Holdings Inc., pursuant to which Verso will acquire NewPage by means of the merger of Merger Sub with and into NewPage on the terms and subject to the conditions set forth in the Merger Agreement, with NewPage surviving the Merger as an indirect, wholly owned subsidiary of Verso. The closing of the Merger is conditioned upon consummation of the exchange offers. As of 12:00 midnight, New York City time, at the end of Wednesday, July 16, 2014, the Issuers have been informed by the exchange agent that approximately $286.9 million aggregate principal amount of the Old Second Lien Notes and approximately $17.7 million aggregate principal amount of the Old Subordinated Notes had been tendered for exchange. "We thank the noteholders who have already committed to the exchange offers for their support and we are disappointed that we have not yet reached the 75% minimum condition for the exchange offers," said Verso President and CEO Dave Paterson. "Verso continues to believe that the consummation of the exchange offers is in the best interests of all Verso stakeholders and is an important step toward completing our acquisition of NewPage. If we cannot complete the exchange offers, Verso will be forced to consider alternative actions." Holders that are U.S. persons and not qualified institutional buyers or non-U.S. persons that are not non-U.S. qualified offerees should contact Global Bondholder Services Corporation, the information and exchange agent, and, after furnishing proof of their status as non-qualified institutional buyers or non-U.S. persons that are not non-U.S. qualified offerees, will receive additional information so that alternative arrangements can be made with the Issuers that will allow those holders to use The Depository Trust Company's Automated Tender Offer Program to receive similar economic terms to the exchange offers, as applicable. Global Bondholder Services Corporation may be contacted at (212) 430-3774 (for brokers and banks) or (866) 470- 3700 (for all others). About Verso Verso is a North American producer of coated papers, including coated groundwood and coated freesheet, and specialty products. Verso is headquartered in Memphis, Tennessee, and owns three paper mills located in Maine and Michigan. Verso's paper products are used primarily in media and marketing applications, including magazines, catalogs and commercial printing applications such as high-end advertising brochures, annual reports and direct-mail advertising. Additional information about Verso is available on its Web site at www.versopaper.com. * * * As reported by the TCR on July 10, 2014, Standard & Poor's Ratings Services lowered its corporate credit rating on Memphis, Tenn.- based Verso Paper Holdings LLC to 'CC' from 'CCC'. "The rating action reflects the announcement that the company plans to conduct a two-part exchange for its senior secured second-priority notes and senior subordinated notes," said Standard & Poor's credit analyst David Kuntz. The TCR reported on June 24, 2014, that Moody's Investors Service downgraded Verso Paper Holdings LLC's corporate family rating (CFR) to Caa3 from B3 and probability of default rating (PDR) to Caa3-PD from Caa2-PD. Verso's Caa3 CFR reflects the elevated risk of a default or distressed exchange in the next 12 months, the company's weak liquidity, high leverage (adjusted leverage over 13x), and the expectation that the company will continue to face secular demand declines and weak prices for most of the grades of coated paper it produces. VISANT HOLDING: S&P Affirms 'B' CCR & Removes From Watch Negative ----------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B' corporate credit rating on Armonk, N.Y.-based Visant Holding Corp. S&P removed the rating from CreditWatch, where it placed it with negative implications on Nov. 21, 2013, following the announcement of the company's planned acquisition of rival, American Achievement. The rating action follows the Federal Trade Commission's (FTC's) block of Visant's proposed acquisition, citing competition concerns. The FTC ruled that the business combination would result in the combined company controlling the vast majority of the high school and college ring markets. The 'B' corporate credit rating on Visant reflects S&P's expectation that the company's soft revenue trends will continue to pressure EBITDA and discretionary cash flow unless the company can effectively manage its cost structure. Still, S&P continues to assess Visant's business risk profile as "fair," given the good competitive position, albeit in a market that is contracting slightly. S&P views