/raid1/www/Hosts/bankrupt/TCR_Public/140902.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, September 2, 2014, Vol. 18, No. 244
Headlines
2100 GREENWOOD: Case Summary & 20 Largest Unsecured Creditors
2601 HAMILTON: Voluntary Chapter 11 Case Summary
A M N N ASSOCIATES: Foreclosure Auction Set for Sept. 15
ADAYANA INC: Bankruptcy Court Approved Closing of Chapter 11 Case
ALION SCIENCE: ESOP Trustee Picks Stock Value of $2.45 Apiece
AMERICAN AIRLINES: S&P Revises Outlook & Affirms 'B' CCR
AMERICAN APPAREL: S&P Lowers CCR to 'CCC-'; Outlook Negative
ANTARAMIAN PROPERTIES: Case Summary & Largest Unsecured Creditors
ARCH COAL: S&P Revises Outlook to Neg. & Affirms 'B' CCR
B AND B GROUP DEV.: Case Summary & 4 Top Unsecured Creditors
BAPTIST HOME: Gets No Competing Bids for Deer Meadows
BATAA/KIERLAND: District Court Overturns Confirmation Order
BELLVIEW ENERGY: Case Summary & 9 Unsecured Creditors
BERLIN PACKAGING: Moody's Puts 'B2' CFR on Review for Downgrade
BITCOIN SHOP: Incurs $2.57-Mil. Net Loss for Q2 Ending June 30
BIOCORRX INC: Losses Bring $6MM Accumulated Deficit at June 30
BUCCANEER ENERGY: Final Hearing on Cash Collateral Use Today
BUCCANEER ENERGY: Has $48.29 Million in Total Assets at July 31
BUDD COMPANY: Has Exclusive Right to File Plan Thru Nov. 30
BUDD COMPANY: Fee Examiner Can Tap FSLC LLP as Bankruptcy Counsel
BUDD COMPANY: Deal's Outside Approval Date Extended to Sept. 30
CAESARS ENTERTAINMENT: In Talks to Restructure Debt
CLAIRE'S STORES: Second Quarter Net Sales Increased by 3%
CLEAREDGE POWER: Davis Polk Okayed as Corporate Counsel
COATES INTERNATIONAL: Registers 40 Million Shares for Resale
COMMUNITY HOME: Stephen Smith Approved as Trustee's Accountant
COMMUNITY HOME: Trustee Approved to Pay Out Bond from Estate
COOPER GAY: S&P Lowers CCR to 'B-'; Outlook Stable
CREATIVE RECYCLING: Case Summary & 20 Largest Unsecured Creditors
DS HEALTHCARE: Reports $635K Net Loss in Second Quarter
EAT AT JOE'S: Shareholders May Take Action by Written Consent
ECOTALITY INC: Creditors to Receive $1-Mil. from Car Charging
ELBIT IMAGING: Incurs NIS491.5 Million Net Loss in 2nd Quarter
ELIZABETH ARDEN: S&P Puts 'BB-' CCR on CreditWatch Negative
EXIDE TECHNOLOGIES: Given Until Dec. 10 to File Plan
FALCON STEEL: U.S. Trustee Says Rylander Clay Is Not Disinterested
FALCON STEEL: Hires Ryan LLC as Property Tax Consultants
FALCON STEEL: Files Schedules of Assets and Liabilities
FALCON STEEL: Can Access Cash Collateral Until Sept. 26
FALCON STEEL: Proposes Consulting Agreement with Ex-CEO
FCC HOLDINGS: Can Use Cash Collateral Until Sept. 22
FCC HOLDINGS: To Sell Assets to IEC Corp. Without Auction
FCC HOLDINGS: Seeks to Reject Leases for Nine Campuses
FCC HOLDINGS: Has Interim Authority to Pay Title IV Refunds
FERRARA CANDY: S&P Revises Outlook to Neg. & Affirms 'B' CCR
FRIENDSHIP DAIRIES: Reorganization Plan Declared Effective
GATEWAY INVESTMENTS: Case Summary & 13 Top Unsecured Creditors
GENUTEC BUSINESS: M. Candice Bryner Okayed to Handle Taus Action
GJ 50 OIL: Case Summary & 7 Unsecured Creditors
GLOBAL AVIATION: Seeks Conversion to Ch. 7 Liquidation
GOLDEN LAND: Files Schedules of Assets and Liabilities
GORDIAN MEDICAL: Cummins & White Approved as Special Tax Counsel
GORDIAN MEDICAL: Owner Del Signore Pays Off Unsecured Claims
GRAND CENTREVILLE: Yeon K. Han Objects to Modify Receiver Order
GREEN EARTH: Directors Scelfo and Thomas Step Down
GROEB FARMS: Bankruptcy Case Remains Open Until January 2015
GREYSTONE LOGISTICS: Posts $2.6-Mil. Net Income in Fiscal 2014
HARRIS LAND: Court Approves Michael Woessner as Real Estate Broker
HARTFORD FINANCIAL: Fitch Affirms Then Withdraws Company Ratings
HELIA TEC: Plan Outline Lacks Adequate Info, Rockwell & HSC Say
HERITAGE OIL & GAS: Case Summary & Largest Unsecured Creditors
HOLLY HILL: Files Schedules of Assets and Liabilities
IVANHOE RANCH: Taps Kenneth Hoyt as General Legal Counsel
IVANHOE RANCH: Creditor Fights Essel's Objection to Plan Outline
JAMES RIVER COAL: Revised Deal Filed; Sale to Blackhawk Okayed
JAMES RIVER COAL: Lease Decision Deadline Extended to Nov. 3
JAMES RIVER COAL: Leeco Unit Authorized to Buy Assets From EQT
JAMES RIVER COAL: May Employ Byron Advisors' Murphy as CRO
JET DISTRIBUTION: Voluntary Chapter 11 Case Summary
KIDSPEACE CORP: Brad Boe Appointed as Committee Representative
KIDSPEACE CORP: Modified Plan Declared Effective as of July 31
LARSEN ROAD: U.S. Bank Withdraws Bid for Automatic Stay Relief
LARSEN ROAD: Files Schedules of Assets and Liabilities
LDK SOLAR: Files Petition in Cayman Court; Hearing on Sept. 12
MEGA RV: GE Commercial Okayed to Hire Security on Premises
MICHAELS FINCO: Moody's Raises Corporate Family Rating to 'B1'
MINERAL PARK: Proposes Pachulski as Bankruptcy Counsel
MINERAL PARK: FTI Providing CRO, Other Personnel
MJ HOLDINGS: Reports $316K Net Loss for Q2 Ended June 30
MULLIGAN MINT: Disputed Metals Not Covered by Stay, Court Says
NATCHEZ REGIONAL: Plan at Odds With Financing Orders, UMD Says
NATROL INC: Wants Hobart Truesdell as Independent Director
NATROL INC: Wants to Hire GLC Advisors as Investment Banker
NAVISTAR INT'L: Expiry of Rights Agreement Extended to Nov. 3
NET ELEMENT: Amends Registration Statements With SEC
NMBFIL INC: Republic Powdered's Voluntary Chapter 11 Case Summary
ORECK CORP: Black Diamond to Pay for Deloitte Tax's Services
OUTLAW RIDGE: Court Approves Smolker Bartlett as Special Counsel
OUTLAW RIDGE: Court Okays Hiring of Homeward as Real Estate Broker
PALM BEACH FINANCE: Fulbright Pays $6.25M for Not Ch. 11
PGT INC: S&P Assigns 'B+' Corp. Credit Rating, Outlook Stable
PHILADELPHIA ENTERTAINMENT: DLA Piper OK'd After Deal with UST
PHILADELPHIA ENTERTAINMENT: Ch. 11 Plan of Liquidation Confirmed
PINNACLE OPERATING: S&P Affirms 'B' CCR & Revises Outlook to Neg.
PITT PENN: Plan of Liquidation Confirmed
POLY PLANT: UST Objection to Donahue & Young Hiring Resolved
QUANTUM FUEL: To Sell $75 Million Worth of Securities
QUICKSILVER RESOURCES: Director Thomas Darden Resigns
RIVERWALK JACKSONVILLE: Hires Marcum LLP as Accountant
SEARS METHODIST: Files Schedules of Assets and Liabilities
SGK VENTURES: Can Access NewKey's Cash Collateral Until Oct. 1
SGK VENTURES: Committee Has Until Sept. 3 to File Modified Plan
SOURCE INTERLINK: Oct. 3, 2014 Fixed as General Claims Bar Date
SOURCE INTERLINK: Duane Morris OK'd as Panel's Del. Co-Counsel
SOURCE INTERLINK: Files Schedules of Assets and Liabilities
SOURCE INTERLINK: Lowenstein Approved as Committee's Lead Counsel
SOURCE INTERLINK: PwC Okayed as Committee's Financial Advisor
SOUTHWEST MISSISSIPPI RMC: S&P Lowers Rating on 2003 Bonds to 'BB'
SPECIALTY HOSPITAL: Seeks to Hire Rosenau LLP as Special Counsel
SPECTRASCIENCE INC: Stockholders Okay New Directors & Accountant
SPENDSMART NETWORKS: Changes Fiscal Year End to December 31
SRKO FAMILY: Richardson DS Hearing Continued to Sept. 24
SRKO FAMILY: Court Okays IML Committee's Plan Outline
STANCORP FINANCIAL: Fitch Affirms BB+ Rating on $253MM Jr. Debt
STELERA WIRELESS: Plan of Liquidation Confirmed
STELLAR BIOTECHNOLOGIES: Changes Fiscal Year Ending to Sept. 30
SUNNYSIDE CROSSROAD: Facing Dec. 16 Foreclosure Sale
TALON REAL ESTATE: Reports $353K Net Loss in Second Quarter
TEXAS GULF: Has $810K Net Loss for Quarter Ended June 30
TORCHLIGHT ENERGY: Reports $2.93-Mil. Net Loss in 2nd Quarter
TRIGEANT HOLDINGS: Ch. 11 Case Transferred to Judge Kimball
TRIGEANT HOLDINGS: Employs Berger Singerman as Counsel
UNITEK GLOBAL: Adopts "Poison Pill" to Deter Takeovers
WAFERGEN BIO-SYSTEMS: Austin Marxe Reports 44.2% Equity Stake
WAFERGEN BIO-SYSTEMS: RA Capital Owns 9.9% of Common Shares
WESTMORELAND COAL: Has Exchange Offer for $425MM Senior Notes
WICKED GOOD: Foreclose Auction Set for Sept. 25
WINDSTREAM TECHNOLOGIES: Has $1.27-Mil. Net Loss for Q2 of 2014
XZERES CORP: Plastiche S.A. Holds 14% Equity Stake
* Records in Five Courts Wiped from Online Database
* Large Companies With Insolvent Balance Sheet
*********
2100 GREENWOOD: Case Summary & 20 Largest Unsecured Creditors
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Debtor: 2100 Greenwood Lofts, LLC
2100 Greenwood St., Unit 100
Evanston, IL 60201
Case No.: 14-31745
Chapter 11 Petition Date: August 29, 2014
Court: United States Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: Hon. Donald R Cassling
Debtor's Counsel: Scott R Clar, Esq.
CRANE HEYMAN SIMON WELCH & CLAR
135 S Lasalle Suite 3705
Chicago, IL 60603
Tel: 312 641-6777
Fax: 312 641-7114
Email: sclar@craneheyman.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Lonnie Porter, managing member.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ilnb14-31745.pdf
2601 HAMILTON: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
2601 Hamilton, LLC 14-27863
2201 South Clinton Ave.
South Plainfield, NJ 07080
2259 South Clinton, LLC 14-27864
2201 South Clinton Ave.
South Plainfield, NJ 07080
2201-2239 South Clinton, LLC 14-27865
2279 South Clinton, LLC 14-27866
68 Brook, LLC 14-27867
Chapter 11 Petition Date: August 29, 2014
Court: United States Bankruptcy Court
District of New Jersey (Trenton)
Judge: Hon. Christine M. Gravelle
Debtors' Counsel: Brian W. Hofmeister, Esq.
MCDONNELL CROWLEY HOFMEISTER, LLC
691 State Highway 33
Trenton, NJ 08619
Tel: (609) 890-1500
Email: bhofmeister@mchfirm.com
Estimated Estimated
Assets Liabilities
---------- -----------
2601 Hamilton, LLC $1MM-$10MM $1MM-$10MM
2259 South Clinton $1MM-$10MM $500K-$1MM
The petitions were signed by Richard DeAndrea, president of New
Era Development, Inc., managing member.
The Debtors did not file a list of their largest unsecured
creditors when they filed the petitions.
A M N N ASSOCIATES: Foreclosure Auction Set for Sept. 15
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Peak Foreclosure Services, Inc., the Trustee under a 2012 Deed of
Trust, executed by A M N N Associates, LLC, as Trustor, and
Pacific Premier Bank, as Beneficiary, will sell at public auction
to the highest bidder for cash the real property at 625 South
Santa Fe Street, Santa Ana, CA 92705.
The auction will be held Sept. 15, 2014, at 12:00 p.m., at the
north front entrance to the County Courthouse, 700 Civic Center
Drive West, in the City of Santa Ana, County of Orange,
California.
The sale will be made to pay the remaining principal sum of the
note(s) secured by the Deed of trust, in the total amount of
$464,713.94. Accrued interest and additional advances, if any,
may increase the figures prior to sale.
The Bank elects to conduct a unified foreclosure sale pursuant to
the provisions of California Commercial Code section, 9601(a) (1)
(B) et seq., and to include in the non-judicial foreclosure sale
of personal property.
Pacific Premier Bank is located at 1600 Sunflower Ave., 2nd Floor,
Costa Mesa, California, 92626.
The Trustee may be reached at:
PEAK FORECLOSURE SERVICES, INC.
5900 Canoga Avenue, Suite 220
Woodland Hills, CA 91367
Tel: (818) 591-9237
By: Georgina Rodriguez, Trustee Sales Officer
ADAYANA INC: Bankruptcy Court Approved Closing of Chapter 11 Case
-----------------------------------------------------------------
The Hon. Robyn L. Moberly of the U.S. Bankruptcy Court for the
Southern District of Indiana entered an order closing the Chapter
11 case of Persist Liquidating Corp., formerly known as Adayana,
Inc.
In December 2013, the Court allowed Persist Liquidating to sell
its assets, and a month later Persist Liquidating reported that it
had consummated the sale.
Michael P. O'Neil, Esq., at Taft Stettinius & Hollister LLP, in
Indianapolis, Indiana, said that given that all of its assets
have been sold, Persist Liquidating concedes that there is no hope
in proposing a confirmable plan of reorganization and
rehabilitating its business.
Persist Liquidating has entered into an agreement to amend and
terminate and office lease, which becomes effective once its
Chapter 11 case is dismissed, which provides for its former
subsidiary's continued use and occupancy of its primary offices
for a period of time.
Section 349(b) of the Bankruptcy Code provides that dismissal of a
case vacates certain judgments and orders entered by the Court and
revests all property of the estate with the Debtor, unless the
Court orders otherwise.
About Adayana, Inc.
Adayana, Inc., is a holding company, incorporated under the laws
of the state of Minnesota. Its primary assets are its equity
ownership interests in two separate operating companies, ABG, an
Adayana Company, and Vertex Solutions, Inc., one of which is
headquartered in Indianapolis, and the other in Virginia. Both
operating companies are in the "human capital" business, providing
an array of technology-based consulting and training services.
Adayana valued the subsidiaries' stock at $8 million to
$12 million as of March 31, 2013. It also owns personal
property with book value of $949,280.
Adayana, along with its two subsidiaries, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Case No.
13-10919) on Oct. 14, 2013.
The Debtors are represented by Michael P. O'Neil, Esq., at Taft
Stettinius & Hollister LLP, in Indianapolis, Indiana.
The United States Trustee for Region 10 has been unable to appoint
an official committee under 11 U.S.C. Sec. 1102 in the case.
ALION SCIENCE: ESOP Trustee Picks Stock Value of $2.45 Apiece
-------------------------------------------------------------
State Street Bank and Trust Company, as trustee of the Alion
Science and Technology Corporation Employee Ownership, Savings and
Investment Plan, has selected a final value of $2.45 per share for
Alion's common stock on Aug. 20, 2014, according to a regulatory
filing with the U.S. Securities and Exchange Commission. This
value is effective for the period ending March 31, 2014, and
considers, among other factors, the company's financial
performance through March 31, 2014, as well as the terms of the
refinancing as disclosed just prior to closing on Aug. 18, 2014.
The Trustee engaged an outside independent third party valuation
firm to assist the Trustee in establishing a value for the
Company's common stock as of the Valuation Date using the
following valuation methods:
* Discounted Cash Flow Method; and
* Transaction Method; and
* Option Pricing Method.
Valuations conducted by the valuation firm on behalf of the
Trustee prior to Sept. 30, 2011, used the Discounted Cash Flow
Method, the Transaction Method and the Guideline Company Method.
The valuation firm has not used the Guideline Company Method since
the March 31, 2011, valuation analysis. Though pricing multiples
have improved for the guideline companies (within Alion's
industry) between Sept. 30, 2013, and the Valuation Date, they
remain below historical norms and are still below pricing
multiples implied by recent merger and acquisition activity in the
U.S. federal government contracting sector. The gap between the
pricing multiples of the guideline companies and recent
transactions in the industry suggests that current pricing
multiples for non-controlling ownership interests may not be as
meaningful for purposes of valuing a controlling ownership
interest.
In addition to factors related to this valuation period, the
valuation firm considered the effects of Alion's refinancing,
based on the refinancing terms which were expected as of the time
the valuation was prepared.
Some of the notable factors that changed for this valuation period
from the Sept. 30, 2013, valuation include the following:
* Alion's enterprise value decreased due to a decrease in
Alion's trailing twelve months revenue and adjusted EBITDA
from Sept. 30, 2013, to March 31, 2014.
* The amount of Alion's debt considered for purposes of the
valuation included the impact of the refinancing, which
increased from Sept. 30, 2013, to March 31, 2014.
* Alion's enterprise value and interest-bearing debt, net of
cash and non-operating assets, are reasonably similar.
Considering the inherent uncertainties in assessment of the
enterprise value, the valuation firm applied the Option
Pricing Method, which is premised on the notion that an
equity ownership in Alion essentially represents a call
option on all or a portion of the value of equity. As a
result, the Option Pricing Model was used to value Alion's
equity.
* In the refinancing, warrants were issued to holders of the
newly-issued second lien notes and to those holders of
Alion's unsecured notes who exchanged their unsecured notes
for Alion's new notes and warrants in the refinancing
transactions. These warrants have a dilutive impact on the
per share value of the Company's common stock.
The valuation firm prepared a written report, which is solely for
the Trustee's use in connection with its administration and
operation of the ESOP, containing its procedures, analyses, and
opinion as to the appropriate value of the Company's common stock.
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.
The Company's balance sheet at June 30, 2014, showed $606.59
million in total assets, $825.21 million in total liabilities,
$61.03 million in redeemable common stock, $20.78 million in
common stock warrants, $130,000 in accumulated other comprehensive
loss and a $300.56 million accumulated deficit.
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. 26, 2014, 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 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.
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.
AMERICAN AIRLINES: S&P Revises Outlook & Affirms 'B' CCR
--------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlooks on
American Airlines Group Inc. (AAG) and its subsidiaries American
Airlines Inc. and US Airways Inc. to positive from stable. At the
same time, S&P affirmed its ratings on the companies, including
the 'B' corporate credit ratings.
AAG reported strong earnings during the first half of 2014, with
net income of $1.3 billion, and S&P expects that this trend will
continue for the remainder of the year and into 2015. The company
is benefiting from generally positive revenue conditions in the
U.S. airline industry, since the largest four airlines, which have
a combined market share of more than 80%, are adding capacity
cautiously and focusing on raising load factors (utilization) and
yield (pricing). AAG is also capturing merger cost and revenue
synergies, which should increase further once regulatory approvals
(a single operating certificate) allow the full operational
integration of the company's two airline operating subsidiaries.
That integration, which AAG expects to be complete in late 2015,
also carries risks, since it will involve combining information
technology systems and aircraft crews.
The outlook is positive. "We expect continued growth in AAG's
earnings and cash flow, which should result in improved credit
measures despite heavy capital spending and a share repurchase
program," said Standard & Poor's credit analyst Philip Baggaley.
S&P could raise rating if AAG's FFO to debt exceeds 16% and it
expects it to remain at that level, and if debt to EBITDA remains
consistently below 4.5x. In addition, in assessing the
sustainability of AAG's credit ratio improvements, S&P would
consider its progress on merger integration as well as the general
industry outlook.
S&P could revise the outlook to stable if the company's trend of
improvement falters, funds flow to debt slips to the low-teens
percent area, and debt to EBITDA rises above 4.5x. This could
result from worse-than-expected merger integration problems,
general industry challenges such as a fuel price spike, or a more
aggressive financial policy.
AMERICAN APPAREL: S&P Lowers CCR to 'CCC-'; Outlook Negative
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Los Angeles-based American Apparel Inc. to 'CCC-' from
'CCC'. The outlook is negative.
At the same time, S&P lowered the issue ratings on the company's
$200 million senior secured notes due 2020 to 'CC' from 'CCC-'.
The recovery rating remains '5', indicating S&P's expectation for
modest recovery (10% to 30%) in the event of a payment default.
"The downgrade reflects our assessment that a debt restructuring
appears inevitable within six months, absent unanticipated
significantly favorable changes in the company's circumstances,"
said Standard & Poor's credit analyst Ryan Ghose. "We believe the
company's financial covenant cushion remains thin and forecast a
breach in the fourth quarter unless the company exceeds our base
case forecast. In addition, our-base case forecast for EBITDA
indicates the company will not be able to cover its interest
payments for 2014 and 2015."
American Apparel is a relatively small and narrowly focused player
in the men's and women's basic apparel and accessories market,
with a single brand name (American Apparel) and annual sales of
about $633 million. The company's profitability is weak and
highly volatile, highlighted by persistent negative same-store
sales slightly offsetting positive performance in the company's
wholesale business. Also, the company faces continued uncertainty
at its senior management level following the board of directors'
suspension of its CEO, Dov Charney, in June 2014. Furthermore,
the company participates in the highly competitive and volatile
specialty apparel segment, which is subject to both fashion risk
and still-weak consumer spending. S&P has factored these risks
into its business risk assessment of "vulnerable."
S&P's financial risk assessment of "highly leveraged" reflects its
view that the company has a significant debt burden and highly
uncertain positive free cash flow in a highly competitive retail
environment. In March 2014 the company issued equity to fund
interest payments. If the company does not continue to improve
its operating performance it will likely need additional funding
sources, as currently its fixed charge coverage is below 1.0x.
The negative rating outlook reflects S&P's expectation that the
company will breach its leverage covenant in its credit facility
in the fourth quarter of 2014 and have difficulty amending its
credit facility to loosen its covenants. S&P could lower the
rating if a default appears to be a certainty. In this case, an
announcement that the company is undertaking an exchange offer or
distressed restructuring, or that it will miss an interest
payment, or will file a bankruptcy petition, will result in the
downgrade to 'CC'.
Alternatively, S&P could raise the rating if the company receives
an additional amendment on its covenants and if operating
performance improves sufficiently to cause S&P to revise its
liquidity designation to "adequate."
ANTARAMIAN PROPERTIES: Case Summary & Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Antaramian Properties, LLC 14-10145
PO Box 2307
Naples, FL 34106
Antaramian Family, LLC 14-10146
PO Box 2307
Naples, FL 34106
Antaramian Family Trust 14-10148
PO Box 2307
Naples, FL 34106
Chapter 11 Petition Date: August 29, 2014
Court: United States Bankruptcy Court
Middle District of Florida (Ft. Myers)
Judge: Hon. Caryl E. Delano
Debtors' Counsel: David S Jennis, Esq.
JENNIS & BOWEN PL
400 North Ashley Drive, Suite 2540
Tampa, FL 33602
Tel: (813) 229-1700
Fax: (813) 229-1707
Email: ecf@jennisbowen.com
Estimated Estimated
Assets Liabilities
---------- -----------
Antaramian Properties, LLC $0-$50,000 $10MM-$50MM
Antaramian Family, LLC $0-$50,000 $1MM-$10MM
Antaramian Family Trust $0-$50,000 $1MM-$10MM
The petitions were signed by Jack J. Antaramian, manager.
A list of Antaramian Properties, LLC's 20 largest unsecured
creditors is available for free at:
http://bankrupt.com/misc/flmb14-10145.pdf
A list of Antaramian Family, LLC's three largest unsecured
creditors is available for free at:
http://bankrupt.com/misc/flmb14-10146.pdf
A list of Antaramian Family Trust's four largest unsecured
creditors is available for free at:
http://bankrupt.com/misc/flmb14-10148.pdf
ARCH COAL: S&P Revises Outlook to Neg. & Affirms 'B' CCR
--------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Arch Coal Inc. to negative from stable. At the same time, S&P
affirmed its 'B' corporate credit rating on the company. In
addition, S&P affirmed its 'B' issue-level ratings on the
company's senior secured bank facility and term loan B remain,
commensurate with a '2' recovery rating and indicating S&P's
expectation of substantial (70%-90%) recovery for holders in the
event of a payment default. S&P also affirmed its 'CCC+' rating
on the company's senior unsecured notes, two notches below the
corporate credit rating and commensurate with the '6' recovery
rating, indicating S&P's expectation for negligible (0%-10%)
recovery in the event of a default.
The negative outlook reflects the potential for a downgrade if
average met coal prices do not improve in line with S&P's
expectations of $140 to $160 per ton in the next 12 to 18 months.
This would cause Arch to continue burning cash and use liquidity
faster than forecast. Downside risks include slower steel
production in China, continued weakness in Europe, and excess
global met coal supply depressing met coal prices beyond 2015.
However, S&P is expecting these prices to improve under its base
case because of significant capacity curtailments that have been
announced. S&P also expects domestic thermal coal markets to
improve modestly as utilities replenish depleted stockpiles
stemming from the harsher-than-expected 2013/2014 winter--thermal
coal prices for Arch's Powder River Basin (PRB) mines are up 6%
for 2015 commitments made through the end of July.
"The negative outlook reflects the possibility that global supply
and demand conditions for met coal will not support a near-term
price recovery, driving Arch to encroach its senior secured
leverage covenant in June 2015 and burn more cash than expected,"
said Standard & Poor's credit analyst Amanda Buckland.
S&P could lower the rating if the weak met coal environment
persists at an average benchmark price less than $140/ton in 2015,
causing possible violation of the senior secured leverage
covenant. S&P could also lower the rating if continued cash burn
deteriorates liquidity to less than $550 million in cash and
revolving credit facility availability, which could occur if
average met coal prices remain about $120/ton or less beyond 2015.
An upgrade is not likely in the near term because S&P expects
leverage to remain very high, with debt to EBIDTA above 10x
through 2015. S&P could revise the outlook to stable if it sees a
sustained recovery in met coal leading to an improvement in cash
flow generation and operating performance.
B AND B GROUP DEV.: Case Summary & 4 Top Unsecured Creditors
------------------------------------------------------------
Debtor: B And B Group Development, LLC
2367 Sheriff Allen Rd.
Shelby, NC 28152-8037
Case No.: 14-40430
Chapter 11 Petition Date: August 29, 2014
Court: United States Bankruptcy Court
Western District of North Carolina (Shelby)
Judge: Hon. Craig Whitley
Debtor's Counsel: William S. Gardner, Esq.
GARDNER LAW OFFICES, PLLC
320-1 E. Graham St.
Shelby, NC 28150
Tel: 704-600-6113
Fax: 1-888-870-1644
Email: Billgardner@gardnerlawoffices.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Milton Ray Halbert, member manager.
A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/ncwb14-40430.pdf
BAPTIST HOME: Gets No Competing Bids for Deer Meadows
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that Deer Meadows
Retirement Community, a/k/a Baptist Home of Philadelphia, did not
receive any competing qualified bids by the deadline and will sell
its 491-bed facility to initial bidder Deer Meadows Property LP
for about $30.3 million in cash plus assumption of specified
liabilities.
About The Baptist Home of Philadelphia
The Baptist Home of Philadelphia and The Baptist Home Foundation
sought Chapter 11 protection (Bankr. E.D. Pa. Case Nos. 14-13305
and 14-13306) in Philadelphia on April 25, 2014.
Baptist Home of Philadelphia is a Pennsylvania nonprofit
corporation that owns and operates a continuing care retirement
community known as "Deer Meadows Retirement Community", which is
located at 8301 Roosevelt Boulevard, Philadelphia, Pennsylvania.
Home offers 126 living accommodations, which vary in size, for
independent living and personal care. It presently also has 206
skilled nursing beds in the nursing and rehabilitation center that
offers short and long term care. It has 369 employees.
Baptist Home of Philadelphia disclosed $37,330,904 in assets and
$34,562,834 in liabilities as of the Chapter 11 filing.
The Debtors have tapped Cozen O'Connor as counsel and KPMG
Corporate Finance LLC as financial advisor and investment banker.
The U.S. Trustee appointed Wilmarie Gonzalez as patient care
ombudsman.
U.S. Bank National Association, the trustee with regard to the
secured bond indebtedness, hired Reed Smith LLP as counsel and
CohnReznick LLP as financial advisor.
Pepper Hamilton LLP represents the Official Committee of Unsecured
Creditors.
BATAA/KIERLAND: District Court Overturns Confirmation Order
-----------------------------------------------------------
Senior District Judge John W. Sedwick in Arizona reversed the
bankruptcy court's approval of the plan of reorganization proposed
by debtor Bataa/Kierland LLC. JPMCC 2007-CIBC 19 East Greenway,
LLC timely appealed from the confirmation order.
"The bankruptcy court's findings of fact and conclusions on the
matters discussed do not withstand scrutiny on the record
presented. Weighing all the evidence, this court is left with the
firm conviction that the bankruptcy court's findings of fact on
the matters upon which it relied in confirming the plan were
mistaken," Judge Sedwick said. "The order of the bankruptcy court
confirming the Amended Plan of Reorganization is hereby REVERSED,
and the matter is REMANDED to the bankruptcy court for further
proceedings consistent with this decision."
On remand, Judge Sedwick said, the bankruptcy court must accept as
established fact that:
1. The value of the Debtor's real property securing the
claim of JPMCC 2007-CIBC 19 East Greenway, LLC is not
less than $18,118,815; and
2. Bataa Oil is indebted to Debtor in the sum of
$14,900,000, in which JPMCC 2007-CIBC 19 East Greenway,
LLC has a security interest.
A copy of the District Court's August 28, 2014 Memorandum Decision
is available at http://is.gd/wqo2xefrom Leagle.com.
JPMCC 2007-CIBC 19 East Greenway, LLC, is represented by:
Dean C. Waldt, Esq.
Andrew A. Harnish, Esq.
BALLARD SPAHR LLP
1 East Washington Street, Suite 2300
Phoenix, AZ 85004-2555
Tel: 602-798-5480
Fax: 602-798-5595
E-mail: waldtd@ballardspahr.com
Harnischa@ballardspahr.com
Bataa/Kierland LLC is represented by:
John J. Hebert, Esq.
Philip R. Rudd, Esq.
POLSINELLI PC
1 E Washington St Ste 1200
Phoenix, AZ 85004-2492 USA
Tel: (602) 650-2088
Fax: (602) 264-7033
E-mail: prudd@polsinelli.com
jhebert@polsinelli.com
About Bataa/Kierland
Bataa/Kierland, LLC, owns and operates a Class "A" office building
known as Kierland Corporate Center located at 7047 E. Greenway
Parkway, Scottsdale, Arizona. It filed for Chapter 11 bankruptcy
protection (Bankr. D. Ariz. Case No. 11-05850) on March 9, 2011.
The Debtor estimated its assets and debts at $10 million to
$50 million. Polsinelli Shughart PC serves as the Debtor's
bankruptcy counsel.
The United States Trustee said that a committee under 11 U.S.C.
Sec. 1102 has not been appointed because an insufficient number of
persons holding unsecured claims against Bataa/Kierland have
expressed interest in serving on a committee.
The court in Arizona on July 10, 2012, entered a memorandum
decision confirming the Debtor's amended Chapter 11 plan of
reorganization dated Sept. 2, 2011.
BELLVIEW ENERGY: Case Summary & 9 Unsecured Creditors
-----------------------------------------------------
Debtor: Bellview Energy L.L.C.
509 Hitching Post Lane
Longview, TX 75604
Case No.: 14-10162
Chapter 11 Petition Date: August 29, 2014
Court: United States Bankruptcy Court
Northern District of Texas (Abilene)
Judge: Hon. Robert L. Jones
Debtor's Counsel: Steven M. Dowd, Esq.
LAW OFFICES OF STEVEN M. DOWD
800 W. Fifth Street
Tyler, TX 75701
Tel: (512) 751-1012
Fax: (903) 218-5397
Email: smdowd9000@aol.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Paul E. Graugnard, manager.
A list of the Debtor's nine largest unsecured creditors is
available for free at http://bankrupt.com/misc/txnb14-10162.pdf
BERLIN PACKAGING: Moody's Puts 'B2' CFR on Review for Downgrade
---------------------------------------------------------------
Moody's Investors Service placed the B2 corporate family, B2-PD
probability of default and other instrument ratings of Berlin
Packaging LLC under review for downgrade.
Ratings Rationale
The review follows the announcement by private equity firm Oak
Hill Capital Partners' that it entered into an agreement to
acquire Berlin for $1.43 billion. The financing for the
transaction was not disclosed. The purchase price represents a
multiple of approximately over 14 times the company's LTM adjusted
EBITDA. The deal is expected to close in the third quarter of
2014.
Moody's review will focus on the final capital structure and the
company's operating and financial plan post transaction. Existing
ratings will be withdrawn if the underlying instruments are
refinanced.
Moody's placed the following ratings under review for downgrade:
Berlin Packaging LLC
Corporate family rating, B2
Probability of default, B2-PD
$40 million senior secured 1st lien revolving credit facility
due 4/1/2018, B1 LGD3
$410 million senior secured 1st lien term loan B due 4/3/2019,
B1 LGD3
$150 million senior secured 2nd lien term loan due 4/3/2020,
Caa1 LGD5
The rating outlook is revised to rating under review for downgrade
from stable.
The principal methodology used in this rating was Global Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
June 2009. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.
BITCOIN SHOP: Incurs $2.57-Mil. Net Loss for Q2 Ending June 30
--------------------------------------------------------------
Bitcoin Shop, Inc., disclosed a net loss of $2.57 million on
$4,912 of revenues for the three months ended June 30, 2014,
compared with net loss of $4.02 million on $16,286 of revenues for
the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $1.4 million
in total assets, $216,426 in total liabilities, and stockholders'
equity of $1.19 million.
The Company said in the Because of recurring operating 0-Q filing
that because of recurring operating losses, net operating cash
flow deficits, and an accumulated deficit, there is substantial
doubt about the Company's ability to continue as a going concern,
according to the regulatory filing.
A copy of the Form 10-Q is available at:
http://is.gd/othhOb
Troy, Mich.-based Bitcoin Shop, Inc., offers a range of
merchandise for purchase with virtual currencies, primarily
Bitcoin. Bitcoin is a digital or virtual currency that uses a
peer-to-peer network to facilitate instant payments. Bitcoin is
categorized as a cryptocurrency, as it uses cryptography as a
security measure.
BIOCORRX INC: Losses Bring $6MM Accumulated Deficit at June 30
--------------------------------------------------------------
BioCorRx, Inc., in its Form 10-Q for the second quarter of 2014
noted that it has incurred significant recurring losses which have
resulted in an accumulated deficit of $6.17 million and working
capital deficiency of $972,077 at June 30, 2014, and loss from
operations of $736,603 for the six months ended June 30, 2014,
which raises substantial doubt about the Company's ability to
continue as a going concern.
The Company reported net income of $339,582 on $238,008 of sales
for the three months ended June 30, 2014, compared with a net loss
of $736,603 on $368,837 of sales for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $4.7 million
in total assets, $4.46 million in total liabilities, and a
stockholders' equity of $241,095.
A copy of the Form 10-Q is available:
http://is.gd/VNVGQR
Santa Ana. Calif.-based BioCorRx, Inc., formerly Fresh Start
Private Management, Inc., is a healthcare solutions development
company. The Company owns an alcohol addiction treatment program
called the Start Fresh Program (SFP) that is used by various
independently owned licensed addiction clinics throughout the
United States.
BUCCANEER ENERGY: Final Hearing on Cash Collateral Use Today
------------------------------------------------------------
Judge David R. Jones of the U.S. Bankruptcy Court for the Southern
District of Texas, Victoria Division, issued a bridge order
extending Buccaneer Resources, LLC, et al.'s right to use cash
collateral to September 2, 2014. The deadline for the Debtors to
confirm a plan is extended to October 7.
Prior to the Petition Date, the Debtors entered into a credit
facility totaling $100 million with Chicago-based Victory Park
Capital. In early 2014, the Debtors executed an amended and
restated financing agreement with Meridian Capital CIS Fund under
which Meridian took assignment of the Victory Park Facility. In
April 2014, AIX Energy, LLC, took assignment of the Meridian
Facility. As of May 31, 2014, the aggregate unpaid principal
balance of the AIX Facility, including all interest, fees, and
expenses, was $58,226,264.
The Court will hold a final hearing on the use of cash collateral
on September 2, at 3:00 p.m. CDT. Objections to the motion were
due on Aug. 29.
A copy of the Cash Collateral Budget is available for free at:
http://bankrupt.com/misc/BUCCANEERRESOURCES_Budget_08272014.pdf
About Buccaneer Energy
Buccaneer Resources, LLC, and eight affiliates, including
Buccaneer Energy Ltd. sought Chapter 11 bankruptcy protection in
Victoria, Texas (Bankr. S.D. Tex. Lead Case No. 14-60041) on
May 31, 2014.
Founded in 2006, Buccaneer Energy, Ltd. is a publicly traded
independent oil and gas company listed on the Australian
Securities Exchange under the symbol "BCC". Although BCC is an
Australian listed entity, the company operates exclusively through
its eight U.S. subsidiary debtors, each of which are headquartered
in the U.S. and which maintain offices in Houston and Dallas,
Texas, and Kenai and Anchorage, Alaska.
The Debtors' primary business is the exploration for and
production of oil and natural gas in North America. Operations
have historically focused on both onshore and offshore
opportunities in the Cook Inlet of Alaska as well as the
development of offshore projects in the Gulf of Mexico and onshore
oil opportunities in Texas and Louisiana.
CEO Curtis Burton was terminated in May 2014. Manning the
Debtors' operations is Conway MacKenzie senior managing director
John T. Young, who was appointed chief restructuring officer in
March 2014.
The bankruptcy cases are assigned to Judge David R Jones. The
Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases. The other debtors are
Buccaneer Energy Limited, Buccaneer Energy Holdings, Inc.,
Buccaneer Alaska Operations, LLC, Buccaneer Alaska, LLC, Kenai
Land Ventures, LLC, Buccaneer Alaska Drilling, LLC, Buccaneer
Royalties, LLC, and Kenai Drilling, LLC.
The Debtors have tapped Robert Andrew Black, Esq., Jason Lee
Boland, Esq., Robert Bernard Bruner, and William R Greendyke,
Esq., at Fulbright Jaworski LLP as counsel. Norton Rose Fulbright
Australia will render legal services related to cross-border
insolvency and general corporate and litigation matters to
Buccaneer Energy Ltd. Epiq Systems is the claims and notice
agent.
The U.S. Trustee for Region 7 on June 10, 2014, appointed five
creditors to serve on the official committee of unsecured
creditors. The Committee retained Greenberg Traurig, LLP as legal
counsel to the Committee, and Alvarez & Marsal North America, LLC
as financial advisors.
BUCCANEER ENERGY: Has $48.29 Million in Total Assets at July 31
---------------------------------------------------------------
Buccaneer Resources, LLC, et al., filed, on August 21, 2014, their
monthly operating report for the month of July 2014.
At July 31, Buccaneer Resources, LLC, had $48.29 million in total
assets, $90.82 million in total liabilities, and a total
shareholders' equity of -$42.53 million.
About Buccaneer Energy
Buccaneer Resources, LLC, and eight affiliates, including
Buccaneer Energy Ltd. sought Chapter 11 bankruptcy protection in
Victoria, Texas (Bankr. S.D. Tex. Lead Case No. 14-60041) on
May 31, 2014.
Founded in 2006, Buccaneer Energy, Ltd. is a publicly traded
independent oil and gas company listed on the Australian
Securities Exchange under the symbol "BCC". Although BCC is an
Australian listed entity, the company operates exclusively through
its eight U.S. subsidiary debtors, each of which are headquartered
in the U.S. and which maintain offices in Houston and Dallas,
Texas, and Kenai and Anchorage, Alaska.
The Debtors' primary business is the exploration for and
production of oil and natural gas in North America. Operations
have historically focused on both onshore and offshore
opportunities in the Cook Inlet of Alaska as well as the
development of offshore projects in the Gulf of Mexico and onshore
oil opportunities in Texas and Louisiana.
CEO Curtis Burton was terminated in May 2014. Manning the
Debtors' operations is Conway MacKenzie senior managing director
John T. Young, who was appointed chief restructuring officer in
March 2014.
The bankruptcy cases are assigned to Judge David R Jones. The
Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases. The other debtors are
Buccaneer Energy Limited, Buccaneer Energy Holdings, Inc.,
Buccaneer Alaska Operations, LLC, Buccaneer Alaska, LLC, Kenai
Land Ventures, LLC, Buccaneer Alaska Drilling, LLC, Buccaneer
Royalties, LLC, and Kenai Drilling, LLC.
The Debtors have tapped Robert Andrew Black, Esq., Jason Lee
Boland, Esq., Robert Bernard Bruner, and William R Greendyke,
Esq., at Fulbright Jaworski LLP as counsel. Norton Rose Fulbright
Australia will render legal services related to cross-border
insolvency and general corporate and litigation matters to
Buccaneer Energy Ltd. Epiq Systems is the claims and notice
agent.
The U.S. Trustee for Region 7 on June 10, 2014, appointed five
creditors to serve on the official committee of unsecured
creditors. The Committee retained Greenberg Traurig, LLP as legal
counsel to the Committee, and Alvarez & Marsal North America, LLC
as financial advisors.
BUDD COMPANY: Has Exclusive Right to File Plan Thru Nov. 30
-----------------------------------------------------------
Judge Jack B. Schmetterer has extended The Budd Company, Inc.'s
exclusive period to file a Chapter 11 plan through Nov. 30, 2014,
and the Debtor's exclusive period to solicit acceptances of that
plan through Jan. 30, 2015.
Entered on Aug. 22, 2014, the Bankruptcy Court ruling was for the
Debtor's mid-July 2014 motion seeking a 180-day extension of its
exclusive periods.
