/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/140826.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, August 26, 2014, Vol. 18, No. 237 Headlines ACTIVECARE INC: Projects $11 Million Revenue for Next 12 Months ADAMS STREET LOFTS: Case Summary & 8 Largest Unsecured Creditors AFFYMAX INC: Jonathan Couchman Reports 5% Equity Stake AFFYMAX INC: Incurs $7.21-Mil. Net Income in Second Quarter ALBANY INVESTMENT: Case Summary & 10 Largest Unsecured Creditors ALDERON IRON: Incurs C$4.79-Mil. Net Loss in Q2 Ended June 30 ALION SCIENCE: Completes Debt Refinancing ALION SCIENCE: Inks Key Executives to 5-Year Contracts ALION SCIENCE: S&P Raises CCR to 'B-' on Refinancing; Outlook Neg. ALVARION(R) LTD: NASDAQ Council Opts to Delist Securities ALTAIR NANOTECHNOLOGIES: Gets Nasdaq Listing Non-Compliance Notice AMERICAN BREWING: Reports $225K Net Loss for Q2 Ended June 30 AMERICAN MEDIA: Moody's Lowers Rating on $385MM Notes to Caa1 AMERICAN POWER: Files 2013 Conflict Minerals Report AMERITOX LTD: Moody's Assigns 'B1' Corporate Family Rating AMERITOX LTD: S&P Assigns 'B-' CCR & Rates $197.5MM Debt 'B-' AMMED SURGICAL: Case Summary & 20 Largest Unsecured Creditors AMSTERDAM HOUSE: Judge Rules Patient Care Ombudsman Unnecessary AMSTERDAM HOUSE: Gets Interim Approval to Use Cash Collateral AMSTERDAM HOUSE: Gets Approval to Assume Plan Support Agreement AUXILIUM PHARMACEUTICALS: Inks Separation Pact with Former CFO AZIZ CONVENIENCE: Parties Agree to Extend Use of Cash Collateral AZIZ CONVENIENCE: Wants to Hire Okin & Adams as Counsel AZIZ CONVENIENCE: Seeks to Hire Claro Group as Financial Advisor BAYTEX ENERGY: S&P Affirms 'BB' Corp. Credit Rating BERNARD L. MADOFF: Judge Denies Claims in Retirement Accounts BIRKS GROUP: Reports $5.8-Mil. Net Loss in FY Ended March 29 BLUE WAVE TECH: Case Summary & Largest Unsecured Creditor CAESARS ENTERTAINMENT: CEOC Cuts Outstanding Debt by $582 Million CLEAR CHANNEL: Closes Sale of $222MM Senior Notes to Finco Unit CORRLINE INTERNATIONAL: Officially Placed in Chapter 7 Bankruptcy CRYOPORT INC: Has $2.3-Mil. Net Loss for June 30 Quarter CT TECHNOLOGIES: S&P Affirms 'B' CCR & Revises Outlook to Negative DATARAM CORP: CohnReznick LLP Raises Going Concern Doubt DELUXE ENTERTAINMENT: S&P Cuts CCR to 'CCC' on Weak Performance DETROIT, MI: Gets Approval of Agreement With Bond Insurers, et al. DETROIT, MI: FGIC Wants Expert Opinion on Plan Treatment Excluded DETROIT, MI: Syncora, FGIC Oppose $5.5 Billion Financing DIGERATI TECHNOLOGIES: LBB & Associates Raises Going Concern Doubt DOLPHIN DIGITAL: Incurs $485,000 Net Loss in Second Quarter DYNEGY INC: Moody's Affirms 'B2' Corporate Family Rating DYNEGY INC: S&P Raises CCR to 'B+' on US Power Asset Acquisition EAGLE ROCK: S&P Lowers Sr. Unsecured Debt Ratings to 'B-' EDUCATION TRAINING: Files Chapter 11 Bankruptcy ELBIT IMAGING: Reverse Share Split Takes Effect ENERGY SERVICES: Elliott Appointed New Board Member ENTEGRA POWER: Seeks to Employ Richard Layton as Co-Counsel EPWORTH VILLA: Has Final Order on Access to OCFA Cash Collateral EPWORTH VILLA: US Trustee Appoints Patient Care Ombudsman EPWORTH VILLA: Files Schedules of Assets and Liabilities EPWORTH VILLA: Taps Gibbs Armstrong as Special Counsel ESSAR STEEL: Judge Grants Recognition of Foreign Main Proceeding EVERYWARE GLOBAL: Unit Sold Oneida Share Capital for GBP3.7MM EXECUTIVE CAREER: Case Summary & 20 Largest Unsecured Creditors EXIDE TECHNOLOGIES: KPMG LLP Raises Going Concern Doubt FAIRCHILD SEMICONDUCTOR: Cutting 15% of Workforce FIAT CHRYSLER: Needs Enough Support to Reorganize Group FLORIDA GAMING: Freedom, Tara Club Cases Dismissed FLORIDA GAMING: Plan Order Revised Due to Scrivener's Error GARY STANCIL: Court Won't Extend Defendants' Response Deadline GBDRE CO: Case Summary & 3 Largest Unsecured Creditors GLOBAL AVIATION: OK'd to Disburse Funds to Pay Healthcare Claims GLOBALSTAR INC: President of Space Operations to Retire GLYECO INC: Alexander and Ioia Step Down as Directors GOLDEN STATE MEDICAL: S&P Withdraws 'B' Corporate Credit Rating GOLDKING HOLDINGS: Enters Into 6th Stipulation on DIP Loans GREAT LAKES DREDGE: Moody's Keeps Caa1 Rating on $250MM Sr. Notes HAYDEL PROPERTIES: UST Wants Case Dismissed or Converted to Ch.7 HOLY HILL: Richard Laski Appointed as Chapter 11 Trustee HYDROCARB ENERGY: Borrows $4.5 Million to Repay Existing Note KID BRANDS: Sale of Sassy Assets to Angelcare Approved ILLINOIS STOCK TRANSFER: Placed Into Receivership JAMES RIVER COAL: Sept. 22 Set as Claims Bar Date JAMES RIVER: Accepts JR Acquisition's Bid for Mining Complexes JBI INC: Posts $1.75-Mil. Net Loss in Q1 Ended March 31 JESAL PATWARI: Court Won't Reconsider Ruling Against Verma KAHN FAMILY: To Present Plan for Confirmation Aug. 27 KOKOMO CHIROPRACTIC: Case Summary & 3 Unsecured Creditors LA RIVIERA BAR: Case Summary & 16 Largest Unsecured Creditors LANGTREE VENTURES: Involuntary Chapter 11 Case Summary LEHMAN BROTHERS: Banks Want Increase in RMBS Reserves to $12.14B LIBERTY SILVER: TSX Appeal Committee Opts to Delist Common Shares MASHANTUCKET PEQUOT: In Talks with Lenders for Foxwoods Casino MAYAN GANEM: Case Summary & 9 Largest Unsecured Creditors METALDYNE CORP: American Securities To Sell Shares to Public MICHAEL R. DAVIDSON: Lacks Standing to Hire Auctioneer MOMENTIVE PERFORMANCE: Files SEC Form for 2021 1st Priority Notes MOMENTIVE PERFORMANCE: Files SEC Form for 2022 2nd Priority Notes MOMENTIVE PERFORMANCE: Investors Bid to Change Votes Delays Ruling MT. LAUREL LODGING: Aug. 27 Hearing on Access to Cash Collateral NANTICOKE MEMORIAL: S&P Raises Rating on $45.6MM Bonds From BB+ NEOMEDIA TECHNOLOGIES: Global Grid No Longer a Shareholder NEW BERN RIVERFRONT: Court Rejects Weaver Cooke's Indemnity Claim NEW CENTURY TRS: Order on Whites' Late-Filed Claims Vacated NEW ENGLAND COMPOUNDING: Judge wants "Keen" Suit Revised NUSTAR LOGISTICS: Moody's Affirms 'Ba1' Corporate Family Rating NPC INTERNATIONAL: Moody's Affirms 'B2' Corporate Family Rating ONE MORE DEAL: Case Summary & 6 Largest Unsecured Creditors OSSEN INNOVATION: Receives NASDAQ Listing Non-Compliance Notice OUTLAW RIDGE: Court Approves Settlement with Cadence Bank OUTLAW RIDGE: Asks Court to Extend Exclusive Period to Dec. 4 PARK SIDE: Classon Says Objection Immaterial to Relief Sought PFS HOLDING: S&P Lowers CCR to 'B-' on Weak Operating Performance PLANT INSULATION: Insurers to Appeal Plan Order to 9th Cir. POSITIVEID CORP: Inks OID Note Purchase Pact With Toledo Advisors PREMIER PAVING: OnPointe Wants Payment of $31,921 Plus Interest PRINCE FREDERICK: Contractor's Equitable Subordination Suit Nixed PRINCESS INT'L: Case Summary & 20 Largest Unsecured Creditors RAFAEL RODRIGUEZ: Court Wants Bid to Substitute Counsel Clarified REALTY EQUITIES: Case Summary & 3 Largest Unsecured Creditors RESTORA HEALTHCARE: Needs Until Oct. 22 to File Plan RICKIE LYNN WALKER: Loses Appeal From Foreclosure Judgment SALTON SEA: S&P Lowers Rating on $285MM Bonds to 'BB-' SB PARTNERS: SRE Clearing Owned 39% LP Stake at Aug. 18 SECURITY NATIONAL: Plan Confirmation Hearing on Sept. 30 SECURITY NATIONAL: 17th Interim DIP Order Issued SHIVANI HOSPITALITY: Case Summary & 15 Top Unsecured Creditors SKILLSOFT LIMITED: SumTotal Deal No Impact on Moody's 'B3' CFR SKYLINE MANOR: Ch.11 Trustee Seeks Approval of Bidding Protocol PREMIER PAVING: OnPointe Wants Payment of $31,921 Plus Interest STERLING BLUFF: Case Dismissed; Coastal Bank May Foreclose STONERIDGE INC: S&P Raises CCR to 'BB' on Leverage Expectation SUN BANCORP: Closes Sale of $20 Million Worth of Common Shares SUNRISE REAL ESTATE: Signs $1.7 Million Purchase Agreement SUNTECH POWER: Swizz Unit Now Solvent Member of Suntech Group SUNWIN STEVIA: RBSM LLP Raises Going Concern Doubt SUPERIOR AIR: Bankr. Judge Won't Hear Dispute With Supplier SUPERIOR AIR: Bankr. Judge Re-Closes Chapter 11 Case SUTOR TECHNOLOGY: Receives NASDAQ Listing Non-Compliance Notice TRIPLE POINT: S&P Lowers CCR to 'B-' on Poor License Sales UNI-PIXEL INC: Appoints Malcolm Thompson to Board of Directors USEC INC: Funding Under ACTDO Agreement Increased by $6.7MM UTSTARCOM INC: Himanshu Shah Reports 28.3% Equity Stake VERMILLION INC: Names VP of Sales and Managed Markets WPCS INTERNATIONAL: Marcum LLP Raises Going Concern Doubt * US Insurers Profits Decline on Weaker ReFi Volume, Fitch Says * Hedge Funds Sue to Get Argentine Bond Payment in London * Large Companies With Insolvent Balance Sheet ********* ACTIVECARE INC: Projects $11 Million Revenue for Next 12 Months --------------------------------------------------------------- ActiveCare Inc. provided a published report of revenue projections and a strategic business plan that details ActiveCare's vision for the next twelve months. "We are pleased to provide revenue projections of approximately $11 million over the next twelve months as we have now secured signed contracts with over 100 corporate clients for our diabetes solution,' stated David Derrick, CEO of ActiveCare. "We continue to expand our sales efforts into the northeast and southwest regions of the U.S. and expect to sign additional larger contracts throughout the remainder of the year. In the next 12 months we are forecasting to add 20,000 individuals on the ActiveCare diabetes solution. We are focused on attracting both large and small employers who are searching for ways to mitigate the growing costs of healthcare and improve the quality of that care. Our recent contracts combined with our growing sales pipelines have positioned us to achieve strong revenue growth in the coming year.' Highlights from Published Report: * ActiveCare is now servicing over 100 corporate clients. * Plans are in place to increase product offerings to include, products and services to monitor additional chronic illnesses. * ActiveCare has contracts with key partners who combined manage over 150,000 diabetic members. These partners are expected to implement the Company's solutions to more of their diabetic population over the next 12 to 18 months. * ActiveCare has engaged Earl Hurst to assist the Company with building and deploying a national sales organization, as well as support the executive team with other business initiatives related to the Company. Earl has spent 29 years in executive sales and marketing positions with various health care companies. He previously served as Market President of Humana Utah and was an Executive Vice President of Fred A. Morton & Company, one of the largest health insurance brokers in the intermountain states. The full copy of the report is available for free at: http://www.activecare.com/downloads/Company_Report.pdf About ActiveCare South West Valley City, Utah-based ActiveCare, Inc., is organized into three business segments based primarily on the nature of the Company's products. The Stains and Reagents segment is engaged in the business of manufacturing and marketing medical diagnostic stains, solutions and related equipment to hospitals and medical testing labs. The CareServices segment is engaged in the business of developing, distributing and marketing mobile health monitoring and concierge services to distributors and customers. The Chronic Illness Monitoring segment is primarily engaged in the monitoring of diabetic patients on a real time basis. The Company's business plan is to develop and market products for monitoring the health of and providing assistance to mobile and homebound seniors and the chronically ill, including those who may require a personal assistant to check on them during the day to ensure their safety and well being. ActiveCare incurred a net loss attributable to common stockholders of $25.95 million the year ended Sept. 30, 2013, as compared with a net loss attributable to common stockholders of $12.42 million for the year ended Sept. 30, 2012. As of June 30, 2014, the Company had $9.49 million in total assets, $10.96 million in total liabilities and a $1.46 million total stockholders' deficit. Tanner LLC, in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that the Company has incurred recurring losses, has negative cash flows from operating activities, has negative working capital, and has negative total equity. These conditions, among others, raise substantial doubt about its ability to continue as a going concern. ADAMS STREET LOFTS: Case Summary & 8 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Adams Street Lofts, LLC 420 North Adams Street Tallahassee, FL 32301 Case No.: 14-40483 Chapter 11 Petition Date: August 22, 2014 Court: United States Bankruptcy Court Northern District of Florida (Tallahassee) Judge: Hon. Karen K. Specie Debtor's Counsel: Brian G. Rich, Esq. BERGER SINGERMAN LLP 125 S. Gadsden Street, Suite 300 Tallahassee, FL 32301 Tel: (850) 561-3010 Fax: (850) 561-3013 Email: brich@bergersingerman.com Total Assets: $3.26 million Total Liabilities: $4.13 million The petition was signed by Jonathan Leoni, manager. A list of the Debtor's eight largest unsecured creditors is available for free at http://bankrupt.com/misc/flnb14-40483.pdf AFFYMAX INC: Jonathan Couchman Reports 5% Equity Stake ------------------------------------------------------ Jonathan M. Couchman disclosed in a regulatory filing with the U.S. Securities and Exchange Commission that as of Aug. 19, 2014, he beneficially owned 1,875,877 shares of common stock of Affymax, Inc., representing 5% of the shares outstanding. Mr. Couchman serves as the chairman, president and chief executive officer of Xstelos Xstelos Holdings, Inc. As of the close of business on Aug. 21, 2014, Xstelos did not directly own any Affymax Shares. A copy of the Schedule 13D is available for free at: http://is.gd/mpfkyE About Affymax Affymax, Inc. (Nasdaq: AFFY) is a biopharmaceutical company based in Palo Alto, California. In March 2012, the U.S. Food and Drug Administration approved the Company's first and only product, OMONTYS(R) (peginesatide) Injection for the treatment of anemia due to chronic kidney disease in adult patients on dialysis. OMONTYS is a synthetic, peptide-based erythropoiesis stimulating agent, or ESA, designed to stimulate production of red blood cells and has been the only once-monthly ESA available to the adult dialysis patient population in the U.S. The Company co- commercialized OMONTYS with its collaboration partner, Takeda Pharmaceutical Company Limited, or Takeda during 2012 until February 2013, when the Company and Takeda announced a nationwide voluntary recall of OMONTYS as a result of safety concerns. Bankruptcy Warning The Company said in the Quarterly Report for the period ended March 31, 2014, "Because we have not made an irrevocable decision to liquidate, the accompanying condensed financial statements have been prepared under the assumption of a going concern basis that contemplates the realization of assets and liabilities in the ordinary course of business. Operating losses have been incurred each year since inception, resulting in an accumulated deficit of $559.5 million as of March 31, 2014. Nearly all of our revenues to date have come from our collaboration with Takeda. As a result of the February 23, 2013 nationwide voluntary recall of OMONTYS and the suspension of all marketing activities, there is significant uncertainty as to whether we will have sufficient existing cash to fund our operations for the next 12 months. Given our limited resources, there is no assurance that we will be able to reduce our operating expenses enough to meet our existing and future obligations and conduct ongoing operations. If we do not have sufficient funds to continue operations, we could be required to liquidate our assets, seek bankruptcy protection or other alternatives. Any failure to dispel any continuing doubts about our ability to continue as a going concern could adversely affect our ability to enter into collaborative relationships with business partners. These matters raise substantial doubt about our ability to continue as a going concern. Our financial statements do not include any adjustments that may result from the outcome of this uncertainty." Affymax reported a net loss of $14.42 million in 2013 following a net loss of $93.41 million in 2012. As of June 30, 2013, the Company had $5.38 million in total assets, $214,000 in total liabilities, all current, and $5.17 million in total stockholders' equity. Ernst & Young LLP, in Redwood City, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that there is significant uncertainty as to whether the Company will have sufficient financial resources to fund its operations for the next 12 months. This condition raises substantial doubt about the Company's ability to continue as a going concern. AFFYMAX INC: Incurs $7.21-Mil. Net Income in Second Quarter ----------------------------------------------------------- Affymax, Inc., filed its quarterly report on Form 10-Q disclosing a net income of $7.21 million on $42,000 of total revenue for the three months ended June 30, 2014, as compared to a net income of $15.37 million on $525,000 of total revenue for the same period last year. The Company's balance sheet at June 30, 2014, showed $5.38 million in total assets, $214,000 in total liabilities, and total stockholders' equity of $5.17 million. A copy of the Form 10-Q is available at: http://goo.gl/9ElrO8 About Affymax Affymax, Inc. (Nasdaq: AFFY) is a biopharmaceutical company based in Palo Alto, California. In March 2012, the U.S. Food and Drug Administration approved the Company's first and only product, OMONTYS(R) (peginesatide) Injection for the treatment of anemia due to chronic kidney disease in adult patients on dialysis. OMONTYS is a synthetic, peptide-based erythropoiesis stimulating agent, or ESA, designed to stimulate production of red blood cells and has been the only once-monthly ESA available to the adult dialysis patient population in the U.S. The Company co- commercialized OMONTYS with its collaboration partner, Takeda Pharmaceutical Company Limited, or Takeda during 2012 until February 2013, when the Company and Takeda announced a nationwide voluntary recall of OMONTYS as a result of safety concerns. As of March 31, 2014, the Company had $6.46 million in total assets, $8.79 million in total liabilities and a $2.33 million total stockholders' deficit. Bankruptcy Warning "Because we have not made an irrevocable decision to liquidate, the accompanying condensed financial statements have been prepared under the assumption of a going concern basis that contemplates the realization of assets and liabilities in the ordinary course of business. Operating losses have been incurred each year since inception, resulting in an accumulated deficit of $559.5 million as of March 31, 2014. Nearly all of our revenues to date have come from our collaboration with Takeda. As a result of the February 23, 2013 nationwide voluntary recall of OMONTYS and the suspension of all marketing activities, there is significant uncertainty as to whether we will have sufficient existing cash to fund our operations for the next 12 months. Given our limited resources, there is no assurance that we will be able to reduce our operating expenses enough to meet our existing and future obligations and conduct ongoing operations. If we do not have sufficient funds to continue operations, we could be required to liquidate our assets, seek bankruptcy protection or other alternatives. Any failure to dispel any continuing doubts about our ability to continue as a going concern could adversely affect our ability to enter into collaborative relationships with business partners. These matters raise substantial doubt about our ability to continue as a going concern. Our financial statements do not include any adjustments that may result from the outcome of this uncertainty," the Company said in the Quarterly Report for the period ended March 31, 2014. Affymax reported a net loss of $14.42 million in 2013 following a net loss of $93.41 million in 2012. Ernst & Young LLP, in Redwood City, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that there is significant uncertainty as to whether the Company will have sufficient financial resources to fund its operations for the next 12 months. This condition raises substantial doubt about the Company's ability to continue as a going concern. ALBANY INVESTMENT: Case Summary & 10 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Albany Investment Properties, LLC 333 South Doheny Drive, Suite 312 Los Angeles, CA 90048 Case No.: 14-26237 Chapter 11 Petition Date: August 22, 2014 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Sheri Bluebond Debtor's Counsel: Raymond H Aver, Esq. LAW OFFICES OF RAYMOND H AVER APC 1950 Sawtelle Blvd Ste 120 Los Angeles, CA 90025 Tel: 310-473-3511 Fax: 310-473-3512 Email: ray@averlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Farzad Nedjat Haiem, manager. A list of the Debtor's 10 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb14-26237.pdf ALDERON IRON: Incurs C$4.79-Mil. Net Loss in Q2 Ended June 30 ------------------------------------------------------------- Alderon Iron Ore Corp. filed its quarterly report on Form 6-K disclosing a net loss of C$4.79 million for the three months ended June 30, 2014, as compared to a net loss of C$2.19 million for the same period last year. The Company's balance sheet at June 30, 2014, showed C$287.26 million in total assets, C$39.6 million in total liabilities and C$247.66 million in total stockholders' equity. A copy of the Form 6-K is available for free at: http://is.gd/2iqtmn Alderon Iron Ore Corp., formerly Alderon Resource Corp., is an exploration-stage company engaged in the exploration and evaluation of mineral resource properties. As of December 31, 2011, the Company conducted iron ore exploration and evaluation activities related entirely to its properties located in Western Labrador. Those properties are collectively referred to as the Kamistiatusset (Kami) Property. The Kami Property is located next to the mining towns of Wabush, Labrador City and Fermont. The property includes 305 claims in Labrador and five Quebec Mining Titles for a total of 7,625 hectares. During the year ended December 31, 2011, the Company conducted a drill program, totaling 4,496 meters, in the North Rose area. As of December 31, 2011, the mineral resource estimate for all three zones North Rose, Rose Central and Mills Lake) within the Kami Project was 490 million tons at 30% iron indicated and 598 million tons at 30.3% iron inferred. ALION SCIENCE: Completes Debt Refinancing ----------------------------------------- Alion Science and Technology Corporation completed its previously announced comprehensive refinancing of the Company's outstanding indebtedness which included an exchange offer, consent solicitation and unit offering relating to its 10.25% Senior Notes due 2015, the New Revolving Credit Facility, the New First Lien Term Facilities, the New Second Lien Term Facility, the Intercreditor Agreement, various guarantee and security agreements relating to these new credit facilities, the redemption of Existing Secured Notes and the termination of the Company's existing revolving credit facility. The Refinancing Transactions were made pursuant to the terms of the previously disclosed Amended and Restated Refinancing Support Agreement dated as of May 2, 2014, as amended, between the Company and ASOF II Investments, LLC, and Phoenix Investment Adviser, LLC, the Supporting Noteholders. The exchange offer and consent solicitation expired at 9:00 a.m., New York City time, on Aug. 18, 2014. Alion has accepted for exchange all Unsecured Notes validly tendered and not withdrawn as of the Expiration Date. "I am excited that the refinancing is concluded giving us the stability we need to continue to help our customers succeed in their missions for years to come," said Bahman Atefi, Alion Chairman and CEO. "We are committed to strengthening Alion's business position to ensure the long-term growth and health of the company. We appreciate the support of our customers, investors, partners and, of course, our employees." As of the Expiration Date, according to Global Bondholder Services Corporation, the Information and Exchange Agent, approximately $210,986,000, or 89.78%, of the aggregate principal amount of outstanding Unsecured Notes had been validly tendered for exchange and not withdrawn in the exchange offer and consent solicitation. The unit offering expired at 5:00 p.m., New York City time on Aug. 15, 2014. Pursuant to the terms of the unit offering, because the cash required to purchase all Unsecured Notes accepted for exchange pursuant to the cash option in the exchange offer was less than $10,000,200, the Company will not issue the maximum number of units that holders participating in the unit offering were entitled to purchase. As a result, holders who participated in the unit offering will purchase approximately 0.0121319 of a unit for each $1,000 principal amount of Unsecured Notes validly tendered (approximately 17% of the amount of units subscribed for by each holder), rounded down to the nearest whole unit, and will receive a refund payment from Alion with respect to the units not issued. As of result of the acceptance of Unsecured Notes validly tendered in the exchange offer, unit offering and consent solicitation, the proposed amendments contained in the Second Supplemental Indenture relating to the Unsecured Notes, which was executed on May 29, 2014, became operative. The proposed amendments eliminated substantially all of the negative covenants, certain events of default and the covenant restricting mergers and consolidations, modified certain provisions relating to defeasance, and made other technical and conforming changes to the indenture governing the Unsecured Notes. In addition to the completion of the exchange offer, consent solicitation and unit offering, Alion completed these concurrent refinancing transactions: * Alion entered into two new first lien term loan facilities in the aggregate principal amount of $285 million; * Alion entered into a new $70 million second lien term facility; * with the proceeds of the first and second lien term facilities, Alion called for the redemption of all of its outstanding 12% Senior Secured Notes due 2014; and * Alion replaced its $45 million revolving credit facility with a new $65 million revolving credit facility. The exchange offer, consent solicitation and unit offering was made only by means of an amended and restated prospectus. Goldman, Sachs & Co. was retained to act as the dealer manager and solicitation agent in connection with the exchange offer and consent solicitation. Unregistered Sales of Equity Securities As consideration for the Supporting Noteholders' agreement to fund the New Second Lien Term Facility, concurrently with the closing of the Exchange Offer, the Company issued in a private placement 75,352 and 20,551 Warrants to ASOF and Phoenix respectively, and 55 and 15 shares of Series A Preferred Stock to ASOF and Phoenix, respectively. In addition, in connection with the ASOF Cash Funding, concurrently with the closing of the Exchange Offer, ASOF purchased from the Company in a private placement at a unit price of $600 per unit $2,841,000 principal amount of Third Lien Notes and 2,841 Warrants. Modification to Rights of Security Holders Concurrently with the closing of the Exchange Offer, the Company amended its Certificate of Incorporation by filing a Certificate of Designation, Powers, Preferences, and Rights with Secretary of State of Delaware, pursuant to which the Company set forth the respective designations, powers, rights, privileges, preferences and restrictions of new Series A preferred stock. The par value of the Series A Preferred Stock is $0.01 per share, and the authorized number of shares constituting the Series A Preferred Stock is 70. All of the 70 shares of Series A Preferred Stock were issued to the Supporting Noteholders, with 55 shares issued to ASOF and 15 shares issued to an affiliate of Phoenix. The Series A Preferred Stock will, upon liquidation, rank senior to the Common Stock, and in the event of liquidation will be entitled to receive $10.00 per share. The Series A Preferred Stock is not entitled to receive any dividends or other distributions from the Company, nor is it convertible into any other class of equity or other securities of the Company. The Series A Preferred Stock is not redeemable by the Company. Change in Control of the Company Prior to the completion of the Exchange Offer, the ESOP Trust owned all of the outstanding shares of the Common Stock. In connection with funding a portion of the New Second Lien Term Facility, ASOF was issued 55 shares of the Series A Preferred Stock, representing 78.6% of the outstanding shares of the Series A Preferred Stock. As a result, ASOF has the right to appoint a majority of the members of the Board and possesses voting control over all matters that require stockholder approval. ASOF's source of funds for providing a portion of the New Second Lien Term Facility was capital contributions made by its limited partners. A full-text copy of the Form 8-K disclosure as filed with the U.S. Securities and Exchange Commission is available for free at: http://is.gd/nuUy2t About Alion Science Alion Science and Technology Corporation, based in McLean, Virginia, is an employee-owned company that provides scientific research, development, and engineering services related to national defense, homeland security, and energy and environmental analysis. Particular areas of expertise include communications, wireless technology, netcentric warfare, modeling and simulation, chemical and biological warfare, program management. Alion Science has been reporting losses for four consecutive years from Sept. 30, 2010, to Sept. 30, 2013. In 2013, Alion Science incurred a net loss of $36.59 million. Deloitte & Touche LLP, in McLean, Virginia, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that the Company does not expect to be able to repay its existing debt at their scheduled maturities. The Company's financing needs, its recurring net losses, and its excess of liabilities over assets raise substantial doubt about its ability to continue as a going concern, the auditors stated. * * * As reported by the TCR on Aug. 21, 2014, Standard & Poor's Ratings Services lowered its corporate credit rating on McLean, Va.-based Alion Science and Technology Corp. to 'SD' (selective default) from 'CC'. "The downgrades follow Alion's completion of a distressed exchange transaction," said Standard & Poor's credit analyst Martha Toll- Reed. In the May 23, 2014, edition of the TCR, Moody's Investors Service affirmed, among other things, Alion Science & Technology Corporation's ratings including the Caa2 Corporate Family Rating. The affirmation of Alion's Caa2 corporate family rating reflects the company's continued high leverage and weak interest coverage metrics that are not anticipated to improve meaningfully in the near-term, Moody's said. ALION SCIENCE: Inks Key Executives to 5-Year Contracts ------------------------------------------------------ Concurrently with the closing of the Exchange Offer, on Aug. 18, 2014, Alion Science and Technology Corporation entered into new five-year employment agreements with key executive officers including each of its named executive officers who are currently serving as executive officers. Pursuant to the employment agreements, the Company has agreed to pay base salaries per year to the named executive officers, subject to adjustments to increase the base salary in the discretion of the Board, and to provide employee benefits available to executives of the Company commensurate with his or her position, subject to the terms of the applicable benefit plan or program. Director Resignation and Election On Aug. 18, 2014, David J. Vitale and Edward C. (Pete) Aldridge, Jr. each resigned as a member of the Board. On Aug. 18, 2014, Lawrence A. First and Daniel H. Clare were each elected to the Board as Class 3 directors by the holders of the Series A Preferred Stock. Messrs. First and Clare will each serve on the Company's Compensation Committee. Either Mr. First or Mr. Clare will serve on each of the Company's other committees although at this time no determination has been made as to who will serve on any one committee. Mr. First is chief investment officer and managing director of, and Mr. Clare is managing director of, American Securities Opportunities Advisors, LLC, an affiliate of ASOF. Submission of Matters to a Vote On Aug. 15, 2014, the ESOP Trust, in its capacity as owner of all of the outstanding shares of the Common Stock approved by unanimous written consent, pursuant to the direction of the ESOP Committee, the adoption of Amendment Number One to the Fourth Amended and Restated Certificate of Incorporation of the Company. The Amended Certificate of Incorporation was filed with the Secretary of State of Delaware on Aug. 18, 2014. The Amendment was approved to create a staggered Board. Article "Eighth" of the Amended Certificate of Incorporation was amended to mandate that directors be classified, with respect to the time for which they severally hold office, into three classes, as nearly equal in number as possible as determined from time to time by the Board, except that no such class will have less than two directors, and with each such class, directors should hold office until their respective successors are duly elected and qualified. A full-text copy of the Form 8-K disclosure as filed with the U.S. Securities and Exchange Commission is available for free at: http://is.gd/nuUy2t About Alion Science Alion Science and Technology Corporation, based in McLean, Virginia, is an employee-owned company that provides scientific research, development, and engineering services related to national defense, homeland security, and energy and environmental analysis. Particular areas of expertise include communications, wireless technology, netcentric warfare, modeling and simulation, chemical and biological warfare, program management. Alion Science has been reporting losses for four consecutive years from Sept. 30, 2010, to Sept. 30, 2013. In 2013, Alion Science incurred a net loss of $36.59 million. Deloitte & Touche LLP, in McLean, Virginia, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that the Company does not expect to be able to repay its existing debt at their scheduled maturities. The Company's financing needs, its recurring net losses, and its excess of liabilities over assets raise substantial doubt about its ability to continue as a going concern, the auditors stated. * * * As reported by the TCR on Aug. 21, 2014, Standard & Poor's Ratings Services lowered its corporate credit rating on McLean, Va.-based Alion Science and Technology Corp. to 'SD' (selective default) from 'CC'. "The downgrades follow Alion's completion of a distressed exchange transaction," said Standard & Poor's credit analyst Martha Toll- Reed. In the May 23, 2014, edition of the TCR, Moody's Investors Service affirmed, among other things, Alion Science & Technology Corporation's ratings including the Caa2 Corporate Family Rating. The affirmation of Alion's Caa2 corporate family rating reflects the company's continued high leverage and weak interest coverage metrics that are not anticipated to improve meaningfully in the near-term, Moody's said. ALION SCIENCE: S&P Raises CCR to 'B-' on Refinancing; Outlook Neg. ------------------------------------------------------------------ Standard & Poor's Ratings Services raised its corporate credit rating on McLean, Va.-based Alion Science and Technology Corp. to 'B-' from 'SD'. The rating outlook is negative. At the same time, S&P assigned its 'B+' issue-level rating to the $65 million first-out revolver. The recovery rating is '1', indicating S&P's expectation for very high recovery (90%-100%) for the lenders in the event of a payment default. Additionally, S&P assigned its 'B' issue-level ratings to the $285 million first-lien term facilities. The recovery ratings are '2', indicating S&P's expectation for substantial (70%-90%) recovery for these lenders in the event of a payment default. S&P also assigned its 'CCC' issue-level ratings to the $70 million second-lien term loan and $211 million third-lien notes. The recovery ratings are '6', indicating S&P's expectation for negligible (0%-10%) recovery for these creditors in the event of a payment default. Finally, S&P raised its issue-level rating on the remaining 10.25% unsecured notes maturing in Feb. 2015 to 'CCC' from 'D.' The recovery rating remains '6', indicating S&P's expectation for negligible (0%-10%) recovery for the noteholders in the event of a payment default. "The rating action follows Alion's completed exchange offer and a simultaneous refinancing transaction, whereby the company refinanced nearly its entire capital structure, except for about $24 million of 10.25% senior unsecured notes, which will mature in February 2015," said Standard & Poor's credit analyst Jenny Chang. The transaction enables the company to extend most of its debt maturities to 2018 and beyond, reset financial covenants allowing additional headroom, and improve its liquidity profile, which S&P now view as "adequate." S&P assess the company's financial risk profile as "highly leveraged." Despite the transactions, adjusted leverage remains very high, exceeding 10x, while interest coverage remains minimal at below 1x. S&P do not anticipate leverage and coverage metrics to improve meaningfully from current levels, given the paid-in- kind (PIK) feature on the new second-lien term loan and third-lien notes. However, S&P expects the elimination of costs associated with the refinancing efforts, and a recent reversal in consecutive contract revenue declines, will lead to moderate near-term improvement in EBITDA. The negative outlook reflects S&P's concern that a reversal of recent revenue growth trends would reduce operating earnings and cash flow, leading to less-than-adequate liquidity. S&P would lower the rating if funding delays, budget cuts, or a deteriorating competitive position reverses the recent positive revenue trends and impairs margins leading to a deteriorating liquidity position and covenant headroom of less than 10%. S&P would revise the outlook to stable if, over the next 12 months, the company continues to post sequential revenue growth while maintaining margins close to historical levels and a liquidity profile we view as adequate. An upgrade is not likely within the current rating horizon. ALVARION(R) LTD: NASDAQ Council Opts to Delist Securities --------------------------------------------------------- Alvarion(R) Ltd. (in receivership and liquidation) on Aug. 11 disclosed that it has been advised that the NASDAQ Listing and Hearing Review Council determined to delist the Company's securities from The NASDAQ Global Market. The Company had previously obtained an extension from the Review Council within which to evidence compliance with the applicable requirements for listing on NASDAQ, which expired on July 12, 2014 without the Company's satisfaction of these requirements. The Company's securities have been quoted on the OTCQB market under the trading symbol "ALVRQ" since January 16, 2014 and, although the Company can provide no assurances, it expects that its securities will continue to trade OTC going forward. Trading in the Company's shares on the Tel Aviv Stock Exchange continues to be suspended. About Alvarion With headquarters in Tel Aviv, Israel, Alvarion Ltd. provides optimized wireless broadband solutions addressing the connectivity, coverage and capacity challenges of telecom operators, smart cities, security, and enterprise customers. The Company reported a net loss of $55.9 million on $49.9 million of revenue in 2012, compared with a net loss of $33.8 million on $69.5 million of revenue in 2011. In July 2013, Alvarion said it has agreed to the appointment of a receiver and won't contest an attempt by Silicon Valley Bank to secure a winding up order from theDistrict Court of Tel-Aviv - Yaffo. Mr. Yoav Kfir, CPA, has been named as the company's receiver. The District Court of Tel Aviv -- Yaffo's on July 21, 2013, approved an operating plan to allow the normal business operation of the company. ALTAIR NANOTECHNOLOGIES: Gets Nasdaq Listing Non-Compliance Notice ------------------------------------------------------------------ Altair Nanotechnologies, Inc. on Aug. 19 disclosed that the Company received a non-compliance letter from the Nasdaq Stock Market. On August 18, 2014, Altair received a letter from Nasdaq indicating that Altair was not in compliance with continuous listing rule 5250(c)(1) due to its failure to timely file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2014. Nasdaq staff had previously granted Altair until July 31, 2014 to file its Annual Report on Form 10-K for the year ended December 31, 2013 and until September 30, 2014 to file its Quarterly Report on Form 10-Q for the period ended March 31, 2014. Altair failed to file the Form 10-K within the extension period, and Nasdaq staff is evaluating an explanation and new timeline submitted by Altair. As required by the letter from Nasdaq, Altair is issuing this press release in receipt of the letter. About Altair Nanotechnologies, Inc. Altair -- http://www.altairnano.com-- is a provider of high- power, energy storage systems for the electric grid, industrial equipment and transportation markets. The company's lithium titanate technology is built on a proprietary nano-scale processing technology that creates high-power, rapid-charging battery systems with industry-leading performance and cycle life. Altair is headquartered in Anderson, Indiana and maintains operations in Reno, Nevada; Zhuhai, China; and Wu'an, China. AMERICAN BREWING: Reports $225K Net Loss for Q2 Ended June 30 ------------------------------------------------------------- American Brewing Company, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $225,925 on $267,391 of revenue for the three months ended June 30, 2014, compared with a net loss of $42,463 on $258,293 of revenue for the same period in 2013. The Company's balance sheet at June 30, 2014, showed $1.29 million in total assets, $652,783 in total liabilities, and total stockholders' equity of $642,796. A copy of the Form 10-Q is available at: http://goo.gl/63UzHt American Brewing Company, Inc., was formed under the laws of the State of Washington on April 26, 2010. The Company is a micro brewing company based out of Edmonds, Washington, and currently has four beers in its portfolio and continues to develop new flavors for distribution to its customers. AMERICAN MEDIA: Moody's Lowers Rating on $385MM Notes to Caa1 ------------------------------------------------------------- Moody's Investors Service has revised American Media, Inc.'s ("American Media," "AMI" or the "company") Probability of Default Rating (PDR) to Caa1-PD/LD from Caa1-PD in response to the company's August 18, 2014 announcement of a distressed debt exchange in which American Media entered into an exchange agreement with investors who recently acquired the company to convert $121.3 million of Second-Lien Notes into equity. The PDR will be revised back to Caa1-PD after three business days. The rating action results from Moody's practice of interpreting circumstances in which a debt holder accepts a compromise offering involving subordination as an indication of an untenable debt capital structure and constituting it as a default; hence the "/LD" component of the PDR to signal the "limited default" that has been deemed to have occurred on the exchanged securities. While no payment default has transpired and there are no debt maturities until 2017, the debt-for-equity exchange, which is designed to reduce debt and $12.4 million of annual interest expense, represents the occurrence of a deemed default. The transaction does not materially change the company's liquidity position, its future prospects, or any of the parameters with which Moody's assesses AMI's ratings. Accordingly, AMI's Corporate Family Rating (CFR) is affirmed at Caa1, its Speculative Grade Liquidity rating is affirmed at SGL-4, and the rating outlook remains negative. As noted below, the revisions to the company's debt composition alter the relative proportions of structural/contractual subordination that result in changes to applicable instrument ratings and loss given default assessments for individual instruments. As a result of the sizable amount of second-lien junior debt eliminated from AMI's capital structure, the First-Lien Senior Secured Notes will now sustain a higher loss absorption in a distressed scenario under Moody's Loss Given Default (LGD) Methodology. Ratings Downgraded: Issuer: American Media, Inc. $385 Million ($362.5 Million outstanding) 11.5% Senior Secured First-Lien Notes due December 2017 to Caa1 (LGD-4) from B3 (LGD-3) Ratings Affirmed: Issuer: American Media, Inc. Corporate Family Rating -- Caa1 Speculative Grade Liquidity Rating -- SGL-4 $105 Million ($3.5 Million outstanding) 13.5% Senior Secured Second-Lien Notes due June 2018 -- Caa3 (LGD-6) Ratings Rationale American Media's Caa1 CFR reflects the company's elevated total debt to EBITDA leverage that Moody's expect will climb to the 8-9x range (Moody's adjusted) over the rating horizon from about 8x as of June 30, 2014 as a result of lower EBITDA performance that stems from a reduction in circulation sales associated with the bankruptcy filing of AMI's second largest publications wholesaler, Source Interlink Distribution ("Source"). The rating also captures AMI's weak liquidity profile and deteriorating EBITDA cushion under the revolver's first-lien leverage covenant, which required covenant relief through a recent amendment to the credit facility. Ratings are further constrained by the negative impact from the secular decline in circulation of print-based weekly celebrity tabloids and monthly magazines, increasing fragmentation across various digital platforms (e.g., websites, mobile, tablets, video and social media), pricing pressures in the magazine advertising market and competition from deep-pocketed rivals. These factors will increasingly test AMI's ability to continually reduce manufacturing and operating expenses to keep credit metrics from deteriorating further. Though management continues to execute cost reduction initiatives to approach annual EBITDA targets, Moody's remain concerned that additional cost takeouts will be harder to achieve, which Moody's believe will be necessary to address longer term secular pressures that are negatively impacting the print media industry. Ratings are supported by the strong brand name, reputation and readership loyalty of AMI's flagship titles including Star, Shape, National Enquirer, OK!, and Muscle & Fitness, as well as the ability to partially offset declining newsstand and subscription revenue by raising cover prices, increasing number of ad pages per magazine, publishing additional special issues for key publications and optimizing print programs designed to reduce manufacturing and distribution costs (e.g., smaller magazine sizes as well as paper rate savings through in-house purchasing). Liquidity is weak with around $15 million of cash and $4.6 million of borrowing capacity under the $40 million revolving credit facility as of June 30, 2014. Moody's project free cash flow will be under $10 million in fiscal 2015. Rating Outlook The negative rating outlook reflects Moody's expectation for lower circulation sales over the near-term as well as the possibility that the revenue decline could be bigger than anticipated and/or the transition period could take longer than expected. Negative pressure is further exacerbated by AMI's exposure to newsstand sales, which account for about 45% of total revenue. In addition, Moody's continue to expect continued secular decline in traditional print-based magazine publishing due to increasing alternatives for magazine and tabloid delivery across various digital platforms. As such, Moody's believe there is a risk that AMI's revenue and cash flow could experience permanent reduction if consumers do not resume purchasing AMI's publications and circulation does not revert to prior levels after the company reallocates Source's distribution business to its other wholesalers. What Could Change the Rating -- DOWN Ratings could be lowered due to higher-than-expected declines in circulation or print advertising demand resulting in further free cash flow deterioration and inability to reduce debt balances or meet financial maintenance covenants. Ratings could also be downgraded if weaker EBITDA, debt-financed acquisitions or other leveraging events result in higher-than-expected total debt to EBITDA ratios (includes Moody's standard adjustments) that diverge from Moody's expectations. What Could Change the Rating -- UP An upgrade is unlikely over the near-term, however the outlook could be stabilized if circulation sales revert to prior levels, advertising revenue improves, or incremental service revenue and/or higher cover prices offset circulation declines resulting in neutral to positive free cash flow generation, debt reduction and total debt to EBITDA sustained comfortably below 6x (includes Moody's standard adjustments). The principal methodology used in this rating was Global Publishing Industry published in December 2011. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Headquartered in Boca Raton, Fl, American Media, Inc. is a leading publisher of celebrity weekly journals including Star, OK!, and National Enquirer as well as health and fitness magazines including Shape and Men's Fitness, published 10 times per year. The company also provides services to other publishers and arranges for the placement of owned publications and third party publications with retailers. AMERICAN POWER: Files 2013 Conflict Minerals Report --------------------------------------------------- American Power Group Corporation filed with the U.S. Securities and Exchange Commission a specialized disclosure report on Form SD in accordance with a rule mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act to require companies to publicly disclose their use of conflict minerals that originated in the Democratic Republic of the Congo (DRC) or an adjoining country. The Company said it has evaluated its products and has determined that tantalum, tin, tungsten and gold, collectively "conflict minerals," as defined by the SEC, are necessary to the functionality or production of our products. "We assemble our products from of parts and materials purchased from numerous suppliers. We exercised due diligence regarding the source and chain of custody of our conflict minerals by conducting a supply-chain survey and/or making inquiries with direct suppliers of materials containing or potentially containing conflict minerals. We do not currently have sufficient information from our suppliers or other sources to determine the country of origin of the conflict minerals in our products or to identify the facilities used to process those conflict minerals. We are therefore unable, after exercising our due diligence, to determine whether our products contain conflict minerals that may have originated from the Democratic Republic of the Congo or an adjoining country (the "DRC"). As such, our products produced in the calendar year 2013 are DRC Conflict Undeterminable." A copy of the Company's Conflict Minerals Report for the reporting period Jan. 1, 2013, to Dec. 31, 2013, is available for free at: http://is.gd/o7yePn About American Power Group American Power Group's alternative energy subsidiary, American Power Group, Inc., provides a cost-effective patented Turbocharged Natural GasTM conversion technology for vehicular, stationary and off-road mobile diesel engines. American Power Group's dual fuel technology is a unique non-invasive energy enhancement system that converts existing diesel engines into more efficient and environmentally friendly engines that have the flexibility to run on: (1) diesel fuel and liquefied natural gas; (2) diesel fuel and compressed natural gas; (3) diesel fuel and pipeline or well-head gas; and (4) diesel fuel and bio-methane, with the flexibility to return to 100 percent diesel fuel operation at any time. The proprietary technology seamlessly displaces up to 80% of the normal diesel fuel consumption with the average displacement ranging from 40 percent to 65 percent. The energized fuel balance is maintained with a proprietary read-only electronic controller system ensuring the engines operate at original equipment manufacturers' specified temperatures and pressures. Installation on a wide variety of engine models and end-market applications require no engine modifications unlike the more expensive invasive fuel-injected systems in the market. Additional information at http://www.americanpowergroupinc.com/ American Power incurred a net loss available to common stockholders of $2.92 million for the year ended Sept. 30, 2013, a net loss available to common stockholders of $14.66 million for the year ended Sept. 30, 2012, and a net loss available to common shareholders of $6.81 million for the year ended Sept. 30, 2011. As of June 30, 2014, the Company had $9.58 million in total assets, $5.67 million in total liabilities and $3.90 million in total stockholder's equity. AMERITOX LTD: Moody's Assigns 'B1' Corporate Family Rating ---------------------------------------------------------- Moody's Investors Service assigned a B1 Corporate Family Rating and B2-PD Probability of Default Rating to Ameritox, Ltd. Moody's also assigned a B1 (LGD 3) rating to the company's proposed senior secured credit facilities. Moody's understands that the proceeds of the new facilities will be used to refinance Ameritox's existing debt. The rating outlook is stable. Following is a summary of the ratings assigned. Corporate Family Rating at B1 Probability of Default Rating at B2-PD Senior secured revolving credit facility at B1 (LGD 3) Senior secured term loan at B1 (LGD 3) Ratings Rationale Ameritox's B1 Corporate Family Rating reflects the company's modest scale and the risks associated with turning around the core toxicology testing business following volume declines and Moody's expectation of continued pricing pressure. However, the rating also reflects Moody's anticipation of modest earnings improvement over the next 12 -- 18 months based on the recent acquisition of PRIUM, which provides medical cost management services to the workers' compensation market, a consolidation of the company's lab operations and initiatives to improve the effectiveness of Ameritox's sales force. The rating also reflects Moody's expectation that the company will continue to operate with modest leverage and strong interest coverage and maintain an adequate liquidity profile. The stable rating outlook reflects Moody's expectation that the company will remain disciplined with respect to the use of leverage for acquisitions or share repurchases. Moody's also expects that the company will stem volume losses and begin to see benefits from recent sales and cost cutting initiatives. The ratings could be upgraded if Ameritox can effectively manage expected reimbursement pressure while sustainably growing revenue through increased volumes while maintaining its healthy margins. If the company can increase its scale and diversity without significant detriment to its credit metrics, Moody's could also upgrade the rating. The ratings could be downgraded if the company continues to experience declining revenue associated with reimbursement changes or continuing loss of volumes, or a considerable deterioration of its margins. Moody's could downgrade the ratings if debt/EBITDA increases and is expected to be sustained above 4.0 times. Additionally, the ratings could be downgraded if the company's liquidity position weakens or if it engages in a material debt financed acquisition or shareholder action. The principal methodology used in this rating was the Global Business & Consumer Service Industry Rating Methodology published in October 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Ameritox, Ltd., headquartered in Baltimore, MD, is a provider of testing services, including abuse and pain management and prescription drug monitoring services. These services are provided to medical practitioners and other healthcare providers, including physicians, pain management clinics, toxicologists, hospitals and universities. The company also operates a complex claims intervention business providing solutions for the workers' compensation industry. AMERITOX LTD: S&P Assigns 'B-' CCR & Rates $197.5MM Debt 'B-' ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B-' corporate credit rating to Ameritox Ltd. At the same time, S&P assigned a 'B-' issue-level rating with a '3' recovery rating to the new $197.5 million first-lien credit facility, which includes an undrawn $17.5 million revolving credit line. The '3' recovery rating reflects S&P's expectation for meaningful (50%-70%) recovery in the event of a payment default. "Our business risk profile assessment reflects Ameritox's small size, narrow business focus, limited market share, significant reimbursement exposure to government programs, and our view that the company operates in a highly competitive and fragmented market space with fairly low barriers to entry," said credit analyst Maryna Kandrukhin. "The company's ongoing operating weakness and declining profit margins further impair its business risk profile assessment. Ameritox's adequate diversity profile and modest competitive advantage stemming from their unique quantitative testing model Rx Guardian only partially offset the described weaknesses." The stable outlook reflects S&P's expectation that, despite the projected volume-driven low-single-digit revenue growth starting in 2015 and moderate free cash flow generation, the upcoming Medicare reimbursement rate reductions will contribute to continued EBITDA margin erosion over the following several years sustaining the company's leverage ratio above 5x. Downside Scenario S&P could lower the rating if Ameritox continues losing its market share leading to weaker sales and further declines in EBITDA margin that result in negative cash flow generation and reduced liquidity position. If, following such a scenario, Ameritox's capital structure appears unsustainable, S&P could lower the company's credit rating into the 'CCC' category. Upside Scenario S&P could consider raising the rating if the company's operating performance experiences a rapid rebound beyond S&P's current projections. If Ameritox grows its market share at a double-digit rate, sustains its profitability closer to its historical levels, rather than in the projected low-twenties range, and generates strong cash flow, S&P could reconsider its assessment of the company's business risk profile and raise its credit rating. AMMED SURGICAL: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: AmMed Surgical Equipment, LLC 3801 Corporex Park Dr., Suite 120 Tampa, FL 33619 Case No.: 14-09801 Chapter 11 Petition Date: August 22, 2014 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Judge: Hon. Rodney May Debtor's Counsel: Scott A. Stichter, Esq. STICHTER, RIEDEL, BLAIN & PROSSER, P.A. 110 E. Madison Street, Suite 200 Tampa, FL 33602-4700 Tel: 813-229-0144 Fax: 813-229-1811 Email: sstichter.ecf@srbp.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $10 million to $50 million The petition was signed by Barry M. Snyder, managing member. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/flmb14-09801.pdf AMSTERDAM HOUSE: Judge Rules Patient Care Ombudsman Unnecessary --------------------------------------------------------------- A federal judge ordered the U.S. trustee, the Justice Department's bankruptcy watchdog, to refrain from appointing a patient care ombudsman in the Chapter 11 case of Amsterdam House Continuing Care Retirement Community, Inc. In a four-page decision, U.S. Bankruptcy Judge Alan Trust said the appointment of a patient care ombudsman "is not necessary for the protection of patients under the specific circumstances of this case at this time." Judge Trust, however, added that he may order the appointment of a patient care ombudsman any time if he finds "a change in circumstances or newly discovered evidence that demonstrates the necessity of an ombudsman." The bankruptcy judge authorized Amsterdam House to file its own report to monitor the quality of care provided to its patients. 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: Gets Interim Approval to Use Cash Collateral ------------------------------------------------------------- U.S. Bankruptcy Judge Alan Trust on August 13 signed off on an order authorizing Amsterdam House Continuing Care Retirement Community, Inc. to use the cash collateral of UMB Bank NA. This is the second time Amsterdam House won interim court approval to use cash securing its pre-bankruptcy debt owed to UMB Bank, which serves as trustee for certain revenue bonds. Pursuant to Judge Trust's order, Amsterdam House can use the cash collateral until (i) the occurrence of a so-called "termination event" or (ii) the last day included in the cash collateral budget. Amsterdam House can access up to $2.22 million from the entrance fee fund to pay resident refunds required under its agreements with the residents of Harborside. Such authorization will be effective only after Amsterdam House expends $2.35 million from operating revenues generated during its bankruptcy case or from funds held in its operating account to pay the refunds. A copy of the court order and the cash collateral budget can be accessed for free at http://is.gd/Fa96hg Judge Trust will hold a hearing on Sept. 2 to consider final approval of the request. 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: Gets Approval to Assume Plan Support Agreement --------------------------------------------------------------- Amsterdam House Continuing Care Retirement Community, Inc. received court approval to assume an agreement with bondholders supporting its proposed reorganization plan. Amsterdam House entered into the agreement with holders of at least 75% of the outstanding aggregate principal amount of its 2007 bonds to support a restructuring of those bonds. Under the proposed financial restructuring, the 2007 bonds will be exchanged for new bonds to be issued by Nassau County Industrial Development Authority pursuant to Amsterdam House's proposed plan. The plan contemplates that NCIDA will issue revenue bonds pursuant to a new Indenture of Trust with UMB Bank NA. If the plan is confirmed, each bondholder will exchange the 2007 bonds for its pro rata share of the principal amount of the new bonds. The bondholder will also receive payment in full in cash on account of its allocable share of accrued and unpaid interest on its 2007 bonds. 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. AUXILIUM PHARMACEUTICALS: Inks Separation Pact with Former CFO -------------------------------------------------------------- Auxilium Pharmaceuticals, Inc., entered into a separation of employment agreement and general release with James E. Fickenscher, the former chief financial officer of the Company, according to a regulatory filing with the U.S. Securities and Exchange Commission. In consideration for the releases provided by Mr. Fickenscher in the Separation Agreement, and for his continuing compliance with the obligations contained in the Separation Agreement, the Company will provide Mr. Fickenscher severance benefits in accordance with terms of the Amended and Restated Employment Agreement dated Dec. 19, 2013, including, among other things, payments in the gross amount of $402,000, payable in 12 monthly installments commencing within 60 days of the Termination Date and payments in the gross amount of $205,724, one times the average annual bonus for last 2 fiscal years, payable in 12 monthly installments commencing within 60 days of the Termination Date. In consideration for the severance payments and other benefits, Mr. Fickenscher has waived and released any and all waivable claims against the Company, other than any claims relating to the validity or enforcement of the Separation Agreement, for indemnification, advancement and reimbursement of legal fees and directors and officers liability insurance to which he is entitled under the Employment Agreement, claims that may arise after the date on which the Separation Agreement is signed, and claims to any accelerated vesting or post-termination exercise rights provided under the Employment Agreement or any applicable equity plan or award agreement. Mr. Fickenscher may revoke the Separation Agreement for a period of seven days from its execution. The Separation Agreement will not become effective until the seven day revocation period has ended. Study Results Auxilium announced positive results from a randomized, double- blind Phase 2a study of collagenase clostridium histolyticum (or CCH) for the treatment of edematous fibrosclerotic panniculopathy (EFP), commonly known as cellulite. In the Phase 2a trial, all three doses of CCH (low (0.06mg), mid (0.48mg) and high (0.84mg)) showed an improvement in the appearance of cellulite as measured by the trial endpoints of an investigator and a patient score on the Global Aesthetic Improvement Scale (GAIS), which was adapted by the Company for use in cellulite. The mid and high dose groups demonstrated a statistically significant improvement in the appearance of cellulite, as measured by GAIS scores, with a p- value of <0.05 compared to placebo for both endpoints. In the mid and high dose groups, 68 percent of patients reported being "Satisfied" or "Very Satisfied" with the results of their treatment, compared to only 34 percent of patients randomized to placebo. Positive and consistent results were also demonstrated across the trial's other endpoints, including Physician and Patient assessed Composite Responder Analyses. CCH was well- tolerated by all dose groups with most adverse events (AEs) being mild to moderate and primarily limited to the local injection area. "We continue to be encouraged by the promising and positive results of our CCH program, specifically these Phase 2a data in the cellulite indication," said Adrian Adams, chief executive officer and president of Auxilium Pharmaceuticals. "We believe these data establish proof-of-concept for CCH as a potential treatment for cellulite and enable Auxilium to pursue our development and regulatory strategy to most efficiently and effectively advance this exciting program. We look forward to initiating a planned Phase 2b clinical trial in the second quarter of 2015." A full-text copy of the press release as filed with the U.S. Securities and Exchange Commission is available for free at: http://is.gd/ZuXkhe About Auxilium Auxilium Pharmaceuticals, Inc. -- http://www.Auxilium.com/-- is a fully integrated specialty biopharmaceutical company with a focus on developing and commercializing innovative products for specialist audiences. With a broad range of first- and second- line products across multiple indications, Auxilium is an emerging leader in the men's healthcare area and has strategically expanded its product portfolio and pipeline in orthopedics, dermatology and other therapeutic areas. Auxilium now has a broad portfolio of 12 approved products. Among other products in the U.S., Auxilium markets edex(R) (alprostadil for injection), an injectable treatment for erectile dysfunction, Osbon ErecAid(R), the leading device for aiding erectile dysfunction, STENDRATM (avanafil), an oral erectile dysfunction therapy, Testim(R) (testosterone gel) for the topical treatment of hypogonadism, TESTOPEL(R) (testosterone pellets) a long-acting implantable testosterone replacement therapy, XIAFLEX(R) (collagenase clostridium histolyticum or CCH) for the treatment of Peyronie's disease and XIAFLEX for the treatment of Dupuytren's contracture. The Company also has programs in Phase 2 clinical development for the treatment of Frozen Shoulder syndrome and cellulite. The Company's balance sheet at June 30, 2014, showed $1.11 billion in total assets, $935.82 million in total liabilities and $179.40 million in total stockholders' equity. * * * As reported by the TCR on May 7, 2014, Moody's Investors Service downgraded the ratings of Auxilium Pharmaceuticals, Inc., including the Corporate Family Rating to B3 from B2. "The downgrade reflects Moody's expectations that declines in Testim, Auxilium's testosterone gel, will materially reduce EBITDA in 2014, resulting in negative free cash flow, a weakening liquidity profile, and extremely high debt/EBITDA," said Moody's Senior Vice President Michael Levesque. In the Aug. 20, 2014, edition of the TCR, Standard & Poor's Ratings Services affirmed its 'CCC' corporate credit rating on Auxilium Pharmaceuticals Inc. following the company's announcement that it had obtained an amendment to its credit agreement permitting the change of control associated with the company's proposed merger with a Canadian biotechnology firm QLT Inc. The outlook is negative. AZIZ CONVENIENCE: Parties Agree to Extend Use of Cash Collateral ---------------------------------------------------------------- The Bankruptcy Court approves the stipulation and second interim order authorizing Aziz Convenience Stores, LLC's use of cash collateral and providing adequate protection to PlainsCapital Bank. The parties agree that PlainsCapital has first-priority liens in Aziz's assets to secure payment of about $27.5 million in debt and obligations. The parties further agree to approve the limited use of cash collateral to pay these projected cash disbursements to vendors from August 8 to 11, 2014: (a) payroll up to $102,052; and (b) payment to Valero of up to $162,365 for purchases on August 9, 2014, and up to $211,621 for purchases on August 10, 2014. As adequate protection for the use of cash collateral, PlainsCapital is granted valid and automatically perfected first-priority replacement liens and security interests in all of Aziz's assets. Aziz will keep insurance coverage on all collateral securing debts owed to PlainsCapital. PlainsCapital is represented by: Vicki M. Skaggs, Esq. ATLAS, HALL & RODRIGUEZ LLP 818 Pecan Blvd. McAllen, TX 78501 Tel: 956-682-5501 - and - Marcus A. Helt, Esq. Evan Baker, Esq. GARDERE WYNNE SEWELL LLP 1601 Elm Street, Suite 3000 Dallas, TX 75201-4761 Tel: 214-999-3000 Aziz Convenience Stores is represented by: William A. Csabi, PC 1213 E. Tyler Harlingen, TX 78550 Tel: 956-412-2727 Aziz Convenience Stores, L.L.C., owner of convenience stores with gas pumps in Texas, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Tex. Case No. 14-70427) in its hometown in McAllen, Texas, on Aug. 4, 2014, without stating a reason. The Debtor owns properties in Mission, San Juan, Pharr, McAllen, Sullivan City, Edinburg, La Joya, Donna, Alamo, Alton, Edinburg, all in Texas. It appears that none of the Debtor's convenience stores are on leased property as the schedule of unexpired leases only shows the contract with Valero LP. The Debtor is represented by William A Csabi, Esq., from Harlingen, Texas. For his legal services, Mr. Csabi agreed to accept $65,000 from the Debtor, with the $12,500 already paid prepetition. AZIZ CONVENIENCE: Wants to Hire Okin & Adams as Counsel ------------------------------------------------------- Aziz Convenience Stores, L.L.C., asks permission from the U.S. Bankruptcy Court for the Southern District of Texas to employ Okin & Adams LLP as its counsel. The firm will, among other things, provide these services: a) advise the Debtor with respect to its rights, duties and powers in this case; b) assist and advise the Debtor in its consultations relative to the administration of this case; and c) assist the Debtor in analyzing the claims of the creditors and in negotiating with such creditors. Okin & Adams received from the Debtor an initial retainer of $20,000, which was funded on August 11, 2014. An additional $10,000 will be funded, by the equity interest owners of the Debtor, no later than August 25, 2014. In the event a final cash collateral order with a carve-out for attorney fees is not approved by September 8, 2014, the equity interest owners of the Debtor will fund an additional $10,000 on that date. The Debtor proposes to pay Okin & Adams the Firm for the services rendered based on the Firm's rates, which are: Professional Rates ------------ ----- Matthew S. Okin, Partner $395 per hour Christopher Adams, Partner $375 per hour George Y. Nino, Of Counsel $375 per hour Ruth E. Piller, Of Counsel $305 per hour The Firm attests that it is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Aziz Convenience Aziz Convenience Stores, L.L.C., owner of convenience stores with gas pumps in Texas, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Tex. Case No. 14-70427) in its hometown in McAllen, Texas, on Aug. 4, 2014, without stating a reason. The Debtor owns properties in Mission, San Juan, Pharr, McAllen, Sullivan City, Edinburg, La Joya, Donna, Alamo, Alton, Edinburg, all in Texas. It appears that none of the Debtor's convenience stores are on leased property as the schedule of unexpired leases only shows the contract with Valero LP. The Debtor is represented by William A Csabi, Esq., from Harlingen, Texas. For his legal services, Mr. Csabi agreed to accept $65,000 from the Debtor, with the $12,500 already paid pre- bankruptcy. AZIZ CONVENIENCE: Seeks to Hire Claro Group as Financial Advisor ---------------------------------------------------------------- Aziz Convenience Stores, L.L.C., asks permission from the U.S. Bankruptcy Court for the Southern District of Texas to employ Claro Group, LLC, as its financial advisor and consultant and Douglas J. Brickley as chief restructuring officer. As advisor and consultant, Claro Group will be tasked to provide these services: a. analyze the cash position and cash needs of the Debtor and all related entities and businesses; b. analyze claims against assets held by the Debtor and all related entities and businesses; and c. provide technical and analytical support with regard to the abandonment, return or liquidation of the Debtor's assets. As CRO, Mr. Brickley will exercise these powers as an officer of the Debtor: (1) Execute and/or file, or cause to be executed and/or filed (or to direct others to do so on behalf of the Debtor) all necessary documents in connection with the Debtor's Chapter 11 Case, including, but not limited to, all affidavits, motions, lists, applications, pleadings and other papers, and all amendments and supplements; (2) Prepare and execute a plan of reorganization for the Debtor containing terms and conditions that the CRO determines to be in the best interests of the Debtor and its bankruptcy estate and to submit such plan and any and all subsequent amendments, modifications, changes or additions to the Debtor's creditors and the Bankruptcy Court for approval pursuant to the requirements of the Bankruptcy Code; and (3) Take or cause to be taken in the name of the Debtor all other and further actions and to execute, deliver, and perform for and on behalf of the Debtor, as debtor and debtor-in-possession, any documents, agreements, settlements, guaranties, instruments, or undertakings as he may deem necessary or appropriate to confirm a plan of reorganization and conduct the Chapter 11 Case in a manner that maximizes the value of the Debtor. The Debtor proposes to pay Claro Group for its services based on the Firm's rates, which are: Professional Rates ------------ --------- Managing Directors $450-$495 Directors/Senior Advisors $350-$440 Managers/Sr. Managers $250-$350 Analysts/Senior Consultants $150-$295 Admin $90-$125 About Aziz Convenience Aziz Convenience Stores, L.L.C., owner of convenience stores with gas pumps in Texas, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Tex. Case No. 14-70427) in its hometown in McAllen, Texas, on Aug. 4, 2014, without stating a reason. The Debtor owns properties in Mission, San Juan, Pharr, McAllen, Sullivan City, Edinburg, La Joya, Donna, Alamo, Alton, Edinburg, all in Texas. It appears that none of the Debtor's convenience stores are on leased property as the schedule of unexpired leases only shows the contract with Valero LP. The Debtor is represented by William A Csabi, Esq., from Harlingen, Texas. For his legal services, Mr. Csabi agreed to accept $65,000 from the Debtor, with the $12,500 already paid prepetition. BAYTEX ENERGY: S&P Affirms 'BB' Corp. Credit Rating --------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB' long-term corporate credit rating and senior unsecured debt rating on Calgary, Alta.-based Baytex Energy Corp. The outlook is stable. The '3' recovery rating on the company's senior unsecured debt is unchanged, and indicates S&P's expectation of meaningful recovery (50%-70%) in a default scenario. Along with the affirmation, S&P is revising its assessment of Baytex's financial risk profile to "significant" from "intermediate," reflecting both S&P's assessment of its relatively strong core ratios, and weaker free operating cash flow to debt metrics during our 2014-2016 outlook period. As a result of this revision, S&P has revised its anchor score on the company to 'bb' from 'bb+'. "However, we believe Baytex's overall credit profile remains commensurate with the 'BB' rating, so we are also removing the negative comparable rating analysis modifier previously applied to the 'bb+' anchor," said Standard & Poor's credit analyst Michelle Dathorne. The ratings reflect Standard & Poor's view of Baytex's increasing balance sheet leverage, and diminishing free operating cash flow generation, as the company pursues its organic growth objectives. S&P believes Baytex's improved competitive position, which the Aurora Oil & Gas Ltd. acquisition strengthened, and its enhanced profitability profile offset these weaknesses. The company operates in three core areas with high organic growth prospects: the Peace River oil sands area in Alberta, the Lloydminster heavy oil area in Saskatchewan, and the Eagle Ford shale in Texas. Its upstream portfolio consists of conventional and thermal heavy oil; light oil and natural gas in the Western Canada Sedimentary Basin; and light oil, natural gas liquids (NGLs), and natural gas in Texas' Eagle Ford region. The stable outlook reflects S&P's view that Baytex's business risk and financial risk profiles will continue to support the 'BB' rating during S&P's outlook period, despite the near-term deterioration in leverage and cash flow metrics following the Aurora acquisition. Pro forma the acquisition, the company's product mix has expanded to include light oil, NGLs, and a greater portion of natural gas. S&P expects its upstream product mix will include increasing light oil, NGL and natural gas volumes as it proceeds with its organic growth strategy. S&P would lower the rating, if the volatility of Baytex's cash flow increases, such that its fully adjusted debt to EBITDA increased above 4x and funds from operations-to-debt fell below 20%, or if the company's liquidity position becomes "less than adequate." Baytex's key upstream characteristics, specifically the scale and scope of its reserves and production, the current proved developed component of its reserves, and reserve life index (RLI) remain much weaker than those of other exploration and production companies with a fair business risk profile. The company will need to strengthen these components of its business risk profile to warrant an upgrade to 'BB+'. If it bolsters its proved developed reserves to 60% or higher, and extend its RLI into the six-to-eight-year range, S&P would consider raising the rating to 'BB+'. BERNARD L. MADOFF: Judge Denies Claims in Retirement Accounts ------------------------------------------------------------- Sara Randazzo, writing for The Wall Street Journal, reported that Judge Stuart Bernstein of the U.S. Bankruptcy Court for the Southern District of New York ruled on Aug. 22 that people whose employers invested their retirement funds with Bernard Madoff cannot recover money from the liquidation of the imprisoned Ponzi schemer's firm because they weren't direct customers of the operator. According to the report, Judge Bernstein agreed with Irving Picard, the court-appointed trustee winding down Mr. Madoff's investment firm, that the claims, which total 308, should be thrown out because the individuals couldn't prove that they entrusted their money directly to the firm. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). From recoveries in lawsuits coupled with money advanced by SIPC, Mr. Picard has commenced distributions to victims, with the fourth and latest batch of distributions done in May 2014. Distributions to eligible claimants have totaled almost $6 billion, which includes $812.2 million in committed advances from the SIPC. More than 1,100 victims have already recovered the full principal they lost in the fraud. As of May 2014, Mr. Picard has recovered or reached agreements to recover $9.8 billion since his appointment in December 2008. BIRKS GROUP: Reports $5.8-Mil. Net Loss in FY Ended March 29 ------------------------------------------------------------ Birks Group Inc. reported a net loss of $5.8 million on $281.16 million of net sales for the fiscal year ended March 29, 2014, compared with a net income of $1.51 million on $292.76 million of net sales for the fiscal year ended March 30, 2013. In its annual report on Form 20-F for the fiscal year ended March 29, 2014, filed with the U.S. Securities and Exchange Commission on July 25, 2014, the Company said it believes that it will be able to adequately fund its operations and meet its cash flow requirements for at least the next twelve months. This determination, however, could be impacted by future economic, financial and competitive factors, as well as other future events that are beyond the Company?s control. If any of the factors or events described previously result in operating performance being significantly lower than currently forecasted or if the Company's senior lenders impose additional restrictions on its ability to borrow on the Company's collateral or if the Company does not maintain positive excess availability under its senior secured revolving credit facilities, there could be significant uncertainty about the Company's ability to continue as a going- concern, and its capacity to realize the carrying value of its assets and repay its existing and future obligations as they generally become due without obtaining additional financing which may not be available. The Company's balance sheet at March 29, 2014, showed $190.49 million in total assets, $176.87 million in total liabilities, and stockholders' equity of $13.62 million. A copy of the Form 20-F is available at: http://is.gd/JKR7Q4 Birks Group Inc. designs, develops, makes, and retails fine jewelry, timepieces, sterling silver, and gifts in the United States and Canada. The company offers designed products, as well as various merchandise, including designer jewelry, diamond, gemstone and precious metal jewelry, rings, wedding bands, earrings, bracelets, necklaces, charms, timepieces, and gifts. As of May 31, 2014, it operated 51 luxury jewelry stores; 30 stores under the Birks brand in Canada; 2 retail locations in Calgary and Vancouver under the Brinkhaus brand; 18 stores under the Mayors brand, located in Florida and Georgia; and 1 store under the Rolex brand name. The company was formerly known as Birks & Mayors Inc. and changed its name to Birks Group Inc. in October 2013. Birks Group Inc. was founded in 1879 and is headquartered in Montreal, Canada. BLUE WAVE TECH: Case Summary & Largest Unsecured Creditor --------------------------------------------------------- Debtor: Blue Wave Tech Corp. 4633 Isla Verda Ave. APT 503 Carolina, PR 00979 Case No.: 14-06932 Chapter 11 Petition Date: August 24, 2014 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Debtor's Counsel: Nelson Robles Diaz, Esq. NELSON ROBLES-DIAZ LAW OFFICES, P.S.C. P.O. Box 192302 San Juan, PR 00919-2302 Tel: (787) 721-7929 Fax: (787) 282-9100 Email: nroblesdiaz@gmail.com Total Assets: $575,550 Total Liabilities: $1.50 million The petition was signed by Brian Safreed, president. The Debtor listed Caribbean Towers Sites LLC, at 1357 Ave., Ashford PMB 371 San Juan, PR, as its largest unsecured creditor holding a claim of $1.50 million. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/prb14-06932.pdf CAESARS ENTERTAINMENT: CEOC Cuts Outstanding Debt by $582 Million ----------------------------------------------------------------- Caesars Entertainment Operating Company, Inc., and Caesars Entertainment Corporation consummated the transaction contemplated by the previously announced Note Purchase and Support Agreement entered into as of Aug. 12, 2014, by and among CEOC, CEC and certain holders of CEOC's outstanding 6.50% Senior Notes due 2016 and 5.75% Senior Notes due 2017. In connection with the closing, as part of a simultaneous transaction, (i) the Holders sold to CEC and CEOC an aggregate principal amount of approximately $89.4 million of the 2016 Notes and an aggregate principal amount of approximately $66.0 million of the 2017 Notes, (ii) CEC paid the Holders a ratable amount of $77.7 million of cash in the aggregate, (iii) CEOC paid the Holders a ratable amount of $77.7 million of cash in the aggregate, (iv) CEOC paid the Holders accrued and unpaid interest in cash and (v) CEC contributed approximately $426.6 million aggregate principal amount of the Notes to CEOC for cancellation. Upon the closing of the Transaction, CEOC's outstanding indebtedness decreased by approximately $582 million. As part of the Transaction, with the consent of the Holders, who represent $237.8 million aggregate principal amount of the Notes and greater than 51% of each series of the Notes that are held by non-affiliates of CEC and CEOC, CEOC and the trustees for the Notes entered into supplemental indentures to the indentures governing the Notes to (A) remove provisions relating to CEC's guarantee of the Notes and (B) modify the covenant restricting disposition of "substantially all" of CEOC's assets to measure future asset sales based on CEOC's assets as of the date of the supplemental indentures. In addition, with the consent of the Holders, CEOC and the trustees for the Notes also entered into supplemental indentures to the indentures governing the Notes to amend a ratable amount of approximately $82.4 million face amount of the 2016 Notes and 2017 Notes held by the Holders to include provisions that holders of those two series of the Amended CEOC Notes will be deemed to consent to any restructuring of Notes and Amended CEOC Notes that has been consented to by holders of at least 10% of the outstanding 2016 Notes and 2017 Notes, as applicable, if the restructuring provides no less favorable consideration to any holder of such series of Amended CEOC Notes than to any holder of Notes of the same series, and certain other terms and conditions are satisfied. The Indenture Amendments and the Amended CEOC Notes were effective as of Aug. 22, 2014, the closing date of the Transaction. On May 5, 2014, CEOC ceased to be a wholly owned subsidiary of Caesars Entertainment Corporation, as a result of which CEC's guarantee of CEOC's outstanding secured and unsecured notes was automatically released in accordance with the terms of the indentures governing the applicable notes. In June 2014, CEOC previously provided notice to the trustees of its outstanding first-priority senior secured notes, second- priority senior secured notes, 10.75% senior notes due 2016 and 10.75% / 11.5% senior toggle notes due 2018 that CEOC elected to effect the automatic release of CEC's guarantee of each such series of notes for the additional reason that CEC's guarantee of other notes specified in the applicable indentures had been released. On Aug. 22, 2014, in connection with the effectiveness of the supplemental indentures to the indentures governing CEOC's 6.50% Senior Notes due 2016 and 5.75% Senior Notes due 2017 that removed provisions relating to CEC's guarantee of those notes, CEOC provided notice to the trustees of its outstanding first-priority senior secured notes and second-priority senior secured notes reaffirming CEOC's prior notices issued in June 2014 regarding the automatic release of CEC's guarantee of all of CEOC's first- priority senior secured notes and second-priority senior secured notes as a result of the guarantee of CEOC's unsecured senior notes being released. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc. -- http://www.caesars.com/-- is one of the world's largest casino companies. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's in mid-November 2010. Caesars Entertainment reported a net loss of $2.93 billion in 2013, as compared with a net loss of $1.50 billion in 2012. As of June 30, 2014, the Company had $27.06 billion in total assets, $29.64 billion in total liabilities and a $2.57 billion total deficit. * * * As reported by the TCR on April 9, 2013, Moody's Investors Service downgraded Caesars Entertainment Corporation's Corporate Family Rating to Caa2. "The downgrade of Caesars' ratings considers that its same store EBITDA growth in 2012-2013 has failed to materialize to any significant degree, and so Caesars' credit metrics have deteriorated and its free cash flow deficit will be higher than Moody's previous expectations," stated Moody's analyst Peggy Holloway. In the April 10, 2014, edition of the TCR, Standard & Poor's Ratings Services lowered its corporate credit ratings on Las Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned subsidiaries, Caesars Entertainment Operating Co. (CEOC) and Caesars Entertainment Resort Properties (CERP), as well as the indirectly majority-owned Chester Downs and Marina, to 'CCC-' from 'CCC+'. The downgrade reflects S&P's expectation that Caesars' capital structure is unsustainable, and the amount of cash the company will burn in 2014 and 2015 creates conditions under which S&P believes a restructuring of some form is increasingly likely over the near term absent an unanticipated significantly favorable change in operating performance. As reported by the TCR on May 1, 2014, Fitch Ratings had downgraded the Issuer Default Ratings (IDRs) of Caesars Entertainment Corp (CEC) and Caesars Entertainment Operating Company (CEOC) to 'CC' from 'CCC'. CLEAR CHANNEL: Closes Sale of $222MM Senior Notes to Finco Unit --------------------------------------------------------------- Clear Channel Communications, Inc., and CC Finco, LLC, a wholly owned subsidiary of the Company, completed on Aug. 22, 2014, the previously announced (i) sale of $222.2 million aggregate principal amount of new Senior Notes due 2021 issued by the Company to CC Finco, and (ii) redemption of all of the Company's outstanding $94.3 million aggregate principal amount of 10.75% Senior Cash Pay Notes due 2016 and $127.9 million aggregate principal amount of 11.00%/11.75% Senior Toggle Notes due 2016 using proceeds of the issuance of the New Notes, plus cash on hand. The New Notes were sold pursuant to a Note Purchase Agreement, dated as of Aug. 19, 2014, between the Company and CC Finco, at a purchase price equal to 101.75% of the principal amount, plus accrued interest from Aug. 1, 2014, up to, but not including, the Aug. 22, 2014, settlement date. The New Notes were issued as additional notes under the indenture, dated as of June 21, 2013, among the Company, Clear Channel Capital I, LLC, as guarantor, the subsidiary guarantors named therein, Law Debenture Trust Company of New York, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent, under which the Company previously issued approximately $1.9 billion of existing Senior Notes due 2021. The New Notes were issued pursuant to a third supplemental indenture to the Indenture, dated as of Aug. 22, 2014, among the Company, the Guarantors and the Trustee. The Company's existing Senior Notes due 2021 and the New Notes mature on Feb. 1, 2021, and bear interest at a rate of (i) 12.00% per annum in cash plus (ii) 2.00% per annum payment-in-kind interest. Interest will be payable semi-annually in arrears on February 1 and August 1 of each year beginning, in the case of the New Notes, on Feb. 1, 2015. The 2021 Notes rank pari passu in right of payment with respect to all existing and future unsubordinated indebtedness of the Company. The guarantees of the 2021 Notes are subordinated to the guarantees of the Company's senior secured credit facility and certain other permitted debt, but rank equal to all other senior indebtedness of the Guarantors. The Company may redeem the 2021 Notes at its option, in whole or part, at any time prior to Aug. 1, 2015, at a price equal to 100% of the aggregate principal amount of the 2021 Notes redeemed, plus accrued and unpaid interest to the redemption date and plus an applicable premium. The Company may redeem the 2021 Notes, in whole or in part, on or after Aug. 1, 2015, at the redemption prices set forth in the Indenture plus accrued and unpaid interest to the redemption date. At any time on or before Aug. 1, 2015, the Company may elect to redeem up to 60% of the aggregate principal amount of the 2021 Notes at a redemption price equal to (x) with respect to the first 30% of the then outstanding aggregate principal amount of the 2021 Notes, 109.0% of the aggregate principal amount thereof and (y) with respect to the next 30% of the then outstanding aggregate principal amount of the 2021 Notes, 112.0% of the aggregate principal amount, in each case plus accrued and unpaid interest thereon to the applicable redemption date, with the net proceeds of one or more equity offerings. About Clear Channel Communications San Antonio, Texas-based Clear Channel Communications, Inc., an indirect subsidiary of CC Media Holdings, Inc. (OTCBB: CCMO), is one of the leading global media and entertainment companies specializing in radio, digital, outdoor, mobile, live events, and on-demand entertainment and information services for local communities and providing premier opportunities for advertisers. CC Media Holdings Inc. -- http://www.ccmediaholdings.com/-- is a global media and entertainment company. Its businesses include radio and outdoor displays. Clear Channel reported a net loss attributable to the Company of $606.88 million in 2013, a net loss attributable to the Company of $424.47 million in 2012 and a net loss attributable to the Company of $302.09 million in 2011. The Company's balance sheet at June 30, 2014, showed $14.75 billion in total assets, $24.06 billion in total liabilities and a $9.31 billion total shareholders' deficit. Bankruptcy Warning The Company said in its annual report for the year ended Dec. 31, 2013, "If our and our subsidiaries' cash flows from operations, refinancing sources and other liquidity-generating transactions are insufficient to fund our respective debt service obligations, we may be forced to reduce or delay capital expenditures, sell material assets or operations, or seek additional capital. We may not be able to take any of these actions, and these actions may not be successful or permit us or our subsidiaries to meet the scheduled debt service obligations. Furthermore, these actions may not be permitted under the terms of existing or future debt agreements." "The ability to refinance the debt will depend on the condition of the capital markets and our financial condition at such time. Any refinancing of the debt could be at higher interest rates and increase debt service obligations and may require us and our subsidiaries to comply with more onerous covenants, which could further restrict our business operations. The terms of existing or future debt instruments may restrict us from adopting some of these alternatives. These alternative measures may not be successful and may not permit us or our subsidiaries to meet scheduled debt service obligations. If we or our subsidiaries cannot make scheduled payments on indebtedness, we or our subsidiaries, as applicable, will be in default under one or more of the debt agreements and, as a result we could be forced into bankruptcy or liquidation." * * * In May 2013, Moody's Investors Service said that Clear Channel's upsize of the term loan D to $4 billion from $1.5 billion will not impact the Caa1 facility rating assigned. Clear Channel's Corporate Family Rating is unchanged at Caa2. The outlook remains stable. As reported by the TCR on May 21, 2013, Standard & Poor's Ratings Services also announced that its issue-level rating on San Antonio, Texas-based Clear Channel's senior secured term loan remains unchanged at 'CCC+' following the company's upsize of the loan to $4 billion from $1.5 billion. The rating on parent company CC Media Holdings remains at 'CCC+' with a negative outlook, which reflects the risks surrounding the long-term viability of the company's capital structure. CORRLINE INTERNATIONAL: Officially Placed in Chapter 7 Bankruptcy ----------------------------------------------------------------- Bankruptcy Judge Jeff Bohm rules that The Tagos Group, LLC has standing to file an involuntary Chapter 7 bankruptcy petition against CorrLine International, LLC. Thus, the Court grants the Involuntary Petition and denies CorrLine's Motion to Dismiss. Tagos is both a creditor and a minority shareholder of CorrLine. Judge Bohm says Tagos' status as an insider and recipient of certain voidable transfers does not preclude it from filing the Involuntary Petition. Judge Bohm also held that Tagos' claims for amounts owed under a Services Agreement and a Credit Agreement are not the subject of a bona fide dispute, and that there is no question that CorrLine agreed to pay Tagos $25,000.00 a month, plus reasonable pass through expenses, for providing general business support services and that CorrLine has refused to pay these fees. CorrLine also owes Tagos the sum $149,980.51 under the Credit Agreement and that CorrLine has refused to pay this amount. The Court also held that CorrLine does not have authority to retain K&L Gates to file and prosecute the Answer and the Motion to Dismiss the Involuntary Petition. The retention, according to the Court, requires the consent of a majority of managers of CorrLine with at least one affirmative vote coming from a minority member; these conditions have never been met. Alternatively, even if CorrLine has authority to retain K&L Gates to file and prosecute the Answer and the Motion to Dismiss, because the Court grants the Involuntary Petition, it necessarily denies the requests in the Answer and the Motion to Dismiss for a dismissal of the Petition, Judge Bohm said. A copy of the Court's August 21, 2014 Memorandum Opinion is available at http://is.gd/MCovsCfrom Leagle.com. Judge Bohm said he wrote the Memorandum Opinion to underscore that: (1) there is split case law on how to satisfy certain elements required to obtain an order granting an involuntary petition; and (2) the drafting of a joint venture agreement should take into account the rights of the joint venture itself to oppose an involuntary bankruptcy petition. CRYOPORT INC: Has $2.3-Mil. Net Loss for June 30 Quarter -------------------------------------------------------- Cryoport, Inc., filed its quarterly report on Form 10-Q, disclosing a net loss of $2.3 million on $936,588 of revenues for the three months ended June 30, 2014, compared with a net loss of $1.32 million on $487,963 of revenues for the same period last year. The Company's balance sheet at June 30, 2014, showed $1.32 million in total assets, $2.38 million in total liabilities, and total stockholders' deficit of $1.06 million. A copy of the Form 10-Q is available at: http://goo.gl/rR2iUm About Cryoport Lake Forest, Calif.-based CryoPort, Inc. (OTC BB: CYRX) provides comprehensive solutions for frozen cold chain logistics, primarily in the life science industries. Its solutions afford new and reliable alternatives to currently existing products and services utilized for bio-pharmaceuticals and biologics, including in-vitro fertilization, cell lines, vaccines, tissue and other commodities requiring a reliable frozen solution. Cryoport reported a net loss of $19.56 million on $2.65 million of revenues for the year ended March 31, 2014, as compared with a net loss of $6.38 million on $1.10 million of revenues for the year ended March 31, 2013. The Company's balance sheet at March 31, 2014, showed $1.70 million in total assets, $4.01 million in total liabilities and a $2.30 million total stockholders' deficit. KMJ Corbin & Company LLP, in Costa Mesa, California, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2014. The independent auditors noted that the Company has incurred recurring operating losses and has had negative cash flows from operations since inception. Although the Company has cash and cash equivalents of $369,581 at March 31, 2014, management has estimated that cash on hand, which include proceeds from convertible bridge notes received in the fourth quarter of fiscal 2014, will only be sufficient to allow the Company to continue its operations into the second quarter of fiscal 2015. These matters raise substantial doubt about the Company's ability to continue as a going concern. CT TECHNOLOGIES: S&P Affirms 'B' CCR & Revises Outlook to Negative ------------------------------------------------------------------ Standard & Poor's Ratings Services said it affirmed its 'B' corporate credit rating on Alpharetta, Ga.-based CT Technologies Intermediate Holdings Inc. (d/b/a HealthPort) and revised the rating outlook to negative from stable. At the same time, S&P affirmed the 'B+' issue-level rating on the company's first-lien debt; the '2' recovery rating indicates S&P's expectation for substantial recovery (70% to 90%) in the event of payment default. S&P also affirmed the 'CCC+' issue-level rating on the company's second-lien debt; the '6' recovery rating indicates our expectation for negligible recovery (0% to 10%) in the event of payment default. "The outlook revision reflects our view that continued covenant cushion of less than 10%, which we consider to be less than adequate, could lead to lower ratings over the next 12 months," said Standard & Poor's credit analyst Christian Frank. The ratings reflect second quarter annualized leverage around 10x (treating series A equity as debt, which adds about 2.5x) and the company's niche focus on a highly fragmented market with regulated pricing. The negative outlook reflects the decline in the company's covenant cushion to 8% for the quarter ended June 30, 2014 It could remain less-than-adequate over the next few quarters. S&P could lower the rating if expected second-half revenue growth does not materialize, resulting in covenant cushion remaining below 10% on a sustained basis. S&P could revise the outlook to stable if the company delivers sufficient revenue and EBITDA growth to allow it to sustain covenant cushion in the 15% area or higher. DATARAM CORP: CohnReznick LLP Raises Going Concern Doubt -------------------------------------------------------- Dataram Corporation reported a net loss of $2.61 million on $30.4 million of revenues for the fiscal year ended April 30, 2014, as compared to a net loss of $4.62 million on $27.62 million of revenues in 2013. CohnReznick LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has incurred net losses and negative cash flows from operating activities for each of the years in the three year period ended April 30, 2014 and management can give no assurance that the Company's future operations will generate sufficient profits or the Company will be able to raise sufficient funds to continue operating. The Company's balance sheet at April 30, 2014, showed $7.57 million in total assets, $5.59 million in total liabilities and stockholders' equity of $1.98 million. A copy of the Form 10-K filed with the U.S. Securities and Exchange Commission is available at: http://is.gd/RaXKTb Princeton, N.J.-based Dataram Corporation is a developer, manufacturer and marketer of large capacity memory products primarily used in high-performance network servers and workstations. DELUXE ENTERTAINMENT: S&P Cuts CCR to 'CCC' on Weak Performance --------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Burbank, Calif.-based entertainment services provider Deluxe Entertainment Services Group Inc. to 'CCC' from 'B'. The outlook is negative. "The downgrade reflects our view that Deluxe Entertainment Services Group Inc. is currently vulnerable to a covenant breach and depends on favorable business, financial, and economic conditions to meet its financial commitments," said Standard & Poor's credit analyst Peter Bourdon. "With the company's EBITDA cushion of compliance with its 4.6x total net leverage covenant at less than 3%, and a large roll off of EBITDA from the third quarter of 2013 coming in the Sept. 30 testing period, we do not expect that the company will be in compliance." Deluxe Entertainment has significantly underperformed 2013 EBITDA levels because of weakness in demand for studio content, resulting from a decline in large-budget productions. In addition, the company's expansion into enterprise services has been minimal, and S&P expects that the combined shortfalls, together with high capital expenditures, will result in negative discretionary cash flow in 2014. S&P regards Deluxe Entertainment's business risk profile as "weak." The company has historically generated the majority of its revenue from film processing (11% or $112 million of 2013 revenue), an industry that has rapidly declined as movie theaters have replaced film projectors with digital projectors. As its film processing business has declined, Deluxe Entertainment has transformed itself into a servicer and distributor of digital content. The company's core digital creative services include various post-production services such as color correction, visual effects, localization, and 2D to 3D conversion. The company also creates digital master files of content and distributes them to various platforms (theaters, Netflix, iTunes, cable TV). As seen in the company's performance this year, it is susceptible to the unpredictable timing of large budget productions. Moreover, it is still trying to gain traction in the enterprise services segment and continue to grow its TV segment. S&P views the company's financial risk profile as "highly leveraged," reflecting the company's high leverage and high capital expenditures. Given the operational underperformance, S&P expects the company to generate negative discretionary cash flow in excess of $25 million in 2014 and 2015. As a result, it has minimal flexibility to ease pressure on its covenant compliance. The company's private equity shareholder, MacAndrews & Forbes, can provide an equity cure for a maximum of two of four trailing quarterly periods and no more than five fiscal quarters during the term of the agreement. S&P believes Deluxe's covenant pressures may be ongoing, necessitating an equity cure potentially this September, absent a covenant amendment or recapitalization. DETROIT, MI: Gets Approval of Agreement With Bond Insurers, et al. ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of Michigan approved a stipulation concerning the conduct of hearing on the confirmation of Detroit's debt-cutting plan. The city entered into the stipulation in light of an agreement in principle it made with U.S. Bank NA, bond insurers, and members of the bondholder committee. The agreement involves a tender transaction related to Detroit Water and Sewerage Department bonds, which was incorporated in the city's latest plan filed on August 20. Under the plan, if the city votes to accept the purchase of the tendered bonds and a settlement date is finalized, claims of the bondholders will be reinstated. A copy of the latest plan can be accessed for free at http://is.gd/Shykwc Pursuant to the stipulation, the city will file a notice with the court stating that the tender transaction was not accepted, did not close or has closed, no later than (i) the next business day after any of those three occurred or (ii) September 12, whichever is sooner. The city and the signatories to the stipulation are not allowed to call any fact or expert witnesses to testify at the confirmation hearing or present evidence to address issues relating to the DWSD and the plan's proposed impairment of interest rates; or to call protection of the bonds without the agreement of all parties. A full-text copy of the stipulation is available without charge at http://is.gd/8Rk7zz 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. DETROIT, MI: FGIC Wants Expert Opinion on Plan Treatment Excluded ----------------------------------------------------------------- Financial Guaranty Insurance Co. has filed a motion seeking to exclude the opinion of an expert on the treatment of Detroit's creditors under its debt-cutting plan. Detroit intends to call Kenneth Buckfire as an expert to give his opinion supporting the city's argument that its creditors will be treated better under the plan than if the bankruptcy case were dismissed. According to the company's lawyer, Mr. Buckfire did not "systematically" evaluate what creditors would receive in case the city's bankruptcy case were dismissed. "Instead of providing a reliable foundation for his opinion, Mr. Buckfire made a handful of unsupported, generalized assumptions," said the company's lawyer, Alfredo Perez, Esq., at Weil Gotshal & Manges LLP, in Houston, Texas. "Mr. Buckfire's failure to perform the type of analysis that could reliably substantiate a best interests opinion, coupled with his reliance on unsubstantiated and often counterfactual assumptions, render his testimony unreliable, unhelpful and inadmissible," Mr. Perez said in a court filing. U.S. Bankruptcy Judge Steven Rhodes will hold a hearing on Sept. 2 to consider the request of Financial Guaranty. Mr. Perez can be reached at: Alfredo R. Perez, Esq. Weil Gotshal & Manges LLP 700 Louisiana Street, Suite 1600 Houston, TX 77002 Tel: (713) 546-5000 Fax: (713) 224-9511 Email: alfredo.perez@weil.com 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. DETROIT, MI: Syncora, FGIC Oppose $5.5 Billion Financing -------------------------------------------------------- Syncora Guarantee Inc. is blocking efforts by Detroit to win court approval of a deal that would provide its water department with at least $5.5 billion in financing. The city on August 11 asked for approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to issue bonds via a public offering, direct purchase or a private placement, which would provide Detroit Water and Sewerage Department with $5.5 billion in secured financing. Of the $5.5 billion, about $5.31 billion would be used to finance the city's purchase for cancellation of certain water and sewer bonds while the remaining $190 million would be used to improve the city's sewage disposal system. In its objection, Syncora complained that the city did not provide its creditors with the information necessary "to fully evaluate the benefits and burdens of its proposal" and the proposal's impact on the city's debt-cutting plan. "While the city states that the financing is in the best interests of all parties in interest, it recites the transaction's projected benefits only vaguely," the company said. Syncora added that the city did not also provide details of the process it employed to obtain the financing. The proposed transaction also drew flak from Financial Guaranty Insurance Co., which is currently in talks with the city to resolve certain issues. FGIC said the relief requested by the city would require amendments to the documents related to the financing, which need consent from the insurance company. FGIC is represented by: Alfredo R. Perez, Esq. Weil Gotshal & Manges LLP 700 Louisiana Street, Suite 1600 Houston, TX 77002 Tel: (713) 546-5000 Fax: (713) 224-9511 Email: alfredo.perez@weil.com Syncora is represented by: James H.M. Sprayregen, P.C. Ryan Blaine Bennett, Esq. Stephen C. Hackney, Esq. Kirkland & Ellis LLP 300 North LaSalle Chicago, Illinois 60654 Tel: (312) 862-2000 Fax: (312) 862-2200 Email: ryan.bennett@kirkland.com stephen.hackney@kirkland.com -- and -- David A. Agay, Esq. Joshua Gadharf, Esq. McDonald Hopkins LLC 39533 Woodward Avenue Bloomfield Hills, Michigan 48304 Tel: (248) 646-5070 Fax: (248) 646-5075 Email: dagay@mcdonaldhopkins.com jgadharf@mcdonaldhopkins.com 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. DIGERATI TECHNOLOGIES: LBB & Associates Raises Going Concern Doubt ------------------------------------------------------------------ Digerati Technologies, Inc., filed with the U.S. Securities and Exchange Commission on July 30, 2014, its annual report on Form 10-K for the fiscal year ended July 31, 2013. LBB & Associates Ltd., LLP, expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company suffered losses from operations and has a working capital deficit. The Company reported a net loss of $2.93 million on $922,000 of total operating revenues for the fiscal year ended July 31, 2013, compared with a net loss of $1.24 million on $4.13 million of total operating revenues in 2012. The Company's balance sheet at July 31, 2013, showed $75.49 million in total assets, $80.45 million in total liabilities and stockholders' deficit of $4.97 million. A copy of the Form 10-K is available at: http://is.gd/YY6QQm About Digerati Technologies Digerati Technologies, Inc., filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 13-33264) in Houston, on May 30, 2013. Digerati -- http://www.digerati-inc.com-- is a diversified holding company which owns operating subsidiaries in the oil field services and the cloud communications industry. Digerati and its subsidiaries maintain Texas Offices in San Antonio and Houston. The Debtor has no independent operations apart from its subsidiaries. The Debtor's subsidiaries include Shift 8 Networks, a cloud communication service, Hurley Enterprises, Inc., and Dishon Disposal, Inc., both oil field services companies. The Debtor disclosed $60 million in assets and $62.5 million in liabilities as of May 29, 2013. Bankruptcy Judge Jeff Bohm oversees the case. Deirdre Carey Brown, Esq., Annie E. Catmull, Esq., Melissa Anne Haselden, Esq., Mazelle Sara Krasoff, Esq., and Edward L Rothberg, at Hoover Slovacek, LLP, in Houston, represent the Debtor as counsel. The Debtor tapped Gilbert A. Herrera and Herrera Partners as the investment banker. Earlier in the case, Rhode Holdings, LLC, sought the transfer of venue of Digerati's Chapter 11 case to the U.S. Bankruptcy Court for the Western District of Texas, San Antonio Division. The case, however, remained in Houston Bankruptcy Court. DOLPHIN DIGITAL: Incurs $485,000 Net Loss in Second Quarter ----------------------------------------------------------- Dolphin Digital Media Inc. filed with the U.S. Securities and Exchange Commission its quarterly reports for the periods ended March 31, 2014, and June 30, 2014. The Company reported a net loss of $485,582 on $548,692 of total revenues for the three months ended June 30, 2014, compared to a net loss of $637,517 on $517,560 of total revenues for the same period in 2013. For the six months ended June 30, 2014, the Company reported a net loss of $944,640 on $1.05 million of total revenues compared to a net loss of $1.54 million on $1.28 million of total revenues for the same period during the prior year. The Company also reported $459,061 on $502,500 of total revenues for the three months ended March 31, 2014, compared to a net loss of $907,764 on $769,620 of total revenues for the same period in 2013. The Company's balance sheet at June 30, 2014, showed $1.09 million in total assets, $8.95 million in total liabilities, all current, and a $7.85 million total stockholders' deficit. A full-text copy of the Q2 Form 10-Q is available for free at: http://is.gd/jJDTq7 A full-text copy of the Q1 Form 10-Q is available for free at: http://is.gd/1jA6z7 About Dolphin Digital Coral Gables, Florida-based Dolphin Digital Media, Inc., is dedicated to the twin causes of online safety for children and high quality digital entertainment. By creating and managing child-friendly social networking websites utilizing state-of the- art fingerprint identification technology, Dolphin Digital Media, Inc. has taken an industry-leading position with respect to internet safety, as well as digital entertainment. Dolphin Digital reported a net loss of $2.46 million on $2.29 million of total revenue for the year ended Dec. 31, 2013, compared to a net loss of $3.38 million on $3.86 million of total revenue for the year ended Dec. 31, 2012. Crowe Horwath LLP, in Fort Lauderdale, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has incurred net losses, negative cash flows from operations and does not have sufficient working capital. These events raise substantial doubt about the Company's ability to continue as a going concern. DYNEGY INC: Moody's Affirms 'B2' Corporate Family Rating -------------------------------------------------------- Moody's Investors Service affirmed Dynegy Inc.'s B2 corporate family rating (CFR) following the announcement that it plans to acquire 12,500 MW of coal and gas fired generation from Duke Energy Corporation and private equity firm Energy Capital Partners (ECP) for a total cost of $6.25 billion. Moody's also raised Dynegy's speculative grade liquidity rating to SGL-2 from SGL-3. Ratings Rationale Dynegy announced that it expects to finance the transaction with $5 billion of unsecured notes and $1.25 billion of equity and convertible securities. The B1 rating on the senior secured term loan and revolving credit facility, and the B3 rating on Dynegy's existing unsecured notes, are also affirmed. The outlook is stable. If the transaction is financed as announced, Moody's expect to assign a B3 rating to the proposed $5 billion unsecured notes and expect to upgrade the rating on the existing $800 million term loan and secured revolving credit facility (even after being upsized by $950 million) to Ba3 from B1. The upgrade would reflect better recovery prospects on the secured debt as it benefits from the addition of $5 billion of unsecured notes to the capital structure. These assets appear fully valued under the transaction at a Debt/EBITDA multiple of about 7.0x (based on the projected average 2015-17 EBITDA under current forward curves). This is significantly higher than Dynegy's current standalone multiple of about 5.1x and so Dynegy's financial profile will be weaker due to these acquisitions. "These transactions are transformative for Dynegy as they result in a substantial increase in scale and geographical diversification, resulting in an improvement in the overall business profile", said Swami Venkataraman, Moody's Vice President and Senior Credit Officer. "While the transaction is heavily leveraged, the fact that Dynegy is quite strongly positioned at its current B2 CFR, along with its improved business risk profile, allows us to maintain its B2 rating despite the expected weaker financial profile", he said. "Going forward, future M&A transactions will continue to be a major driver of credit quality. However, the evolution of Dynegy's policies on hedging, leverage, dividends and retail risk management will also be key drivers", he added. For the 2015-17 period, including Moody's adjustments for energy and MISO capacity prices, Moody's expect Dynegy to have CFO pre-WC coverage of interest and debt ranging between 2x-3x and 8-11%, respectively. With no dividend payments to shareholders, retained cash flow coverage ratios will be very similar to CFO pre-W/C coverage ratios while Moody's expect free cash flow (FCF) coverage of debt to range between 6-9%. These are Moody's base case ratios and assume market prices as of the end of July 2014 and MISO capacity prices at 2014 levels (unless bilaterally contracted at a specific price). They do not consolidate Dynegy's Illinois Power Holdings subsidiary (IPH), which is a ring-fenced non-recourse entity but do include cash flows from the Brayton Point plant for the 2015-17 period. A more conservative analysis uses the same merchant pricing assumptions but consolidates IPH and also excludes all Brayton Point cash flows. Under these assumptions, Moody's expect CFO pre-W/C debt and interest coverage ratios in the range of 6-8% and 1.5x-2x, respectively and FCF coverage at 4- 6%. There has been a noticeable improvement in merchant market pricing for both energy and capacity in 2014, likely driven by a combination of the polar vortex of January 2014 as well as upcoming coal plant retirements on account of the EPA MATS rule. While the market has given up a significant portion of its gains since May 2014, Moody's believe that industry conditions have stabilized from the downward trend of the last few years. Natural gas prices for 2015 have traded in a band between $4/MMBtu and $4.5/MMBtu for the last two years. Reserve margins are expected to tighten significantly in 2015-16 on account of plant retirements in MISO, PJM and ISO-NE, all markets where DYN has a presence. As a result, Moody's expect stable, if not improving, prices for energy and capacity, a contrast to the sustained decline in power prices over the past several years. The Duke and ECP assets are mostly economically competitive. The Duke coal plants had substantial capacity factors even in 2012 when fuel switching to gas was at its peak. These plants are efficient 10,000 btu/kWh heat rate units and fully scrubbed. With an average production cost of about $25/MWh, they are well positioned to improve margins if gas prices rise. The plants use both NAPP coal (25%) and ILB coal (75%). The ability to mainly use ILB is a positive given its superior cost and supply profile. Both portfolios have a number of efficient 7,000 heat rate CCGTs that are well positioned from the perspective of both capacity and energy markets. None of the major coal plants is at risk for retirement due to MATS regulations, except for Brayton Point. However, carbon exposure remains a longer term concern that could increase the risk profile of Dynegy going forward. Outlook The stable outlook reflects improved market conditions in the merchant power sector and the expectation that prices have stabilized, although the timing and extent of the upside remains uncertain. The outlook also reflects Dynegy's strong liquidity and lack of debt maturities through 2020. Future M&A activity remains a key variable that could affect the rating outlook going forward. What Could Change Rating -- UP Prospects for any upside movement in ratings will require a substantial and sustained improvement in Dynegy's financial profile, which would likely be predicated on a continued improvement in merchant market conditions. Moody's would expect CFO pre-WC coverage of interest and debt to be in excess of 2.5x and 10%, respectively for ratings to be raised. As management consolidates this acquisition, an upgrade would also require policies on leverage, dividends and risk management consistent with higher ratings. What Could Change Rating -- DOWN Downside risk could arise from future M&A transactions that further weaken the financial profile or a renewed downturn for the merchant industry. A downgrade could also result if Moody's expect CFO pre-WC coverage of interest and debt to fall to a range of 1x- 1.5x and 5-8%, respectively, on a sustained basis. Ratings on various debt tranches may also be affected if Dynegy were to adjust its capital structure by issuing significant amounts of secured debt in the future that substantively alters recovery expectations Upgrades: Issuer: Dynegy Inc. Speculative Grade Liquidity Rating, Upgraded to SGL-2 from SGL-3 Outlook Actions: Issuer: Dynegy Inc. Outlook, Remains Stable Affirmations: Issuer: Dynegy Inc. Probability of Default Rating, Affirmed B2-PD Corporate Family Rating, Affirmed B2 Senior Secured Bank Credit Facility, Affirmed B1, LGD3 Senior Unsecured Regular Bond/Debenture, Affirmed B3, LGD5 DYNEGY INC: S&P Raises CCR to 'B+' on US Power Asset Acquisition ---------------------------------------------------------------- Standard & Poor's Rating Services raised its corporate credit rating on Dynegy Inc. to 'B+' from 'B' based on S&P's expectations of lower business risk with the acquisition of about 12,300 MW of merchant power plants in the U.S. S&P raised Dynegy's senior secured debt rating to 'BB', but left the recovery rating unchanged at '1'. S&P affirmed Dynegy's senior unsecured debt rating at 'B+', but revised the recovery rating to '3' from '2' based on our expectation that Dynegy will issue substantial senior unsecured debt to help fund some of the acquisition cost. The outlook is stable. The ECP assets include project finance entity EquiPower Resources Holdings LLC, which has debt S&P rates. S&P expects this debt will be retired when the acquisition is finalized and will withdraw the rating on this EquiPower debt at that time. "The acquisitions will improve Dynegy's scale and market diversity materially by adding a large footprint in the favorable PJM and NePool power markets where Dynegy has limited presence," said Standard & Poor's credit analyst Terry Pratt. The stable outlook reflects S&P's conclusion that Dynegy will complete the acquisitions under the planned capitalization profile of new senior unsecured debt and equity issuance. If Dynegy cannot complete either the Duke or ECP asset acquisitions, or if the new senior unsecured debt to fund the acquisitions is materially higher than S&P's expectations, then it would likely downgrade the corporate credit rating to 'B' S&P do not contemplate any improvement in the rating in the forecast period. An upgrade would require another material reduction in business risk or improvement in financial performance -- likely of FFO to debt well above 12x. S&P thinks these developments are unlikely. EAGLE ROCK: S&P Lowers Sr. Unsecured Debt Ratings to 'B-' --------------------------------------------------------- Standard & Poor's Ratings Services said that it lowered its senior unsecured debt ratings on Houston-based Eagle Rock Energy Partners L.P. to 'B-' (the same as the corporate credit rating) from 'B'. The recovery rating on these notes remains '4', indicating the expectation of average (30% to 50%) recovery in the event of a payment default. S&P removed the rating from CreditWatch, where it placed it with positive implications on Dec. 23, 2013, following the announcement that Regency Energy Partners L.P. (would acquire the Eagle Rock's midstream business and would also conduct an offer to exchange Eagle Rock's $550 million of outstanding unsecured notes into an equivalent amount of Regency unsecured notes with the same tenor, coupon, and a comparable covenant package. Roughly 10% of the existing Eagle Rock noteholders did not elect to exchange the notes into Regency notes. Following completion of the exchange, S&P raised the rating on the exchanged unsecured debt to reflect its view of the recovery prospects incorporating the expected emergence valuation of Regency and Regency's higher corporate credit rating. S&P's valuation of unsecured debt that was not exchanged is based on a company-provided mid-year 2014 PV-10 report using its recovery price deck assumptions of $50 per barrel for West Texas Intermediate (WTI) crude oil and $3.50 per million British thermal units (Btu) for Henry Hub natural gas and S&P's re-evaluation of recovery prospects of Eagle Rock. The corporate credit rating on Eagle Rock reflects the company's business risk profile as "vulnerable," its financial risk profile as "aggressive," and its liquidity as "weak." The company's participation as an upstream master limited partnership is risky, in S&P's view, because the company is likely to pay out nearly all of its cash flows as dividends, although it is not currently doing so. In order to expand its distributions, S&P expects that Eagle Rock will be acquisitive or that it will need to spend on its more prospective Mid-Continent Cana, SCOOP (South Central Oklahoma Oil Province), and STACK plays. Its acquisition-focused growth strategy exposes Eagle Rock to the risk that it could overpay for assets or have difficulty replenishing production during periods of tight capital market conditions. At the same time, if the company spends on its resource prospects in the Mid-Continent and if well results are below expectations (i.e., production is lower or costs are higher), credit measures and liquidity will weaken. Ratings List Eagle Rock Energy Partners L.P. Corporate credit rating B-/Stable/-- Debt Rating Lowered; Off Watch; Recovery Rating Unchanged To From Eagle Rock Energy Partners L.P. Senior unsecd debt B- B/Watch Pos Recovery rating 4 4 EDUCATION TRAINING: Files Chapter 11 Bankruptcy ----------------------------------------------- Stephanie Gleason and Peg Brickley, writing for Daily Bankruptcy Review, reported that Education Training Corp., a for-profit college that managed campuses in 14 states, filed for Chapter 11 bankruptcy as the sector faces falling enrollment and increased regulatory scrutiny. According to the report, the college, operating under the names Anthem and Florida Career College, filed for Chapter 11 bankruptcy on Aug. 24, claiming fewer than $50,000 in assets and between $10 million and $50 million in debts. ELBIT IMAGING: Reverse Share Split Takes Effect ----------------------------------------------- Elbit Imaging Ltd.'s previously announced one-for-twenty reverse split of the Company's ordinary shares became effective at 5:00 p.m. (New York time) on Thursday, Aug. 21, 2014, and the shares commenced trading on a reverse split-adjusted basis upon the open of trading on the NASDAQ Global Select Market on Friday, Aug. 22, 2014. With respect to the Tel Aviv Stock Exchange, the shares will commence trading on a reverse split-adjusted basis upon the open of trading on Sunday, Aug. 24, 2014. As part of the reverse share split and pursuant to the approval of the Company's shareholders, on Aug. 21, 2014, the Company's Memorandum and Articles of Association were amended to reduce the Company's authorized share capital from 700,000,000 ordinary shares, no par value, to 35,000,000 ordinary shares, no par value. About Elbit Imaging Ltd. Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF) hold investments in real estate and medical companies. The Company, through its subsidiaries, also develops shopping and entertainment centers in Central Europe and invests in and manages hotels. Since February 2013, Elbit has intensively endeavored to come to an arrangement with its creditors. Elbit has said it has been hanging by a thread for more than five months. It has encountered cash flow difficulties and this burdens its day to day activities, and it certainly cannot make the necessary investments to improve its assets. In light of the arrangement proceedings, and according to the demands of most of the bondholders, as well as an agreement that was signed on March 19, 2013, between Elbit and the Trustees of six out of eight series of bonds, Elbit is prohibited, inter alia, from paying off its debts to the financial creditors -- and as a result a petition to liquidate Elbit was filed, and Bank Hapoalim has declared its debts immediately payable, threatening to realize pledges that were given to the Bank on material assets of the Company -- and Elbit undertook not to sell material assets of the Company and not to perform any transaction that is not during its ordinary course of business without giving an advance notice to the trustees. Accountant Rony Elroy has been appointed as expert for examining the debt arrangement in the Company. In July 2013, Elbit Imaging's controlling shareholders, Europe- Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company that the Tel Aviv District Court has appointed Adv. Giroa Erdinast as a receiver with regards to the ordinary shares of the Company held by Europe Israel securing Europe Israel's obligations under its loan agreement with Bank Hapoalim B.M. The judgment stated that the Receiver is not authorized to sell the Company's shares at this stage. Following a request of Europe-Israel, the Court also delayed any action to be taken with regards to the sale of those shares for a period of 60 days. Europe Israel and Mr. Zisser have also notified the Company that they utterly reject the Bank's claims and intend to appeal the Court's ruling. Elbit Imaging reported a loss of NIS1.56 billion on NIS360.59 million of total revenues for the year ended Dec. 31, 2013, as compared with a loss of NIS483.98 million on NIS418.48 million of total revenues in 2012. The Company's balance sheet at Dec. 31, 2013, showed NIS4.56 billion in total assets, NIS4.97 billion in total liabilities and a NIS408.63 million shareholders' deficit. Brightman Almagor Zohar & Co., a member firm of Deloitte Touche Tohmatsu, in Tel-Aviv, Israel, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. ENERGY SERVICES: Elliott Appointed New Board Member --------------------------------------------------- The Board of Directors of Energy Services of America Corporation appointed Bruce H. Elliott to the Company's Board. Mr. Elliott is a certified public accountant and Principal of D'amelio, Cohen & Associates, LLC, an accounting firm located in Baltimore, Maryland. The Board of Directors of the Company will not appoint Mr. Elliott to any committees of the Company at this time. About Energy Services Huntington, West Virginia-based Energy Services of America Corporation provides contracting services to America's energy providers, primarily the gas and electricity providers. Energy Services posted net income of $3.57 million on $108.82 million of revenue for the year ended Sept. 30, 2013, as compared with a net loss of $48.52 million on $109.01 million of revenue during the prior year. As of June 30, 2014, the Company had $35.78 million in total assets, $19.92 million in total liabilities and $15.85 million in total stockholders' equity. Arnett Foster Toothman PLLC, in Charleston, West Virginia, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that the Company has suffered recurring losses from operations. This raises substantial doubt about the Company's ability to continue as a going concern. ENTEGRA POWER: Seeks to Employ Richard Layton as Co-Counsel ----------------------------------------------------------- Entegra Power Group LLC and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware for permission to employ Richard, Layton & Finger P.A. as their co-counsel. A hearing is set for Sept. 3, 2014, at 11:00 a.m., to consider approval of the Debtors' employment request. Objections, if any, are due Aug. 27, 2014, at 4:00 p.m. The firm is expected to: a) take all necessary actions to protect and preserve the estates of the Debtors, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved and the preparation of objections to claims against the Debtors' estates; b) advise the Debtors of their rights, powers, and duties as debtors an debtors in possession under Chapter 11 of the Bankruptcy Code; c) prepare on behalf of the Debtors, as debtor in possession, all necessary motions, applications, answers, orders, reports, and other papers in connection with the administration of the Debtors' estates and serve such papers on creditors; d) take all necessary or appropriate actions in connection with a plan or plans of reorganization and related disinterested statement(s) and all related documents, and such further actions as may be required in connection with the administration of the Debtors' estates; and e) perform all other necessary legal services in connection with the prosecution of these Chapter 11 cases. The firm will charge between $225 and $800 per hour for services rendered. The Debtors tell the Court that the firm received a total retainer of $161,000 on March 6, 2014 ($100,000) and Aug. 1, 2014 ($61,000) respectively. The Debtors assure the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: Mark D. Collins, Esq. Director RICHARD, LAYTON & FINGER P.A. One Rodney Square, 920 North King Street Wilmington, DE 19801 Tel: 302-651-7531 Email: mfcollins@rlf.com About Entegra Power Group Entegra Power Group LLC and its affiliates operate an independent power company that owns one of the largest gas-fueled power plants in the United States, located in El Dorado, Arkansas. In addition, affiliate Gila River Energy Holdco LLC indirectly owns one-half of another of the country's largest gas-fueled power plants, in Gila Bend, Arizona. The Entegra entities market electric power from the two facilities to wholesale customers in the southeastern and southwestern United States. Entegra, Gila, and 10 other affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-11859) on Aug. 4, 2014. The cases are pending before the Honorable Peter J. Walsh, and the Debtors have requested that their cases be jointly administered. The Debtors have tapped Richards, Layton & Finger, P.A., as counsel, and Prime Clerk LLC as claims and notice agent. The Gila facility's direct owners are not debtors in the Chapter 11 cases, and the Gila Facility will not become property of the Debtors' estates. EPWORTH VILLA: Has Final Order on Access to OCFA Cash Collateral ---------------------------------------------------------------- The Hon. Sara A. Hall of the U.S. Bankruptcy Court for the Western District of Oklahoma authorized Central Oklahoma United Methodist Retirement Facility Inc. dba Epworth Villa to use cash collateral of Oklahoma County Finance Authority on a final basis. The Debtor told the Court that it owes an aggregate of $87,835,000, together with accrued interest of $1,379,012, and accruing interest and other charges -- including reasonable fees and expenses of the trustee. According to court documents, the ability of the Debtor to have sufficient available sources of working capital to continue its business, to attempt to effectuate a reorganization of its business and to attempt to maximize the value of its assets depends upon the Debtor's use of Cash Collateral. The Debtor is granting OCFA a super-priority administrative expense claim as adequate protection. About Epworth Villa Central Oklahoma United Methodist Retirement Facility, Inc., an Oklahoma not-for-profit corporation, owns and operates Epworth Villa, a continuous care retirement community for persons age 62 and older, located at 14901 N. Pennsylvania Avenue, Oklahoma City, Oklahoma 73134. In addition to independent living facilities, Epworth Villa offers assisted living, memory care assisted living, nursing care services, and a skilled nursing facility. Presently, Epworth Villa includes 264 independent living units (cottages and apartment homes), 118 assisted living units, with maximum capacity of 130 beds, and 87 nursing beds that are dually certified for skilled or long term patients with common areas, community centers and other facilities. It is undergoing a $65 million renovation and expansion project that is projected to be completed in the spring of 2015. On July 9, 2014, a judgment was entered in the amount of $15 million against Epworth Villa by Judge Patricia Parrish of 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. The state court held a nonjury trial in the lawsuit, which was filed by a resident who got a fractured wrist and bruises while at the facility. Epworth Villa filed a Chapter 11 bankruptcy petition (Bankr. W.D. Okla. Case No. 14-12995) on July 18, 2014 to stay execution of the judgment. Gable & Gotwals, P.C., serves as the Debtor's counsel. Judge Sarah A. Hall presides over the case. The Debtor estimated assets and debt of at least $100 million. As of the date of commencement of the case, the current, aggregate indebtedness of Epworth Villa to the Authority under promissory notes payable to the Oklahoma County Finance Authority is principal totaling $87,835,000, together with accrued interest of $1,379,012. The Debtor says that the value of the collateral exceeds the amount of the bond debt. EPWORTH VILLA: US Trustee Appoints Patient Care Ombudsman --------------------------------------------------------- The Hon. Sarah A. Hall of U.S. Bankruptcy Court for the Western District of Oklahoma authorized U.S. Trustee Samuel K. Crocker to appoint a patient care ombudsman in the Chapter 11 case of Central Oklahoma United Methodist Retirement Facility Inc. dba Epworth Villa pursuant to Section 333 of the Bankruptcy Code. According to the Court, upon appointment, the Debtor will remit to the ombudsman a $7,000 initial retainer, which amount will be replenished to the $7,000 level within 14 after compensation and reimbursement of expenses are awarded to the ombudsman by the Court. About Epworth Villa Central Oklahoma United Methodist Retirement Facility, Inc., an Oklahoma not-for-profit corporation, owns and operates Epworth Villa, a continuous care retirement community for persons age 62 and older, located at 14901 N. Pennsylvania Avenue, Oklahoma City, Oklahoma 73134. In addition to independent living facilities, Epworth Villa offers assisted living, memory care assisted living, nursing care services, and a skilled nursing facility. Presently, Epworth Villa includes 264 independent living units (cottages and apartment homes), 118 assisted living units, with maximum capacity of 130 beds, and 87 nursing beds that are dually certified for skilled or long term patients with common areas, community centers and other facilities. It is undergoing a $65 million renovation and expansion project that is projected to be completed in the spring of 2015. On July 9, 2014, a judgment was entered in the amount of $15 million against Epworth Villa by Judge Patricia Parrish of 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. The state court held a nonjury trial in the lawsuit, which was filed by a resident who got a fractured wrist and bruises while at the facility. Epworth Villa filed a Chapter 11 bankruptcy petition (Bankr. W.D. Okla. Case No. 14-12995) on July 18, 2014 to stay execution of the judgment. Gable & Gotwals, P.C., serves as the Debtor's counsel. Judge Sarah A. Hall presides over the case. The Debtor estimated assets and debt of at least $100 million. As of the date of commencement of the case, the current, aggregate indebtedness of Epworth Villa to the Authority under promissory notes payable to the Oklahoma County Finance Authority is principal totaling $87,835,000, together with accrued interest of $1,379,012. The Debtor says that the value of the collateral exceeds the amount of the bond debt. EPWORTH VILLA: Files Schedules of Assets and Liabilities -------------------------------------------------------- Central Oklahoma United Methodist Retirement Facility Inc. dba Epworth Villa filed a summary of schedules of assets and liabilities in the U.S. Bankruptcy Court for the Western District of Oklahoma, disclosing total assets of $117,659,919, and total liabilities of $107,972,621. A full-text copy of the schedule is available for free at http://is.gd/ztOFRt About Epworth Villa Central Oklahoma United Methodist Retirement Facility, Inc., an Oklahoma not-for-profit corporation, owns and operates Epworth Villa, a continuous care retirement community for persons age 62 and older, located at 14901 N. Pennsylvania Avenue, Oklahoma City, Oklahoma 73134. In addition to independent living facilities, Epworth Villa offers assisted living, memory care assisted living, nursing care services, and a skilled nursing facility. Presently, Epworth Villa includes 264 independent living units (cottages and apartment homes), 118 assisted living units, with maximum capacity of 130 beds, and 87 nursing beds that are dually certified for skilled or long term patients with common areas, community centers and other facilities. It is undergoing a $65 million renovation and expansion project that is projected to be completed in the spring of 2015. On July 9, 2014, a judgment was entered in the amount of $15 million against Epworth Villa by Judge Patricia Parrish of 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. The state court held a nonjury trial in the lawsuit, which was filed by a resident who got a fractured wrist and bruises while at the facility. Epworth Villa filed a Chapter 11 bankruptcy petition (Bankr. W.D. Okla. Case No. 14-12995) on July 18, 2014 to stay execution of the judgment. Gable & Gotwals, P.C., serves as the Debtor's counsel. Judge Sarah A. Hall presides over the case. The Debtor estimated assets and debt of at least $100 million. As of the date of commencement of the case, the current, aggregate indebtedness of Epworth Villa to the Authority under promissory notes payable to the Oklahoma County Finance Authority is principal totaling $87,835,000, together with accrued interest of $1,379,012. The Debtor says that the value of the collateral exceeds the amount of the bond debt. EPWORTH VILLA: Taps Gibbs Armstrong as Special Counsel ------------------------------------------------------ Central Oklahoma United Methodist Retirement Facility Inc. dba Epworth Villa asks the U.S. Bankruptcy Court for the Western District of Oklahoma for permission to employ Gibbs Armstrong Borochoff Mullican & Hart P.C. as its special counsel. The Debtor seeks to employ the firm to continue to represent the Debtor in these matters pending in Oklahoma County District Court: Nature of the Style Case Number Plaintiff's Allegations ------------- --------------------- ----------------------- Bryan v. Case No. CJ-2011-9004 Breach of Contract/ Epworth Villa Negligence Hamilton v. Case No. CJ-2013-4189 Negligence Epworth Villa The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: Douglas M. Borochoff, Esq. Partner GIBBS ARMSTRONG BOROCHOFF MULLICAN & HART P.C. 601 South Boulder, Suite 500 Tulsa, OK 74119 Tel: 918-587-3939 Email: dborochoff@gabmh.com About Epworth Villa Central Oklahoma United Methodist Retirement Facility, Inc., an Oklahoma not-for-profit corporation, owns and operates Epworth Villa, a continuous care retirement community for persons age 62 and older, located at 14901 N. Pennsylvania Avenue, Oklahoma City, Oklahoma 73134. In addition to independent living facilities, Epworth Villa offers assisted living, memory care assisted living, nursing care services, and a skilled nursing facility. Presently, Epworth Villa includes 264 independent living units (cottages and apartment homes), 118 assisted living units, with maximum capacity of 130 beds, and 87 nursing beds that are dually certified for skilled or long term patients with common areas, community centers and other facilities. It is undergoing a $65 million renovation and expansion project that is projected to be completed in the spring of 2015. On July 9, 2014, a judgment was entered in the amount of $15 million against Epworth Villa by Judge Patricia Parrish of 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. The state court held a nonjury trial in the lawsuit, which was filed by a resident who got a fractured wrist and bruises while at the facility. Epworth Villa filed a Chapter 11 bankruptcy petition (Bankr. W.D. Okla. Case No. 14-12995) on July 18, 2014 to stay execution of the judgment. Gable & Gotwals, P.C., serves as the Debtor's counsel. Judge Sarah A. Hall presides over the case. The Debtor estimated assets and debt of at least $100 million. As of the date of commencement of the case, the current, aggregate indebtedness of Epworth Villa to the Authority under promissory notes payable to the Oklahoma County Finance Authority is principal totaling $87,835,000, together with accrued interest of $1,379,012. The Debtor says that the value of the collateral exceeds the amount of the bond debt. ESSAR STEEL: Judge Grants Recognition of Foreign Main Proceeding ---------------------------------------------------------------- U.S. Bankruptcy Judge Brendan Shannon issued a final order granting recognition of Essar Steel Algoma Inc.'s case pending before a Canadian court as a "foreign main proceeding." Essar Steel, Canada's second-largest integrated steel producer, filed for Chapter 15 protection last month in U.S. Bankruptcy Court in Delaware. The move is part of the company's larger restructuring process launched in Canada under the Companies' Creditors Arrangement Act. Earlier, the steel producer signed an agreement with CSX Transportation Inc. to resolve the latter's objection to its petition for recognition. The agreement, which the bankruptcy judge approved last week, allowed CSX to pursue a lawsuit against Essar Steel to recover freight charges incurred by the steel producer. The agreement can be accessed for free at http://is.gd/xOLyCg Separately, Judge Shannon signed off on an order recognizing the interim order issued by the Ontario Superior Court of Justice, which oversees Essar Steel's case in Canada. The Canadian court's interim order extends the stay period to Sept. 30, authorizes the company to hold a meeting with its unsecured bondholders, and authorizes the recording of votes of the bondholders in favor of their reorganization deal. About Essar Steel Robert J. Sandoval filed a petition under Chapter 15 of the U.S. Bankruptcy Code for Essar Steel Algoma Inc., and its debtor affiliates on July 16, 2014, following the companies' initiation of a reorganization under Canada's Companies' Creditors Arrangement Act. The lead case is Essar Steel Algoma Inc., Case No. 14-11730 (D. Del.). Essar Steel operates one of Canada's largest integrated steel manufacturing facilities. The Chapter 15 case is assigned to Judge Brendan Linehan Shannon. The Chapter 15 Petitioner's Counsel is Daniel J. DeFranceschi, Esq., and Amanda R. Steele, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware. EVERYWARE GLOBAL: Unit Sold Oneida Share Capital for GBP3.7MM ------------------------------------------------------------- Oneida UK Limited, an indirect, wholly owned subsidiary of EveryWare Global, Inc., sold the share capital of Oneida International Limited pursuant to an Agreement with HUK 54 Limited, a subsidiary of Hilco Capital Limited, for consideration of an aggregate of GBP 3.7 million consisting of indebtedness repaid by the Buyer at closing, including amounts due to the Company and the repayment of Oneida's revolving credit facility with Burdale Financial Limited. Oneida comprised the Company's business in the United Kingdom. The Sale did not include the right to license the ONEIDA(R), Anchor Hocking(R) or Sant' Andrea(R) brands, which are retained by the Company, subject to a four-month exclusive European and Middle East license and subsequent sell off right. The Share Purchase Agreement contains customary representations, warranties, and covenants. The Share Purchase Agreement also contains customary indemnification provisions whereby the Sellers will indemnify the Buyer for certain losses arising out of any inaccuracy in, or breaches of, the warranties and covenants of the Sellers under the Share Purchase Agreement. On the Closing Date, HUK 54 Limited repaid in full all outstanding amounts due and owing under the U.K. Revolver, including an early termination penalty. All of the Company's commitments and obligations under the U.K. Revolver were terminated, including its guarantee of indebtedness. About EveryWare EveryWare Global, Inc. is a global marketer of tabletop and food preparation products for the consumer and foodservice markets, with operations in the United States, Canada, Mexico, Latin America, Europe and Asia. Its global platform allows it to market and distribute internationally its total portfolio of products, including bakeware, beverageware, serveware, storageware, flatware, dinnerware, crystal, buffetware and hollowware; premium spirit bottles; cookware; gadgets; candle and floral glass containers; and other kitchen products, all under a broad collection of widely-recognized brands. As of June 30, 2014, the Company had $274.33 million in total assets, $400.64 million in total liabilities and a $126.30 million total stockholders' deficit. * * * As reported by the TCR on Aug. 6, 2014, Standard & Poor's Ratings Services raised its corporate credit rating on EveryWare Global Inc. to 'CCC+' from 'CCC-'. "The upgrade reflects our view that a default scenario is less likely as a result of a $20 million investment from majority owner, Monomoy Capital Partners, in addition to a waiver received for the covenant default in the quarter ended March 2014 and the expected covenant default in the quarter ended June 2014. EXECUTIVE CAREER: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Executive Career Services, Inc. 12424 Wilshire Blvd., Suite 740 Los Angeles, CA 90025 Case No.: 14-26212 Chapter 11 Petition Date: August 22, 2014 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Neil W. Bason Debtor's Counsel: Dheeraj K Singhal, Esq. DCDM LAW GROUP, PC 30 N Raymond Ste 801 Pasadena, CA 91103 Tel: 626-689-2407 Fax: 626-689-2205 Email: dksinghal@dcdmlawgroup.com Total Assets: $151,000 Total Liabilities: $393,195 The petition was signed by Peter Munson, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb14-26212.pdf EXIDE TECHNOLOGIES: KPMG LLP Raises Going Concern Doubt ------------------------------------------------------- Exide Technologies filed with the U.S. Securities and Exchange Commission on July 31, 2014, its annual report on Form 10-K for the fiscal year ended March 31, 2014. KPMG LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing the Company's bankruptcy filing and related matters. The Company reported a net loss of $217.73 million on $2.85 billion of net sales for the twelve months ended March 31, 2014, as compared with a net loss of $223.09 million on $2.97 billion of net sales in 2013. The Company's balance sheet at March 31, 2014, showed $2.03 billion in total assets, $2.05 billion in total liabilities and a stockholders' deficit of $19.52 million. A copy of the Form 10-K is available at: http://goo.gl/udlQDX About Exide Technologies Headquartered in Princeton, New Jersey, Exide Technologies (NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and distributes lead acid batteries and other related electrical energy storage products. Exide first sought Chapter 11 protection (Bankr. Del. Case No. 02-11125) on April 14, 2002 and exited bankruptcy two years after. Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors in their successful restructuring. Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No. 13-11482) on June 10, 2013. Exide disclosed $1.89 billion in assets and $1.14 billion in liabilities as of March 31, 2013. Exide's international operations were not included in the filing and will continue their business operations without supervision from the U.S. courts. For the new case, Exide has tapped Anthony W. Clark, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial advisor; Sitrick and Company Inc. as public relations consultant and GCG as claims agent. Schnader Harrison Segal & Lewis LLP was tapped as special counsel. The Official Committee of Unsecured Creditors is represented by Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as co-counsel. Zolfo Cooper, LLC serves as its bankruptcy consultants and financial advisors. Geosyntec Consultants was tapped as environmental consultants to the Committee. Robert J. Keach of the law firm Bernstein Shur as fee examiner has been appointed as fee examiner. He has hired his own firm as counsel. FAIRCHILD SEMICONDUCTOR: Cutting 15% of Workforce ------------------------------------------------- Don Clark and Erin McCarthy, writing for The Wall Street Journal, reported that Fairchild Semiconductor International Inc. announced plans to shed some older manufacturing operations, moves it said will trigger a 15% reduction in its 9,000-employee global workforce. According to the report, the company said it will close manufacturing-and-assembly operations in West Jordan, Utah and Penang, Malaysia, and some production lines in Bucheon, South Korea. Fairchild said it expects to realize annual savings of $45 million to $55 million after the closures have been completed, and about 75% of that is expected to be cash savings, the report related. Fairchild Semiconductor Corporation, based in South Portland, Maine, is the world's largest global supplier of power semiconductors. The company reported sales of approximately US$1.7 billion through the twelve months ended Sept. 28, 2008. In Asia-Pacific, the company has sales offices in Australia and People's Republic of China among others. In Europe, it also has sales offices in France and Germany among others. In Latin America, it has sales offices in Brazil and Mexico. FIAT CHRYSLER: Needs Enough Support to Reorganize Group ------------------------------------------------------- Eric Sylvers, writing for The Wall Street Journal, reported that Sergio Marchionne, who aims to create Fiat Chrysler Automobile, needs enough support to reorganize the Fiat SpA and Chrysler group and get better access to U.S. capital markets amid an ambitious business plan. According to the report, Mr. Marchionne has won shareholder approval for the move earlier this month but still needs to turn around the votes of investors who disagreed with the plan, which aims to create a new company with a tax residency in the U.K., legal headquarters in Amsterdam and primary stock market listing in New York. About Chrysler Group Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles and products. Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's product lineup features some of the world's most recognizable vehicles, including the Chrysler 300, Jeep Wrangler and Ram Truck. Fiat will contribute world-class technology, platforms and powertrains for small- and medium-sized cars, allowing Chrysler Group to offer an expanded product line including environmentally friendly vehicles. Chrysler LLC and 24 affiliates on April 30, 2009, sought Chapter 11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case No. 09-50002). The U.S. and Canadian governments provided Chrysler LLC with $4.5 billion to finance its bankruptcy case. In connection with the bankruptcy filing, Chrysler reached an agreement to sell all assets to an alliance between Chrysler and Italian automobile manufacturer Fiat. Under the terms approved by the Bankruptcy Court, the company formerly known as Chrysler LLC in June 2009, formally sold substantially all of its assets to the new company, named Chrysler Group LLC. In January 2014, the American car manufacturer officially became 100% Italian when Fiat Spa completed its deal to purchase the 40% it did not already own of Chrysler. Fiat has shared ownership of Chrysler with the health care fund of the United Automobile Workers unions since Chrysler emerged from bankruptcy in 209. * * * Standard & Poor's Ratings Services raised its ratings on U.S.- based auto manufacturer Chrysler Group LLC, including the corporate credit rating to 'BB-' from 'B+' in mid-January 2014. The outlook is stable. FLORIDA GAMING: Freedom, Tara Club Cases Dismissed -------------------------------------------------- Judge Robert A. Mark in late July granted the separate requests of two Florida Gaming affiliates -- Freedom Holding Inc. and Tara Club Estates, Inc. -- to dismiss their Chapter 11 cases. Each chapter 11 case is dismissed with prejudice to the filing of a petition under chapter 11 of the Bankruptcy Code for a period of one year from the date of the order. About Florida Gaming Florida Gaming Centers Inc. filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 13-29597) in Miami on Aug. 19, 2013. Florida Gaming Centers operates a casino and jai-alai frontons in Miami. The Company disclosed debt of $138.3 million and assets of $180 million in its petition. Its parent, Florida Gaming Corp. (FGMG:US), and two other affiliates also sought court protection. Bankruptcy Judge Robert A. Mark oversees the case. The Debtors are represented by Luis Salazar, Esq. and Jesse R. Cloyd, Esq. at Salazar Jackson, LLP of Miami, Florida. ABC Funding, LLC, as Administrative Agent for a consortium of prepetition lenders, and the prepetition lenders are represented by Dennis Twomey, Esq., and Andrew F. O'Neill, Esq., at SIDLEY AUSTIN LLP, in Chicago, Illinois; and Drew M. Dillworth, Esq., and Marissa D. Kelley, Esq., at Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A., in Miami, Florida. The Prepetition Lenders are Summit Partners Subordinated Debt Fund IV-A, L.P., Summit Partners Subordinated Debt Fund IV-B, L.P., JPMorgan Chase Bank, N.A., Locust Street Funding LLC, Canyon Value Realization Fund, L.P., Canyon Value Realization Master Fund, L.P., Canyon Distressed Opportunity Master Fund, L.P., and Canyon-GRF Master Fund II, L.P. Counsel to the Official Joint Committee of Unsecured Creditors are Glenn D. Moses, Esq., and Paul J. Battista, Esq., at Genovese Joblove & Battista, P.A., in Miami, Florida. * * * The Debtors have sold their assets to Fronton Holdings, LLC, an entity established by ABC Funding. The $140,000,000 purchase price consisted of a credit bid of $99,907,336 on account of the Loan Claim and cash in the amount of $40,092,664. The Bankruptcy Court approved the sale on April 7, 2014. The parties consummated the 363 Sale on April 30. The Debtors have submitted to the Bankruptcy Court a Disclosure Statement explaining their Second Amended Joint Plan of Liquidation dated June 16, 2014. The Plan serves as a separate plan of liquidation for each of the Debtors. The Plan does not seek to effect a substantive consolidation or other combination of the separate estates of each Debtor but instead provides that creditors of each Debtor will be permitted to assert their claims only against the Debtor(s) which they hold Allowed Claims. The Bankruptcy Court on July 23, 2014, entered an order confirming Florida Gaming Corporation and its subsidiary, Florida Gaming Centers, Inc.'s Second Amended Joint Chapter 11 Plan of Liquidation dated July 16, 2014. FLORIDA GAMING: Plan Order Revised Due to Scrivener's Error ----------------------------------------------------------- Florida Gaming Centers, Inc., informed the bankruptcy court that due to a scrivener's error, the order confirming its Chapter 11 plan, as currently written, requires the creditor trustee to post a bond in favor of the debtors, instead of the creditor trust. As such, the creditor trustee is not able to secure a bond on behalf of the Creditor Trust. Furthermore, the bond company requires that the confirmation order be corrected before it will issue a bond on behalf of the creditor trust. Accordingly, the Debtor sought and obtained an order correcting the confirmation order to provide that: The Creditor Trustee shall post a bond in favor of the Creditor Trust in an amount equal to the greater of (i) 150% of the book value of the Creditor Trust Assets determined as of 30 days from the Effective Date, or (ii) $100,000; provided, however, that the book value of the Causes of Action for purposes of the bond shall be zero. About Florida Gaming Florida Gaming Centers Inc. filed for Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 13-29597) in Miami on Aug. 19, 2013. Florida Gaming Centers operates a casino and jai-alai frontons in Miami. The Company disclosed debt of $138.3 million and assets of $180 million in its petition. Its parent, Florida Gaming Corp. (FGMG:US), and two other affiliates also sought court protection. Bankruptcy Judge Robert A. Mark oversees the case. The Debtors are represented by Luis Salazar, Esq. and Jesse R. Cloyd, Esq. at Salazar Jackson, LLP of Miami, Florida. ABC Funding, LLC, as Administrative Agent for a consortium of prepetition lenders, and the prepetition lenders are represented by Dennis Twomey, Esq., and Andrew F. O'Neill, Esq., at SIDLEY AUSTIN LLP, in Chicago, Illinois; and Drew M. Dillworth, Esq., and Marissa D. Kelley, Esq., at Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A., in Miami, Florida. The Prepetition Lenders are Summit Partners Subordinated Debt Fund IV-A, L.P., Summit Partners Subordinated Debt Fund IV-B, L.P., JPMorgan Chase Bank, N.A., Locust Street Funding LLC, Canyon Value Realization Fund, L.P., Canyon Value Realization Master Fund, L.P., Canyon Distressed Opportunity Master Fund, L.P., and Canyon-GRF Master Fund II, L.P. Counsel to the Official Joint Committee of Unsecured Creditors are Glenn D. Moses, Esq., and Paul J. Battista, Esq., at Genovese Joblove & Battista, P.A., in Miami, Florida. * * * The Debtors have sold their assets to Fronton Holdings, LLC, an entity established by ABC Funding. The $140,000,000 purchase price consisted of a credit bid of $99,907,336 on account of the Loan Claim and cash in the amount of $40,092,664. The Bankruptcy Court approved the sale on April 7, 2014. The parties consummated the 363 Sale on April 30. The Debtors have submitted to the Bankruptcy Court a Disclosure Statement explaining their Second Amended Joint Plan of Liquidation dated June 16, 2014. The Plan serves as a separate plan of liquidation for each of the Debtors. The Plan does not seek to effect a substantive consolidation or other combination of the separate estates of each Debtor but instead provides that creditors of each Debtor will be permitted to assert their claims only against the Debtor(s) which they hold Allowed Claims. The Bankruptcy Court on July 23, 2014, entered an order confirming Florida Gaming Corporation and its subsidiary, Florida Gaming Centers, Inc.'s Second Amended Joint Chapter 11 Plan of Liquidation dated July 16, 2014. GARY STANCIL: Court Won't Extend Defendants' Response Deadline -------------------------------------------------------------- In the case, MARC E. ALBERT, TRUSTEE, Plaintiff, v. RUFUS STANCIL, et al., Defendants, Adv. Proc. No. 14-10004 (Bankr. D.D.C.), Bankruptcy Judge S. Martin Teel, Jr. denied the request of two of the defendants, Rufus Stancil and Albert Stancil, to extend the time to oppose the plaintiff's two motions for summary judgment. Marc E. Albert is trustee in the case of Gary Stancil. A copy of the Court's Aug. 21, 2014 Memorandum Decision and Order is available at http://is.gd/f28CTXfrom Leagle.com. The adversary proceeding has been pending since January 31, 2014. In his complaint, the Trustee seeks judgments under 11 U.S.C. Sec. 363(h) authorizing him to sell both the estate's and the co- owners' interests in these properties: -- property located at 220 Hamilton Street, NW, Washington, D.C. (Albert Stancil and Rufus Stancil, have co-ownership interests of record in that property); and -- property located at 1405 New Jersey Avenue, NW, Washington, D.C. (third defendant, Mary Stancil, is a co-owner of that property). On July 15, 2014, the plaintiff filed two motions for summary judgment in this adversary proceeding, one with respect to the Hamilton Street property and the other with respect to the New Jersey Avenue property. August 1, 2014, was the deadline for opposing the motions for summary judgment. No timely opposition was filed. Gary Stancil filed for Chapter 11 bankruptcy (Bankr. D.D.C. Case No. 11-00747) on Oct. 6, 2011. The case was then converted to Chapter 7. GBDRE CO: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------ Debtor: GBDRE Co. Inc. 630 East Jericho Turnpike Huntington Station, NY 11746 Case No.: 14-73926 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: August 22, 2014 Court: United States Bankruptcy Court Eastern District of New York (Central Islip) Judge: Hon. Louis A. Scarcella Debtor's Counsel: Elena M Kreitzman, Esq. SPINA & KREITZMAN 300 Rabro Drive, Suite 152 Hauppauge, NY 11788 Tel: (631) 342-8388 Fax: (631) 342-8366 Email: emk419@aol.com - and - Frank G. Spina, Esq. SPINA & KREITZMAN 300 Rabro Drive, Suite 152 Hauppauge, NY 11788-4256 Email: emk419@aol.com Total Assets: $4 million Total Liabilities: $2.43 million The petition was signed by Gerald Brouard, president. A list of the Debtor's three largest unsecured creditors is available for free at http://bankrupt.com/misc/nyeb14-73926.pdf GLOBAL AVIATION: OK'd to Disburse Funds to Pay Healthcare Claims ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Global Aviation Holdings Inc., et al., to disburse funds allocated to pay healthcare claims. The Court's order also, among other things, approved the claims distribution procedures; and authorized the Debtors to implement the claims distribution procedures, including the payment of the unpaid FSA claims, the administrative cost and the payment of unpaid healthcare claims. The Court directed that: 1. 40% of the additional payments will be deposited when received in a separate, segregated account. The remaining employee benefit fund will be designated first for payment of any unpaid employee benefit clams for all employees of the Debtors, if allowed and not otherwise satisfied by the Healthcare fund, prior to payment of any other claims, and such designation will be binding upon any subsequent Chapter 7 trustee. 2. The amount of $35,000 will be distributed from the Heathcare Fund to David P. Mares and such payment will resolve the ALPA objection and MARES objection and such objection are deemed withdrawn. 3. The additional 5% distribution will be distributed pursuant to the claims distribution procedures. 4. Payments to the medical provider will contain a notice that upon accepting payment, such medical provider will be deemed to have accepted such payment in full in satisfaction of the unpaid healthcare claims and such medical provider will have no further claims against the Debtors' estate, United Healthcare Services, Inc. (UHC) or employee subject of the unpaid medical claim. David P. Mares, captain at North American Airlines, a subsidiary of Global Aviation Holdings Inc. requested for disbursement in the amount of $184,786 -- the difference between the disability payment from UNUM and the disability payment from Social Security Disability id $1,055 per month. Mr. Mares related that in March 2014, the employees were notified that Cerberus Business Finance LLC served the Debtors with a notice of default. All the employees' healthcare and life insurance and long term disability insurance with UNUM was canceled. The UMUM Plan would have paid 55% of his salary per year till age 65 which is the mandatory retirement age for pilots. The Debtors, in reply to the objection of the Air Line Pilots Association International, to motion for approval of disbursement, stated that they must take into account the interest of all of their former employees and the Debtors certainly do not intend to favor the special interest of a minority of former employees to the disadvantage of the majority. As reported in the Troubled Company Reporter on July 29, 2014, AFL-CIO objected to the Debtors' motion stating that 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. 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. GLOBALSTAR INC: President of Space Operations to Retire ------------------------------------------------------- Anthony J. Navarra, Globalstar's president, space operations, notified the company of his intent to retire effective Oct. 2, 2014, according to a document filed with the U.S. Securities and Exchange Commission. The Company and Mr. Navarra have entered into a consultant agreement, effective as of the same date, whereby Mr. Navarra will serve as a part-time consultant (at approximately 20% of his time) to the company for one year. The principal terms of the agreement provide that: Mr. Navarra will be paid at his current salary through Oct. 1, 2014; Mr. Navarra will be eligible for payment under the 2014 Executive Bonus Plan as if his employment had continued through Dec. 31, 2014; Mr. Navarra will receive $6,000 per month, plus up to $850 per month for insurance premiums, during the consulting period; Mr. Navarra will be eligible for the 2015 Executive Bonus Plan equal to 20% of the level for senior executives; and all of Mr. Navarra's equity awards will continue to vest as scheduled during the consulting period. His responsibilities and management duties will be divided between the current directors of satellite operations and satellite engineering, reporting to the CEO. Tony has had a celebrated career in the satellite industry, including with the U.S. Army specializing in presidential satellite communications, in the satellite divisions of Magnavox, TRW, and beginning in 1986 with Loral, one of the founding partners of Globalstar. During his tenure, Tony has at various times managed the operating network, product design and development, government and international sales, installation of the ground stations and launching and operating Globalstar's first and second generation constellations. He was one of the company's first employees and has served in numerous capacities over his years with Globalstar. "Tony has been a fixture at Globalstar. From the very beginning, he has been a part of the leadership team that made Globalstar a pioneer in the satellite industry; he and his colleagues defined the very architecture and implementation of our network. He led groups that recently completed Globalstar's $1 billion second generation constellation, positioning the company to remain an industry leader for many years to come," said Jay Monroe, Chairman and CEO. "We have relied on Tony for more than two decades. He has graciously agreed to stay through October 2 to transition his day-to-day responsibilities and, as importantly, will remain with us for the next year as a consultant. Tony has built an exceedingly strong team in satellite engineering and operations, and all of us at Globalstar wish him the very best in his retirement." "I am proud and feel privileged to have been part of the birth and rebirth of Globalstar, and I look forward to my new role and the company's continued success," Mr. Navarra said. About Globalstar, Inc. Globalstar is a leading provider of mobile satellite voice and data services. Globalstar offers these services to commercial and recreational users in more than 120 countries around the world. The company's products include mobile and fixed satellite telephones, simplex and duplex satellite data modems and flexible service packages. Many land based and maritime industries benefit from Globalstar with increased productivity from remote areas beyond cellular and landline service. Globalstar customer segments include: oil and gas, government, mining, forestry, commercial fishing, utilities, military, transportation, heavy construction, emergency preparedness, and business continuity as well as individual recreational users. Globalstar data solutions are ideal for various asset and personal tracking, data monitoring and SCADA applications. Globalstar reported a net loss of $591.11 million in 2013, a net loss of $112.19 million in 2012 and a net loss of $54.92 million in 2011. As of June 30, 2014, the Company had $1.32 billion in total assets, $1.53 billion in total liabilities and a $204.45 million total stockholders' deficit. GLYECO INC: Alexander and Ioia Step Down as Directors ----------------------------------------------------- Everett Alexander and Joseph A. Ioia tendered their resignations as directors of GlyEco, Inc., effective on Aug. 22, 2014, according to a regulatory filing with the U.S. Securities and Exchange Commission. The resignations were not the result of any disagreement with the Company on any matter relating to its operations, policies, or practices. Both Mr. Alexander and Mr. Ioia remain committed to the Company and intend to remain shareholders. Mr. Alexander will be assuming a consulting role with the Company going forward with a particular focus on developing strategic partnerships internationally, while Mr. Ioia will continue to provide support related to the Company's expansion at its New Jersey Processing Center and wherever else his expertise or services may be needed. The Company said the vacancies created in the Company's Board of Directors by these resignations will be filled at the Company's next annual meeting of stockholders. About GlyEco, Inc. Phoenix, Ariz.