Visant's financial risk profile as "highly leveraged" because of its high debt level and an aggressive financial policy, demonstrated by a large special dividend in 2010. S&P's management and governance assessment of the company is "fair." Visant publishes school yearbooks and manufactures and sells school class rings, along with other graduation-related merchandise, together known as "school affinity products." The company also has a marketing and publishing business that serves the consumer product and publishing sectors. The school affinity product market is a mature business with relatively high barriers to entry, and Visant has a strong competitive position in this niche business because of existing relationships with customers and strong product offerings. Historically these strengths, along with effective cost management, resulted in Visant having an EBITDA margin about four percentage points higher than its key competitor. However, weaker revenue trends have led to an erosion of Visant's margin advantage. A major portion of Visant's revenues and EBITDA are seasonal and highly dependent on the U.S. academic cycle. Because of the discretionary nature of purchases, Visant's operations are vulnerable to weakness in the economy and gold price volatility. Elevated gold prices have caused consumers to shift to lower- priced metals for jewelry and affinity products. Even with consumer spending moving to a more solid footing, S&P is not convinced that yearbooks and class rings have the same relevance to the current generation of students. S&P believes Visant's business risks and opportunities will translate into flat to slightly lower revenue and EBITDA in 2014. For the 12-month period ended March 31, 2014, the ratio of lease- adjusted debt to EBITDA was very high at roughly 7x, well above the 5x leverage threshold S&P associates with a "highly leveraged" financial risk profile. S&P do not expect any significant reduction in leverage in the near-to-intermediate term. Also, as of March 31, 2014, the company had only a 10.1% cushion of compliance with its maximum leverage covenant. S&P believes the company will remain in compliance with its covenants and continue to generate meaningful free cash flow; however, its ability to do both may continue to be pressured if demand for its products continues to erode. VISTEON CORP: Judge Keeps Retiree Benefit Row In District Court --------------------------------------------------------------- Law360 reported that a Delaware federal judge refused to transfer to bankruptcy court a putative class action filed by retirees challenging Visteon Corp.'s move to end their health benefits after the auto parts maker's exit from Chapter 11 protection. According to the report, after the Sixth Circuit in May denied the retirees' bid to reverse a Michigan court's order transferring to the suit to Delaware, the court was asked to decide whether to maintain its jurisdiction or refer the case to bankruptcy court. U.S. District Judge Richard G. Andrews said that because the dispute isn't over any key components of the company's reorganization plan, it belongs in district court, the report related. The case is INTERNATIONAL UNION, UNITED AUTOMOBILE, AEROSPACE AND AGRICULTURAL IMPLEMENT WORKERS OF AMERICA (UAW) et al v. Ford Motor Company, Case No. 1:13-cv-01742 (D.Del.). About Visteon Corp Headquartered in Van Buren Township, Michigan, Visteon Corporation (NYSE: VC) -- http://www.visteon.com/-- is an automotive supplier that designs, engineers and manufactures innovative climate, interior, electronic and lighting products for automakers. The Company has corporate offices in Van Buren Township, Michigan (U.S.); Shanghai, China; and Kerpen, Germany. It has facilities in 27 countries and employs roughly 35,500 people. The Company disclosed assets of US$4,561,000,000 and debts of US$5,311,000,000 as of March 31, 2009. Visteon Corporation and 30 of its affiliates filed for Chapter 11 protection on May 28, 2009, (Bank. D. Del. Case No. 09-11786 through 09-11818). Judge Christopher S. Sontchi oversees the Chapter 11 cases. James H.M. Sprayregen, Esq., Marc Kieselstein, Esq., and James J. Mazza, Jr., Esq., at Kirkland & Ellis LLP, in Chicago, Illinois, represented the Debtors in their restructuring effort. Laura Davis Jones, Esq., James E. O'Neill, Esq., Timothy P. Cairns, Esq., and Mark M. Billion, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, served as the Debtors' local counsel. The Debtors' investment banker and financial advisor were Rothschild Inc. The Debtors' notice, claims, and solicitation agent was Kurtzman Carson