/raid1/www/Hosts/bankrupt/TCR_Public/140911.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, September 11, 2014, Vol. 18, No. 253
Headlines
611 COMMERCIAL: Voluntary Chapter 11 Case Summary
ABTECH HOLDINGS: Reports $1.58-Mil. Net Loss in Q2 Ended June 30
ACOSTA INC: S&P Rates Proposed $800MM Sr. Unsecured Notes 'CCC+'
ACTIVISION BLIZZARD: Moody's Affirms 'Ba1' CFR; Outlook Positive
AK STEEL: Moody's Rates Senior Unsecured Notes Due 2021 'Caa1'
AMERICAN NANO: Posts $1.53-Mil. Net Loss in Second Quarter
AMSTERDAM HOUSE: Files Amended Plan and Disclosure Statement
AMSTERDAM HOUSE: Plan Confirmation Hearing to Commence Oct. 22
AMSTERDAM HOUSE: Files Schedules of Assets and Liabilities
AMSTERDAM HOUSE: Has Final Authority to Use Cash Collateral
ARCA BIOPHARMA: Posts $2.4-Mil. Net Loss in Second Quarter
ARMSTRONG WORLD: Moody's Affirms 'B1' Corporate Family Rating
ATHERTON FINANCIAL: Case Summary & 14 Largest Unsecured Creditors
BAXANO SURGICAL: Has $5.87-Mil. Net Loss in June 30 Quarter
BAYONNE ENERGY: S&P Assigns 'BB' Rating on $555MM Senior Debt
BLAIR LAW OFFICES: Case Summary & 17 Top Unsecured Creditors
BMB MUNAI: Has $28,000 Net Loss for Second Quarter
BROOKLAND INN: Case Summary & 6 Unsecured Creditors
CAPITOL LITHO: Case Summary & 20 Largest Unsecured Creditors
CELANESE US: Moody's Assigns Ba2 Rating on EUR300MM Senior Notes
CHIQUITA BRANDS: Agrees to Talk With Brazilian Bidders
CLAIRE-MIRA LLC: Case Summary & 5 Largest Unsecured Creditors
CROWN CASTLE: S&P Raises CCR to 'BB+' on Leverage Improvement
CROWNE GROUP: Moody's Assigns Caa2 Rating on $90MM 2nd Lien Debt
DELPHI CORP: Rodney O'Neal to Retire, Kevin Clark Named Successor
DETROIT, MI: Reaches Tentative Agreement with Syncora
DETROIT, MI: To Transfer Water Department to Regional Authority
DETROIT, MI: Joinders to Plan Objection Dismissed as Untimely
DETROIT, MI: Court Orders Reinstatement of Class 1A Claims
DIGITAL DOMAIN: Committee Seeks Approval of Sealed Settlements
DOGWOOD PROPERTIES: Seeks Final Decree Closing Chapter 11 Case
DOLPHIN DIGITAL: Late 2013 10-Q Reports Show $1.99MM Loss
EMMAUS LIFE: Has $7.38-Mil. Net Loss in Q2 Ended June 30
ENERGY FOCUS: Reports $622K Net Loss for Q2 Ended June 30
ENPRO INDUSTRIES: Moody's Assigns 'B1' Corporate Family Rating
ESTERLINE TECHNOLOGIES: Business Plan No Impact on Moody's CFR
EXCEL MILLWORK: Case Summary & 20 Largest Unsecured Creditors
FHC HEALTH: Moody's Assigns B1 CFR & Rates $350MM Sr. Debt B1
FMB BANCSHARES: Dismissal Denial Favors Holders of TruPS CDOs
GLOBAL CASH: Moody's Puts 'B1' CFR on Review for Downgrade
GOMEZ DEVELOPMENT: Voluntary Chapter 11 Case Summary
GOOD BOOKS: Hilco Streambank to Conduct Asset Auction on Sept. 26
GUIDED THERAPEUTICS: Posts $2.15-Mil. Net Loss in June 30 Quarter
HEDWIN CORPORATION: Hires Weyrich to Audit Benefit Plan Reports