In the July Motion, the Debtor originally sought an extension of
their exclusive plan filing period through Jan. 26, 2015, and a
corresponding extension of their exclusive plan solicitation
period through March 30, 2015.
The recent Court ruling translates to a grant of a 120-day
extension of the Exclusive Periods, as compared to the 180-day
extension the Debtor sought.
Morever, the Bankruptcy Court has scheduled a status hearing for
Nov. 14, 2014, at 1:30 p.m., on the Debtor's Exclusive Periods
Motion.
About Budd Company
The Budd Company, Inc., a former supplier to the automotive
industry, filed for chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 14-11873) on March 31, 2014, with a deal to settle
potential claims against its parent, ThyssenKrupp AG.
The company -- which ceased manufacturing operations in 2006 and
does not have any current employees, facilities or customers --
has obligations consisting largely of medical and other benefits
to approximately 10,000 former employees.
Liabilities amount to approximately $1 billion with assets of
approximately $400 million. Most of the debt consists largely of
medical and other benefits to approximately 10,000 former
employees.
The Debtor disclosed $387,555,681 in assets and $1,107,350,034 in
liabilities as of the Chapter 11 filing.
The Hon. Jack B. Schmetterer oversees the case. The Debtor has
tapped Proskauer Rose LLP as Chapter 11 counsel, Dickinson Wright
PLLC as special counsel, Epiq Bankruptcy Solutions, LLC as
noticing, claims and balloting agent, and Conway MacKenzie
Management Services, LLC's Charles M. Moore as CRO. Diana G.
Adams has been appointed as independent fee examiner in the case.
The U.S. Trustee appointed five individuals to serve on the
Committee of Executive & Administrative Retirees. The Segal
Company (Eastern States), Inc. serves as the Committee's actuarial
consultant. The Committee retained Solic Capital Advisors, LLC as
its financial advisor.
On July 30, 2014, the U.S. Trustee appointed five persons to serve
in the Committee of Asbestos Personal Injury Claimants in the
Debtor's case. Reed Heiligman, Esq., at FrankGecker LLP, in
Chicago, Illinois, has been tapped to represent the Asbestos
Claimants Committee.
BUDD COMPANY: Fee Examiner Can Tap FSLC LLP as Bankruptcy Counsel
-----------------------------------------------------------------
Diana G. Adams, independent fee examiner for the bankruptcy estate
of The Budd Company Inc., sought and obtained permission from the
U.S. Bankruptcy Court for the District of the Northern District of
Illinois to employ Fox, Swibel & Levin & Carroll, LLP, as her
bankruptcy counsel.
As counsel, the Firm will:
(a) assist the Fee Examiner in any hearings or other proceedings
before the Court to consider the fee applications including,
without limitation, advocating positions asserted in the
reports filed by the Fee Examiner and on behalf of the
fee examiner;
(b) assist the Fee Examiner with legal issues raised by
inquiries to and from the retained professionals and any
other professional services provider retained by the Fee
Examiner;
(c) assist the Fee Examiner with issues relating to local rules
and practices including, but not limited to:
(1) assisting the Fee Examiner with the preparation of
preliminary and final reports regarding professional
fees and expenses of the retained professionals, the fee
examiner and the fee examiner's professionals;
(2) assisting the Fee Examiner in developing protocols and
making reports and recommendations regarding the fees
and expenses of the retained professionals; and
(3) attending meetings between the Fee Examiner and the
retained professionals; and
(d) provide other services as the Fee Examiner may request.
The principal attorneys and paralegals presently designated to
represent the Fee Examiner and their current standard hourly rates
are:
FSLC Personnel Rate
-------------- ----
Margaret M. Anderson, Esq. $495 ($445.50 for this matter)
Ryan T. Schultz, Esq. $335 ($301.50 for this matter)
Anabelle Bouse $185 ($166.50 for this matter)
The Firm assures the Court it is a "disinterested person" as the
term is defined within the meaning of Section 101(14) of the
Bankruptcy Code.
About The Budd Company
The Budd Company, Inc., a former supplier to the automotive
industry, filed for chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 14-11873) on March 31, 2014, with a deal to settle
potential claims against its parent, ThyssenKrupp AG.
The company -- which ceased manufacturing operations in 2006 and
does not have any current employees, facilities or customers --
has obligations consisting largely of medical and other benefits
to approximately 10,000 former employees.
Liabilities amount to approximately $1 billion with assets of
approximately $400 million. Most of the debt consists largely of
medical and other benefits to approximately 10,000 former
employees.
The Debtor disclosed $387,555,681 in assets and $1,107,350,034 in
liabilities as of the Chapter 11 filing.
The Hon. Jack B. Schmetterer oversees the case. The Debtor has
tapped Proskauer Rose LLP as Chapter 11 counsel, Dickinson Wright
PLLC as special counsel, Epiq Bankruptcy Solutions, LLC as
noticing, claims and balloting agent, and Conway MacKenzie
Management Services, LLC's Charles M. Moore as CRO. Diana G.
Adams has been appointed as independent fee examiner in the case.
The U.S. Trustee appointed five individuals to serve on the
Committee of Executive & Administrative Retirees. The Segal
Company (Eastern States), Inc. serves as the Committee's actuarial
consultant. The Committee retained Solic Capital Advisors, LLC as
its financial advisor.
On July 30, 2014, the U.S. Trustee appointed five persons to serve
in the Committee of Asbestos Personal Injury Claimants in the
Debtor's case. Reed Heiligman, Esq., at FrankGecker LLP, in
Chicago, Illinois, has been tapped to represent the Asbestos
Claimants Committee.
BUDD COMPANY: Deal's Outside Approval Date Extended to Sept. 30
---------------------------------------------------------------
The Bankruptcy Court approved the second amendment to the
settlement agreement between The Budd Company, Inc., and its
parent ThyssenKrupp North America, Inc., resolving related
discovery motions.
The second amendment provides for the revision of the settlement
agreement between the Debtor and its corporate affiliates dated
March 26, 2014, as amended on June 30, to extend the outside
approval date to Sept. 30.
In a separate filing, the International Union, United Automobile,
Aerospace and Agricultural Workers of America and the Committee of
Executive and Administrative Retirees (E&A Committee) consented to
the extension of the Debtor's (i) exclusive right to file a
Chapter 11 Plan until Nov. 30; and (ii) solicit acceptances for
that Plan until Jan. 30, 2015.
UAW and E&A Committee said that any additional discovery requested
must be relevant to the settlement motion.
The evidence hearing on the settlement motion will be held on
Sept. 22, 23, 26, and 27, subject to pretrial order to be entered
separately. Objections to the settlement motion, if any, will be
filed no later than 4:00 p.m., on Sept. 11. Responses to
objections will be filed no later than Sept. 16.
The Court established these case omnibus hearing dates (a) Aug.
22, at 1:30 p.m.; (b) Sept. 12, at 1;30 p.m.; and (c) Oct. 17, at
1:30 p.m.
The hearing on the matter was continued from July 29.
The Settlement
As reported in the Troubled Company Reporter on July 8, 2014,
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reported that in the settlement, Thyssen would give Budd $10.3
million more in cash and assume liability for Budd's pension
plans, which have unfunded liabilities of $197 million, according
to the report.
As reported in the TCR on April 24, 2014, the Debtor filed for
chapter 11 bankruptcy to seek approval of the settlement, which
would help it address about $1.2 billion in liabilities, mostly
owed to former employees.
Charles M. Moore, chief restructuring officer of the Debtor, said
(1) the CRO projects that the settlement will result in
significant value for Budd's unsecured creditors, perhaps
increasing by 50% their distributions in the Chapter 11 case; and
(2) the vast majority of this benefit (valued to be well in excess
of $114 million) will be realized only if the Settlement
Agreement is approved.
The settlement was negotiated on behalf of Budd by an independent
CRO and approved by Budd's board of directors, including by the
affirmative vote of Budd's independent director, Charles Sweet.
The Settlement Agreement and the Prepetition Agreement were
negotiated and executed at the same time and in connection with
each other, and provide Budd and its estate with significant
value. Critically, however, the Prepetition Agreement was not
conditioned upon approval of the Court.
The Prepetition Agreement became effective immediately upon its
execution, provided significant and meaningful consideration to
Budd, and facilitated Budd's commencement of the Chapter 11 Case.
The key benefits of the Settlement memorialized in the Prepetition
Agreement are:
a. Release of Funds Owed to Budd under the Short
Term Borrowings
ThyssenKrupp Finance, USA, Inc. ("TK Finance"),
an Affilite, released to Budd approximately $390 million
in cash, constituting amounts owed to Budd under the
Cash Management Agreement, without exercising any right
to setoff with respect to claims that TK Finance, or
other Affiliates, may have against Budd (other than with
respect to workers' compensation claims).
b. Assumption of Workers' Compensation Obligations
TKNA assumed liability for all of Budd's workers'
compensation liabilities (in connection with the
assumption, TK Finance reduced the Short Term Borrowings
remitted to Budd by Budd's book value of workers'
compensation claims (approximately $4.5 million)).
c. Amendment of Tax Sharing Agreement
Budd and certain of its Affiliates amended the Tax
Sharing Agreement to provide for, among other things,
an obligation of TKNA to indemnify Budd from all tax
obligations, including a potential $20 million known
liability.
d. Amendment of Services Agreement
Budd and the Affiliates amended their Services Agreement
to provide Budd with continued administrative services
(which are critical to Budd's administration of this
Chapter 11 Case) for 18 months at no cost.
e. Transfer of Sponsorship of the Budd 401(k) Plan
TKNA assumed sponsorship of The Budd Company Preferred
Savings and Investment Plan
As opposed to the Prepetition Agreement, the Settlement Agreement
will not become effective until and unless it is approved by this
Court. The key benefits of the Settlement memorialized in the
Settlement Agreement are:
a. Assumption of Budd's ERISA Qualified Pension Plans
Within 30 days of the Settlement Agreement becoming
effective, TKNA will assume sponsorship of and full
financial responsibility for The Budd Company Pension
Plan for Executive and Administrative Employees and
The Budd-UAW Consolidated Retirement Benefit Plan.
The ERISA Pension Plans are tax qualified and also
covered by the Pension Benefit Guaranty Corporation
under the pension insurance program established by
the Employee Retirement Income Security Act of 1974,
as amended. As of Feb. 28, 2014, the ERISA Pension
Plans had unfunded benefit liabilities of roughly
$197 million, as calculated on an ongoing basis.
b. Assumption of the Budd SERP
Within 30 days of the Settlement Agreement becoming
effective, TKNA will assume sponsorship of and full
financial responsibility for The Budd Company Supplemental
Pension Plan, for which Budd had an estimated liability of
approximately $12 million as of Feb. 28, 2014. The SERP
is not tax qualified and is not covered by the PBGC.
c. Cash Consideration
Within 7 days of the Settlement Agreement becoming
effective, TKNA will pay Budd $10.3 million (subject to
possible reduction for missed minimum funding
contributions to the ERISA Pension Plans after the
Petition Date.
d. Global Release
Budd will receive a release of all claims and causes of
action that Affiliates may have against Budd, which
include known claims potentially worth tens of millions
of dollars (net of claims Budd may hold against
Affiliates).
The Debtor said the Settlement Agreement protects all of Budd's
creditors from the dilutive effect the claims that the PBGC (but
for the Settlement Agreement) could assert against Budd upon
termination of the ERISA Pension Plans, which claims would exceed
$394 million. In addition to other benefits of the Settlement
Agreement, the mutual waivers and releases in the Settlement
Agreement provide Budd a net release of tens of millions of
dollars' worth of potential claims against it. Exchange of the
releases will avoid the potential for long, complex, and expensive
litigation for Budd that (if pursued) almost certainly would lead
to materially lower creditor recoveries. The CRO estimates that
the Settlement in its entirety will increase significantly
recoveries to unsecured creditors, perhaps by 50%.
Budd also noted that if the Settlement Agreement is not approved
and the ERISA Pension Plans are terminated, the PBGC would assert
a claim of approximately $394 million against Budd's estate for
the ERISA Pension Plans' unfunded benefit liabilities, as
calculated on a termination basis, as of July 1, 2013. The PBGC
uses different actuarial assumptions established under ERISA to
calculate a plan's unfunded benefit liabilities upon termination,
as opposed to as a going concern. The PBGC would also have
certain other claims against Budd's estate upon a termination of
the ERISA Pension Plans.
About The Budd Company
The Budd Company, Inc., a former supplier to the automotive
industry, filed for chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 14-11873) on March 31, 2014, with a deal to settle
potential claims against its parent, ThyssenKrupp AG.
The company -- which ceased manufacturing operations in 2006 and
does not have any current employees, facilities or customers --
has obligations consisting largely of medical and other benefits
to approximately 10,000 former employees.
Liabilities amount to approximately $1 billion with assets of
approximately $400 million. Most of the debt consists largely of
medical and other benefits to approximately 10,000 former
employees.
The Debtor disclosed $387,555,681 in assets and $1,107,350,034 in
liabilities as of the Chapter 11 filing.
The Hon. Jack B. Schmetterer oversees the case. The Debtor has
tapped Proskauer Rose LLP as Chapter 11 counsel, Dickinson Wright
PLLC as special counsel, Epiq Bankruptcy Solutions, LLC as
noticing, claims and balloting agent, and Conway MacKenzie
Management Services, LLC's Charles M. Moore as CRO.
The U.S. Trustee appointed five individuals to serve on the
Committee of Executive & Administrative Retirees. The Segal
Company (Eastern States), Inc. serves as the Committee's actuarial
consultant.
CAESARS ENTERTAINMENT: In Talks to Restructure Debt
---------------------------------------------------
John Kosman, writing for New York Post, reported that Caesars
Entertainment is in talks with its senior creditors to restructure
its massive debt load. The Post, citing Gregg Klein, an analyst
at Imperial Capital, said the restructuring could possibly be
headed to a bankruptcy filing.
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'.
CLAIRE'S STORES: Second Quarter Net Sales Increased by 3%
---------------------------------------------------------
Claire's Stores, Inc., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q posting a net loss of
$20.57 million for the three months ended Aug. 2, 2014, compared
with a net loss of $20.67 million for the three months ended
Aug. 3, 2013.
Net sales for the three months ended Aug. 2, 2014, was $377.82
million, an increased of $11.1 million, or 3.0%, from the three
months ended Aug. 3, 2013. The increase was attributable to new
store sales of $15.9 million, a favorable foreign currency
translation effect of the Company's non-U.S. net sales of $8.1
million and an increase in shipments to franchisees of $1 million,
partially offset by the effect of store closures of $11.7 million
and a decrease in same store sales of $2.2 million.
For the six months ended Aug. 2, 2014, the Company posted a net
loss of $58.71 million compared with a net loss of $47.25 million
for the six months ended Aug. 3, 2013.
Net sales for the six months ended Aug. 2, 2014, was $731.17
million, an increased of $10.5 million, or 1.5%, from the six
months ended Aug. 3, 2013. The increase was attributable to new
store sales of $32.6 million, a favorable foreign currency
translation effect of the Company's non-U.S. net sales of $14.7
million and an increase in shipments to franchisees of $1.7
million, partially offset by the effect of store closures of $21.2
million and a decrease in same store sales of $17.3 million.
The Company's balance sheet at Aug. 2, 2014, showed $2.67 billion
in total assets, $2.81 billion in total liabilities and a $141.15
million stockholders' deficit.
As of Aug. 2, 2014, the Company had cash and cash equivalents of
$27.1 million.
During the three months ended Aug. 2, 2014, selling, general and
administrative expenses increased $2.8 million, or 2.2%, compared
to the three months ended Aug. 3, 2013.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/GrV1tm
About Claire's Stores
Claire's Stores, Inc. -- http://www.clairestores.com/-- operates
as a specialty retailer of fashion accessories and jewelry for
preteens and teenagers, as well as for young adults in North
America and internationally. It offers jewelry products that
comprise costume jewelry, earrings, and ear piercing services; and
accessories, including fashion accessories, hair ornaments,
handbags, and novelty items.
Based in Pembroke Pines, Florida, Claire's Stores operates under
two brands: Claire's(R), which operates worldwide and Icing(R),
which operates only in North America. As of Jan. 31, 2009,
Claire's Stores, Inc., operated 2,969 stores in North America and
Europe. Claire's Stores also operates through its subsidiary,
Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint
venture with AEON, Co., Ltd. The Company also franchises 198
stores in the Middle East, Turkey, Russia, South Africa, Poland
and Guatemala.
Claire's Stores disclosed net income of $1.28 million on $1.55
billion of net sales for the fiscal year ended Feb. 2, 2013, as
compared with net income of $11.63 million on $1.49 billion of net
sales for the fiscal year ended Jan. 28, 2012.
Bankruptcy Warning
The Company said the following statement in its annual report for
the fiscal year ended Feb. 2, 2013.
"If we are unable to generate sufficient cash flow and are
otherwise unable to obtain funds necessary to meet required
payments of principal, premium, if any, and interest on our
indebtedness, or if we otherwise fail to comply with the various
covenants, including financial and operating covenants in the
instruments governing our indebtedness, we could be in default
under the terms of the agreements governing such indebtedness. In
the event of such default:
* the holders of such indebtedness may be able to cause all of
our available cash flow to be used to pay such indebtedness
and, in any event, could elect to declare all the funds
borrowed thereunder to be due and payable, together with
accrued and unpaid interest;
* the lenders under our Credit Facility could elect to
terminate their commitments thereunder, cease making further
loans and institute foreclosure proceedings against our
assets; and
* we could be forced into bankruptcy or liquidation," according
to the Company's annual report for the fiscal year ended
Feb. 2, 2013.
* * *
As reported by the TCR on Oct. 1, 2012, Moody's Investors Service
upgraded Claire's Stores, Inc.'s Corporate Family and Probability
of Default ratings to Caa1 from Caa2. The upgrade of Claire's
Corporate Family Rating to Caa1 reflects its ability to address
its substantial term loan maturity in 2014 by refinancing it with
a $625 million add-on to its existing senior secured first lien
notes due 2019.
Claire's Stores, Inc., carries a 'B-' corporate credit rating from
Standard & Poor's Ratings Services.
CLEAREDGE POWER: Davis Polk Okayed as Corporate Counsel
-------------------------------------------------------
U.S. Bankruptcy Judge Charles Novack entered an order authorizing
Clearedge Power, Inc., to employ Davis Polk & Wardwell LLP as
special counsel effective May 1, 2014.
Davis Polk is expected to, among other things:
a. perform services, including providing advice relating to:
certain corporate matters; corporate governance; disclosure
requirements; corporate transactions; securities law, regulations
and compliance; merger or asset disposition issues; investigation,
research and analysis of legal and factual corporate issues;
b. provide services pertaining to other related matters as tax
issues, employee benefit issues, employment issues, and general
commercial litigation as the Debtors may determine necessary or
appropriate to commence or defend; and
c. provide services relating to negotiations with potential
lenders and investors regarding financing, equity investment,
merger and acquisition, well as preparing, drafting or reviewing
any documents related thereto.
As of the Petition Date, Davis Polk held an advance retainer of
$63,969.
The hourly rates of the attorneys of Davis Polk that will be
representing the Debtors range from $325 to $1,095. The current
hourly rates of attorneys performing services on behalf of the
Debtors, along with the hourly rates of paralegals who may provide
assistance are:
Partners and Counsel $870 to $1,095
Associates $325 to $870
Paraprofessionals $195 to $245
To the best of the Debtors' knowledge, Davis Polk and its
professionals neither represent nor hold any interest adverse to
the Debtors or their estates with respect to the matters on which
Davis Polk is to be employed in the cases.
About ClearEdge Power
Sunnyvale, California-based ClearEdge Power Inc. and two other
affiliates filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Cal. Lead Case No. 14-51955) on May 1, 2014, in San Jose.
Affiliates ClearEdge Power, LLC, and ClearEdge Power International
Service, LLC, are based in South Windsor, Connecticut, where the
manufacturing operations are located.
Privately held ClearEdge designs, manufactures, sells and services
distributed generation fuel cell systems for commercial,
industrial, utility and residential applications. ClearEdge
bought United Technologies Corp.'s UTC Power division in late
2012. ClearEdge sought bankruptcy protection just a week after
shutting operations.
John Walshe Murray, Esq., at Dorsey and Whitney LLP, serves as
counsel to the Debtors. Insolvency Services Group, Inc., serves
as noticing and claims agent.
ClearEdge Power disclosed $31,271,670 in assets and $67,414,779 in
liabilities as of the Chapter 11 filing.
Power Inc. estimated $100 million to $500 million in both assets
and debts.
The petitions were signed by David B. Wright, chief executive
officer.
On May 22, 2014, the U.S. Trustee for Region 17 appointed five
creditors to serve in the Committee. The Committee has hired
Brown Rudnick as Counsel and Teneo Securities as financial
advisors.
COATES INTERNATIONAL: Registers 40 Million Shares for Resale
------------------------------------------------------------
Coates International, Ltd., filed with the U.S. Securities and
Exchange Commission a Form S-1 prospectus to register 40,000,000
shares of the Company's common stock, par value $0.0001 per share,
issuable to Southridge Partners LLC, a selling stockholder
pursuant to a "put right" under an equity purchase agreement. The
EP Agreement permits the Company to "put" up to $10,000,000 in
shares of its common stock to Southridge over a period of up to 36
months.
The Company will not receive any proceeds from the sale of these
shares of common stock. However, the Company will receive
proceeds from the sale of securities pursuant to its exercise of
this put right offered by Southridge. The Company will bear all
costs associated with the registration.
The Company's Common Stock is traded on OTCQB, an OTC market tier
for companies that report to the SEC. On Aug. 15, 2014, the
closing price of the Company's common stock was $0.03 per share.
A full-text copy of the Form S-1 prospectus is available at:
http://is.gd/ePpPVs
About Coates International
Based in Wall Township, N.J., Coates International, Ltd.
(OTC BB: COTE) -- http://www.coatesengine.com/-- was incorporated
on August 31, 1988, for the purpose of researching, patenting and
manufacturing technology associated with a spherical rotary valve
system for internal combustion engines. This technology was
developed over a period of 15 years by Mr. George J. Coates, who
is the President and Chairman of the Board of the Company.
The Coates Spherical Rotary Valve System (CSRV) represents a
revolutionary departure from the conventional poppet valve. It
changes the means of delivering the air and fuel mixture to the
firing chamber of an internal combustion engine and of expelling
the exhaust produced when the mixture ignites.
Coates International reported a net loss of $2.75 million on
$19,200 of total revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $4.53 million on $19,200 of total
revenues for the year ended Dec. 31, 2012.
The Company's balance sheet at June 30, 2014, showed $2.36 million
in total assets, $7.32 million in total liabilities and a $4.96
million total stockholders' deficiency.
Cowan, Gunteski & Co., P.A., in Tinton Falls, New Jersey, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013. The independent
auditors noted that the Company continues to have negative cash
flows from operations, recurring losses from operations, and a
stockholders' deficiency.
COMMUNITY HOME: Stephen Smith Approved as Trustee's Accountant
--------------------------------------------------------------
U.S. Bankruptcy Judge Edward Ellington authorized Kristina M.
Johnson, the Chapter 11 trustee for Community Home Financial
Services, Inc., to employ Stephen Smith, C.P.A. as accountant,
nunc pro tunc to Jan. 8, 2014.
The Court also ordered that Smith & Co. will be entitled to
receive compensation and reimbursement of actual, necessary
expenses only after notice and a hearing as contemplated.
About Community Home
Community Home Financial Services, Inc., filed a Chapter 11
petition (Bankr. S.D. Miss. Case No. 12-01703) on May 23, 2012.
Community Home Financial is a specialty finance company located in
Jackson, Mississippi, providing contractors with financing for
their customers. CHFS operates from one central location
providing financing through its dealer network throughout 25
states, Alabama, Delaware, and Tennessee. The Debtor scheduled
$44,890,581 in total assets and $30,270,271 in total liabilities.
Judge Edward Ellington presides over the case.
The Debtor was first represented by Roy H. Liddell, Esq., and
Jonathan Bissette, Esq., at Wells, Marble, & Hurst, PPLC as
Chapter 11 counsel. Wells Marble was terminated Nov. 13, 2013.
The Debtor is now being represented by Derek A. Henderson, Esq.,
in Jackson, Miss. In 2013, the Debtor sought to employ David
Mullin, Esq., at Mullin Hoard & Brown LLP, as special counsel.
On Aug. 8, 2013, the Court approved the Disclosure Statement
explaining the Debtor's Plan of Reorganization dated Jan. 29,
2013.
COMMUNITY HOME: Trustee Approved to Pay Out Bond from Estate
------------------------------------------------------------
U.S. Bankruptcy Judge Edward Ellington authorized Kristina M.
Johnson, Chapter 11 trustee for the estate of Community Home
Financial Services, Inc., to pay out of the estate:
-- a premium needed to increase the bond immediately to
$1,500,000; and
-- additional premiums to incrementally increase the bond as
needed up to $10,500,000.
The Court also ordered that the premium for any increase in the
bond in excess of $10,500,000 will only be upon separate order of
the Court.
The Chapter 11 Trustee related that when the Court approved the
U.S. Trustee appointment of a trustee, the estate has little cash,
and a minimal bond was taken out initially. Specifically, on
Jan. 23, 2014, the Chapter 11 Trustee, as principal, and Liberty
Mutual Insurance Company, as surety, took out a bond for the
performance by the trustee in her official capacity in the sum of
$100,000 (bond).
Since the time of her appointment, the Chapter 11 Trustee has
continued to collect property of the estate. On March 31, the
amount of bond was increased to $600,000.
At present, the Chapter 11 Trustee has on hand in excess of
$1,000,000 and as result, she must increase the bond amount again.
Furthermore, the Debtor's president William D. Dickson is in
default under an order to return to the estate funds previously
removed. If those funds are returned or recovered, the state cash
could increase to an amount in excess of $9,000,000.
On April 25, the Court granted Edwards Family Partnership, LP and
Beher Holdings Trust's emergency motion for order directing
William D. Dickson to show cause and direct him to return the
funds transferred from the bankruptcy estate.
Trustee to Service Loan
In a separate order, the Court authorized, on an interim basis,
the Trustee to service loans in the ordinary course of business.
To the extent necessary, the Trustee is granted interim authority
with the assistance of counsel to service, in accordance with the
trustee's duties, the Debtor's loans until a professional
servicing company can be retained and approved by the Court.
About Community Home
Community Home Financial Services, Inc., filed a Chapter 11
petition (Bankr. S.D. Miss. Case No. 12-01703) on May 23, 2012.
Community Home Financial is a specialty finance company located in
Jackson, Mississippi, providing contractors with financing for
their customers. CHFS operates from one central location
providing financing through its dealer network throughout 25
states, Alabama, Delaware, and Tennessee. The Debtor scheduled
$44,890,581 in total assets and $30,270,271 in total liabilities.
Judge Edward Ellington presides over the case.
The Debtor was first represented by Roy H. Liddell, Esq., and
Jonathan Bissette, Esq., at Wells, Marble, & Hurst, PPLC as
Chapter 11 counsel. Wells Marble was terminated Nov. 13, 2013.
The Debtor is now being represented by Derek A. Henderson, Esq.,
in Jackson, Miss. In 2013, the Debtor sought to employ David
Mullin, Esq., at Mullin Hoard & Brown LLP, as special counsel.
On Aug. 8, 2013, the Court approved the Disclosure Statement
explaining the Debtor's Plan of Reorganization dated Jan. 29,
2013.
COOPER GAY: S&P Lowers CCR to 'B-'; Outlook Stable
--------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term corporate
credit rating on London-based global wholesale and reinsurance
broker, Cooper Gay Swett & Crawford (CGSC) to 'B-' from 'B'. The
outlook is stable. At the same time, S&P lowered its issue rating
on CGSC's first-lien credit facility to 'B-' from 'B' and
maintained the '3' recovery rating. The $380 million first-lien
credit facility of a $305 million term loan due 2020 and a $75
million revolver due 2018. S&P also lowered its issue rating on
the $120 million second-lien term loan due 2020 to 'CCC' from
'CCC+' and maintained the '6' recovery rating.
"The downgrade reflects the continued decline in CGSC's operating
performance in the first half of 2014 relative to our
expectations," said Standard & Poor's credit analyst Julie Herman.
"We revised our outlook on CGSC to negative following fiscal 2013
results, which showed EBITDA declines of 35% primarily caused by
challenges in the company's Latin American and London reinsurance
brokerage businesses. This resulted in leverage escalating to
9.5x by Dec. 2013 from 6.3x in the prior year. Despite the
deteriorated leverage, we thought there was a possibility that the
company could bring operating performance back to historical
levels and de-lever significantly to less than 7x by year-end
2014. The company employed various initiatives to achieve this,
including recruiting new management that is more focused on cost
reduction, employing tactical sales strategies, and boosting
earnings flow-through from material acquisition activity in late
2013 funded through balance-sheet cash. However, although the
company began to see the benefit of some of these initiatives,
results from the first half of the year continued to underperform
materially relative to our expectations and the company's budget.
Specifically, the company experienced continued organic growth
declines through second-quarter 2014 due to increased competition
on larger accounts in Latin America, difficult market conditions
in Europe resulting in lower renewals and new business
development, and pressure on property rates in North America. As
a result, although leverage began to trend slightly downward at
9.2x as of June 30, 2014, we believe that CGSC's financial profile
will not improve to a level commensurate with its current rating
by year-end 2014".
CREATIVE RECYCLING: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
CRS Holding of America, LLC 14-10142
8108 Krauss Blvd., Suite 110
Tampa, FL 33619
Creative Recycling Solutions, LLC 14-10144
Creative Recycling Systems, LLC 14-10149
Creative Recycling Services, LLC 14-10151
Bargain Computer Products of Ybor City, LLC 14-10161
Planet Gadget USA, LLC 14-10163
Environmental Services Sales & Marketing, LLC 14-10164
Greenrock Rare Earth Recovery, LLC 14-10165
Dynamic Leasing, LLC 14-10167
Creative Recycling Technologies, LLC 14-10171
Creative Recycling Technologies II, LLC 14-10173
Creative Recycling Technologies III, LLC 14-10175
Creative Recycling Systems of Georgia, LLC 14-10176
Creative Recycling Systems of Kentucky, LLC 14-10178
Creative Recycling Systems of Illinois, LLC 14-10180
Creative Recycling Systems of Louisiana, LLC 14-10181
Creative Recycling Systems of Pennsylvania, LLC 14-10182
Creative Recycling Systems of Tennessee, LLC 14-10183
Creative Recycling Systems of North Carolina, LLC 14-10185
Creative Recycling Systems of North Florida, LLC 14-10189
Creative Recycling Systems of South Florida, LLC 14-10193
Creative Recycling Systems of New England, LLC 14-10196
Nature of Business: E-Recycling
Chapter 11 Petition Date: August 29, 2014
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Judge: Hon. Rodney May
Debtors' Counsel: Jay B Verona, Esq.
SHUMAKER, LOOP & KENDRICK, LLP
Bank of America Plaza
101 East Kennedy Boulevard, Suite 2800
Tampa, FL 33602
Tel: 813-229-7600
Fax: 813-229-1660
Email: jverona@slk-law.com
- and -
Hugo S deBeaubien, Esq.
SHUMAKER, LOOP & KENDRICK LLP
101 E. Kennedy Blvd., Suite 2800
Tampa, FL 33602
Tel: 813-221-7425
Email: bdebeaubien@slk-law.com
CRS Holding's Estimated Assets: $50 million to $100 million
CRS Holding's Estimated Liabilities: $10 million to $50 million
The petitions were signed by Robert Swett, receiver and chief
restructuring officer.
List of CRS Holding's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Internal Revenue Service Taxes and other $987,797
Department of the debts
Treasury
Washington, DC
Tampa East, LLC $248,999
Cushman Wakefield, Inc. $169,130
Meadowridge Industrial $167,076
GA Dept of Admin. $166,601
Troutman Sanders $143,506
Clean Harbors $138,594
Penske Truck Leasing $112,017
EQ- The Environmental $91,626
Quality Co.
Buckhead DuPage $80,294
Industrial Properties
Crowley Logistics, Inc. $80,156
Florida Light & Power $69,259
Bouchard Insurance $67,170
PC Overnight, LLC $59,143
CDS/Balance Staffing $57,459
DGR Systems, LLC $55,299
Reed Transport Services, Inc. $52,350
Howard County Director of Finance $47,456
JY Creative Holdings, Inc. $46,559
Swirl, Inc. $45,250
DS HEALTHCARE: Reports $635K Net Loss in Second Quarter
-------------------------------------------------------
DS Healthcare Group, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, reporting a
net loss of $635,172 on $3.74 million of net revenue for the three
months ended June 30, 2014, compared with a net loss of $763,502
on $3.43 million of net revenue for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $8.43 million
in total assets, $3.58 million in total liabilities, and
stockholders' equity of $4.85 million.
The Company has sustained operational losses since inception. At
June 30, 2014, it had an accumulated deficit of $9,786,540. The
Company cannot predict how long it will continue to incur further
losses or whether it will ever become profitable which is
dependent upon the reduction of certain operating expenses,
success of new and existing products and increase in overall
revenue. These conditions raise substantial doubt about the
entity's ability to continue as a going concern.
A copy of the Form 10-Q is available at:
http://is.gd/vYXVSW
Pompano Beach, Fla.-based DS Healthcare Group, Inc., and its
subsidiaries develop products for skin care and personal care
needs.
Cherry Bekaert LLP, in Fort Lauderdale, Florida, expressed
substantial doubt about DS Healthcare's ability to continue as a
going concern, citing the Company's recurring losses from
operations.
The Company reported a net loss of $3.6 million on $11.2 million
of net revenue in 2012, compared with a net loss of $980,892 on
$9.7 million of net revenue in 2011.
EAT AT JOE'S: Shareholders May Take Action by Written Consent
-------------------------------------------------------------
Eat at Joe's, Ltd.'s Board of Directors met at a special meeting
held on Aug. 25, 2014, to consider amending Company's By Laws,
according to a regulatory filing with the U.S. Securities and
Exchange Commission.
The revised Section 2.11 as adopted by the unanimous written
consent of the Directors now reads:
"2.11 SHAREHOLDER ACTION BY MAJORITY WRITTEN CONSENT IN WRITING
IN LIEU OF MEETING. Any action required by the General
Corporation Law of Delaware Act to be taken at a meeting of
the Shareholders, or any action that may be taken at a meeting
of the shareholders, may be taken without a meeting if a
consent in writing, setting forth the action so taken, shall
be signed by a majority of the Shareholders entitled to vote
with respect to the subject matter thereof, and then delivered
to the Secretary of the Corporation for inclusion in the
Minute Book of the Corporation. Such consent shall have the
same force and effect as any vote of the Shareholders, and may
be stated as such in any articles or documents filed with the
Secretary of State."
A copy of the Amended Bylaw is available for free at:
http://is.gd/8m35lD
About Eat at Joe's
Scarsdale, N.Y.-based Eat at Joe's, Ltd., presently owns and
operates one theme restaurant located in Philadelphia,
Pennsylvania.
Eat at Joe's incurred a net loss of $1.38 million in 2013
following net income of $2.84 million on in 2012.
As of June 30, 2014, the Company had $18.67 million in total
assets, $10.77 million in total liabilities and $7.89 million in
total stockholders' equity.
Robison, Hill & Co., in Salt Lake City, Utah, 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
raising substantial doubt about its ability to continue as a going
concern.
ECOTALITY INC: Creditors to Receive $1-Mil. from Car Charging
-------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that Car Charging
Group, Inc., the parent of Ecotality, Inc.'s purchaser, reached an
agreement with the Official Committee of Unsecured Creditors under
which Car Charging would sponsor a Chapter 11 plan that will pay a
minimum of $925,000 to creditors based on the use of the bankrupt
company's tax losses. According to the report, Car Charging,
which sought court permission to file a competing plan, will also
pay $75,000, representing the incremental professional cost
incurred by shifting gears and switching to a new plan.
The Bloomberg report said a hearing is set for. Sept. 22, to be
followed by a confirmation hearing to approve the plan.
About Ecotality Inc.
Headquartered in San Francisco, California, Ecotality, Inc.
(Nasdaq: ECTY) -- http://www.ecotality.com-- is a provider of
electric transportation and storage technologies.
Ecotality Inc. along with affiliates including lead debtor
Electric Transportation Engineering Corp. sought Chapter 11
protection (Bankr. D. Ariz. Lead Case No. 13-16126) on Sept. 16,
2013, with plans to sell the business at an auction.
The cases are assigned to Chief Judge Randolph J. Haines. The
Debtors' lead counsel are Charles R. Gibbs, Esq., at Akin Gump
Strauss Hauer & Feld LLP, in Dallas, Texas; and David P. Simonds,
Esq., and Arun Kurichety, Esq., at Akin Gump Strauss Hauer & Feld
LLP, in Los Angeles, California. The Debtors' local counsel is
Jared G. Parker, Esq., at Parker Schwartz, PLLC, in Phoenix,
Arizona. FTI Consulting, Inc. serves as the Debtors' crisis
manager and financial advisor. The Debtors' claims and noticing
agent is Kurtzman Carson Consultants LLC.
Electric Transportation estimated assets of $10 million to $50
million and debt of $100 million to $500 million. Unlike most
companies in bankruptcy, Ecotality has no secured debt. It simply
ran out of money. There's $5 million owing on convertible notes,
plus liability on leases. Part of pre-bankruptcy financing took
the form of a $100 million cost-sharing grant from the U.S. Energy
Department. In view of the San Francisco-based company's
financial problems, the government cut off the grant when $84.8
million had been drawn.
On Sept. 24, 2013, the Office of the United States Trustee for
Region 14 appointed a committee of unsecured creditors.
In October 2013, the bankruptcy judge cleared Ecotality to sell
most of the business to Car Charging Group Inc. for $3.3 million.
Two other buyers purchased other assets for $1 million in total.
ELBIT IMAGING: Incurs NIS491.5 Million Net Loss in 2nd Quarter
--------------------------------------------------------------
Elbit Imaging Ltd. reported a loss of NIS491.50 million on
NIS100.17 million of total revenues for the three months ended
June 30, 2014, compared with a loss of NIS471.40 million on
NIS91.50 million of total revenues for the same period in 2013.
For the six months ended June 30, 2014, the Company posted profit
of NIS982.72 million on NIS178.70 million of total revenues
compared to a loss of NIS584.58 million on NIS168.38 million of
total revenues for the same period during the prior year.
As of June 30, 2014, the Company had NIS4.05 billion in total
assets, NIS3.16 billion in total liabilities and NIS889.58 million
shareholders' equity.
A full-text copy of the Form 6-K is available for free at:
http://is.gd/iJuyUp
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.
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.
ELIZABETH ARDEN: S&P Puts 'BB-' CCR on CreditWatch Negative
-----------------------------------------------------------
Standard & Poor's Ratings Services placed all of its ratings on
New York City-based Elizabeth Arden Inc., including the 'BB-'
corporate credit rating, on CreditWatch with negative
implications.
The CreditWatch placement follows weak operating results for the
fiscal year ended June 30, 2014. Sales decreased about 13% to
$1.16 billion for fiscal 2014 compared with the prior fiscal year,
stemming from weaker than expected declines from its celebrity
fragrances segment and replenishment from the mass channel.
Profitability also decreased, mainly due to a highly competitive
and promotional environment, and sales mix shift towards lower-
margin products. S&P estimates credit metrics have deteriorated,
including leverage above 5x. This is weaker than S&P's
expectation that leverage would remain below 4x.
S&P could affirm or lower the rating once it meets with the
company and assess the company's financial policy and ability to
strengthen its credit metrics over the next year. S&P could lower
its ratings if it believes the company's credit metrics will
remain near its current weakened levels. Alternatively, S&P could
affirm its ratings if it believes the company can improve its
operating performance and strengthen credit metrics, including
leverage decreasing towards historical levels of near 4x.
EXIDE TECHNOLOGIES: Given Until Dec. 10 to File Plan
----------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware extended the period during which Exide Technologies
has the exclusive right to propose and file a Chapter 11 through
and including Dec. 10, 2014, and the period during which the
Debtor may solicit and obtain acceptances of that plan through and
including Feb. 10, 2105.
The Debtor said in court papers that the extension will allow on-
going negotiation of a confirmable plan of reorganization and to
garner maximum consensus around that plan. The Debtor has said
that it received a constructive proposal for a plan of
reorganization from the unofficial committee of senior secured
noteholders, and they have engaged the official committee of
unsecured creditors in the plan formulation process to achieve a
consensual plan construct.
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.
FALCON STEEL: U.S. Trustee Says Rylander Clay Is Not Disinterested
------------------------------------------------------------------
The United States Trustee opposes Falcon Steel Company, et al.'s
motion to employ Rylander, Clay & Optiz, LLC, as accountants on
the basis that the Firm represents an insider, David W. Smith, the
Debtors' Chief Executive Officer.
"Such representation of insiders, against which the Debtor may
have potential claims, results in a conflict of interest," the
U.S. Trustee asserts.
The U.S. Trustee adds that Rylander Clay is not disinterested
because its dual representation of the Debtors and Mr. Smith
creates a situation where it may be disincentivized by virtue of
its relationship with Mr. Smith to take actions that may be
beneficial to the Debtors, but contrary to Mr. Smith's personal
interests.
Accordingly, the U.S. Trustee asks the Bankruptcy Court to deny
the Debtors' application for the Rylander Clay retention.
About Falcon Steel Company
Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on
June 29, 2014. Falcon Steel claims to be the only American-owned
company that builds steel lattice towers for high electrical
transmission lines.
Falcon Steel was formed in 1963 and has operated continuously
since that time as a manufacturer engaged in fabricating and
galvanizing structural steel for customers in the United States.
New Falcon, a subsidiary, suspended operations in June 2013 and is
being held for sale.
Falcon has three manufacturing plants in the DFW area in Texas,
with one facility in Haltom City, another in Euless, and the third
facility in Kaufman, Texas. The company's corporate headquarters
is located at its Haltom City plant. It currently employs
approximately 255 employees.
The Debtors' cases are jointly administered. Judge D. Michael
Lynn presides over the cases. Falcon Steel estimated assets and
debt of $10 million to $50 million.
The Debtors have tapped Forshey & Prostok, LLP, as general
bankruptcy counsel; Decker, Jones, McMackin, McClane, Hall &
Bates, P.C. as special corporate counsel; Western Operations, LLC
as financial consultant; and Greater Yield, Ltd. as management and
operations consultants. James T. Taylor has also been tapped to
serve as chief restructuring officer for the Debtors.
The U.S. Trustee has appointed a five-member panel to serve as the
Official Committee of Unsecured Creditors in the Debtors' cases.
McCathern, PLLC, has been tapped as counsel of the Committee.