Consultants LLC. The Debtors' restructuring advisor was Alvarez & Marsal North America, LLC. The Bankruptcy Court entered an order on Aug. 31, 2010, confirming the Fifth Amended Plan of Reorganization of Visteon Corporation and its debtor-affiliates. Visteon emerged from Chapter 11 on Oct. 1. * * * The Troubled Company Reporter, on March 27, 2014, reported that Moody's Investors Service assigned a B1 rating to Visteon's proposed $800 senior secured bank credit facility. In a related action Moody's affirmed the B1 Corporate Family Rating, B1-PD Probability of Default Rating and the company's existing debt ratings. Visteon's Speculative Grade Liquidity Rating was affirmed at SGL-3. The rating outlook remains stable. The TCR, on the same day, also reported that Standard & Poor's Ratings Services said that it assigned 'BB-' issue ratings to Van Buren Township, Mich.-based global auto supplier Visteon's proposed senior secured debt comprising a $600 million term loan B maturing 2021 and a new five-year $200 million revolving credit facility. The recovery rating is '2', which indicates S&P's expectation for substantial (70% to 90%) recovery for lenders in the events of a payment default or bankruptcy. The term loan issuance, along with some cash from balance sheet, will repay the remaining $400 million 6.75% Senior Notes (rated 'B+', with a '3' recovery rating) due 2019 and finance the acquisition of JCI Electronics. WARREN RESOURCES: S&P Assigns B CCR & Rates New Unsec. Notes B- --------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to New York City-based Warren Resources Inc. The outlook is stable. At the same time, S&P assigned its 'B-' issue- level rating to Warren's proposed $300 million senior unsecured notes due 2022. The recovery rating on the notes is '5', indicating S&P's expectation of modest (10% to 30%) recovery to creditors in the event of a payment default. "The stable outlook reflects our expectation that Warren will continue to expand its reserves and production base, while keeping capital spending within operating cash flows, such that FFO to debt remains about 30% and debt to EBITDA about 3x," said Standard & Poor's credit analyst Carin Dehne-Kiley. S&P could lower the rating if it expected FFO to debt to fall below 20% or debt to EBITDA to exceed 4x with no near-term remedy, or if liquidity deteriorated. This would most likely occur if the company did not meet S&P's oil production growth expectations or if capital spending exceeded cash flows by significantly more than currently contemplated. An upgrade would be possible if Warren can continue to expand its reserves and production to be more consistent with a "weak" business risk profile and improve profitability while maintaining FFO to debt at more than 20% and adequate liquidity. WATERVILLE WINDOW: Files for Chapter 7 Bankruptcy ------------------------------------------------- Catherine Kavanaugh, writing for Plastics News, reported that Waterville Window Co. Inc., in Winslow, Maine, filed for Chapter 7 bankruptcy after 61 years in business, citing liabilities of $813,870 to about 30 creditors, including a couple of PVC extruders. According to the report, the window fabricator will cease operations and liquidate assets of $54,500 -- a truck, van and office equipment -- to pay down debt owed to four creditors, two of which are banks. Secured claims total $389,000, the report related. WRS HOLDING: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- WRS Holding Company 14-08588 221 Hobbs Street, Suite 108 Tampa, FL 33619 Compass Environmental, Inc. 14-08592 221 Hobbs Street, Suite 108 Tampa, FL 33619 WRS Infrastructure & Environment, Inc. 14-08593 Chapter 11 Petition Date: July 25, 2014 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Judge: Hon. Catherine Peek McEwen Debtors' Counsel: Jordi Guso, Esq. BERGER SINGERMAN LLP 1450 Brickell Avenue, 19th Floor Miami, FL 33131-3453 Tel: 305-755-9500 Fax: 305-714-4340 Email: jguso@bergersingerman.com Estimated Estimated Assets Liabilities ----------- ----------- WRS Holding Company $0-$50,000 $10MM-$50MM Compass Environmental, Inc. $0-$50,000 $10MM-$50MM The petitions were signed by Brian Finn, treasurer. The Debtors did not file a list of their largest unsecured creditors when they filed the petitions. * 9th Circ.: Malpractice Suit Is Bankruptcy 'Core Proceeding' ------------------------------------------------------------- Law360 reported that the Ninth Circuit ruled that a postpetition claim brought against a professional appointed by a bankruptcy court is a core proceeding for jurisdictional purposes, upholding the