ICEF PUBLIC: S&P Assigns 'BB' Rating on 2014 Revenue Bonds
ICON CONCRETE: Case Summary & 20 Top Unsecured Creditors
IRON MOUNTAIN: Moody's Rates New GBP350MM Sr. Unsecured Notes Ba1
J.C. PENNEY: Fitch Assigns CCC Rating to $350MM Sr. Unsec. Notes
J.C. PENNEY: Moody's Rates Proposed Sr. Unsecured Notes 'Caa2'
J.C. PENNEY: S&P Rates Proposed $350MM Sr. Unsecured Notes 'CCC-'
JELD-WEN INC: Moody's Raises Corporate Family Rating to 'B1'
JUPITER RESOURCES: Moody's Rates $1.1BB Sr. Unsecured Notes 'B3'
KASPER LAND: Taps Glenn Cummings as Real Estate Broker
LAKELAND DEVELOPMENT: Sept. 16 Hearing on Bonus Payments Approval
LAZARD GROUP: Moody's Hikes Corporate Family Rating to 'Ba1'
LEHMAN BROTHERS: Giants Stadium Sues for Alleged Breach
LOVE CULTURE: Court Okays Hiring of Lowenstein Sandler as Counsel
LOVE CULTURE: Cooley LLP Approved as Committee Counsel
LOVE CULTURE: Court Approves FTI Consulting as Panel's Advisor
MATAGORDA ISLAND GAS: Amends Estimated Assets, Debts
MATAGORDA ISLAND: Section 341(a) Meeting Set on Oct. 7
MERGEWORTHRX CORP: Incurs $69,000 Net Loss in Q2 Ended June 30
MICHAELS STORES: Moody's Corrects Text to Aug. 20 Release
MICHIGAN FINANCE: Moody's Corrects Rating on 2014C-6 Proj. Bonds
MISTER CAR: S&P Assigns 'B-' CCR & Rates Credit Facility 'B-'
MOTIVATING THE MASSES: Posts $169K Net Income in Second Quarter
NATIONAL AUTOMATION: Incurs $456K Net Loss for June 30 Quarter
NATROL INC: Wants to Make Lease-Related Decisions Thru Jan. 2015
NATROL INC: Seeks to Extend Removal Period Until January 2015
NE OPCO: Wants Until Dec. 8 to File Notices to Remove Actions
NEOGENIX ONCOLOGY: Hires Reid Collins as Special Counsel
NEW LOUISIANA: Palm Terrace Debtors Seek to Tap $3MM DIP Loan
NEW LOUISIANA: Palm Terrace Debtors Can Use Cash Collateral
NEW LOUISIANA: Palm Terrace Debtors' Cases Jointly Consolidated
NEW LOUISIANA: Section 341 Meeting Set on Oct. 7
ORECK CORP: Sept. 23 Hearing on Approval of Plan Disclosures
ORIGEN FINANCIAL: To Sell Assets to Golden Tree for $47 Million
PORTAGE BIOTECH: Incurs $1.03-Mil. Net Loss in Q2 Ended June 30
POWERWAVE TECHNOLOGIES: Intel to Acquire Patent Portfolio
PROQUEST LLC: Moody's Rates Proposed $60MM Credit Facility 'Ba2'
PROQUEST LLC: Moody's Hikes CFR to B2 & Rates 1st Lien Debt B2
PROQUEST LLC: S&P Affirms 'B' CCR on New Issuance
RADIOSHACK CORP: Wedbush Says Bankruptcy Imminent
REFCO PUBLIC: Files Amended Plan of Liquidation
RECONROBOTICS INC: Court Closes Dismissed Bankruptcy Case
RIVIERA HOLDINGS: Has $4.5-Mil. Net Loss for June 30 Quarter
RYLAND GROUP: S&P Revises Outlook to Pos. & Affirms 'BB-' CCR
SK HOLDCO: S&P Assigns 'B' CCR & Rates $495MM Facilities 'B+'
SKYLINE MANOR: Final Cash Collateral Hearing on Sept. 15
SPHERIX INC: Has $11.57-Mil. Net Loss for Q2 Ended June 30
T-L CHEROKEE: Can Access Bank's Cash Collateral Until Sept. 30
T-L CHEROKEE: Can Expand McDowell Rice's Role