FALCON STEEL: Hires Ryan LLC as Property Tax Consultants
--------------------------------------------------------
Falcon Steel Company and New Falcon Steel, LLC ask for permission
from the Hon. D. Michael Lynn of the U.S. Bankruptcy Court for the
Northern District of Texas to employ Ryan, LLC as property tax
consultants for the Debtors on a contingency fee basis.
Pursuant to the Property Tax Consulting Services Agreement, Ryan
LLC shall, if appropriate, appeal the ad valorem taxing
authorities' assessment of property taxes owed on certain of the
Debtor's real property and business personal property located in
Tarrant County and Kaufman County.
Under the terms of the agreement, Ryan LLC will receive a
performance-based contingent fee equal to 25% of any tax savings
achieved. If no tax savings are obtained, no fee shall be due to
Ryan LLC. The Debtor will be directly responsible for any third
party professional fees or attorney fees; however, Ryan LLC will
assume all other costs. The Agreement provides that Ryan LLC's
performance-based contingency fee will be billed when the appeal
of a tax assessment is decided, and the bill is to be paid within
30 days of receipt.
Jeffrey Tuthill, principal of Ryan LLC, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.
Ryan LLC can be reached at:
Jeffrey Tuthill
RYAN LLC
Three Galleria Tower
13155 Noel Road, Suite 100
Dallas, TX 75240
Tel: (972) 934-0022
E-mail: jeff.tuthill@ryan.com
About Falcon Steel Company
Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on
June 29, 2014. Falcon Steel claims to be the only American-owned
company that builds steel lattice towers for high electrical
transmission lines.
The Debtors are seeking joint administration of their Chapter 11
cases (Lead Case No. 14-42585).
Falcon Steel was formed in 1963 and has operated continuously
since that time as a manufacturer engaged in fabricating and
galvanizing structural steel for customers in the United States.
New Falcon, a subsidiary, suspended operations in June 2013 and is
being held for sale.
Falcon has three manufacturing plants in the DFW area in Texas,
with one facility in Haltom City, another in Euless, and the third
facility in Kaufman, Texas. The company's corporate headquarters
is located at its Haltom City plant. It currently employs
approximately 255 employees.
Falcon Steel estimated assets and debt of $10 million to $50
million.
The Debtors have tapped Forshey & Prostok, LLP, as counsel.
The Court entered an order extending the Debtor's deadline to file
its schedules of assets and liabilities and statement of financial
affairs or new case deficiencies, excluding the matrix until
Aug. 1.
Bankruptcy Judge D. Michael Lynn, in an amended order, directed
the joint administration of the case of Falcon Steel Company and
New Falcon Steel, LLC
FALCON STEEL: Files Schedules of Assets and Liabilities
-------------------------------------------------------
Falcon Steel Company filed with the U.S. Bankruptcy Court for the
Northern District of Texas its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $5,050,000
B. Personal Property $25,572,680
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $16,087,000
E. Creditors Holding
Unsecured Priority
Claims $617,125
F. Creditors Holding
Unsecured Non-Priority
Claims $4,816,648
----------- -----------
Total $30,622,680 $21,520,773
A copy of the schedules is available for free at
http://bankrupt.com/misc/FALCONSTEEL_78_sal.pdf
About Falcon Steel Company
Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on
June 29, 2014. Falcon Steel claims to be the only American-owned
company that builds steel lattice towers for high electrical
transmission lines.
The Debtors are seeking joint administration of their Chapter 11
cases (Lead Case No. 14-42585).
Falcon Steel was formed in 1963 and has operated continuously
since that time as a manufacturer engaged in fabricating and
galvanizing structural steel for customers in the United States.
New Falcon, a subsidiary, suspended operations in June 2013 and is
being held for sale.
Falcon has three manufacturing plants in the DFW area in Texas,
with one facility in Haltom City, another in Euless, and the third
facility in Kaufman, Texas. The company's corporate headquarters
is located at its Haltom City plant. It currently employs
approximately 255 employees.
Attorneys for the Debtor are Jeff P. Prostok, Esq. and Linda L.
Lankford, Esq. at Forshey & Prostok LLP of Ft. Worth, TX.
Texas Capital is represented by Eli Columbus, Esq. at Winstead PC
of Dallas, TX and Jonathan L. Howell, Esq. at McCathern PLLC of
Dallas, TX.
FALCON STEEL: Can Access Cash Collateral Until Sept. 26
-------------------------------------------------------
Debtor Falcon Steel Company; secured creditor Texas Capital Bank,
National Association; and the Official Committee of Unsecured
Creditors submitted a proposed agreed order authorizing the Debtor
to use cash collateral until Sept. 26. The judge signed the
agreed order following a hearing Aug. 28.
The Debtor will use cash collateral to pay postpetition direct
operating expenses and obtain goods and services needed to carry
their business in a manner that will avoid irreparable harm to the
Debtors' estates.
Approximately $16 million is currently outstanding under the Texas
Capital loan documents. Texas Capital holds valid and perfected
claims secured by the Debtors' right, title, present and future
interest in the collateral.
About Falcon Steel Company
Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on
June 29, 2014. Falcon Steel claims to be the only American-owned
company that builds steel lattice towers for high electrical
transmission lines.
The Debtors are seeking joint administration of their Chapter 11
cases (Lead Case No. 14-42585).
Falcon Steel was formed in 1963 and has operated continuously
since that time as a manufacturer engaged in fabricating and
galvanizing structural steel for customers in the United States.
New Falcon, a subsidiary, suspended operations in June 2013 and is
being held for sale.
Falcon has three manufacturing plants in the DFW area in Texas,
with one facility in Haltom City, another in Euless, and the third
facility in Kaufman, Texas. The company's corporate headquarters
is located at its Haltom City plant. It currently employs
approximately 255 employees.
Falcon Steel estimated assets and debt of $10 million to $50
million.
The Debtors have tapped Forshey & Prostok, LLP, as counsel.
The Court entered an order extending the Debtor's deadline to file
its schedules of assets and liabilities and statement of financial
affairs or new case deficiencies, excluding the matrix until
Aug. 1.
Bankruptcy Judge D. Michael Lynn, in an amended order, directed
the joint administration of the case of Falcon Steel Company and
New Falcon Steel, LLC.
FALCON STEEL: Proposes Consulting Agreement with Ex-CEO
-------------------------------------------------------
The U.S. Bankruptcy Court will convene a hearing on Sept. 17,
2014, at 1:30 p.m., to consider Falcon Steel Company, et al.'s
motion for authorization to enter into consulting agreement with
David Smith. Objections, if any are due Sept. 15.
The Debtors, in their application, stated that on Aug. 14, Mr.
Smith resigned his position as the Debtors' chief executive
officer and chairman of the board of directors. Mr. Smith
continues to be employed by the Debtor on an interim basis as a
consulting employee pending entry of an order approving the motion
and has been given the title chief engineer.
The term sheet contemplates that the parties will enter into a
consulting agreement to provide the details of Mr. Smith's new
role as outside consultant for the Debtors.
The agreement provides that:
1. Mr. Smith will resign as an employee of the debtors and
become a consultant to the Debtors until Sept. 15, 2016, unless
the consulting agreement is terminated sooner.
2. Falcon will pay mr. Smith a consulting fee of $15,000 each
moth through the term of the consulting agreement, plus
reimbursement of expenses.
3. Through the term of consulting agreement, Mr. Smith will not
partiipate in the management or control of certain competitors of
Falcon.
4. for two years after the effective date of the consulting
agreement, Mr. Smith will not solicit the Falcon.
5. Mr. Smith will exchange mutual releases and falcon will
agree to indemnify Mr. Smith for Certain claims which may be
brought for actions taken in his capacity as an oficer or director
of the debtor.
6. Through the term of the consulting agreement and for two
years thereafter, Mr. Smith will be required to maintain the
confidentiality of all nonpublic Falcon Information.
About Falcon Steel Company
Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11
protection in the U.S. Bankruptcy Court for the Northern District
of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on
June 29, 2014. Falcon Steel claims to be the only American-owned
company that builds steel lattice towers for high electrical
transmission lines.
The Debtors are seeking joint administration of their Chapter 11
cases (Lead Case No. 14-42585).
Falcon Steel was formed in 1963 and has operated continuously
since that time as a manufacturer engaged in fabricating and
galvanizing structural steel for customers in the United States.
New Falcon, a subsidiary, suspended operations in June 2013 and is
being held for sale.
Falcon has three manufacturing plants in the DFW area in Texas,
with one facility in Haltom City, another in Euless, and the third
facility in Kaufman, Texas. The company's corporate headquarters
is located at its Haltom City plant. It currently employs
approximately 255 employees.
Falcon Steel estimated assets and debt of $10 million to $50
million.
The Debtors have tapped Forshey & Prostok, LLP, as counsel.
The Court entered an order extending the Debtor's deadline to file
its schedules of assets and liabilities and statement of financial
affairs or new case deficiencies, excluding the matrix until
Aug. 1.
Bankruptcy Judge D. Michael Lynn, in an amended order, directed
the joint administration of the case of Falcon Steel Company and
New Falcon Steel, LLC.
FCC HOLDINGS: Can Use Cash Collateral Until Sept. 22
----------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware gave FCC Holdings, Inc., interim authority to
use cash collateral securing their prepetition indebtedness.
The Debtors have represented that prior to the Petition Date, they
are obligated to the Term A Lenders in the approximate principal
amount of $18,578,846, plus plus interest and fees, and obligated
to the Term B Lenders in the approximate amount of $29,056,429,
plus interest and fees. In the Interim Cash Collateral Order, the
Debtors have stipulated and agreed that, as of the Petition Date,
they were indebted to the Lenders in the aggregate principal
amount of approximately $50,084,922. Bank of Montreal serves as
agent for the Term A Lenders.
The motion is set for a final hearing to be held on Sept. 22,
2014, at 12:30 p.m. (Eastern time), with an objection deadline of
Sept. 15.
A full-text copy of the Interim Cash Collateral Order with Budget
is available at http://is.gd/ymKIeyfrom Leagle.com.
About FCC Holdings
FCC Holdings, Inc., and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 14-11987) in Delaware on
Aug. 25, 2014.
Headquartered in Ft. Lauderdale, Florida, FCC and its affiliates
provide quality postsecondary education in fourteen states. The
FCC schools were started by David Knobel in 1994 in Fort
Lauderdale, Florida, and, as of the bankruptcy filing, are owned
by Greenhill Capital Partners.
Prior to the Petition Date, the Company, which currently operates
under the name "Anthem Education," had three sets of schools --
the 14 Florida Career College schools; the 22 Anthem Education
schools; and the 5 US Colleges schools.
The Debtors' outstanding secured obligations are $49,000,000, plus
interest and fees, comprised of: Tranche A Loans of $18.6 million,
Tranche B Loans of $29.1 million, and existing letters of credit
of $1.39 million. The Debtors also have unsecured debt of
$15 million.
Judge Christopher S. Sontchi is assigned to the Chapter 11 cases.
The Debtors have tapped Dennis A. Meloro, Esq., at Greenberg
Traurig, LLP, as counsel, and KCC as claims and notice agent.
FCC HOLDINGS: To Sell Assets to IEC Corp. Without Auction
---------------------------------------------------------
FCC Holdings, Inc., et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to approve the
amended and restated asset purchase agreement, dated Aug. 21,
2014, between the Debtors and IEC Corporation, under which IEC
will purchase the Debtors' campuses.
The Debtors explain that the asset purchase agreement contemplates
a two-step transaction to keep their schools open. Step one of
the transaction was consummated prior to the Petition Date. In
the first step, the Debtors sold, transferred and assigned to IEC
certain assets and liabilities of 14 Florida Career College
schools. With respect to step 2, the Debtors will sell, transfer
and assign to IEC certain other assets and liabilities, including
nine "Other Acquired Campuses," five "CA Campuses," and the "FCC
second closing assumed contracts" as these terms defined in the
agreement. Aspects of Step 2 remain subject to applicable
approvals of the Department of Education, which have not yet been
obtained as of the Petition Date.
The consideration for the Transaction is $1,000,000 in cash, a
$1,000,000 lender consent fee, the assumption of certain leases,
contracts and other liabilities, and the funding of certain
expenses that will enable the Debtors to (a) keep certain parts of
their businesses running through the conclusion of the
Transaction, and (b) have the opportunity to conclude and
implement teach-out arrangements that will allow many of the
students attending campuses that are not being sold to conclude
their education.
In the event the Debtors do not receive a response from the DOE by
Aug. 29, 2014, IEC's obligation under the Purchase Agreement to
fund the Step 2 Anthem Schools will terminate, and the Debtors
will have to close down the Step 2 Anthem Schools, thereby
potentially preventing approximately 3,700 students from finishing
their education. If the applicable Educational Approvals are
obtained and an order is entered approving the Transaction, then
IEC will acquire the Other Acquired Assets and Liabilities and the
FCC Second Closing Assumed Contracts.
In connection with the sale of the Debtors' schools, the Debtors
also seek authority from the Bankruptcy Court to assume a
transition services agreement they entered into with IEC. The TSA
contemplates, among other things, that IEC will provide enrollment
management services, student services for online students, career
services, financial aid related services, compliance, procurement
services, information technology services, academic services,
human resources, support services for the Company's teach-out
related services, record custodian services, and bankruptcy-
related administrative services.
The TSA provides that the consideration provided to IEC in the
Purchase Agreement constitutes sufficient consideration for the
provisions of the services described in the TSA. Therefore, the
Debtors are not obligated to pay any amounts to IEC in exchange
for the services provided pursuant to the TSA.
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, pointed out that even though
the Debtors negotiated a sale that generates only $1 million
toward $49 million in secured debt, the Debtors have said there's
no realistic chance a better offer will come along and no reason
to hold an auction.
About FCC Holdings
FCC Holdings, Inc., and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 14-11987) in Delaware on
Aug. 25, 2014.
Headquartered in Ft. Lauderdale, Florida, FCC and its affiliates
provide quality postsecondary education in fourteen states. The
FCC schools were started by David Knobel in 1994 in Fort
Lauderdale, Florida, and, as of the bankruptcy filing, are owned
by Greenhill Capital Partners.
Prior to the Petition Date, the Company, which currently operates
under the name "Anthem Education," had three sets of schools --
the 14 Florida Career College schools; the 22 Anthem Education
schools; and the 5 US Colleges schools.
The Debtors' outstanding secured obligations are $49,000,000, plus
interest and fees, comprised of: Tranche A Loans of $18.6 million,
Tranche B Loans of $29.1 million, and existing letters of credit
of $1.39 million. The Debtors also have unsecured debt of
$15 million.
Judge Christopher S. Sontchi is assigned to the Chapter 11 cases.
The Debtors have tapped Dennis A. Meloro, Esq., at Greenberg
Traurig, LLP, as counsel, and KCC as claims and notice agent.
FCC HOLDINGS: Seeks to Reject Leases for Nine Campuses
------------------------------------------------------
FCC Holdings, Inc., et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to reject leases
associated with the nine Anthem schools that IEC Corporation did
not purchase. The Debtors will no longer operate at the premises
and have either vacated those premises on or before Aug. 29, 2014,
or will vacate those premises prior to Sept. 5, 2014.
The leases rejected as of Aug. 29 are for the following locations:
* Anthem College - Phoenix Ground, in Phoenix, Arizona
* Anthem College - Orlando West, in Orlando, Florida
* Anthem Institute - Morrison University, in Reno, Nevada
The leases to be rejected as of Sept. 5 are for the following
locations:
* Anthem College - Beaverton, in Beaverton, Oregon
* Anthem College - Sacramento, in Sacramento, California
* Anthem College - Nashville, in Nashville, Tennessee
* Anthem College ? Bryman School, in Phoenix, Arizona
The Debtors believe that potentially accruing administrative
expenses on account of the leases will not offer any additional
value to the estates and, hence, the leases are appropriate for
immediate rejection to relieve the burden on the Debtors' estates.
Rejection of the leases is necessary to avoid any possible ongoing
obligation on the part of the Debtors to pay rent for premises
that the Debtors no longer occupy, and for which the Debtors have
no current or anticipated use.
A hearing to consider the Debtors' request is scheduled for
Sept. 22, 2014. Objections are due Sept. 15.
About FCC Holdings
FCC Holdings, Inc., and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 14-11987) in Delaware on
Aug. 25, 2014.
Headquartered in Ft. Lauderdale, Florida, FCC and its affiliates
provide quality postsecondary education in fourteen states. The
FCC schools were started by David Knobel in 1994 in Fort
Lauderdale, Florida, and, as of the bankruptcy filing, are owned
by Greenhill Capital Partners.
Prior to the Petition Date, the Company, which currently operates
under the name "Anthem Education," had three sets of schools --
the 14 Florida Career College schools; the 22 Anthem Education
schools; and the 5 US Colleges schools.
The Debtors' outstanding secured obligations are $49,000,000, plus
interest and fees, comprised of: Tranche A Loans of $18.6 million,
Tranche B Loans of $29.1 million, and existing letters of credit
of $1.39 million. The Debtors also have unsecured debt of
$15 million.
Judge Christopher S. Sontchi is assigned to the Chapter 11 cases.
The Debtors have tapped Dennis A. Meloro, Esq., at Greenberg
Traurig, LLP, as counsel, and KCC as claims and notice agent.
FCC HOLDINGS: Has Interim Authority to Pay Title IV Refunds
-----------------------------------------------------------
FCC Holdings, Inc., et al., obtained interim authority from the
U.S. Bankruptcy Court for the District of Delaware to credit
certain excess funds to students' accounts in accordance with
applicable law.
The programs authorized under Title IV are the major source of
federal student aid. Pursuant to applicable federal law,
"[w]henever an institution disburses title IV, HEA program funds
by crediting a student's account and the total amount of all title
IV, HEA program funds credited exceeds the amount of tuition and
fees, room and board, and other authorized charges ... the
institution must pay the resulting credit balance directly to the
student ... no later than 14 days..." 34 CFR Sec. 668.164(e).
Thus, if a student's financial aid exceeds the cost of tuition and
other fees, the student is entitled to receive the excess to
defray living and other educational expenses. In addition, if a
student withdraws from a semester or drops out of an institution's
education program, the institution may be required to return
unearned Title IV funds to the government.
Prior to the Petition Date, in the ordinary course of business,
the Debtors incurred and processed Title IV Refunds to the
students enrolled in their programs and the government when
required. As of the Petition Date, checks for approximately
$638,000 in Title IV Refunds had been issued to students; however,
those checks had not yet cleared the Debtors' accounts. In
addition, the Debtors will continue to incur liability for Title
IV Refunds from and after the Petition Date.
A final hearing on the Motion will be held on Sept. 22, 2014, at
12:30 p.m. Objections are due Sept. 15.
About FCC Holdings
FCC Holdings, Inc., and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 14-11987) in Delaware on
Aug. 25, 2014.
Headquartered in Ft. Lauderdale, Florida, FCC and its affiliates
provide quality postsecondary education in fourteen states. The
FCC schools were started by David Knobel in 1994 in Fort
Lauderdale, Florida, and, as of the bankruptcy filing, are owned
by Greenhill Capital Partners.
Prior to the Petition Date, the Company, which currently operates
under the name "Anthem Education," had three sets of schools --
the 14 Florida Career College schools; the 22 Anthem Education
schools; and the 5 US Colleges schools.
The Debtors' outstanding secured obligations are $49,000,000, plus
interest and fees, comprised of: Tranche A Loans of $18.6 million,
Tranche B Loans of $29.1 million, and existing letters of credit
of $1.39 million. The Debtors also have unsecured debt of
$15 million.
Judge Christopher S. Sontchi is assigned to the Chapter 11 cases.
The Debtors have tapped Dennis A. Meloro, Esq., at Greenberg
Traurig, LLP, as counsel, and KCC as claims and notice agent.
FERRARA CANDY: S&P Revises Outlook to Neg. & Affirms 'B' CCR
------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Chicago-based Ferrara Candy Co. to negative from stable. S&P also
affirmed its 'B' corporate credit rating on Ferrara Candy.
The issue-level rating on the company's senior secured term loan
facility remains 'B', with a recovery rating of '4', indicating
that unsecured noteholders could expect average (30% to 50%)
recovery in the event of a payment default.
On June 30, 2014, Ferrara Candy had approximately $484 million of
total debt outstanding.
"The company's operating performance throughout 2013 was well
below our expectations, resulting in a significant increase in
leverage, and improvements in 2014 have been less than
anticipated," said Standard & Poor's credit analyst. "In
addition, delays in realizing cost savings have contributed to
reduced liquidity. The outlook change reflects our belief that
the weak operating results could continue and could lead to weaker
credit measures. We do not expect significant improvement in the
company's credit measures this year."
Ferrara Candy participates in the highly competitive and
fragmented non-chocolate confectionary industry. The company's
portfolio of branded products include recognizable brands such as
Brach's, Trolli, Bob's, Now and Later, Lemonhead, Black Forest,
Sathers, and Atomic FireBall, among others. However, the company
competes in an industry that is susceptible to commodity cost
volatility, particularly sugar and corn syrup (which the company
is benefiting from in the near term). Also, anticipated scale and
operating synergies related to the June 2012 merger of Ferrara Pan
Candy Co. Inc. and Farley's & Sathers Candy Co. Inc. have not been
fully realized. These factors support S&P's business risk
assessment of "weak."
S&P's financial risk assessment for Ferrara Candy incorporates its
view that the company will maintain adequate liquidity and key
credit measures that will remain consistent with those of a
"highly leveraged" financial risk profile. This includes S&P's
expectation that Ferrara Candy will maintain a core leverage ratio
of greater than 5x and a ratio of funds from operations (FFO) to
total debt below 12%. S&P estimates that leverage will remain
over 7.5x and that FFO to total debt will remain below 10% through
2014. In addition, Ferrara Candy is financial sponsor-owned.
FRIENDSHIP DAIRIES: Reorganization Plan Declared Effective
----------------------------------------------------------
Friendship Dairies notified the U.S. Bankruptcy Court for the
Northern District of Texas that the Effective Date of its Third
Amended Plan of Reorganization, as modified, occurred on July 1,
2014.
The Debtor is represented by:
J. Bennett White, Esq.
J. BENNETT WHITE, P.C.
1011 Pruitt Place (75703)
P.O. Box 6250
Tyler, TX 75711
Tel: (903) 597-4300
Fax: (903) 597-4330
E-mail: jbw@jbwlawfirm.com
As reported in the Troubled Company Reporter on March 18, 2014,
AgStar Financial Services, FLCA, as loan services and attorney in
fact for McFinney Agri-Finance, LLC, objected to the Debtor's
Plan, stating that "Friendship Dairies is at an unpassable
crossroads of its own making. AgStar pointed out that on the one
hand, the Debtor has appealed the Court's Jan. 7, 2014 order
granting AgStar stay relief as to its collateral to the U.S.
District Court for the Northern District of Texas. The appeal is
pending and the District Court has jurisdiction over the Stay
Relief Order. On the other hand, the Debtor has submitted the
Third Amended Plan, which assumes without reason or authority that
the Debtor will continue to own and operate its real property.
Accordingly, there is a disconnect as the Debtor cannot move
forward with any Third Amended Plan involving the real property
until the District Court resolves the appeal of the Stay Relief
Order. At this juncture the only feasible plan must involve
liquidation of the livestock or transportation of the livestock to
another site with more confidence in the Debtor's operation.
Unless the District Court reverses the Stay Relief Order, one of
the Debtor's basic assumptions is untenable and the Third Amended
Plan is fatally flawed. As such, the Court should not consider
the Debtor's Third Amended Plan until the District Court has
resolved the appeal of the Stay Relief Order."
John O'Brien, Esq., at Snell & Wilmer L.L.P., represented AgStar.
About Friendship Dairies
Friendship Dairies, a general partnership, filed a Chapter 11
petition (Bankr. N.D. Tex. Case No. 12-20405) in Amarillo, Texas,
on Aug. 6, 2012. The Debtor operates a dairy near Hereford, Deaf
Smith County, Texas. The dairy consists of 11,000 head of cattle,
fixtures and equipment. The Debtor also farms 5,000 acres of land
for production of various crops used in feeding for the cattle.
The Debtor owes McFinney Agri-Finance, LLC, $16 million secured
by the Debtor's property, which is appraised at more than
$24 million. The Debtor, in its amended schedules, disclosed
$45,121,851 in assets and $45,554,951 in liabilities. The Debtor
originally disclosed $44,421,851 in assets and $45,554,951 in
liabilities as of the Chapter 11 filing.
Bankruptcy Judge Robert L. Jones oversees the case. J. Bennett
White, P.C., serves as the Debtor's counsel. The petition was
signed by Patrick Van Adrichem, partner.
The U.S. Trustee appointed a six-member creditors committee in the
Debtor's case. The Committee tapped Levenfeld Pearlstein
as lead counsel, and Mullin, Hoard & Brown as local counsel.
GATEWAY INVESTMENTS: Case Summary & 13 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: Gateway Investments, LLC
c/o Gary Gray, member
3628 Moore St
Los Angeles, CA 90066-3045
Case No.: 14-41012
Chapter 11 Petition Date: August 30, 2014
Court: United States Bankruptcy Court
District of Idaho (Pocatello)
Judge: Hon. Jim D Pappas
Debtor's Counsel: Monte C Gray, Esq.
GRAY LAW OFFICES, PLLC
PO Box 37
Pocatello, ID 83204
Tel: (208) 478-1250
Email: montegray@cableone.net
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Gary L. Gray, member.
A list of the Debtor's 13 largest unsecured creditors is available
for free at http://bankrupt.com/misc/idb14-41012.pdf
GENUTEC BUSINESS: M. Candice Bryner Okayed to Handle Taus Action
----------------------------------------------------------------
The bankruptcy court authorized Genutec Business Solutions, Inc.,
to employ the Law Offices of M. Candice Bryner as special
litigation counsel, effective May 16, 2014.
The Debtor was a plaintiff and cross-defendant in a lawsuit
entitled Genutec v. Taus, Orange County Superior Court Case No.
07CC07918. The Debtor commenced the Taus Action as the plaintiff
in July 2007 and sued certain of its former officers and/or
directors for breach of fiduciary duty. These defendants, in
turn, filed cross-complaints against Genutec for contractual
indemnity. The Taus Action proceeded to trial in October 2012.
After a 39-day bench trial, Judgment was ultimately entered in
July 2013. After numerous post-trial motions, the Judgment was
subsequently updated to include post-judgment costs in April 2014.
The Debtor is currently involved in multiple appeals arising out
of the Judgment in the Taus Action. Further, the Debtor
contemplates that it will require legal services to handle any
adversary matters and/or other general business litigation matters
which may arise post-Petition.
The Bryner Firm has been representing the Debtor in various
litigation and appellate matters, including the Taus Action and
its related appeals, since early 2006. M. Candice Bryner of the
Bryner Firm is uniquely familiar with the trial record and
appellate record pertaining to all aspects of the Taus Action and
related appeals. Ms. Bryner is admitted to practice before the
Court and all courts in the State of California. She has
considerable experience in civil litigation matters involving
business disputes and appellate matters, and has handled numerous
similar proceedings during the last 17 years. Ms. Bryner is well
qualified to represent Debtor in litigation, appellate and
adversary matters. Ms. Bryner will be solely responsible for the
representation of the Debtor in all legal matters.
Ms. Bryner's hourly rate is normally $300. However, she has
agreed to be compensated as a reduced hourly rate of $250 per
hour.
Ms. Bryner can be reached at:
LAW OFFICES OF M. CANDICE BRYNER
900 Roosevelt
Irvine, CA 92620
Tel: (949) 371-9056
Fax: (949) 679-2492
E-mail: candice@brynerlaw.com
About Genutec Businesss Solutions
Genutec Businesss Solutions, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Cal. Case No. 14-13115) in Santa Ana,
Georgia, on May 16, 2014. David Montoya signed the petition as
director. The Debtor disclosed assets of $12,851,544 and
liabilities of $11,529,199. Michael R Totaro, Esq., at Totaro &
Shanahan, in Pacific Palisades, California, acts as bankruptcy
counsel. Judge Erithe A. Smith presides over the case.
The U.S. Trustee for Region 16 appointed three creditors to serve
on the official committee of unsecured creditors.
GJ 50 OIL: Case Summary & 7 Unsecured Creditors
-----------------------------------------------
Debtor: GJ 50 Oil, LLC
3819 Jonesboro Road
Atlanta, GA 30354
Case No.: 14-67143
Chapter 11 Petition Date: August 30, 2014
Court: United States Bankruptcy Court
Northern District of Georgia (Atlanta)
Debtor's Counsel: Michael D. Robl, Esq.
THE SPEARS & ROBL LAW FIRM, LLC
104 Cambridge Avenue
Decatur, GA 30030
Tel: 404-373-5153
Email: mdrobl@tsrlaw.com
Total Assets: $1.60 million
Total Liabilities: $1.29 million
The petition was signed by Firoz K. Lilywala, president.
A list of the Debtor's seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/ganb14-67143.pdf
GLOBAL AVIATION: Seeks Conversion to Ch. 7 Liquidation
------------------------------------------------------
Global Aviation Holdings Inc., et al., ask the U.S. Bankruptcy
Court for the District of Delaware to issue an order converting
their Chapter 11 cases to one under Chapter 7 of the Bankruptcy
Code, saying they have substantially finished the collection of
receivables and the sale or other dispositions of their remaining
assets. The Debtors add that conversion of their bankruptcy cases
to Chapter 7 is in their best interest given their ability to use
cash collateral will expire this month.
The Debtors further relate that they have entered into a
stipulation with the United Healthcare Services, which administers
benefits for the Debtors' former employees electing to receive
health insurance coverage pursuant to the Consolidated Omnibus
Budget Reconciliation Act. Under the stipulation, the Debtors and
United agree to: (1) setoff and apply the remaining balance in the
COBRA Account against the Underfunding; and (2) lift the automatic
stay to the extent necessary, to allow United to effectuate the
setoff.
A hearing to consider approval of the Debtors' conversion request
is scheduled for Sept. 11, 2014. At the same hearing, the Debtors
will also seek approval of an agreement confirming the right of
Cerberus Business Finance LLC to collect remaining assets that
constitute its collateral, Bill Rochelle, the bankruptcy columnist
for Bloomberg News, and Sherri Toub, a Bloomberg News writer,
reported.
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.
GOLDEN LAND: Files Schedules of Assets and Liabilities
------------------------------------------------------
Golden Land LLC filed with the U.S. Bankruptcy Court for the
Eastern District of New York its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $15,250,000
B. Personal Property $173,997
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $13,417,988
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-Priority
Claims $41,752
----------- -----------
Total $15,423,997 $13,459,740
A copy of the schedules is available for free at
http://bankrupt.com/misc/GoldenLand_20_SALs.pdf
About Golden Land LLC
Golden Land LLC filed for Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 14-42315) in Brooklyn, New York, on May 8, 2014.
The Debtor estimated assets and debt of $10 million to
$50 million. Xiangan Gong, Esq., at Xiangan Gong serves as the
Debtor's counsel. Judge Nancy Hershey Lord presides over the
case. Lawrence Litwack is the receiver of the Debtor's property.
GORDIAN MEDICAL: Cummins & White Approved as Special Tax Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
authorized Gordian Medical, Inc., to employ Cummins & White, LLP,
as special tax counsel effective as of June 16, 2014. To the best
of the Debtor's knowledge, CW is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
About Gordian Medical
Gordian Medical, Inc., dba American Medical Technologies, filed a
Chapter 11 petition (Bankr. C.D. Cal. Case No. 12-12339) in
Santa Ana, California, on Feb. 24, 2012, after Medicare refunds
were halted. Irvine, California-based Gordian Medical provides
supplies and services to treat serious wounds. The Debtor has
active relationships with and serves patients in more than 4,000
nursing facilities in 49 states with the heaviest concentration of
the nursing homes being in the south and southeast sections of the
United States.
In its schedules, the Debtor disclosed $37,877,279 in assets and
$7,585,271 in liabilities as of the Petition Date.
Judge Mark S. Wallace oversees the case. Jeffrey L Kandel, Esq.,
Teddy M Kapur, Esq., Samuel R. Maizel, Esq., and Scotta E.
McFarland, Esq., at Pachulski Stang Ziehl & Jones LLP, represent
the Debtor as counsel. Fulbright & Jaworski LLP serves as the
Debtor's special regulatory counsel. Loeb & Loeb LLP serves as
the Debtor's special tax counsel.
GlassRatner Advisory & Capital Group LLC serves as the Debtor's
financial advisor.
The U.S. Trustee appointed five members to the Official Committee
of Unsecured Creditors. The Committee is represented by Landau
Gottfried & Berger LLP.
GORDIAN MEDICAL: Owner Del Signore Pays Off Unsecured Claims
------------------------------------------------------------
Bankruptcy Judge Mark S. Wallace, in an amended order, approved
the payment in full by Gerald Del Signore of all claims scheduled
or filed against Gordian Medical, Inc., other than claims filed by
certain governmental units.
The order provides that, among others:
1. Mr. Del Signore's payment will be from his personal assets;
and
2. Mr. Del Signore may withdraw $1.5 million from the
$15 million currently on deposit in the Troutman Sanders LLP Trust
Account established pursuant the order granting Mr. Del Signore's
motion for protective order with regard to motion of Official
Committee of Unsecured Creditors for an order compelling
examination of and production of documents by Mr. Del Signore.
Mr. Del Signore is one of the owners, sole director, and president
of the Debtor.
The Court approved on July 1, 2014, the payment of the ordinary
course unsecured claims in full by Mr. Del Signore from his
personal assets. In this relation, among other things:
1. Mr. Del Signore will not assert any claims against the
Debtor based upon his payment of the ordinary course unsecured
claims and will not be subrogated to the rights of the holders of
such paid ordinary course unsecured claims;
2. The amount necessary to pay the ordinary course unsecured
claims will not be added to the balance of the DIP financing and
will not be treated as a loan to the Debtor;
3. Mr. Del Signore may withdraw $1.5 million from the
$15 million currently on deposit in the Troutman Sanders LLP Trust
Account established pursuant the order granting Gerald Del
Signore's motion for protective order with regard to motion of the
Committee for an order compelling examination of and production of
documents by Mr. Del Signore.
The Debtor and Mr. Del Signore requested that the Court approve
Mr. Del Signore's payment in cash, in full, of all unsecured
claims either scheduled or filed in the case, other than
(i) disputed governmental entities' claims; (ii) claims that have
previously been paid; (iii) claims that are filed as unliquidated;
(iv) claims of insiders; or (v) claims that were scheduled as
disputed, unliquidated or contingent and the claimant did not file
a claim.
The Debtor and Mr. Del Signore assert that the payment of the
ordinary course unsecured claims is in the best interests of the
Debtor and its creditors in that (i) the payment will respond to
concerns expressed by the Committee regarding the feasibility of
the a plan that proposes to pay the ordinary course unsecured
claims in full; (ii) after vendors are paid in full, certain
discounts on products sold to the Debtor will be reinstated,
resulting in additional monthly cash flow for the Debtor; (iii)
the Debtor is not utilizing its funds to accomplish such payments
so there is no adverse impact on the Debtor, or the holders of
governmental unit claims, or the unliquidated claims; (iv) the
legal fees for which the Debtor is responsible should be
substantially reduced; and (v) the Debtor and Mr. Del Signore will
be able to focus all of their attention and efforts on operation
of the Debtor's business and pursing settlements of the
governmental unit claims so that a successful reorganization of
the Debtor can be accomplished as quickly as possible.
In a separate order, the Court directed City National Bank, as
depositary bank for the $15,000,000 deposit made by Mr. Del
Signore into a Troutman Sanders LLP trust account, to release the
$1,500,000 directly to Mr. Del Signore pursuant to wire
instructions to be given to City National Bank. The remaining
funds will not be released by City National Bank absent further
order of the Court.
The Debtor is represented by:
Samuel R. Maizel, Esq.
Scotta E. McFarland, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
10100 Santa Monica Blvd., 13th Floor
Los Angeles, CA 90067
Tel: (310) 277-6910
Fax: (310) 201-0760
E-mails: smaizel@pszjlaw.com
smcfarland@pszjlaw.com
Mr. Del Signore is represented by:
Penelope Parmes, Esq.
TROUTMAN SANDERS LLP
5 Park Plaza, Suite 1400
Irvine, CA 92614-2545
Tel: (949) 622-2700
Fax: (949) 622-2739
E-mail: penelope.parmes@troutmansanders.com
About Gordian Medical
Gordian Medical, Inc., dba American Medical Technologies, filed a
Chapter 11 petition (Bankr. C.D. Cal. Case No. 12-12339) in
Santa Ana, California, on Feb. 24, 2012, after Medicare refunds
were halted. Irvine, California-based Gordian Medical provides
supplies and services to treat serious wounds. The Debtor has
active relationships with and serves patients in more than 4,000
nursing facilities in 49 states with the heaviest concentration of
the nursing homes being in the south and southeast sections of the
United States.
In its schedules, the Debtor disclosed $37,877,279 in assets and
$7,585,271 in liabilities as of the Petition Date.
Judge Mark S. Wallace oversees the case. Jeffrey L Kandel, Esq.,
Teddy M Kapur, Esq., Samuel R. Maizel, Esq., and Scotta E.
McFarland, Esq., at Pachulski Stang Ziehl & Jones LLP, represent
the Debtor as counsel. Fulbright & Jaworski LLP serves as the
Debtor's special regulatory counsel. Loeb & Loeb LLP serves as
the Debtor's special tax counsel.
GlassRatner Advisory & Capital Group LLC serves as the Debtor's
financial advisor.
The U.S. Trustee appointed five members to the Official Committee
of Unsecured Creditors. The Committee is represented by Landau
Gottfried & Berger LLP.
GRAND CENTREVILLE: Yeon K. Han Objects to Modify Receiver Order
---------------------------------------------------------------
Party-in-interest Yeon K. Han objected to the motion filed by
Raymond A. Yancey, the Chapter 11 trustee for the jointly
administered chapter 11 estates of Min S. Kang and Man S. Kang, to
(a) modify receiver authorization order; (b) authorize procedures
for conditional dismissal of bankruptcy case; and (c) provide
limited relief from the automatic stay.
Mr. Han told the Court that the motion to dismiss must be denied
because the action was precipitated by the supposed impending
imposition of a default rate of interest by the Debtor's secured
lender. The Debtor was not in default of payment of any of its
obligations and by all appearance was not insolvent at the time
the bankruptcy petition was filed.
Settlement
The principal asset of the Debtor is a strip shopping center
containing approximately 170,000 square feet of rentable space.
On March 16, 2009 the Kangs transferred the constructive ownership
of 60% of that interest to James Sohn (51%) and Yeon Kang (9%).
The official committee of creditors filed an adversary action
against Mr. Sohn and Ms. Han alleging, in part, that the transfer
of such interest as an avoidable fraudulent conveyance.
Mr. Yancey joined in that fraudulent conveyance litigation.
Mr. Yancey and Mr. Sohn have executed a settlement agreement
whereby, on its most basic level, Mr. Sohn will utilize the
Debtor's assets to obtain additional financing to purchase,
apparently in his own name, the Kangs remaining 40% interest of
the shopping center and Mr. Yancey will not press the claims
against Mr. Sohn with respect to the fraudulent conveyance action.
Mr. Yancey related that the consummation of the settlement
agreement with Mr. Sohn requires that Mr. Sohn utilize and
encumber the assets of Grand Centreville, LLC, to obtain financing
to purchase the interest of the Trustee for his own use and
benefit.
The Kangs' motion is intended to effectuate procedures for the
complete resolution of the bankruptcy proceedings through either a
refinancing of debt and voluntary dismissal of the case or
alternatively, the transition of control of Grand Centreville and
the sale free and clear of liens and encumbrances of its principal
asset.
Among other provisions of the settlement agreement, Mr. Sohn is
permitted to satisfy his monetary obligation to the Kang Trustee
from, among other sources, the proceeds of an anticipated
refinancing the Grand Centreville Shopping Center. If Mr. Sohn
does not make payment to the Kang Trustee within a period of 120
days from execution of the Settlement Agreement, the Kang Trustee
will take assignment of Sohn's interests in Grand Formation and --
by virtue of Grand Formation's status as the sole managing member
of the Debtor -- all operations, assets, powers and privileges of
the Debtor. In such case, the Kang Trustee will have the
authority to, among other things, market and cause the sale of the
real and personal property of the Debtor, subject to the
provisions of the Bankruptcy Code.
In order for the Kang Trustee to effectuate a sale of the Debtor's
assets (if Sohn fails to delivery his monetary obligation to the
Kang Trustee within the time permitted), the receiver will need to
be have the authority to follow the direction of the Kang Trustee
as necessary to market and sell the Grand Centreville Shopping
Center.
Accordingly, the Kang Trustee seeks to modify the Receiver
Authorization Order to permit the receiver to market, and enter
into an agreement for sale of, the Debtor's property at the
direction of the Kang Trustee. Such authority will be effective
only upon the failure of Sohn to arrange payment of the settlement
amount to the kang trustee on or before the payment date.
The Kang Trustee also requests a limited modification of the
automatic stay, to the extent necessary, for Raymond Yancey, in
his capacity as the chapter 7 trustee in the MS Grand Case to seek
and obtain a charging order against the Debtor and Grand Formation
with respect to the Han Judgment.
Dismissal Request
Wells Fargo Bank, N.A., as trustee for the registered holders of
JP Morgan Chase Commercial Mortgage Securities Corp., Commercial
Mortgage Pass-Through Certificates, Series 2005-CIBC13, the
secured creditor, has withdrawn its motion to dismiss. Wells
Fargo had sought for the dismissal of the Debtor's case, arguing
that the bankruptcy case was filed in bad faith and that the
receiver has no standing to file the bankruptcy petition.
Wells Fargo is represented by:
William C. Crenshaw, Esq.
Mona M. Murphy, Esq.
AKERMAN LLP
750 9th Street, N.W., Suite 750
Washington, DC 20001
Tel: (202) 393-6222
Mr. Yancey is represented by:
Bradford F. Englander, Esq.
WHITEFORD, TAYLOR & PRESTON L.L.P.
3190 Fairview Park Drive, Suite 300
Falls Church, Va 22042
Tel: (703) 280-9260
Fax: (703) 280-3370
E-mail: benglander@wtplaw.com
John F. Carlton, Esq.
7 Saint Paul Street, Suite 1300
Baltimore, MD 21202-1636
Tel: (410) 347-8700
Fax: (410) 223-3732
E-mail: jcarlton@wtplaw.com
About Grand Centreville
Grand Centreville, LLC, filed a Chapter 11 petition (Bankr. E.D.
Va. Case No. 13-13590) on Aug. 2, 2013. The petition was signed
by Michael L. Schuett, principal of Black Creek Consulting Ltd.,
the receiver. Judge Robert G. Mayer presides over the case.