affirmance of a dismissal of a malpractice suit against an attorney for an unsecured creditors' committee. According to the report, in a unanimous ruling, a three-judge appellate panel affirmed U.S. District Judge William Alsup's finding that a bankruptcy court properly exercised jurisdiction over a malpractice suit filed against attorney David N. Chandler by members of California-based Colusa Mushroom Inc.'s unsecured creditors committee. * Bond Fee Disclosures Sought by SEC to End 38-Year Debate ---------------------------------------------------------- Lisa Abramowicz and Dave Michaels, writing for Bloomberg News, reported that the Municipal Securities Rulemaking Board will discuss a proposal after U.S. Securities and Exchange Commission Chair Mary Jo White asked the regulator to come up with a plan on how to make trading costs for corporate and municipal debt transparent. According to the report, the new rules would apply to so-called riskless trades, where firms fill client orders rather than use their own money to opportunistically buy. According to the report, regulators are placing a greater emphasis on making sure smaller buyers don't get fleeced when transacting in the corporate- and municipal-bond market that's grown 36 percent since 2008. * Fifth Circuit Panel Urges Reconsideration of Pro-Snax Fee Rules ----------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that three judges on the New Orleans-based U.S. Court of Appeals for the Fifth Circuit want the full court reconsider its 1998 ruling on the payment of legal fees in bankruptcy. According to the report, in the bankruptcy cases -- from Chapter 11 converted to Chapter 1 -- involving a man and his wife their Chapter 11 lawyers sought $130,000 in fees. The bankruptcy judge, citing the 1998 Pro-Snax case, awarded less than $20,000, disallowing most of the requested fees for lack of success, and the district court upheld the reduction, as did the Fifth Circuit, the report related. U.S. Circuit Judge Edward C. Prado, however, wrote a separate opinion, joined by his two colleagues, urging the entire Fifth Circuit to reconsider Pro-Snax, the report further related. "The Pro-Snax standard may be misguided" as it appears to conflict with Section 330 of the Bankruptcy Code, which sets the standard for approving fees, according to the judge, Mr. Rochelle cited. The case is Barron & Newburger PC v. Texas Skyline Ltd. (In re Woerner), 13-50075, U.S. Court of Appeals for the Fifth Circuit (New Orleans). * Hypothetical Purchaser Status Arises Automatically ---------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a trustee has the status of bona fide purchaser without actually conducting a title search, U.S. District Judge Freda L. Wolfson from Trenton, New Jersey said in an opinion on July 16. According to the report, the bankruptcy trustee voided an interest in property using the so-called strong-arm powers in Section 544(a)(3) of the Bankruptcy Code giving the trustee status of a bona-fide purchaser. The defendant appealed, arguing the trustee shouldn't have been given summary judgment because the trustee didn't introduce evidence of a six-year title search, which would have shown the interest in the property, the report related. The case is Musolino v. Orr, 14-514, U.S. District Court, District of New Jersey (Trenton). * Bankruptcy Shows Pressures on Retirement Communities, Fitch Says ------------------------------------------------------------------ The bankruptcy filing by The Amsterdam at Harborside is reflective of the continued challenges faced by both start-ups and large- scale expansions of continuing care retirement communities (CCRCs) that were financed and opened during the challenging 2006-2010 economic environment. Fitch Ratings does not view this as a sector-wide concern. Several newer CCRCs funded during this period remain challenged due to slower than anticipated fill-ups and lower than projected entrance fee receipts, which in turn were caused by discounting attributable to the sharp decline in housing prices. Many projects have come under pressure due to lower entrance fee collections and slower fill rates. Those lowered revenues impacted operations and the CCRCs' ability pay down temporary debt structures, which has driven some into bankruptcy. In contrast, many of the mature nonprofit CCRCs rated by Fitch were better positioned to weather the financial challenges experienced during the economic downturn. They also benefitted from good locations, successful operating histories and were generally able to maintain entrance fee prices consistent with local area housing