TARGA RESOURCES: Moody's Raises Corporate Family Rating to 'Ba1'
TENGION INC: Reports $17.85-Mil. Net Loss in Q2 Ended June 30
TMK HAWK: Moody's Rates $105MM 2nd Lien Sr. Debt 'Caa2'
TMK HAWK: S&P Assigns 'B' CCR on Acquisition by Warburg Pincus
TRANSAKT LTD: Incurs $583K Net Loss for Second Quarter
TRIGEANT HOLDINGS: Gets Interim Order to Hire Berger as Counsel
TRIGEANT HOLDINGS: Could Not File SALS & SOFA Until Sept. 15
TRUE DRINKS: Incurs $1.57-Mil. Net Loss for Q2 Ended June 30
UNITED GILSONITE: Files Sec. 524(g) Trust-Based Ch. 11 Plan
UNITED GILSONITE: Seeks 180-Day Extension of Removal Period
UNITED GILSONITE: Stipulation on Exit Financing Approved
USELL.COM INC: Posts $1.31-Mil. Net Loss in Q2 Ended June 30
VINTAGE ASSETS: Jackson Family Items Put Up for Auction
VISTAPRINT N.V.: Moody's Assigns 'Ba2' Corporate Family Rating
WESTLAKE VILLAGE: Voluntary Chapter 11 Case Summary
YORK RISK: S&P Assigns 'B' CCR; Outlook Stable
* Recent Small-Dollar & Individual Chapter 11 Filings
*********
611 COMMERCIAL: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: 611 Commercial, Inc.
7425 Old Coach Rd.
Stroudsburg, PA 18360
Case No.: 14-04173
Chapter 11 Petition Date: September 9, 2014
Court: United States Bankruptcy Court
Middle District of Pennsylvania (Wilkes-Barre)
Judge: Hon. John J Thomas
Debtor's Counsel: Philip W. Stock, Esq.
LAW OFFICE OF PHILIP W. STOCK
706 Monroe Street
Stroudsburg, PA 18360
Tel: 570 420-0500
Fax: 570 338-0920
Email: pwstock@ptd.net
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Gerald Gay, president.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
ABTECH HOLDINGS: Reports $1.58-Mil. Net Loss in Q2 Ended June 30
----------------------------------------------------------------
AbTech Holdings, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $1.58 million on $182,570 of net revenues
for the three months ended June 30, 2014, compared with a net loss
of $1.46 million on $134,066 of net revenues for the same period
last year.
The Company's balance sheet at June 30, 2014, showed
$1.55 million in total assets, $7.07 million in total liabilities,
and a stockholders' deficit of $5.52 million.
The Company has not achieved a sufficient level of revenues to
support its business and has suffered substantial recurring losses
from operations since its inception. These factors raise
substantial doubt about the Company's ability to continue
operations as a going concern, according to the regulatory filing.
A copy of the Form 10-Q is available at:
http://is.gd/f98im4
AbTech Holdings, Inc., through its subsidiary, manufactures
products that remove some pollutants from water. The Company's
products remove hydrocarbons, sediment and other foreign elements
from still ponds, lakes and marinas or from flowing water such as
curbside drains, pipe outflows, rivers and oceans.