Paula S. Beran, Esq., and Lynn L. Tavenner, Esq., at Tavenner &
Beran, PLC, in Richmond, Va., represent the Debtor as counsel.
The Debtor owns the real property located at 13810-13860 Braddock
Road, Centreville, Virginia. In its schedules, the Debtor
disclosed $40,550,046 in assets and $26,247,602 in liabilities as
of the petition date.
Grand Centreville's chapter 11 proceeding is related to the
Chapter 11 proceedings of Min S. Kang and Man S. Kang (Bankr. E.D.
Va. Case No. 10-18839-RGM) filed on Oct. 19, 2010. Prior to March
16, 2009, the Kangs indirectly owned 100% of the economic
interests in the Debtor and, through their 100% ownership of Grand
Formation, controlled all management rights with respect to Grand
Centreville. On Jan. 7, 2013, the Court entered an Order
directing the United States Trustee to appoint a chapter 11
trustee for the Kangs' case. On the same date, the U.S. Trustee
appointed Raymond A. Yancey as chapter 11 trustee for the Kangs'
case, which appointment the Court approved on Jan. 16, 2013.
Wells Fargo Bank N.A., the secured creditor, is represented by
William C. Crenshaw, Esq., and Mona M. Murphy, Esq., at Akerman
LLP.
Special Counsel to Raymond A. Yancey, Chapter 11 11 Trustee in the
Kangs' Bankruptcy Case is Bradford F. Englander, Esq., at
Whiteford Taylor & Preston, L.L.P. Counsel for Yeon K. Han is
Timothy J. McGary, Esq. Counsel for James Y. Sohn is James R.
Schroll, Esq., at Bean, Kinney & Korman, P.C.
GREEN EARTH: Directors Scelfo and Thomas Step Down
--------------------------------------------------
John J. Scelfo and John Thomas each resigned as a member of the
Board of Directors of Green Earth Technologies, Inc., on Aug. 26,
2014. Messrs. Scelfo and Thomas's resignations were not the
result of any disagreement relating to the Company's operations,
policies or practices.
About Green Earth Technologies
White Plains, N.Y.-based Green Earth Technologies, Inc. (OTC QB:
GETG) -- http://www.getg.com/-- markets, sells and distributes
bio-degradable performance and cleaning products. The Company's
product line crosses multiple industries including the automotive
aftermarket, marine and outdoor power equipment markets.
Green Earth reported a net loss of $6.59 million on $8.03 million
of net sales for the year ended June 30, 2013, as compared with a
net loss of $11.26 million on $7.38 million of net sales during
the prior year. The Company's balance sheet at March 31, 2014,
showed $10.30 million in total assets, $26.76 million in total
liabilities and a $16.46 million total stockholders' deficit.
Friedman LLP, in East Hanover, New Jersey, issued a "going
concern" qualification on the consolidated financial statements
for the year ended June 30, 2013. The independent auditors noted
that the Company's losses, negative cash flows from operations,
working capital deficit, related party note currently in default
and its ability to pay its outstanding liabilities through fiscal
2014 raise substantial doubt about its ability to continue as a
going concern.
GROEB FARMS: Bankruptcy Case Remains Open Until January 2015
------------------------------------------------------------
U.S. Bankruptcy Judge Walter Shapero signed off a stipulation
resolving the objection to closing the Chapter 11 case of Groeb
Farms, Inc.
The General Unsecured Claims Litigation Trustee of the Debtor, and
the Office of the U.S. Trustee entered into a stipulation which
provides that, among other things the Debtor's Chapter 11 case
will remain open and the matter is adjourned to Jan. 30, 2015, as
a control date, without prejudice to the GUC Trustee's right to
request a further extension if needed.
Pursuant to the notice of confirmation of the Plan entered on
Dec. 20, 2013, the bankruptcy case would be closed within 60 days
of the notice, or by Feb. 18, 2014, unless an objection to closure
of the case was filed. On Jan. 7, 2014, the Committee objected to
the closing of the case.
The GUC Trustee requested that the bankruptcy case remain open and
the Court further adjourn the matter to a control date which is 30
days after the claim objection deadline or Jan. 30, 2015, to allow
adequate time for the GUC Trustee (a) to review and object to
claims if necessary; and (b) to allow sufficient time for the GUC
Trustee to evaluate possible avoidance actions and complete on-
going negotiations with a number of parties.
About Groeb Farms
Headquartered in Onsted, Michigan, Groeb Farms is one of the
largest honey packers in the nation. For more than 30 years, the
company has provided the finest, top quality, wholesome and safe
honey and related food products to industrial and retail customers
as well as the American consumer.
The Company sought protection under Chapter 11 of the Bankruptcy
Code on Oct. 1, 2013 (Case No. 13-58200, Bankr. E.D. Mich.).
Judge Walter Shapero is overseeing the case. The Debtor is
represented by Judy A. O'Neill, Esq., and John A. Simon, Esq., at
Foley & Lardner LLP, in Detroit, Michigan. Conway MacKenzie,
Inc., serves as financial advisor, while Houlihan Lokey Capital,
Inc., investment banker and also as financial advisor. Kurtzman
Carson Consultants LLC is the Debtors' claims, noticing, and
balloting agent. Groeb Farms tapped Deloitte Tax LLP as tax
advisor. The Court approved Deloitte's hiring in December.
Daniel M. McDermott, United States Trustee for Region 9, has
appointed five creditors to serve on the Official Committee of
Unsecured Creditors. The Creditors' Committee members are: Bees
Brothers, LLC, Little Bee Impex, Delta Food International Inc.,
Buoye Honey, and Citrofrut SA de CV.
HC Capital Holdings 0909A, LLC, an affiliate of Honey Financing
Company, LLC, extended $27 million senior secured super-priority
revolving credit facility to the Debtors. The DIP Lender is
represented by Leonard Klingbaum, Esq., at Kirkland & Ellis
LLP, in New York.
In December 2013, the bankruptcy judge signed a confirmation order
approving a plan worked out before Chapter 11 filing. An
affiliate of private-equity firm Peak Rock Capital will become the
controlling owner in exchange for $7 million of the $27 million in
financing it provided for the Chapter 11 effort.
GREYSTONE LOGISTICS: Posts $2.6-Mil. Net Income in Fiscal 2014
--------------------------------------------------------------
Greystone Logistics, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing net
income attributable to common stockholders of $2.60 million on
$23.44 million of sales for the year ended May 31, 2014, compared
to net income attributable to common stockholders of $2.26 million
on $24.08 million of sales for the year ended May 31, 2013.
As of May 31, 2014, the Company had $15.76 million in total
assets, $17.15 million in total liabilities and a $1.38 million
total deficit.
The Company had $661,263 in cash at May 31, 2014.
"Greystone has attained operating profits and positive cash flow
from operating activities but there is no assurance that it will
be able to sustain profitability," the Company stated in the
filing.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/mfoZqI
About Greystone Logistics
Tulsa, Okla.-based Greystone Logistics, Inc. (OTC BB: GLGI.OB -
News) -- http://www.greystonelogistics.com/-- manufactures and
sells plastic pallets through its wholly owned subsidiary,
Greystone Manufacturing, LLC. Greystone sells its pallets through
direct sales and a network of independent contractor distributors.
Greystone also sells its pallets and pallet leasing services to
certain large customers direct through its President, Senior Vice
President of Sales and Marketing and other employees.
HARRIS LAND: Court Approves Michael Woessner as Real Estate Broker
------------------------------------------------------------------
The Hon. Arthur B. Federman of the U.S. Bankruptcy Court for the
Western District of Missouri grants the second application of
Harris Land Development, LLC to employ Michael Woessner and
Investment Realty, Inc. as real estate broker.
The Debtor requires Mr. Woessner to market the following real
properties:
-- 124-130 Andrews Drive, Saint Robert, MO 65584;
-- 114-120 Andrews Drive, Saint Robert, MO 65584;
-- 102-08 Andrews Drive, Saint Robert, MO 65584;
-- 105-111 Andrews Drive, Saint Robert, MO 65584;
-- 115-121 Andrews Drive, Saint Robert, MO 65584;
-- 125-131 Andrews Drive, Saint Robert, MO 65584;
-- Vacant Land: 57 Acres Zoned C-1 & 293 Acres Zoned
Agricultural (located in the Liberty Heights Subdivision) -
Saint Robert, MO 65584; and
-- Vacant Land: HE 20 Acres Zoned R-3; SO 14 Acres Zoned R-3
(located in the Heritage Estates Subdivision) - Saint
Robert, MO 65584
Pursuant to the Listing Agreement, Mr. Woessner will be paid a
commission equal to 6% of the gross sales price of any of the
foregoing properties sold at the successful consummation of the
sale, except in the event of a sale in which there is no
cooperating broker, in which case Woessner will be paid a
commission equal to 4% of the gross sales price.
Mr. Woessner, president and CEO of Investment Realty, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Mr. Woessner can be reached at:
Michael Woessner
INVESTMENT REALTY, INC.
473 Old Route 66
St. Robert, MO 65584
Tel: (573) 336-3535
E-mail: mike@inv-rel.com
About Harris Land Development, LLC
Harris Land Development, LLC, sought Chapter 11 protection (Bankr.
W.D. Mo. Case No. 14-60554) in Springfield, Missouri, on April 28,
2014, without stating a reason. The Debtor disclosed $16,534,000
in assets and $11,107,302 in liabilities as of the Chapter 11
filing. This is Harris Land's second trip to bankruptcy. The
first bankruptcy was in September 2010 in In Re Harris Land
Development, LLC, Case No. 10-62322 (Bankr. W.D. Mo.)
HARTFORD FINANCIAL: Fitch Affirms Then Withdraws Company Ratings
----------------------------------------------------------------
Fitch Ratings related in an Aug. 29, 2014 release that it has
affirmed and withdrawn Hartford Financial Services Group, Inc.'s
(HFSG) holding company ratings as well as the Insurer Financial
Strength (IFS) ratings of HSFG's insurance subsidiaries. Fitch
has withdrawn the ratings for commercial reasons.
Key Rating Drivers
The rating affirmation and Stable Rating Outlook reflect HFSG's
reasonable financial leverage, sizable levels of holding company
cash and financial resources, and strategic focus on property and
casualty, group benefits and mutual funds businesses.
The affirmation of the ratings also consider the risks associated
with the company's runoff annuity and life businesses and HFSG's
near-term capital management initiative to reduce overall
financial leverage to reflect the company's significantly altered
business profile following the sales of its retirement plans and
individual life businesses in 2013 and Japanese annuity subsidiary
in 2014.
Fitch has affirmed and withdrawn the following ratings:
Hartford Financial Services Group, Inc.
-- Long-term Issuer Default Rating (IDR) at 'BBB+';
-- 4% senior notes due 2015 at 'BBB';
-- 7.3% notes due 2015 at 'BBB';
-- 5.5% notes due 2016 at 'BBB';
-- 5.375% notes due 2017 at 'BBB';
-- 4% senior notes due 2017 at 'BBB';
-- 6.3% notes due 2018 at 'BBB';
-- 6% notes due 2019 at 'BBB';
-- 5.5% senior notes due 2020 at 'BBB';
-- 5.125% senior notes due 2022 at 'BBB';
-- 5.95% notes due 2036 at 'BBB';
-- 6.625% senior notes due 2040 at 'BBB';
-- 6.1% notes due 2041 at 'BBB';
-- 6.625% senior notes due 2042 at 'BBB';
-- 4.3% senior notes due 2043 at 'BBB';
-- 7.875% junior subordinated debentures due 2042 at 'BB+';
-- 8.125% junior subordinated debentures due 2068 at 'BB+'.
Hartford Financial Services Group, Inc.
-- Short-term IDR at 'F2';
-- Commercial paper at 'F2'.
Hartford Life, Inc.
-- Long-term IDR at 'BBB';
-- 7.65% notes due 2027 at 'BBB-';
-- 7.375% notes due 2031 at 'BBB-'.
Members of the Hartford Fire Insurance Intercompany Pool:
Hartford Fire Insurance Company
Nutmeg Insurance Company
Hartford Accident & Indemnity Company
Hartford Casualty Insurance Company
Twin City Fire Insurance Company
Pacific Insurance Company, Limited
Property and Casualty Insurance Company of Hartford
Sentinel Insurance Company, Ltd.
Hartford Insurance Company of Illinois
Hartford Insurance Company of the Midwest
Hartford Underwriters Insurance Company
Hartford Insurance Company of the Southeast
Hartford Lloyd's Insurance Company
Trumbull Insurance Company
-- IFS at 'A+'.
Hartford Life and Accident Insurance Company
-- IFS at 'A'.
Hartford Life Insurance Company
-- IFS at 'BBB+';
-- Medium-term note program at 'BBB'.
Hartford Life Global Funding
-- Secured notes program at 'BBB+'.
Hartford Life Institutional Funding
-- Secured notes program at 'BBB+'.
Hartford Life and Annuity Insurance Company
-- IFS at 'BBB+'.
The Rating Outlook is Stable.
HELIA TEC: Plan Outline Lacks Adequate Info, Rockwell & HSC Say
---------------------------------------------------------------
Rockwell Management, as property manager for 1770 St. James,
L.P.,, and HSC Holdings Co., Ltd., formerly known as GE&F Co. and
substantial shareholder in debtor Helia Tec Resources, Inc., each
filed with the U.S. Bankruptcy Court for the Southern District of
Texas an objection to the Debtor's First Amended Disclosure
Statement accompanying its Plan of Reorganization.
Rockwell is the property manager with respect to the Debtor's
primary operating facility located at 1770 St. James, Suite 205,
Houston, Texas. In June 2011, the Debtor entered into a 51-month
lease agreement with 1770 St. James Limited Partnership for the
lease of the Leased Premises. Rockwell says in its Aug. 20, 2014
objection that there is no reference to the Lease in the Plan.
According to Rockwell, the only reference in the Disclosure
Statement pertaining to the Lease is a cryptic provision that
reads: "3.1.11 Since engaging new counsel, the Debtor has
dedicated significant time evaluating its real property leases and
exchanging information and ideas with its landlords and their
representatives. At this point in the case, the leasehold
interest at 1770 St. James Place, Suite 205, Houston, Harris
County, Texas 77056 remains in place."
In a court filing dated Aug. 21, 2014, HSC objects to the
Disclosure Statement, claiming that the Plan is not confirmable
and that the Disclosure Statement does not contain adequate
information. The Plan, says HSC, is not confirmable as it fails
to provide for the treatment of allowed equity interests and
improperly provides for no payment to HSC on account of its equity
interest in the Debtor by seeking to subordinate HSC's equity
interest to payment of all creditors and other equity interest
holders. The Disclosure Statement should not be approved when the
Proposed Plan is patently unconfirmable, HSC states.
According to HSC, the Disclosure Statement also lacks adequate
information that would enable holders of claims and equity
interests to make an informed judgment about the Plan. The
Disclosure Statement fails to provide adequate information
regarding the likelihood and amount of distributions to holders of
claims and equity interests. HSC claims that in the Disclosure
Statement, the Debtor:
a. does not fully or accurately disclose the terms or
current status of the IPI Agreement, the IPI Interest,
and the purported PIA Deposit;
b. does not disclose or propose a plan to adjudicate HTR's
alleged ownership in the IPI Interest with the necessary
participation of current holders of title to that
interest;
c. fails to disclose that arbitration may be the only means
of adjudicating ownership of the IPI Interest;
d. mischaracterizes the shareholder derivative suit and
seeks to obfuscate its value to the bankruptcy estate;
e. does not disclose that the proposed plan agent lacks the
requisite experience to execute the Plan.
Rockwell is represented by:
HOOVER SLOVACEK LLP
Mazelle S. Krasoff, Esq.
5847 San Felipe, Suite 2200
Houston, Texas 77057
Tel: (713) 977-8686
Fax: (713) 977-5395
HSC is represented by:
THE LAW OFFICES OF DAVID B. HARBERG
David B. Harberg David B. Harberg, Esq.
1010 Lamar, Suite 450
Houston, Texas 77002
Tel: (713) 752-2200
Fax: (832) 553-7888
About Helia Tec Resources
Helia Tec Resources, Inc. filed a Chapter 11 petition (Bankr. S.
D. Tex. Case No. 13-36251) on Oct. 3, 2013 in Houston, Texas,
represented by Richard L. Fuqua, II, Esq., at Fuqua & Associates,
PC, in Houston, as counsel to the Debtor. The Debtor listed
$16.15 million in assets and $2.24 million in liabilities. The
petition was signed by Cary E. Hughes, president.
Judy A. Robbins, U.S. Trustee for Region 7, was unable to appoint
an official committee of unsecured creditors in the Debtor's case.
HERITAGE OIL & GAS: Case Summary & Largest Unsecured Creditors
--------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Heritage O & G Corp. 14-41854
3210 Windmere Drive
Richardson, TX 75080
Heritage Oil and Gas, Inc. 14-41855
3210 Windmere Drive
Richardson, TX 75080
Chapter 11 Petition Date: August 29, 2014
Court: United States Bankruptcy Court
Eastern District of Texas (Sherman)
Judge: Hon. Brenda T. Rhoades
Debtors' Counsel: Joyce W. Lindauer, Esq.
ATTORNEY AT LAW & MEDIATOR
8140 Walnut Hill Lane, Suite 301
Dallas, TX 75231
Tel: (972) 503-4033
Fax: (972) 503-4034
Email: joyce@joycelindauer.com
Estimated Estimated
Assets Liabilities
---------- -----------
Heritage O & G Corp. $1MM-$10MM $100K-$500K
Heritage Oil and Gas, Inc. $100K-$500K $100K-$500K
The petitions were signed by Arthur S.A. Hood, president.
A list of Heritage O & G's 10 largest unsecured creditors is
available for free at http://bankrupt.com/misc/txeb14-21854.pdf
A list of Heritage Oil and Gas' six largest unsecured creditors is
available for free at http://bankrupt.com/misc/txeb14-41855.pdf
HOLLY HILL: Files Schedules of Assets and Liabilities
-----------------------------------------------------
Holly Hill Community Church filed with the U.S. Bankruptcy Court
for the Central District of California its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $30,000,000
B. Personal Property $5,390,787
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $13,932,19
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $2,795,095
----------- -----------
TOTAL $35,390,787 $16,727,290
Along with its Summary of Schedules, the Debtor also filed with
the Court its list of 20 largest unsecured creditors.
A copy of the Schedules Summary and the Creditors List is
available at http://is.gd/p7PSkF
About Holy Hill
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.
Richard J. Laski has been appointed to serve as Chapter 11 trustee
in the Debtor's case. The Trustee has tapped Arent Fox LLP to
serve as his bankruptcy counsel, and Wilshire Partners of CA, LLC,
as accountant.
IVANHOE RANCH: Taps Kenneth Hoyt as General Legal Counsel
---------------------------------------------------------
Ivanhoe Ranch Partners LLC aka Ivanhoe Development Corp. asks the
U.S. Bankruptcy Court for the Southern District of California for
permission to employ Kenneth C. Hoyt, Esq., sole shareholder of
the Hoyt Law Firm, a Professional Law Corporation, as general
legal counsel.
Mr. Hoyt will, among other things, assist the Debtor and prepare
documents in connection with a plan of reorganization,
disclosure statement, if applicable, and obtaining confirmation of
the proposed plan of reorganization. Mr. Hoyt's normal and usual
billing rate is $350 an hour and a lesser amount for clerks and
paralegals which are the rates applicable to this representation.
Prior to the filing date of Debtor's bankruptcy, Mr. Hoyt was
retained by the Debtor in regards to these proceedings and
received a retainer fee of $5,000.
The Debtor filed on July 16, 2014, its initial application to
employ Mr. Hoyt. The Debtor didn't initially request from the
U.S. Trustee a statement of position with respect to the initial
application. On July 21, 2014, the U.S. Trustee wrote to Mr. Hoyt
outlining certain deficiencies -- including, among other things,
the lack of a retainer agreement with the application, the lack of
a disclosure of the hourly rates and charges for costs, and the
lack of proper notice to all creditors -- with the application to
afford Mr. Hoyt an opportunity to file an amended application.
The Debtor filed its amended application to employ Mr. Hoyt on
July 23, 2014.
Mr. Hoyt attests to the Court that he is a "disinterested
person(s)" within the meaning of Sections 101(14) and 327 of the
Bankruptcy Code.
On Aug. 11, 2014, Tiffany L. Carroll, Acting U.S. Trustee for
Southern District of California, filed an objection to the
Debtor's application to employ Mr. Hoyt, saying that, among other
things, there is no discussion of whether Mr. Hoyt is continuing
to represent Premier Golf Properties, LP -- an affiliate of the
Debtor -- and the Debtor's managing member, Henry Gamboa, and how
it may affect his representation of the Debtor in this case. The
application and declaration of Mr. Hoyt in support of the
application discloses that Mr. Hoyt represented Premier Golf as
special litigation counsel in a Chapter 11 proceeding and also
represented Mr. Gamboa in a state court litigation. The U.S.
Trustee is informed and believes that Mr. Hoyt might be referring
to the state court litigation filed by the Debtor's secured lender
against the Debtor and Mr. Gamboa in Superior Court. According to
the Register of Actions, as of Aug. 11, 2014, Mr. Hoyt remains
counsel of record for the Debtor and Mr. Gamboa in that action.
The Debtor filed a response to the U.S. Trustee's objection on
Aug. 13, 2014, saying that in 23 years of practice as a general
practice lawyer, following 10 years as a credentialed high school
and elementary teacher and ten years in drug and alcohol treatment
and counseling, Mr. Hoyt has never been subject to the direct and
indirect allegations of incompetence and failure to disclose and
relentless attempts to undermine the confidence of his client as
he has experienced from Kristin T. Mihelic, Esq., the attorney for
the acting U.S. Trustee since July 11, 2014, and most recently
expressed in her statement of position of U.S. Trustee filed on
Aug. 11, 2014.
"It is ironic that the U.S. Trustee has concluded that Kenneth C.
Hoyt is an 'interested' person and holds 'an adverse interest to
the estate' when all of Hoyt's involvement with the Debtor,
Ivanhoe Ranch Partners LLC and its manager, Henry Gamboa is public
record and without exception has advanced the interest of the
Debtor's estate, which today has fully resolved the essence of the
bankruptcy case and the state court action," the Debtor states in
its Aug. 13 court filing.
About Ivanhoe Ranch Partners LLC
Based in El Cajon, California, Ivanhoe Ranch Partners LLC aka
Ivanhoe Development Corp. filed for Chapter 11 bankruptcy case
(Bankr. S.D. Cal. Case No. 13-09397) on Sept. 23, 2013. Judge
Laura S. Taylor presides over the Debtor's bankruptcy case.
Kenneth C. Hoyt, Esq., at Hoyt Law Firm, represents the Debtor as
counsel. The Debtor estimated assets between $10 million and
$50 million and debts between $1 million and $10 million.
On April 1, 2014, the Court entered an order granting relief from
the automatic stay in favor of Essel Enterprises, LLC, the secured
lender, with respect to the Debtor's key asset, which consists of
a series of non-contiguous parcels of real property in rural east
county, San Diego.
IVANHOE RANCH: Creditor Fights Essel's Objection to Plan Outline
----------------------------------------------------------------
Ivanhoe Ranch Partners LLC aka Ivanhoe Development Corp. filed
with the U.S. Bankruptcy Court for the Southern District of
California a response to secured lender Essel Enterprises, LLC's
objection to the disclosure statement accompanying unsecured
creditor Carlos Torres' proposed Plan of Reorganization.
Mr. Torres filed on May 28 with the Court a disclosure statement
and companion proposed Plan of Reorganization. The Plan will
provide for the payment of a sum equal to the value of the secured
claim as determined by the Court together with the sum of $250,000
to the Debtor to be utilized as follows:
a. $2,192,600 +/- to be paid to Essel as payment in full of
its secured claim; and
b. $250,000 for the purpose of payment of Class II horse
depositors, operating needs, administrative expenses,
real estate taxes and the like.
As part of the Plan, the Debtor will be reorganized as follows:
1. 85% of the equity/member interest in the limited
liability company shall be vested in Torres as
recompense for the payment of the secured claim of Essel;
2. 15% of the equity/member interest in the limited
liability company shall be allocated among the impaired
unsecured creditors on a pro rata basis as their
interests appear; and
3. the present members of the Debtor will have their
interests extinguished and the membership emerging form
the Plan will consist exclusively of the creditors of
this estate.
It is the intention of Mr. Torres to develop Ivanhoe Ranch -- at
least in part -- given an interest in owning the residence and
approximately six acres surrounding it as his home.
Classification and payment to creditors:
Class I: a single secured creditor Essel owed $2,192,600
more or less will be paid in full upon the effective
date of the Plan.
Class II: to the extent that any file claims herein,
horse depositors will be paid in full upon the effective
date of the Plan.
Class III: Essel, who holds the unsecured claim in the
amount of $8,279,535 more or less, will receive its pro
rata allocation of the 15% of the equity/ member
interest of the reorganized Debtor.
Class IV: unsecured creditors other than Essel,
excluding horse depositors and including those whose
amounts are scheduled as unknown, to the extent they
file claims, will receive their pro rata allocations of
the 15% of the equity/member interests of the
reorganized Debtor.
Class V: administrative claims of professionals engaged
pursuant to Sections 327 and 330 of the Code by the
Debtor as well as the obligations of the Debtor to the
Office of the U.S. Trustee will be paid in accord with
orders of the Court or in accord with law relative to
payment of obligations to the Office of the U.S. Trustee.
Class VI: the present equity holders/members of Ivanhoe
Ranch Partners, LLC, takes nothing under the Plan and
its equity/member interests will be extinguished.
A copy of the Disclosure Statement is available for free at:
http://bankrupt.com/misc/IvanhoeRanch_73_DStorres.pdf
In a court filing dated July 3, 2014, Essel states that the Court
should deny approval of the Disclosure Statement because (i) the
Plan is unconfirmable on its face and (ii) the Disclosure
Statement does not contain "adequate information" as required by
Section 1125 of the Bankruptcy Code. According to Essel, the Plan
is unconfirmable as a matter of law for at least three reasons:
(i) the Plan is not "fair and equitable" because it fails to
comply with Section 1129(b)(2)(A) of the Bankruptcy
Code. Specifically, the Plan neither provides for Essel
to retain its lien on the property nor grants it the
right to credit bid its secured claim. Distilled to its
essence, the Plan provides for a sale of the property to
Mr. Torres. Accordingly, Mr. Torres must comply with
Section 1129(b)(2)(A)(ii) of the Bankruptcy Code, which
mandates that Essel be afforded the right to credit bid
its Secured Claim;
(ii) the Plan violates the so-called "absolute priority rule"
because Mr. Torres, who upon information and belief is
an insider or an otherwise close business associate of
the Debtor, its insiders or its affiliates, seeks to
contribute purported new value to obtain the Debtor's
equity, while at the same time, evading a competitive
process which would assure Essel and all of the Debtor's
creditors that the value of the Debtor's assets are
being maximized. A debtor's equity holder may not evade
a competitive process by arranging for the new value to
be contributed by (and the new equity to go to) an
"insider"; and
(iii) the Plan (a) manipulates voting by impermissibly
gerrymandering a separate impaired class and (b) is not
fair and equitable in a non-technical sense.
A copy of the objection is available for free at:
http://bankrupt.com/misc/IvanhoeRanch_88_73_objEssel_DStorres.pdf
On July 9, 2014, Mr. Torres responded to the objection, saying
that he believes that the Plan is fair and equitable. "The heart
of Essel's objections resides in its contention that the Torres
Plan is not confirmable because it is denied its right to credit
bid the entirety -- or whatever portion it selects -- of its debt,
whether secured or unsecured. Therefore, Essel contends that the
Disclosure Statement and related Plan may not be confirmed because
they do not comport with Section 1129(b)(2)(A) of the Bankruptcy
Code, 11 U.S.C. 1129(b)(2)(A)," Mr. Torres states.
Mr. Torres claims that the Essel objection is something of a
lateral arabesque given that there is no sale contemplated in the
Torres plan. Rather, the Torres plan contemplates payment to
Essel in a ". . . value, at least as of the effective date of the
plan, of at least the value of such holder's [Essel's] interest in
the estate's interest in such property."
A copy of the response is available for free at:
http://is.gd/6okXss
Essel is represented by:
BALLARD SPAHR LLP
Christopher Celentino, Esq.
Mikel R. Bistrow, Esq.
Dawn A. Messick, Esq.
655 West Broadway, Suite 1600
San Diego, CA 92101-8494
Tel: (619) 696-9200
Fax: (619) 696-9269
E-mail: celentinoc@ballardspahr.com
bistrowm@ballardspahr.com
messickd@ballardspahr.com
Mr. Torres is represented by:
Fitzmaurice & Demergian
Jack F. Fitzmaurice, Esq.
1061 Tierra Del Rey, Suite 204
Chula Vista, California 91910
Tel: (619) 591-1000
Fax: (619) 591-1010
E-mail: JackF@FitzmauriceLaw.com
About Ivanhoe Ranch Partners LLC
Based in El Cajon, California, Ivanhoe Ranch Partners LLC aka
Ivanhoe Development Corp. filed for Chapter 11 bankruptcy case
(Bankr. S.D. Cal. Case No. 13-09397) on Sept. 23, 2013. Judge
Laura S. Taylor presides over the Debtor's bankruptcy case.
Kenneth C. Hoyt, Esq., at Hoyt Law Firm, represents the Debtor as
counsel. The Debtor estimated assets between $10 million and
$50 million and debts between $1 million and $10 million.
On April 1, 2014, the Court entered an order granting relief from
the automatic stay in favor of Essel Enterprises, LLC, the secured
lender, with respect to the Debtor's key asset, which consists of
a series of non-contiguous parcels of real property in rural east
county, San Diego.
JAMES RIVER COAL: Revised Deal Filed; Sale to Blackhawk Okayed
--------------------------------------------------------------
The Bankruptcy Court in Richmond, Virginia, authorized the sale of
James River Coal Company's mining complexes and the assumption and
assignment of certain executory contracts and unexpired leases to
and JR Acquisition, LLC, a wholly owned subsidiary of Blackhawk
Mining LLC, as buyer.
The purchase price consists of:
-- $20 million cash;
-- delivery to Kentucky River Properties LLC of a second
lien secured promissory note in an amount equal to
$5 million;
-- delivery to the Debtors of a third lien secured
promissory note in an amount equal to $27 million; and
-- the assumption by the Buyer of certain liabilities.
The Company filed an Amendment to Asset Purchase Agreement, dated
August 21, 2014, to the Asset Purchase Agreement, dated August 15,
2014, by and between the Debtors and the Buyer. A copy of the
Amended Agreement is available at http://is.gd/4Q2eBb
As reported by the Troubled Company Reporter, the Blackhawk Mining
unit will acquire 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 million plus the assumption of
certain environmental and other liabilities. Together these
complexes employ over 900 employees of James River
Coal Company.
The sale was expected to close on or about August 29, 2014 and is
subject to customary closing conditions.
The Buyer may be reached at:
Blackhawk Mining, LLC
3228 Summit Square Place, Suite 180
Lexington, KY 40509
Attention: Nicholas R. Glancy
Facsimile: (859) 543-0516
E-mail: nglancy@blackhawkmining.com
The Buyer is represented in the case by:
Mitchell A. Seider, Esq.
Charles E. Carpenter, Esq.
LATHAM & WATKINS LLP
885 Third Avenue
New York, NY 10022
Facsimile: (212) 751-4864
E-mail: mitchell.seider@lw.com
charlie.carpenter@lw.com
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.
JAMES RIVER COAL: Lease Decision Deadline Extended to Nov. 3
------------------------------------------------------------
The time within which James River Coal and its affiliates may
assume or reject unexpired leases or contracts is extended by 90
days to and including Nov. 3, 2014, or a later date as may be
agreed in writing between the Debtors and the applicable lessors,
without the need for further Court order, Bankruptcy Judge Kevin
R. Huennekens ruled.
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.
* * *
The Debtors have won authority to sell 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 million plus
the assumption of certain environmental and other liabilities, to
a unit of Blackhawk Mining. The Buyer is represented by Mitchell
A. Seider, Esq., and Charles E. Carpenter, Esq., at Latham &
Watkins LLP.
JAMES RIVER COAL: Leeco Unit Authorized to Buy Assets From EQT
--------------------------------------------------------------
The Bankruptcy Court in Richmond, Virginia, authorized Leeco,
Inc., an affiliate of James River Coal, to purchase certain real
property and equipment from EQT Gathering, LLC.
As reported by the Troubled Company Reporter on Aug. 25, 2014,
Leeco seeks to purchase real property located in Perry County,
Kentucky, and certain equipment and other assets located on the
Real Property pursuant to an asset purchase agreement between EQT
Gathering, LLC, as seller, and Leeco, as purchaser; and pay an
Initial Installment and a Second Installment.
The Debtors said the purchase of the Purchased Assets and the
payment of the First Installment Payments are an integral part of
the Debtors' larger efforts to consummate a strategic
restructuring transaction, and, in fact, required by the
Successful Bid for the purchase of the Debtors' mining complexes
by JR Acquisition, LLC, a wholly-owned subsidiary of Blackhawk
Mining LLC, for an aggregate purchase price of $52,000,000 plus
the assumption of certain liabilities.
Pursuant to the Purchase Agreement, Leeco and Blackhawk, as the
assignee of the EQT assets, will be obligated to pay EQT a
purchase price equal to $4,000,000 in the aggregate, to be paid in
four separate $1,000,000 installments. The installments are
required to be paid:
(i) at closing (the "Initial Installment"),
(ii) on or before Oct. 15, 2014 (the "Second Installment"),
(iii) on Jan. 5, 2015 (the "Third Installment"), and
(iv) at a Supplemental Closing Date (the "Fourth Installment")
Following payment of the First Installment Payments, the only
amount that would remain owing under the Purchase Agreement are
the Final Installment Payments, which in the aggregate are in an
amount equal to $2,000,000.
Blackhawk has consented to the assignment of the Purchase
Agreement and agreed to assume any remaining obligations under the
Purchase Agreement, including the payment of the Final Installment
Payments.
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.
* * *
The Debtors have won authority to sell 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 million plus
the assumption of certain environmental and other liabilities, to
a unit of Blackhawk Mining. The Buyer is represented by Mitchell
A. Seider, Esq., and Charles E. Carpenter, Esq., at Latham &
Watkins LLP.
JAMES RIVER COAL: May Employ Byron Advisors' Murphy as CRO
----------------------------------------------------------
The Bankruptcy Court in Richmond, Virginia, authorized James River
Coal and its debtor-affiliates to, retroactive to July 31, 2014,
retain Byron Advisors, LLC to provide a Chief Restructuring
Officer and designate William B. Murphy as the CRO.
As reported by the Troubled Company Reporter on Aug. 25, 2014, the
Debtors said that following the Closing of the purchase of the
Debtors' mining complexes by JR Acquisition, LLC, a wholly-owned
subsidiary of Blackhawk Mining LLC, and the conclusion of the sale
process with respect to the Debtors' remaining assets, nearly all
of the Debtors' employees, including certain of the Debtors'
officers, are expected to cease working for the Debtors.
Consequently, the Debtors will require a CRO to assist them in
continuing to operate efficiently while they consummate any
additional asset sales and to oversee the remaining prosecution of
these chapter 11 cases, thereby enabling the Debtors to maximize
the value of their estates for the benefit of all creditors.
In exchange for the services provided by Mr. Murphy, Byron
Advisors will receive a fee equal to $60,0000 per month through
January 31, 2015, at which time such fee shall be reduced to
$30,000 per month; provided that the Debtors and Byron Advisors
have agreed to discuss in good faith a possible transition from a
monthly fee to an hourly fee to begin on July 1, 2015, if
appropriate at such time. The Debtors shall also reimburse Mr.
Murphy for all reasonable, necessary and documented out-of-pocket
expenses.
Additionally, Byron Advisors shall earn transaction fees equal to
(a) $150,0000 upon the repayment in full in cash of the Debtors'
postpetition financing facility (which fee shall be reduced by
$50,000 per month for each month after November 30, 2014), and (b)
5% of average recoveries of general unsecured creditors (prior to
dilution for this fee), subject to a minimum of $250,000 (provided
that general unsecured creditors receive at least $250,000, in the
aggregate) and a maximum of $750,000, payable upon the
effectiveness of a chapter 11 plan.
Mr. Murphy has more than 30 years of professional experience in
finance, including more than 25 years of experience in corporate
restructuring. Mr. Murphy advises troubled companies, their
creditors and other economic stakeholders in both chapter 11 and
out-of-court restructurings.
The firm may be reached at:
William B. Murphy
BYRON ADVISORS, LLC
1623 Third Avenue, Suite 20A
New York, NY 10128
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.
* * *
The Debtors have won authority to sell 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 million plus
the assumption of certain environmental and other liabilities, to
a unit of Blackhawk Mining. The Buyer is represented by Mitchell
A. Seider, Esq., and Charles E. Carpenter, Esq., at Latham &
Watkins LLP.
JET DISTRIBUTION: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Jet Distribution Services, Inc.
250 Central Avenue
Teterboro, NJ 07608
Case No.: 14-27887
Chapter 11 Petition Date: August 29, 2014
Court: United States Bankruptcy Court
District of New Jersey (Newark)
Judge: Hon. Novalyn L. Winfield
Debtor's Counsel: Michael J. Connolly, Esq.
FORMAN HOLT ELIADES & YOUNGMAN LLC
80 Route 4 East
Paramus, NJ 07652
Tel: (201) 845-1000
Fax: (201) 845-9112
Email: mconnolly@formanlaw.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Edward Trenery, president/sole
shareholder.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
KIDSPEACE CORP: Brad Boe Appointed as Committee Representative
--------------------------------------------------------------
Pursuant to of the First Modified Joint Chapter 11 Plan of
Reorganization of KidsPeace Corporation and its debtor-affiliates,
the Official Committee of Unsecured Creditors of the Debtors
appoints this individual to serve as the Committee Representative:
Brad Boe
Performance Food Group d/b/a AFI
12650 East Arapahoe Road
Centennial, CO 80112
Telephone: (303) 662-7121
Facsimile: (303) 662-7540
E-mail: bboe@pfgc.com
About KidsPeace Corp.
KidsPeace Corp., a provider of behavioral services for children,
filed a petition for Chapter 11 reorganization (Bankr. E.D. Pa.
Case No. 13-14508) on May 21, 2013, in Reading, Pennsylvania.
KidsPeace operates a 96-bed pediatric psychiatric hospital in
Orefield, Pennsylvania. Assets are $86.7 million, and debt on the
books is $158.6 million, according to a court filing.
The Debtor, which sought bankruptcy protection with eight
affiliates, tapped Norris McLaughlin & Marcus, P.A. as counsel;
EisnerAmper LLP as financial advisor, and Rust Omni as claims and
notice agent.
Assets total $158,587,999 at the end of 2012. The Debtors owe
approximately $56,206,821 in bond debt, and they have been told
that their pension liability is allegedly about $100,000,000 of
which the Debtors currently reflect $83,049,412 on their books.
KidsPeace sought Chapter 11 (i) as a means to implement a
negotiated restructuring of bond debt currently aggregating
approximately $51,310,000 plus accrued interest to a reduced
amount of approximately $24 million in new 30-year bonds with
interest at 7.5 percent, and (ii) to continue on-going
negotiations with the Pension Benefit Guaranty Corporation in
hopes of reducing the PBGC asserted obligation of $100+ million to
an amount that the Debtors can reasonably expect to satisfy.
The Debtor disclosed $157,930,467 in assets and $168,768,207 in
liabilities as of the Chapter 11 filing.
Since March 2012, MK has been exploring possible affiliation or
acquisition opportunities; however, no offer of an affiliation or
acquisition has been presented to the Debtors.
Gemino Healthcare Finance, LLC, the prepetition revolving lender,
is represented by James S. Rankin, Jr., Esq., at Parker, Hudson,
Rainer & Dobbs LLP; and Weir & Partners LLP's Walter Weir, Jr.,
Esq.
UMB Bank, N.A., on behalf of bondholders, Performance Food Group
d/b/a AFI, W.B. Mason Co., Inc., Pension Benefit Guaranty
Corporation, and Teresa Laudenslager were appointed to an official
committee of unsecured creditors in the Debtors' cases. The
Official Committee of Unsecured Creditors is represented by
Fitzpatrcik Lentz & Bubba, P.C., and Lowenstein Sandler LLP as
counsel. FTI Consulting, Inc., serves as the panel's financial
advisor.
KIDSPEACE CORP: Modified Plan Declared Effective as of July 31
--------------------------------------------------------------
KidsPeace Corporation and its debtor-affiliates have announced
that their First Modified Joint Chapter 11 First Modified Plan of
Reorganization became effective in accordance with its terms, on
July 31, 2014.
The Honorable Richard E. Fehling of the U.S. Bankruptcy Court for
the Eastern District of Pennsylvania entered on April 3, 2014, an
order confirming the Debtors' First Modified Plan.
Claims arising out of the rejection of any Executory Contract
pursuant to the First Modified Plan must be filed with the Court
no later than the later of (a) 30 days after the Effective Date of
the First Modified Plan or (b) 30 days after the entry of an order
authorizing the rejection. Any Claims not filed within the time
periods will be forever barred from assertion against the Debtors,
their estates and their properties.
About KidsPeace Corp.
KidsPeace Corp., a provider of behavioral services for children,
filed a petition for Chapter 11 reorganization (Bankr. E.D. Pa.
Case No. 13-14508) on May 21, 2013, in Reading, Pennsylvania.
KidsPeace operates a 96-bed pediatric psychiatric hospital in
Orefield, Pennsylvania. Assets are $86.7 million, and debt on the
books is $158.6 million, according to a court filing.
The Debtor, which sought bankruptcy protection with eight
affiliates, tapped Norris McLaughlin & Marcus, P.A. as counsel;
EisnerAmper LLP as financial advisor, and Rust Omni as claims and
notice agent.
Assets total $158,587,999 at the end of 2012. The Debtors owe
approximately $56,206,821 in bond debt, and they have been told
that their pension liability is allegedly about $100,000,000 of
which the Debtors currently reflect $83,049,412 on their books.
KidsPeace sought Chapter 11 (i) as a means to implement a
negotiated restructuring of bond debt currently aggregating
approximately $51,310,000 plus accrued interest to a reduced
amount of approximately $24 million in new 30-year bonds with
interest at 7.5 percent, and (ii) to continue on-going
negotiations with the Pension Benefit Guaranty Corporation in
hopes of reducing the PBGC asserted obligation of $100+ million to
an amount that the Debtors can reasonably expect to satisfy.
The Debtor disclosed $157,930,467 in assets and $168,768,207 in
liabilities as of the Chapter 11 filing.