prices even in markets that saw material drops in housing prices. And, their management teams proved adept at controlling expenses and developing creative marketing strategies to generate move-ins. In 2014, Fitch expects mature CCRCs to continue to benefit from improving economic fundamentals and the continued rise in residential real estate prices. Year to date, affirmations remain Fitch's most common rating action in the sector. * House Democrats Seek to Protect Workers in Municipal Bankruptcy ----------------------------------------------------------------- William Selway, writing for Bloomberg News, reported that democrats in the U.S. House are seeking to protect local- government workers in bankruptcy proceedings, responding to the record collapse in Detroit that's poised to reduce city workers' retirement benefits. According to the report, a bill by Michigan Representative John Conyers, the top Democrat on the House Judiciary Committee, and three other fellow Democrats would strengthen the threshold for negotiations with workers before a filing could be approved. It would also require employees to consent to changes to contracts, including pension and health-care benefits, the report related. * As Dodd-Frank Reaches Fourth Year, White Says More Work to Do --------------------------------------------------------------- Ben Dipietro, writing for The Wall Street Journal, as the Dodd- Frank Act nears its fourth anniversary, Securities and Exchange Commission Chair Mary Jo White issued a statement saying although her agency has done much to implement the controversial law, much more needs to be done. According to the Journal, Dodd-Frank was passed by the U.S. Congress in reaction to the 2008 financial crisis. Supporters see it as a way to regulate financial markets from making risky bets that helped plunge the world economy into recession. Critics slam it as thousands of pages of unnecessary regulations that don't target the root causes of the recession, and say it has hampered the economic recovery, the report related. * Atlantic City Adrift as Casino Closings Sap Jobs Market --------------------------------------------------------- Terrence Dopp, writing for Bloomberg News, reported that about a quarter of the casino jobs that propped up the city for more than three decades are on the line as one gambling house closed in January, two more plan to in the next two months and a fourth -- the $2.4 billion Revel AC that promised to transform the town from a bastion of blue-haired slots addicts into a destination for the glitterati -- is seeking a buyer in bankruptcy. According to the report, once the East Coast's gambling hub, Atlantic City has suffered as casinos opened in neighboring states including Pennsylvania and New York after they legalized gambling or expanded betting to increase tax revenue. Even as Caesars Entertainment Corp. plans to close its money-losing Showboat casino in New Jersey, it's opening the Horseshoe in Baltimore next month, the report related. * 21st Annual Distressed Investing Conference Announcement ---------------------------------------------------------- The 21st Annual Distressed Investing conference is scheduled for Mon., Dec. 1, 2014, at The Helmsley Park Lane Hotel in New York City. The evolving program and registration information is available at http://bankrupt.com/DI2014/ For sponsorship and speaking opportunities, contact Nina Novak at Beard Group, Inc., at nina@beard.com by e-mail or (202) 241-8200 by telephone. Steven L. Gidumal at Virtus Capital, LP, will return for his 19th year to open the conference by reviewing the year in distressed investing and bringing his thought provoking insights and unique perspectives on what to expect in 2015 in the distressed debt market. Mr. Gidumal will also join an Investor Roundtable session late in the afternoon with Leon Frenkel at Triage Capital Management; Ken Grossman at Juris Advisors LLC; Gary E. Hindes at The Delaware Bay Company LLC; and Dave Miller at Elliott Management Corp. Harvey R. Miller at Weil, Gotshal & Manges LLP will present this year's Harvey R. Miller Outstanding Achievement Award for Service to the Restructuring Industry to James E. Millstein at Millstein & Co. and Mr. Millstein will share his advice for distressed investors. Beard Group will also honor the dozen 2014 Turnarounds & Workouts Outstanding Young Restructuring Lawyers: * Scott L. Alberino at Akin Gump Strauss Hauer & Feld * Luke A. Barefoot at Cleary Gottlieb Steen & Hamilton * Joshua Brody at Kramer Levin Naftalis & Frankel * Jason G. Cohen at Bracewell & Giuliani * Garrett Fail