ACOSTA INC: S&P Rates Proposed $800MM Sr. Unsecured Notes 'CCC+'
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'CCC+' issue-level
rating to Acosta Inc.'s proposed $800 million senior unsecured
notes. The recovery rating on these notes is '6', indicating
S&P's expectation of negligible (0% to 10%) recovery for
noteholders in the event of a payment default. Acosta has
indicated that it plans to use the net proceeds from this offering
to partly fund the pending acquisition of the company by The
Carlyle Group. Pro forma for the transaction, S&P estimates
Acosta will have about $3.2 billion in adjusted debt outstanding.
RATINGS LIST
Acosta Inc.
Corporate credit rating B/Stable/--
New Ratings
Acosta Inc.
Senior unsecured
$800 mil. notes CCC+
Recovery rating 6
ACTIVISION BLIZZARD: Moody's Affirms 'Ba1' CFR; Outlook Positive
----------------------------------------------------------------
Moody's Investors Service changed Activision Blizzard, Inc.'s
rating outlook to positive from stable and affirmed its existing
Ba1 Corporate Family rating (CFR), Ba1-PD Probability of Default
rating, Baa3 rating on the company's senior secured credit
facilities and the Ba2 senior unsecured rating. The SGL - 1
Speculative Grade Liquidity (SGL) rating remains unchanged.
Outlook Actions:
Issuer: Activision Blizzard, Inc.
Outlook, Changed To Positive From Stable
Affirmations:
Issuer: Activision Blizzard, Inc.
Probability of Default Rating, Affirmed Ba1-PD
Corporate Family Rating, Affirmed Ba1
Senior Secured Bank Credit Facility (Local Currency) Sep 12,
2018, Affirmed Baa3, LGD2
Senior Secured Bank Credit Facility (Local Currency) Oct 11,
2020, Affirmed Baa3, LGD2
Senior Unsecured Regular Bond/Debenture (Local Currency) Sep 15,
2021, Affirmed Ba2, LGD5
Senior Unsecured Regular Bond/Debenture (Local Currency) Sep 15,
2023, Affirmed Ba2, LGD5
Ratings Rationale
The positive outlook is prompted by Moody's belief that credit
metrics will continue to improve and Moody's expectation for a
successful launch of a new game franchise called Destiny which
will help diversify the company beyond its revenue dominating four
biggest franchises. "We believe that Activision is poised for
material earnings growth over the coming quarters with perhaps its
best second half year ever, and will maintain its solid operating
momentum, translating into stronger credit metrics such that debt-
to-EBITDA leverage moves towards levels more supportive of an
investment grade rating over the next 12 to 18 months," stated
Neil Begley a Moody's Senior Vice President. Moody's is optimistic
about the highly anticipated debut of Activision and Bungie's new
sci-fi shooter game Destiny, which based on the positive beta
feedback is already showing signs of becoming one of the highest
grossing new games and developing into a blockbuster franchise for
the company. "Our expectations for sales of Destiny is between 10
and 14 million units," added Mr. Begley.
The shift in outlook takes into account management's proven
ability of making strategic investments to create new intellectual
franchise properties to replace aging ones which face the
potential risk of decline over time, and leveraging existing ones
across various platforms. "Operating performance should also get a
boost from the company's existing top-selling IPs, including Call
of Duty, World of Warcraft, Skylanders, and Hearthstone all of
which have important titles coming in the later part of the year,"
stated Mr. Begley. The positive outlook reflects significant
improvement in Activision's credit metrics over the last one year,
including debt-to-EBITDA which stood at 3.5x at 6/30/2014
(incorporating Moody's standard adjustments), driven by voluntary
debt repayment to the tune of approximately $375 million in the
first quarter of 2014. This puts the company within the 3.0 to
3.5x range expected for the company's Ba1 CFR, but the company has
generated higher than expected free cash flows and sustained its
high cash balance of about $4.2 billion.