Since March 2012, MK has been exploring possible affiliation or
acquisition opportunities; however, no offer of an affiliation or
acquisition has been presented to the Debtors.
Gemino Healthcare Finance, LLC, the prepetition revolving lender,
is represented by James S. Rankin, Jr., Esq., at Parker, Hudson,
Rainer & Dobbs LLP; and Weir & Partners LLP's Walter Weir, Jr.,
Esq.
UMB Bank, N.A., on behalf of bondholders, Performance Food Group
d/b/a AFI, W.B. Mason Co., Inc., Pension Benefit Guaranty
Corporation, and Teresa Laudenslager were appointed to an official
committee of unsecured creditors in the Debtors' cases. The
Official Committee of Unsecured Creditors is represented by
Fitzpatrcik Lentz & Bubba, P.C., and Lowenstein Sandler LLP as
counsel. FTI Consulting, Inc., serves as the panel's financial
advisor.
LARSEN ROAD: U.S. Bank Withdraws Bid for Automatic Stay Relief
--------------------------------------------------------------
U.S. Bank, National Association, notified the bankruptcy court of
its withdrawal of its motion dated June 4, 2014, for relief from
the automatic stay; or in the alternative, to dismiss bankruptcy
case of Larsen Road Green Bay.
U.S. Bank, as trustee for the Registered Holders of First Union
National Bank Commercial Mortgage Trust, Commercial Mortgage Pass-
Through Certificates, Series 1999-C4, by its Special Servicer
CV/Capital Asset Management LLC, by its undersigned counsel,
stated that the trust has transferred all of its rights, title and
interest in the loan and related loan documents and is no longer a
creditor of the Debtor.
In its stay relief motion, U.S. Bank had said that it is entitled
to relief from the automatic stay because there is no equity in
the property and the property is not necessary for an effective
reorganization.
About Larsen Road Green Bay
Larsen Road Green Bay filed a bare-bones Chapter 11 petition
(Bankr. E.D. Wisc. Case No. 14-24324) in Milwaukee on April 14,
2014. The Debtor disclosed $15,081,524 in assets and
$15,691,340 in liabilities. The Debtor is represented by Mark L.
Metz, Esq., at Leverson & Metz, S.C., in Milwaukee. The petition
was signed by Peter Jungbacker as president of general manager.
LARSEN ROAD: Files Schedules of Assets and Liabilities
------------------------------------------------------
Larsen Road Green Bay filed with the U.S. Bankruptcy Court for the
Eastern District of Wisconsin its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $15,000,000
B. Personal Property $81,524
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $12,767,970
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-Priority
Claims $2,923,370
----------- -----------
Total $15,081,524 $15,691,340
A copy of the schedules is available for free at
http://bankrupt.com/misc/LARSENROAD_9_sal.pdf
About Larsen Road Green Bay
Larsen Road Green Bay filed a bare-bones Chapter 11 petition
(Bankr. E.D. Wisc. Case No. 14-24324) in Milwaukee on April 14,
2014. The Debtor estimated $10 million to $50 million in assets
and liabilities. The Debtor is represented by Mark L. Metz, Esq.,
at Leverson & Metz, S.C., in Milwaukee. The petition was signed
by Peter Jungbacker as president of general manager.
LDK SOLAR: Files Petition in Cayman Court; Hearing on Sept. 12
--------------------------------------------------------------
LDK Solar Co., Ltd., in provisional liquidation and its Joint
Provisional Liquidators, Tammy Fu and Eleanor Fisher, both of
Zolfo Cooper (Cayman) Limited, said the Company has filed a
petition commencing its restructuring proceedings in the Grand
Court of the Cayman Islands. The first hearing before the Grand
Court will take place on Sept. 12, 2014. At that hearing, orders
will be sought convening meetings of the Company's creditors on or
around Oct. 14, 2014, to consider and approve the scheme of
arrangement.
The Company also said it has accepted the resignation of Mr.
Xiaofeng Peng as Chairman and as a director of the Company
effective immediately. The Company will form a search committee
to find a new Chairman. In the meantime, Mr. Xingxue Tong,
currently the president and chief executive officer of the
Company, will also act as interim chairman to guide the Company
through the completion of its offshore restructuring. Mr. Peng
will resign from his executive and director positions with various
subsidiaries of the Company but will be retained as a senior
consultant to the Company and its subsidiaries. In recognition of
his many contributions to the Company since its founding, Mr. Peng
will be named Chairman Emeritus for the Company.
About LDK Solar
LDK Solar Co., Ltd. -- http://www.ldksolar.com-- based in Hi-
Tech Industrial Park, Xinyu City, Jiangxi Province, People's
Republic of China, is a vertically integrated manufacturer of
photovoltaic products, including high-quality and low-cost
polysilicon, solar wafers, cells, modules, systems, power
projects and solutions.
LDK Solar was incorporated in the Cayman Islands on May 1, 2006,
by LDK New Energy, a British Virgin Islands company wholly owned
by Xiaofeng Peng, LDK's founder, chairman and chief executive
officer, to acquire all of the equity interests in Jiangxi LDK
Solar from Suzhou Liouxin Industry Co., Ltd., and Liouxin
Industrial Limited.
LDK Solar Co disclosed a net loss of $1.05 billion on $862.88
million of net sales for the year ended Dec. 31, 2012, as compared
with a net loss of $608.95 million on $2.15 billion of net sales
for the year ended Dec. 31, 2011.
KPMG, in Hong Kong, China, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2012. The independent auditors noted that the Group has
a net working capital deficit and a deficit in total equity as of
Dec. 31, 2012, and is restricted from incurring additional
indebtedness as it has not met a financial covenant ratio as
defined in the indenture governing the RMB-denominated US$-settled
senior notes. These conditions raise substantial doubt about the
Group's ability to continue as a going concern.
MEGA RV: GE Commercial Okayed to Hire Security on Premises
----------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
approved a stipulation modifying the automatic stay in the Chapter
11 cases of Mega RV Corp., et al., to allow secured creditor GE
Commercial Distribution Finance Corporation to hire and place
security on all premises occupied by the Debtor.
The Court also ordered that:
1. CDF will be under no obligation to hire or place security on
any premises;
2. the cost of any security hired by CDF will be solely the
responsibility of CDF and will not be charged to the bankruptcy
estate of the Debtor as an administrative expense or otherwise;
and
3. the Debtor and all persons authorized by the Debtor,
including but not limited to potential buyers, members of the
Official Committee of Unsecured Creditors, and their counsel
will at all times have access to the premises.
On July 22, 2014, a stipulation was entered among CDF, the Debtors
and the Official Committee of Unsecured Creditors.
CDF provided prepetition floor-plan financing to the Debtor. CDF
asserts a security interest in the Debtor's inventory, equipment,
and fixtures, well as other personal property of the Debtor.
CDF filed a motion for relief from automatic stay in the case, in
part because it believes the collateral is not secure.
About Mega RV Corp.
Mega RV Corp. filed a Chapter 11 bankruptcy petition (Bankr. C.D.
Cal. Case No. 14-13770) on June 15, 2014. Brent McMahon signed
the petition as president. The Debtor estimated assets and
liabilities of at least $10 million. Goe & Forsythe, LLP, serves
as the Debtor's counsel. Judge Mark S Wallace presides over the
case.
The U.S. Trustee for Region 16 on July 3 appointed three creditors
of Mega RV Corp. to serve on the official committee of unsecured
creditors.
MICHAELS FINCO: Moody's Raises Corporate Family Rating to 'B1'
--------------------------------------------------------------
Moody's Investors Service upgraded Michaels FinCo Holdings, LLC's
("Michaels") Corporate Family Rating ("CFR") to B1 from B2 to
reflect the successful completion of the company's refinancing and
debt reduction using proceeds from its recent initial public
offering. At the same time, Moody's upgraded the company's
Probability of Default Rating to B1-PD and the rating on its PIK
Toggle Notes due 2018 to B3 from Caa1. Concurrently, the rating on
Michaels Stores, Inc.'s ("Michaels Stores") 5.875% subordinated
notes due 2020 was upgraded to B3 from Caa1, and the Ba3 rating on
its senior secured term loan due 2020 was affirmed. The rating
outlook is stable.
The upgrade of Michaels' CFR to B1 reflects the company's
successful IPO and subsequent use of net proceeds to pay down
debt, as well as the significant additional pro forma cash
interest savings stemming from the refinancing of Michaels Stores'
$1 billion 7.75% unsecured notes with proceeds from lower cost
debt. The upgrade also reflects Moody's expectation for continued
metric improvement over time through a combination of profitable
growth and further debt reduction.
Michaels' pro forma credit metrics have improved as a result of
the transactions, that resulted in a net reduction of debt of
about $345 million. Lease-adjusted debt/EBITDA improved to 5.6
times from over 6.0 times and, when incorporating annualized
interest savings from the refinancing and debt pay down, pro forma
interest coverage improved to around 2.5 times from 2.1 times.
The following rating actions were taken:
Michaels FinCo Holdings, LLC
Corporate Family Rating upgraded to B1 from B2
Probability of Default rating upgraded to B1-PD from B2-PD
PIK Toggle notes due 2018 upgraded to B3 (LGD6) from Caa1 (LGD6)
Speculative Grade Liquidity Rating affirmed at SGL-2
Michaels Stores, Inc.
5.875% senior subordinated notes due 2020 upgraded to B3 (LGD5)
from Caa1 (LGD5)
$1,623 million senior secured term loan due 2020 affirmed at Ba3
(LGD3) from (LGD2)
$850 Incremental senior secured term loan due 2020 affirmed at
Ba3 (LGD3) [the provisional "(P)" designation has been removed].
Ratings Rationale
Michaels' B1 Corporate Family Rating reflects the company's scale
and strong market position in the highly fragmented arts and craft
segments retail. Michael's has a demonstrated track record of
driving growth while maintaining strong operating margins that
have averaged in the mid-teens over the past five years. The
rating is also supported by the relative stability of the arts and
craft segment industry; although, Michaels participates in some
segments that are more sensitive to economic conditions, such as
seasonal decor and custom framing. Liquidity is good, reflective
of positive free cash flow generation, no near dated debt
maturities, no financial maintenance covenants and access to a
sizable asset-based revolver to fund seasonal working capital
requirements if necessary. Constraining the rating is Michaels'
high leverage, despite reduction using net proceeds from it June
2014 IPO, which stems from the aggressive financial policies of
its majority financial sponsor owners. Following the June 2014
IPO, the sponsors continue to own about 78% of the company.
The Ba3 (LGD3) ratings on Michaels' secured term loans are one
notch higher than the B1 Corporate Family Rating reflecting their
security interest in certain assets of the company and the
significant level of junior capital in Michaels' capital
structure. The secured term loan rating also takes into
consideration the relatively stronger position of the unrated $650
million asset based revolver, which has a first lien over the
company's most liquid assets including inventory. The Caa1 (LGD5)
rating for Michaels Stores' senior subordinated notes and the Caa1
(LGD6) rating on Michaels' PIK Toggle notes reflect their junior
ranking in the company's overall capital structure.
The stable rating outlook reflects Moody's expectation for
continued improvement in credit metrics over time, through modest
revenue growth while sustaining high operating margins, and using
free cash flow to reduce debt.
Michaels' ratings could be upgraded over time if the company
continues to demonstrate profitable growth with operating margins
sustained in the mid-teens. Clarity around future financial
policies, such as demonstrating the willingness and ability to
sustainably reduce debt and improve credit metrics, and reduced
private equity ownership could also support a ratings upgrade.
Quantitatively, ratings could be upgraded if the company reduces
lease adjusted debt/EBITDA below 5.0 times and if EBITA/interest
expense is sustained above 2.50 times while maintaining good
overall liquidity.
Ratings could be downgraded if the company were to see a material
and sustained reversal of sales trends or if operating margins
were to erode, indicating that the company's competitive profile
was weakening. Ratings could also be lowered if the company's
financial policies were to become aggressive, such as maintaining
high leverage due to increased shareholder friendly activities.
Quantitatively, a ratings downgrade could occur if it appears that
leverage will remain above 6.0 times.
Michaels Stores, Inc., a wholly owned subsidiary of Michaels FinCo
Holdings, LLC, is the largest dedicated arts and crafts specialty
retailer in North America. The company operated 1,147 Michaels
stores in 49 states and Canada and 117 Aaron Brothers stores as of
August 2, 2014. The company primarily sells general and children's
crafts, home d'cor and seasonal items, framing and scrapbooking
products. Total sales approach $4.7 billion. Following the July
2014 IOP, the company remains 78% owned by affiliates of Bain
Capital Partners, LLC and The Blackstone Group, L.P., who acquired
Michaels in 2006.
The principal methodology used in these ratings were Global Retail
Industry published in June 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.
MINERAL PARK: Proposes Pachulski as Bankruptcy Counsel
------------------------------------------------------
Mineral Park, Inc., and its affiliated debtors filed an
application to employ Pachulski Stang Ziehl & Jones LLP as
bankruptcy counsel, nunc pro tunc to the Petition Date.
Compensation will be payable to Pachulski on an hourly basis, plus
reimbursement of actual, necessary expenses and other charges.
The principal attorneys and paralegals presently designated to
represent the Debtors and their current standard hourly rates are:
Jeremy V. Richards $950
Maxim B. Litvak $775
James E. O'Neill $725
Victoria A. Newmark $725
Peter J. Keane $475
Kathleen F. Finlayson $295
To the best of the Debtors' knowledge, Pachulski does not hold or
represent any interest adverse to the Debtors' estate and is a
"disinterested person" as that phrase is defined in Sec. 101(14)
of the Bankruptcy Code.
About Mineral Park
Mineral Park, Inc., Bluefish Energy Corp. and two affiliates
commenced proceedings under Chapter 11 of the Bankruptcy Code in
Delaware on Aug. 25, 2014. The cases are pending before the
Honorable Kevin J. Carey and are jointly administered under Case
No. 14-11996.
Mineral Park and its affiliated debtors are subsidiaries of
Mercator Minerals Ltd. ("MML"), a mineral resource company engaged
through various subsidiaries in the mining, exploration,
development and operation of its mineral properties in Mohave
County, Arizona, and Sonora, Mexico.
Mineral Park's principal asset is the Mineral Park Mine, a
producing copper-molybdenum mine located near Kingman, Arizona.
Bluefish is the owner and operator of the industrial gas turbine
power generator at the Mine.
British Columbia, Canada-based MML, which has shares trading on
the Toronto Stock Exchange under the trading symbol "ML", is not
included in the bankruptcy filing.
The Debtors have tapped Pachulski Stang Ziehl & Jones LLP as
counsel, Evercore Group LLC as investment banker, FTI Consulting,
Inc., as financial advisor, FTI's David J. Beckman as CRO, and
FTI's Paul Hansen as assistant CRO. Prime Clerk LLC is the claims
and noticing agent.
Mineral Park estimated $100 million to $500 million in assets and
debt.
MINERAL PARK: FTI Providing CRO, Other Personnel
------------------------------------------------
Mineral Park, Inc., filed an application to employ FTI Consulting,
Inc., to provide a chief restructuring officer, additional
personnel and financial advisory and restructuring-related
services, nunc pro tunc as of the Petition Date.
Under the circumstances, the Debtor has determined that obtaining
the ongoing services of a CRO and other personnel with turnaround
and Chapter 11 experience will substantially enhance its ability
to operate and meet its administrative obligations in these
Chapter 11 cases and preserve and maximize the value of its assets
pending any sale.
As such, the Debtor has chosen to utilize FTI personnel as
appropriate and has appointed Dave Beckman of FTI to the position
of CRO and Paul Hansen to the position of assistant CRO.
Specifically, as set forth in the engagement letter, the Debtor
retained FTI and Mr. Beckman as CRO and Mr. Hansen as assistant
CRO effective Sept. 1, 2013.
MR. Beckman as CRO, Mr. Hansen as assistant CRO and additional
personnel are charged with assisting the Debtor with its various
operational, administrative and financial needs arising in
connection with the Chapter 11 cases.
Pursuant to an addendum to the engagement letter that became
effective Aug. 1, 2014, the scope of FTI's services was expanded
to include, among other things, responsibility for the marketing
and sale of the Debtor's assets.
For FTI's services rendered in connection with the restructuring
advisory function of the scope of services, the Debtor has agreed
to compensate FTI by a fixed monthly fee, payable monthly in
advance, of $200,000. FTI will receive an additional one time
non-refundable advisory fee of $100,000 for FTI's efforts related
to the Debtor seeking bankruptcy court protection.
In addition, FTI will bill the Debtor monthly for reimbursement of
reasonable directed expenses.
If FTI and/or its employees are required to testify or provide
evidence at or in connection with the Debtor's bankruptcy
proceedings or any other judicial or administrative proceedings on
behalf of the Debtor, FTI will be compensated at its regular
hourly rates:
Senior Managing Directors $790 to $925
Directors/ Managing Directors $570 to $755
Consultants/ Senior Consultants $290 to $540
Administrative/ Paraprofessionals $120 to $235
FTI is not seeking any "success," deferred, "back end" or similar
fees from the Debtor for the engagement.
Because FTI is not being employed as a professional under Sec. 327
of the Bankruptcy Code, it will not be submitting regular fee
applications pursuant to Sec. 330 and 331 of the Bankruptcy Code.
To comply with the U.S. Trustee's protocol applicable to the
retention of personnel to assist the Debtor under Sec. 363 of the
Bankruptcy Code, FTI intends to file a report on staffing by the
20th of each month.
The CRO can be reached at:
Dave Beckman
Senior Managing Director
FTI CONSULTING INC.
1001 17th Street, Suite 1100
Denver, CO 80202
Office: (303) 689-8878
E-mail: dave.beckman@fticonsulting.com
About Mineral Park
Mineral Park, Inc., Bluefish Energy Corp. and two affiliates
commenced proceedings under Chapter 11 of the Bankruptcy Code in
Delaware on Aug. 25, 2014. The cases are pending before the
Honorable Kevin J. Carey and are jointly administered under Case
No. 14-11996.
Mineral Park and its affiliated debtors are subsidiaries of
Mercator Minerals Ltd. ("MML"), a mineral resource company engaged
through various subsidiaries in the mining, exploration,
development and operation of its mineral properties in Mohave
County, Arizona, and Sonora, Mexico.
Mineral Park's principal asset is the Mineral Park Mine, a
producing copper-molybdenum mine located near Kingman, Arizona.
Bluefish is the owner and operator of the industrial gas turbine
power generator at the Mine.
British Columbia, Canada-based MML, which has shares trading on
the Toronto Stock Exchange under the trading symbol "ML", is not
included in the bankruptcy filing.
The Debtors have tapped Pachulski Stang Ziehl & Jones LLP as
counsel, Evercore Group LLC as investment banker, FTI Consulting,
Inc., as financial advisor, FTI's David J. Beckman as CRO, and
FTI's Paul Hansen as assistant CRO. Prime Clerk LLC is the claims
and noticing agent.
Mineral Park estimated $100 million to $500 million in assets and
debt.
MJ HOLDINGS: Reports $316K Net Loss for Q2 Ended June 30
--------------------------------------------------------
MJ Holdings, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $315,824 on $4,428 of income for the
three months ended June 30, 2014, compared with a net loss of
$4,251 on $nil of income for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $3.39 million
in total assets, $1.93 million in total liabilities, and a
stockholders' equity of $1.46 million.
During the six months ended June 30, 2014, the Company has
incurred losses of $329,888. The Company has an accumulated
deficit of $502,518 since inception. The Company recorded
$4,428 of revenue during the six months ended June 30, 2014.
These factors, among others, raise substantial doubt about the
Company's ability to continue as a going concern, according to the
regulatory filing.
A copy of the Form 10-Q is available at:
http://is.gd/unWEdP
MJ Holdings, Inc., acquires and leases real estate to licensed
marijuana operators, including but not limited to providing
complete turnkey growing space and related facilities to licensed
marijuana growers and dispensary owners.
MULLIGAN MINT: Disputed Metals Not Covered by Stay, Court Says
--------------------------------------------------------------
District Judge Jorge A. Solis affirmed the Bankruptcy Court's
denial of a motion to enforce the automatic stay in the Chapter 11
case of Mulligan Mint, Inc.
Mulligan Mint had asked the Bankruptcy Court in Dallas to enforce
the automatic stay with respect to gold and silver metals seized
by the Dallas County Sheriffs Department and possessed by Republic
Metals Corporation. Bankruptcy Judge Stacey G. Jernigan denied
that request.
On appeal, Mulligan Mint disagrees with the Bankruptcy Court that
the automatic stay does not apply to the Disputed Metals.
The Bankruptcy Court called the case a mess. "This is all a mess,
to be quite honest," the bankruptcy judge said.
A copy of the District Court's August 27, 2014 Opinion is
available at http://is.gd/2LQZ96from Leagle.com.
Mulligan Mint is represented by:
Davor Rukavina, Esq.
Thomas D Berghman, Esq.
MUNSCH HARDT KOPF & HARR PC
500 N. Akard Street, Suite 3800
Dallas, TX 75201-6659
Tel: 214-855-7500
E-mail: drukavina@munsch.com
Republic Metals Corporation is represented by:
Clint A Corrie, Esq.
Adam Corey Ragan, Esq.
Akerman LLP
2001 Ross Avenue, Suite 2550
Dallas, TX 75201
Tel: 214-720-4300
Fax: 214-981-9339
E-mail: clint.corrie@akerman.com
adam.ragan@akerman.com
Milo H Segner, Jr, the case trustee, represented by
William L Medford, Jr, Esq.
QUILLING SELANDER LOWNDS WINSLETT & MOSER
2001 Bryan Street Suite 1800
Dallas, TX
Tel: 214-871-2100
Fax: 214-871-2111
Mulligan Mint, Inc., in Dallas, Texas, filed for Chapter 11
bankruptcy (Bankr. N.D. Tex. Case No. 13-34728) on Sept. 13, 2013.
Judge Stacey G. Jernigan presides over the case. Thomas Daniel
Berghman, Esq., Deborah M. Perry, Esq., and Davor Rukavina, Esq.,
at Munsch Hardt Kopf & Harr PC. In its petition, Mulligan Mint
estimated $1 million to $10 million in both assets and debts. A
list of the Company's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txnb13-34728.pdf The
petition was signed by Robert Gray, president.
NATCHEZ REGIONAL: Plan at Odds With Financing Orders, UMD Says
--------------------------------------------------------------
United Mississippi Bank filed an objection to the Disclosure
Statement accompanying the proposed Plan for the Adjustment of
Debts submitted by Natchez Regional Medical Center pursuant to
Chapter 9 of the Bankruptcy Code.
Kristina M. Johnson, Esq., at Jones Walker LLP, in Jackson,
Mississippi -- kjohnson@joneswalker.com -- contends that the
Disclosure Statement and the Plan fail to incorporate and are
inconsistent with the terms of the postpetition financing orders
previously entered by the United States Bankruptcy Court for the
Southern District of Mississippi, as those orders pertain to UMB.
She insists that UMB does not consent to the treatment proposed in
the Disclosure Statement and Plan. She adds that UMB and other
interested parties are currently negotiating possible terms of
exit financing but these negotiations have not yet concluded.
Ms. Johnson further contends that the Disclosure Statement fails
to contain adequate information in sufficient detail to enable
creditors to make an informed decision on whether to vote for the
Plan. She adds that, among other things, the Disclosure Statement
relies on inaccurate financial projections and fails to reveal the
general lack of reliability of financial data provided to parties-
in-interest and the significant risk of further inaccuracies.
About Natchez Regional
Based in Natchez, Mississippi, Natchez Regional Medical Center is
a full-service hospital offering comprehensive diagnostic and
treatment services for acute, subacute and ambulatory care.
Natchez Regional serves as a referral center for the five
Mississippi counties and two Louisiana parishes it serves, known
locally as the Miss-Lou. The hospital is owned by Adams County.
Natchez Regional Medical Center filed for Chapter 9 bankruptcy
protection (Bankr. S.D. Miss. Case No. 14-01048) on March 26,
2014. Eileen N. Shaffer, Esq., Attorney At Law, serves as
bankruptcy counsel. In its petition, the Center listed total
assets of $27.8 million and total debts of $20.80 million. The
petition was signed by Donny Rentfro, hospital CEO.
At the onset of the case, the 179-bed facility said intends to
have a term sheet outlining a sale of the facility to a "qualified
buyer." The hospital blamed financial problems on "ill-timed and
poorly integrated acquisition of physicians' practices and new
clinical technologies," the report related.
This is the Center's second bankruptcy filing in six years. It
filed a Chapter 9 petition on Feb. 12, 2009 (Bankr. S.D. Miss.
Case No. 09-00477). Eileen N. Shaffer, Esq., also represented the
Debtor as counsel in the 2009 case. The Debtor listed total
assets of between $10 million and $50 million, and total debts of
between $10 million and $50 million in the 2009 petition. Nathcez
Regional exited bankruptcy in December 2009 after a court approved
its plan of adjustment, in which all unsecured creditors owed
$5,000 were to be paid in full.
In the 2014 case, Bankruptcy Judge Neil P. Olack, who presides
over the case, has held that appointment of a patient care
ombudsman is unnecessary.
The Debtor filed on August 4, 2014, its proposed Plan of the
Adjustment of Debts and accompanying Disclosure Statement.
NATROL INC: Wants Hobart Truesdell as Independent Director
----------------------------------------------------------
Natrol Inc., et al., seek permission from the U.S. Bankruptcy
Court for the District of Delaware to appoint Hobart Truesdell as
an independent director of each of the debtors.
The Debtors wish to appoint Mr. Truesdell as an independent
director because his appointment is one of the lynchpins of a
settlement agreement and is required thereby.
The Debtors, Cerberus Business Finance, LLC, and the Official
Committee of Unsecured Creditors engaged in negotiations with the
goal of reaching an amicable resolution to the issues underlying
the trustee appointment motion and the preliminary opposition.
Post filing of the motions, the Parties reached a compromise and
settlement as set forth in that certain compromise and settlement
agreement dated July 10, 2014. The Settlement Agreement, among
other things, requires that Mr. Truesdell be appointed to the
board of directors of each of the Debtors and monitor and report
to the Debtors, Cerberus, and the Committee regarding the
performance of the Debtors' business and the Debtors' management
team and whether sufficient and appropriate controls are in place.
The Settlement states that the Independent Director will be Mr.
Truesdell and that the Mr. Truesdell must be a member of the board
of directors of each of the Debtors. Mr. Truesdell is to monitor
and report to the Board, Cerberus, and the Committee regarding the
performance of the Debtors' business and the Debtors' management
team and whether sufficient and appropriate controls are in place,
and will meet with Cerberus and the Committee telephonically every
two weeks if they so request. Mr. Truesdell will also be involved
in any sale or refinancing, and his removal or resignation would
be a material default under the Settlement Agreement.
As set forth in that certain engagement letter between Mr.
Truesdell and the Debtors, dated July 15, 2014, the Debtors
propose to compensate Mr. Truesdell at his standard rate of $425
per hour, plus reimbursement of reasonable, documented expenses.
Mr. Truesdell will receive a minimum monthly fee of $12,500 and a
maximum monthly fee of $25,000. However, to the extent the
maximum fee of $25,000 per month is not reached in a month, the
unused portion of the $25,000 per month maximum may be applied to
cover any amounts incurred over $25,000 in prior months. Mr.
Truesdell will bill his time in 1/10th of an hour increments, and
his monthly invoices are to be paid monthly one week after notice
has been given of the particular invoice to the U.S. Trustee, the
Committee, Cerberus, and those parties requesting notice pursuant
to Bankruptcy Rule 2002.
Subject to the entry of an order by the Court approving the
following, Mr. Truesdell is to receive a post-petition retainer in
the amount of $25,000. The retainer will be held until the end of
Mr. Truesdell's service on the Boards and then applied
against any outstanding invoices, with any remainder returned to
the Debtors, subject to entry of an order of this Court.
About Natrol, Inc.
Headquartered in Chatsworth, Calif., Natrol, Inc. --
http://www.natrol.com-- is a wholly owned subsidiary of Plethico
Pharmaceuticals Limited. Plethico Pharmaceuticals Limited (BSE:
532739. BO: PLETHICO) engages in the manufacturing, marketing and
distribution of pharmaceutical and allied healthcare products
around the world. Natrol products are made in the U.S.
Established in 1980, Natrol, Inc. has been a global leader in the
nutrition industry, and a trusted manufacturer and marketer of a
superior quality of herbs and botanicals, multivitamins, specialty
and sports nutrition supplements made to support health and
wellness throughout all ages and stages of life. Natrol products
are available in health food stores, drug and grocery stores, and
mass-market retailers, and through Natrol.com and other online
retailers. Natrol distributes products nationally through more
than 54,000 retailers as well as internationally in over 40 other
countries through distribution partners.
Natrol, Inc., and its six affiliates sought bankruptcy protection
on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.). The case is
assigned to Judge Brendan Linehan Shannon. The Debtors are
represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq.,
at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and
Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J.
Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in
Wilmington, Delaware. The Debtors' Claims and Noticing Agent is
EPIQ SYSTEMS INC.
The Debtors requested that the Court approve the employment of (i)
Jeffrey C. Perea of the firm Conway MacKenzie Management Services,
LLC as chief financial officer and for CMS to provide temporary
employees to assist Mr. Perea in carrying out his duties; (ii)
Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda &
Williamson LLP as chief restructuring officer and for CMS to
provide temporary employees to assist Mr. Milner in carrying out
his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as
tax services provider.
The U.S. Trustee for Region 3 on June 19 appointed five creditors
of Natrol, Inc. to serve on the official committee of unsecured
creditors. The Committee tapped to retain Otterbourg P.C. as lead
counsel; (ii) Pepper Hamilton LLP as Delaware counsel; and (iii)
CMAG as financial advisors.
NATROL INC: Wants to Hire GLC Advisors as Investment Banker
-----------------------------------------------------------
Natrol Inc., et al., ask for authorization from the U.S.
Bankruptcy Court for the District of Delaware to employ GLC
Advisors & Co., LLC, to provide investment banking services, nunc
pro tunc to July 9, 2014.
GLC Advisors will:
a. advise and assist the Debtors in analyzing, structuring,
and negotiating the financial aspects of any
transaction;
b. assist the Debtors in soliciting, coordinating, and
evaluating indications of interest and proposals,
tenders, and consents in connection with any transaction
(except in connection with any transaction intended to
comply with the requirements of Section 3(a)(9) of the
Securities Act of 1933);
c. provide expert advice and testimony regarding financial
matters related to any transaction(s), if necessary;
d. coordinate and actively participate in one or more
meetings, as appropriate and agreed to, between the
Debtors, on the one hand, and Cerberus Business Finance,
LLC, in its capacity as collateral agent and
administrative agent under the financing agreement;
e. advise and attend meetings of the Debtors' Board of
Directors, creditor groups, official constituencies, and
other interested parties, as GLC Advisors and the
Debtors determine to be necessary or desirable;
f. provide the Debtors and their Board of Directors weekly
progress reports as well as weekly projected work
streams, in each case, either orally or in writing as
requested by Debtors or their Board of Directors; and
g. provide other financial advisory and capital markets
advisory services as may be agreed upon by the firm and
the Debtors.
The Debtors intend to compensate GLC Advisors as follows:
(1) A monthly cash advisory fee of $75,000, payable in
advance for the period commencing on the July 9, 2014
effective date, with the first payment due upon
execution of the engagement agreement and subsequent
payments due on each monthly anniversary of the
Effective Date. The Monthly Advisory Fee will be deemed
earned in full upon receipt;
(2) A fee (in cash) payable directly out of the gross
proceeds of any financing transaction equal to: (i) 2.0%
of the aggregate principal face amount of any senior
secured debt raised, including, without limitation, any
debtor-in-possession financing raised; (ii) 3.5% of the
aggregate principal face amount of any junior secured
debt raised; (iii) 4.0% of the aggregate principal face
amount of any unsecured debt or equity linked securities
raised; and (iv) 5.0% of any equity raised. For the
avoidance of doubt, no Financing Transaction Fee will be
payable to GLC Advisors for any financing transaction
sourced outside the United States without the assistance
of GLC Advisors;
(3) A fee (in cash) payable directly out of the gross
proceeds of any sale transaction equal to (i) 1.0% of
the aggregate consideration up to $120 million; plus
(ii) 2% of any aggregate consideration in excess of
$120 million. For the avoidance of doubt, no Sale
Transaction Fee will be payable for any sale transaction
sourced outside the United States without the assistance
of GLC Advisors;
(4) A fee (in cash) of $1.5 million upon the consummation of
any transaction; notwithstanding the foregoing, the Base
Transaction Fee will be reduced by $250,000 (to
$1,250,000) to the extent a party (i) listed on Schedule
III of the Engagement Agreement under the prepetition
process run by Intrepid Investment Bankers LLC or
(ii) is sourced outside of the United States solely
through the efforts of the Debtors' parent company,
Plethico Pharmaceuticals Limited, provides greater than
50% of the consideration required to effect a
transaction;
(5) Notwithstanding anything to the contrary in the
Engagement Agreement, if Cerberus, the lenders under the
financing agreement, or any of their affiliates purchase
the Debtors, a $1 million fee -- and no Financing
Transaction Fee, Sale Transaction Fee, Base Transaction
Fee, or any other fee -- will be payable to the firm;
(6) Notwithstanding anything to the contrary in the
Engagement Agreement, no Financing Transaction Fee, Sale
Transaction Fee, Base Transaction Fee, Alternative
Transaction Fee, or any other fee will be payable if:
(i) Cerberus' secured indebtedness is nonconsensually
restructured (under a Plan or otherwise); (ii) a trustee
is appointed prior to a transaction; or (iii) if there
is a liquidation (under a plan or otherwise) not as part
of a consensual transaction;
(7) A one-time credit of any Financing Transaction Fee and
Sale Transaction Fee will be applied against the Base
Transaction Fee, on a dollar for dollar basis up to 100%
of the Base Transaction Fee; and
(8) GLC will be entitled to monthly reimbursement of
reasonable out-of-pocket expenses incurred in connection
with the services to be provided under the Engagement
Agreement, whether or not a transaction is consummated.
To the best of its knowledge, GLC Advisors attests to the Court
that the firm (a) is a "disinterested person" within the meaning
of section 101(14) of the Bankruptcy Code, (b) does not hold or
represent an interest adverse to the Debtors' estates, and
(c) has no connection to the Debtors, their creditors, or their
related parties that would negatively impact GLC Advisors'
disinterestedness.
About Natrol, Inc.
Headquartered in Chatsworth, Calif., Natrol, Inc. --
http://www.natrol.com-- is a wholly owned subsidiary of Plethico
Pharmaceuticals Limited. Plethico Pharmaceuticals Limited (BSE:
532739. BO: PLETHICO) engages in the manufacturing, marketing and
distribution of pharmaceutical and allied healthcare products
around the world. Natrol products are made in the U.S.
Established in 1980, Natrol, Inc. has been a global leader in the
nutrition industry, and a trusted manufacturer and marketer of a
superior quality of herbs and botanicals, multivitamins, specialty
and sports nutrition supplements made to support health and
wellness throughout all ages and stages of life. Natrol products
are available in health food stores, drug and grocery stores, and
mass-market retailers, and through Natrol.com and other online
retailers. Natrol distributes products nationally through more
than 54,000 retailers as well as internationally in over 40 other
countries through distribution partners.
Natrol, Inc., and its six affiliates sought bankruptcy protection
on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.). The case is
assigned to Judge Brendan Linehan Shannon. The Debtors are
represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq.,
at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and
Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J.
Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in
Wilmington, Delaware. The Debtors' Claims and Noticing Agent is
EPIQ SYSTEMS INC.
The Debtors requested that the Court approve the employment of (i)
Jeffrey C. Perea of the firm Conway MacKenzie Management Services,
LLC as chief financial officer and for CMS to provide temporary
employees to assist Mr. Perea in carrying out his duties; (ii)
Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda &
Williamson LLP as chief restructuring officer and for CMS to
provide temporary employees to assist Mr. Milner in carrying out
his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as
tax services provider.
The U.S. Trustee for Region 3 on June 19 appointed five creditors
of Natrol, Inc. to serve on the official committee of unsecured
creditors. The Committee tapped to retain Otterbourg P.C. as lead
counsel; (ii) Pepper Hamilton LLP as Delaware counsel; and (iii)
CMAG as financial advisors.
NAVISTAR INT'L: Expiry of Rights Agreement Extended to Nov. 3
-------------------------------------------------------------
Navistar International Corporation and Computershare Inc.,
successor-in-interest to Computershare Shareowner Services LLC --
as Rights Agent under the Rights Agreement, dated as of June 19,
2012, as amended from time to time, between the Company and the
Rights Agent -- entered into Amendment No. 8 to the Rights
Agreement. Amendment No. 8 amends and restates Section 1.1 of the
Rights Agreement to extend the expiration date of the Rights
Agreement from Sept. 1, 2014, to Nov. 3, 2014.
The Board of Directors has declared a dividend of one Right for
each share of Common Stock outstanding on June 29, 2012. Prior to
the Separation Time, the Rights are evidenced by, and trade with,
the Common Stock, or if the Common Stock is uncertificated, by
registration in the stock transfer book, and are not exercisable.
After the Separation Time, the Company would cause the Rights
Agent to mail Rights Certificates to stockholders and the Rights
would trade independent of the Common Stock.
Rights would separate from the Common Stock and become exercisable
on the Business Day following the date of the Flip-in Trigger.
On or after the Separation Time, each Right would initially
entitle the holder to purchase, for $190.00, one one-thousandth of
a share of Junior Participating Preferred Stock, Series A.
Upon the first date on which there is a public announcement by the
Company that any person has acquired 4.99% or more of the
outstanding Common Stock: (i) Rights owned by the Acquiring Person
or transferees thereof would automatically be void; and (ii) each
other Right will automatically become a right to buy, for the
Exercise Price, that number of shares of Common Stock having an
aggregate Market Price of twice the Exercise Price ("Flip-in"
Trigger).
If any person acquires between 4.99% and 50% of the outstanding
Common Stock, the Board may, in lieu of allowing Rights to be
exercised, require each outstanding Right to be exchanged for one
share of Common Stock.
The Rights may be redeemed by the Board, at any time, upon
reaching a determination that the risk of triggering an "ownership
change" is sufficiently low that the Plan is no longer necessary
to preserve the Company's ability to utilize its NOLs, until a
"Flip-in" Trigger has occurred, at a Redemption Price of $0.001
per Right.
About Navistar International
Navistar International Corporation (NYSE: NAV) --
http://www.Navistar.com/-- is a holding company whose
subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans. It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets. The Company also provides truck and diesel
engine parts and service. Another affiliate offers financing
services.
Navistar International reported a net loss attributable to the
Company of $898 million for the year ended Oct. 31, 2013,
following a net loss attributable to the Company of $3.01 billion
for the year ended Oct. 31, 2012. The Company's balance sheet at
April 30, 2014, showed $7.72 billion in total assets, $11.79
billion in total liabilities and a $4.07 billion total
stockholders' deficit.
* * *
In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service
affirmed the ratings of Navistar International Corporation,
including the B3 Corporate Family Rating (CFR). The ratings
reflect Moody's expectation that Navistar's successful
incorporation of Cummins engines throughout its product line up
will enable the company to regain lost market share, and that
progress in addressing component failures in 2010 vintage-engines
will significantly reduce warranty expenses.
As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings
Services lowered its long-term corporate credit rating on
Illinois-based truckmaker Navistar International Corp. (NAV) to
'CCC+' from 'B-'. "The rating downgrades reflect our increased
skepticism regarding NAV's prospects for achieving the market
shares it needs for a successful business turnaround," said credit
analyst Sol Samson.
In January 2013, Fitch Ratings affirmed the Issuer Default Ratings
(IDR) for Navistar International Corporation and Navistar
Financial Corporation at 'CCC' and removed the Negative Outlook on
the ratings. The removal reflects Fitch's view that immediate
concerns about liquidity have lessened, although liquidity remains
an important rating consideration as NAV implements its selective
catalytic reduction (SCR) engine strategy. Other rating concerns
are already incorporated in the 'CCC' rating.
NET ELEMENT: Amends Registration Statements With SEC
----------------------------------------------------
Net Element, Inc., filed a post-effective amendment to its
registration statement on Form S-3 relating to the issuance and
sale by the Company of up to 4,598,900 shares of its common stock,
par value $0.0001 per share, upon the exercise of warrants that
were originally issued by Cazador Acquisition Corporation Ltd., a
blank check company incorporated as a Cayman Islands exempted
company, in connection with its initial public offering and that
became exercisable for shares of the Company's common stock upon
the consummation of the transactions contemplated by an Agreement
and Plan of Merger, dated as of June 12, 2012, by and between
Cazador and the previous legal entity known as Net Element, Inc.,
a Delaware corporation.
The Post-Effective Amendment was filed in order to maintain the
effectiveness of the Prior Registration Statement to the extent
that such Prior Registration Statement pertains to the shares of
the Company's common stock issuable upon exercise of those
warrants.
Each Warrant entitles the holder to purchase one share of the
Company's common stock upon payment of the exercise price of $7.50
per share. The Company will receive the proceeds from the
exercise of the Warrants, but not from the resale of the
underlying shares of common stock.
The Company separately filed amendment no. 3 to its registration
statement relating to:
* the resale from time to time by the selling securityholders
of up to 4,334,000 warrants that were originally issued by
Cazador Acquisition Corporation Ltd., a blank check company
incorporated as a Cayman Islands exempted company and the
Company's predecessor, to Cazador Sub Holdings Ltd., in
connection with a private placement prior to Cazador's
initial public offering;
* the issuance and sale by the Company of up to 4,334,000
shares of Warrant Stock upon the exercise of the Warrants so
long as those Warrants are exercised by transferees who
acquired those Warrants in registered transactions following
the effective date of the registration statement of which
this prospectus forms a part;
* the resale from time to time by the selling securityholders
of up to 4,334,000 shares of Warrant Stock that are issuable,
in transactions exempt from registration under the Securities
Act of 1933, as amended, upon exercise of the Warrants by the
selling securityholders; and
* the resale from time to time by the selling securityholders
of up to 10,658,279 shares of additional stock.
Each Warrant entitles the holder thereof to purchase one share of
our common stock upon payment of the exercise price of $7.50 per
share. The Company will receive the proceeds from the exercise of
the Warrants, but not from the resale of the Warrant Stock.
Additionally, the Company will not receive proceeds from the
resale of the Warrants or the Additional Stock.
The Company's common stock is listed on The NASDAQ Capital Market
under the symbol "NETE." The Warrants are quoted on the Over-the-
Counter Bulletin Board under the symbol "NETEW." On Aug. 28,
2014, the closing sale prices of the Company's common stock and
the Warrants were $1.52 and $0.10, respectively.