at Weil, Gotshal & Manges * Jill Frizzley at Shearman & Sterling * Jayme T. Goldstein at Stroock & Stroock & Lavan * Brian D. Glueckstein at Sullivan & Cromwell * James J. Mazza, Jr., at Skadden, Arps, Slate, Meagher & Flom * Dan B. Prieto at Jones Day * Dustin P. Smith at Hughes Hubbard & Reed * Joshua A. Sussberg at Kirkland & Ellis * Large Companies With Insolvent Balance Sheet ---------------------------------------------- Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE ABT CN 118.9 (8.4) 1.0 ABSOLUTE SOFTWRE OU1 GR 118.9 (8.4) 1.0 ABSOLUTE SOFTWRE ALSWF US 118.9 (8.4) 1.0 ACHAOGEN INC AKAO US 13.8 (0.0) 2.1 ACTINIUM PHARMAC ATNM US 6.6 (13.5) (13.5) ADVANCED EMISSIO ADES US 106.4 (46.1) (15.3) ADVANCED EMISSIO OXQ1 GR 106.4 (46.1) (15.3) ADVENT SOFTWARE ADVS US 452.2 (91.1) (90.7) ADVENT SOFTWARE AXQ GR 452.2 (91.1) (90.7) AEMETIS INC DW51 GR 99.4 (4.2) (14.6) AEMETIS INC AMTX US 99.4 (4.2) (14.6) AEROHIVE NETWORK HIVE US 69.1 (5.2) 26.7 AEROHIVE NETWORK 2NW GR 69.1 (5.2) 26.7 AIR CANADA-CL A ADH TH 9,964.0 (1,947.0) (185.0) AIR CANADA-CL A ADH GR 9,964.0 (1,947.0) (185.0) AIR CANADA-CL A AIDIF US 9,964.0 (1,947.0) (185.0) AIR CANADA-CL A AC/A CN 9,964.0 (1,947.0) (185.0) AIR CANADA-CL B AIDEF US 9,964.0 (1,947.0) (185.0) AIR CANADA-CL B AC/B CN 9,964.0 (1,947.0) (185.0) ALDER BIOPHARMAC ALDR US 16.6 (37.2) (8.4) ALDER BIOPHARMAC 3A9 GR 16.6 (37.2) (8.4) ALDER BIOPHARMAC ALDR1EUR EU 16.6 (37.2) (8.4) ALLIANCE HEALTHC AIQ US 465.3 (136.6) 59.5 AMC NETWORKS-A AMCX US 3,484.7 (478.3) 642.3 AMC NETWORKS-A 9AC GR 3,484.7 (478.3) 642.3 AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0 AMYRIS INC AMRS US 236.8 (112.5) 33.5 ANGIE'S LIST INC 8AL GR 128.4 (36.6) (54.9) ANGIE'S LIST INC 8AL TH 128.4 (36.6) (54.9) ANGIE'S LIST INC ANGI US 128.4 (36.6) (54.9) ARRAY BIOPHARMA ARRY US 135.2 (23.3) 72.2 ARRAY BIOPHARMA AR2 GR 135.2 (23.3) 72.2 ARRAY BIOPHARMA AR2 TH 135.2 (23.3) 72.2 ASPEN AEROGELS I AP1 GR 88.2 (80.7) (5.2) ASPEN AEROGELS I ASPN US 88.2 (80.7) (5.2) AUTOZONE INC AZ5 TH 7,371.8 (1,808.2) (1,016.1) AUTOZONE INC AZ5 GR 7,371.8 (1,808.2) (1,016.1) AUTOZONE INC AZO US 7,371.8 (1,808.2) (1,016.1) AXIM INTERNATION AXIM US 0.1 (0.1) (0.1) BERRY PLASTICS G BP0 GR 5,367.0 (135.0) 684.0 BERRY PLASTICS G BERY US 5,367.0 (135.0) 684.0 BIOCRYST PHARM BCRX US 43.4 (5.7) 22.0 BIOCRYST PHARM BO1 TH 43.4 (5.7) 22.0 BIOCRYST PHARM BO1 GR 43.4 (5.7) 22.0 BRP INC/CA-SUB V BRPIF US 2,019.7 (17.0) 172.7 BRP INC/CA-SUB V DOO CN 2,019.7 (17.0) 172.7 BRP INC/CA-SUB V B15A GR 2,019.7 (17.0) 172.7 BURLINGTON STORE BUI GR 2,547.8 (136.3) 124.8 BURLINGTON STORE BURL US 2,547.8 (136.3) 124.8 CABLEVISION SY-A CVC US 6,542.9 (5,210.9) 281.8 CABLEVISION SY-A CVY GR 6,542.9 (5,210.9) 281.8 CABLEVISION-W/I CVC-W US 6,542.9 (5,210.9) 281.8 CABLEVISION-W/I 8441293Q US 6,542.9 (5,210.9) 281.8 CADIZ INC CDZI US 60.2 (41.2) 7.1 CAESARS ENTERTAI CZR US 24,376.7 (2,276.8) 566.0 CAESARS ENTERTAI C08 GR 24,376.7 (2,276.8) 566.0 CALLIDUS CAPITAL 28K GR 444.5 (4.3) - CALLIDUS CAPITAL CBL CN 444.5 (4.3) - CANNAVEST CORP CANV US 10.7 (0.2) (1.3) CANNAVEST CORP 0VE GR 10.7 (0.2) (1.3) CAPMARK FINANCIA CPMK US 20,085.1 (933.1) - CASELLA WASTE CWST US 649.9 (8.5) (18.9) CC MEDIA-A CCMO US 14,752.2 (9,315.2) 1,225.6 CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1) CENVEO INC CVO US 1,206.8 (511.7) 145.0 CHOICE HOTELS CZH GR 554.9 (454.6) 109.5 CHOICE HOTELS CHH US 554.9 (454.6) 109.5 CIENA CORP CIEN US 1,795.5 (80.8) 641.3 CIENA CORP CIE1 GR 1,795.5 (80.8) 641.3 CIENA CORP CIEN TE 1,795.5 (80.8) 641.3 CIENA CORP CIE1 TH 1,795.5 (80.8) 641.3 CINCINNATI BELL CBB US 2,101.5 (670.7) 7.7 CROWN BAUS CAPIT CBCA US 0.0 (0.0) (0.0) DELEK LOGISTICS D6L GR 301.3 (4.1) 14.8 DELEK LOGISTICS DKL US 301.3 (4.1) 14.8 DEX MEDIA INC DXM US 2,275.0 (782.0) 162.0 DEX MEDIA INC 9DX GR 2,275.0 (782.0) 162.0 DIRECTV DTV US 22,520.0 (6,512.0) (929.0) DIRECTV DTV CI 22,520.0 (6,512.0) (929.0) DIRECTV DIG1 GR 22,520.0 (6,512.0) (929.0) DOMINO'S PIZZA DPZ US 495.7 (1,289.7) 105.0 DOMINO'S PIZZA EZV GR 495.7 (1,289.7) 105.0 DOMINO'S PIZZA EZV TH 495.7 (1,289.7) 105.0 DUN & BRADSTREET DB5 GR 1,807.2 (1,061.9) (85.5) DUN & BRADSTREET DNB US 1,807.2 (1,061.9) (85.5) EDGEN GROUP INC EDG US 883.8 (0.8) 409.2 ELEVEN BIOTHERAP EBIO US 5.1 (6.1) (2.9) EMPIRE RESORTS I LHC1 GR 38.7 (14.0) (14.6) EMPIRE RESORTS I NYNY US 38.7 (14.0) (14.6) EMPIRE STATE -ES ESBA US 1,122.2 (31.6) (925.9) EMPIRE STATE-S60 OGCP US 1,122.2 (31.6) (925.9) FAIRPOINT COMMUN FRP US 1,546.4 (338.8) 25.3 FAIRPOINT COMMUN FONN GR 1,546.4 (338.8) 25.3 FERRELLGAS-LP FGP US 1,589.9 (88.9) 89.0 FERRELLGAS-LP FEG GR 1,589.9 (88.9) 89.0 