Based on expectations for strong EBITDA growth from the launch of
the three most awaited titles ahead of the holiday season while
expecting less competition after Electronic Arts delayed its
important competing products to 2015, and continued investments in
high quality offerings, Moody's believes the company is set for a
strong year. Accordingly, Moody's estimates that adjusted debt-to-
EBITDA leverage will decline within the next 12 to 18 months to
under 2.75x, which with strong management commitments to sustain
such metrics and operating performance, is a level more consistent
with a higher rating. If the company's senior management and board
of directors chose to use at least $400 million of cash on hand
after year end to reduce debt further and the company can sustain
operating performance, Moody's believes that the 2.75x threshold
for an upgrade can be reached.
Activision Blizzard's Ba1 CFR reflects its leading position in the
growing and fragmented gaming industry and strong track record of
developing profitable and sustainable franchises. According to the
Entertainment Software Association, $21.5 billion was spent on
games in the US alone during 2013, of which $15.4 billion was
spent on content. The company's rating is moderately constrained
by revenue concentration and dependence on a few franchise names
and the risk of failing to predict changing consumer preferences.
Although the company is able to generate meaningful recurring
revenue, there is significant exposure to concentration risk in
its largest franchises which is why development of new potential
franchises like Destiny are so important. Moody's believes the
business risks are largely mitigated by moderate leverage, large
cash balances, strong management oversight and fiscal discipline
with a focus on operating margins and free cash flow generation,
long tail franchise revenue streams, and by the data and focus
group analytics-driven green-lighting and development process for
its franchises and pipeline.
Rating Outlook
The positive outlook reflects forward looking upward pressure on
the ratings based on Moody's expectation that Activision's credit
profile will strengthen going forward as the company continues to
expand its portfolio of iconic assets and audience reach.
What Could Change the Rating -- UP
A rating upgrade could occur in the case of a material increase in
business diversity through the development of new franchises that
results in more stable and predictable revenue and cash flow,
higher EBITDA margins, along with leverage sustained comfortably
under 2.75x (with Moody's standard adjustments).
What Could Change the Rating -- DOWN
A downgrade is unlikely in the near to intermediate term given the
positive outlook. However, the outlook could revert to stable, if
the company's liquidity position becomes pressured due to
degradation of its existing game customer base and inability to
replace weakening franchises with new ones. Weaker than expected
operating results such that leverage is expected to be sustained
over 3.75x (with Moody's standard adjustments) could also cause a
reversal of the positive outlook. A material shift in the
direction of the company that does not balance the interests of
both equity and debt holders and that increases credit risk, could
put downward pressure on the rating.
Activision Blizzard, Inc.'s ratings were assigned by evaluating
factors that Moody's considers relevant to the credit profile of
the issuer, such as the company's (i) business risk and
competitive position compared with others within the industry;
(ii) capital structure and financial risk; (iii) projected
performance over the near to intermediate term; and (iv)
management's track record and tolerance for risk. Moody's compared
these attributes against other issuers both within and outside
Activision Blizzard, Inc.'s core industry and believes Activision
Blizzard, Inc.'s ratings are comparable to those of other issuers
with similar credit risk. Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.
AK STEEL: Moody's Rates Senior Unsecured Notes Due 2021 'Caa1'
--------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to the senior
unsecured notes due in September 2021 issued by AK Steel
Corporation (AK). The notes are guaranteed by AK Steel Holding
Corporation. At the same time, Moody's affirmed the B3 corporate
family rating (CFR) and B3-PD probability of default rating, the
B2 rating on the existing senior secured notes, the Caa1 ratings
on the existing senior unsecured and tax exempt financings. The
Speculative Grade Liquidity rating remains SGL-3. The outlook is
stable.
Proceeds from the new notes issue together with proceeds from AK
Steel's equity issue will be used fund the $700 million
acquisition of Severstal North America's Dearborn operations and
certain joint ventures. The purchase price includes $300 million
of working capital.