Copies of the amended registration statements are available at:
http://is.gd/FdxuQn
http://is.gd/89kJH7
About Net Element
Miami, Fla.-based Net Element, Inc. (formerly Net Element
International, Inc.) is a financial technology-driven group
specializing in mobile payments and other transactional services
in emerging countries and in the United States. The Company
operates in a single operating segment, that being a provider of
transactional services and mobile payment solutions. The
Company's operating segment is based on geographic location.
Geographic areas in which the Company operates include the United
States, where through its U.S. based subsidiaries it generates
revenues from transactional services and other payment
technologies for small and medium-sized businesses. Through TOT
Group Russia and Net Element Russia, the Company operates the
Company's international segment focused on transactional services,
mobile payments transactions and other payment technologies in
emerging countries including Russian Federation and the
Commonwealth of Independent States ("CIS").
Net Element reported a net loss of $48.31 million in 2013, as
compared with a net loss of $16.38 million in 2012.
The Company's balance sheet at June 30, 2014, showed $16.57
million in total assets, $22.79 million in total liabilities and a
$6.21 million total stockholders' deficit.
BDO USA, LLP, in Miami, 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 suffered recurring losses from operations and has
used substantial amounts of cash to fund its operating activities
that raise substantial doubt about its ability to continue as a
going concern.
NMBFIL INC: Republic Powdered's Voluntary Chapter 11 Case Summary
-----------------------------------------------------------------
Debtor: Republic Powdered Metals, Inc.
2628 Pearl Road
Medina, OH 44256
Case No.: 14-12028
Chapter 11 Petition Date: August 31, 2014
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Debtor's Counsel: Daniel J. DeFranceschi, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square, P.O. Box 551
Wilmington, DE 19899
Tel: 302 651-7700
Fax: 302-651-7701
Email: defranceschi@rlf.com
Debtor's JONES DAY
Special
Counsel:
Debtor's THE BLACKSTONE GROUP
Investment
Banker:
Debtor's EVERT WEATHERSBY HOUFF
Litigation
Counsel:
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Tracy D. Crandall, assistant secretary.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
On May 31, 2010, Specialty Products Holdings Corp. and Bondex
International, Inc., both of which are affiliates of Debtor
Republic Powdered Metals, Inc., each filed a petition in the U.S.
Bankruptcy Court for the District of Delaware for relief under
Chapter 11 of the Bankruptcy Code. On Aug. 15, 2014, NMBFiL,
Inc., an affiliate of both the Initial Debtors and Republic
Powdered Metals, Inc., filed a petition in that same Court for
relief under Chapter 11 of the Bankruptcy Code. Debtor Republic
Powdered Metals, Inc., filed a motion with the Court requesting
that its Chapter 11 case be jointly administered with the Initial
Debtors' and NMBFiL's Chapter 11 cases for administrative purposes
only.
ORECK CORP: Black Diamond to Pay for Deloitte Tax's Services
------------------------------------------------------------
A bankruptcy judge approved Oreck Corporation, et al.'s
application for Deloitte Tax LLP, their tax advisory consultant,
to provide additional services. The judge authorized the Debtors
to modify the terms of the engagement of Deloitte Tax, effective
as of June 20, 2014.
All fees and expenses incurred with respect to the supplemental
services will be paid by lender Black Diamond Capital
Management, LLC, and not by the Debtors, and that the Debtors will
have no obligation to Deloitte Tax to pay any professional fees or
expenses in connection with the supplemental services or
obligation to indemnify Deloitte Tax with respect to the
supplemental services pursuant to the general business terms in
the supplemental services engagement letter.
About Oreck Corp.
Oreck Corporation and eight affiliates sought Chapter 11
protection (Bankr. M.D. Tenn. Lead Case No. 13-04006) in
Nashville, Tennessee, on May 6, 2013, with plans to sell the
business as a going concern.
Oreck has been in the business of manufacturing, marketing and
selling vacuum cleaners and related products since the late 1960s.
The corporate offices are located in Nashville, and the
manufacturing and call center is located in Cookeville, Tennessee.
Oreck has 70 employees in Nashville, 250 employees at its plant in
Cookeville and 325 employees operating 96 company-owned and
managed retail stores. The Debtor disclosed $18,013,249 in assets
and $14,932,841 plus an unknown amount in liabilities as of the
Chapter 11 filing.
William L. Norton III, Esq., and Alexandra E. Dugan, Esq., at
Bradley Arant Boult Cummings LLP, serve as counsel to the Debtor.
BMC Group Inc. is the claims and notice agent. Sawaya Segalas &
Co., LLC serves as financial advisor.
The U.S. Trustee appointed six creditors to the Official Committee
of Unsecured Creditors. Daniel H. Puryear, Esq., at Puryear Law
Group, and Sharon L. Levine, Esq., and Kenneth A. Rosen, Esq., at
Lowenstein Sandler LLP represent the Committee. The Committee
tapped to retain Gavin/Solmonese LLC as its financial advisor.
In July 2013, Royal Appliance Mfg. Co. (RAM), a subsidiary of the
TTI Group, finalized the purchase of Oreck Corp.'s assets. The
Bankruptcy Court approved the sale on July 16, 2013.
Royal, the maker of Dirt Devil floor-care products, won the
auction for Oreck Corp. The second-place bidder was the Oreck
family, which sold the business in a $272 million transaction in
2003. The Oreck family made the first bid at auction at
$21.9 million, including $14.5 million cash.
The terms of Royal's winning bid weren't disclosed publicly,
according to a Bloomberg News report. Royal was acquired in 2003
by Hong Kong-based Techtronic Industries Co., the maker of Hoover
vacuum cleaners.
OUTLAW RIDGE: Court Approves Smolker Bartlett as Special Counsel
----------------------------------------------------------------
Outlaw Ridge, Inc. and Outlaw Ridge, LLC sought and obtained
permission from the Hon. K. Rodney May of the U.S. Bankruptcy
Court for the Middle District of Florida to employ Smolker
Bartlett Schlosser Loeb & Hinds, P.A. as special counsel.
The Debtor believes that the attorneys of Smolker Bartlett are
well qualified to represent it as debtor-in-possession with
respect to the following appeals:
(a) an appeal of a modification of the Permit pending before
the Florida Second District Court of Appeal in which the
appellants have filed their initial brief and, but for the
automatic stay, the Debtor's response brief would be due on
June 20, 2014; and
(b) a writ of certiorari appeal to a 3-judge panel of the
Florida Sixth Judicial Circuit Court to quash the
modification of the Permit, which appeal has been fully
briefed and argued and the parties are awaiting an imminent
decision from the appellate panel.
The professional services to be rendered by Smolker Bartlett
include preparing and filings briefs, motions, and any other
papers and making any oral arguments in the Appeals.
The Debtor also seeks authorization to pay Smolker Bartlett a
reasonable attorney's fee and to reimburse Smolker Bartlett for
its reasonable and necessary costs, as approved and authorized by
this Court.
The Debtor will not seek to compensate Smolker Bartlett using any
funds from the Debtor's estate unless Cadence Bank, N.A. is paid
in full or otherwise consents and, as such, principals of the
Debtor have agreed to pay Smolker Bartlett for any fees and costs
incurred as special counsel to the Debtor.
David Smolker, shareholder of Smolker Bartlett, assured the Court
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code and does not represent
any interest adverse to the Debtors and their estates.
Smolker Bartlett can be reached at:
David Smolker, Esq.
SMOLKER BARTLETT SCHLOSSER
LOEB & HINDS, P.A.
500 East Kennedy Boulevard, Ste 200
Tampa, FL 33602
Tel: (813) 223-3888
Fax: (813) 228-6422
E-mail: DavidS@SmolkerBartlett.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: Court Okays Hiring of Homeward as Real Estate Broker
------------------------------------------------------------------
Outlaw Ridge, Inc. and Outlaw Ridge, LLC sought and obtained
permission from the Hon. K. Rodney May of the U.S. Bankruptcy
Court for the Middle District of Florida to employ Homeward Real
Estate, Inc. as real estate broker.
The Debtor has entered into exclusive listing agreements with
Homeward to market portions of the Properties for sale. By this
Application, the Debtor, as debtor-in-possession, seeks
authorization pursuant to Section 327(a) of the Bankruptcy Code to
retain and compensate Homeward in connection with the sale of the
Properties.
For its services as a real estate broker in connection with the
sale of the Properties to any potential purchaser or purchasers,
the Debtor desires to pay Homeward a sales commission based upon
the listing agreements
Stephanie Meid, sales associate employed by Homeward, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Homeward can be reached at:
Stephanie Meid
HOMEWARD REAL ESTATE, INC.
4045 Henderson Blvd.
Tampa, FL 33629
Tel: (813) 441-0400
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.
PALM BEACH FINANCE: Fulbright Pays $6.25M for Not Ch. 11
--------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that the U.S.
Bankruptcy Court in West Palm Beach, Florida, will hold a hearing
on Sept. 3 to approve a settlement under which law firm Fulbright
& Jaworski LLP will pay $6.25 million to resolve a lawsuit
alleging that the Houston-based firm didn't advise a client to
file bankruptcy soon enough.
According to the report, a trust created by the plan of
reorganization filed in the Chapter 11 cases of Palm Beach Finance
Partners LP and Palm Beach Finance II LP sued Fulbright,
contending that the firm, which was hired by the funds before it
filed for bankruptcy, committed legal malpractice by not
counseling the client to file bankruptcy quickly after the Ponzi
scheme orchestrated by Thomas Petters was discovered. The funds,
the report said, loaned nearly all of their investors' money to
Petters.
The lawsuit is Mukamal v. Fulbright & Jaworski LLP (In re Palm
Beach Finance LP), 12-02123, U.S. Bankruptcy Court, Southern
District Florida (West Palm Beach).
About Petters Group
Based in Minnetonka, Minn., Petters Group Worldwide LLC is a
collection of some 20 companies, most of which make and market
consumer products. It also works with existing brands through
licensing agreements to further extend those brands into new
product lines and markets. Holdings include Fingerhut (consumer
products via its catalog and Web site), SoniqCast (maker of
portable, WiFi MP3 devices), leading instant film and camera
company Polaroid (purchased for $426 million in 2005), Sun Country
Airlines (acquired in 2006), and Enable Holdings (online
marketplace and auction for consumers and manufacturers' overstock
inventory). Founder and chairman Tom Petters formed the company
in 1988.
Petters Company, Inc., is the financing and capital-raising unit
of Petters Group Worldwide.
Thomas Petters, the founder and former CEO of Petters Group, has
been indicted and a criminal proceeding against him is proceeding
in the U.S. District Court for the District of Minnesota.
Petters Company, Petters Group Worldwide and eight other
affiliates filed separate petitions for Chapter 11 protection
(Bankr. D. Minn. Lead Case No. 08-45257) on Oct. 11, 2008. In its
petition, Petters Company estimated its debts at $500 million and
$1 billion. Parent Petters Group Worldwide estimated its debts at
not more than $50,000.
Fruth, Jamison & Elsass, PLLC, represents Douglas Kelley, the duly
appointed Chapter 11 Trustee of Petters Company, Inc., et al. The
trustee tapped aynes and Boone, LLP as special counsel, and Martin
J. McKinley as his financial advisor.
Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing
business as Sun Country Airlines, Inc., and MN Airline Holdings,
Inc., filed separate petitions for Chapter 11 bankruptcy
protection (Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and
08-35198) on Oct. 6, 2008. Petters Aviation is a wholly owned
unit of Thomas Petters Inc. and owner of MN Airline Holdings, Sun
Country's parent company.
About Palm Beach Funds
Palm Beach Gardens, Florida-based Palm Beach Finance Partners,
L.P., was a hedge fund. The Company solicited capital
contributions from third-party limited partners, and proceeded to
invest substantial amounts of the capital with the Petters
Company, Inc.
The Company filed for Chapter 11 on Nov. 30, 2009 (Bankr. S.D.
Fla. Case No. 09-36379.) The Debtor's affiliate, Palm Beach
Finance II, L.P., also filed for bankruptcy (Bankr. S.D. Fla. Case
No. 09-36396). Paul A. Avron, Esq., and Paul Steven Singerman,
Esq., assisted the Debtors in their restructuring efforts. Palm
Beach Finance II estimated $500 million to $1 billion in assets
and liabilities in its petition.
In October 2010, Judge Paul G. Hyman confirmed the Plan of
Liquidation for Palm Beach Finance Partners, L.P., and Palm Beach
Finance II, L.P., proposed by Barry Mukamal, as Chapter 11 trustee
and Geoffrey Varga, as joint official liquidator of the Debtors.
The Chapter 11 trustee is represented by Michael S. Budwick, Esq.
-- mbudwick@melandrussin.com -- at Meland Russin & Budwick, P.A.
PGT INC: S&P Assigns 'B+' Corp. Credit Rating, Outlook Stable
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' corporate
credit rating to North Venice, Fla.-based PGT Inc. The outlook is
stable.
At the same time, S&P assigned its 'BB-' issue-level rating (one
notch higher than the corporate credit rating) and '2' recovery
rating to PGT's proposed $235 million senior secured credit
facility, composed of a $35 million revolving credit facility due
2019 and a $200 million term loan B due 2021. The '2' recovery
rating on the facility indicates S&P's expectation for substantial
(70% to 90%) recovery in the event of payment default. The
company will use the proceeds from the credit facility to acquire
CGI Windows and Doors Holding Inc. and to refinance existing debt.
"The 'B+' corporate credit rating on PGT Inc. reflects our view of
the company's 'fair' business risk profile and 'aggressive'
financial risk profile," said Standard & Poor's credit analyst
Maurice Austin. "We view PGT's liquidity as 'adequate' to meet
its needs over the next 12 months," said Mr. Austin.
The stable outlook reflects S&P's expectation that pro forma for
the acquisition, operating performance will improve but credit
measures will remain commensurate with an "aggressive" financial
profile. Specifically, S&P expects FFO to debt in the 12% to 20%
range.
S&P views an upgrade as unlikely within the next year. Even if
credit measures were to strengthen over the next 12 months, it is
our opinion that credit ratios will be highly volatile through
business cycles given the cyclicality of construction and PGT's
high concentration in Florida, which has historically been prone
to volatile real estate cycles.
S&P views a negative rating action as less likely given its
outlook for housing markets; however, S&P could take such an
action if the U.S. housing recovery stalls and EBITDA falls at
least 35% below S&P's 2014 forecast, causing leverage to weaken to
above 5x. This could also occur in a recessionary environment.
However, S&P's economists only place a 10% to 15% probability on a
new recession.
PGT Inc. is the leading U.S. manufacturer and supplier of
residential impact-resistant windows and doors.
PHILADELPHIA ENTERTAINMENT: DLA Piper OK'd After Deal with UST
--------------------------------------------------------------
The Bankruptcy Court approved a stipulation among Philadelphia
Entertainment and Development Partners, L.P., the U.S. Trustee,
DLA Piper LLP(US), resolving the U.S. Trustee's amended objection
to the application to employ DLA Piper.
The U.S. Trustee, which filed an objection in May and an amended
objection in June, alleged that, among other things:
1. DLA Piper has made material, inaccurate and misleading
representations in the application;
2. DLA Piper received payment of fees from the Debtor within 90
days before the bankruptcy filing that may have constituted a
substantial avoidable preference and DLA Piper's receipt of such
payments constitute either a conflict of interest or material
interest adverse to creditors and the estate; and
3. DLA Piper failed to disclose that the firm received fees of
$7,400 in connection with the sale of the Debtor's real estate on
March 27, 2014.
After negotiations, the parties agree that:
a. DLA Piper will repay to the Debtor the sum of $100,000,
which will result in a reduction of DLA Piper's prepetition fees
and costs to the Debtor by the $100,000;
b. DLA Piper will not seek allowance or payment of the
reduction in the prepetition claim for the $100,000 in legal fees
and costs in the Bankruptcy case;
c. in addition to the $100,000 repayment, DLA Piper has
refunded to the Debtor $36,393 of funds drawn from the retainer
over the amount of its final reconciled prepetition fees and such
funds have been place in the DIP account; and
d. the U.S. Trustee will not contest the amount of DLA Piper's
prepetition fees or its prepetition receipt of $7,400, from the
purchaser of the Debtor's real estate in connection with DLA
Piper's representation of an entity that financed the purchaser.
As reported in the Troubled Company Reporter on April 11, 2014,
DLA Piper as general bankruptcy counsel, will bill the Debtors at
these hourly rates: $530 to $1,120 for partners; $300 to $940 for
counsel; $320 to $730 for associates; and $85 to $455 for para-
professionals. The restructuring attorney leading the DLA
engagement in these Chapter 11 cases is Thomas R. Califano, Esq.,
a partner at DLA Piper (US), whose present hourly rate is $950.
DLA will also charge the Debtors for out-of-pocket expenses
incurred in the rendition of services.
Mr. California assures the Court that his firm is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code and does not represent any interest adverse to the
Debtors and their estates.
About Philadelphia Entertainment
Philadelphia Entertainment and Development Partners, L.P., filed a
Chapter 11 bankruptcy petition (Bankr. E.D. Pa. Case No. 14-12482)
on March 31, 2014. Brian R. Ford signed the petition as
authorized signatory. The Debtor estimated assets of at least $10
million and liabilities of at least $50 million. DLA Piper LLP
(US) serves as the Debtor's counsel. Judge Magdeline D. Coleman
oversees the case.
PHILADELPHIA ENTERTAINMENT: Ch. 11 Plan of Liquidation Confirmed
----------------------------------------------------------------
A bankruptcy judge confirmed the Plan of Liquidation of
Philadelphia Entertainment and Development Partners, L.P., dated
as of March 10, 2014; as modified on May 27.
At the hearing, the judge also approved the adequacy of the
information in the Disclosure Statement. RBS Citizens, National
Association, and FDC Philadelphia, LP, had filed objections to the
plan disclosures.
The Debtor filed with the Court a plan of liquidation, which
revolves around the sale of the Debtor's assets to repay claims.
The Plan is the result of negotiations by and among the Debtor,
RBS Citizens, National Association, the City of Philadelphia, and
various of the Debtor's other creditors. RBS Citizens is a holder
of a secured claim. RBS Citizens has agreed to allow holders of
general unsecured claims to receive a specified percentage
recovery on their claims before RBS Citizen will have any right to
receive a distribution on account of its unsecured deficiency
claim.
The General Partner and Limited Partners of the Debtor are making
a cash contribution to the Debtor in the aggregate amount of
$750,000 and RBS Citizens will contribute to the Debtor $150,000
from the proceeds of the sale of certain real property of the
Debtor, which amount is to be used by the Debtor or the
Liquidation Trustee, as applicable, to (i) fund the costs and
expenses of the Debtor for preparing for the Chapter 11 Case, (ii)
fund the costs and expenses of administering the Chapter 11 Case,
and (iii) pay in full all Allowed Administrative Expense Claims,
Allowed Compensation and Reimbursement Claims, and Allowed
Priority Claims.
A full-text copy of the Disclosure Statement explaining the Plan
is available at http://bankrupt.com/misc/PHILADELPHIAds0402.pdf
Restructuring Support Agreement
The Court authorized the Debtor to assume the restructuring,
lockup and plan support agreement, dated Feb. 21, 2014, with RBS
Citizens, National Association, successor by merger to Citizens
Bank of Connecticut, as senior lender.
No default exists under the RSA and, therefore, the Debtor is not
required to (a) cure, or provide adequate assurance that the
Debtor will promptly cure, any default under the RSA, (b)
compensate, or provide adequate assurance that the Debtor will
promptly compensate, RBS Citizens for any actual peeimiary loss
resulting from any default, or (c) provide adequate assurance of
future performance of the RSA.
The RSA provided that the parties are granted all rights and
remedies, including, without limitation, the right to specifically
enforce the RSA in accordance with its terms.
About Philadelphia Entertainment
Philadelphia Entertainment and Development Partners, L.P., filed a
Chapter 11 bankruptcy petition (Bankr. E.D. Pa. Case No. 14-12482)
on March 31, 2014. Brian R. Ford signed the petition as
authorized signatory. The Debtor estimated assets of at least $10
million and liabilities of at least $50 million. DLA Piper LLP
(US) serves as the Debtor's counsel. Judge Magdeline D. Coleman
oversees the case.
PINNACLE OPERATING: S&P Affirms 'B' CCR & Revises Outlook to Neg.
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed all its ratings,
including the 'B' corporate credit rating, on Pinnacle Operating
Corp., but revised the outlook to negative from stable.
"During the past few quarters, trailing-12-month EBITDA margins
have declined somewhat and leverage has increased," said Standard
& Poor's credit analyst Cynthia Werneth. This has occurred as a
result of a wet and rainy start to the 2014 agricultural season, a
resulting mix shift in Pinnacle's primary mid-southern region of
the U.S. away from more profitable corn to other crops, an
increase in administrative costs to support its rapid growth, and
substantial acquisition activity, some of the benefit of which
will not be realized this year. Subject to wide seasonal
fluctuations, adjusted debt to EBITDA was 7.7x as of June 30,
2014, 6.4x pro forma for acquisitions (up from 6.3x and 4.9x,
respectively, as of Dec. 31, 2013). S&P adjusts debt to include
about $60 million of receivables financing and capitalized
operating leases. EBITDA margins have declined meaningfully
during the past year to approximately 9% (not adjusted for
acquisitions), although they remain healthy compared to many other
distribution companies.
The 'B' corporate credit rating is derived from a "weak" business
risk profile and "highly leveraged" financial risk profile. Based
on comparisons with similarly rated companies, S&P believes
leverage and interest coverage support an anchor score of 'b',
given the choice between 'b' and 'b-'.
S&P's "weak" business risk assessment primarily reflects
Pinnacle's limited geographic diversity and smaller scale than key
competitors, which makes it more vulnerable to regional weather
conditions, planting decisions, and farm economics. Although the
company has expanded operations significantly during the past two
years, its operations are still heavily concentrated in the mid-
southern U.S. S&P also sees the potential for operational risks
associated with rapid growth, although S&P believes the company
has managed these risks well to date. Offsetting positives
include a well-established position in its region with long-
standing customer and supplier relationships, a well-balanced
product portfolio, experienced management, policies that minimize
commodity risk, and still good profitability.
Despite cyclicality and seasonality, S&P believes industry
fundamentals over the next few years will be favorable based on
population growth and healthy U.S. farm economics. In addition,
sizable distributors such as Pinnacle (which is the seventh-
largest U.S. crop inputs retailer) should benefit from
increasingly sophisticated products and a continuing long-term
trend of rising spending on crop inputs. However, competition to
acquire smaller distributors has increased during the past year.
The negative outlook reflects a one-in-three chance of a downgrade
during the next year.
S&P would lower the ratings if adjusted leverage, pro forma for
acquisitions, exceeds 6.5x or if liquidity is less than adequate.
Factors that could contribute to such a scenario include earnings
weakness as a result of further erosion in EBITDA margins because
of product mix shifts, operating inefficiencies related to
acquisitions, higher selling, general, and administrative (SG&A)
expenses, or a prolonged period of severe weather or other adverse
industry conditions. Higher leverage could also result from an
increase in EBITDA multiples paid for acquisitions because of more
competition or an unexpected increase in net working capital as a
percentage of sales caused by a significant reduction in customer
deposits for prepaid inventory or other reasons.
S&P would revise the outlook to stable if peak seasonal leverage
pro forma for acquisitions declines below 6x. S&P considers the
likelihood of an upgrade during the next year as low because it
believes the company will remain highly leveraged as it executes
its aggressive growth plan. Longer-term factors that could
favorably affect S&P's assessment of the company's credit quality
include strengthening of the business risk profile and the private
equity sponsor relinquishing control of the company.
PITT PENN: Plan of Liquidation Confirmed
----------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware confirmed, on Aug. 28, 2014, the Plan of
Liquidation filed by Norman L. Pernick, the court-appointed
Chapter 11 trustee for Industrial Enterprises of America, Inc.
In accordance with the Plan, the Trustee will execute the IEAM
Liquidating Trust Agreement and take all actions necessary to
establish the IEAM Liquidating Trust. The IEAM Liquidating Trust
will be funded with $500,000 with $500,000 on the effective date.
The reserve will be replenished up to $500,000 as litigation
proceeds are realized. The replenishment will come first from the
72% of the estate's recovery in litigation and next, to the extent
necessary, Omtammot's 28% claim of the estate's recovery in
litigation.
About Pitt Penn
Pitt Penn Holding Co., Inc., and Pitt Penn Oil Co., LLC, each
filed voluntary petitions for Chapter 11 relief (Bankr. D. Del.
Case Nos. 09-11475 and 09-11476) on April 30, 2009. Industrial
Enterprises of America, Inc., f/k/a Advanced Bio/Chem, Inc., filed
for Chapter 11 protection (Bankr. D. Del. Case No. 09-11508) on
May 1, 2009. EMC Packaging, Inc., filed a voluntary petition for
Chapter 11 relief (Bankr. D. Del. Case No. 09-11524) on May 4,
2009. Unifide Industries, LLC, and Today's Way Manufacturing LLC,
each filed a voluntary petition for Chapter 11 relief (Bankr. D.
Del. Case Nos. 09-11587 and 09-11586) on May 6, 2009.
PPH, PPO, EMC, Unifide, and Today's Way are each subsidiaries of
IEAM. The cases are jointly administered under Case No. 09-11475.
Christopher D. Loizides, Esq., at Loizides, P.A., in Wilmington,
Del., represents the Debtors as counsel. In its petition,
Industrial Enterprises disclosed total assets of $50,476,697 and
total debts of $17,853,997.
Industrial Enterprises originally operated as a holding company
with four wholly owned subsidiaries, PPH, EMC, Unifide, and
Today's Way. PPH, through its wholly owned subsidiary, PPO, was a
leading manufacturer, marketer and seller of automotive chemicals
and additives.
EMC's original business consisted of converting hydrofluorocarbon
gases R134a and R152a into branded private label refrigerant and
propellant products. Unifide was a leading marketer and seller of
automotive chemicals and additives. Today's Way manufactured and
packaged the products which were sold by Unifide.
Norman L. Pernick was appointed as the chapter 11 trustee for the
Debtors. The trustee tapped Cole, Schotz, Meisel, Forman &
Leonard, P.A., as counsel, and CohnReznick LLP as his exclusive
financial advisor.
POLY PLANT: UST Objection to Donahue & Young Hiring Resolved
------------------------------------------------------------
Bankruptcy Court approved a stipulation authorizing Poly Plant
Project to employ Donahoe & Young LLP as counsel as of April 14,
2014, and resolving an objection filed by the U.S. Trustee.
The stipulation provides, among other things:
1. D&Y will draw-down from the balance of the prepetition
retainer in the amount of $26,370, without further notice or
hearing, 10 days after D&Y submits its monthly professional fee
statements to all parties-in-interest, including Official
Creditors' Committee (if any) and the U.S. Trustee, provided no
objection is filed before that time. If an objection is timely
filed and served, D&Y will refrain from withdrawing any funds
until the objection has been resolved by the Court.
2. Once the entire prepetition retainer has been accounted for,
the Debtor may make additional monthly deposits to D&Y based on
statements of account re: Legal Services for postpetition
services;
3. Upon receipt of any postpetition funds, such funds will be
held in D&Y's client trust account and that no postpetition funds
may be released from the client trust account until there is Court
approval of an interim or final fee application on D&Y's fees
and costs.
Peter C. Anderson, the U.S. Trustee, in his objection, stated that
the Court must deny the application because D&Y is not entitled to
draw-down on future monthly payments.
As reported in the Troubled Company Reporter on April 25, 2014,
the Debtor sought authorization to employ D&Y to advise the Debtor
regarding matters of bankruptcy law relevant to the pending
Chapter 11 case.
D&Y has agreed to accept as compensation for its services the
following hourly fees: $450 per hour for Mark T. Young, Esq. --
myoung@donahoeyoung.com -- or other partners of D&Y; $350 per hour
for associate, staff, and contract attorneys with more than five
years of experience as an attorney; $300 per hour for associate,
staff, and contract attorneys with less than five years of
experience as an attorney; $150 per hour for law clerks who have
completed at least four semesters of law school, but who are not
active members of the California Bar; $100 for law clerks who have
completed at least one, but less than four, semesters of law
school and are not members of the California Bar, and certified
paralegals; and $50 per hour for non-attorney legal assistants.
D&Y did not represent, or perform any legal services for, PPP
prior to March 12, 2014. D&Y has received three payments from PPP
for legal services: (1) $10,000 received on March 21, 2014; (2)
$30,000 received on April 4, 2014; and (3) $1,213 received on
April 11, 2014. The first payment was designated for negotiations
with PPP?s three major unsecured majority non-insider creditors,
and preparation of some materials that would be needed in the
event that a Chapter 11 filing became required. The second
payment was the prepetition retainer for this Chapter 11 case, and
the third payment was for the filing fee for the case.
Mr. Young assured the Court that his firm is a "disinterested
person" as the term is defined in Section 101(14) of the
Bankruptcy Code and does not represent any interest adverse to the
Debtors and their estates.
The U.S. Trustee is represented by:
Jill M. Sturtevant, Assistant U.S. Trustee
Queenie K. Ng, Esq., trial attorney
Office of the U.S. Trustee
915 Wilshire Blvd., Suite 1850
Los Angeles, CA 90017-3560
Tel: (213) 894-4356
Fax: (213) 894-2603
E-mail: queenie.k.ng@usdoj.gov
The Debtor is represented by:
Mark T. Young, Esq.
Taylor F. Williams, Esq
DONAHOE & YOUNG LLP
25152 Springfield Court, Suite 345
Valencia, CA 91355
Tel: (661) 259-9000
Fax: (661) 554-7088
E-mail: myoung@donahoeyoung.com
twilliams@donahoeyoung.com
About Poly Plant Project
Poly Plant Project filed a Chapter 11 bankruptcy petition in its
hometown in Los Angeles (Bankr. C.D. Cal. Case No. 14-17109) on
April 14, 2014. Tetsunori T. Kunimune signed the petition as
chief executive officer. The Debtor disclosed total assets of
$16.75 million and total liabilities of $22.29 million. Donahoe &
Young LLP serves as the Debtor's counsel. Judge Thomas B. Donovan
oversees the case.
The U.S. Trustee rescheduled the meeting of creditors from May 20,
2014, to June 3, 2014. The Court also scheduled June 4 as the
hearing on the status of the Chapter 11 case; and the deadline a
status report.
QUANTUM FUEL: To Sell $75 Million Worth of Securities
-----------------------------------------------------
Quantum Fuel Systems Technologies Worldwide, Inc., said it may
sell common stock, preferred stock, debt securities, warrants, and
rights for a total offering price of $75 million, according to a
registration statement filed with the U.S. Securities and Exchange
Commission. Each time the Company sells securities pursuant to
this prospectus, it will provide the specific terms of the
securities in supplements to the prospectus, the Company said.
The Company's common stock is quoted on The NASDAQ Capital Market
under the symbol "QTWW." The last reported sale price of the
Company's common stock on Aug. 27, 2014, was $4.95 per share.
A full-text copy of the preliminary prospectus is available for
free at http://is.gd/20It5q
About Quantum Fuel
Lake Forest, Cal.-based Quantum Fuel Systems Technologies
Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced
vehicle propulsion systems, fuel storage technologies, and
alternative fuel vehicles. Quantum's portfolio of technologies
includes electronic and software controls, hybrid electric drive
systems, natural gas and hydrogen storage and metering systems and
other alternative fuel technologies and solutions that enable fuel
efficient, low emission, natural gas, hybrid, plug-in hybrid
electric and fuel cell vehicles.
Quantum Fuel reported a net loss attributable to stockholders of
$23.04 million in 2013, a net loss attributable to stockholders of
$30.91 million in 2012 and a net loss attributable to common
stockholders of $38.49 million in 2011.
As of June 30, 2014, the Company had $72.42 million in total
assets, $39.35 million in total liabilities and $33.07 million in
total stockholders' equity.
QUICKSILVER RESOURCES: Director Thomas Darden Resigns
-----------------------------------------------------
Thomas F. Darden informed the Board of Directors of Quicksilver
Resources Inc. of his decision to resign from the Board effective
Sept. 1, 2014. Mr. Darden will continue in his role as advisor to
Quicksilver in its pursuit of a strategic transaction in the Horn
River Basin in British Columbia.
About Quicksilver
Quicksilver Resources Inc. is an exploration and production
company engaged in the development and production of long-lived
natural gas and oil properties onshore North America. Based in
Fort Worth, Texas, the company is widely recognized as a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999 and is listed on the New York Stock Exchange under the
ticker symbol KWK. The company has U.S. offices in Fort Worth,
Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig,
Colorado and Cut Bank, Montana. The Company's Canadian
subsidiary, Quicksilver Resources Canada Inc., is headquartered in
Calgary, Alberta.
Quicksilver Resources posted net income of $161.61 million in 2013
following a net loss of $2.35 billion in 2012.
As of June 30, 2014, the Company had $1.05 billion in total
assets, $2.16 billion in total liabilities and a $1.11 billion
total stockholders' deficit.
* * *
As reported by the TCR on July 2, 2014, Standard & Poor's Ratings
Services revised its rating outlook on Fort Worth, Texas-based
Quicksilver Resources Inc. to negative from stable and affirmed
its 'CCC+' corporate credit rating on the company.
S&P said the outlook revision reflects S&P's expectation that
Quicksilver will continue to burn cash at a run-rate of about $20
million to $35 million per quarter, depleting its cash position
(as of Dec 31, 2013) of about $250 million over the next several
quarters. In addition, the company may face significant springing
debt maturities in October 2015 and January 2016, if more than
$100 million remains outstanding on its subordinated notes due
2016 (currently $350 million outstanding) as of Oct. 1, 2015.
Based on this significant repayment risk, S&P has revised its
assessment of Quicksilver's liquidity to "less than adequate" from
"adequate." However, S&P believes the company still has several
options to avoid the springing maturities, including strategic
transactions such as a joint venture for its major Horn River
Basin project.
RIVERWALK JACKSONVILLE: Hires Marcum LLP as Accountant
------------------------------------------------------
Riverwalk Jacksonville Development LLC asks for authorization from
the U.S. Bankruptcy Court for the Southern District of Florida to
employ and compensate Michael Novak, CPA of Marcum, LLP as
accountant, nunc pro tunc to April 28, 2014 petition date.
Mr. Novak will provide accounting/tax preparation services in
connection with the preparation of the Debtor's 2013 federal
income tax return.
The Debtor will pay Novak and Marcum, LLP at their standard
billing rates for the professionals who may be involved in
providing the services, which range from $150-$375 per hour. The
Debtor anticipates that the proposed retention will result in fees
not to exceed $2,500 for preparation of the 2013 tax return.
To the best of the Debtor's knowledge, the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
Mr. Novak can be reached at:
Michael Novak
MARCUM, LLP
One Southeast Third Avenue
16th Floor
Miami, FL 33131
Tel: (305) 995-9710
E-mail: michael.novak@marcumllp.com
Riverwalk Jacksonville Development, LLC, owner of the land and
parking surrounding the Wyndham RiverWalk Jacksonville, filed a
Chapter 11 bankruptcy (Bankr. S.D. Fla. Case No. 14-19672) on
April 28, 2014, in Miami. Stevan J. Pardo signed the petition as
managing member. The Debtor estimated assets of at least $10
million and debts of at least $1 million. Geoffrey S. Aaronson,
Esq., at Aaronson Schantz P.A. serves as the Debtor's counsel.
Judge Laurel M Isicoff oversees the case.
SEARS METHODIST: Files Schedules of Assets and Liabilities
----------------------------------------------------------
Sears Methodist Retirement System, Inc., filed with the U.S.
Bankruptcy Court for the Northern District of Texas its schedules
of assets and liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $0
B. Personal Property $8,494,994
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $98,675,000
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-Priority
Claims $1,438,617
----------- -----------
Total $8,494,994 $100,113,617
A copy of the schedules is available for free at
http://bankrupt.com/misc/SearsMethodist_schedules.pdf
The Debtor is represented by:
Vincent P. Slusher, Esq.
Andrew Zollinger, Esq.
DLA PIPER LLP (US)
1717 Main Street, Suite 4600
Dallas, TX 75201-4629
Tel: (214) 743-4500
Fax: (214) 743-4545
E-mail: vincent.slusher@dlapiper.com
andrew.zollinger@dlapiper.com
- and -
Thomas R. Califano, Esq.
Gabriella L. Zborovsky, Esq.
Jacob S. Frumkin, Esq.
DLA Piper LLP (US)
1251 Avenue of the Americas
New York, NY 10020-1104
Tel: (212) 335-4500
Fax: (212) 335-4501
E-mail: thomas.califano@dlapiper.com
gabriella.zborovsky@dlapiper.com
jacob.frumkin@dlapiper.com
About Sears Methodist
As a leading Texas senior living icon established on Christian
principles, Sears Methodist Retirement System Inc. provides
secure, rewarding, and luxurious residency to seniors. The system
includes: (i) eight senior living communities located in Abilene,
Amarillo, Lubbock, Odessa and Tyler, Texas; (ii) three veterans
homes located in El Paso, McAllen and Big Spring, Texas, managed
by Senior Dimensions, Inc., pursuant to contracts between SDI and
the Veterans Land Board of Texas; and (iii) Texas Senior
Management, Inc. ("TSM"), Senior Living Assurance, Inc. ("SLA")
and Southwest Assurance Company, Ltd. ("SWAC"), which provide, as
applicable, management and insurance services to the System.
Sears Methodist Senior Housing, LLC, is the general partner of,
and controls .01% of the interests in, Canyons Senior Living, L.P.
("CSL").
Sears Methodist and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 14-
32821) on June 10, 2014. The cases are assigned to Judge Stacey
G. Jernigan.
The Debtors' counsel is Vincent P. Slusher, Esq., and Andrew
Zollinger, Esq., at DLA Piper LLP (US), in Dallas, Texas; and
Thomas R. Califano, Esq., Gabriella L. Zborovsky, Esq., and Jacob
S. Frumkin, Esq., at DLA Piper LLP (US), in New York. The
Debtors' financial advisor is Alvarez & Marsal Healthcare Industry
Group, LLC, while the Debtors' investment banker is Cain Brothers
& Company, LLC. The Debtors' notice, claims and solicitation
agent is GCG Inc.
The Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases.
The U.S. Trustee has appointed five members to the Official
Committee of Unsecured Creditors. The Committee is represented by
Clifton R. Jessup, Jr., Esq., and Bryan L. Elwood, Esq., at
Greenberg Traurig, LLP, in Dallas, Texas.
SGK VENTURES: Can Access NewKey's Cash Collateral Until Oct. 1
--------------------------------------------------------------
The Hon. Eugene R. Wedoff of the U.S. Bankruptcy Court for the
Northern District of Illinois issued a second final order
authorizing SGK Ventures LLC, aka Keywell LLC, to use cash
collateral of NewKey Group LLC and NewKey Group II LLC until
October 3, 2014, pursuant to the budget.
A full-text copy of the cash collateral budget is available for
free at http://bankrupt.com/misc/SGKVENTURES_Budget_08282014.pdf
A status hearing will be held on October 1, 2014, at 10:00 a.m.
regarding the Debtor's authority to use cash collateral.
About Keywell L.L.C.
Keywell L.L.C., a supplier of scrap titanium and stainless steel,
filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 13-37603)
on Sept. 24, 2013. Mark Lozier signed the petition as president
and CEO.
Keywell LLC first filed schedules disclosing $22,515,017 in total
assets, and $35,025,633 in total liabilities. In its amended
schedules, Keywell disclosed $22,546,386 in total assets and
$39,361,793 in total liabilities. As reported in the Troubled
Company Reporter on May 12, 2014, the Debtor filed an amended
summary of schedules disclosing assets of $22,602,974 and
liabilities of $37,181,354.
Judge Eugene R. Wedoff presides over the case.
Howard L. Adelman, Esq., Chad H. Gettleman, Esq., Henry B. Merens,
Esq., Brad A. Berish, Esq., Mark A. Carter, Esq., Adam P.
Silverman, Esq., and Nathan Q. Rugg, Esq., at Adelman & Gettleman
Ltd. serve as the Debtor's counsel. Alan B. Patzik, Esq., Steven
M. Prebish, Esq., and David J. Schwartz, Esq., at Patzik, Frank &
Samotny Ltd. serve as the Debtor's special counsel. Eureka
Capital Markets, LLC, serves as the Debtor's investment banker,
while Conway MacKenzie, Inc., serves as its financial advisors.
The Debtor's lenders are represented by Steven B. Towbin, Esq.,
and Gordon E. Gouveia, Esq., at Shaw Fishman Glantz & Towbin LLC,
in Chicago, Illinois.
The United States Trustee for Region 11 appointed an Official
Committee of Unsecured Creditors. The panel has hired David A.
Agay, Esq., Sean D. Malloy, Esq., Scott N. Opincar, Esq., Joshua
A. Gadharf, Esq., and T. Daniel Reynolds, Esq., at McDonald
Hopkins LLC as counsel. Alvarez & Marsal North America, LLC,
serves as financial advisors to the Committee.
In December 2013, the Bankruptcy Court formally approved the sale
of the Debtor's assets to KW Metals Acquisition LLC for $15.8
million. The original offer was from Cronimet Holdings Inc. for
$12.5 million cash.
Keywell LLC changed its name and case caption to "SGK Ventures,
LLC" following the sale.
SGK VENTURES: Committee Has Until Sept. 3 to File Modified Plan
---------------------------------------------------------------
The Bankruptcy Court, according to SGK Ventures, LLC's case
docket, entered a draft order setting Sept. 3, 2014, as the
deadline for the Official Committee of Unsecured Creditors to file
a modified version of its proposed plan of liquidation for SGK.
The Court entered the draft order on Aug. 27, which was set as a
continued hearing date for the confirmation of the Committee's
Plan.
The Committee on Aug. 21 filed a memorandum of law in support of
the Amended Plan. In sum, the Plan is a simple liquidating plan
proposed in good faith that treats NewKey Group, LLC, and NewKey
Group II, LLC fairly and equitably; provides for all creditors to
receive at least much as they would in a Chapter 7 liquidation,
and serves the important function of maximizing the recovery for
the estate's creditors.
According to the disclosure statement, the Committee's Amended
Plan of Liquidation dated June 30, 2014, provides that all cash
necessary for the payments pursuant to the Plan will be obtained
from existing cash balances, or, in the case of payments to be
made by a e liquidating trustee, from the proceeds of the
liquidating trust assets.
Administrative Claims and Priority Tax Claims will be paid in
full on the later of the Effective Date of the Plan or when such
claims become Allowed. The range of estimated Administrative
Claims is $10,000 to $100,000 and the range of estimated Priority
Tax Claims is $250,000 to $350,000.