-based GlyEco, Inc., is a green chemistry company formed to roll-out its proprietary and patent pending glycol recycling technology that transforms waste glycols, a hazardous material, into profitable green products. GlyeCo reported a net loss of $4.01 million in 2013, a net loss of $1.86 million in 2012.and a net loss of $592,171 in 2011. As of March 31, 2014, the Company had $14.51 million in total assets, $2.67 million in total liabilities and $11.84 million in total stockholders' equity. Semple, Marchal & Cooper, LLP, in Phoenix, Arizona, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has yet to achieve profitable operations and is dependent on its ability to raise capital from stockholders or other sources to sustain operations and to ultimately achieve viable profitable operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. GOLDEN STATE MEDICAL: S&P Withdraws 'B' Corporate Credit Rating --------------------------------------------------------------- Standard & Poor's Ratings Services withdrew its ratings, including the 'B' corporate credit rating and 'B' issue-level rating, on Golden State Medical Supply Inc. and its new first-lien debt at the issuer's request. Golden State was planning to issue a new $160 million first-lien credit facility to refinance its existing debt and make a distribution to the shareholders, but decided not to pursue the transaction. GOLDKING HOLDINGS: Enters Into 6th Stipulation on DIP Loans ----------------------------------------------------------- Goldking Holdings, LLC, et al., entered into a sixth agreed stipulation concerning the final order approving postpetition financing. The stipulation entered with lender Wayzata Opportunities Fund II, L.P., extended the budget from Aug. 8, 2014, to Aug. 19, without increasing or changing total financing commitment, to allow the Debtors until Aug. 19, to have a plan of reorganization confirmed by the Court. About Goldking Holdings Goldking Holdings LLC, an oil-and-gas exploration company based in Houston, sought bankruptcy protection (Bankr. D. Del. Case No. 13-12820) in Wilmington, Delaware, on Oct. 30, 2013, from creditors with plans to sell virtually all its assets. Goldking Onshore Operating, LLC, and Goldking Resources, LLC, also sought creditor protection. The cases were initially assigned to Delaware Judge Brendan Linehan Shannon. On Nov. 20, 2013, Judge Shannon granted the request of Goldking's former CEO Leonard C. Tallerine Jr. and Goldking Capital LT Corp., to move the Chapter 11 case to Houston, Texas (Bankr. S.D. Tex. Case No. 13-37200). Mr. Tallerine owns a nearly 6% stake in the company through an entity called Goldking LT Capital Corp. The Debtors are represented by Scott W. Everett, Esq., and Christopher L. Castillo, Esq., at Haynes and Boone, LLP. Edmon L. Morton, Esq., and Robert F. Poppiti, Jr., Esq., at Young, Conaway, Stargatt & Taylor, LLP, in Wilmington, Delaware, serve as the Debtors' co-counsel. The Debtors' notice, claims, solicitation and balloting agent is Epiq Bankruptcy Solutions, LLC. Lantana Oil & Gas Partners was initially hired as the Debtors' financial advisors. In December 2013, the Debtors won Court approval to employ E-Spectrum Advisors LLC, led by its CEO Coy Gallatin, as asset sale advisor. Alvarez & Marsal Global Forensic and Dispute Services, LLC, has been engaged to provide computer forensics and related services. Goldking Holdings disclosed $16,170 in assets and $11,484,881 in liabilities as of the Chapter 11 filing. Judy A. Robbins, United States Trustee for the Southern District of Texas, appointed a three-member official committee of unsecured creditors. Matthew S. Okin, Esq. and Christopher Adams of Okin & Adams LLP serve as local counsel to the Committee. The Committee withdrew its application to employ Brinkman Portillo Ronk, APC, as general counsel amidst objections from the Debtors and the U.S. Trustee. Claro Group LLC is the panel's financial advisor. Wayzata Investment Partners, LLC and Wayzata Opportunities Fund II, L.P. are lenders to the Debtors. They are represented by John F. Higgins, Esq., of Porter Hedges LLP. GREAT LAKES DREDGE: Moody's Keeps Caa1 Rating on $250MM Sr. Notes ----------------------------------------------------------------- Moody's Investors Service changed Great Lakes Dredge & Dock Corporation's ("Great Lakes") outlook to positive from stable due to the company's expected continued improvement in operating performance and financial leverage stemming from its re-focus on its core dredging and environmental remediation businesses post the sale of its loss generating demolition business in April 2014. In addition, the expectation of a moderate improvement in EBITDA margins over the intermediate term as the company executes on its current backlog and generates future business from current bidding activity also underlie the outlook change. Great Lakes' ratings including its Corporate Family Rating ("CFR") and Probability of Default Ratings were affirmed at B3 and B3-PD, respectively. Concurrently, Moody's affirmed the rating on the company's unsecured notes due 2019 at Caa1. Great Lakes' speculative grade liquidity rating ("SGL") was affirmed at SGL-3, reflecting an adequate liquidity profile. Financial leverage pro forma for the sale of the demolition business has improved meaningfully to 4.0x debt/EBITDA (on a Moody's adjusted basis) for the last twelve month period ended June 30, 2014 from close to 6.0x a year ago when the demolition business was part of the company's operations. Although the demolition business was not a sizable portion of the company's revenue base, contributing 10-15% of revenues prior to the sale, the operating losses, internal control weaknesses and reporting issues the company had faced in that business contributed to net losses in this segment. The outlook change recognizes the company's re-focus on its core dredging business post the sale of the demolition operations and continued healthy backlog. Great Lakes' ratings are constrained at B3 despite improved credit metrics because of risks associated with the company's announced intention to increase debt levels in order to finance the construction of its new $140 million ATB hopper dredge expected to become operational during the second half of 2016. According to Moody's analyst Gigi Adamo, "the company's liquidity profile is not sufficiently robust to cushion the risks associated with newbuild equipment that is debt-funded and not tied to long-term contracts". Ratings affirmed: Corporate Family Rating, at B3; Probability of Default Rating, at B3-PD; $250 million 7.375% Senior Unsecured Notes due 2019, at Caa1 (LGD-4) Speculative Grade Liquidity Rating, affirmed at SGL-3 Outlook actions: Outlook, changed to Positive from Stable Ratings Rationale The affirmation of Great Lakes' B3 CFR reflects the highly cyclical and high fixed-cost nature of the dredging industry, high customer concentration and dependence on government funding priorities. Historical earnings variability from quarter to quarter due to the effect of impacts from adverse weather conditions on equipment utilization, changing funding availability and variation in quarterly backlog levels also underscore the ratings. Additionally, the company's operations abroad contribute to costs related to transporting equipment to these destinations, differences in environmental and regulatory conditions, and greater working capital needs. These factors are counterbalanced by Great Lakes' strong market position in the domestic dredging industry and high barriers to entry created by the Jones Act and the sizable amount of capital required to enter the dredging business. Great Lakes' SGL-3 liquidity rating reflects Moody's expectation that the company will maintain an adequate liquidity profile over the intermediate term. Free cash flow is expected to be negative due to the higher level of capital expenditures required for the construction of the company's sizable new ATB "Articulated Tug/Barge" hopper dredge. In addition, working capital swings related to the seasonal nature of the business and operating abroad also contribute to variability in free cash flow generation. The ratings anticipate continued usage under the company's $175 million revolving credit facility to fund working capital swings and could be used to partially fund the construction of the ATB dredge. Revolver availability was limited at June 30, 3014 quarter-end with availability of $25 million, largely due to letters of credit outstanding of $114.9 million. However, the company reported cash balances of $38 million as of that date and it does not have any meaningful near-term debt maturities. The company is expected to maintain comfortable headroom under covenants over the intermediate term. The positive outlook is supported by the company's re-focus on its core dredging business and expectations that operating performance and margins will improve as the company executes on its backlog and generates new business from current bidding activity. In Moody's view, investments the company has made to date could support anticipated expected revenue growth over the intermediate term. The ratings could be raised if the company improves its liquidity position including revolver availability, continues to report a healthy backlog and debt to EBITDA is sustained below the 4.5 times range, inclusive of ATB dredge-related financing. A meaningful deterioration in the company's earnings performance, liquidity profile or financial metrics such that debt/EBITDA exceeds 6.0 times could pressure ratings. The principal methodology used in this rating was Global Construction Methodology published in November 2010. Other methodologies used include Loss Given Default for Speculative- Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Great Lakes Dredge & Dock Corporation, founded in 1890 and headquartered in Oak Brook, Illinois is the largest provider of dredging services in the United States with a portion of revenues generated abroad. The company also owns a specialty contracting service provider which primarily offers environmental and remediation services in the Northeast and Midwest U.S. Revenues for the last twelve months ended June 30, 2014 approximated $763 million. HAYDEL PROPERTIES: UST Wants Case Dismissed or Converted to Ch.7 ---------------------------------------------------------------- Henry G. Hobbs, Jr., United States Trustee for Region 5, asks the U.S. Bankruptcy Court for the Southern District of Mississippi to dismiss the Chapter 11 case of Haydel Properties LP or convert the case to a Chapter 7 liquidation proceeding because the Debtor is delinquent in filing its monthly operating reports. The US Trustee states, pursuant to Section 1112(b), grounds for cause exist to convert the case to a Chapter 7 proceeding or dismiss the case include, but not limited to: a) failure to comply with an order of the Court; and b) Failure to file monthly operating reports. The US Trustee reserves the right to provide additional grounds for cause to convert or to dismiss this case at any hearing on this matter. The Court set a hearing for Sept. 4, 2014, at 2:30 p.m., Courtroom Gulfport, to consider the US Trustee' request to convert or dismiss the Debtor's case. The US Trustee tells the Court that this is its fourth request to dismiss or convert the Debtor's case. 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. HOLY HILL: Richard Laski Appointed as Chapter 11 Trustee -------------------------------------------------------- The Bankruptcy Court approves the appointment of Richard Laski as Chapter 11 trustee in the bankruptcy case of Holy Hill Community Church. A $100,000 bond will be posted. The U.S. Trustee has appointed Mr. Laski as trustee upon consultation with Holy Hill, Downtown Capital, LLC, Carl Sohn. To the best of the U.S. Trustee's knowledge, Mr. Laski is a disinterested person with any party-in-interest in the bankruptcy case. Mr. Laski is a CPA with over 20 years experience managing and restructuring companies in bankruptcy. He has served as chief restructuring officer, interim CEO, Court-appointed examiner, and Chapter 11 trustee on numerous cases over the years. * * * The Bankruptcy Court had approved the request of Parker Shumaker Mills, LLP, to appoint a Chapter 11 trustee to take control of the bankruptcy estate of Holy Hill Community Church. Parker Shumaker Mills sought the appointment, asserting that Holy Hill's primary asset, which serves as the collateral for its secured claim, is uninsured, and lacks any form of fire safety and suppression system. Parker Shumaker Mills stressed that this placed both the collateral, and the general public, at great risk of harm or destruction. Holy Hill's primary asset is a 5.5-acre property at 1111 W. Sunset Boulevard, in Los Angeles, California. This property is prime real estate which overlooks Dodger Stadium and downtown Los Angeles. Victor A. Sahn, Esq., at SulmeyerKupetz, in Los Angeles, California, pointed out that the property's value greatly exceeds the secured debt against it, and will also be sufficient to pay all creditors in full if protected under the stewardship of a qualified trustee who would market the property and sell it for the highest price obtainable after the necessary marketing period. A Chapter 11 trustee would be in a position to take control of the premises, ensure that insurance is obtained and maintained, and take steps to either liquidate the property or address the lack of smoke alarms and sprinklers. Most importantly, the equity in the property would be preserved and maximized and not lost due to foreclosure, noted Mr. Sahn. Holy Hill, in response to Parker Shumaker Mills, clarified that a life-fire safety system is in full operation at the property. Parker Shumaker Mills is represented by: Victor A. Sahn, Esq. David J. Richardson, Esq. Sulmeyerkupetz 333 South Hope Street, Thirty-Fifth Floor Los Angeles, CA 90071-1406 Telephone: 213-626-2311 Facsimile: 213-629-4520 Holy Hill Community Church is represented by: W. Dan Lee, Esq. 4311 Wilshire Blvd., Suite 620 Los Angeles, CA 90010 Tel: (213) 908-2245 Fax: (213) 908-2237 E-mail: dc5law@gmail.com Holly Hill Community Church, aka Holy Hill Community Church, a protestant church in Los Angeles, filed for Chapter 11 protection (Bankr. C.D. Cal. Case No. 14-21070) on June 5, 2014. Holly Hill, a California non-profit corporation incorporated for the purposes of conducting religious activities as a protestant Christian church, disclosed $20 million in assets and $12 million in debt. John Jenchun Suh, the pastor and CEO of the church, signed the bankruptcy petition. W. Dan Lee of the Lee Law Offices, in Los Angeles, is representing the Debtor as counsel. Judge Julia W. Brand presides over the case. HYDROCARB ENERGY: Borrows $4.5 Million to Repay Existing Note ------------------------------------------------------------- Hydrocarb Energy Corporation entered into a credit agreement with Shadow Tree Capital Management, LLC, as agent for the lenders, pursuant to which the Lenders loaned the Company $4 million, which was represented by Term Loan Notes in an aggregate amount of $4,545,454, representing an original issue discount of 12%. The Company also paid the Lenders a structuring fee of $90,909 equal to 2% of the principal amount of the Notes and agreed to reimburse the Lenders for all reasonable and documented fees, costs and expenses associated with the Credit Agreement, which totaled $172,824 in aggregate. The Company paid ROTH Capital Partners, LLC, a placement fee of 5% of the total value of the Loans ($227,273), as placement agent and Gary W. Vick, a consulting fee of 1% of the face value of the Loans ($45,455) for consulting services rendered. As a result of the payments, the net amount of funding received from the Loans was $3,463,539. The Company plans to use the funds raised in connection with the Credit Agreement to repay its existing senior note with Green Bank, pay administrative costs, lender fees and legal costs and fund the cost of resuming, increasing and sustaining oil and gas production, including well work and infrastructure improvements, at the Company's Galveston Bay Fields. Pursuant to the Credit Agreement, the Company has the right, at any time prior to the one year anniversary of the Credit Agreement, to borrow up to an additional $1,000,000 under the Credit Agreement, subject to certain pre-requisites and requirements as set forth in the Credit Agreement, including, but not limited to the Company raising $750,000 through the sale of equity subsequent to the closing of the transactions contemplated by the Credit Agreement. The Company also agreed to pay a 2% Structuring Fee on the Additional Loan. The proceeds of the Additional Loan may only be used for the Oil and Gas Activities. A copy of the Credit Agreement dated as of Aug. 15, 2014, by and among Hydrocarb Energy Corporation, as borrower, Shadow Tree Capital Management, LLC, as agent, is available for free at: http://is.gd/95Yc8Y About Hydrocarb Energy Hydrocarb Energy, formerly known as Duma Energy Corp, is a publicly-traded Domestic and International energy exploration and production company targeting major under-explored oil and gas projects in emerging, highly prospective regions of the world. With exploration concessions in Africa, production in Galveston Bay and Oil Field Services in the United Arab Emirates, the Company maintain offices in Houston, Texas, Abu Dhabi, UAE and Windhoek, Namibia. Duma Energy incurred a net loss of $40.47 million for the year ended July 31, 2013, a net loss of $4.57 million for the year ended July 31, 2012, and a net loss of $10.28 million for the year ended July 31, 2011. The Company's balance sheet at April 30, 2014, showed $26.73 million in total assets, $15.22 million in total liabilities and $11.50 million in total equity. KID BRANDS: Sale of Sassy Assets to Angelcare Approved ------------------------------------------------------ Sassy, Inc., a wholly owned subsidiary of Kid Brands, Inc., on August 18, 2014, completed the sale of its assets to Angelcare Monitors, Inc., a Canadian corporation, for an aggregate purchase price of $12,500,000, plus certain assumed liabilities to be made by Purchaser up to a maximum of $300,000. Angelcare will acquire certain assets of Sassy and other affiliates used primarily in the operation of Sassy's business of designing, importing, marketing and distributing certain branded infant and juvenile products, including developmental toys and feeding, bath and baby care items. The Sale was made pursuant to an amended and restated Asset Purchase Agreement, dated as of July 25, 2014, and a Corrected Amended Order of the United States Bankruptcy Court for the District of New Jersey dated August 19, 2014. The Purchase Price was paid to a bank account under the control of Salus Capital Partners, LLC, as agent for the lenders party to that Debtor-in-Possession Credit Agreement dated as of June 18, 2014 by and among Sassy, its affiliate guarantors, Salus and the other lenders party thereto. Pursuant to the Amended Sassy Agreement, the parties also executed an amended Transition Services Agreement pursuant to which, in addition to certain transition services provided to each party thereunder, the parties agreed: (i) to share in the proceeds from the sale of certain licensed inventory, with 70% of such proceeds (after storage and other costs) being disbursed to Sassy (subject to a hold-back of certain amounts until December 31, 2014 in respect of certain potential claims of the Sassy Purchaser), and 30% of such proceeds being disbursed to the Sassy Purchaser; and (ii) that Sassy would retain certain other licensed inventory, which Sassy currently intends to sell for its own account. A copy of the Order, approving the sale of the Sassy Assets pursuant to the Amended Sassy Agreement, is available at http://is.gd/8GD6v1 About Kid Brands Based in Rutherford, New Jersey, Kid Brands, Inc., is a designer, importer, marketer, and distributor of infant and juvenile consumer products. Its operating subsidiaries consist of Kids Line, LLC, CoCaLo, Inc., Sassy, Inc., and LaJobi, Inc. Providing "everything but the baby" for a child's nursery, the company sells infant bedding and accessories under the Kids Line and CoCaLo brands; nursery furniture under the LaJobi brand; and baby care items under the Kokopax and Sassy brands. Citing their inability to raise capital due to contingent liabilities and operational issues, Kid Brands and six of its U.S. subsidiaries each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 14-22582) on June 18, 2014. To preserve the value of their assets, the Debtors are pursuing a sale of the assets pursuant to section 363 of the Bankruptcy Code. As of April 30, 2014, the Debtors had $32.40 million in total assets and $109.1 million in total liabilities. As of the Petition Date, unsecured debts totaled $54 million. Judge Donald H. Steckroth oversees the cases. The Debtors have sought and obtained an order directing joint administration of their Chapter 11 cases. Lowenstein Sandler LLP serves as the Debtors' counsel. PricewaterhouseCoopers LLP is the Debtors' financial advisor. GRL Capital Advisors acts as the Debtors' restructuring advisors. GRL's Glenn Langberg served as the Debtors' chief restructuring officer. Mr. Langberg also oversaw the bankruptcy and sales of Big M Inc., operator of the Mandee and Annie Sez stores. Rust Consulting/Omni Bankruptcy is the Debtors' claims and noticing agent. Salus Capital Partners LLC and Sterling National Bank have committed to provide up to $49 million in DIP financing to the Debtors. ILLINOIS STOCK TRANSFER: Placed Into Receivership ------------------------------------------------- Illinois Stock Transfer Company d/b/a IST Shareholder Services, and Robert G. Pearson have been placed into receivership in connection with the proceeding, United States Securities and Exchange Commission, Plaintiff, v. Robert G. Pearson and Illinois Stock Transfer Company (d/b/a IST Shareholder Services), Defendants, Case No. 14 C 3785 (N.D. Ill.), pending before Hon. Rebecca R. Pallmeyer has placed IST is based at 433 South Carlton Avenue, Wheaton, Illinois. Proofs of claim must be filed in the receivership case by Sept. 30, 2014, 5:00 p.m. Central Standard Time. The SEC on May 22, 2014, filed the complaint against Pearson and IST. Jill L. Nicholson has been appointed the receiver for both IST and Pearson. On June 12, 2014, an Asset Purchase Agreement with American Stock Transfer Company a/k/a AST was consummated. Pursuant to the Asset Purchase Agreement, IST?s accounts were transferred to AST. IST is no longer accepting or processing transactions, and IST no longer conducted business after June 23, 2014. All communications regarding the receivership or claims against the receivership estates of IST and/or Pearson should be addressed to: Jill Nicholson Receiver for Illinois Stock Transfer Company and Robert G. Pearson 540 North Dearborn Street PO Box 10351 Chicago, IL 60610 Parties who believe they may have sustained losses should submit a request for a claim form to istreceiver@foley.com by providing their name, address, phone number, and email address. A Plan of Distribution will be filed with the District Court addressing claims and other matters affecting the receivership estates at a later date. On the Net: http://www.istreceivership.com/ JAMES RIVER COAL: Sept. 22 Set as Claims Bar Date ------------------------------------------------- The U.S. Bankruptcy Court in Richmond, Virginia, has established Sept. 22, 2014, at 5:00 p.m., prevailing Eastern Time, as the last date and time for persons or entities, other than governmental units, to file proofs of claim in the Chapter 11 cases of James River Coal Company and its affiliated debtors. The Court set Oct. 6, 2014, at 5:00 p.m., prevailing Eastern Time, as the last date and time for governmental units to file proofs of claim in cases. About James River James River Coal Company is a producer and marketer of coal in the Central Appalachia ("CAPP") and the Midwest coal regions of the United States. James River's principal business is the mining, preparation and sale of metallurgical coal, thermal coal (which is also known as steam coal) and specialty coal. James River and 33 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Va. Case Nos. 14-31848 to 14-31886) in Richmond, Virginia, on April 7, 2014. The petitions were signed by Peter T. Socha as president and chief executive officer. Judge Kevin R. Huennekens oversees the Chapter 11 cases. On the petition date, James River Coal disclosed total assets of $1.06 billion and total liabilities of $818.6 million. The Debtors are represented by Tyler P. Brown, Esq., Henry P. (Toby) Long, III, Esq., and Justin F. Paget, Esq. at Hunton & Williams LLP of Richmond, VA and Marshall S. Huebner, Esq, Brian M. Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk & Wardwell LLP of New York, NY. Kilpatrick Townsend & Stockton LLP serves as the Debtors' special counsel. Perella Weinberg Partners L.P. is the Debtors' financial advisor. Deutsche Bank Securities Inc. serves as the Debtors' investment banker and M&G advisor. Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice, claims and administrative agent. The U.S. Trustee for Region 4 has appointed five creditors to the Official Committee of Unsecured Creditors. Michael S. Stamer, Esq., Alexis Freeman, Esq., and Jack M. Tracy II, Esq., at Akin Gump Strauss Hauer & Feld LLP; and Jonathan L. Gold, Esq., Christopher L. Perkins, Esq., and Christian K. Vogel, Esq., at LeClairRyan. JAMES RIVER: Accepts JR Acquisition's Bid for Mining Complexes -------------------------------------------------------------- James River Coal Company on Aug. 21 disclosed that it has accepted, subject to Bankruptcy Court approval, a committed and binding bid from JR Acquisition, LLC, a wholly owned subsidiary of Blackhawk Mining, LLC, to purchase the Hampden Mining Complex (including the assets of Logan & Kanawha Coal Company, LLC), the Hazard Mining Complex (other than the assets of Laurel Mountain Resources LLC) and the Triad Mining Complex for $52,000,000 plus the assumption of certain environmental and other liabilities. Together these complexes employ over 900 employees of James River Coal Company. The winning bid was originally selected as the stalking horse bidder in advance of an auction held on August 18, 2014 through August 21, 2014 pursuant to Bankruptcy Court-approved bidding and auction procedures. The three-day auction included multiple bids by multiple bidders. Ultimately, the stalking horse bidder's winning bid at the conclusion of the auction included numerous structural enhancements and price improvements from the original stalking horse bid. The sale is expected to close on or about August 29, 2014 and is subject to customary closing conditions. A Bankruptcy Court hearing is scheduled for August 26, 2014 to consider approval of the sale. About Blackhawk Mining Blackhawk Mining, LLC was founded by Mitch Potter in 2010 and owns and operates two coal mining complexes in eastern Kentucky with production capacity of approximately 6.5 million tons per year. The Spurlock complex is located in Floyd and Magoffin counties, Kentucky, and produces specialty and thermal coal from surface and underground mining methods. The Pine Branch complex is located in Knott, Breathitt, Perry and Leslie counties, Kentucky and produces thermal coal from surface mining methods. The Pine Branch complex results from Blackhawk's 2012 acquisition of Pine Branch Coal Sales, LLC and the March 2014 acquisition of Arch Coal's ICG Hazard mining complex. About James River James River Coal Company is a producer and marketer of coal in the Central Appalachia ("CAPP") and the Midwest coal regions of the United States. James River's principal business is the mining, preparation and sale of metallurgical coal, thermal coal (which is also known as steam coal) and specialty coal. James River and 33 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Va. Case Nos. 14-31848 to 14-31886) in Richmond, Virginia, on April 7, 2014. The petitions were signed by Peter T. Socha as president and chief executive officer. Judge Kevin R. Huennekens oversees the Chapter 11 cases. On the petition date, James River Coal disclosed total assets of $1.06 billion and total liabilities of $818.6 million. The Debtors are represented by Tyler P. Brown, Esq., Henry P. (Toby) Long, III, Esq., and Justin F. Paget, Esq. at Hunton & Williams LLP of Richmond, VA and Marwill S. Huebner, Esq, Brian M. Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk & Wardwell LLP of New York, NY. Kilpatrick Townsend & Stockton LLP serves as the Debtors' special counsel. Perella Weinberg Partners L.P. is the Debtors' financial advisor. Deutsche Bank Securities Inc. serves as the Debtors' investment banker and M&G advisor. Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice, claims and administrative agent. The U.S. Trustee for Region 4 has appointed five creditors to the Official Committee of Unsecured Creditors. Michael S. Stamer, Esq., Alexis Freeman, Esq., and Jack M. Tracy II, Esq., at Akin Gump Strauss Hauer & Feld LLP; and Jonathan L. Gold, Esq., Christopher L. Perkins, Esq., and Christian K. Vogel, Esq., at LeClairRyan. JBI INC: Posts $1.75-Mil. Net Loss in Q1 Ended March 31 ------------------------------------------------------- JBI Inc. filed its quarterly report on Form 10-Q disclosing a net loss of $1.75 million on $18,718 of total sales for the three months ended March 31, 2014, compared with a net loss of $2.71 million on $144,808 of total sales for the same period last year. The Company's balance sheet at March 31, 2014, showed $8.94 million in total assets, $5.72 million in total liabilities, and total stockholders' equity of $3.22 million. A copy of the Form 10-Q is available at: http://goo.gl/XuS3xC Niagara Falls, N.Y.-based JBI, Inc., is clean energy company that recycles waste plastic into liquid fuels. JBI's proprietary Plastic2Oil technology can deliver economic and environmental benefits by replacing refined fuels and diverting waste plastic from landfills. JESAL PATWARI: Court Won't Reconsider Ruling Against Verma ---------------------------------------------------------- Bankruptcy Judge Novalyn L. Winfield denied the motion for reconsideration brought by Susheela Verma in a disorgement suit filed against her by the Chapter 7 trustee for Jesal Patwari. The lawsuit alleges that Verma received $17,000 in fees from Patwari at the time the case was in Chapter 11 (Bankr. D. N.J. Case No. 09-26178). The Chapter 7 trustee's disgorgement motion was premised on the fact that (i) Ms. Verma had never been retained by court order, (ii) no fee applications had been filed by Ms. Verma and considered by the court, and (iii) that as a result, no orders had been entered by the court permitting the payment of fees to Ms. Verma. The case before the Court is, Eric R. Perkins, as Trustee, Plaintiff, v. Susheela Verma, Defendant, Adv. No. 10-2104 (Bankr. D. N.J.). A copy of the Court's August 21, 2014 Opinion is available at http://is.gd/yrNryzfrom Leagle.com. Michael S. Waters, Esq., Jeffrey Bernstein, Esq., and Nicole Leonard, Esq., at McElroy, Deutsch, Mulvaney & Carpenter, LLP, Newark, NJ, argue for the Chapter 7 Trustee. Susheela Verma, Esq., at Law Office of Susheela Verma, in Woodbridge, NJ 07095, appeared Pro Se. KAHN FAMILY: To Present Plan for Confirmation Aug. 27 ----------------------------------------------------- Kahn Family, LLC, and Kahn Properties South, LLC, are slated to present their Chapter 11 plan on Aug. 27, 2014, at 9:00 a.m. The bankruptcy judge held in a July 24 order that the disclosure statement filed June 27 and addendum filed July 23 contain adequate information. The last day for filing written acceptances or rejections (ballots) of the plan was Aug. 22. Written objections to confirmation were also due Aug. 22. A copy of the Addendum to the Amended Disclosure Statement is available for free at: http://bankrupt.com/misc/Kahn_Family_DS_Addendum.pdf About Kahn Family Kahn Family, LLC, and Kahn Properties South, LLC, filed bare-bones Chapter 11 petitions (Bankr. D. S.C. Case Nos. 13-02354 and 13-02355) on April 22, 2013. Kahn Family disclosed $50 million to $100 million in assets and liabilities. R. Geoffrey Levy, Esq., at Levy Law Firm, LLC, serves as the Debtors' counsel. David G. Wolff, Esq., at Barnes, Alford, Stork & Johnson, LLP, is the Debtor's special counsel. Bill Quattlebaum, CPA of Elliott Davis, LLC, serves as its accountant. The Debtor's Plan of Reorganization dated Dec. 20, 2013, provides that payments and distributions under the Plan will be funded by (1) the sale of certain of the Debtor's real property at fair market value; (2) the transfer of certain real property of the Debtor to Gibraltar BB4, LLC; (3) conversion of certain unsecured claims against the Debtor to equity in the Reorganized Debtor; (4) cash on hand on the Effective Date; and (5) cash flow from continuing operations. KOKOMO CHIROPRACTIC: Case Summary & 3 Unsecured Creditors --------------------------------------------------------- Debtor: Kokomo Chiropractic, P.C. 824 Belvedere Drive Kokomo, IN 46901 Case No.: 14-07882 Nature of Business: Healthcare Chapter 11 Petition Date: August 22, 2014 Court: United States Bankruptcy Court Southern District of Indiana (Indianapolis) Judge: Hon. Robyn L. Moberly Debtor's Counsel: John Joseph Allman, Esq. TUCKER HESTER BAKER & KREBS, LLC One Indiana Square, Suite 1600 Indianapolis, IN 46204 Tel: 317-833-3030 Fax: 317-833-3031 Email: jallman@thbklaw.com - and - David R. Krebs, Esq. TUCKER, HESTER, BAKER & KREBS, LLC One Indiana Square, Suite 1600 Indianapolis, IN 46204 Tel: 317-833-3030 Fax: 317-833-3031 Email: dkrebs@thbklaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Joseph A. Hicks, president. A list of the Debtor's three largest unsecured creditors is available for free at http://bankrupt.com/misc/insb14-07882.pdf LA RIVIERA BAR: Case Summary & 16 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: La Riviera Bar LLC 4079 Route 516 Matawan, NJ 07747 Case No.: 14-27377 Chapter 11 Petition Date: August 22, 2014 Court: United States Bankruptcy Court District of New Jersey (Trenton) Judge: Hon. Christine M. Gravelle Debtor's Counsel: Frank Armenante, Esq. MALSBURY, ARMENANTE & KAPLAN 12 N. Main Street PO Box 157 Allentown, NJ 08501 Tel: (609) 259-7944 Fax: (609) 259-0872 Email: frankp@malsarmlaw.com Total Assets: $0 Total Liabilities: $1.22 million A list of the Debtor's 16 largest unsecured creditors is available for free at http://bankrupt.com/misc/njb14-27377.pdf LANGTREE VENTURES: Involuntary Chapter 11 Case Summary ------------------------------------------------------ Alleged Debtor: Langtree Ventures MOB, LLC 114 Ventana Court Mooresville, NC 28117 Case Number: 14-50601 Involuntary Chapter 11 Petition Date: August 22, 2014 Court: United States Bankruptcy Court Western District of North Carolina (Statesville) Judge: Hon. Laura T. Beyer Petitioners' Counsel: James H. Henderson, Esq. JAMES H. HENDERSON, P.C. 1201 Harding Place Charlotte, NC 28204-2248 Tel: 704.333.3444 Fax: 704.333.5003 Email: henderson@title11.com Alleged Debtor's petitioners: Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Ace Cleaning Services Cleaning Services $270 20000 Colony Point Lane Cornelius, NC 28031 Horack Talley Legal Services $5,383 301 South College Street Ste 2600 Charlotte, NC 28202-6006 United Building Maintenance Maintenance $27,311 214 North Tryon Street Ste 3970 Charlotte, NC 28202 LEHMAN BROTHERS: Banks Want Increase in RMBS Reserves to $12.14B ---------------------------------------------------------------- Joseph Checkler, writing for The Wall Street Journal, reported that some of the largest financial institutions in the U.S., which serve as trustees for residential mortgage-backed securities trusts, said Lehman Brothers Holdings Inc. needs to set aside $12.14 billion to settle claims over certain soured mortgage loans, more than double what the failed investment bank has currently set aside for the dispute. According to the report, lawyers for the trustees said in a filing with the U.S. Bankruptcy Court in New York that an independent review of the loans packaged and sold by Lehman before the financial crisis shows Lehman's liability is much worse than the original $5 billion estimate. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition listed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. On September 19, 2008, the Honorable Gerard E. Lynch, Judge of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court has approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. International Operations Collapse Lehman Brothers International (Europe), the principal UK trading company in the Lehman group, was placed into administration, together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and Mike Jervis, partners at PricewaterhouseCoopers LLP, have been appointed as joint administrators to Lehman Brothers International (Europe) on September 15, 2008. The joint administrators have been appointed to wind down the business. Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc. filed for bankruptcy in the Tokyo District Court on September 16. Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33 billion) in liabilities in its petition. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000) LIBERTY SILVER: TSX Appeal Committee Opts to Delist Common Shares ----------------------------------------------------------------- Liberty Silver Corp. on Aug. 11 disclosed that the Appeal Committee of the Toronto Stock Exchange ("TSX") has determined to delist the Company's common shares effective the close of business on August 5, 2014 as a result of the failure by the Company to meet the continued listing requirements of the TSX. The Company is reviewing alternative Canadian trading markets and will provide further updates. About Liberty Silver Corp. Liberty Silver Corp. -- http://www.libertysilvercorp.com-- is focused on exploring and advancing mineral properties located in North America. Liberty Silver is led by a skilled, experienced management team and board of directors with significant experience managing exploration, development and mining projects. Liberty Silver is committed to creating value for its shareholders. The Trinity Silver Project, located in Pershing County, Nevada, is Liberty Silver's flagship project. Liberty Silver has the right to earn a joint venture interest in the 10,579 acres Trinity property pursuant to the terms of an earn-in agreement with Renaissance Gold Inc. MASHANTUCKET PEQUOT: In Talks with Lenders for Foxwoods Casino -------------------------------------------------------------- Lisa Allen, writing for The Deal, reported that The Maschantucket Pequot Tribal Nation, which operates Foxwoods Resort Casino in Ledyard, Conn., is in talks with its senior lenders after violating a debt covenant, and ratings agencies said they believe it could be headed toward a second debt restructuring just over a year after its last debt revamp closed. According to the report, the Native American tribe warned on Aug. 14 that it had violated debt covenants related to its bank debt facility with Bank of America Corp. and was in discussions with senior lenders to explore options related to the breach. About Mashantucket Pequot Mashantucket Pequot Tribal Nation owns and operates Foxwoods Resort Casino in Ledyard, Connecticut. Foxwoods, among the largest casinos in the U.S. by gambling space, is on tribal land in the town of Ledyard. It opened a casino hotel expansion under the MGM Grand brand in 2008 just as the recession began to pinch gambling revenue and nearby states expanded their gaming offerings. * * * The Troubled Company Reporter, on Aug. 25, 2014, reported that Moody's Investors Service lowered The Mashantucket Pequot Tribal Nation's Corporate Family Rating to Caa3 from Caa1 and placed the company ratings on review for downgrade. The downgrade to Caa3, along with the possibility of a further downgrade, is based on Moody's view that because of non-compliance with certain bank agreement financial covenants and a challenging market environment, there is a high degree of risk that MPTN will not be able to sustain its current capital structure and that some form of debt restructuring and impairment is likely. The TCR, Aug. 20, 2014, reported that Standard & Poor's Ratings Services lowered its ratings, including its issuer credit rating, on Mashantucket, Conn.-based casino operator Mashantucket (Western) Pequot Tribe to 'CCC-' from 'CCC+'. The rating outlook is negative. The downgrade, according to S&P, reflects meaningful underperformance relative to the rating agency's previous forecast because of ongoing operating challenges, which has led to a breach of financial covenants under Mashantucket's senior credit facility. MAYAN GANEM: Case Summary & 9 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Mayan Ganem Investment, LLC 1270 South Alfred Street, #351870 Los Angeles, CA 90035 Case No.: 14-26240 Chapter 11 Petition Date: August 22, 2014 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Vincent P. Zurzolo Debtor's Counsel: Raymond H Aver, Esq. LAW OFFICES OF RAYMOND H AVER APC 1950 Sawtelle Blvd Ste 120 Los Angeles, CA 90025 Tel: 310-473-3511 Fax: 310-473-3512 Email: ray@averlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Franco Haiem, manager. A list of the Debtor's nine largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb14-26240.pdf METALDYNE CORP: American Securities To Sell Shares to Public ------------------------------------------------------------ Joseph B. White, writing for The Wall Street Journal, reported that American Securities, one of the private-equity firms that invested in auto parts during the recession, is now taking advantage of the industry's rebound to sell to the public its shares of auto-parts maker Metaldyne Performance Group Inc. According to the report, citing a filing with the U.S. Securities and Exchange Commission, the company estimates an initial public offering of $150 million, which would go to investors led by American Securities. About Metaldyne Metaldyne LLC -- http://www.metaldyne.com/-- is a leading global manufacturer of engineered metal-based components for engine, transmission, and driveline applications in the automotive and light truck markets. Products include powder metal engine connecting rods, engine bearing caps, engine cylinder oil jets, transmission sub assemblies, forged differential gears and pinions, differential assemblies, engine balance shaft modules, transmission shafts, and engine crankshaft dampers. Metaldyne has over $1 billion in annual revenue, with 25 locations in 13 countries. Metaldyne Corp. and its affiliates filed for Chapter 11 protection on May 27, 2009 (Bankr. S.D.N.Y. Case No. 09-13412). The filing did not include the company's non-U.S. entities or operations. As of March 29, 2009, the Company, utilizing book values, listed assets of US$977 million and liabilities of $927 million. Richard H. Engman, Esq., at Jones Day, represented the Debtors in their restructuring. Judy A. O'Neill, Esq., at Foley & Lardner LLP served as conflicts counsel; Lazard Freres & Co. LLC and AlixPartners LLP as financial advisors; and BMC Group Inc. as claims agent. A committee of Metaldyne creditors was represented by Mark D. Silverschotz, Esq., and Kurt F. Gwynne, Esq., at Reed Smith LLP, and the committee tapped Huron Consulting Services, LLC, as its financial advisor. Judge Martin Glenn approved the sale of substantially all assets to Carlyle Group in November 2009 for roughly $496.5 million, and confirmed the Debtors' liquidating chapter 11 plan on Feb. 23, 2010. Under the terms of the confirmed liquidation plan, Oldco M Distribution Trust is the post-confirmation entity charged with prosecuting all claim objections and distributing all plan assets pursuant to the terms of the plan. The Trust is represented by Kimberly E.C. Lawson, Esq., at Reed Smith LLP, in Wilmington, Del. MICHAEL R. DAVIDSON: Lacks Standing to Hire Auctioneer ------------------------------------------------------ Bankruptcy Judge Joan A. Lloyd denied the request of debtor Michael R. Davidson for approval, on a nunc pro tunc basis, of his request to employ Joseph B. Bryant as auctioneer. The Chapter 7 trustee Mark H. Flener and the United States Trustee John L. Daughtery objected to the request. Michael R. Davidson filed a Chapter 11 petition (Bankr. W.D. Ky. Case No. 12-10541) on April 16, 2012. After two Motions to Dismiss the case were filed by the U.S. Trustee, on November 28, 2012, the Debtor filed a Motion to Convert the Case to Chapter 7 from Chapter 11. The Court granted the Debtor's Motion and converted the case to a Chapter 7 proceeding on November 29, 2012. On December 3, 2012, Mark H. Flener was appointed as Interim Trustee case. Following the Meeting of Creditors, the Trustee indicated that the asset status of the case could not yet be determined. On July 16, 2013, the Trustee requested that the Clerk of the Bankruptcy Court notify the Debtor's creditors that the estate had assets to liquidate and distribute. On October 31, 2013, the Trustee filed a Motion to Confirm Sale of Interest in 177 acres located in Morgan and Scott Counties, Tennessee. In this Motion, the Trustee reported that Debtor arranged to have Bryant auction estate property without the Trustee's consent or prior approval from the Court. By filing the Motion to Confirm, Trustee sought to retain the value of the auctioned property for the bankruptcy estate. On December 20, 2013, the Court entered an Order granting the Motion to Confirm. On May 13, 2014, Debtor filed the Application seeking the Court's Order approving Bryant's employment by the estate and that the employment be retroactively approved to some unspecified date. The U.S. Trustee argues that only the Chapter 7 Trustee has the authority to seek the Court's approval of the hiring of an auctioneer. According to the Court, the Debtor does not have standing to seek nunc pro tunc approval of Bryant's employment. "The Court sees nothing more than oversight on the part of the Debtor, which does not justify the relief requested in the Debtor's Motion," the Court said. A copy of the Court's Aug. 20, 2014 Memorandum-Opinion is available at http://is.gd/usnI9lfrom Leagle.com. MOMENTIVE PERFORMANCE: Files SEC Form for 2021 1st Priority Notes ----------------------------------------------------------------- Momentive Performance Materials Inc. filed with the Securities and Exchange Commission a Form T-3 in connection with its bid to issue First-Priority Senior Secured Notes due 2021 in the aggregate principal amount of $1,129.6 million as part of its bankruptcy- exit plan. The notes will be issued in consideration for the cancellation of all amounts payable in respect of the existing 8.875% First-Priority Senior Secured Notes due 2020. The $1,129.6 million amount listed as the approximate aggregate principal amount represents the estimated total outstanding principal amount of, plus accrued and unpaid interest on, the 8.875% First-Priority Senior Secured Notes due 2020 as of August 4, 2014. This amount will be increased such that the actual aggregate principal amount of the notes will reflect all amounts that may be payable in respect of the 8.875% First-Priority Senior Secured Notes due 2020 as of the Effective Date of the Plan, including additional accrued interest and any make-whole or other amounts that may be payable. A copy of the Form T-3 is available at http://is.gd/WOOCtx 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. Wilmington Trust, National Association, the Trustee for the Momentive Performance Materials Inc. 10% Senior Secured Notes due 2020 -- 1.5 Lien Notes -- under the Indenture, dated as of May 25, 2012, by and between Momentive Performance Materials Inc. and The Bank of New York Mellon Trust Company, National Association, is represented by Mark R. Somerstein, Esq., Mark I. Bane, Esq., and Stephen Moeller-Sally, Esq., at Ropes & Gray LLP. U.S. Bank National Association -- as successor Indenture Trustee under the indenture dated as of December 4, 2006, among Momentive Performance Materials Inc., the Guarantors named in the Indenture, and Wells Fargo Bank, N.A. as initial trustee, governing the 11.5% Senior Subordinated Notes due 2016 -- is represented in the case by Susheel Kirpalani, Esq., Benjamin I. Finestone, Esq., David L. Elsberg, Esq., Robert Loigman, Esq., K. John Shaffer, Esq., and Matthew R. Scheck, Esq., at Quinn Emanuel Urquhart & Sullivan, LLP; and Clark Whitmore, Esq., and Ana Chilingarishvili, Esq., at Maslon Edelman Borman & Brand, LLP. BOKF, NA -- as successor First Lien Trustee to The Bank of New York Mellon Trust Company, N.A., as trustee under an indenture dated as of October 25, 2012, for the 8.875% First-Priority Senior Secured Notes due 2020 issued by Momentive Performance Materials Inc. and guaranteed by certain of the debtors -- is represented by Michael J. Sage, Esq., Brian E. Greer, Esq., and Mauricio A. Espana, Esq., at Dechert LLP. Counsel to Apollo Global Management, LLC and certain of its affiliated funds are Ira S. Dizengoff, Esq., Philip C. Dublin, Esq., Abid Qureshi, Esq., Deborah J. Newman, Esq., and Ashleigh L. Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP. Attorneys for Ad Hoc Committee of Second Lien Noteholders are Dennis F. Dunne, Esq., Michael Hirschfeld, Esq., and Samuel A. Khalil, Esq., at Milbank, Tweed, Hadley & McCloy LLP. MOMENTIVE PERFORMANCE: Files SEC Form for 2022 2nd Priority Notes ----------------------------------------------------------------- Momentive Performance Materials Inc. filed with the Securities and Exchange Commission a Form T-3 in connection with its bid to issue Second-Priority Senior Secured Notes due 2022 in the aggregate principal amount of $257.6 million as part of its bankruptcy-exit plan. The notes will be issued in consideration for the cancellation of all amounts payable in respect of the Company's existing 10% Senior Secured Notes due 2020. The $257.6 million amount listed as the approximate aggregate principal amount represents the estimated total outstanding principal amount of, plus accrued and unpaid interest on, the 10% Senior Secured Notes due 2020 as of August 4, 2014. This amount will be increased such that the actual aggregate principal amount of the notes will reflect all amounts that may be payable in respect of the 10% Senior Secured Notes due 2020 as of the Effective Date of the Plan, including additional accrued interest and any make-whole or other amounts that may be payable. The approximate date of the proposed public offering is on, or as soon as practicable following the effective date under the Joint Plan. A copy of the Form T-3 is available at http://is.gd/iWE1Mr 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. Wilmington Trust, National Association, the Trustee for the Momentive Performance Materials Inc. 10% Senior Secured Notes due 2020 -- 1.5 Lien Notes -- under the Indenture, dated as of May 25, 2012, by and between Momentive Performance Materials Inc. and The Bank of New York Mellon Trust Company, National Association, is represented by Mark R. Somerstein, Esq., Mark I. Bane, Esq., and Stephen Moeller-Sally, Esq., at Ropes & Gray LLP. U.S. Bank National Association -- as successor Indenture Trustee under the indenture dated as of December 4, 2006, among Momentive Performance Materials Inc., the Guarantors named in the Indenture, and Wells Fargo Bank, N.A. as initial trustee, governing the 11.5% Senior Subordinated Notes due 2016 -- is represented in the case by Susheel Kirpalani, Esq., Benjamin I. Finestone, Esq., David L. Elsberg, Esq., Robert Loigman, Esq., K. John Shaffer, Esq., and Matthew R. Scheck, Esq., at Quinn Emanuel Urquhart & Sullivan, LLP; and Clark Whitmore, Esq., and Ana Chilingarishvili, Esq., at Maslon Edelman Borman & Brand, LLP. BOKF, NA -- as successor First Lien Trustee to The Bank of New York Mellon Trust Company, N.A., as trustee under an indenture dated as of October 25, 2012, for the 8.875% First-Priority Senior Secured Notes due 2020 issued by Momentive Performance Materials Inc. and guaranteed by certain of the debtors -- is represented by Michael J. Sage, Esq., Brian E. Greer, Esq., and Mauricio A. Espana, Esq., at Dechert LLP. Counsel to Apollo Global Management, LLC and certain of its affiliated funds are Ira S. Dizengoff, Esq., Philip C. Dublin, Esq., Abid Qureshi, Esq., Deborah J. Newman, Esq., and Ashleigh L. Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP. Attorneys for Ad Hoc Committee of Second Lien Noteholders are Dennis F. Dunne, Esq., Michael Hirschfeld, Esq., and Samuel A. Khalil, Esq., at Milbank, Tweed, Hadley & McCloy LLP. MOMENTIVE PERFORMANCE: Investors Bid to Change Votes Delays Ruling ------------------------------------------------------------------ Tom Corrigan, writing for Daily Bankruptcy Review, reported that Momentive Performance Materials Inc.'s highest-ranking bondholders are trying to switch their votes on the company's restructuring plan to yes from no, delaying an expected ruling on the company's deeply disputed reorganization plan. According to the report, during During a hearing on Aug. 25 at the U.S. Bankruptcy Court in White Plains, N.Y., the bondholders sought an 11th-hour vote switch, agreeing to drop their quest to collect what are known as "make-whole payments," or premiums they say Momentive, a silicone and quartz producer, should be forced to pay for refinancing their bonds early. 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. Wilmington Trust, National Association, the Trustee for the Momentive Performance Materials Inc. 10% Senior Secured Notes due 2020 -- 1.5 Lien Notes -- under the Indenture, dated as of May 25, 2012, by and between Momentive Performance Materials Inc. and The Bank of New York Mellon Trust Company, National Association, is represented by Mark R. Somerstein, Esq., Mark I. Bane, Esq., and Stephen Moeller-Sally, Esq., at Ropes & Gray LLP. U.S. Bank National Association -- as successor Indenture Trustee under the indenture dated as of December 4, 2006, among Momentive Performance Materials Inc., the Guarantors named in the Indenture, and Wells Fargo Bank, N.A. as initial trustee, governing the 11.5% Senior Subordinated Notes due 2016 -- is represented in the case by Susheel Kirpalani, Esq., Benjamin I. Finestone, Esq., David L. Elsberg, Esq., Robert Loigman, Esq., K. John Shaffer, Esq., and Matthew R. Scheck, Esq., at Quinn Emanuel Urquhart & Sullivan, LLP; and Clark Whitmore, Esq., and Ana Chilingarishvili, Esq., at Maslon Edelman Borman & Brand, LLP. BOKF, NA -- as successor First Lien Trustee to The Bank of New York Mellon Trust Company, N.A., as trustee under an indenture dated as of October 25, 2012, for the 8.875% First-Priority Senior Secured Notes due 2020 issued by Momentive Performance Materials Inc. and guaranteed by certain of the debtors -- is represented by Michael J. Sage, Esq., Brian E. Greer, Esq., and Mauricio A. Espana, Esq., at Dechert LLP. Counsel to Apollo Global Management, LLC and certain of its affiliated funds are Ira S. Dizengoff, Esq., Philip C. Dublin, Esq., Abid Qureshi, Esq., Deborah J. Newman, Esq., and Ashleigh L. Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP. Attorneys for Ad Hoc Committee of Second Lien Noteholders are Dennis F. Dunne, Esq., Michael Hirschfeld, Esq., and Samuel A. Khalil, Esq., at Milbank, Tweed, Hadley & McCloy LLP. MT. LAUREL LODGING: Aug. 27 Hearing on Access to Cash Collateral ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Indiana rescheduled to August 27, 2014, at 9:00 a.m. the hearing to authorize Mt. Laurel Lodging Associates, LLP, to continue using cash collateral. The Troubled Company Reporter on May 7, 2014, reported that the Bankruptcy Court approved an agreed upon supplement by the Debtor and The National Republic Bank of Chicago to the final order dated Feb. 14, 2014, authorizing the Debtor's use of cash collateral through Aug. 31. About Mt. Laurel Lodging Mt. Laurel Lodging Associates, LLP, and its six affiliates sought protection under Chapter 11 of the Bankruptcy Code on Nov. 4, 2013 (Case No. 13-bk-11697, Bankr. S.D. Ind.). The case is assigned to Judge Robyn L. Moberly. The petition lists the assets and debt as both exceeding $10 million on the Mount Laurel property. The Debtors are represented by Brian A Audette, Esq., and David M Neff, Esq., at Perkins Coie LLP, in Chicago, Illinois; and Andrew T. Kight, Esq., and Michael P. O'Neil, Esq., at Taft Stettinius & Hollister LLP, in Indianapolis, Indiana. The National Republic Bank of Chicago, a secured creditor, is represented by James E. Carlberg, Esq., and James P. Moloy, Esq., at Bose McKinney & Evans LLP, in Indianapolis, Indiana; and Timothy P. Duggan, Esq., at Stark & Stark, P.C., in Lawrenceville, New Jersey. NANTICOKE MEMORIAL: S&P Raises Rating on $45.6MM Bonds From BB+ --------------------------------------------------------------- Standard & Poor's Ratings Services said that it raised its long- term rating on the Delaware Health Facilities Authority's $45.6 million series 2013 bonds to 'BBB-' from 'BB+'. The bonds were issued for Nanticoke Memorial Hospital. The outlook is stable. At the same time, S&P has withdrawn its rating on series 2002A and 2002B revenue and refunding bonds issued for Nanticoke, as they were fully redeemed with the series 2013 issuance. "The upgrade reflects our view of Nanticoke's significant growth in unrestricted reserves and improved balance-sheet metrics which are now more commensurate with a low investment-grade rating," said Standard & Poor's credit analyst Avani Parikh, "as well as very strong operating performance in fiscal year 2014 (unaudited), following two consecutive years of positive operations." The improved performance for the past three fiscal years reflected generally improved volumes, supported by management's cost- containment efforts, revenue cycle initiatives, and physician- recruitment efforts. In addition, operations have benefited from additional reimbursements associated with Nanticoke's Medicare Dependent Hospital (MDH) status. "Though future payments under this program are uncertain, Nanticoke's improved underlying operating performance supports the investment-grade rating, in our view," said Ms. Parikh. In addition, management continues to pursue strategic initiatives to expand its clinical services, which we believe will support future revenue growth to some extent. "The stable outlook reflects our assessment of Nanticoke's improved liquidity, consistent positive operating results, stable volumes and good market position, which continue to support the rating," said Ms. Parikh. In addition, over the two-year outlook period, S&P expects Nanticoke will maintain good operating performance for fiscal 2015 through management's improved budgeting practices and continued focus on expense reductions and revenue-cycle improvements. Consequently, S&P expects Nanticoke to maintain good maximum annual debt service (MADS) coverage and continue to improve its balance-sheet metrics, based on S&P's expectation that capital expenditures will likely be fairly limited for the next few years. NEOMEDIA TECHNOLOGIES: Global Grid No Longer a Shareholder ---------------------------------------------------------- Global Grid, LLC, and Dr. Patrick Soon-Shiong disclosed with the U.S. Securities and Exchange Commission that subsequent to March 1, 2013, they disposed of all of the shares of common stock of Neomedia Technologies, Inc., they beneficially owned. The reporting persons previously held beneficial ownership of 113,494,743 shares representing 8.6 percent of the shares outstanding as of Nov. 2, 2012. A copy of the regulatory filing is available at http://is.gd/sBaRwn About NeoMedia Technologies Atlanta, Ga.-based NeoMedia Technologies provides mobile barcode scanning solutions. The Company's technology allows mobile devices with cameras to read 1D and 2D barcodes and provide "one click" access to mobile content. NeoMedia reported a net loss of $214.11 million in 2013, as compared with a net loss of $19.38 million in 2012. Kingery & Crouse, P.A., in Tampa, FL, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring losses from operations, has significant working capital and shareholder deficits and may have ongoing requirements for additional capital investment. These factors raise substantial doubt about the Company's ability to continue as a going concern. NEW BERN RIVERFRONT: Court Rejects Weaver Cooke's Indemnity Claim ----------------------------------------------------------------- Bankruptcy Judge Stephani W. Humrickhouse rejected Weaver Cooke Construction, LLC's indemnity claim filed against Stock Building Supply, LLC and PLF of Sanford, Inc. Weaver Cooke asserts that Stock Supply et al. must indemnify it for its losses related to the development of the SkySail Luxury Condominiums located in New Bern, North Carolina, which is owned by debtor New Bern Riverfront Development, LLC. Weaver Cooke is the general contractor of the project. In turn, Weaver Cooke filed lawsuits against its subcontractors. In an August 22 order, Judge Humrickhouse granted the motion for summary judgment filed by Stock Building and PLF of Sanford, Inc. (formerly dba Lee Window & Door Co.), as third-party defendants, against Weaver Cooke, in its capacity as third-party plaintiff. The Court already entered an order granting summary judgment with respect to two of Weaver Cooke's three claims against Stock Supply (for negligence and breach of express warranty) on grounds that the claims were barred by the applicable statutes of limitation. A copy of the Court's Order is available at http://tinyurl.com/kh2x8rwfrom Leagle.com. About New Bern Riverfront Cary, North Carolina-based New Bern Riverfront Development, LLC, is the developer of SkySail Condominium, consisting of 121 residential condominiums (plus 1 commercial/non-residential unit) located on Middle Street on the waterfront in historic downtown New Bern, North Carolina, and sells the SkySail Condominiums in the ordinary course of business. New Bern Riverfront filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.C. Case No. 09-10340) on Nov. 30, 2009. John A. Northen, Esq., at Northen Blue, LLP, represents the Debtor. The Company disclosed $31,515,040 in assets and $25,676,781 in liabilities as of the Chapter 11 filing. New Bern Riverfront has filed an Amended Plan of Reorganization, which represents a consensual plan negotiated with the Debtor's secured creditor, Wells Fargo Bank, N.A. The Debtor contemplates selling properties. NEW CENTURY TRS: Order on Whites' Late-Filed Claims Vacated ----------------------------------------------------------- Delaware District Judge Sue L. Robinson vacated the bankruptcy court's August 30, 2013 order in the Chapter 11 case of New Century TRS Holdings, Inc., and remanded the dispute over the late-filed claims by Molly S. White and Ralph N. White for further proceedings. The Whites filed a pro se appeal from the bankruptcy court's order that determined that the debtors complied with the bankruptcy court's order establishing bar dates for filing proofs of claim and approving the form, manner, and sufficiency of the notice as applied to unknown creditors. The Whites contend that they were entitled to receive actual notice of the bar date and, because they were not, they were not afforded due process. They further contend that the constructive notice was insufficiently published to provide unknown creditors with any meaningful opportunity to participate in the debtors' chapter 11 proceedings. The case before Judge Robinson is, MOLLY S. WHITE and RALPH N. WHITE, Appellants, v. ALAN M. JACOBS, as liquidating trustee of the New Century Liquidating Trust, Appellee, Civ. No. 13-1719-SLR (D. Del.). A copy of the District Court's Aug. 19, 2014 Memorandum Opinion is available at http://is.gd/hkKlmcfrom Leagle.com. About New Century Founded in 1995, Irvine, Calif.-based New Century Financial Corporation (NYSE: NEW) -- http://www.ncen.com/-- was a real estate investment trust, providing mortgage products to borrowers nationwide through its operating subsidiaries, New Century Mortgage Corporation and Home123 Corporation. The Company was among firms hit by the collapse of the subprime mortgage business industry in 2006. The company and its debtor-affiliates filed for Chapter 11 protection on April 2, 2007 (Bankr. D. Del. Lead Case No. 07-10416). Suzzanne Uhland, Esq., Austin K. Barron, Esq., and Ana Acevedo, Esq., at O'Melveny & Myers LLP, and Mark D. Collins, Esq., Michael J. Merchant, Esq., and Jason M. Madron, Esq., at Richards, Layton & Finger, P.A., represent the Debtors. The Official Committee of Unsecured Creditors selected Hahn & Hessen as its bankruptcy counsel and Blank Rome LLP as its co-counsel. When the Debtors filed for bankruptcy, they disclosed total assets of $36,276,815 and total debts of $102,503,950. The Company sold its assets in transactions approved by the Bankruptcy Court. The Bankruptcy Court confirmed the Second Amended Joint Chapter 11 Plan of Liquidation of the Debtors and the Official Committee of Unsecured Creditors on July 15, 2008, which became effective on Aug. 1, 2008. An appeal was taken and, on July 16, 2009, District Judge Sue Robinson issued a Memorandum Opinion reversing the Confirmation Order. On July 27, 2009, the Bankruptcy Court entered an Order Granting Motion of the Trustee for an Order Preserving the Status Quo Including Maintenance of Alan M. Jacobs as Liquidating Trustee, Plan Administrator and Sole Officer and Director of the Debtors, Pending Entry of a Final Order Consistent with the District Court's Memorandum Opinion. On Nov. 20, 2009, the Court entered an Order confirming the Modified Second Amended Joint Chapter 11 Plan of Liquidation. The Modified Plan adopted, ratified and confirmed the New Century Liquidating Trust Agreement, dated as of Aug. 1, 2008, which created the New Century Liquidating Trust and appointed Alan M. Jacobs as Liquidating Trustee of New Century Liquidating Trust and Plan Administrator of New Century Warehouse Corporation. NEW ENGLAND COMPOUNDING: Judge wants "Keen" Suit Revised -------------------------------------------------------- District Judge Jane Magnus-Stinson in Terre Haute, Indiana, held that Pamela Keen's initial complaint insufficiently alleges the existence of diversity jurisdiction, and directed the Plaintiff to file an Amended Complaint by September 2, 2014, properly setting forth a basis for the Court's jurisdiction. The case, PAMELA K. KEEN, Plaintiff, v. UNIFIRST CORPORATION doing business as UNICLEAN CLEANROOM SERVICES, AMERIDOSE, LLC, Defendants, No. 2:14-cv-00251-JMS-WGH (S.D. Ind., August 15, 2014) asserts product liability. Among others, Ms. Keen alleges that Defendant Ameridose, LLC, is "owned, operated, and managed by the same people that own, operate, and manage NECC." Ms. Keen makes no jurisdictional allegations identifying NECC or the people who allegedly own, operate, and manage it. Ms. Keen also alleges that the case is related to the Chapter 11 bankruptcy case pending in Massachusetts. A copy of the Court's Aug. 20, 2014 Order is available at http://is.gd/NYCXHyfrom Leagle.com. About New England Compounding Pharmacy New England Compounding Pharmacy Inc., filed a Chapter 11 petition (Bankr. D. Mass. Case No. 12-19882) in Boston on Dec. 21, 2012, after a meningitis outbreak linked to an injectable steroid, methylprednisolone acetate ("MPA"), manufactured by NECC, killed 39 people and sickened 656 in 19 states, though no illnesses have been reported in Massachusetts. The Debtor owns and operates the New England Compounding Center is located in Framingham, Mass. In October 2012, the company recalled all its products, not just those associated with the outbreak. Paul D. Moore, Esq., at Duane Morris LLP, in Boston, has been appointed as Chapter 11 Trustee of NECC. He is represented by Jeffrey D. Sternklar, Esq., at DUANE MORRIS LLP. An Official Committee of Unsecured Creditors appointed in the case has been represented by BROWN RUDNICK LLP's William R. Baldiga, Esq., Rebecca L. Fordon, Esq., Jessica L. Conte, Esq., and David J. Molton, Esq. NUSTAR LOGISTICS: Moody's Affirms 'Ba1' Corporate Family Rating --------------------------------------------------------------- Moody's Investors Service affirmed NuStar Logistics, L.P.'s Ba1 Corporate Family Rating, Ba1 rated senior unsecured notes, Ba2 rated subordinated notes, and SGL-3 Speculative Grade Liquidity Rating, and changed the rating outlook to stable from negative. "The stabilization of NuStar Logistics' rating outlook reflects the company's improved business profile and declining financial leverage," commented Gretchen French, Moody's Vice President. "NuStar has delivered solid execution to date on improving its fee-based earnings profile; however, it needs to continue to grow its cash flows relative to both its debt balances and distributions in order to further strengthen within the Ba1 rating." Debt List: NuStar Logistics, L.P. Outlook: Changed to Stable from Negative Corporate Family Rating, Affirmed at Ba1 Probability of Default Rating, Affirmed at Ba1-PD Senior unsecured notes, Affirmed at Ba1 (LGD 3) Subordinated notes, Affirmed at Ba2 (LGD 6) Speculative Grade Liquidity Rating, Affirmed at SGL-3 Multiple Seniority Shelf, Affirmed at (P)Ba1/(P)Ba2 Ratings Rationale NuStar Logistics's Ba1 Corporate Family Rating is based on NuStar Energy L.P.'s (NuStar) consolidated credit quality. The Ba1 rating is supported by the breadth of NuStar's refined product and crude pipeline transportation, storage and terminal assets. NuStar's EBITDA is over 90% fee-based, with growth projects in the Eagle Ford Shale supported by long-term contracts. The rating is constrained by NuStar's high, yet improving, financial leverage as the company makes substantial debt-financed capital investments to grow fee-based cash flows. In addition, the rating is restrained by NuStar's master limited partnership corporate finance model, which entails high payouts. Moody's view NuStar's liquidity as adequate, as reflected in its SGL-3 Speculative Grade Liquidity Rating. Its principal source of liquidity is a $1.5 billion revolving credit facility, with $775 million availability as of June 30, 2014. The revolver is unsecured, has one financial covenant (debt/EBITDA of no greater than 5.0x, increasing to 5.5x after acquisitions), and matures in 2017. Covenant compliance was 4.0x at June 30, 2014, and Moody's project sufficient covenant headroom through 2015. NuStar Logistics' unsecured notes are rated Ba1, in line with its Ba1 Corporate Family Rating, reflecting a capital structure that is comprised of nearly all unsecured debt. NuStar Logistics' various unsecured bonds and revolving credit facility are unsecured and pari passu based on cross guarantees. NuStar Logistics' subordinated notes are rated Ba2, one notch below the Corporate Family Rating, according to Moody's Loss Given Default methodology, reflecting their subordination to NuStar Logistics' senior unsecured debt. While an upgrade is not likely in the near-term, Debt/EBITDA approaching 4.5x on a sustainable basis and the maintenance of more robust distribution coverage above 1.1x could result in an upgrade in the future. On the other hand, the ratings could be downgraded if Debt/EBITDA increases above 5.5x and distribution coverage falls below 1x for a sustained period. The principal methodology used in this rating was Global Midstream Energy published in December 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. NuStar Logistics, L.P. is the primary operating subsidiary of NuStar Energy, L.P., a publicly traded energy master limited partnership. NPC INTERNATIONAL: Moody's Affirms 'B2' Corporate Family Rating --------------------------------------------------------------- Moody's Investors Service changed the ratings outlook of Pizza Hut and Wendy's franchisee NPC International, Inc. ("NPC") to negative from stable and downgraded the company's Speculative Grade Liquidity rating to SGL-3 from SGL-2. Concurrently, Moody's affirmed all other ratings including the B2 Corporate Family Rating and B2-PD Probability of Default Rating. Ratings Rationale The outlook change to negative reflects NPC's weaker-than-expected operating performance and credit metrics. Pizza Hut brand challenges have led to persistently negative same-store sales and margin compression, compounded by significant ingredient cost inflation. While the Pizza Hut brand intends to launch a number of major initiatives in the fourth quarter of 2014 that are designed to improve sales -- including new advertising, product innovations and an improved digital/online experience -- the outlook reflects the risk that it may take some time for these initiatives to take hold and turn performance around in the currently challenging economic and competitive environment. NPC's consolidated same-store sales declined 5.6% in the second quarter ended July 1, 2014, rolling over a decrease of 3.7% last year. Adjusted EBITDA declined 37% to 7.6% of sales, down from 13.3% last year. Lease-adjusted debt/EBITDA is estimated to be around 6.0 times, including the pro forma earnings benefit from the July 14, 2014 acquisition of 56 Wendy's restaurant units, up significantly from 5.2 times at the end of 2013. The downgrade of the Speculative Grade Liquidity rating to SGL-3 reflects Moody's expectation for tighter cushion under the company's maximum net leverage financial maintenance covenant over the next 12 months given weaker-than-expected EBITDA and contractual tightening of the covenant set to occur at the end of December 2014. The SGL-3 rating reflects the expectation for adequate liquidity, as covenant compliance remains likely and the company's cash, cash flow and revolver availability are expected to cover basic working capital needs, capital expenditures and mandatory debt amortization for the next twelve months. Ratings affirmed Corporate Family Rating at B2 Probability of Default Rating at B2-PD First lien senior secured revolving credit facility due 2017 at B1 (LGD3) First lien senior secured term loan due 2018 at B1 (LGD3) Unsecured notes due 2020 at Caa1 (LGD5) Rating downgraded Speculative Grade Liquidity Rating to SGL-3 from SGL-2 Ratings Rationale NPC's B2 Corporate Family Rating reflects the high debt and interest burden associated with the acquisition of the company by Olympus Partners (Olympus) in December 2011 and Moody's expectation that leverage will remain high over the next twelve months due to a combination of ongoing economic challenges, Pizza Hut brand issues and high commodity costs. Also considered are the company's limited product offering, concentrated day-part in lunch and dinner, limited geographic diversity, and exposure to volatile commodity prices. Supporting the rating are NPC's meaningful scale within the Pizza Hut franchise system augmented by increased diversity through recent acquisitions of Wendy's restaurant units and the expectation for adequate liquidity. Ratings could be downgraded if continued weak operating performance resulted in the expectation that lease-adjusted debt/EBITDA were to remain above 6.0 times on a sustained basis. Any deterioration in liquidity, particularly if covenant cushion tightens more than expected, could also lead to a ratings downgrade. The ratings outlook could return to stable if the company improves same-store sales and earnings performance, and sustainably reduces lease-adjusted debt-EBITDA to below 6.0 times. While unlikely over the near term due to the weak performance trend, ratings could be upgraded if operating performance, debt protection measures and covenant cushion sustainably improve, driven by profitable same store sales and new unit growth. Quantitatively, an upgrade would require lease-adjusted debt/EBITDA to decline near 4.5 times and EBITA/ interest to exceed 2.0 times on a sustained basis. NPC International, Inc. is the world's largest Pizza Hut franchisee, operating 1,265 Pizza Hut restaurants and delivery units in 28 states and 90 Wendy's units in three states as of July 1, 2014. Annual revenues are approximately $1.1 billion. NPC was acquired by Olympus Partners ("Olympus") in December 2011. ONE MORE DEAL: Case Summary & 6 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: One More Deal, LLC 143 S QUARTER HORSE AVE Benson, AZ 85602 Case No.: 14-13080 Chapter 11 Petition Date: August 22, 2014 Court: United States Bankruptcy Court District of Arizona (Tucson) Judge: Hon. Brenda Moody Whinery Debtor's Counsel: Eric Slocum Sparks, Esq. ERIC SLOCUM SPARKS PC 110 S Church Ave #2270 Tucson, AZ 85701 Tel: 520-623-8330 Fax: 520-623-9157 Email: law@ericslocumsparkspc.com Total Assets: $4.36 million Total Liabilities: $381,397 The petition was signed by Larry Eversull, managing member. A list of the Debtor's six largest unsecured creditors is available for free at http://bankrupt.com/misc/azb14-13080.pdf OSSEN INNOVATION: Receives NASDAQ Listing Non-Compliance Notice --------------------------------------------------------------- Ossen Innovation Co., Ltd., a China-based manufacturer of an array of plain surface, rare earth and zinc coated pre-stressed steel materials, on Aug. 13 disclosed that on August 12, 2014 the Company received a letter from the NASDAQ Stock Market stating that for the previous 30 consecutive business days, the closing bid price of the Company's stock was below the minimum bid price of $1.00 per share for continued listing on the NASDAQ Capital Market pursuant to NASDAQ Marketplace Rule 5550(a)(2). The NASDAQ letter has no immediate effect on the listing of the Company's shares. In accordance with NASDAQ Marketplace Rule 5810(c)(3)(A), the Company has been provided with a period of 180 calendar days, or until February 9, 2015, to regain compliance with the Minimum Bid Price Rule. If at any time during this 180-day period the closing bid price of the Company's American Depositary Shares is at least $1.00 for a minimum of ten consecutive days, NASDAQ will provide written confirmation of compliance and matter will be closed. The Company intends to evaluate available options to resolve the deficiency and regain compliance with the Minimum Bid Price Rule. About Ossen Innovation Co., Ltd. Ossen Innovation Co., Ltd. manufactures and sells a wide variety of plain surface pre-stressed steel materials and rare earth coated and zinc coated pre-stressed steel materials. The Company's products are mainly used in the construction of bridges, as well as in highways and other infrastructure projects. Ossen has two manufacturing facilities located in Maanshan, Anhui Province, and Jiujiang, Jiangxi Province. OUTLAW RIDGE: Court Approves Settlement with Cadence Bank --------------------------------------------------------- The Bankruptcy Court approves a settlement agreement among Outlaw Ridge, Inc., Outlaw Ridge, LLC, and Cadence Bank. Outlaw Ridge holds certain permits for the mining of sand and limerock at a Lago Verde mine in Pasco County, Florida. The Class 1 mine permit by the Pasco County Board of County Commissioners is the subject of appeals. Secured creditor Cadence asserted that it is owed $4.2 million from Outlaw Ridge. Cadence also disputed Outlaw Ridge's valuation of the Lago Verde mine in light of the appeals and argued that the continued mine operation diminishes the bank's collateral. The parties have agreed to a resolution of disputes that will permit Outlaw Ridge to operate the mine during the Chapter 11 cases on these terms: (a) The bankruptcy cases will remain pending while the appeals are pending and Cadence Bank will support Outlaw Ridge's request to extend the exclusivity deadlines with respect to the filing a Chapter 11 plan of reorganization; (b) Cadence will consent to further and final use of cash collateral; (c) All revenues from operation of the Lago Verde Mine will be deposited into the debtor-in-possession bank account and Steger Site Preparation, Inc. will be entitled to be promptly reimbursed by Outlaw Ridge for expenses for loading and handling; (d) Outlaw Ridge will pay Cadence monthly adequate protection payments of all of its net operating income up to $75,000 per month and a 50/50 split of monthly the income in excess of $75,000 with all excess retained in the debtor-in-possession bank account, and subject to a minimum monthly adequate protection payment of $40,000 with any monthly shortfalls to be made up by non-debtor parties; (e) Outlaw Ridge will maintain a minimum balance of $200,000 in its debtor-in-possession account, with any excess over $300,000 will be paid to Cadence as additional adequate protection; (f) Outlaw Ridge, with Cadence's consent and support, will request to lift the automatic stay to promptly prosecute the appeals; (g) Upon default, Outlaw Ridge will consent to (i) the immediate appointment of a receiver in the state court action and lifting of the stay for Cadence to seek the appointment of a receiver, (ii) the entry of judgments amounting to the principal and interest of 24% per annum (as of the Chapter 11 petition date, this amounted to $ 4 million), and (iii) foreclosure judgments with respect to Cadence's collateral; (h) Upon resolution of the appeals, assuming no default under the settlement, Cadence Bank will support confirmation of a Chapter 11 plan that provides for the payment of its secured claim; and (k) Outlaw Ridge will retain a broker to sell the Outlaw Ridge Phase 2 Parcels during the bankruptcy with all net proceeds escrowed until confirmation of a plan. Outlaw Ridge is represented by: Adam Lawton Alpert, Esq. BUSH ROSS, P.A. Post Office Box 3913 Tampa, FL 33601-3913 Tel: (813) 224-9255 (813) 223-9620 (telecopy) E-mail: aalpert@bushross.com Cadence Bank is represented by: Andrew M. Brumby, Esq. James A. Timko, Esq. SHUTTS & BOWEN LLP 300 S. Orange Avenue, Suite 1000 Orlando, FL 32801 Tel: (407) 835-6901 (407) 849-7201 (telecopy) E-mail: abrumby@shutts.com jtimko@shutts.com About Outlaw Ridge Outlaw Ridge, Inc., operates a sand and lime rock mine in Pasco County, Florida. Outlaw Ridge, LLC, owns several parcels of property in Pasco County that is holding for residential development. The two entities are owned and controlled by John M. Dalfino and John T. Steger. Outlaw Ridge Inc. and Outlaw Ridge, LLC sought Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case Nos. 14-04400 and 14- 04401) on April 21, 2014, in Tampa, Florida. The Debtors are seeking joint administration of their Chapter 11 cases. Adam L Alpert, Esq., at Bush Ross P.A., in Tampa, serves as the Debtors' counsel. OR LLC disclosed $1.36 million in total assets and $2.97 million in liabilities while OR Inc. disclosed $15.4 million in total assets and $4.21 million in liabilities. OUTLAW RIDGE: Asks Court to Extend Exclusive Period to Dec. 4 ------------------------------------------------------------- Outlaw Ridge, Inc., and Outlaw Ridge, LLC, ask the Bankruptcy Court to extend their exclusive periods to file a plan of reorganization to December 4, 2014, and exclusive period to solicit plan acceptances to February 2, 2015. Pursuant to Section 1121(b) of the Bankruptcy Code, a debtor has the exclusive right to file a Chapter 11 plan in the first 120 days following the commencement of a Chapter 11 case. If a debtor files a plan during this exclusive filing period, Section 1121(c)(3) of the Bankruptcy Code grants an additional 60 days during which the debtor may solicit acceptances of that plan and no other party in interest may file a competing plan. Adam Lawton Alpert, Esq., at Bush Ross, P.A., relates that secured creditor Cadence Bank, N.A., has consented to the extension. This is the first exclusivity extension request of Outlaw Ridge. About Outlaw Ridge Outlaw Ridge, Inc., operates a sand and lime rock mine in Pasco County, Florida. Outlaw Ridge, LLC, owns several parcels of property in Pasco County that is holding for residential development. The two entities are owned and controlled by John M. Dalfino and John T. Steger. Outlaw Ridge Inc. and Outlaw Ridge, LLC sought Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case Nos. 14-04400 and 14- 04401) on April 21, 2014, in Tampa, Florida. The Debtors are seeking joint administration of their Chapter 11 cases. Adam L Alpert, Esq., at Bush Ross P.A., in Tampa, serves as the Debtors' counsel. OR LLC disclosed $1.36 million in total assets and $2.97 million in liabilities while OR Inc. disclosed $15.4 million in total assets and $4.21 million in liabilities. PARK SIDE: Classon Says Objection Immaterial to Relief Sought ------------------------------------------------------------- Prepetition lender Classon Estates LLC and Classon Estates One LLC, responded to the objection filed by Moses Rosner, to Classon's motion for entry of an order (i) compelling Mr. Rosner to comply with the Court's sale order and confirmation order entered in the Chapter 11 case of Park Side Estates LLC; and (ii) enjoining Mr. Rosner from asserting claims against Classon and Schwarzbaum in violation of the sale order and confirmation order; and (iii) holding Mr. Rosner in contempt and assessing sanctions against him for his willful violations of the sale order and confirmation order. According to Classon, Mr. Rosner's objection does nothing to refute the need for the relief sought by Classon. In fact, the statements in the objection underscore that Mr. Rosner's purported claims against its principal, Irv Schwarzbaum individually are nothing more than a thinly-veiled end run around the Court's prior orders and clear direction in an attempt to obtain payment on a claim that the Court expressly disallowed in the Chapter 11 Case. Classon related that the Plan and confirmation order expressly prohibit Mr. Rosner from offsetting against Classon's deficiency claim, and Mr. Rosner's counterclaims are in direct contravention of the Plan injunction. The Plan also provides that "[b]y separate agreement, Classon, purchaser and the Debtor and each of their respective members, principals, equity holders and affiliates will exchange mutual releases. It is expressly understood that the parties will only be entitled to receive a release in exchange for giving a release." Mr. Rosner, in its objection, stated that he is entitled to seek damages for an offset from individuals, third parties namely Irving Scwartzbaum and Mitch Green who made promises to "take care of him." Mr. Rosner also said that Classon failed to comply with Safe Harbor Provision of Bankruptcy Rule 9011; and the State Court has concurrent jurisdiction to decide the issues. Mr. Rosner is represented by: Jacob Ginsburg, Esq. GINSBURG LAW OFFICE One Concord Drive Monsey, NY 10952 Tel: (845) 371-1914 Classon Estates LLC and Classon Estates One LLC are represented by: Andrew C. Gold, Esq. Hanh V. Huynh, Esq. HERRICK, FEINSTEIN LLP 2 Park Avenue New York, NY 10016 Tel: (212) 592-1400 Fax: (212) 592-1500 E-mail: agold@herrick.com hhuynh@herrick.com About Park Side Estates Monsey, New York-based Park Side Estates, LLC, sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 13-22198) in White Plains on Feb. 7, 2013, estimating assets and liabilities in excess of $10 million. The Debtor owns the real property located at 143-159 Classon Avenue, Brooklyn, New York, improved by two buildings with 37 residential units, commercial units and parking. It said that its principal asset is located at 143-159 Classon Avenue, in Brooklyn. The Debtor sought bankruptcy to trigger the automatic stay to stop the auction. The petition was signed by Moshe Junger as managing member. Arnold Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck, P.C., serves as the Debtor's counsel. The Debtor estimated assets and debts of at least $10 million as of the Petition Date. Judge Robert D. Drain presides over the case. The Court confirmed on Oct. 15, 2013, the Debtor's First Amended Plan of Liquidation, as modified. The Park Side Plan provides for the sale of its real property located at 143-159 Classon Avenue, in Brooklyn, New York, to Classon, and thereafter the liquidation of the company. The purchaser will assume the existing Classon mortgage in the agreed upon reduced amount of $17.25 million, which includes the $2,414,500 obligation in a loan participation agreement. PFS HOLDING: S&P Lowers CCR to 'B-' on Weak Operating Performance ----------------------------------------------------------------- Standard & Poor's Ratings Services lowered all of its ratings on PFS Holding Corp., including its corporate credit rating to 'B-' from 'B'. The outlook is stable. At the same time, S&P lowered its rating on the existing senior secured first-lien debt to 'B-' from 'B', and revised the recovery rating to '4' from '3', indicating that lenders could expect average (30% to 50%) recovery in the event of a payment default. In addition, S&P lowered its senior secured second-lien debt ratings to 'CCC' from 'CCC+'. The recovery rating on this debt remains '6', indicating that lenders could expect negligible (0% to 10%) recovery in the event of a payment default. "The downgrade reflects our forecast for meaningfully lower profitability and for credit ratios to deteriorate following the loss of rights to distribute the Royal Canin line of products and operational missteps integrating a recent acquisition," said Standard & Poor's credit analyst Rod Olivero. "We now view PFS' operating efficiency as weak, and we project leverage, funds from operations to total debt, and EBITDA interest coverage for 2014 of around 10x, 5%, and 1.5x, respectively. Also, we now project free cash flow generation to be about break-even this year, compared to about $20 million previously." Standard & Poor's rating also reflects the company's narrow business focus in pet food and supplies distribution services, geographic concentration in North America, and channel concentration among independent pet retailers. These factors support S&P's assessment PFS' business risk profile as "weak." S&P's business risk assessment also factors in the relatively stable end-user demand characteristics that S&P believes exist in the pet supply business; the company' size, which could drive economies of scale compared to smaller competitors; low working capital; and modest capital expenditure requirements. The stable outlook reflects S&P's forecast that the company will maintain adequate liquidity, generate break-even free cash flow, and stabilize profits at projected 2014 levels. Nevertheless, S&P expects credit metrics to remain poor, including leverage near 10x and EBITDA interest coverage in the mid-1x area. PLANT INSULATION: Insurers to Appeal Plan Order to 9th Cir. ----------------------------------------------------------- District Judge Richard Seeborg gave his stamp of approval on a joint stipulation among the insurers, the Official Committee of Unsecured Creditors, debtor Plant Insulation Company, and the court-appointed representative of future asbestos claimants over the recent ruling affirming the revised Plan of Reorganization for the Debtor. A copy of the Stipulation is available at http://is.gd/BQZiNvfrom Leagle.com. The Insurers have advised the Plan Proponents that they would seek a stay of the implementation of the Court's August 18, 2014 Order affirming confirmation, and the Order denying appeal from the confirmation of the Revised Plan, pending an appeal by the Insurers of the Confirmation Order. A copy of Judge Seeborg's August 18 Order is available at http://is.gd/WKlgXqfrom Leagle.com. The Plan Proponents have responded that they would oppose such a stay. As an alternative to proceeding with a motion for a stay, and in lieu of such motion, the parties have reached the stipulation. The Plan Proponents are willing to stipulate that they will not file a motion to dismiss the Appeal based on mootness of any kind, as long as the Insurers agree to join in requesting that the Ninth Circuit expedite the hearing of the Appeal and in seeking a briefing schedule in the Ninth Circuit that is concluded as quickly as the schedule set for the Insurers' prior appeal to the Ninth Circuit. The Plan Proponents agree that they will not seek to dismiss the Appeal or raise equitable mootness as a ground for disposition of the Appeal. Mootness, including the doctrine of equitable mootness, is waived as an issue in the Appeal. The Insurers agree that they will not seek to stay implementation of the Plan or delay the occurrence of the Modified Effective Date. The Insurers and the Plan Proponents shall request that the Ninth Circuit Court of Appeals expedite the Appeal and the briefing schedule. The Plan Proponents shall not contend that the failure to seek or obtain a stay of the Confirmation Order is a basis for any finding adverse to the Insurers. The case is ONEBEACON INSURANCE COMPANY, et al., Appellants, v. PLANT INSULATION CO., et al., Appellees, No. C 14-01200 RS (N.D. Cal.). OneBeacon Insurance Company is represented by Meeghan Leahy Buckley, Dentons US LLP, Philip Aloysius O'Connell, Jr., Dentons US LLP, Christopher Day Soper, Dentons US LLP & Robert Millner, Dentons US LLP. United States Fire Insurance Company, Appellant, represented by Clinton Earl Cameron, Troutman Sanders LLP, Chad A. Westfall, Musick Peeler & Garrett LLP, Lawrence Allen Tabb, Musick Peeler & Garrett LLP & Seth Martin Erickson. Safety National Casualty Corporation, Appellant, represented by Paul Joseph Killion, Duane Morris LLP & Philip Richard Matthews, Duane Morris LLP. American Home Assurance Company, Defendant, represented by Jeff R. Carlisle, Lynberg & Watkins, Michael S Davis, Zeichner Ellman Krause LLP & Randall James Peters, Lynberg & Watkins. Granite State Insurance Company, Defendant, represented by Jeff R. Carlisle, Lynberg & Watkins, Michael S Davis, Zeichner Ellman Krause LLP & Randall James Peters, Lynberg & Watkins. The Insurance Company of the State of Pennsylvania, Defendant, represented by Jeff R. Carlisle, Lynberg & Watkins, Michael S Davis, Zeichner Ellman Krause LLP & Randall James Peters, Lynberg & Watkins. United States Fidelity and Guaranty Company, Defendant, represented by Andrew T. Frankel, Kathrine A. McLendon & Terry Sanders, Simpson Thacher and Bartlett. Transport Insurance Company, Defendant, represented by Ray L. Wong, Duane Morris LLP. Plant Insulation Company, Appellee, represented by Peter J. Benvenutti, Keller & Benvenutti LLP, Lori Sinanyan, Jones Day & Ryan T. Routh, Jones Day. Official Committee of Unsecured Creditors of Plant Insulation Company, Appellee, represented by Michael H. Ahrens, Sheppard Mullin Richter & Hampton LLP & Michael Magayne Lauter, Sheppard, Mullin, Richter & Hampton. Charles B Renfrew, Appellee, represented by Gary Scott Fergus, Fergus, A Law Office. Bayside Insulation & Construction, Inc., Interested Party, represented by George H. Kalikman, Schnader Harrison Segal & Lewis LLP. San Francisco, California-based Plant Insulation Company manufactured insulation products and services. It is formerly involved in the sale, installation, repair, and distribution of products containing asbestos. The Company filed for Chapter 11 protection (Bankr. N.D. Calif. Case No. 09-31347) on May 20, 2009. Michaeline H. Correa, Esq., Peter J. Benvenutti, Esq., and Tobias S. Keller, Esq., at Jones Day, represent the Debtor in its restructuring effort. The Debtor estimated assets and debts ranging from $500 million to $1 billion. POSITIVEID CORP: Inks OID Note Purchase Pact With Toledo Advisors ----------------------------------------------------------------- PositiveID Corporation closed a securities purchase agreement with Toledo Advisors LLC providing for the purchase of two Convertible Promissory Notes in the aggregate principal amount of $132,600, with the first note being in the amount of $66,000 and the second note being in the amount of $66,000. The Notes contain a $5,000 original issue discount such that the purchase price of each Note is $61,000. The first Note was funded on execution of the Note. The second Note will initially be paid for by the issuance of an offsetting $61,000 secured note issued by Toledo to the Company. The funding of the second Note is subject to certain conditions as described in the second Note. The Notes bear interest at the rate of 8% per annum; are due and payable on Aug. 13, 2015; and may be converted by Toledo at any time after 180 days of the date of issuance into shares of Company common stock at a conversion price equal to the lower of: (1) 60% of the three lowest closing bid prices (as determined in the Notes) calculated at the time of conversion, or (2) $0.06 per share. The Company may opt out of a closing on the second Note by giving Toledo written notice of its intent to opt out at least 30 days prior to the six month anniversary of the second Note. Upon the Company opting out of the second Note, both parties will have no further obligations under this Note including the disbursement of the additional funds to the Company and the repayment by the Company of the second Note to Toledo. Meanwhile, on Aug. 21, 2014, the Company received a funding of $110,000 pursuant to a Financing Agreement and a $275,000 Convertible Debenture dated June 30, 2014 with Macallan Partners, LLC. The Company received $90,000 of proceeds, net of fees. The Company had previously received $90,000, net of $10,000 in fees, pursuant to a separate $110,000 (including $10,000 original issue discount) funding, as disclosed in the Company's Form 10-Q as of June 30, 2014. The Debenture bears interest at the rate of 10% per annum; is due and payable on May 25, 2015; and may be converted by MPL at any time after 180 days of the date of issuance into shares of Company common stock at a conversion price equal to 60% of the lowest volume weighted average price in the 15 days prior to conversion. The Debenture also contains certain representations, warranties, covenants and events of default, and increases in the amount of the principal and interest rates under the Debenture in the event of such defaults. About PositiveID Delray Beach, Fla.