FIVE9 INC 1F9 GR 69.2 (9.0) (1.9) FIVE9 INC FIVN US 69.2 (9.0) (1.9) FREESCALE SEMICO FSL US 3,265.0 (3,728.0) 1,334.0 FREESCALE SEMICO 1FS GR 3,265.0 (3,728.0) 1,334.0 FREESCALE SEMICO 1FS TH 3,265.0 (3,728.0) 1,334.0 GAMING AND LEISU 2GL GR 2,561.9 (68.0) (44.7) GAMING AND LEISU GLPI US 2,561.9 (68.0) (44.7) GENCORP INC GCY TH 1,675.6 (49.0) 86.7 GENCORP INC GCY GR 1,675.6 (49.0) 86.7 GENCORP INC GY US 1,675.6 (49.0) 86.7 GENTIVA HEALTH GHT GR 1,234.9 (297.6) 99.2 GENTIVA HEALTH GTIV US 1,234.9 (297.6) 99.2 GLG PARTNERS INC GLG US 400.0 (285.6) 156.9 GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9 GLOBALSTAR INC GSAT US 1,350.0 (74.3) (97.3) GLOBALSTAR INC P8S GR 1,350.0 (74.3) (97.3) GLORI ENERGY INC GLRI US 0.1 (0.0) - GOLD RESERVE INC GRZ CN 21.5 (5.6) 1.2 GOLD RESERVE INC GDRZF US 21.5 (5.6) 1.2 GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5 GTT COMMUNICATIO GTT US 168.5 (0.1) (25.3) HCA HOLDINGS INC HCA US 29,809.0 (6,467.0) 2,986.0 HCA HOLDINGS INC 2BH TH 29,809.0 (6,467.0) 2,986.0 HCA HOLDINGS INC 2BH GR 29,809.0 (6,467.0) 2,986.0 HD SUPPLY HOLDIN 5HD GR 6,552.0 (750.0) 1,446.0 HD SUPPLY HOLDIN HDS US 6,552.0 (750.0) 1,446.0 HORIZON PHARMA I HPM GR 299.1 (229.2) 93.2 HORIZON PHARMA I HPM TH 299.1 (229.2) 93.2 HORIZON PHARMA I HZNP US 299.1 (229.2) 93.2 HOVNANIAN ENT-A HO3 GR 1,838.8 (462.5) 1,122.1 HOVNANIAN ENT-A HOV US 1,838.8 (462.5) 1,122.1 HOVNANIAN ENT-B HOVVB US 1,838.8 (462.5) 1,122.1 HOVNANIAN-A-WI HOV-W US 1,838.8 (462.5) 1,122.1 HUGHES TELEMATIC HUTC US 110.2 (101.6) (113.8) HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8) IMPRIVATA INC I62 GR 35.6 (4.3) (10.8) IMPRIVATA INC IMPR US 35.6 (4.3) (10.8) INCYTE CORP ICY TH 666.8 (162.4) 474.2 INCYTE CORP INCY US 666.8 (162.4) 474.2 INCYTE CORP ICY GR 666.8 (162.4) 474.2 INFOR US INC LWSN US 6,515.2 (555.7) (303.6) INTERCEPT PHARMA I4P GR 141.9 (153.7) (148.2) INTERCEPT PHARMA I4P TH 141.9 (153.7) (148.2) INTERCEPT PHARMA ICPT US 141.9 (153.7) (148.2) IPCS INC IPCS US 559.2 (33.0) 72.1 ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2 JUST ENERGY GROU 1JE GR 1,642.6 (117.4) 221.0 JUST ENERGY GROU JE CN 1,642.6 (117.4) 221.0 JUST ENERGY GROU JE US 1,642.6 (117.4) 221.0 KINAXIS INC KXS CN 44.6 (70.4) (6.4) L BRANDS INC LTD GR 6,663.0 (609.0) 1,070.0 L BRANDS INC LB US 6,663.0 (609.0) 1,070.0 L BRANDS INC LTD TH 6,663.0 (609.0) 1,070.0 LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9 LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9 LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9 LEE ENTERPRISES LEE US 797.3 (155.6) 0.8 LORILLARD INC LLV GR 3,912.0 (2,161.0) 897.0 LORILLARD INC LLV TH 3,912.0 (2,161.0) 897.0 LORILLARD INC LO US 3,912.0 (2,161.0) 897.0 LUMENPULSE INC LMP CN 29.4 (38.4) 3.5 LUMENPULSE INC 0L6 GR 29.4 (38.4) 3.5 LUMENPULSE INC LMPLF US 29.4 (38.4) 3.5 MARRIOTT INTL-A MAQ GR 6,665.0 (1,625.0) (1,031.0) MARRIOTT INTL-A MAQ TH 6,665.0 (1,625.0) (1,031.0) MARRIOTT INTL-A MAR US 6,665.0 (1,625.0) (1,031.0) MDC PARTNERS-A MDCA US 1,570.3 (94.1) (218.7) MDC PARTNERS-A MD7A GR 1,570.3 (94.1) (218.7) MDC PARTNERS-A MDZ/A CN 1,570.3 (94.1) (218.7) MERITOR INC AID1 GR 2,531.0 (782.0) 298.0 MERITOR INC MTOR US 2,531.0 (782.0) 298.0 MERRIMACK PHARMA MACK US 165.0 (65.8) 81.9 MERRIMACK PHARMA MP6 GR 165.0 (65.8) 81.9 MICHAELS COS INC MIK US 1,716.0 (2,734.0) 493.0 MICHAELS COS INC MIM GR 1,716.0 (2,734.0) 493.0 MONEYGRAM INTERN MGI US 4,761.4 (39.5) 115.9 MORGANS HOTEL GR MHGC US 695.2 (202.0) 129.7 MORGANS HOTEL GR M1U GR 695.2 (202.0) 129.7 MOXIAN CHINA INC MOXC US 0.0 (0.0) (0.0) MPG OFFICE TRUST MPG US 1,280.0 (437.3) - NATIONAL CINEMED XWM GR 998.4 (179.2) 99.9 NATIONAL CINEMED NCMI US 998.4 (179.2) 99.9 NAVISTAR INTL IHR TH 7,727.0 (4,072.0) 1,070.0 NAVISTAR INTL NAV US 7,727.0 (4,072.0) 1,070.0 NAVISTAR INTL IHR GR 7,727.0 (4,072.0) 1,070.0 NEKTAR THERAPEUT ITH GR 487.0 (9.8) 225.5 NEKTAR THERAPEUT NKTR US 487.0 (9.8) 225.5 NEW ENG RLTY-LP NEN US 180.1 (23.2) - NEXSTAR BROADC-A NXZ GR 1,148.8 (8.4) 134.7 NEXSTAR BROADC-A NXST US 1,148.8 (8.4) 134.7 NII HOLDING INC NIHD* MM 8,189.7 (8.8) 1,078.9 NORTHWEST BIO NWBO US 12.5 (31.1) (31.2) NORTHWEST BIO NBYA GR 12.5 (31.1) (31.2) NYMOX PHARMACEUT NYMX US 0.9 (6.3) (3.8) OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0) OPOWER INC 38O TH 63.1 (6.3) (11.9) OPOWER INC OPWR US 63.1 (6.3) (11.9) OPOWER INC 38O GR 63.1 (6.3) (11.9) PALM INC PALM US 1,007.2 (6.2) 141.7 PHIBRO ANIMAL HE PAO EU 473.3 (78.7) 177.3 PHIBRO ANIMAL HE PAHC LN 473.3 (78.7) 177.3 PHIBRO ANIMAL HE PAO GR 473.3 (78.7) 177.3 PHIBRO ANIMAL-A PAHC US 473.3 (78.7) 177.3 PHIBRO ANIMAL-A PB8 GR 473.3 (78.7) 177.3 