Based on current levels of cash and the Debtor's financial
projections, the Committee anticipates the Debtor having between
$22.9 million and $23.1 million of Cash as of July 1, 2014.
The amount of cash is more than sufficient to satisfy all of the
Debtor's Allowed Administrative Claims and Allowed Priority Tax
Claims in addition to Allowed Class 1 Other Priority Claims,
Allowed Class 2 Other Secured Claims, and Allowed Class 3
Convenience Claims. Furthermore, the Committee believes that this
amount of Cash will also be sufficient to:
(a) create a reserve for the alleged secured Disputed Class 5
NewKey Claims, in case they are Allowed as Allowed NewKey Secured
Claims; and
(b) make an initial distribution to Holders of Allowed Class
4 General Unsecured Claims.
The Committee's Plan provides that within 45 after the Effective
Date, the Liquidating Trustee will seek authority from the
Bankruptcy Court to make an initial distribution to Holders of
Allowed General Unsecured Claims. The Committee anticipates that
NewKey will object to any such distribution until its Claims have
been fully resolved. It is currently impossible to determine the
timing of any initial distribution to Allowed General Unsecured
Claims.
A copy of the June 30 Disclosure Statement is available at:
http://bankrupt.com/misc/SGKVENTURES_750_amendedds_blackline.pdf
The Committee is represented by:
David A. Agay, Esq.
Sean D. Malloy, Esq.
Micah E. Marcus, Esq.
Joshua A. Gadharf, Esq.
McDONALD HOPKINS LLC
300 North LaSalle Street, Suite 2100
Chicago, Illinois 60654
Tel: (312) 280-0111
Fax: (312) 280-8232
E-mails: dagay@mcdonaldhopkins.com
smalloy@mcdonaldhopkins.com
mmarcus@mcdonaldhopkins.com
jgadharf@mcdonaldhopkins.com
About Keywell L.L.C.
Keywell L.L.C., a supplier of scrap titanium and stainless steel,
filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 13-37603)
on Sept. 24, 2013. Mark Lozier signed the petition as president
and CEO.
Keywell LLC first filed schedules disclosing $22,515,017 in total
assets, and $35,025,633 in total liabilities. In its amended
schedules, Keywell disclosed $22,546,386 in total assets and
$39,361,793 in total liabilities. As reported in the Troubled
Company Reporter on May 12, 2014, the Debtor filed an amended
summary of schedules disclosing assets of $22,602,974 and
liabilities of $37,181,354.
Judge Eugene R. Wedoff presides over the case.
Howard L. Adelman, Esq., Chad H. Gettleman, Esq., Henry B. Merens,
Esq., Brad A. Berish, Esq., Mark A. Carter, Esq., Adam P.
Silverman, Esq., and Nathan Q. Rugg, Esq., at Adelman & Gettleman
Ltd. serve as the Debtor's counsel. Alan B. Patzik, Esq., Steven
M. Prebish, Esq., and David J. Schwartz, Esq., at Patzik, Frank &
Samotny Ltd. serve as the Debtor's special counsel. Eureka
Capital Markets, LLC, serves as the Debtor's investment banker,
while Conway MacKenzie, Inc., serves as its financial advisors.
The Debtor's lenders are represented by Steven B. Towbin, Esq.,
and Gordon E. Gouveia, Esq., at Shaw Fishman Glantz & Towbin LLC,
in Chicago, Illinois.
The United States Trustee for Region 11 appointed an Official
Committee of Unsecured Creditors. The panel has hired David A.
Agay, Esq., Sean D. Malloy, Esq., Scott N. Opincar, Esq., Joshua
A. Gadharf, Esq., and T. Daniel Reynolds, Esq., at McDonald
Hopkins LLC as counsel. Alvarez & Marsal North America, LLC,
serves as financial advisors to the Committee.
In December 2013, the Bankruptcy Court formally approved the sale
of the Debtor's assets to KW Metals Acquisition LLC for $15.8
million. The original offer was from Cronimet Holdings Inc. for
$12.5 million cash.
Keywell LLC changed its name and case caption to "SGK Ventures,
LLC" following the sale.
SOURCE INTERLINK: Oct. 3, 2014 Fixed as General Claims Bar Date
---------------------------------------------------------------
The Bankruptcy Court established Oct. 3, 2014, at 5:00 p.m., as
the deadline for any individual or entity to file proofs of claim
against Source Home Entertainment, LLC, et al. Governmental units
have until Dec. 22, 2014, at 5:00 p.m., to file proofs of claim
against the Debtors.
All parties asserting a request for allowance of administrative
claims arising between the Petition Date and Sept. 30, 2014, are
required to file an administrative claim request with the Court by
Oct. 10, at 5:00 p.m.
Proofs of claim must be submitted to the Debtors' claims agent in
this address:
SOURCE HOME ENTERTAINMENT, LLC
Claims Processing Center
c/o Kurtzman Carson Consultants, LLC
2335 Alaska Avenue
El Segundo, CA 90245
About Source Home Entertainment
and Source Interlink
Headquartered in Bonita Springs, Florida, Source Home
Entertainment, LLC, manufactures front-end retail checkout
displays and is a leading distributor of books, periodicals, and
other printed material. Its distribution network spans over
32,500 retail locations in the U.S. and abroad.
In the twelve months ended April 30, 2014, Source Home generated
revenues totaling approximately $600 million on a consolidated
basis. As of March 31, 2014, Source Home had assets (not
including goodwill or intangibles) of $205 million and liabilities
of approximately $290 million. Source Interlink Distribution, LLC
disclosed $82,729,238 in assets and $104,521,951 in liabilities.
Source Home, Source Interlink Manufacturing, LLC, and other
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-11553) on June 23, 2014, to sell their front-end retail
display fixtures business to lenders, absent higher and better
offers. The Debtors are winding down their books distribution
business.
The Debtors have tapped Kirkland & Ellis LLP as general bankruptcy
and corporate counsel; Young Conaway Stargatt & Taylor, LLP, as
co-counsel, FTI Consulting, Inc., as crisis and turnaround
advisor; and Kurtzman Carson Consultants, LLC, as claims agent.
Stephen Dube has been designated by the Debtors to act as chief
restructuring officer and Joshua Korsower to act as chief
financial officer.
The United States Trustee for Region 3 appointed seven creditors
to serve on the Official Committee of Unsecured Creditors. The
Committee is represented by Lowenstein Sandler LLP, , and Duane
Morris LLP. The Committee tapped PricewaterHouseCoopers LLP as
its financial advisor.
SOURCE INTERLINK: Duane Morris OK'd as Panel's Del. Co-Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Source Home Entertainment. LLC, et al., obtained court
approval to retain Duane Morris LLP as its as its Delaware co-
counsel, nunc pro tunc to July 10, 2014.
The Committee selected Lowenstein Sandler LLP to serve as its lead
counsel. Duane Morris and Lowenstein Sandler will coordinate
their efforts and delineate their respective duties so as to
prevent unnecessary duplication of services.
Christopher M. Winter, a member of the firm, told the Court that
Duane Morris will be compensated on an hourly basis in accordance
with the firm's ordinary and customary rates:
Partners $390 - $970
Senior Counsel and Counsel $440 - $870
(generally 6 or more years
experience)
Associates (generally less $250 - $585
than 6 years experience)
Paralegals and Assistants $100 - $370
Mr. Winter assured the Court that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
About Source Home Entertainment
and Source Interlink
Headquartered in Bonita Springs, Florida, Source Home
Entertainment, LLC, manufactures front-end retail checkout
displays and is a leading distributor of books, periodicals, and
other printed material. Its distribution network spans over
32,500 retail locations in the U.S. and abroad.
In the twelve months ended April 30, 2014, Source Home generated
revenues totaling approximately $600 million on a consolidated
basis. As of March 31, 2014, Source Home had assets (not
including goodwill or intangibles) of $205 million and liabilities
of approximately $290 million. Source Interlink Distribution, LLC
disclosed $82,729,238 in assets and $104,521,951 in liabilities.
Source Home, Source Interlink Manufacturing, LLC, and other
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-11553) on June 23, 2014, to sell their front-end retail
display fixtures business to lenders, absent higher and better
offers. The Debtors are winding down their books distribution
business.
The Debtors have tapped Kirkland & Ellis LLP as general bankruptcy
and corporate counsel; Young Conaway Stargatt & Taylor, LLP, as
co-counsel, FTI Consulting, Inc., as crisis and turnaround
advisor; and Kurtzman Carson Consultants, LLC, as claims agent.
Stephen Dube has been designated by the Debtors to act as chief
restructuring officer and Joshua Korsower to act as chief
financial officer.
The United States Trustee for Region 3 appointed seven creditors
to serve on the Official Committee of Unsecured Creditors. The
Committee is represented by Lowenstein Sandler LLP, , and Duane
Morris LLP. The Committee tapped PricewaterHouseCoopers LLP as
its financial advisor.
SOURCE INTERLINK: Files Schedules of Assets and Liabilities
-----------------------------------------------------------
Source Interlink Distribution, LLC filed with the U.S. Bankruptcy
Court for the District of Delaware its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $0*
B. Personal Property $82,729,238*
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $64,875,987*
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $39,645,964*
----------- -----------
TOTAL $82,729,238* $104,521,951*
* PLUS UNDETERMINED AMOUNT
A copy of the schedules is available for free at
http://bankrupt.com/misc/SOURCEINTERLINK_238_sal.pdf
On July 25, the Debtors and the Term Loan Lenders, in consultation
with the Committee, agreed to extend the wind-down amount
deadline until July 31, 2014. The parties agreed to a wind-down
amount of $3,750,000.
About Source Home Entertainment
and Source Interlink
Headquartered in Bonita Springs, Florida, Source Home
Entertainment, LLC, manufactures front-end retail checkout
displays and is a leading distributor of books, periodicals, and
other printed material. Its distribution network spans over
32,500 retail locations in the U.S. and abroad.
In the twelve months ended April 30, 2014, Source Home generated
revenues totaling approximately $600 million on a consolidated
basis. As of March 31, 2014, Source Home had assets (not
including goodwill or intangibles) of $205 million and liabilities
of approximately $290 million.
Source Home, Source Interlink Manufacturing, LLC, and other
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-11553) on June 23, 2014, to sell their front-end retail
display fixtures business to lenders, absent higher and better
offers. The Debtors are winding down their books distribution
business.
The Debtors have tapped Kirkland & Ellis LLP as general bankruptcy
and corporate counsel; Young Conaway Stargatt & Taylor, LLP, as
co-counsel, FTI Consulting, Inc., as crisis and turnaround
advisor; and Kurtzman Carson Consultants, LLC, as claims agent.
Stephen Dube has been designated by the Debtors to act as chief
restructuring officer and Joshua Korsower to act as chief
financial officer.
The United States Trustee for Region 3 appointed seven creditors
to serve on the Official Committee of Unsecured Creditors. The
Committee is represented by Lowenstein Sandler LLP, and Duane
Morris LLP. The Committee tapped PricewaterHouseCoopers LLP as
its financial advisor.
SOURCE INTERLINK: Lowenstein Approved as Committee's Lead Counsel
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Source Home Entertainment LLC, et al., won court approval
to retain Lowenstein Sandler LLP as its lead counsel, effective as
of July 10, 2014.
Lowenstein Sandler will be compensated on an hourly basis:
Professional Hourly Rate
------------ -----------
Partners $500 to $995
Senior Counsel and Counsel $385 to $695
Associates $275 to $515
Paralegals and Assistants $110 to $280
To the best of the Committee's knowledge, Lowenstein is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
About Source Home Entertainment
and Source Interlink
Headquartered in Bonita Springs, Florida, Source Home
Entertainment, LLC, manufactures front-end retail checkout
displays and is a leading distributor of books, periodicals, and
other printed material. Its distribution network spans over
32,500 retail locations in the U.S. and abroad.
In the twelve months ended April 30, 2014, Source Home generated
revenues totaling approximately $600 million on a consolidated
basis. As of March 31, 2014, Source Home had assets (not
including goodwill or intangibles) of $205 million and liabilities
of approximately $290 million. Source Interlink Distribution, LLC
disclosed $82,729,238 in assets and $104,521,951 in liabilities.
Source Home, Source Interlink Manufacturing, LLC, and other
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-11553) on June 23, 2014, to sell their front-end retail
display fixtures business to lenders, absent higher and better
offers. The Debtors are winding down their books distribution
business.
The Debtors have tapped Kirkland & Ellis LLP as general bankruptcy
and corporate counsel; Young Conaway Stargatt & Taylor, LLP, as
co-counsel, FTI Consulting, Inc., as crisis and turnaround
advisor; and Kurtzman Carson Consultants, LLC, as claims agent.
Stephen Dube has been designated by the Debtors to act as chief
restructuring officer and Joshua Korsower to act as chief
financial officer.
The United States Trustee for Region 3 appointed seven creditors
to serve on the Official Committee of Unsecured Creditors. The
Committee is represented by Lowenstein Sandler LLP, and Duane
Morris LLP. The Committee tapped PricewaterHouseCoopers LLP as
its financial advisor.
About Source Home Entertainment
and Source Interlink
Headquartered in Bonita Springs, Florida, Source Home
Entertainment, LLC, manufactures front-end retail checkout
displays and is a leading distributor of books, periodicals, and
other printed material. Its distribution network spans over
32,500 retail locations in the U.S. and abroad.
In the twelve months ended April 30, 2014, Source Home generated
revenues totaling approximately $600 million on a consolidated
basis. As of March 31, 2014, Source Home had assets (not
including goodwill or intangibles) of $205 million and liabilities
of approximately $290 million. Source Interlink Distribution, LLC
disclosed $82,729,238 in assets and $104,521,951 in liabilities.
Source Home, Source Interlink Manufacturing, LLC, and other
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-11553) on June 23, 2014, to sell their front-end retail
display fixtures business to lenders, absent higher and better
offers. The Debtors are winding down their books distribution
business.
The Debtors have tapped Kirkland & Ellis LLP as general bankruptcy
and corporate counsel; Young Conaway Stargatt & Taylor, LLP, as
co-counsel, FTI Consulting, Inc., as crisis and turnaround
advisor; and Kurtzman Carson Consultants, LLC, as claims agent.
Stephen Dube has been designated by the Debtors to act as chief
restructuring officer and Joshua Korsower to act as chief
financial officer.
The United States Trustee for Region 3 appointed seven creditors
to serve on the Official Committee of Unsecured Creditors. The
Committee is represented by Lowenstein Sandler LLP, and Duane
Morris LLP. The Committee tapped PricewaterHouseCoopers LLP as
its financial advisor.
SOURCE INTERLINK: PwC Okayed as Committee's Financial Advisor
-------------------------------------------------------------
A bankruptcy judge authorized the Official Committee of Unsecured
Creditors in the Chapter 11 cases of Source Home Entertainment.
LLC, et al., to retain PricewaterHouseCoopers LLP as its financial
advisor nunc pro tunc July 10, 2014.
PwC is expected to, among other things:
1. review of financial information prepared by the Debtors or
its advisors including, but not limited to, a review of the
Debtors' cash flow projections, DIP budget, assets purchase
agreement, data room materials, cash collateral order and wind
down budget, etc;
2. review and monitor the Debtors' cash forecasts, including
but not limited to the wind down budget and expenses follwing the
proposed auction; and
3. review and analyze the proposed bids, transactions and
motions for which the Debtors seek Court approval.
PwC will be compensated: (i) for the hourly services at a blended
rate of $450 per hour; (ii) a monthly reimbursement of actual and
necessary out-of-pocket expenses, any applicable sale, use or
value added tax, and PwC's internal per ticket charges for booking
travel.
To the best of the Committee's knowledge, PwC is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
About Source Home Entertainment
and Source Interlink
Headquartered in Bonita Springs, Florida, Source Home
Entertainment, LLC, manufactures front-end retail checkout
displays and is a leading distributor of books, periodicals, and
other printed material. Its distribution network spans over
32,500 retail locations in the U.S. and abroad.
In the twelve months ended April 30, 2014, Source Home generated
revenues totaling approximately $600 million on a consolidated
basis. As of March 31, 2014, Source Home had assets (not
including goodwill or intangibles) of $205 million and liabilities
of approximately $290 million. Source Interlink Distribution, LLC
disclosed $82,729,238 in assets and $104,521,951 in liabilities.
Source Home, Source Interlink Manufacturing, LLC, and other
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-11553) on June 23, 2014, to sell their front-end retail
display fixtures business to lenders, absent higher and better
offers. The Debtors are winding down their books distribution
business.
The Debtors have tapped Kirkland & Ellis LLP as general bankruptcy
and corporate counsel; Young Conaway Stargatt & Taylor, LLP, as
co-counsel, FTI Consulting, Inc., as crisis and turnaround
advisor; and Kurtzman Carson Consultants, LLC, as claims agent.
Stephen Dube has been designated by the Debtors to act as chief
restructuring officer and Joshua Korsower to act as chief
financial officer.
The United States Trustee for Region 3 appointed seven creditors
to serve on the Official Committee of Unsecured Creditors. The
Committee is represented by Lowenstein Sandler LLP, and Duane
Morris LLP. The Committee tapped PricewaterHouseCoopers LLP as
its financial advisor.
SOUTHWEST MISSISSIPPI RMC: S&P Lowers Rating on 2003 Bonds to 'BB'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating to 'BB' from
'BBB-' on the series 2003 bonds issued by the Mississippi Hospital
Equipment Facilities Authority for Southwest Mississippi Regional
Medical Center (SMRMC). The outlook is negative.
"SMRMC's operating losses have accelerated through June 30, 2014,
and the balance sheet remains very weak," said Standard & Poor's
credit analyst Geraldine Poon. "Unrestricted reserves are very
low, with days' cash on hand being well below the speculative-
grade median. The decrease in unrestricted reserves is primarily
attributable to a significant information technology investment
and an increase in accounts receivable. While SMRMC did receive
meaningful use dollars (federal funds for information technology),
it has not been sufficient to restore prior unrestricted reserve
levels, and it was less than we had anticipated when we conducted
our review last year. Moreover, the use of a line of credit is
also a credit risk," added Ms. Poon.
Weak coverage and low days' cash on hand have resulted in covenant
violations; management has outside consultants as a remedy. There
has also been turnover at the CFO position. The current CFO has
been in place since April 2014 and has an extensive background in
health care.
The outlook remains negative, as the limited unrestricted
resources do not provide an operating cushion in a time of
operational vulnerability. Any further decline in days' cash on
hand would be a significant credit risk. S&P understands that
management is working to improve operations, with a focus on
reducing expenses and posting profitable operations in fiscal
2015. S&P also recognizes that the continued essentiality of
SMRMC and stable volumes provide some credit stability.
SPECIALTY HOSPITAL: Seeks to Hire Rosenau LLP as Special Counsel
----------------------------------------------------------------
Specialty Hospital of Washington, LLC, and its debtor affiliates
seek authority from the U.S. Bankruptcy Court for the District of
Columbia to employ Rosenau LLP as their special counsel, nunc pro
tunc to May 21, 2014.
The Debtors have requested that Rosenau continue to represent them
during the pendency of their bankruptcy cases in the matters
Rosenau has historically provided services to the Debtors,
including:
(a) representing the Debtors in numerous prepetition civil
actions;
(b) providing the Debtors' bankruptcy counsel with information
regarding the Debtors' prepetition civil actions and other
prepetition legal matters; and
(c) providing the Debtors with legal advice on general
corporate matters relating to their two long-term acute
care hospitals, each of which has an accompanying skilled
nursing facility.
The firm's professionals and their hourly rates:
Professional Title Rate
------------ ----- ----
Kenneth Rosenau Partner $325
Kimberly Fahrenholz Partner $230
Patrick Horrell Partner $250
Richard Caldwell Associate $125
Kenneth H. Rosenau, Esq., a partner at Rosenau LLP, assures the
Court that he does not represent or hold any interest adverse to
the Debtors or their bankruptcy estates with respect to the
matters as to which the Firm is to be employed. He discloses that
the Debtors owe the Firm $22,286 for prepetition legal services
and that the Debtors owe Rosenau & Rosenau, his former law firm,
$237,420 for prepetition legal services.
About Specialty Hospital
Specialty Hospital of America LLC operates nursing home facilities
and long-term acute care hospitals.
On April 23, 2014, an involuntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 14-
10935) was filed against Specialty Hospitals of Washington, LLC
("SHDC").
Capitol Hill Group and five other alleged creditors who signed the
involuntary bankruptcy petition are represented by Stephen W.
Spence, Esq., at Phillips, Goldman & Spence, in Wilmington,
Delaware. Capitol Hill Group claims to be owed $1.66 million on a
lease for non-residential real property while another creditor,
Metropolitan Medical Group, LLC, claims $837,000 for physician
services. The petitioners assert $2.69 million in total claims.
On May 9, 2014, the Delaware court transferred the case to
Washington, D.C. (Bankr. D.C. Case No. 14-00279).
On May 21, 2014, SHDC filed an answer and consent for relief under
Chapter 11. Also on May 21, six affiliates of SHDC, including
Specialty Hospital of America, LLC filed for Chapter 11
protection. The U.S. Bankruptcy Court entered an order directing
the joint administration the cases under Specialty Hospital of
Washington, LLC, Case No. 14-00279.
The Debtors announced plans to sell all of their assets in
exchange for a $15 million debtor-in-possession loan from Silver
Point Capital, which will allow the Debtors to continue operating
through the bankruptcy process.
Specialty Hospital of America estimated between $10 million and
$50 million in assets and between $50 million and $100 million in
liabilities in its bankruptcy petition.
The Debtors are represented by Pillsbury Winthrop Shaw Pittman LLP
as counsel. Alvarez and Marsal Healthcare Industry Group, LLC,
serves as the Debtorsv financial advisor. Cain Brothers &
Company, LLC, is the Debtorsv investment banker.
The U.S. Trustee has named three members to the Official Committee
of Unsecured Creditors.
SPECTRASCIENCE INC: Stockholders Okay New Directors & Accountant
----------------------------------------------------------------
SpectraScience, Inc. on August 21, 2014, held its Annual Meeting
of Stockholders in Minneapolis, Minnesota. At that meeting, the
stockholders considered and acted upon four proposals pursuant to
the Notice of Annual Meeting of Stockholders and as described more
detail in the Company?s definitive proxy statement dated July 21,
2014. Of 171,038,254 shares eligible to vote as of July 11, 2014,
the holders of record of 136,002,516 shares were present at the
meeting either in person or by proxy.
Proposal No. 1: The stockholders elected the following
individuals as directors to serve until the next annual meeting of
shareholders or until such time as their successors are elected
and qualified:
Michael Oliver;
Mark McWilliams;
Sheldon Miller;
Stanley Pappelbaum;
Chester E. Seivert; and
Duwaine Townsen
Proposal No. 2: The stockholders ratified the Company?s
Amended and Restated Articles of Incorporation to increase the
number of authorized shares of capital stock from 325,000,000 to
750,000,000, consisting of an increase in authorized shares of
common stock from 275,000,000 to 700,000,000.
Proposal No. 3: The stockholders ratified the 2011 Equity
Incentive Plan.
Proposal No. 4: The stockholders ratified the appointment of
HJ Associates & Consultants LLP as the Company's independent
registered public accountants.
About SpectraScience
SpectraScience, Inc. (OTC QB: SCIE) is a San Diego based medical
device company that designs, develops, manufactures and markets
spectrophotometry systems capable of determining whether tissue is
normal, pre-cancerous or cancerous without physically removing
tissue from the body. The WavSTAT(TM) Optical Biopsy System uses
light to optically scan tissue and provide the physician with an
immediate analysis.
On Nov. 6, 2007, the Company acquired the assets of Luma Imaging
Corporation in an equity transaction accounted for as an
acquisition of assets and now operates LUMA as a wholly-owned
subsidiary of the Company.
As reported in the TCR on April 25, 2013, McGladrey LLP, in Des
Moines, Iowa, in its report on the Company's financial statements
for the year ended Dec. 31, 2012, said the Company has suffered
recurring losses from operations and its ability to continue as a
going concern is dependent on the Company's ability to attract
investors and generate cash through issuance of equity instruments
and convertible debt. "This raises substantial doubt about the
Company's ability to continue as a going concern."
On Feb. 3, 2014, SpectraScience dismissed McGladrey as the
Company's independent registered accounting firm effective
immediately, and engaged HJ Associates & Consultants, LLP, as
replacement accounting firm.
SPENDSMART NETWORKS: Changes Fiscal Year End to December 31
-----------------------------------------------------------
The Board of Directors of SpendSmart Networks, Inc., approved a
change to the Company's fiscal year end from September 30 to
December 31, which will take effect immediately, according to a
Form 8-K filed with the U.S. Securities and Exchange Commission.
As a result, the Company's next annual report on Form 10-K will be
for the fiscal year ending Dec. 31, 2014.
In accordance with certain rules promulgated under the Securities
Exchange Act of 1934, as amended, the Company will file a
Transition Report on Form 10-K with the Securities and Exchange
Commission within the time period prescribed by those rules.
About SpendSmart Networks
SpendSmart Networks Inc, formerly The SpendSmart Payments Company,
is a financial solutions company focused on helping teens and
young adults between the ages of 13 and 18 to manage spending.
The Company offers a prepaid reloadable MasterCard with parental
features ranging from giving parents complete control to make
purchase on behalf of their teens to simply monitoring their
teen's purchase transactions. The Company provides solutions that
facilitate communication between parents and teens while helping
to teach financial responsibility. In March 2014, the Company
acquired SMS Masterminds.
Effective as of June 20, 2014, SpendSmart Networks, Inc. f/k/a The
SpendSmart Payments Company filed an amendment to its newly
adopted Delaware Certificate of Incorporation to change its name
to "SpendSmart Networks, Inc.".
The Spendsmart Payments incurred a net loss and comprehensive loss
of $12.58 million on $1.02 million of revenues for the year ended
Sept. 30, 2013, as compared with a net loss and comprehensive loss
of $21.09 million on $1 million of revenues during the prior year.
The Company's balance sheet at June 30, 2014, showed $13.20
million in total assets, $2.56 million in total liabilities and
$10.64 million in total stockholders' equity.
EisnerAmper LLP, in Iselin, New Jersey, 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 net losses since inception and has an
accumulated deficit at Sept. 30, 2013. These factors among others
raise substantial doubt about the ability of the Company to
continue as a going concern.
SRKO FAMILY: Richardson DS Hearing Continued to Sept. 24
--------------------------------------------------------
Jannie Richardson and Webelievetomorrow, LLC, submitted a proposed
Plan of Reorganization for debtor SRKO Family Limited Partnership.
The preliminary hearing on the adequacy of the Disclosure
Statement to the Plan of Reorganization filed by Jannie Richardson
and Webelievetomorrow, LLC, on July 14, 2014, and the objections
filed by C. Randel Lewis, the Debtor, and the Committee is
concluded. A continued final hearing in the matter is scheduled
for Sept. 24, 2014, at 10:30 a.m.
On Aug. 11, 2014, the Committee also filed an objection to the
Richardson Disclosure Statement. The Committee believes that the
Disclosure Statement describes a fatally defective Plan. The
Richardson Plan is not feasible, says the Committee. The process
of considering its confirmation will impose burden and expense on
the Debtor, who will, at a minimum, incur time and expense in
reviewing and assuring the adequacy and completeness of the
disclosures, and on creditor constituencies, including the
Committee, who will inevitably oppose its confirmation.
The Committee states in a filing dated Aug. 11 that there are two
fundamental defects in the Richardson Plan. The first is the lack
of a firm commitment for the funding of the proposed
$10 million initial funding loan and the $3 million to be invested
by the Class A members. Without the exit financing, the Plan is
not feasible and is patently non-confirmable. Unless and until
the Richardson Plan is supported by firm commitments for the
initial funding loan and the Class A membership interests, the
Court should not approve the Disclosure Statement.
The second is the proposal to place Ms. Richardson in control of
Webelievetomorrow, the entity which will take ownership of the
Colorado Crossing project and proceed with its development under
the Richardson Plan. The Committee believes that it is not in the
interests of creditors, equity security holders, or public policy
for Ms. Richardson to be the person in control of WBT.
The Disclosure Statement reveals that Ms. Richardson intends to
continue to use family members and affiliated businesses in the
development of the property acquired by WBT under the
Richardson Plan, creating the likelihood of continued commingling,
and accompanying of incomplete and inaccurate accounting, the
Committee says.
A copy of the objection is available for free at:
http://bankrupt.com/misc/SRKOFAMILY_1144_dsobj.pdf
The Committee is represented by:
Caroline C. Fuller, Esq.
1801 Calironia Street, Suite 2600
Denver, CO 80202
Tel: (303) 830-2044
E-mail: cfuller@fwlaw.com
According to the explanatory Disclosure Statement, the proposed
Plan provides that prior to the confirmation hearing, SRKO will
conduct an auction of Colorado Crossing. If the auction results
in one or more contracts for the sale of all of Colorado Crossing
that are approved by the Bankruptcy Court by final order, then the
Plan will provide for the consummation of any such contracts, to
the extent the sales have not closed by the Plan Effective Date,
and for the distribution of the net proceeds from the sales to the
creditors of SRKO pursuant to the terms of the Plan through the
Liquidation Trust.
To the extent that the auction does not result in the Court-
approved sale of all of Colorado Crossing, the Plan calls for the
vesting of the Colorado Crossing project (or the unsold portions
of Colorado Crossing), together with related contracts and leases,
permits, licenses, and development rights, and any other assets,
in WBT.
WBT will have Class A and Class B members. Class A will be owned
by Allen Richardson, Jeffrey Stinson and J Stinson and will hold
either 100% or 95% of the voting power of the members. Although
Class A will share in 100% of the profits or losses, the required
payments under the Plan are calculated such that the virtually all
of the profits are paid to the creditors through the Liquidation
Trust. Class B will be owned by the Liquidation Trust and will
hold either none or 5% of the voting power of all members. Class
B interests will convert automatically to 99% of the Class A
membership interests in the event of an uncured material default
under the Plan, thus assuring that the Liquidation Trust will
control WBT in the event of such a default. The beneficiaries of
the Liquidation Trust will be the unsecured creditors of SRKO,
including the Richardson Estate.
On the Effective Date, WBT will receive $3.0 million in equity
funding and will borrow $10.0 million secured by a first lien on
all the property. From the funds, WBT will pay all administrative
expenses including all DIP loans, all tax claims, all mechanic's
liens against the Vacant Land and $1.5 million to the holders of
the priority mechanic's liens against Filing 1. In addition, WBT
will pay $3.0 million to the Liquidation Trust, the majority of
which will be immediately distributable to the general unsecured
creditors.
Unsecured Claims
Under Richardson's proposed plan, general unsecured claims will be
paid from distributions to the Liquidating Trust under these
options:
Option (i):
Date of Distribution Amount of Distribution
-------------------- ----------------------
Effective Date $3,000,000
12 Months after the Effective Date $2,000,000
24 Months after the Effective Date $9,000,000
36 Months after the Effective Date $2,000,000
48 Months after the Effective Date $3,000,000
60 Months after the Effective Date $7,000,000
Option (ii):
Date of Distribution Amount of Distribution
-------------------- ----------------------
Effective Date $3,000,000
12 Months after the Effective Date $2,000,000
24 Months after the Effective Date $13,000,000
Option (iii):
Date of Distribution Amount of Distribution
-------------------- ----------------------
Effective Date $3,000,000
12 Months after the Effective Date $2,000,000
24 Months after the Effective Date $9,000,000
36 Months after the Effective Date $5,000,000
The foregoing payment options are at the sole discretion of WBT.
The Liquidation Trust will be issued the Class B member interests
in WBT which will convert to 99% of Class A member interests
in the event of an uncured material default under the Plan.
Distributions from the Liquidation Trust will be the pro rata
share of 65% and the remaining 35% will be paid to the Richardson
Estate pursuant to the court-approved settlement between the SRKO
estate and the Richardson Estate.
Unsecured creditors will have these recoveries: under option
(i), 46.0% to 50.6% (at 6% discount rate) or 40.8% to 45.0% (at
12% discount rate); under option (ii), 33.8% to 37.2% (at a
6% discount rate) or 31.3% to 34.5% (at a 12% discount rate);
under option (iii), 35.2% to 38.7% (at a 6% discount rate) or
32.2% to 35.5% (at a 12% discount rate).
A copy of the Disclosure Statement is available for free at
http://bankrupt.com/misc/SRKOFAMILY_1131_ds.pdf
About The SRKO Family LP
The SRKO Family Limited Partnership, dba Colorado Crossing, is
based in Colorado Springs, Colorado. SRKO Family is the owner of
the financially troubled Colorado Crossing project. The Company
was run by Colorado Springs developer Jannie Richardson.
The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Colo. Case No. 10-13186) on Feb. 19, 2010. The Debtor disclosed
$34,421,448 in assets and $80,619,854 in liabilities as of the
Petition Date. Lee M. Kutner at Kutner Miller Brinen, P.C.
represents the Debtor.
On March 25, 2010, Jannie Richardson filed a Chapter 11 petition
in the Court commencing the Richardson bankruptcy case. C. Randel
Lewis was appointed as the Chapter 11 trustee in the Richardson
case on Jan. 28, 2011.
On March 11, 2011, the Bankruptcy Court entered an order approving
a stipulation pursuant to which the Chapter 11 trustee in the
affiliated Richardson Chapter 11 case was named as the manager of
the Debtor's general partner. Craig A. Christensen, Esq., at
Lindquist & Vennum LLP, represents C. Randel Lewis, the Chapter 11
trustee of the Jannie Richardson bankruptcy estate.
SRKO FAMILY: Court Okays IML Committee's Plan Outline
-----------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado approved on
Aug. 27, 2014, the disclosure statement filed on June 30, 2014,
and amended on July 14, 2014, filed by Informal Mechanics
Lienholders Committee in The SRKO Family Limited Partnership
Chapter 11 bankruptcy case. The Aug. 11, 2014 objection filed by
ITG CX Harding, LLC, to the Disclosure Statement are deemed
resolved or withdrawn.
The Informal Mechanics Lienholder Committee consists of G.E.
Johnson Construction Company, Stresscon Corp., Mech-One, Inc.,
Olson Plumbing and Heaing Company, Rial Heating and Air
Conditioning, Inc., E Light Electric Services, Inc., and Bible
Electric, Inc.
On Aug. 11, 2014, creditors ITG CX and Transit Mix Concrete Co.
filed an objection to the Disclosure Statement because it fails to
satisfy the requirements of 11 U.S.C. Section 1125(a) as it lacks
adequate information for a creditor to make an informed judgment
about the Committee's Plan.
According to ITG CX and Transit Mix, the Committee's Plan
contemplates either a liquidation of the Colorado Crossing
development or an ill-defined effort to develop that project with
possible payouts to the creditors. ITG CX and Transit Mix stated
in their objection that the Committee's Disclosure Statement
failed to provide adequate information regarding either
alternative, with the result that the creditors were unable to
make informed decisions with respect to the plan.
A copy of the objection is available for free at:
http://bankrupt.com/misc/SRKOFAMILY_1141_dsobj.pdf
Transit Mix is represented by:
Miller & Law, P.C.
David S. Oppenheim, Esq.
1900 W. Littleton Boulevard
Littleton, Colorado 80120
Tel: (303) 722-6500
Fax: (303) 722-9270
E-mail: dso@lpmlaw.com
Davis Graham & Stubbs LLP
Christopher L. Richardson, Esq.
1550 Seventeenth Street, Suite 500
Denver, Colorado 80202
Tel: (303) 892-9400
Fax: (303) 893-1379
E-mail: chris.richardson@dgslaw.com
$8-Mil. Funding
The Informal Mechanics Lienholder Committee in SRKO Family Limited
Partnership's Chapter 11 case submitted technical amendments to
the Disclosure Statement explaining its First Amended Plan of
Reorganization dated July 14, 2014.
Caroline C. Fuller, Esq., at Fairfield and Woods, P.C., on behalf
of the Lienholder Committee, says the technical amendment
includes, among other things:
1. The first sentence of Section V.A.1. is restated as:
Under either alternative, on the Plan Effective Date, all
remaining assets of SRKO will be vested in REORGANIZED
SRKO, which will be restructured as a Colorado
corporation.
2. The first bullet point under Section V.D.3. is restated as:
REORGANIZED SRKO will be a Colorado corporation.
The Lienholder Committee Plan
Since filing bankruptcy, substantially all of the other assets of
the Debtor have been liquidated, leaving only its Colorado
Crossing real estate development project in Colorado Springs.
The Plan calls for the vesting of the Colorado Crossing project,
together with related contracts, leases, permits, licenses, and
development rights, and any other assets, in the Debtor, which
will be reorganized and reconstituted as provided for the Plan.
The existing limited and general partnership interests in the
Debtor will be canceled; and Reorganized SRKO will be owned by
certain classes of creditors of SRKO and the Jannie Richardson
bankruptcy estate. Reorganized SRKO will proceed with the
development of the Colorado Crossing project. Net proceeds from
the Colorado Crossing project will be used to satisfy the allowed
claims of the vacant lienholders, the exit loan, to satisfy any
assumed liabilities, and to redeem the preferred equity issue
pursuant to the exit interest purchase agreements and any exit
interest subscription agreements. All remaining proceeds will be
distributed to the holders of the Common Equity in the Reorganized
SRKO.
Reorganized SRKO will be capitalized with an exit loan in the
amount of $4 million and preferred equity of an additional $4
million to be provided by United Contractors' Capital, LLC, an
entity formed by some of the members of the Committee and their
Affiliates, for the purpose of providing financing to Reorganized
SRKO. Certain creditors will be given the opportunity to
subscribe to additional preferred equity in Reorganized SRKO. The
Exit Loan and preferred equity must be repaid in full, before any
funds will be available for distribution to the creditors.
Administrative claims, priority claims, and secured tax claims
will be paid in full on the plan effective date. Claims of the
vacant lienholders will remain secured by their liens on the
vacant land and will be paid from the proceeds of development and
sale of their collateral.
The existing general and limited partnership interests in the
Debtor will be cancelled. The claims held by creditors in Classes
1A (priority filing 1 lienholders; 1B (non-priority filing 1
lienholders); and 5 (general unsecured creditors) and the claims
held by the Richardson Estate under the Richardson/SRKO settlement
agreement will be converted into common equity of Reorganized
SRKO. The Class 1A, 1B, and 5 creditors will get 65% of the
Common Equity of Reorganized SRKO. The Claims of the Richardson
Estate under the Richardson/SRKO settlement agreement will be
converted in to the remaining 35% of the Common Equity in
Reorganized SRKO. Reorganized SRKO will adopt the new governance
documents and will appoint the new management.
Alternative Financing
The Committee has met with a number of institutional lenders
regarding the possible financing of Reorganized SRKO. Wells Fargo
Bank has indicated an interest in making a loan to GEJCC, which
would then advance the funds to Reorganized SRKO. To the extent,
GEJCC, or another member of the Committee or an Affiliate, is a
borrower or guarantor of the lending provided by an alternative
lender, it is contemplated that, in addition to the cost of that
lending, the borrower or guarantor providing necessary credit
enhancements to secure the underwriting of the loan would be paid
a credit enhancement fee equal to 5% of the amount of its
financial undertaking, annually, until the loan is fully repaid.
In addition, it is contemplated that the terms of the loan would
be conditioned on the grant of a senior lien on all unsold
portions of Colorado Crossing, thus requiring the subordination of
the liens of the vacant lienholders to the financing.
Exit Interest Purchase Agreement
The exit lender has also agreed to enter into the exit interest
purchase agreement, which will be submitted to the Court as a part
of the plan supplement. The exit lender has agreed to acquire
preferred equity in Reorganized SRKO for $4 million. The
preferred equity will receive a preferred return of 12% from
Reorganized SRKO, before any distribution is made to the common
equity. The preferred return will be paid as funds are available
within the Reorganized SRKO, but no preferred return will be paid
until the exit loan, the claims of the vacant lienholders, and any
assumed liabilities have been paid in full. Reorganized SRKO may
redeem the preferred equity, in full or in part, at any time after
the senior obligations have been paid; so long as the preferred
return then outstanding is paid in full at the same time.
Exit Interest Subscription Agreement
Each holder of an allowed claim in Classes 1A, 1B, 2, and 5 who
held claims against the Debtor as of the Petition Date, and their
Affiliates, but excluding any Richardson Party, will be given the
opportunity to subscribe to preferred equity in Reorganized SRKO,
for a total subscription amount equal tot he total amount of the
holder's allowed claim.
Governance of Reorganized SRKO
Reorganized SRKO will have a 5-person board of directors, which
will serve without compensation. Holders of preferred equity will
be entitled to elect three member of the board of directors; and
holders of common equity will elect two members. Upon full
redemption of all preferred equity, the common equity will elect
all board members. Creditors which held allowed claims as of the
Petition Date and who receive preferred equity or common equity
under the Plan, and the Richardson Estate, will be entitled to
vote in matters requiring the vote of equity interest holders.
The board of directors will have the authority to make all
management decisions for Reorganized SRKO without a vote of the
equity holders, except in the sale or liquidation of substantially
all of the remaining assets of Reorganized SRKO, other than the
final sale of development lots by Reorganized SRKO in the ordinary
course of business.
The board of directors will elect the officers of Reorganized
SRKO. The initial officers will be James E. Sorensen, Chief
Executive Officer; and Peter Speiser, President. Messrs. Sorensen
and Speiser have agreed to serve without compensation.
Reorganized SRKO will indemnify its officers, director, and
employees to the fullest extent permitted by applicable law in
Colorado, other than on account of acts of gross negligence or
willful misconduct.
A copy of the Disclosure Statement explaining the Lienholder
Committee proposed Plan is available for free at:
http://bankrupt.com/misc/SRKOFAMILY_1101_ds.pdf
About The SRKO Family LP
The SRKO Family Limited Partnership, dba Colorado Crossing, is
based in Colorado Springs, Colorado. SRKO Family is the owner of
the financially troubled Colorado Crossing project. The Company
was run by Colorado Springs developer Jannie Richardson.
The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Colo. Case No. 10-13186) on Feb. 19, 2010. The Debtor disclosed
$34,421,448 in assets and $80,619,854 in liabilities as of the
Petition Date. Lee M. Kutner at Kutner Miller Brinen, P.C.
represents the Debtor.
On March 25, 2010, Jannie Richardson filed a Chapter 11 petition
in the Court commencing the Richardson bankruptcy case. C. Randel
Lewis was appointed as the Chapter 11 trustee in the Richardson
case on Jan. 28, 2011.
On March 11, 2011, the Bankruptcy Court entered an order approving
a stipulation pursuant to which the Chapter 11 trustee in the
affiliated Richardson Chapter 11 case was named as the manager of
the Debtor's general partner. Craig A. Christensen, Esq., at
Lindquist & Vennum LLP, represents C. Randel Lewis, the Chapter 11
trustee of the Jannie Richardson bankruptcy estate.