Assignments:
Issuer: AK Steel Corporation
Senior Unsecured Regular Bond/Debenture (Local Currency),
Assigned Caa1, LGD5
Outlook Actions:
Issuer: AK Steel Corporation
Outlook, Remains Stable
Affirmations:
Issuer: AK Steel Corporation
Probability of Default Rating, Affirmed B3-PD
Speculative Grade Liquidity Rating, Affirmed SGL-3
Corporate Family Rating (Local Currency), Affirmed B3
Senior Secured Regular Bond/Debenture (Local Currency) Dec 1,
2018, Affirmed B2, LGD3
Senior Unsecured Conv./Exch. Bond/Debenture (Local Currency)
Nov 15, 2019, Affirmed Caa1, LGD5
Senior Unsecured Regular Bond/Debenture (Local Currency) May
15, 2020, Affirmed Caa1, LGD5
Senior Unsecured Regular Bond/Debenture (Local Currency) Apr 1,
2022, Affirmed Caa1, LGD5
Issuer: Butler County Industrial Dev. Auth., PA
Senior Unsecured Revenue Bonds (Local Currency) Jun 1, 2024,
Affirmed Caa1, LGD5
Issuer: Ohio Air Quality Development Authority
Senior Unsecured Revenue Bonds (Local Currency) Jun 1, 2024,
Affirmed Caa1, LGD5
Issuer: Rockport (City of) IN
Senior Unsecured Revenue Bonds (Local Currency) Jun 1, 2028,
Affirmed Caa1, LGD5
Ratings Rationale
AK's B3 CFR is weakly positioned reflecting its weak debt
protection metrics and high leverage. The rating reflects our
expectation that performance through 2014 and into 2015 will show
gradual improvement on continued strength in the automotive
industry and gradual improving trends in manufacturing and
commercial construction. The rating also captures our expectation
that cost challenges will ease given the softness in iron ore and
coking coal prices, which Moody's anticipate will persist into
2015.
While debt incurred to fund the Dearborn an related joint ventures
acquisition will increase AK's already high leverage, as evidenced
by the company's LTM June 30, 2014 debt/EBITDA ratio of 13.8x, the
acquisition is viewed as strategically transforming for the
company in that it will broaden AK's geographic production
capacity, expand its ability to serve the automotive industry,
bring procurement and transportation savings, and enable the
company to better optimize its production runs. The Dearborn
facility has an approximate 3.8 million ton hot-rolled sheet
capacity plus cold rolled and galvanized capacity and will further
expand AK's footprint in these areas. The acquisition is expected
to increase AK's shipments by approximately 2.4 million tons to
roughly 7.7 million tons and increase the company's sales to the
automotive industry to about 3.9 million tons although exposure to
the automotive industry will remain at approximately 50% of total
shipments.
The LTM June 30, 2014 leverage position was heightened by the
impact on EBITDA associated with the severe winter weather
conditions that negatively affected first half 2014 performance
causing reduced production levels and higher transportation,
natural gas and electricity costs. Absent these issues, Moody's
estimate that LTM June 30, 2014 leverage would have ranged between
10x and 11x. AK's EBITDA is expected to evidence a stronger growth
trend given the relative stability in steel industry capacity
utilization rates, continued strength in the automotive market,
improving fundamentals in commercial construction and general
industry, particularly for electrical grain oriented steel,
relative stability in hot rolled prices, lower costs reflective of
the significant drop in iron ore prices, the ramp-up of production
of iron ore pellets from Magnetation and the higher shipment
levels with the acquisition of Dearborn. On an estimated combined
shipment level of roughly 7.7 million tons and EBITDA/ton of
between $55 and $65, leverage, proforma for the increased debt,
would improve to between 6x and 7x. For the next one to two years,
Moody's expect the improvement in leverage and debt protection
ratios to come from recovery in earnings as opposed to material
reduction in debt.
The Caa1 rating on the senior unsecured notes reflect the junior
position of these instruments, under Moody's loss given default
methodology, relative to the secured notes, the $1.1 billion asset
backed revolving credit facility (ABL) expiring in September 2016)
and priority accounts payables. The company intends to upsize the
ABL to $1.5 billion following closing of the acquisition.