PHILIP MORRIS IN PMI SW 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN PM1CHF EU 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN 4I1 GR 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN PM1EUR EU 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN PM1 TE 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN 4I1 TH 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN PM FP 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN PM US 36,325.0 (7,847.0) 1,130.0 PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9) PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9) PLY GEM HOLDINGS PGEM US 1,033.7 (107.2) 199.4 PLY GEM HOLDINGS PG6 GR 1,033.7 (107.2) 199.4 PROTALEX INC PRTX US 2.8 (7.0) 2.3 PROTECTION ONE PONE US 562.9 (61.8) (7.6) QUALITY DISTRIBU QDZ GR 443.2 (51.2) 106.0 QUALITY DISTRIBU QLTY US 443.2 (51.2) 106.0 QUINTILES TRANSN Q US 3,061.9 (559.5) 571.3 QUINTILES TRANSN QTS GR 3,061.9 (559.5) 571.3 RADIUS HEALTH IN RDUS US 12.8 (24.5) (22.7) RADIUS HEALTH IN 1R8 GR 12.8 (24.5) (22.7) RADNET INC RDNT US 737.2 (9.3) 61.4 RADNET INC PQI GR 737.2 (9.3) 61.4 REGAL ENTERTAI-A RETA GR 2,787.3 (751.2) 142.6 REGAL ENTERTAI-A RGC US 2,787.3 (751.2) 142.6 RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4) RENTPATH INC PRM US 208.0 (91.7) 3.6 RETROPHIN INC 17R GR 94.0 (35.4) (107.0) RETROPHIN INC RTRX US 94.0 (35.4) (107.0) REVLON INC-A RVL1 GR 2,105.1 (589.0) 248.9 REVLON INC-A REV US 2,105.1 (589.0) 248.9 RITE AID CORP RAD US 6,946.5 (2,046.4) 1,643.0 RITE AID CORP RTA GR 6,946.5 (2,046.4) 1,643.0 RITE AID CORP RTA TH 6,946.5 (2,046.4) 1,643.0 ROCKWELL MEDICAL RWM GR 26.8 (3.5) 8.2 ROCKWELL MEDICAL RMTI US 26.8 (3.5) 8.2 RURAL/METRO CORP RURL US 303.7 (92.1) 72.4 SABRE CORP 19S GR 4,750.4 (312.9) (279.6) SABRE CORP 19S TH 4,750.4 (312.9) (279.6) SABRE CORP SABR US 4,750.4 (312.9) (279.6) SALLY BEAUTY HOL SBH US 2,106.0 (268.8) 715.8 SALLY BEAUTY HOL S7V GR 2,106.0 (268.8) 715.8 SEQUENOM INC SQNM US 122.9 (58.6) 40.8 SERVICEMASTER GL SERV US 5,197.0 (369.0) 240.0 SERVICEMASTER GL SVW GR 5,197.0 (369.0) 240.0 SILVER SPRING NE 9SI GR 524.4 (97.1) 97.5 SILVER SPRING NE 9SI TH 524.4 (97.1) 97.5 SILVER SPRING NE SSNI US 524.4 (97.1) 97.5 SIRIUS XM CANADA SIICF US 409.2 (78.8) (157.0) SIRIUS XM CANADA XSR CN 409.2 (78.8) (157.0) SPORTSMAN'S WARE 06S GR 272.7 (52.1) 75.1 SPORTSMAN'S WARE SPWH US 272.7 (52.1) 75.1 SUNEDISON INC SUNE US 7,166.1 (236.5) 250.8 SUNEDISON INC SUNE* MM 7,166.1 (236.5) 250.8 SUNEDISON INC WFR GR 7,166.1 (236.5) 250.8 SUNEDISON INC WFR TH 7,166.1 (236.5) 250.8 SUNGAME CORP SGMZ US 2.2 (3.6) (3.9) SUPERVALU INC SVU US 4,354.0 (682.0) 106.0 SUPERVALU INC SJ1 TH 4,354.0 (682.0) 106.0 SUPERVALU INC SJ1 GR 4,354.0 (682.0) 106.0 SUPERVALU INC SVU* MM 4,354.0 (682.0) 106.0 SURNA INC SRNA US 0.1 (2.7) (2.6) THRESHOLD PHARMA NZW1 GR 94.7 (29.0) 50.3 THRESHOLD PHARMA THLD US 94.7 (29.0) 50.3 TRANSDIGM GROUP TDG US 6,399.3 (125.6) 975.5 TRANSDIGM GROUP T7D GR 6,399.3 (125.6) 975.5 TRINET GROUP INC TN3 GR 1,340.4 (46.1) 93.8 TRINET GROUP INC TNET US 1,340.4 (46.1) 93.8 TRINET GROUP INC TNETEUR EU 1,340.4 (46.1) 93.8 TRUPANION INC TPW GR 49.0 (5.5) 7.2 TRUPANION INC TRUP US 49.0 (5.5) 7.2 ULTRA PETROLEUM UPL US 2,881.8 (227.7) (374.8) ULTRA PETROLEUM UPM GR 2,881.8 (227.7) (374.8) UNISYS CORP USY1 GR 2,336.1 (628.5) 369.7 UNISYS CORP UISEUR EU 2,336.1 (628.5) 369.7 UNISYS CORP USY1 TH 2,336.1 (628.5) 369.7 UNISYS CORP UISCHF EU 2,336.1 (628.5) 369.7 UNISYS CORP UIS1 SW 2,336.1 (628.5) 369.7 UNISYS CORP UIS US 2,336.1 (628.5) 369.7 VANGUARD MINING VNMC US 1.4 (1.5) (0.2) VARONIS SYSTEMS VRNS US 33.7 (1.5) 1.8 VARONIS SYSTEMS VS2 GR 33.7 (1.5) 1.8 VECTOR GROUP LTD VGR US 1,459.2 (12.6) 422.5 VECTOR GROUP LTD VGR GR 1,459.2 (12.6) 422.5 VENOCO INC VQ US 738.2 (130.8) (13.4) VERISIGN INC VRS GR 2,322.6 (632.9) (246.0) VERISIGN INC VRS TH 2,322.6 (632.9) (246.0) VERISIGN INC VRSN US 2,322.6 (632.9) (246.0) VERSO PAPER CORP VRS US 1,062.8 (507.2) 83.6 VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3) WEIGHT WATCHERS WW6 TH 1,483.1 (1,452.8) (31.0) WEIGHT WATCHERS WW6 GR 1,483.1 (1,452.8) (31.0) WEIGHT WATCHERS WTW US 1,483.1 (1,452.8) (31.0) WEST CORP WT2 GR 3,544.1 (709.4) 405.3 WEST CORP WSTC US 3,544.1 (709.4) 405.3 WESTMORELAND COA WLB US 1,407.1 (206.2) (30.5) WESTMORELAND COA WME GR 1,407.1 (206.2) (30.5) XERIUM TECHNOLOG XRM US 631.1 (11.8) 104.4 XERIUM TECHNOLOG TXRN GR 631.1 (11.8) 104.4 YRC WORLDWIDE IN YRCW US 2,215.1 (363.1) 193.6 YRC WORLDWIDE IN YEL1 TH 2,215.1 (363.1) 193.6 YRC WORLDWIDE IN YEL1 GR 2,215.1 (363.1) 193.6 ********* 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 ***