STANCORP FINANCIAL: Fitch Affirms BB+ Rating on $253MM Jr. Debt
---------------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Rating (IDR) of
StanCorp Financial Group, Inc. (SFG) at 'BBB+' and the Insurer
Financial Strength (IFS) ratings of its subsidiaries, Standard
Insurance Company and Standard Life Insurance Company of New York
at 'A'. The Rating Outlook is Stable.
Key Rating Drivers
The affirmation reflects SFG's improved operating performance in
2013, good competitive position in the group life and disability
market, strong capitalization and improved financial leverage.
The company's ratings also reflect continued challenges in terms
of its overall operating profitability in a very competitive
market environment, with persistently low market interest rates
and poor economic conditions, which has resulted in slow
employment growth and adverse claims experience in recent years.
SFG's operating performance improved significantly in 2013 after
several years of declining performance driven by an intense
competitive environment and poor economic conditions. SFG
reported pretax operating income of $329 million in 2013, up from
$192 million in 2012. In the first half of 2014, the company
reported pretax operating income of $118 million, down from $143
million for the same period in 2013, with the decline driven by
lower group insurance premiums, reduced investment income and
increased operating expenses. The benefit ratio for the company's
group insurance business, its primary earnings driver, was 78.9%
in 2013, down significantly from 83.9% in 2012. For the first six
months of 2014, the group insurance benefit ratio was 81.4%, down
from 82.1% for the same period in 2013.
SFG's statutory total adjusted capital increased 8% in 2013 to
$1.49 billion, and the NAIC risk based capital ratio of its
insurance subsidiaries improved to 398% from 364% in 2012. Fitch
estimates the company's RBC ratio receives a benefit of
approximately 40 percentage points from a reinsurance agreement
executed at the end of the 2011 and expanded in 2012.
SFG's ratings are supported by the company's solid balance sheet
fundamentals and solid competitive position in the U.S. group
insurance market. The company's balance sheet fundamentals
reflect strong asset quality, good risk adjusted capitalization,
and reasonable financial leverage. SFG's total financing and
commitments ratio was approximately 0.3 times (x) and financial
leverage was 20% at June 30, 2014.
Fitch believes that SFG's insurance subsidiaries maintain a high-
quality bond portfolio. Below investment grade (BIG) bonds
accounted for only 6% of the fixed maturity portfolio or a low 29%
of total adjusted capital (TAC) at June 30, 2014. Market values
of SFG's fixed maturity investments reflect the low interest rate
environment and good quality portfolio, with gross unrealized
losses $21 million and gross unrealized gains $473 million at June
30, 2014.
While SFG's commercial mortgage portfolio allocation of
approximately 43% of total statutory invested assets at June 30,
2014, is much higher than the industry average, Fitch believes it
is complementary to the company's stable liability structure,
despite its lower liquidity relative to publicly traded bonds.
Commercial mortgage loan loss experience, although heightened
during the financial crisis, has improved significantly in recent
years and remains in line with Fitch's overall loss expectations.
RATING SENSITIVITIES
The key rating triggers that could result in an upgrade include:
-- A substantial increase in run-rate risk-adjusted capital
above 350%, with no significant deterioration in capital
quality;
-- A long-term improving trend in the group benefit ratio
substantially below its historic baseline of about 76%.
The key rating triggers that could result in a downgrade include:
-- A prolonged deterioration in the company's group benefit
ratio above the 2011 level of 83%;
-- An increase in financial leverage above 30%;
-- GAAP-based interest coverage below 6x for an extended period
of time;
-- A decrease in RBC below 300%, or a significant decrease in
the quality of capital supporting the company's RBC;
-- A significant deterioration in the performance of the
company's commercial mortgage loan portfolio.
Fitch affirms the following ratings with a Stable Outlook:
StanCorp Financial Group
-- IDR at 'BBB+';
-- $250 million 5.000% senior notes due Aug. 15, 2022 at 'BBB';
-- 60-year $253 million junior subordinated debt due June 1,
2067 at 'BB+'.
Standard Insurance Company
-- IFS rating at 'A'.
Standard Life Insurance Co. of New York
-- IFS rating at 'A'.
STELERA WIRELESS: Plan of Liquidation Confirmed
-----------------------------------------------
Judge Niles Jackson of the U.S. Bankruptcy Court for the Western
District of Oklahoma signed on Aug. 19, 2014, an order confirming
Stelera Wireless, LLC's Joint Plan of Liquidation, after no party
raised any objection to the exit plan.
As previously reported by The Troubled Company Reporter, the Plan
is proposed as a reasonable means to liquidate the remainder of
the Debtor's assets in order to maximize value for creditors and
provide an orderly wind-down and distribution of the Debtor's
assets. Any remaining assets of the Debtor not previously
transferred by sale, including the litigation claims, will be
transferred to the Debtor. Bloomberg News relayed that the pot
for unsecured creditors was enlarged by a settlement approved by
the Bankruptcy Court in which the U.S. Agricultural Department's
Rural Utilities Service (RUS) gave up part of its claim. In
exchange for immediate payment of the $24 million principal amount
of its claim, RUS agreed to drop claims for post-bankruptcy
interest and fees that could have been paid because the claim is
fully secured by sale proceeds, Bloomberg's Bill Rochelle said.
The liquidating plan was co-sponsored by the Official Committee of
Unsecured Creditors. Under the plan, unsecured creditors
recoveries are projected to range from 23 percent to 57 percent on
claims totaling $17.4 million, Bill Rochelle, the bankruptcy
columnist for Bloomberg News, and Sherri Toub, a Bloomberg News
writer, reported.
About Stelera Wireless, LLC
Stelera Wireless, LLC, filed a Chapter 11 petition (Bankr. W.D.
Okla. Case No. 13-13267) on July 18, 2013. Tim Duffy signed the
petition as chief technology officer/manager. Judge Niles L.
Jackson presides over the case. The Debtor disclosed $18,005,000
in assets and $30,809,314 in liabilities as of the Chapter 11
filing.
Christensen Law Group, PLLC, serves as the Debtor's primary
counsel. Mulinix Ogden Hall & Ludlam, PLLC, serves as additional
bankruptcy counsel. Wilkinson Barker Knauer, LLP, serves as the
Debtor's special counsel. American Legal Claims Services, LLC
serves as official noticing agent. Falkenberg Capital Corporation
serves as the Debtor's broker.
The official committee of unsecured creditors is represented by
attorneys G. Blaine Schwabe, III, Esq., John (Jake) M. Krattiger,
Esq., at GableGotnals' Oklahoma City office; and Sidney K.
Surinson, Esq., Mark D.G. Sanders, Esq., and Brandon C. Bickle,
Esq., at GableGotnals' Tulsa office.
* * *
The Troubled Company Reporter reported on Dec. 10, 2013, the Hon.
Niles Jackson of the U.S. Bankruptcy Court for the Western
District of Oklahoma authorized Stelera Wireless to sell its
Federal Communications Commission licenses to: AT&T Mobility
Spectrum LLC, as purchaser; and Atlantic Tele-Network, Inc., as
backup purchaser. In an auction held Nov. 20, 2013, AT&T's bid
was the highest and best offer for the FCC licenses, while
Atlantic's, the stalking horse purchaser, was the second highest.
Pursuant to the APA, the aggregate purchase price to be paid by
AT&T will be $6,020,000.
STELLAR BIOTECHNOLOGIES: Changes Fiscal Year Ending to Sept. 30
---------------------------------------------------------------
Stellar Biotechnologies, Inc., said it is changing its financial
year-end from August 31 to September 30 in order for the fiscal
year and quarterly filings to coincide with calendar quarters,
according to a regulatory filing with the U.S. Securities and
Exchange Commission.
About Stellar
Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s
business is to commercially produce and market Keyhole Limpet
Hemocyanin ("KLH") as well as to develop new technology related to
culture and production of KLH and subunit KLH ("suKLH")
formulations. The Company markets KLH and suKLH formulations to
customers in the United States and Europe.
KLH is used extensively as a carrier protein in the production of
antibodies for research, biotechnology and therapeutic
applications.
Stellar Biotechnologies incurred a loss and comprehensive loss of
$14.88 million on $545.46 million of revenues for the year ended
Aug. 31, 2013, as compared with a loss and comprehensive loss of
$5.19 million on $286.05 million of revenues for the year ended
Aug. 31, 2012.
The Company's balance sheet at May 31, 2014, showed $15.50 million
in total assets, $4.35 million in total liabilities and $11.15
million in total shareholders' equity.
SUNNYSIDE CROSSROAD: Facing Dec. 16 Foreclosure Sale
----------------------------------------------------
Real property of Sunnyside Crossroads Regional Center Investments,
LLC, in Bonneville County, Idaho, will be sold at a trustee's sale
on Tuesday, Dec. 16, 2014, at 10:30 a.m., at the offices of
Hopkins Roden Crockett Hansen & Hoopes, PLLC in Idaho Falls,
Idaho.
Gregory L. Crockett, as Trustee, is conducting the public auction
on behalf of Lewis Pioneer Land Development, LLC, which has
declared a default of Sunnyside Crossroad's obligations.
Specifically, Sunnyside Crossroad has failed to pay interest due
on August 1, 2014 in the amount of $20,280.43; plus accruing
interest and late charges, due under a Deed of Trust and related
Promissory Note. The total sum owing on the obligations secured
by the Deed of Trust is $289,720.38, plus interest and other
charges.
The Trustee may be reached at:
Gregory L. Crockett
HOPKINS RODEN CROCKETT HANSEN & HOOPES, PLLC
428 Park Avenue
Idaho Falls, ID 83402
Tel: (208) 523-4445
TALON REAL ESTATE: Reports $353K Net Loss in Second Quarter
-----------------------------------------------------------
Talon Real Estate Holding Corp. reported a net loss of $353,494 on
$353,247 of total revenue for the three months ended June 30,
2014, compared with a net loss of $544,540 on $116,117 of total
revenue for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $21.82
million in total assets, $18.18 million in total liabilities, and
a stockholders' equity of $3.1 million.
"The company does not have available cash and cash flows from
current operations to provide us with adequate liquidity for the
foreseeable future. Our current liabilities exceed our
unrestricted cash and we have limited unrestricted cash flow from
current operations. As of June 30, 2014, we had unrestricted cash
of $10,211 and current liabilities including accounts payable and
accrued expenses substantially in excess of the available cash.
We therefore will require additional capital and/or increased
cash flow from future operations to fund our ongoing business.
There is no guarantee that we will be able to raise any required
additional capital or generate sufficient cash flow from our
current and future operations to fund our ongoing business. If
the amount of capital we are able to raise together with our
income from operations is not sufficient to satisfy our capital
needs, we may be required to cease our operations or alter our
growth plans," Talon Real Estate said in the regulatory filing.
A copy of the Form 10-Q filed with the U.S. Securities and
Exchange Commission is available at:
http://is.gd/fe5FL3
Talon Real Estate Holding Corp. is a real estate investment
company. The Company focuses on investing in office, industrial
and retail properties located in the central and southwestern
United States.
TEXAS GULF: Has $810K Net Loss for Quarter Ended June 30
--------------------------------------------------------
Texas Gulf Energy Incorporated disclosed a net loss of $810,887 on
$1.24 million of revenues for the three months ended June 30,
2014, compared with net loss of $520,540 on $2.72 million of
revenues for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $1.36 million
in total assets, $1.38 million in total liabilities, and
stockholders' deficit of $16,369.
The Company has incurred losses resulting in an accumulated
deficit of $1,631,290 as of June 30, 2014, and further losses are
anticipated in the development of its business, raising
substantial doubt about the Company's ability to continue as a
going concern. The ability to continue as a going concern is
dependent upon the Company generating profitable operations in the
future and/or to obtain the necessary financing to meet its
obligations and repay its liabilities arising from normal business
operations when they come due, according to the Company's
regulatory filing.
A copy of the Form 10-Q filed with the U.S. Securities and
Exchange Commission is available for free at:
http://is.gd/FIwitO
Texas Gulf Energy Incorporated provides craftsmen, architects, and
engineers in the energy construction sector in the United States.
The company offers turnkey and specialty construction services,
including project planners, welders, fitters, and millwrights to a
range of industrial and energy sector clients. It also holds
interests in 19 oil wells in the Austin Chalk near Luling, Texas.
In addition, the company provides various services, such as
primavera scheduling, field design and drafting, P&ID updates, and
CAD work for fabrication, as well as SCOPE software for field
planning, subcontract management, project management, project
controls, material procurement and management, and construction
related administration functions. Further, it engages in
electrical construction, and installation of instrumentation and
control systems; and expansion projects, critical path
turnarounds, emergency response, and staff augmentation services
for power generation and transmission, refining, petrochemical,
and heavy industrial industries. The company was founded in 2003
and is headquartered in La Porte, Texas.
TORCHLIGHT ENERGY: Reports $2.93-Mil. Net Loss in 2nd Quarter
-------------------------------------------------------------
Torchlight Energy Resources, Inc., reported a net loss of $2.93
million on $1.63 million of revenues for the three months ended
June 30, 2014, compared with net loss of $2.31 million on $160,882
of revenues for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $30.85
million in total assets, $13.88 million in total liabilities, and
stockholders' equity of $16.97 million.
At June 30, 2014, the Company has negative working capital of
$7,921,559, had not yet achieved profitable operations, had
accumulated losses of $26,333,562 since its inception and expects
to incur further losses in the development of its business, which
casts substantial doubt about the Company's ability to generate
future profitable operations and/or to obtain the necessary
financing to meet its obligations and repay its liabilities
arising from normal business operations when they come due,
according to the regulatory filing.
A copy of the Form 10-Q filed with the U.S. Securities and
Exchange Commission is available at:
http://is.gd/MVoxyt
Torchlight Energy Resources, Inc., is engaged in the acquisition,
exploration, and development of oil and natural gas properties in
the United States. The Company is headquartered in Plano, Texas.
TRIGEANT HOLDINGS: Ch. 11 Case Transferred to Judge Kimball
-----------------------------------------------------------
Chief Judge Paul G. Hyman, Jr., of the U.S. Bankruptcy Court for
the Southern District of Florida, West Palm Beach Division, issued
an order transferring the Chapter 11 case of Trigeant Holdings,
Ltd., to Judge Erik P. Kimball.
About Trigeant Holdings
Trigeant Holdings, Ltd., and Trigeant, LLC, filed separate Chapter
11 bankruptcy petitions (Bankr. S.D. Fla. Case Nos. 14-29027 and
14-29030, respectively) on Aug. 25, 2014. Berger Singerman LLP
serves as the Debtor's counsel. Trigeant Holdings estimated both
assets and liabilities of $50 million to $100 million.
TRIGEANT HOLDINGS: Employs Berger Singerman as Counsel
------------------------------------------------------
Trigeant Holdings, Ltd., seeks authority from the U.S. Bankruptcy
Court for the Southern District of Florida, West Palm Beach
Division, to employ Berger Singerman LLP as counsel.
The professional services that Berger Singerman will render
include, but are not limited to, the following:
(a) To give advice to the Debtor with respect to its powers and
duties as a debtor-in-possession and the continued
management of its business operations;
(b) To advise the Debtor with respect to its responsibilities
in complying with the U.S. Trustee's Operating Guidelines
and Reporting Requirements and with the rules of the Court;
(c) To prepare motions, pleadings, orders, applications,
adversary proceedings, and other legal documents necessary
in the administration of the case;
(d) To protect the interests of the Debtor in all matters
pending before the Court; and
(e) To represent the Debtor in negotiations with its creditors
and in the preparation of a plan.
On Nov. 27, 2013, Trigeant Ltd., a subsidiary of the Debtor, filed
a petition under Chapter 11 of the Bankruptcy Code, In re
Trigeant, Ltd., 13-38580-EPK (Bankr. S.D. Fla. 2013). The case
was dismissed on April 9, 2014. Berger Singerman represented
Trigeant, Ltd. in connection with that case, and continues to
represent it in connection with Trigeant Ltd. v. BTB Refining LLC,
14-01335-EPK (Bankr. S.D. Fla. 2014). Berger Singerman also
represents Trigeant, LLC, a wholly owned subsidiary of the Debtor,
in connection with its Chapter 11 case that was contemporaneously
filed with the Debtor's case.
Moreover, Berger Singerman concurrently represents Harry Sargeant,
Jr., Daniel Sargeant, Anthony D. Myers, James Sargeant, Stephen
Roos, Sargeant Bulktainers, Inc., Trigeant Ltd., Trigeant
Holdings, Ltd., Trigeant, LLC, Trigeant EP, Ltd., Global Asphalt
Logistics and Trading LLC, Global Asphalt Logistics and Trading
SAGL, Sargeant Trading Ltd., Asphalt Carrier Shipping Company
Limited, Asphalt Java Sea Corp., Java Sea Navigation PTE Ltd., and
Latin American Investments Ltd. in connection with various
litigation matters, all of which are adverse to Harry Sargeant III
and in some instances BTB Refining LLC. Daniel Sargeant, Harry
Sargeant Jr., and James Sargeant control approximately 70% of the
ultimate beneficial ownership of the Debtor, while Harry Sargeant,
III controls approximately 30% of the ultimate beneficial
ownership of the Debtor.
The Debtor, along with Trigeant, LLC, constitute 100% of the
ownership of Trigeant, Ltd, which is the owner of an asphalt
refinery in Corpus Christi, Texas.
Jordi Guso, Esq., a partner in the law firm of Berger Singerman
LLP, in Miami, Florida, assures the Court that, despite the past
and current representations of his firm, his firm remains a
"disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code and does not represent any interest adverse
to the Debtors and their estates.
The current hourly rates for the attorneys at Berger Singerman
range from $250 to $670. Mr. Guso, the shareholder who will be
principally responsible for Berger Singerman's representation of
the Debtor, is $610, and the current hourly rates of the
of-counsel and associate attorneys who will work on this matter
range from $250 to $510 per hour. The current hourly rates for
the legal assistants and paralegals at Berger Singerman range
from $85 to $225. Berger Singerman will also be reimbursed for
any necessary out-of-pocket expenses.
On Aug. 25, 2014, the Debtor retained Berger Singerman to act as
its counsel in connection with insolvency and restructuring
matters. Since that date, Berger Singerman has provided
prepetition litigation, insolvency and restructuring services to
the Debtor. On Aug. 25, 2014, Sargeant Trading, Ltd., a non-
debtor third party, paid Berger Singerman the sum of $90,000 as
security retainer for the fees and costs it will incur in
connection with its representation of the Debtor in the case and
for the representation of Trigeant, LLC.
About Trigeant Holdings
Trigeant Holdings, Ltd., and Trigeant, LLC, filed separate Chapter
11 bankruptcy petitions (Bankr. S.D. Fla. Case Nos. 14-29027 and
14-29030, respectively) on Aug. 25, 2014. The cases were
originally assigned to Judge Paul G. Hyman, Jr., but were later
transferred to Judge Erik P Kimball. Berger Singerman LLP serves
as the Debtor's counsel. Trigeant Holdings estimated both assets
and liabilities of $50 million to $100 million.
UNITEK GLOBAL: Adopts "Poison Pill" to Deter Takeovers
------------------------------------------------------
The Board of Directors of UniTek Global Services, Inc., approved
the adoption of a tax benefit preservation stockholder rights plan
designed to protect against a possible limitation on the Company's
ability to use its net operating losses, according to a regulatory
filing with the U.S. Securities and Exchange Commission. The
Section 382 Rights Plan is intended to act as a deterrent to any
person acquiring beneficial ownership of 4.99% or more of the
Company's outstanding Common Stock.
Under UniTek's rights plan, when a person or group has obtained
beneficial ownership of 4.9% or more of UniTek's common stock, or
an existing holder (as of Aug. 28, 2014) with greater than 4.9%
ownership acquires more shares representing an additional 1.0% of
UniTek's common stock, there would be a triggering event that may
result in the exercise of the preferred share purchase rights,
which would cause significant dilution in the economic interest
and voting power of that person or group.
As of June 30, 2014, UniTek had NOLs amounting to approximately
$171.2 million. UniTek may utilize these tax attributes in
certain circumstances to offset future U.S. taxable income and
reduce its U.S. federal income tax liability, which may arise even
in periods when UniTek incurs an accounting loss for reporting
purposes. However, UniTek's ability to use its NOLs could be
substantially limited if there were an "ownership change" as
defined under Section 382 of the Internal Revenue Code.
In connection with the adoption of the rights plan, on Aug. 28,
2014, the Board declared a non-taxable dividend of one preferred
share purchase right for each outstanding share of common stock to
the Company's stockholders of record as of the close of business
on Sept. 8, 2014.
The rights plan has a termination date of Aug. 28, 2015, subject
to earlier termination in certain circumstances, including by the
Board of Directors at any time prior to the preferred share
purchase rights being triggered.
About UniTek Global Services
UniTek Global Services, Inc., based in Blue Bell, Pennsylvania,
provides fulfillment and infrastructure services to media and
telecommunication companies in the United States and Canada.
UniTek Global reported a net loss of $52.07 million on $471.93
million of revenues for the year ended Dec. 31, 2013, as compared
with a net loss of $77.73 million on $437.59 million of revenues
in 2012. The Company's balance sheet at Dec. 31, 2013, showed
$270.54 million in total assets, $259.08 million in total
liabilities and $11.45 million in total stockholders' equity.
Bankruptcy Warning
"An event of default under either of our credit facilities could
result in, among other things, the acceleration and demand for
payment of all the principal and interest due and the foreclosure
on the collateral. As a result of such a default or action
against collateral, we could be forced to enter into bankruptcy
proceedings, which may result in a partial or complete loss of
your investment," the Company said in the Annual Report for the
year ended Dec. 31, 2013.
* * *
In the Oct. 17, 2013, edition of the TCR, Moody's Investors
Service assigned a Caa2 Corporate Family Rating to UniTek Global
Services, Inc. UniTek's Caa2 CFR reflects the company's high
interest burden, delay in filing 2013 quarterly reports with the
SEC, lower than anticipated future revenues from one of its main
customers, and need to address internal control weaknesses over
financial reporting as of December 31, 2012 as cited in the
company's Form 10-K for the year ended Dec. 31, 2012.
As reported by the TCR on Oct. 17, 2013, Standard & Poor's Ratings
Services said it raised its corporate credit rating on Blue Bell,
Pa.-based UniTek Global Services Inc. to 'B-' from 'CCC'. "The
ratings upgrade to 'B-' reflects our belief that the company
is no longer vulnerable and dependent on favorable developments to
meet its financial commitments over the next few years," said
Standard & Poor's credit analyst Michael Weinstein.
WAFERGEN BIO-SYSTEMS: Austin Marxe Reports 44.2% Equity Stake
-------------------------------------------------------------
In a Schedule 13D filed with the U.S. Securities and Exchange
Commission, Austin W. Marxe, David M. Greenhouse and Adam C.
Stettner disclosed that as of Aug. 31, 2014, they beneficially
owned 2,800,000 shares of common stock of WaferGen Bio-systems,
Inc., representing 44.2 percent of the shares outstanding. A copy
of the regulatory filing is available at http://is.gd/6wwlg5
About WaferGen Bio-systems
Fremont, California-based WaferGen Bio-systems, Inc., engages in
the development of systems for gene expression quantification,
genotyping and stem cell research. Since 2008, the Company's
primary focus has been on the development, manufacture and
marketing of its SmartChip System, a genetic analysis platform
used for profiling and validating molecular biomarkers in the life
sciences and pharmaceutical drug discovery industries.
WaferGen reported a net loss attributable to common stockholders
of $17.71 million in 2013, following a net loss attributable to
common stockholders of $8.97 million in 2012.
The Company's balance sheet at June 30, 2014, showed $9.41 million
in total assets, $7.69 million in total liabilities and $1.71
million in total stockholders' equity.
SingerLewak LLP, in San Jose, California, issued a "going concern"
qualification on the consoliated financial statements for the year
ended Dec. 31, 2013. The independent auditors noted that the
Company has incurred operating losses and negative cash flows from
operating activities since inception which raise substantial doubt
about the Company's ability to continue as a going concern.
WAFERGEN BIO-SYSTEMS: RA Capital Owns 9.9% of Common Shares
-----------------------------------------------------------
RA Capital Management, LLC, and its affiliates disclosed in a
Schedule 13G filed with the U.S. Securities and Exchange
Commission that as of Aug. 22, 2014, they beneficially owned
560,000 shares of common stock of Wafergen Bio-Systems, Inc.,
representing 9.9 percent of the shares outstanding. A copy of the
regulatory filing is available at http://is.gd/Hfsicr
About WaferGen Bio-systems
Fremont, California-based WaferGen Bio-systems, Inc., engages in
the development of systems for gene expression quantification,
genotyping and stem cell research. Since 2008, the Company's
primary focus has been on the development, manufacture and
marketing of its SmartChip System, a genetic analysis platform
used for profiling and validating molecular biomarkers in the life
sciences and pharmaceutical drug discovery industries.
WaferGen reported a net loss attributable to common stockholders
of $17.71 million in 2013, following a net loss attributable to
common stockholders of $8.97 million in 2012.
The Company's balance sheet at June 30, 2014, showed $9.41 million
in total assets, $7.69 million in total liabilities and $1.71
million in total stockholders' equity.
SingerLewak LLP, in San Jose, California, issued a "going concern"
qualification on the consoliated financial statements for the year
ended Dec. 31, 2013. The independent auditors noted that the
Company has incurred operating losses and negative cash flows from
operating activities since inception which raise substantial doubt
about the Company's ability to continue as a going concern.
WESTMORELAND COAL: Has Exchange Offer for $425MM Senior Notes
-------------------------------------------------------------
Westmoreland Coal Company said it has commenced an offer to
exchange up to $425,000,000 aggregate principal amount of its
10.75% Senior Secured Notes due 2018 that were issued in a private
placement on April 28, 2014, for an equal principal amount of its
10.75% Senior Secured Notes due 2018 that have been registered
under the Securities Act of 1933, as amended.
The exchange offer is being made to satisfy Westmoreland's
obligations under a registration rights agreement entered into on
April 28, 2014, in connection with the issuance of the Original
Notes, and does not represent a new financing transaction.
Westmoreland will not receive any proceeds from the exchange
offer.
The terms of the Exchange Notes are substantially identical to the
terms of the Original Notes, except that certain transfer
restrictions, registration rights and additional interest
provisions do not apply to the Exchange Notes. Original Notes
that are not exchanged in the exchange offer will continue to be
subject to the existing transfer restrictions, and Westmoreland
will generally have no further obligation to provide for the
registration of those notes under the Securities Act of 1933, as
amended.
The exchange offer will expire at 5:00 p.m., New York City time,
on Sept. 26, 2014, unless extended by Westmoreland. Tenders of
Original Notes must be validly made at or prior to the expiration
time and may be withdrawn at any time prior to the expiration
time.
About Westmoreland Coal
Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States. The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas. Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.
Westmoreland Coal incurred a net loss applicable to common
shareholders of $6.05 million in 2013, a net loss
applicable to common shareholders of $8.58 million in 2012 and a
net loss applicable to common shareholders of $34.46 million in
2011.
As of June 30, 2014, the Company had $1.58 billion in total
assets, $1.84 billion in total liabilities and a $260.64 million
total shareholders' deficit.
* * *
As reported by the TCR on Nov. 6, 2012, Standard & Poor's
Ratings Services raised its corporate credit rating on Englewood,
Co.-based Westmoreland Coal Co. (WLB). to 'B-' from 'CCC+'.
"The upgrade reflects our view that WLB is less vulnerable to
default after successfully negotiating less restrictive covenant
requirements for an unrated $110 million term loan due 2018," said
credit analyst Gayle Bowerman. "Our assessment of WLB's business
risk profile as 'vulnerable' and financial risk profile as 'highly
leveraged' are unchanged. We also revised our liquidity score to
'adequate' based on the covenant relief and additional liquidity
provided under the company's new $20 million asset-based loan
(ABL) facility from 'less than adequate'."
Westmoreland Coal carries a Caa1 corporate family rating from
Moody's Investors Service.
WICKED GOOD: Foreclose Auction Set for Sept. 25
-----------------------------------------------
Wicked Good Properties, LLC's mortgaged premises known as 20
Chester Street, Lawrence, Essex County, Massachusetts 01843, will
be sold at a foreclosure auction on Sept. 25, 2014 at 11:00 a.m.
Proceeds of the sale will be used to pay off obligations owed to
Westmount Financial Limited Partnership under a Mortgage and
Collateral Assignment of Leases and Rents.
Interested parties must present cash, cashier's or certified check
in the sum of $5,000 as deposit at the sale in order to qualify as
a bidder. The balance of the purchase price is to be paid within
30 days thereafter to the attorneys for the Mortgagee:
Alexander S. Buchanan, Esq.
THE LAW OFFICES OF ALEXANDER S. BUCHANAN, PLLC
30 Temple Street, Suite 201
Nashua, NH 03060
Telephone: (603) 882-5129
The Mortgagee reserves the right to postpone the sale to a later
date by public proclamation at the time and date appointed for the
sale and to further postpone at any adjourned sale date by public
proclamation at the time and date appointed for the adjourned
sale.
Further information may be obtained from the auctioneer, Michael
Harkins - telephone (978) 475-1121.
WINDSTREAM TECHNOLOGIES: Has $1.27-Mil. Net Loss for Q2 of 2014
---------------------------------------------------------------
WindStream Technologies, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss of $1.27 million on $214,363 of sales
for the three months ended June 30, 2014, compared with a net loss
of $2.02 million on $198,874 of sales for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $2.65 million
in total assets, $5.52 million in total liabilities, and a
stockholders' deficit of $2.87 million.
The Company had an accumulated deficit of approximately
$12,540,000 and $10,481,000 at June 30, 2014 and December 31,
2013, respectively, and has a history of recurring net losses and
working capital deficits. These matters among others raise
substantial doubt about our ability to continue as a going
concern, according to the regulatory filing.
A copy of the Form 10-Q is available:
http://is.gd/83ohsC
WindStream Technologies, Inc., was established in 2008 with the
goal of designing, prototyping and manufacturing affordable and
scalable renewable energy technologies for a global marketplace.
The Company has developed and tested the first-of-its-kind,
integrated, hybrid energy solution and is now marketing and
selling SolarMills? to a worldwide customer base.
XZERES CORP: Plastiche S.A. Holds 14% Equity Stake
--------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Plastiche S.A. disclosed that as of Aug. 21, 2014, it
beneficially owned 8,635,966 shares of common stock of Xzeres
Corp. representing 13.96 percent of the shares based upon
61,857,197 shares of common stock of Xzeres Corp. issued and
outstanding on Aug. 25, 2014. A copy of the regulatory filing is
available at http://is.gd/L7quML
About XZERES Corp.
Headquartered in Wilsonville, Oregon, XZERES Corp. designs,
develops, and markets distributed generation, wind power systems
for the small wind (2.5kW-100kW) market as well as power
management solutions.
XZERES reported a net loss of $9.49 million for the year ended
Feb. 28, 2014, as compared with a net loss of $7.59 million for
the year ended Feb. 28, 2013. The Company's balance sheet at May
31, 2014, showed $6.80 million in total assets, $14.43 million in
total liabilities and a $7.63 million total stockholders' deficit.
Silberstein Ungar, PLLC, in Bingham Farms, Michigan, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Feb. 28, 2014. The independent
auditors noted that the Company has incurred losses from
operations, has negative working capital, and is in need of
additional capital to grow its operations so that it can become
profitable. These factors raise substantial doubt about the
Company's ability to continue as a going concern.
* Records in Five Courts Wiped from Online Database
---------------------------------------------------
Nadia Prupis, writing for Common Dreams, reported that a decade of
records from the U.S. Court of Appeals for the Second Circuit,
Seventh Circuit, Eleventh Circuit, and Federal Circuit, and the
U.S. Bankruptcy Court for the Central District of California were
deleted from the Public Access to Court Electronic Records (PACER)
for an impending upgrade. According to the report, the PACER's
website said many of the cases deleted were closed and had not
been accessed for several years. The dockets and documents from
those cases can be obtained directly from the relevant court,
PACER said, the report related.
* Large Companies With Insolvent Balance Sheet
----------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($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 CELL TE T2N1 GR 5.6 (20.7) (19.6)
ADVANCED CELL TE ACTCD US 5.6 (20.7) (19.6)
ADVANCED EMISSIO ADES US 106.4 (46.1) (15.3)
ADVANCED EMISSIO OXQ1 GR 106.4 (46.1) (15.3)
ADVENT SOFTWARE ADVS US 452.2 (86.0) (99.3)
ADVENT SOFTWARE AXQ GR 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)
AGILE THERAPEUTI AGRX US 16.0 (1.1) (4.8)
AIR CANADA-CL A AC/A CN 10,522.0 (1,822.0) (226.0)
AIR CANADA-CL A AIDIF US 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 AC/B CN 10,522.0 (1,822.0) (226.0)
AIR CANADA-CL B AIDEF US 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 TH 236.8 (112.5) 33.5
AMYRIS INC 3A0 GR 236.8 (112.5) 33.5
AMYRIS INC AMRS US 236.8 (112.5) 33.5
ANGIE'S LIST INC 8AL GR 128.4 (36.6) (54.9)
ANGIE'S LIST INC ANGI US 128.4 (36.6) (54.9)
ANGIE'S LIST INC 8AL TH 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 AZOEUR EU 7,371.8 (1,808.2) (1,016.1)
AUTOZONE INC AZ5 TH 7,371.8 (1,808.2) (1,016.1)
AUTOZONE INC AZ5 GR 7,371.8 (1,808.2) (1,016.1)
AVALANCHE BIOTEC AVU GR 1.1 (0.7) (0.9)
AVALANCHE BIOTEC AAVL US 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 BP0 GR 5,419.0 (118.0) 654.0
BERRY PLASTICS G BERY US 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 B15A GR 2,019.7 (17.0) 172.7
BRP INC/CA-SUB V BRPIF US 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 CVY GR 6,701.1 (5,133.2) 338.4
CABLEVISION SY-A CVC US 6,701.1 (5,133.2) 338.4
CABLEVISION-W/I 8441293Q US 6,701.1 (5,133.2) 338.4
CABLEVISION-W/I CVC-W US 6,701.1 (5,133.2) 338.4
CADIZ INC CDZI US 57.9 (45.6) 4.7
CADIZ INC 2ZC GR 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 CBL CN 444.5 (4.3) -
CALLIDUS CAPITAL 28K GR 444.5 (4.3) -
CAPMARK FINANCIA CPMK US 20,085.1 (933.1) -
CASELLA WASTE CWST US 656.6 (7.6) (11.6)
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 CIEN TE 1,795.5 (80.8) 641.3
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
CINCINNATI BELL CBB US 2,176.9 (556.0) 337.7
CORINDUS VASCULA CVRS US 0.0 (0.0) (0.0)
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
DIRECTV DTV CI 22,126.0 (6,127.0) (624.0)
DIRECTV DTV US 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 DB5 GR 1,773.4 (1,077.1) (60.3)
DUN & BRADSTREET DNB US 1,773.4 (1,077.1) (60.3)
EDGEN GROUP INC EDG US 883.8 (0.8) 409.2
EMPIRE RESORTS I NYNY US 46.1 (9.5) (7.2)
EMPIRE STATE -ES ESBA US 1,122.2 (31.6) (925.9)
EMPIRE STATE-S60 OGCP US 1,122.2 (31.6) (925.9)
FAIRPOINT COMMUN FRP US 1,524.8 (360.6) 20.9
FAIRPOINT COMMUN FONN GR 1,524.8 (360.6) 20.9
FERRELLGAS-LP FGP US 1,589.9 (88.9) 89.0
FERRELLGAS-LP FEG GR 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 GLPI US 2,581.7 (72.9) (41.1)
GAMING AND LEISU 2GL GR 2,581.7 (72.9) (41.1)
GENCORP INC GCY GR 1,675.6 (49.0) 86.7
GENCORP INC GY US 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) (0.1)
GOLD RESERVE INC GRZ CN 21.5 (5.6) 1.2
GOLD RESERVE INC GDRZF US 21.5 (5.6) 1.2
GOLD RESERVE INC GOD GR 21.5 (5.6) 1.2
GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5
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
HCA HOLDINGS INC 2BH GR 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
HERBALIFE LTD HLFEUR EU 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 ICY GR 679.1 (171.0) 464.6
INCYTE CORP ICY TH 679.1 (171.0) 464.6
INCYTE CORP INCY US 679.1 (171.0) 464.6
INFOR US INC LWSN US 6,688.8 (492.2) (346.7)
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 KXS CN 44.6 (70.4) (6.4)
KINAXIS INC KXSCF US 44.6 (70.4) (6.4)
KINAXIS INC 9KX GR 44.6 (70.4) (6.4)
L BRANDS INC LTD GR 6,663.0 (609.0) 1,070.0
L BRANDS INC LTD TH 6,663.0 (609.0) 1,070.0
L BRANDS INC LB US 6,663.0 (609.0) 1,070.0
LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9
LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9
LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9
LEE ENTERPRISES LEE US 828.2 (165.0) (26.0)
LORILLARD INC LLV GR 2,893.0 (2,228.0) 900.0
LORILLARD INC LO US 2,893.0 (2,228.0) 900.0
LORILLARD INC LLV TH 2,893.0 (2,228.0) 900.0
LUMENPULSE INC LMP CN 29.4 (38.4) 3.5
LUMENPULSE INC 0L6 GR 29.4 (38.4) 3.5
LUMENPULSE INC LMPLF US 29.4 (38.4) 3.5
MANNKIND CORP NNF1 GR 236.3 (46.4) (74.3)
MANNKIND CORP MNKD US 236.3 (46.4) (74.3)
MANNKIND CORP NNF1 TH 236.3 (46.4) (74.3)
MARRIOTT INTL-A MAR US 6,830.0 (1,720.0) (1,153.0)
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)
MDC PARTNERS-A MDZ/A CN 1,685.0 (87.5) (228.9)
MDC PARTNERS-A MDCA US 1,685.0 (87.5) (228.9)
MDC PARTNERS-A MD7A GR 1,685.0 (87.5) (228.9)
MERITOR INC MTOR US 2,810.0 (527.0) 373.0
MERITOR INC AID1 GR 2,810.0 (527.0) 373.0
MERRIMACK PHARMA MP6 GR 129.8 (77.1) 13.0
MERRIMACK PHARMA MACK US 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 M1U GR 684.8 (211.2) 124.9
MORGANS HOTEL GR MHGC US 684.8 (211.2) 124.9
MOXIAN CHINA INC MOXC US 4.1 (0.4) (3.2)
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 NAV US 7,727.0 (4,072.0) 1,070.0
NAVISTAR INTL IHR TH 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
NEW ENG RLTY-LP NEN US 179.7 (24.5) -
NORTHWEST BIO NBYA GR 12.6 (29.9) (30.0)
NORTHWEST BIO NWBO US 12.6 (29.9) (30.0)
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 OPWR US 63.1 (6.3) (11.9)
OPOWER INC 38O TH 63.1 (6.3) (11.9)
OPOWER INC 38O GR 63.1 (6.3) (11.9)
PALM INC PALM US 1,007.2 (6.2) 141.7
PHIBRO ANIMAL HE 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 PM1EUR EU 36,325.0 (7,847.0) 1,130.0
PHILIP MORRIS IN 4I1 GR 36,325.0 (7,847.0) 1,130.0
PHILIP MORRIS IN PMI SW 36,325.0 (7,847.0) 1,130.0
PHILIP MORRIS IN PM FP 36,325.0 (7,847.0) 1,130.0
PHILIP MORRIS IN 4I1 TH 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 PM1CHF EU 36,325.0 (7,847.0) 1,130.0
PHILIP MORRIS IN PM1 TE 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 1.7 (8.2) 1.2
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 QTS GR 2,978.6 (621.6) 511.6
QUINTILES TRANSN Q US 2,978.6 (621.6) 511.6
RADNET INC RDNT US 737.2 (9.3) 61.4
RADNET INC PQI GR 737.2 (9.3) 61.4
REGAL ENTERTAI-A RGC US 2,675.7 (750.5) 26.2
REGAL ENTERTAI-A RETA GR 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 REV US 1,938.7 (571.8) 275.3
REVLON INC-A RVL1 GR 1,938.7 (571.8) 275.3
RITE AID CORP RAD US 6,946.5 (2,046.4) 1,643.0
RITE AID CORP RTA GR 6,946.5 (2,046.4) 1,643.0
RITE AID CORP RTA TH 6,946.5 (2,046.4) 1,643.0
ROCKWELL MEDICAL 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 7RY GR 1,989.5 (114.5) 754.6
RYERSON HOLDING RYI US 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
SILVER SPRING NE SSNI US 534.3 (111.7) 83.2
SILVER SPRING NE 9SI GR 534.3 (111.7) 83.2
SILVER SPRING NE 9SI TH 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 SVU US 4,354.0 (682.0) 106.0
SUPERVALU INC SVU* MM 4,354.0 (682.0) 106.0
SUPERVALU INC SJ1 TH 4,354.0 (682.0) 106.0
SUPERVALU INC SJ1 GR 4,354.0 (682.0) 106.0
THERAVANCE HVE GR 605.6 (187.5) 303.2
THERAVANCE THRX US 605.6 (187.5) 303.2
THRESHOLD PHARMA THLD US 84.2 (28.3) 42.8
THRESHOLD PHARMA NZW1 GR 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 TNET US 1,333.0 (36.7) 70.3
TRINET GROUP INC TNETEUR EU 1,333.0 (36.7) 70.3
TRINET GROUP INC TN3 GR 1,333.0 (36.7) 70.3
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 UIS1 SW 2,336.1 (628.5) 369.7
UNISYS CORP UISCHF EU 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 USY1 GR 2,336.1 (628.5) 369.7
UNISYS CORP UIS US 2,336.1 (628.5) 369.7
VECTOR GROUP LTD VGR GR 1,642.7 (31.1) 560.0
VECTOR GROUP LTD VGR US 1,642.7 (31.1) 560.0
VENOCO INC VQ US 736.8 (139.5) (777.3)
VERISIGN INC VRS TH 2,322.6 (632.9) (246.0)
VERISIGN INC VRSN US 2,322.6 (632.9) (246.0)
VERISIGN INC VRS GR 2,322.6 (632.9) (246.0)
VERSO PAPER CORP VRS US 1,037.1 (549.4) 28.0
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
WEIGHT WATCHERS WTWEUR EU 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 WME GR 1,583.7 (260.6) 50.8
WESTMORELAND COA WLB US 1,583.7 (260.6) 50.8
XERIUM TECHNOLOG XRM US 633.4 (8.9) 104.5
XERIUM TECHNOLOG TXRN GR 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
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, Psyche A. Castillon, 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 ***