-based PositiveID Corporation has historically developed, marketed and sold RFID systems used for the identification of people in the healthcare market. Beginning in early 2011, the Company has focused its strategy on the growth of its HealthID business, including the continued development of its GlucoChip, its Easy Check breath glucose detection device, its iglucose wireless communication system, and potential strategic acquisition opportunities of businesses that are complementary to its HealthID business. PositiveID reported a net loss attributable to common stockholders of $13.33 million on $0 of revenue for the year ended Dec. 31, 2013, as compared with a net loss attributable to common stockholders of $25.30 million on $0 of revenue in 2012. As of June 30, 2014, the Company had $1.19 million in total assets, $6.98 million in total liabilities, all current, $1.21 million in mandatorily redeemable preferred stock and a $6.99 million total stockholders' deficit. EisnerAmper LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has a working capital deficiency and an accumulated deficit. Additionally, the Company has incurred operating losses since its inception and expects operating losses to continue during 2014. These conditions raise substantial doubt about its ability to continue as a going concern. PREMIER PAVING: OnPointe Wants Payment of $31,921 Plus Interest --------------------------------------------------------------- OnPointe Financial Valuation Group LLC asked the Bankruptcy Court to direct Premier Paving, Inc. to pay $31,921, plus interest from July 11, 2013, at $15.74 per diem; and attorney fees associated with the collection of the judgment. According to OnPointe, the Debtor has breached the settlement agreement, which was approved by the Court on June 13, 2014, by failing to make its July 10, 2014 payment. OnPointe filed on Dec. 6, 2013, a Motion to compel the Debtor to comply with Court order to obtain payment of the Court awarded fees. The Debtor resisted that motion. In this relation, the parties entered into a settlement agreement. OnPointe is represented by: David M. Rich, Esq. MINOR & BROWN P.C. 650 S. Cherry Street, Suite 1100 Denver, CO 80246-1801 Tel: (303) 376-6020 Fax: (303) 320-6330 E-mail: drich@minorbrown.com About Premier Paving Headquartered in Denver, Colorado Premier Paving Inc. -- http://www.premierpavinginc.com/-- operates a full-service highway construction company, which services include paving, grading and milling, geo-textiles, trucking, traffic control and quality control. Premier Paving also owns and operates an asphalt plant. Premier Paving filed for Chapter 11 bankruptcy (Bankr. D. Colo. Case No. 12-16445) on April 2, 2012. Judge Michael E. Romero presides over the case. In its petition, the Debtor estimated up to $50 million in assets and debts. The petition was signed by David Goold, treasurer. Lee M. Kutner, Esq., at Kutner Miller Brinen, P.C., serves as the Debtor's counsel. Pinnacle Real Estate Advisors LLC provides professional broker services related to the sale of certain of the Debtor's real estate assets. The Official Unsecured Creditors Committee is represented by J. Brian Fletcher, Esq., at Onsager, Staelin & Guyerson, LLC. The Court entered an order confirming the Debtor's Third Amended Plan of Reorganization dated July 9, 2013, on Aug. 23, 2013. PRINCE FREDERICK: Contractor's Equitable Subordination Suit Nixed ----------------------------------------------------------------- Bankruptcy Judge Thomas J. Catliota granted the request of Old Line Bank and Prince Frederick Investment, LLC, to dismiss the second amended complaint filed against them by Atlantic Builders Group, Inc., which seeks a determination that the Bank's claim and liens should be equitably subordinated pursuant to 11 U.S.C. Sec. 510(c). The Defendants argue that the Complaint should be dismissed because (1) it fails to state a cause of action for equitable subordination; (2) it fails to plead misrepresentation with particularly as required by Fed. R. Civ. P. 9(b); and (3) under the concurrent remedy doctrine, laches and waiver would apply to bar ABG's claims. The Court concludes that the Complaint fails to state a plausible claim for equitable subordination and therefore finds it unnecessary to address the defendants' remaining arguments. The Debtor was formed for the purpose of constructing and operating the West Lake Medical Center. ABG and the Debtor entered into a contract on August 8, 2008, to construct the Center for $2,082,000 subject to additions and deductions as provided by the Contract. ABG began construction of the Center in September 2008. On October 22, 2008, the Bank, through its predecessor in interest Maryland Bank and Trust Company, N.A., made an initial $2,976,000 construction loan to Westlake Investors, LLC for the construction of the Center, which was increased to $3,326,000 on January 14, 2010. The loan was secured by a first priority lien in the Center and was guaranteed by the Debtor. The Debtor scheduled the Bank's total claim as $3,194,640 secured by a lien on the Center, which was valued at $3,151,526. The case is, Atlantic Builders Group, Inc. Plaintiff v. Old Line Bank, et al. Defendants, Adversary No. 13-00461 (Bankr. D. Md.). A copy of the Court's August 22, 2014 Memorandum of Decision is available at http://tinyurl.com/mx7vnl2from Leagle.com. led Company Reporter , Jun 14, 2012 ( Source: TCR) Prince Frederick Investments, LLC, fka Westlake Investors, LLC, based in Huntingtown, Md., filed a voluntary chapter 11 petition (Bankr. D. Md. Case No. 12-20900) on June 8, 2012. Judge Thomas J. Catliota presides over the case. James Greenan, Esq., at McNamee Hosea, serves as the Debtor's counsel. It scheduled assets of $3,408,004 and liabilities of $4,003,287. The petition was signed by Richard Cirillo, managing member. A list of the Company's 15 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/mdb12-20900.pdf PRINCESS INT'L: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Princess International, Inc. 262 Ave. Pinero San Juan, PR 00918 Case No.: 14-06924 Chapter 11 Petition Date: August 22, 2014 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Judge: Hon. Enrique S. Lamoutte Inclan Debtor's Counsel: Ruben Gonzalez Marrero, Esq. PMB 403 Calle 39 UU-1 URB Sta Juanita Bayamon, PR 00956 Tel: 787 798-8600 Email: rgm@microjuris.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Eduardo Hernandez, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/prb14-06924.pdf RAFAEL RODRIGUEZ: Court Wants Bid to Substitute Counsel Clarified ----------------------------------------------------------------- In the Chapter 11 case of Rafael Rodriguez, Jr., Bankruptcy Judge Paul Mannes seeks clarification on the "Motion to Substitute Counsel for Debtor" filed by Marc R. Kivitz. "As the Motion seeks substitution as to both Stanton Levinson and Roberto N. Allen, it is unclear as to whether both Mr. Levinson and Mr. Allen intend on withdrawing from the case. Accordingly, the court requests clarification," Judge Mannes said in his August 21, 2014 Memorandum to Counsel available at http://is.gd/9aHWVU from Leagle.com. The case is captioned IN RE: RAFAEL RODRIGUEZ, JR., Case No. 14-10477PM (Bankr. D. Md.). REALTY EQUITIES: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Realty Equities Goshen, LLC 1025 Wetchester Avenue White Plains, NY 10604 Case No.: 14-23199 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: August 22, 2014 Court: United States Bankruptcy Court Southern District of New York (White Plains) Judge: Hon. Robert D. Drain Debtor's Counsel: Donald W. Clarke, Esq. WASSERMAN, JURISTA & STOLZ PC 225 Millburn Ave, Ste 207 Millburn, NJ 07041 Tel: 973-467-2700 Fax: 973-467-8126 Email: dclarke@wjslaw.com attys@wjslaw.com - and - Leonard C. Walczyk, Esq. WASSERMAN JURISTA & STOLZ, P.C. 225 Milburn Ave Millburn, NJ 07041 Tel: (973) 467-2700 Fax: (973) 467-8126 Email: lwalczyk@wjslaw.com Total Assets: $6.60 million Total Liabilities: $7.91 million The petition was signed by Paul Foley, managing member. A list of the Debtor's three largest unsecured creditors is available for free at http://bankrupt.com/misc/nysb14-23199.pdf RESTORA HEALTHCARE: Needs Until Oct. 22 to File Plan ---------------------------------------------------- Restora Healthcare Holdings, LLC, et al., ask the U.S. Bankruptcy Court for the District of Delaware to further extend until Oct. 22, 2014, the period by which the Debtors have exclusive right to file a plan, and until Dec. 21, 2014, the period by which they have exclusive right to solicit acceptances of that plan. The Debtors said in court papers that the additional time will allow them sufficient time to work through and resolve any remaining outstanding issues and determine the appropriate next steps in their Chapter 11 cases. This is the Debtors' second extension request. The Debtors previously sought and obtained an extension of their exclusive plan filing period until Aug. 23 and their exclusive solicitation period until Oct. 22. A hearing on the Debtors' extension request is scheduled for Oct. 16, 2014, at 9:30 a.m. (ET). Objections are due Sept. 16. About Restora Healthcare Restora Healthcare Holdings, LLC, and two of its affiliates filed separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 14-10367 to 14-10369) on Feb. 24, 2014. The petitions were signed by George W. Dunaway as chief financial officer. DLA Piper LLP (US) serves as the Debtors' counsel. The Debtors tapped George D. Pillari, a managing director of Alvarez & Marsal Healthcare Industry Group, LLC, as chief restructuring officer. The U.S. Trustee appointed five creditors to serve on the Official Committee of Unsecured Creditors. The Committee has retained Craig Freeman, Esq., and Martin G. Bunin, Esq., at Alston & Bird LLP as its counsel; Brett D. Fallon, Esq., at Morris James LLP as co-counsel to the Committee; and CohnReznick LLP as financial advisor to the Committee. Restora Healthcare Holdings disclosed $1,789,247 in assets, and $11,328,016 in liabilities. Restora Hospital of Mesa reported $6,996,725 in assets and $11,186,942 in liabilities. Restora Hospital of Sun City also reported $5,327,278 in assets $9,109,597 in liabilities. RICKIE LYNN WALKER: Loses Appeal From Foreclosure Judgment ---------------------------------------------------------- After debtor Rickie Lynn Walker defaulted on his $1,076,250 home loan from Bayrock Mortgage Corporation, he sought to halt foreclosure proceedings initiated by the substitute trustee, Citibank N.A., contending the notice of default was void since defendants lack standing to foreclose. According to Walker, defendants are not the true beneficiaries under the deed of trust. Walker filed suit against defendants, alleging fraud, quiet title, and violation of Business and Professions Code section 17200, and seeking declaratory relief. The trial court sustained defendants' demurrer without leave to amend. Walker appeals, renewing the arguments he presented to the trial court. The Court of Appeals of California, Third District, Placer, affirmed the trial court's judgment in an August 22 decision available at http://tinyurl.com/n6nymdzfrom Leagle.com. Walker also obtained a second loan from Bayrock in the amount of $287,000, secured by a second deed of trust on the property. Only the initial loan is at issue in the lawsit. In January 2010 Walker filed a voluntary petition for chapter 11 bankruptcy. Citibank as trustee filed a proof of claim in the bankruptcy action and Walker filed an objection. The case is, RICKIE LYNN WALKER, Plaintiff and Appellant, v. CITIBANK, N.A., as Trustee, etc., et al., Defendants and Respondents, No. C072247 (Cal. App.). SALTON SEA: S&P Lowers Rating on $285MM Bonds to 'BB-' ------------------------------------------------------ Standard & Poor's Ratings Services lowered its rating to 'BB-' from 'BB' on Salton Sea Funding Corp.'s (SSFC) $285 million senior bonds due 2018 ($77.8 million outstanding as of June 30, 2014). The recovery rating remains unchanged at '1'. The outlook is negative. At the same time, S&P affirmed the 'B-' rating on holding company CE Generation LLC's (CE Gen) $400 million secured bonds due 2018 ($135.8 million outstanding as of June 30, 2014). The recovery rating remains unchanged at '2'. The outlook is negative. "The rating action on SSFC's senior bonds reflects our view of SSFC's weaker performance and our uncertainty regarding future project cash flow as a result of reduced revenue, higher-than- anticipated operating expenses, and capital expenditures," said Standard & Poor's credit analyst Antonio Bettinelli. "Performance through June 30, 2014 missed our expectations and necessitated an increase in sponsor contributions," added Mr. Bettinelli. SSFC received total owner contributions of $24 million (versus S&P's expectation of $10 million) to assist in covering the second-quarter debt service payment and capital expenditures, as a result of reduced cash flow in the first half of the year. "We attribute diminished cash flow to operational issues and higher capital expenditures. Operationally, the project's energy production decreased by 8.8% as a result of transmission line outages and equipment repairs affecting its geothermal units. Higher capital expenditures intended to revive declining production totaled $26.5 million through June, and we expect total expenditures of $62.0 million at the project in 2014 (an increase of about $5.0 million from our prior forecast) before returning in 2015 to a run rate that we estimate to be $40.0 million per year. Berkshire Hathaway Energy Co., which bought out TransAlta's 50% ownership in May and became the sole owner, is investing heavily in the project this year to reverse declining capacity at the plant and restore the historical production level of 90% or above. Although the contributions provided from the owner preserves the project's 12-month debt service reserve, we do not base the rating on parental support. However, without such support the current level of capital investments would not be possible and cash flow would thus likely be higher in the near term, at the expense of long-term performance," S&P said. The negative outlook on the SSFC rating reflects S&P's increased uncertainty about SSFC's project cash flows resulting from a series of operational challenges and the timing and costs associated with production improvements at the project. S&P could lower the rating if DSC does not improve to more than 1.0x by mid- 2015 and continue to trend toward 1.5x. SB PARTNERS: SRE Clearing Owned 39% LP Stake at Aug. 18 ------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, SRE Clearing Services Corporation disclosed that as of Aug. 18, 2014, it beneficially owned 3,025 units of limited partnership interest representing 39% of the total units outstanding. A full-text copy of the regulatory filing is available at http://is.gd/FpU9N7 About SB Partners Milford, Conn.-based SB Partners is a New York limited partnership engaged in acquiring, operating and holding for investment a varying portfolio of real estate interests. As of June 30, 2010, the partnership owns an industrial flex property in Maple Grove, Minnesota and warehouse distribution centers in Lino Lakes, Minnesota and Naperville, Illinois. SB Partners incurred a net loss of $1.10 million in 2012 as compared with a net loss of $1.02 million in 2011. The Company's balance sheet at June 30, 2014, showed $17.25 million in total assets, $22.64 million in total liabilities and a $5.39 million total partners' deficit. SECURITY NATIONAL: Plan Confirmation Hearing on Sept. 30 -------------------------------------------------------- Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware on Aug. 22, 2014, issued an order approving the joint motion of Security National Properties Funding III, LLC, et al., and Bank of America, N.A., as agent for senior lenders, for entry of an order approving the disclosure statement explaining the joint plan of reorganization proposed by the Debtors and co- proposed by BofA. The Joint Plan implements a settlement agreement between the Debtors and BofA, on behalf of the Senior Lenders. The settlement agreement, which was approved by the Court on Aug. 22, provides for two alternative paths to consummate the Plan: (i) the Debtor Confirmation Option and; (ii) the Lender Confirmation Option. The Debtor Confirmation Option allows the Debtors to satisfy and discharge the Senior Lender Claims through: (1) refinancing transactions -- the refinancing of the 28 properties owned or managed by the Debtors; the refinancing of the five properties referred to as the Alliance Bank Center, Hobby Lobby, Orchards Mall, Greenville Mall, and Heartland Mall; and the sale of the lots commonly referred to as the "Soup Lots;" (2) the Deficiency Note to be issued by SNP Holding as a condition to closing either the primary refinancing transaction or the secondary refinancing transaction, in the amount of approximately $13 million accruing interest at 5% per annum; (3) the DCO Sponsor Guaranty, which means the guarantees contemplated in the Settlement Agreement signed by Robin P. Arkley, II; and (4) the Net Proceeds Covenants -- At or before, and as a condition to, each closing of the Primary Transaction and the Secondary Transaction, each SN Party will execute an agreement pursuant to which the applicable SN Party will covenant and agree that, until the Deficiency Note is paid in full, the SN Party will immediately deliver any Net Proceeds it receives relating to the Refinanced Parcels that are included in the Refinancing Transaction to the Agent for application to the obligations in accordance with the terms of the Deficiency Note. If the SN Parties satisfy all requirements for the Debtor Confirmation Option by Oct. 9, then the Debtor Confirmation Option will be implemented. If the SN Parties do not satisfy all requirements for the Debtor Confirmation Option, then the Lender Confirmation Option will be implemented. Under the Plan, all Holders of Allowed Claims, including all General Unsecured Claims, will be paid in full on the Effective Date or as soon as practicable thereafter, except for the Senior Lender Claims, Intercompany Claims, and Claims of Non-Debtor Affiliates. General Unsecured Claims are estimated to total $1,660,525 to $1,750,000, and will recover 100% of the total allowed amount. As a result of the occurrence of the effective date of the settlement agreement, BofA withdrew the Revised Plan of Reorganization it filed for the Debtors on Aug. 1, 2014. The Debtors also withdrew the Third Amended Joint Chapter 11 Plan of Reorganization they filed on Jan. 14, 2013. The hearing to consider confirmation of the Joint Plan will be on Sept. 30, 2014, at 10:00 AM. Objections are due Sept. 23. A full-text copy of the Disclosure Statement dated Aug. 22, 2014, is available at http://is.gd/M5qYvq About Security National Eureka, California-based Security National Properties Funding III LLC owns and operates 33 commercial office, retail, industrial and other properties. Security National and various affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 11-13277) on Oct. 13, 2011. Judge Kevin Gross presides over the case. Donna L. Culver, Esq., Robert J. Dehney, Esq., Justin K. Houser, Esq., Andrew R. Remming, Esq., and Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell, in Wilmington, Delaware, serve as the Debtors' counsel. GCG Inc. serves as the Debtors' claims and notice agent. The Debtors' scheduled assets total $24,758,433 while scheduled liabilities total $354,657,501. The U.S. Trustee for Region 3 has been unable to form an official committee of unsecured creditors. SECURITY NATIONAL: 17th Interim DIP Order Issued ------------------------------------------------ Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware issued a seventeenth interim order authorizing Security National Properties Funding III, LLC, et al., to obtain additional postpetition secured financing in the amount not to exceed $5 million from Security National Properties Holding Company, LLC. Judge Gross likewise issued a twenty-seventh interim order authorizing the Debtors use of cash collateral securing their prepetition indebtedness from Bank of America, N.A., as agent for a group of senior prepetition lenders. By the 27th interim order, the Debtors are authorized to use the cash collateral through the earlier of (i) Oct. 1, 2014, and (ii) the effective date of a plan of reorganization. The final hearings on the Debtors' request to obtain postpetition financing and request to use cash collateral are set for Sept. 30, at 10:00 a.m. (ET). Objections to both requests are due Sept. 23. At the final hearing, the Debtors will seek approval of a final order granting their request to use the cash collateral through and including the earlier of (i) Nov. 30, 2014, and (ii) the effective date of the Debtors' plan of reorganization. About Security National Eureka, California-based Security National Properties Funding III LLC owns and operates 33 commercial office, retail, industrial and other properties. Security National and various affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 11-13277) on Oct. 13, 2011. Judge Kevin Gross presides over the case. Donna L. Culver, Esq., Robert J. Dehney, Esq., Justin K. Houser, Esq., Andrew R. Remming, Esq., and Gregory W. Werkheiser, Esq., at Morris, Nichols, Arsht & Tunnell, in Wilmington, Delaware, serve as the Debtors' counsel. GCG Inc. serves as the Debtors' claims and notice agent. The Debtors' scheduled assets total $24,758,433 while scheduled liabilities total $354,657,501. The U.S. Trustee for Region 3 has been unable to form an official committee of unsecured creditors. SHIVANI HOSPITALITY: Case Summary & 15 Top Unsecured Creditors -------------------------------------------------------------- Debtor: Shivani Hospitality LLC dba Days Inn 753 North Marietta Parkway Marietta, GA 30060 Case No.: 14-66390 Chapter 11 Petition Date: August 22, 2014 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Judge: Hon. Margaret Murphy Debtor's Counsel: Garrett A. Nail, Esq. THOMPSON HINE, LLP Suite 1600, 3560 Lenox Road Atlanta, GA 30326 Tel: (404) 407-3610 Fax: (404) 541-2905 Email: garrett.nail@thompsonhine.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Suresh Sharma, manager. A list of the Debtor's 15 largest unsecured creditors is available for free at http://bankrupt.com/misc/ganb14-66390.pdf SKILLSOFT LIMITED: SumTotal Deal No Impact on Moody's 'B3' CFR -------------------------------------------------------------- Moody's Investors Service said the B3 Corporate Family Rating, debt instrument ratings and stable outlook of Evergreen Skills Lux S.a r.l. ("Evergreen" -- the indirect parent company of Skillsoft Limited ("Skillsoft")) are not immediately impacted by the company's announcement on August 21, 2014 that its subsidiary Skillsoft Corporation has entered into a definitive agreement to acquire SumTotal Systems, Inc. (B2, Negative), a provider of personalized learning and human capital management software to organizations. The acquisition could potentially be credit negative depending on the terms and conditions of the transaction, including the purchase consideration and financing sources, which have not yet been disclosed. Skillsoft provides on-demand e-learning and performance support solutions for global enterprises, government, education and small to medium-sized businesses. The company is private and is owned by affiliates of Charterhouse Capital Partners LLP. SKYLINE MANOR: Ch.11 Trustee Seeks Approval of Bidding Protocol --------------------------------------------------------------- Ron Ross, as Chapter 11 trustee for Skyline Manor, Inc., asks the Bankruptcy Court to: (a) approve the bidding and auction procedures in connection with the potential sale of substantially all assets of the estate; (b) approve a break-up fee of at least 2.5% of a bid to be granted at the Chapter 11 trustee's discretion; (c) approve the form and manner of sale notices; and (d) schedule an auction if, subject to the bidding procedures, the Chapter 11 trustee receives more than one qualified bid, and set a date and time for a sale hearing. The Chapter 11 trustee, in consultation with the official committee of unsecured creditors and secured creditor Oxford Finance, LLC, intends to sell the assets pursuant to a competitive sale process under Section 363(b) of the Bankruptcy Code. The Chapter 11 trustee sought and obtained the Court's authority to retain BluePrint HealthCare Real Estate Advisors, LLC, to assist with the marketing and sale. Parties seeking access to the electronic data room established by BluePrint to review due diligence materials will be required to sign a form confidentiality agreement. The electronic data room will include a form of asset purchase agreement. To date, no party has reached an agreement with the Chapter 11 trustee to serve as the stalking horse bidder. To be considered for selection as the stalking horse bidder, potential bidders will be required to submit qualified bids to the Chapter 11 trustee no later than September 16, 2014. The Chapter 11 Trustee will select the Stalking Horse Bidder no later than September 26, 2014, and will file with the Court a notice of the selection. The Chapter 11 trustee believes that the best course of action is to seek a sale as expeditiously as possible due to the limited period of time during which he is authorized to use cash collateral, and the possibility that the estate's assets will decrease in value with the passage of time. Bidding Procedures A potential bidder that wants to make a bid must deliver written copies of its bid to: (1) the Chapter 11 Trustee c/o counsel Baird Holm LLP 1500 Woodmen Tower 18th and Farnam Streets Omaha, NE 68102 Attn. T. Randall Wright, Esq. (2) the committee c/o counsel Pepper Hamilton LLP 3000 Two Logan Square, 18th & Arch Streets Philadelphia, PA 19103 Attn. Francis J. Lawall, Esq. (3) Oxford c/o counsel Katten Muchin Rosenman LLP 525 W. Monroe Street Chicago, IL 60661 Attn. Kenneth J. Ottaviano, Esq All bids should be received by 12:00 noon on October 9, 2014. If at least one qualified bid other than the stalking horse bidder's qualified bid is received, the Chapter 11 trustee will conduct an auction on October 20, 2014, at the offices of Baird Holm LLP. Before the auction, the Chapter 11 trustee will evaluate all qualified bids and will determine which constitutes the best offer for the assets. The Chapter 11 trustee will announce the starting auction bid at the start of the auction. The minimum initial overbid and any subsequent overbids must be in increments of at least $50,000. The Chapter 11 trustee will notify the Court and other parties-in- interest of the successful bidder. The trustee will request the Court to schedule a sale hearing on, or as soon as practicable after, October 21, 2014. At the conclusion of the sale hearing, the Chapter 11 trustee will seek the Court's authority to sell the assets to the successful bidder and assume and assign any designated executory contracts and unexpired leases. The Chapter 11 trustee will provide sufficient notice of the auction and sale hearing to all relevant parties. A break-up fee is designed to compensate the unsuccessful bidder for the risk and costs incurred in advancing the competitive bidding process. The Chapter 11 trustee is represented by: T. Randall Wright, Esq. Brandon R. Tomjack, Esq. BAIRD HOLM LLP 1700 Farnam Street, Suite 1500 Omaha, NE 68102-2068 Tel: 402-344-0500 Fax: 402-344-0588 Email: btomjack@bairdholm.com rwright@bairdholm.com About Skyline Manor Skyline Manor, Inc., operates a retirement community in Omaha. The facility offers apartments, assisted-living units, skilled nursing beds and hospice care. Skyline Manor filed a Chapter 11 bankruptcy petition (Bankr. D. Neb. Case No. 14-80934) on May 8, 2014. The petition was signed by John W. Bartle as chief restructuring officer. Judge Thomas L. Saladino presides over the case. The Debtor estimated assets of at least $10 million and liabilities between $10 million to $50 million. PREMIER PAVING: OnPointe Wants Payment of $31,921 Plus Interest --------------------------------------------------------------- OnPointe Financial Valuation Group LLC asked the Bankruptcy Court to direct Premier Paving, Inc. to pay $31,921, plus interest from July 11, 2013, at $15.74 per diem; and attorney fees associated with the collection of the judgment. According to OnPointe, the Debtor has breached the settlement agreement, which was approved by the Court on June 13, 2014, by failing to make its July 10, 2014 payment. OnPointe filed on Dec. 6, 2013, a Motion to compel the Debtor to comply with Court order to obtain payment of the Court awarded fees. The Debtor resisted that motion. In this relation, the parties entered into a settlement agreement. OnPointe is represented by: David M. Rich, Esq. MINOR & BROWN P.C. 650 S. Cherry Street, Suite 1100 Denver, CO 80246-1801 Tel: (303) 376-6020 Fax: (303) 320-6330 E-mail: drich@minorbrown.com About Premier Paving Headquartered in Denver, Colorado Premier Paving Inc. -- http://www.premierpavinginc.com/-- operates a full-service highway construction company, which services include paving, grading and milling, geo-textiles, trucking, traffic control and quality control. Premier Paving also owns and operates an asphalt plant. Premier Paving filed for Chapter 11 bankruptcy (Bankr. D. Colo. Case No. 12-16445) on April 2, 2012. Judge Michael E. Romero presides over the case. In its petition, the Debtor estimated up to $50 million in assets and debts. The petition was signed by David Goold, treasurer. Lee M. Kutner, Esq., at Kutner Miller Brinen, P.C., serves as the Debtor's counsel. Pinnacle Real Estate Advisors LLC provides professional broker services related to the sale of certain of the Debtor's real estate assets. The Official Unsecured Creditors Committee is represented by J. Brian Fletcher, Esq., at Onsager, Staelin & Guyerson, LLC. The Court entered an order confirming the Debtor's Third Amended Plan of Reorganization dated July 9, 2013, on Aug. 23, 2013. STERLING BLUFF: Case Dismissed; Coastal Bank May Foreclose ---------------------------------------------------------- Bankruptcy Judge Edward J. Coleman, III, opted to dismiss, rather than convert to Chapter 7 liquidation, the Chapter 11 case of Sterling Bluff Investors, LLC. "I find that dismissal, rather than conversion, is in the best interest of creditors and the estate. The Debtor has not shown and the Court has not found any "unusual circumstances" within the meaning of [Sec] 1112(b)(2) that would justify this Court not dismissing the Debtor's case for cause. Therefore, I will order that this Chapter 11 case be dismissed," Judge Coleman said in an August 22 Opinion available at http://tinyurl.com/oaxpwztfrom Leagle.com. In 2008, a group of investors formed SBI to purchase the last unsold lots and the right to receive the proceeds from the sale of numerous club memberships in a luxury residential development called The Ford Plantation. These investors hoped that these assets could be sold over time at a profit. In its entire history, SBI never sold a single lot, employed a single person, or erected a single building. The Debtor's proposed plan of reorganization reveals its intent for the future: the Debtor's business model as a passive real estate investment will not change; old equity will be eliminated; and a subset of the Debtor's current ownership will cover cash shortfalls as the assets are liquidated over an eight-year period. In exchange for this capital infusion, this subset of investors would receive new equity interests and an injunction stopping the Debtor's secured lenders from collecting against them personally on their guaranties of the Debtor's loans. After balancing the equities, the Court concludes that the Debtor filed this bankruptcy case in bad faith; the purpose of Chapter 11 is not to hinder and delay creditors' ability to collect against the guarantors of a failed land speculation investment. According to Judge Coleman, the case will be dismissed for cause as a bad faith filing as well as for cause within the meaning of 11 U.S.C. Sec. 1112(b)(4)(A) because the Court finds there is a "substantial or continuing loss to or diminution of the estate and the absence of a reasonable likelihood of rehabilitation." The Coastal Bank, which extended a $6,250,000 to the Debtor in 2008, sought dismissal of the case. The Court also granted the Bank's motion for relief from the automatic stay with respect to the 66 lots and 50 Resident Memberships in which it holds a security interest. About Sterling Bluff Investors Sterling Bluff Investors, LLC, a Georgia limited liability company formed for the purpose of acquiring and owning lots in a subdivision known as the Ford Plantation, Bryan County, Georgia, and also certain club memberships in the Ford Plantation Club, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ga. Case No. 14-40200) in Savannah, Georgia, on Feb. 3, 2014. Stone & Baxter, LLP, in Macon, Georgia, represents the Debtor in this Chapter 11 case. The Debtor estimated assets and debt of $10 million to $50 million. The petition was signed by Michael Greene, manager. The U.S. Trustee has not appointed an official committee of unsecured creditors. The U.S. Trustee reserves the right to appoint such a committee should interest developed among the creditors. STONERIDGE INC: S&P Raises CCR to 'BB' on Leverage Expectation -------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Warren, Ohio-based auto supplier Stoneridge Inc. to 'BB' from 'BB-'. The outlook is stable. At the same time, S&P revised its recovery rating on the company's senior secured notes to '3', indicating its expectation for meaningful (50%-70%) recovery in the case of default, from '4' (30%-50% recovery expectation). S&P subsequently raised its issue-level rating on this debt to 'BB' from 'BB-'. The upgrade reflects S&P's view that Stoneridge Inc.'s debt leverage and cash flow will begin to show substantial improvement in 2015 because of its reduced debt and cost structure. Stoneridge recently sold its wiring business to Motherson Sumi Systems Ltd. for $71.4 million in cash. The company will use a portion of the proceeds to redeem 10% ($17.5 million) of its 9.5% senior secured notes. The company has indicated that it will look into refinancing the remaining senior secured notes and cut its interest expense substantially. S&P also believes the divestiture will bring greater strategic focus to the company. S&P considers Stoneridge's business risk profile to be "weak," reflecting the company's highly competitive and cyclical light and commercial vehicle end markets. S&P believes these factors together limit the company's ability to mitigate adverse business, financial, or economic conditions. The company operates in three product segments: electronics (28.7% of 2013 pro forma revenue), control devices (44.3%), and PST (27%). In both the control devices and electronics businesses, the company faces larger and better-capitalized competitors (Sensata, Delphi, and Bosch in control devices and Delphi, Continental, and Bosch in cockpit electronics). Still, S&P believes the company is positioned to compete with its low-cost production and focus on those higher-margin products that enhance vehicle performance such as shift-by-wire actuators and help reduce emissions such as soot sensors. The wiring business, on the other hand, is a low-margin business that requires scale to compete successfully. Therefore, the divestiture of the business makes strategic sense in that it allows management to focus on other businesses with greater room for product differentiation and growth. In addition, geographic and customer concentration becomes more balanced relative to global end markets. Sales to North America will represent 46.5% of pro forma 2013 revenue as opposed to 62.8% of actual revenue, South America 27% versus 18.8%, and Europe/other 26.5% versus 18.4%. Also, the top three customers will make up about 24% of pro forma revenue versus about 34% of actual 2013 revenue. In its Brazilian business, PST, as a result of economic weakness, Stoneridge is restructuring the business through headcount reductions and improved components sourcing. PST's underlying aftermarket businesses (vehicle security, tracking, and infotainment devices) have higher gross margins than its control devices or electronics segments, and S&P expects it to contribute again significantly to overall margins as economic conditions normalize. About 37.1% of Stoneridge's sales come from the light-vehicle market and 37.7% from the commercial vehicle market, based on second-quarter results. S&P expects commercial vehicle production to rise almost 11% in North America in 2014, after falling more than 3% in 2013, and decreasing almost 5% in Europe in 2014. S&P expects light-vehicle production to increase about 3% in North America and 2% in Europe. S&P is revising the company's financial risk profile to "intermediate" from "significant." The company's adjusted debt to EBITDA was 2.5x as of Dec. 31, 2013, and S&P sees leverage falling below 2x during 2014 because of higher overall margins arising from the divestiture of the wiring business and anticipated debt reduction. FOCF to debt was 11% as of Dec. 31, 2013, and S&P expects this ratio to be in the low-single digits in 2014 but rise above 25% in 2015. SUN BANCORP: Closes Sale of $20 Million Worth of Common Shares -------------------------------------------------------------- Sun Bancorp, Inc., completed the previously announced sale of an aggregate of 1,133,144 shares of common stock, par value $5.00 per share, at a purchase price of $17.65 per share, or $19,999,991 in the aggregate, according to the Company's regulatory filing with the U.S. Securities and Exchange Commission. The sales were made pursuant to securities purchase agreements with certain institutional investors, and the issuance and sale of the shares was exempt from registration under the Securities Act of 1933, as amended, pursuant to Section 4(2) of the Act. About Sun Bancorp Sun Bancorp, Inc. (NASDAQ: SNBC) is a bank holding company headquartered in Vineland, New Jersey, with its executive offices located in Mt. Laurel, New Jersey. Its primary subsidiary is Sun National Bank, a full service commercial bank serving customers through more than 60 locations in New Jersey. On April 15, 2010, Sun National Bank entered into a written agreement with the OCC which contained requirements to develop and implement a profitability and capital plan which provides for the maintenance of adequate capital to support the Bank's risk profile in the current economic environment. Sun Bancorp reported a net loss available to common shareholders of $9.94 million in 2013, a net loss available to common shareholders of $50.49 million in 2012, and a net loss available to common shareholders of $67.50 million in 2011. The Company's balance sheet at June 30, 2014, showed $2.89 billion in total assets, $2.66 billion in total liabilities and $227.65 million in total shareholders' equity. SUNRISE REAL ESTATE: Signs $1.7 Million Purchase Agreement ---------------------------------------------------------- Sunrise Real Estate Group, Inc., entered into a share purchase agreement with Ace Develop Properties Limited to issue 20 million shares to Ace for RMB 10,472,000 (US $1,700,000 equivalent). This agreement, subject to standard closing terms and conditions, is scheduled to close on or before Aug. 31, 2014. About Sunrise Real Estate Headquartered in Shanghai, the People's Republic of China, Sunrise Real Estate Group, Inc. was initially incorporated in Texas on Oct. 10, 1996, under the name of Parallax Entertainment, Inc. On Dec. 12, 2003, Parallax changed its name to Sunrise Real Estate Development Group, Inc. On April 25, 2006, Sunrise Estate Development Group, Inc., filed Articles of Amendment with the Texas Secretary of State, changing the name of Sunrise Real Estate Development Group, Inc. to Sunrise Real Estate Group, Inc., effective from May 23, 2006. The Company and its subsidiaries are engaged in the property brokerage services, real estate marketing services, property leasing services and property management services in China. Sunrise Real Estate incurred a net loss of US$3.47 million on US$8.52 million of net revenues for the year ended Dec. 31, 2012, as compared with a net loss of US$1.15 million on US$8.97 million of net revenues for the year ended Dec. 31, 2011. The Company's balance sheet at Sept. 30, 2013, showed $60.33 million in total assets, $55.82 million in total liabilities and $4.50 million in total shareholders' equity. Finesse CPA, P.C., in Chicago, Illinois, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has a working capital deficiency, accumulated deficit from recurring net losses for the current and prior years, and significant short-term debt obligations currently in default or maturing in less than one year. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SUNTECH POWER: Swizz Unit Now Solvent Member of Suntech Group ------------------------------------------------------------- Suntech Power Holdings Co., Ltd. said the Schaffhausen Cantonal Court's order of July 16, 2014, approving the Dividend Agreement to resolve the creditor claims of Suntech Power International Ltd. became effective as of August 8, 2014. A corresponding publication was made in the Swiss Official Gazette of Commerce on August 15, 2014. The moratorium phase and the mandate of the Swiss Administrator have come to an end. SPI is now a solvent member of the Suntech Group under the operational control of its Board of Directors. The Swiss Administrator has been appointed by the Schaffhausen Cantonal Court to continue to work with the Board in the coming months to supervise and ensure that the terms of the Dividend Agreement are properly executed, which will include the payment of dividends to SPI's creditors and administrative matters. Mr David Walker, Joint Provisional Liquidator of the Company, said "The Court Order has closed a difficult chapter for SPI and we are pleased that the hard work of the SPI Board, the Swiss Administrator, the Chief Restructuring Officer of SPI Mr Robert Moon, and the creditors of SPI, who have been supportive throughout this process, has been recognised. This was an important milestone to the restructuring: SPI is a significant entity in Europe and an integral cog for the continued restructuring of the Group as a whole." About Suntech Suntech Power Holdings Co., Ltd. (OTC: STPFQ) produces solar products for residential, commercial, industrial, and utility applications. Suntech has delivered more than 25,000,000 photovoltaic panels to over a thousand customers in more than 80 countries. Suntech Power Holdings Co., Ltd., received from the trustee of its 3 percent Convertible Notes a notice of default and acceleration relating to Suntech's non-payment of the principal amount of US$541 million that was due to holders of the Notes on March 15, 2013. That event of default has also triggered cross-defaults under Suntech's other outstanding debt, including its loans from International Finance Corporation and Chinese domestic lenders. Suntech Power had involuntary Chapter 7 bankruptcy proceedings initiated against it on Oct. 14, 2013, in U.S. Bankruptcy Court in White Plains, New York (Bankr. S.D.N.Y. Case No. 13-bk-13350), by holders of more than $1.5 million of defaulted securities under a 2008 $575 million indenture. The Chapter 7 Petitioners are Trondheim Capital Partners, L.P., Michael Meixler, Longball Holdings, LLC, and Jiangsu Liquidators, LLC. They are represented by Jay Teitelbaum, Esq., at Teitelbaum & Baskin LLP, in White Plains, New York. Suntech Power on Jan. 31, 2014, disclosed that it has signed a Restructuring Support Agreement relating to the petition for involuntary bankruptcy filed against it under chapter 7 of the U.S. Bankruptcy Code. Under the RSA, the parties agreed that chapter 7 proceedings will be dismissed following recognition of the provisional liquidation proceeding previously filed by the Company in the Cayman Islands under chapter 15 of the U.S. Bankruptcy Code. On Feb. 21, 2014, David Walker and Ian Stokoe, the joint provisional liquidators of Suntech Power Holdings Co., Ltd., appointed by the Grand Court of the Cayman Islands, commenced a Chapter 15 proceeding (Bankr. S.D.N.Y. Case No. 14-10383). The Chapter 15 Petitioners are represented by Jennifer Taylor, Esq., and Diana Perez, Esq., at O'Melveny & Myers LLP. According to the Chapter 15 petition, Suntech has more than $1 billion in both assets and debts. SUNWIN STEVIA: RBSM LLP Raises Going Concern Doubt -------------------------------------------------- Sunwin Stevia International, Inc., reported a net loss of $3.07 million on $9.17 million of revenues for the fiscal year ended April 30, 2014, compared with a net loss of $4.01 million on $7.3 million of revenues in 2013. RBSM LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has incurred significant losses. The Company's balance sheet at April 30, 2014, showed $28.84 million in total assets, $5.34 million in total liabilities and stockholders' equity of $23.5 million. A copy of the Form 10-K filed with the U.S. Securities and Exchange Commission is available at http://is.gd/ddlmzj Shandong, China-based Sunwin Stevia International, Inc., a Nevada corporation, sells stevioside, a natural sweetener, as well as herbs used in traditional Chinese medicines and veterinary products. Substantially all of the Company's operations are located in the People's Republic of China. SUPERIOR AIR: Bankr. Judge Won't Hear Dispute With Supplier ----------------------------------------------------------- Bankruptcy Judge Barbara Houser denied the request of Superior Air Parts, Inc., to enforce the terms of its confirmed Third Amended Plan of Reorganization. Judge Houser said the Bankruptcy Court now lacks subject matter jurisdiction over Superior's dispute with TAE, which supplies replacement parts. "Simply because a debtor was once in bankruptcy does not mean that the bankruptcy court is an appropriate forum in which to litigate post-confirmation disputes between a reorganized debtor and its post-confirmation suppliers," Judge Houser said. Superior requested TAE to return its property. Given the difficulties in determining what property Superior was demanding that TAE return, among other difficulties, the parties asked for, and received, numerous agreed continuances of the hearing on the Motion to see if they could consensually resolve this dispute. However, those efforts failed. According to Judge Houser, the Motion is denied without prejudice to: (i) Superior seeking whatever relief it believes appropriate against TAE in a court of competent jurisdiction, and (ii) TAE asserting whatever defenses and/or claims it believes appropriate against Superior. A copy of the Court's August 20, 2014 Memorandum Opinion and Order is available at http://is.gd/BRUth7from Leagle.com. About Superior Air Superior Air Parts, Inc. is a Texas corporation with its offices and operating facilities located in Coppell, Dallas County, Texas. It was founded in 1967 in order to supply the United States Air Force and commercial customers with replacement parts for piston powered aircraft engines. Superior is one of the largest suppliers of parts under Federal Aviation Administration's Parts Manufacturer Approval regulations for piston engines. It provides Superior-brand parts for engines created by two primary original equipment manufacturers, the Continental division of Teledyne, Inc. and the Lycoming division of Textron Inc. Its customers are companies that perform maintenance and overhaul work in the general aviation industry. Superior is also an OEM for the 180- horsepower Vantage Engine and owner-built XM-360 engines for various aircraft companies. In 2006, 100% of the ownership interests of Superior was acquired by Thielert, AG, a German corporation based out of Hamburg, Germany. Also in 2006, Thielert purchased the debt of Superior's senior secured lender and subordinated lenders secured by substantially all of the Debtor's assets. Superior Air Parts filed for Chapter 11 on Dec. 31, 2008 (Bankr. , N.D. Tex., Case No. 08-36705). Judge Barbara J. Houser handles the case. The Debtor's counsel is Stephen A. Roberts, Esq., at Strasburger & Price, LLP, in Austin Texas. In its bankruptcy petition, the Debtor estimated assets and debts of $10 million to $50 million each. The Debtor's Third Amended Plan of Reorganization, filed jointly by the Debtor and the Official Committee of Unsecured Creditors, was confirmed by Order entered on Aug. 27, 2009. Essentially, creditors were paid, the stock of the reorganized Superior was sold to the Brantly Group, and Superior's pre-bankruptcy equity interests were cancelled. The Plan went effective on Sept. 28, 2009. After a series of claims objections and professional fee applications were determined, Superior filed its application for a final decree, which was granted on Sept. 23, 2010, and Superior's bankruptcy case was closed. SUPERIOR AIR: Bankr. Judge Re-Closes Chapter 11 Case ---------------------------------------------------- Bankruptcy Judge Barbara Houser ordered that the Chapter 11 case of Superior Air Parts, Inc., be re-closed. On March 15, 2012, Superior moved to reopen the Case in response to a lawsuit filed against it in the 236th Judicial District Court of Texas by Lycoming Engines, a division of Avco Corporation, and Textron Innovations, Inc. The Plaintiffs sought to prevent Superior from manufacturing, distributing, or selling parts that incorporated the Plaintiffs' proprietary information. Superior filed its Notice of Removal on March 14, 2012, commencing an adversary proceeding in bankruptcy court. Superior argued that the bankruptcy court should grant the Motion to Reopen because determination of the Lawsuit turned, inter alia, on whether the Plaintiffs' claims were barred by the Plan and whether the Plaintiffs' claims violated the Confirmation Order. Superior also moved to dismiss the adversary proceeding, arguing that: (i) the Plaintiffs claims were barred by the Plan, the Confirmation Order, and the Bankruptcy Code; (ii) the Plaintiffs failed to adequately plead their breach of fiduciary duty claim; (iii) the Plaintiffs failed to adequately plead their misappropriation of trade secrets claim; and (iv) the Plaintiffs failed to adequately plead their fraudulent concealment claims. On December 14, 2012, the bankruptcy court entered its Final Judgment, dismissing all of the Plaintiffs' claims. On appeal, the District Court affirmed and dismissed the Plaintiffs' appeal. The Plaintiffs then appealed to the Fifth Circuit, but the Fifth Circuit dismissed the appeal on July 11, 2014 pursuant to the Plaintiffs' motion. The bankruptcy court kept the Case open during the pendency of the appeal. "Because this Court's decision in the [adversary proceeding] (which prompted the reopening of the Case in the first place) is now final (given the Plaintiffs' voluntary dismissal of the appeal pending in the Fifth Circuit), there is no reason for the Case to remain open on this Court's docket. The Clerk of the Court is directed to reclose the Case as soon as practicable," Judge Houser said. A copy of the Court's August 20, 2014 Memorandum Opinion and Order is available at http://is.gd/BRUth7from Leagle.com. About Superior Air Superior Air Parts, Inc. is a Texas corporation with its offices and operating facilities located in Coppell, Dallas County, Texas. It was founded in 1967 in order to supply the United States Air Force and commercial customers with replacement parts for piston powered aircraft engines. Superior is one of the largest suppliers of parts under Federal Aviation Administration's Parts Manufacturer Approval regulations for piston engines. It provides Superior-brand parts for engines created by two primary original equipment manufacturers, the Continental division of Teledyne, Inc. and the Lycoming division of Textron Inc. Its customers are companies that perform maintenance and overhaul work in the general aviation industry. Superior is also an OEM for the 180- horsepower Vantage Engine and owner-built XM-360 engines for various aircraft companies. In 2006, 100% of the ownership interests of Superior was acquired by Thielert, AG, a German corporation based out of Hamburg, Germany. Also in 2006, Thielert purchased the debt of Superior's senior secured lender and subordinated lenders secured by substantially all of the Debtor's assets. Superior Air Parts filed for Chapter 11 on Dec. 31, 2008 (Bankr. , N.D. Tex., Case No. 08-36705). Judge Barbara J. Houser handles the case. The Debtor's counsel is Stephen A. Roberts, Esq., at Strasburger & Price, LLP, in Austin Texas. In its bankruptcy petition, the Debtor estimated assets and debts of $10 million to $50 million each. The Debtor's Third Amended Plan of Reorganization, filed jointly by the Debtor and the Official Committee of Unsecured Creditors, was confirmed by Order entered on Aug. 27, 2009. Essentially, creditors were paid, the stock of the reorganized Superior was sold to the Brantly Group, and Superior's pre-bankruptcy equity interests were cancelled. The Plan went effective on Sept. 28, 2009. After a series of claims objections and professional fee applications were determined, Superior filed its application for a final decree, which was granted on Sept. 23, 2010, and Superior's bankruptcy case was closed. SUTOR TECHNOLOGY: Receives NASDAQ Listing Non-Compliance Notice --------------------------------------------------------------- Sutor Technology Group Limited on Aug. 12 disclosed that on August 8, 2014 it received a letter from the staff of the Listing Qualification of the NASDAQ Stock Market LLC, indicating that the Company is not in compliance with the $1.00 minimum closing bid price requirement under the NASDAQ Listing Rules. The Listing Rules require listed securities to maintain a minimum bid price of $1.00 per share. If a NASDAQ-listed company trades below the minimum bid price requirement for 30 consecutive business days, it will be notified of the deficiency. Based upon the Staff's review, the Company no longer meets this requirement. However, the Listing Rules provide the Company with a compliance period of 180 calendar days, or until February 4, 2015 in which to regain compliance with this requirement. To regain compliance with the minimum bid price requirement, the Company must have a closing bid price of $1.00 per share or more for a minimum of ten consecutive business days during this compliance period. In the event that the Company does not regain compliance within this period, it may be eligible for additional time to regain compliance by satisfying certain requirements. However, if it appears to the Staff that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible, the Staff will notify the Company that its securities will be delisted from the NASDAQ Capital Market. However, the Company may still appeal the Staff's determination to delist its securities to a Hearing Panel. During any appeal process, the Company's common stock would continue to trade on the NASDAQ Capital Market. The NASDAQ notification letter has no immediate effect on the listing or trading of the Company's common stock on the NASDAQ Capital Market. The Company is currently looking at all of the options available with respect to regaining such compliance. About Sutor Technology Group Limited Sutor -- http://www.sutorcn.com/-- is a China-based manufacturer and distributor of high-end fine finished steel products used by a variety of downstream applications. The Company utilizes a variety of in-house developed processes and technologies to convert steel manufactured by third parties into fine finished steel products, including hot-dip galvanized steel, pre-painted galvanized steel, acid-pickled steel, cold-rolled steel and welded steel pipe products. TRIPLE POINT: S&P Lowers CCR to 'B-' on Poor License Sales ---------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Westport, Conn.-based Triple Point Group Holdings Inc. to 'B-' from 'B'. The outlook is negative. At the same time, S&P lowered its issue-level rating on the company's first-lien senior secured credit facilities to 'B-' from 'B'; the '3' recovery rating is unchanged and indicates S&P's expectation for meaningful recovery (50% to 70%) in the event of payment default. S&P also lowered its issue-level rating on the company's second-lien term loan to 'CCC' from 'CCC+'; the '6' recovery rating is unchanged and indicates S&P's expectation for negligible recovery (0% to 10%) in the event of payment default. "The downgrade reflects the lack of meaningful license revenue during the first half of 2014, much lower than we had anticipated," said Standard & Poor's credit analyst Christian Frank. As a result, Standard & Poor's adjusted leverage was above 11x at June 30, 2014 (excluding pro forma adjustments for cost reductions); however, free operating cash flow (FOCF) was positive and liquidity was adequate as a result of significant cost reductions implemented in 2013. The negative outlook reflects S&P's view that it could lower the rating if the company does not improve sales execution such that leverage remains above 10x over the next 12 months or FOCF turns negative. The negative outlook reflects S&P's view that continued minimal license sales could lead to lower ratings over the next 12 months. S&P could lower the rating if Triple Point cannot deliver materially improved license sales such that leverage remains above 10x on a sustained basis or FOCF turns negative. S&P could revise the outlook to stable if the company delivers annual license sales approaching $20 million resulting in leverage declining to the 9x area and positive FOCF. UNI-PIXEL INC: Appoints Malcolm Thompson to Board of Directors -------------------------------------------------------------- UniPixel, Inc., has appointed Malcolm J. Thompson, Ph.D., as an independent member to its board of directors. His appointment brings the total number of directors to eight, with seven serving independently. Dr. Thompson is a recognized technology pioneer and with extensive experience with early-stage, high-tech companies. He brings more than 25 years of executive experience in electronic and optical materials, imaging, displays, solar cells, semiconductors, manufacturing equipment and flexible printed electronics technologies. "Dr. Thompson's extraordinary career and extensive tech industry experience, particularly as it relates to performance engineered films, makes him particularly well-qualified to join our board of directors," said Bernard Marren, UniPixel's chairman. "We expect him to provide valuable insights and guidance as UniPixel advances towards commercialization of its InTouch SensorsTM." Dr. Thompson is founder and CEO of the Nano-Bio Manufacturing Consortium, which receives funding from the U.S. Air Force to develop next generation, real-time human performance monitoring using flexible electronics. He is also president of MJT Associates, which provides high-tech business and technology consulting. Before MJT, he served as chairman and CEO of RPO, a multinational company that developed a revolutionary new touch technology for LCD displays, and was president and CEO of Novalux, a developer of vertically emitting semiconducting lasers. Dr. Thompson has also served as chairman of Photon Dynamics, a manufacturer of test, repair, and inspection equipment for the flat panel display industry, as well as on the board of Cambridge Display Technology, a developer of Polymer Organic Light Emitting Diode (P-OLED) display technology. Dr. Thompson was the founder and chairman of the board of USDC (now FlexTech Alliance), a consortium of 140 companies developing manufacturing infrastructure for flat panel displays, and currently a board member. Earlier in his career, Dr. Thompson rose through the ranks at Xerox Palo Alto Research Center (PARC), lastly serving as chief technologist and responsible for the advanced development and commercialization of revolutionary new imaging systems. His team produced the first desktop high resolution TFT LCD, with the technology used to develop one of the first digital X-ray systems. Dr. Thompson spun out this research and development activity as the founder, president and CEO of dpiX, the world's leading source for high-resolution amorphous silicon (a-Si) sensor arrays for digital imaging, now owned by Philips, Thomson, Varian and Siemens. Dr. Thompson has received numerous prestigious awards, and was appointed a Technology Pioneer at the World Economic Forum. He received his Bachelor of Science and Ph.D. in Applied Physics from Brighton University in the UK, and has taught at the University of Sheffield as a senior lecturer in the Department of Electronic and Electrical Engineering. About Uni-Pixel Inc. The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL) -- http://www.unipixel.com/-- is a production stage company delivering its Clearly Superior(TM) Performance Engineered Films to the Lighting & Display, Solar and Flexible Electronics market segments. Uni-Pixel reported a net loss of $15.18 million in 2013, a net loss of $9.01 million in 2012 and a net loss of $8.56 million in 2011. As of June 30, 2014, the Company had $44.40 million in total assets, $5.60 million in total liabilities and $38.80 million in total shareholder's equity. USEC INC: Funding Under ACTDO Agreement Increased by $6.7MM ----------------------------------------------------------- USEC Inc. on August 18, 2014, entered into Amendment No. 007 to the agreement dated May 1, 2014 with UT-Battelle, LLC, as operator of Oak Ridge National Laboratory, for continued research, development and demonstration of the American Centrifuge technology in furtherance of the U.S. Department of Energy's national security objectives -- American Centrifuge Technology Demonstration and Operations Agreement or ACTDO Agreement. Amendment No. 007 amends the ACTDO Agreement to provide for additional funds of approximately $6.7 million, bringing total funding to approximately $33.7 million. The other terms and conditions of the ACTDO Agreement were not changed by the Amendment. The ACTDO Agreement provides for continued cascade operations, the continuation of core American Centrifuge research and technology activities, and the furnishing of related reports to ORNL. The agreement is a firm fixed-price contract with a total price of approximately $75.3 million for the period from May 1, 2014 to March 31, 2015. The agreement provides for payments of approximately $6.7 million per month through September 30, 2014 and approximately $6.9 million thereafter. The ACTDO Agreement is incrementally funded. Funds currently allocated to the ACTDO Agreement are expected to cover the work to be performed through September 30, 2014. The agreement also provides ORNL with one additional option to extend the agreement by six months to September 30, 2015. The option is priced at approximately $41.7 million. ORNL may exercise its option by providing notice 60 days prior to the end of the term of the agreement. The total price of the contract including options is approximately $117 million. About USEC Inc. USEC Inc. filed a Chapter 11 bankruptcy petition (Bank. D. Del. Case No. 14-10475) on March 5, 2014. John R. Castellano signed the petition as chief restructuring officer. The Hon. Christopher S. Sontchi presides over the case. D. J. Baker, Esq., Rosalie Walker Gray, Esq., Adam S. Ravin, Esq., and Annemarie V. Reilly, Esq., at Latham & Watkins LLP, serve as the Debtor's general counsel. Amanda R. Steele, Esq., Mark D. Collins, Esq., and Michael J. Merchant, Esq., at Richards, Layton & Finger, P.A., serve as the Debtor's Delaware counsel. Vinson & Elkins is the Debtor's special counsel. Lazard Freres & Co. LLC acts as the Debtor's investment banker. AP Services, LLC, provides management services to the Debtor. Logan & Company Inc. serves as the Debtor's claims and noticing agent. Deloitte Tax LLP are the Debtor's tax professionals. The Debtor's independent auditor is PricewaterhouseCoopers LLP. KPMG LLP provides fresh start accounting services to the Debtors. * * * The Court approved the disclosure statement explaining USEC Inc.'s plan of reorganization on July 7, 2014. The Confirmation Hearing is scheduled for Sept. 5, 2014, at 1:00 p.m. (Eastern time). The Plan Objection Deadline was Aug. 22, and the deadline for filing a reply to objections to confirmation of the Plan, if any, is Sept. 2. UTSTARCOM INC: Himanshu Shah Reports 28.3% Equity Stake ------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Himanshu H. Shah and his affiliates disclosed that as of Aug. 21, 2014, they beneficially owned 10,605,169 shares of common stock of UTStarcom Holdings Corp representing 28.34 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/dZu2ur About UTStarcom, Inc. UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a global leader in IP-based, end-to-end networking solutions and international service and support. The Company sells its solutions to operators in both emerging and established telecommunications markets around the world. UTStarcom enables its customers to rapidly deploy revenue-generating access services using their existing infrastructure, while providing a migration path to cost-efficient, end-to-end IP networks. The Company's headquarters are currently in Alameda, California, with its research and design operations primarily in China. UTStarcom Holdings incurred a net loss of $22.73 million in 2013 and a net loss of $35.57 million in 2012. As of June 30, 2014, the Company had $326.56 million in total assets, $186.21 million in total liabilities and $140.35 million in total equity. "We have a history of operating losses and may not have sufficient liquidity to execute our business plan or to continue our operations without obtaining additional funding or selling additional securities. We may not be able to obtain additional funding under commercially reasonable terms or issue additional securities," the Company said in the Annual Report for the year ended Dec. 31, 2013. VERMILLION INC: Names VP of Sales and Managed Markets ----------------------------------------------------- Vermillion, Inc., has appointed Holly B. Bauzon as vice president of sales and managed markets. Ms. Bauzon has a proven track record in both increasing sales traction and expanding payer coverage for laboratory services companies. She has more than 20 years of healthcare experience, most recently with PerkinElmer, Inc., where she held the position of Director, Lab Services Sales and Managed Markets. "We are excited to bring Holly's skills and experience to bear on our stated goals of accelerating the adoption of OVA1 and expanding our payer base," said James LaFrance, Vermillion's Chairman, president and chief executive officer. "Holly did just that with PerkinElmer where she grew prenatal revenue and established 280 new contracts with payers - including key national payers." Prior to her seven year tenure at PerkinElmer, Ms. Bauzon held commercial management and payer relations positions at PolyMedica Corporation, National Diabetic Pharmacies, Inc. and Byram Healthcare, Inc. Ms. Bauzon has a Bachelor of Science degree in Health Science from East Stroudsburg University. The Company will pay Ms. Bauzon an annual base salary of $250,000. In addition, Ms. Bauzon will be eligible for a bonus of up to 40% of her base salary for achievement of reasonable Company and individual performance-related goals to be defined by the Company's chief executive officer or Board of Directors. About Vermillion Vermillion, Inc., is dedicated to the discovery, development and commercialization of novel high-value diagnostic tests that help physicians diagnose, treat and improve outcomes for patients. Vermillion, along with its prestigious scientific collaborators, has diagnostic programs in oncology, hematology, cardiology and women's health. The Company filed for Chapter 11 on March 30, 2009 (Bankr. D. Del. Case No. 09-11091). Vermillion's legal advisor in connection with its successful reorganization efforts was Paul, Hastings, Janofsky & Walker LLP. Vermillion emerged from bankruptcy in January 2010. The Plan called for the Company to pay all claims in full and equity holders to retain control of the Company. Vermillion incurred a net loss of $8.81 million in 2013, a net loss of $7.14 million in 2012 and a net loss of $17.79 million in 2011. As of March 31, 2014, the Company had $27.27 million in total assets, $4.34 million in total liabilities and $22.92 million in total stockholders' equity. WPCS INTERNATIONAL: Marcum LLP Raises Going Concern Doubt --------------------------------------------------------- WPCS International Incorporated reported a net loss of $11.05 million on $21.26 million of revenue for the fiscal year ended April 30, 2014, compared with a net loss of $6.81 million on $24.77 million of revenue in 2013. Marcum LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. The Company's balance sheet at April 30, 2014, showed $22.02 million in total assets, $16.05 million in total liabilities and stockholders' equity of $5.97 million. A copy of the Form 10-K filed with the U.S. Securities and Exchange Commission on July 30, 2014, is available at: http://is.gd/EgWLzG About WPCS International Incorporated WPCS -- http://www.wpcs.com-- operates in two business segments including: (1) providing communications infrastructure contracting services to the public services, healthcare, energy and corporate enterprise markets worldwide; and (2) developing a Bitcoin trading platform. As reported by the TCR on Feb. 7, 2014, WPCS appointed Marcum LLP as its new independent registered public accounting firm. CohnReznick LLP resigned on Dec. 20, 2013. The Company's former auditors, CohnReznick LLP, in Roseland, New Jersey, expressed substantial doubt about WPCS International's ability to continue as a going concern following the annual report for the year ended April 30, 2013. The independent auditors noted that the Company has incurred net losses and negative cash flows from operating activities, had a working capital deficiency as of and for the years ended April 30, 2013, and 2012, and has an accumulated deficit as of April 30, 2013. As of Jan. 31, 2014, the Company had $22.37 million in total assets, $15.18 million in total liabilities and $7.19 million in total equity. "At January 31, 2014, the Company has losses from operations, and has outstanding balances due to its former surety under a forbearance agreement of $1,533,757. These factors raise substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustments to the carrying amount and classification of recorded assets and liabilities should the Company be unable to continue operations. Management's plans are to continue to raise additional funds through the sales of debt or equity securities. There is no assurance that additional financing will be available when needed or that management will be able to obtain financing on terms acceptable to the Company and whether the Company will become profitable and generate positive operating cash flow. If the Company is unable to raise sufficient additional funds, it will have to develop and implement a plan to further extend payables and reduce overhead until sufficient additional capital is raised to support further operations. There can be no assurance that such a plan will be successful," the Company stated in its quarterly report for the period ended Jan. 31, 2014. * US Insurers Profits Decline on Weaker ReFi Volume, Fitch Says --------------------------------------------------------------- The U.S. title insurance industry reported declines in title operating revenues and profits for first-half 2014 as the industry continued to deal with lower mortgage refinancing volumes. Harsh winter weather and higher interest rates in the first quarter also contributed to lower mortgage and real estate market activity over the first six months of 2014, according to Fitch Ratings. The four largest U.S. title insurers reported a combined 12% decline in title operating revenues in first-half 2014 versus the same six-month period one year prior. While title orders opened during second-quarter 2014 declined 19% year over year, revenue per order expanded due to strength in purchase and commercial activity, as well as rising home values. The group's combined ratio rose 4.5pp to 98.1% during first-half 2014. First American Financial Corp. was the only company to post a lower combined ratio due to sharp reductions in adverse-loss reserve development. While title insurers' expense structures are now better positioned to withstand cyclical declines, underwriting weakness was tied to rising expense ratios. One positive trend in first-half 2014 was an improved loss ratio for all four major title insurers, due primarily to continued underwriting improvement and reduced strain on operating capacity. Loss development from prior underwriting periods has also diminished considerably but remains a focus point. The deterioration in underwriting performance drove the group's reported GAAP pretax title operating margin to 6.1% for first-half 2014, compared to 10.3% for the same period in 2013. Besides the deterioration in revenues and underwriting profits, recent results for the market in aggregate were negatively affected by one-time acquisition-related expenses incurred by industry leader Fidelity National Financial, Inc. Weaker market fundamentals will continue to restrict the potential for future revenue growth and profit margin expansion. Mortgage originations continue to fall due to reduced refinancing activity. While commercial activity remains robust, it is unlikely to fully offset other unfavorable trends. Disciplined expense management and continued favorable commercial market activity will be important contributors to industry profitability in second-half 2014. * Hedge Funds Sue to Get Argentine Bond Payment in London --------------------------------------------------------- Alexandra Stevenson, writing for The New York Times' DealBook, reported that a group of hedge funds, including George Soros's Quantum Partners and J. Kyle Bass's Hayman Capital, is seeking a 226 million euro interest payment on Argentine bonds from Bank of New York Mellon that was blocked by a United States judge last month. According to the report, in a lawsuit filed in London against Bank of New York, the trustee handling Argentina's bond payments, the hedge funds contend that the bank's London unit must release money that was deposited by Argentina for its euro- denominated bondholders. The money was part of a $539 million interest payment that Judge Thomas P. Griesa of the Federal District Court in Manhattan prevented the trustee from paying last month, the report related. * Large Companies With Insolvent Balance Sheet ---------------------------------------------- Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE OU1 GR 118.9 (8.4) 1.0 ABSOLUTE SOFTWRE ALSWF US 118.9 (8.4) 1.0 ABSOLUTE SOFTWRE ABT CN 118.9 (8.4) 1.0 ADVANCED EMISSIO OXQ1 GR 106.4 (46.1) (15.3) ADVANCED EMISSIO ADES US 106.4 (46.1) (15.3) ADVENT SOFTWARE AXQ GR 452.2 (86.0) (99.3) ADVENT SOFTWARE ADVS US 452.2 (86.0) (99.3) AEMETIS INC DW51 GR 99.4 (4.2) (14.6) AEMETIS INC AMTX US 99.4 (4.2) (14.6) AIR CANADA-CL A AIDIF US 10,522.0 (1,822.0) (226.0) AIR CANADA-CL A AC/A CN 10,522.0 (1,822.0) (226.0) AIR CANADA-CL A ADH TH 10,522.0 (1,822.0) (226.0) AIR CANADA-CL A ADH GR 10,522.0 (1,822.0) (226.0) AIR CANADA-CL B AIDEF US 10,522.0 (1,822.0) (226.0) AIR CANADA-CL B AC/B CN 10,522.0 (1,822.0) (226.0) ALLIANCE HEALTHC AIQ US 468.1 (131.0) 59.7 AMC NETWORKS-A 9AC GR 3,685.9 (396.1) 689.3 AMC NETWORKS-A AMCX US 3,685.9 (396.1) 689.3 AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0 AMYRIS INC 3A0 GR 236.8 (112.5) 33.5 AMYRIS INC AMRS US 236.8 (112.5) 33.5 ANGIE'S LIST INC ANGI US 128.4 (36.6) (54.9) ANGIE'S LIST INC 8AL TH 128.4 (36.6) (54.9) ANGIE'S LIST INC 8AL GR 128.4 (36.6) (54.9) ARRAY BIOPHARMA ARRY US 139.1 (25.7) 68.9 ASPEN AEROGELS I AP1 GR 88.2 (80.7) (5.2) ASPEN AEROGELS I ASPN US 88.2 (80.7) (5.2) AUTOZONE INC AZO US 7,371.8 (1,808.2) (1,016.1) AUTOZONE INC AZ5 GR 7,371.8 (1,808.2) (1,016.1) AUTOZONE INC AZ5 TH 7,371.8 (1,808.2) (1,016.1) AVALANCHE BIOTEC AAVL US 1.1 (0.7) (0.9) AVALANCHE BIOTEC AVU GR 1.1 (0.7) (0.9) BENEFITFOCUS INC BNFT US 141.0 (14.6) 52.3 BENEFITFOCUS INC BTF GR 141.0 (14.6) 52.3 BERRY PLASTICS G BERY US 5,419.0 (118.0) 654.0 BERRY PLASTICS G BP0 GR 5,419.0 (118.0) 654.0 BRP INC/CA-SUB V DOO CN 2,019.7 (17.0) 172.7 BRP INC/CA-SUB V BRPIF US 2,019.7 (17.0) 172.7 BRP INC/CA-SUB V B15A GR 2,019.7 (17.0) 172.7 BURLINGTON STORE BURL US 2,547.8 (136.3) 124.8 BURLINGTON STORE BUI GR 2,547.8 (136.3) 124.8 CABLEVISION SY-A CVC US 6,701.1 (5,133.2) 338.4 CABLEVISION SY-A CVY GR 6,701.1 (5,133.2) 338.4 CABLEVISION-W/I CVC-W US 6,701.1 (5,133.2) 338.4 CABLEVISION-W/I 8441293Q US 6,701.1 (5,133.2) 338.4 CADIZ INC CDZI US 57.9 (45.6) 4.7 CAESARS ENTERTAI CZR US 27,069.4 (2,578.4) 1,716.6 CAESARS ENTERTAI C08 GR 27,069.4 (2,578.4) 1,716.6 CALLIDUS CAPITAL 28K GR 444.5 (4.3) - CALLIDUS CAPITAL CBL CN 444.5 (4.3) - CAPMARK FINANCIA CPMK US 20,085.1 (933.1) - CASELLA WASTE CWST US 649.9 (8.5) (18.9) CATALENT INC CTLT US 3,041.6 (387.0) 268.2 CATALENT INC 0C8 GR 3,041.6 (387.0) 268.2 CATALENT INC 0C8 TH 3,041.6 (387.0) 268.2 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 1,202.6 (548.6) 162.3 CHOICE HOTELS CZH GR 628.4 (412.5) 184.3 CHOICE HOTELS CHH US 628.4 (412.5) 184.3 CIENA CORP CIE1 TH 1,795.5 (80.8) 641.3 CIENA CORP CIE1 GR 1,795.5 (80.8) 641.3 CIENA CORP CIEN US 1,795.5 (80.8) 641.3 CIENA CORP CIEN TE 1,795.5 (80.8) 641.3 CINCINNATI BELL CBB US 2,176.9 (556.0) 337.7 CROWN BAUS CAPIT CBCAE US 0.0 (0.0) (0.0) DENNY'S CORP DE8 GR 284.2 (0.0) (21.5) DENNY'S CORP DENN US 284.2 (0.0) (21.5) DEX MEDIA INC DXM US 2,084.0 (864.0) 139.0 DEX MEDIA INC 9DX GR 2,084.0 (864.0) 139.0 DIRECTV DTV US 22,126.0 (6,127.0) (624.0) DIRECTV DTV CI 22,126.0 (6,127.0) (624.0) DIRECTV DIG1 GR 22,126.0 (6,127.0) (624.0) DOMINO'S PIZZA DPZ US 495.7 (1,289.7) 105.0 DOMINO'S PIZZA EZV TH 495.7 (1,289.7) 105.0 DOMINO'S PIZZA EZV GR 495.7 (1,289.7) 105.0 DUN & BRADSTREET DNB US 1,773.4 (1,077.1) (60.3) DUN & BRADSTREET DB5 GR 1,773.4 (1,077.1) (60.3) EDGEN GROUP INC EDG US 883.8 (0.8) 409.2 ELEVEN BIOTHERAP EBIO US 5.1 (6.1) (2.9) 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 FONN GR 1,524.8 (360.6) 20.9 FAIRPOINT COMMUN FRP US 1,524.8 (360.6) 20.9 FERRELLGAS-LP FEG GR 1,589.9 (88.9) 89.0 FERRELLGAS-LP FGP US 1,589.9 (88.9) 89.0 FREESCALE SEMICO FSL US 3,265.0 (3,728.0) 1,334.0 FREESCALE SEMICO 1FS TH 3,265.0 (3,728.0) 1,334.0 FREESCALE SEMICO 1FS GR 3,265.0 (3,728.0) 1,334.0 GAMING AND LEISU 2GL GR 2,581.7 (72.9) (41.1) GAMING AND LEISU GLPI US 2,581.7 (72.9) (41.1) GENCORP INC GY US 1,675.6 (49.0) 86.7 GENCORP INC GCY GR 1,675.6 (49.0) 86.7 GENTIVA HEALTH GTIV US 1,250.6 (285.7) 112.2 GENTIVA HEALTH GHT GR 1,250.6 (285.7) 112.2 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 1,327.4 (204.5) (8.9) GLOBALSTAR INC P8S GR 1,327.4 (204.5) (8.9) GLORI ENERGY INC GLRI US 0.1 (0.0) - GOLD RESERVE INC GDRZF US 21.5 (5.6) 1.2 GOLD RESERVE INC GRZ CN 21.5 (5.6) 1.2 GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5 HCA HOLDINGS INC 2BH GR 29,822.0 (6,588.0) 2,877.0 HCA HOLDINGS INC 2BH TH 29,822.0 (6,588.0) 2,877.0 HCA HOLDINGS INC HCA US 29,822.0 (6,588.0) 2,877.0 HD SUPPLY HOLDIN HDS US 6,552.0 (750.0) 1,446.0 HD SUPPLY HOLDIN 5HD GR 6,552.0 (750.0) 1,446.0 HERBALIFE LTD HLF US 2,435.7 (404.1) 552.4 HERBALIFE LTD HOO GR 2,435.7 (404.1) 552.4 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 INCY US 679.1 (171.0) 464.6 INCYTE CORP ICY GR 679.1 (171.0) 464.6 INCYTE CORP ICY TH 679.1 (171.0) 464.6 INFOR US INC LWSN US 6,515.2 (555.7) (303.6) INTERTAIN GROUP IT CN 0.0 (0.3) (0.3) IPCS INC IPCS US 559.2 (33.0) 72.1 ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2 JUST ENERGY GROU JE CN 1,511.6 (169.0) 230.1 JUST ENERGY GROU 1JE GR 1,511.6 (169.0) 230.1 JUST ENERGY GROU JE US 1,511.6 (169.0) 230.1 KINAXIS INC 9KX GR 44.6 (70.4) (6.4) KINAXIS INC KXSCF US 44.6 (70.4) (6.4) KINAXIS INC KXS CN 44.6 (70.4) (6.4) L BRANDS INC LTD TH 6,663.0 (609.0) 1,070.0 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 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 828.2 (165.0) (26.0) LORILLARD INC LLV TH 2,893.0 (2,228.0) 900.0 LORILLARD INC LO US 2,893.0 (2,228.0) 900.0 LORILLARD INC LLV GR 2,893.0 (2,228.0) 900.0 LUMENPULSE INC LMPLF US 29.4 (38.4) 3.5 LUMENPULSE INC 0L6 GR 29.4 (38.4) 3.5 LUMENPULSE INC LMP CN 29.4 (38.4) 3.5 MANNKIND CORP NNF1 GR 236.3 (46.4) (74.3) MANNKIND CORP NNF1 TH 236.3 (46.4) (74.3) MANNKIND CORP MNKD US 236.3 (46.4) (74.3) MARRIOTT INTL-A MAQ TH 6,830.0 (1,720.0) (1,153.0) MARRIOTT INTL-A MAQ GR 6,830.0 (1,720.0) (1,153.0) MARRIOTT INTL-A MAR US 6,830.0 (1,720.0) (1,153.0) MDC PARTNERS-A MDCA US 1,685.0 (87.5) (228.9) MDC PARTNERS-A MDZ/A CN 1,685.0 (87.5) (228.9) MDC PARTNERS-A MD7A GR 1,685.0 (87.5) (228.9) MERITOR INC AID1 GR 2,810.0 (527.0) 373.0 MERITOR INC MTOR US 2,810.0 (527.0) 373.0 MERRIMACK PHARMA MACK US 129.8 (77.1) 13.0 MERRIMACK PHARMA MP6 GR 129.8 (77.1) 13.0 MICHAELS COS INC MIM GR 1,716.0 (2,734.0) 493.0 MICHAELS COS INC MIK US 1,716.0 (2,734.0) 493.0 MONEYGRAM INTERN MGI US 4,784.5 (142.0) 119.2 MORGANS HOTEL GR MHGC US 684.8 (211.2) 124.9 MORGANS HOTEL GR M1U GR 684.8 (211.2) 124.9 MOXIAN CHINA INC MOXC US 0.0 (0.0) (0.0) MPG OFFICE TRUST 1052394D US 1,280.0 (437.3) - NATIONAL CINEMED XWM GR 1,005.2 (188.3) 79.1 NATIONAL CINEMED NCMI US 1,005.2 (188.3) 79.1 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 478.1 (35.4) 213.9 NEKTAR THERAPEUT NKTR US 478.1 (35.4) 213.9 NORTHWEST BIO NBYA GR 12.5 (31.1) (31.2) NORTHWEST BIO NWBO US 12.5 (31.1) (31.2) NYMOX PHARMACEUT NYMX US 0.8 (5.8) (4.0) OMEGA COMMERCIAL OCFN US 0.3 (2.7) (3.0) OMEROS CORP 3O8 GR 41.0 (10.6) 26.8 OMEROS CORP OMER US 41.0 (10.6) 26.8 OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0) OPOWER INC 38O TH 63.1 (6.3) (11.9) OPOWER INC 38O GR 63.1 (6.3) (11.9) OPOWER INC OPWR US 63.1 (6.3) (11.9) PALM INC PALM US 1,007.2 (6.2) 141.7 PHIBRO ANIMAL HE PAHC LN 473.3 (78.7) 177.3 PHIBRO ANIMAL HE PAO GR 473.3 (78.7) 177.3 PHIBRO ANIMAL HE PAO EU 473.3 (78.7) 177.3 PHIBRO ANIMAL-A PB8 GR 473.3 (78.7) 177.3 PHIBRO ANIMAL-A PAHC US 473.3 (78.7) 177.3 PHILIP MORRIS IN PM1 TE 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 PMI SW 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN PM US 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 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 PM FP 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 1,096.8 (91.4) 217.3 PLY GEM HOLDINGS PG6 GR 1,096.8 (91.4) 217.3 PROTALEX INC PRTX US 2.8 (7.0) 2.3 PROTECTION ONE PONE US 562.9 (61.8) (7.6) QUALITY DISTRIBU QLTY US 445.6 (35.6) 115.6 QUALITY DISTRIBU QDZ GR 445.6 (35.6) 115.6 QUINTILES TRANSN Q US 2,978.6 (621.6) 511.6 QUINTILES TRANSN QTS GR 2,978.6 (621.6) 511.6 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 2,675.7 (750.5) 26.2 REGAL ENTERTAI-A RGC US 2,675.7 (750.5) 26.2 RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4) RENTPATH INC PRM US 208.0 (91.7) 3.6 REVLON INC-A RVL1 GR 1,938.7 (571.8) 275.3 REVLON INC-A REV US 1,938.7 (571.8) 275.3 RITE AID CORP RTA GR 6,946.5 (2,046.4) 1,643.0 RITE AID CORP RAD US 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 RMTI US 25.9 (3.9) 6.4 ROCKWELL MEDICAL RWM GR 25.9 (3.9) 6.4 RURAL/METRO CORP RURL US 303.7 (92.1) 72.4 RYERSON HOLDING RYI US 1,989.5 (114.5) 754.6 RYERSON HOLDING 7RY GR 1,989.5 (114.5) 754.6 SALLY BEAUTY HOL S7V GR 1,983.6 (362.8) 616.8 SALLY BEAUTY HOL SBH US 1,983.6 (362.8) 616.8 SEQUENOM INC SQNM US 131.6 (49.3) 51.4 SERVICEMASTER GL SVW GR 5,197.0 (369.0) 240.0 SERVICEMASTER GL SERV US 5,197.0 (369.0) 240.0 SILVER SPRING NE SSNI US 534.3 (111.7) 83.2 SILVER SPRING NE 9SI TH 534.3 (111.7) 83.2 SILVER SPRING NE 9SI GR 534.3 (111.7) 83.2 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 SPWH US 272.7 (52.1) 75.1 SPORTSMAN'S WARE 06S GR 272.7 (52.1) 75.1 SUNGAME CORP SGMZE US 2.2 (3.6) (3.9) SUPERVALU INC SJ1 GR 4,354.0 (682.0) 106.0 SUPERVALU INC SVU* MM 4,354.0 (682.0) 106.0 SUPERVALU INC SVU US 4,354.0 (682.0) 106.0 SUPERVALU INC SJ1 TH 4,354.0 (682.0) 106.0 THERAVANCE THRX US 605.6 (187.5) 303.2 THERAVANCE HVE GR 605.6 (187.5) 303.2 THRESHOLD PHARMA NZW1 GR 84.2 (28.3) 42.8 THRESHOLD PHARMA THLD US 84.2 (28.3) 42.8 TRANSDIGM GROUP T7D GR 6,711.0 (1,591.5) 1,073.0 TRANSDIGM GROUP TDG US 6,711.0 (1,591.5) 1,073.0 TRINET GROUP INC TN3 GR 1,340.4 (46.1) 93.8 TRINET GROUP INC TNETEUR EU 1,340.4 (46.1) 93.8 TRINET GROUP INC TNET US 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 UPM GR 2,958.1 (123.5) (352.9) ULTRA PETROLEUM UPL US 2,958.1 (123.5) (352.9) UNISYS CORP UISCHF EU 2,336.1 (628.5) 369.7 UNISYS CORP UIS1 SW 2,336.1 (628.5) 369.7 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 UIS US 2,336.1 (628.5) 369.7 VECTOR GROUP LTD VGR US 1,642.7 (31.1) 560.0 VECTOR GROUP LTD VGR GR 1,642.7 (31.1) 560.0 VENOCO INC VQ US 738.2 (130.8) (13.4) VERISIGN INC VRSN US 2,322.6 (632.9) (246.0) VERISIGN INC VRS GR 2,322.6 (632.9) (246.0) VERISIGN INC VRS TH 2,322.6 (632.9) (246.0) VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3) WEIGHT WATCHERS WTW US 1,526.4 (1,397.9) 13.8 WEIGHT WATCHERS WW6 TH 1,526.4 (1,397.9) 13.8 WEIGHT WATCHERS WW6 GR 1,526.4 (1,397.9) 13.8 WEST CORP WSTC US 3,876.0 (672.7) 264.3 WEST CORP WT2 GR 3,876.0 (672.7) 264.3 WESTMORELAND COA WLB US 1,583.7 (260.6) 50.8 WESTMORELAND COA WME GR 1,583.7 (260.6) 50.8 XERIUM TECHNOLOG TXRN GR 633.4 (8.9) 104.5 XERIUM TECHNOLOG XRM US 633.4 (8.9) 104.5 XOMA CORP XOMA TH 89.9 (7.6) 45.9 XOMA CORP XOMA GR 89.9 (7.6) 45.9 XOMA CORP XOMA US 89.9 (7.6) 45.9 YOUR INTERNET DE YIDI US 0.0 (0.0) (0.0) YRC WORLDWIDE IN YEL1 GR 2,179.5 (362.4) 201.2 YRC WORLDWIDE IN YEL1 TH 2,179.5 (362.4) 201.2 YRC WORLDWIDE IN YRCW US 2,179.5 (362.4) 201.2 ********* 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 ***