The stable outlook reflects Moody's view that AK will continue to
evidence improving trends and debt protection metrics on higher
shipment levels, price levels flat to improved from current levels
($1,095/ton average realized in the second quarter of 2014),
higher value added product mix and a reduced cost position for
strategic raw material inputs such as iron ore and coking coal.
The company also expects to realize approximately $50 annually
million in synergies, $25 million of which is expected to be
achieved in 2015.
The rating could be downgraded should the company's liquidity
position deteriorate materially due to weak operating performance
and cash burn, EBIT margins not evidence an improving trend to at
least 3.0%, EBIT-to-interest be sustained below 1.5x and
debt/EBITDA not evidence an improving trend towards 6.0x. Given
the company's weak metrics and Moody's expectation that
performance will show only gradually improving trends over the
next 12 months, an upgrade is unlikely. Upward ratings momentum
could occur should shipment levels, relative stability to
improvement in steel prices and an improved cost position, lead to
stronger credit metrics such that EBIT/interest is sustainable at
2.5x and debt/EBITDA improves to and is sustainable at no more
than 5.0.
The principal methodology used in this rating was Global Steel
Industry published in October 2012. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.
Headquartered in West Chester, Ohio, AK Steel Corporation ranks as
a middle tier integrated steel producer in the United States,
operating steelmaking and finishing plants in Indiana, Kentucky,
Ohio and Pennsylvania.. The company produces flat-rolled carbon
steels, including coated, cold-rolled and hot-rolled products, as
well as specialty stainless and electrical steels. Principal end
markets include automotive, steel service centers, appliance,
industrial machinery, infrastructure, construction and
distributors and converters. Through is AK Coal Resources Inc.
subsidiary, the company has interests in metallurgical coal
production. The company also holds a 49.9% interest in Magnetation
LLC, a company that produces iron ore concentrate. Revenues for
the twelve months ending June 30, 2014 were approximately $5.7
billion and steel shipments were approximately 5.3 million tons.
AMERICAN NANO: Posts $1.53-Mil. Net Loss in Second Quarter
----------------------------------------------------------
American Nano Silicon Technologies, Inc., filed its quarterly
report on Form 10-Q, disclosing a net loss of $1.53 million on
$201,734 of revenues for the three months ended June 30, 2014,
compared with a net loss of $1.03 million on $376,337 of revenues
for the same period last year.
The Company's balance sheet at June 30, 2014, showed
$26.09 million in total assets, $22.26 million in total
liabilities and total stockholders' equity of $3.83 million.
The Company suspended manufacturing operations in May 2011 as part
of an effort to relocate the production facilities. The Company
resumed limited production on Jan. 2, 2012. The current cash and
inventory level will not be sufficient to support the Company's
resumption of its normal operations and repayments of the loans.
In addition, the Company has suffered negative cash flows for the
past two years. 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/1uhGUz
American Nano Silicon Technologies, Inc., (ANNO: OTC US)
manufactures and distributes micro-nano silicon that is used in
consumer and industrial products, including petrochemical,
plastics, laundry detergent, rubber, paper and ceramics. The
Company operates through its subsidiary Nanchong Chunfei Nano
Silicon Technologies Co., Ltd.
AMSTERDAM HOUSE: Files Amended Plan and Disclosure Statement
------------------------------------------------------------
Amsterdam House Continuing Care Retirement Community, Inc., filed
with the United States Bankruptcy Court for the Eastern District
of New York its Amended Plan of Reorganization under Chapter 11 of
the Bankruptcy Code, dated September 2, 2014, and accompanying
Disclosure Statement.
The Plan is the result of negotiations by and among the Debtor,
the 2007 Bond Trustee, and the Consenting Holders. The Consenting
Holders hold all rights with respect to or otherwise having
authority to vote the Series 2007A Bonds and the Series 2007C
Bonds that are party to the Plan Support Agreement.
The Plan provides for the payment and full satisfaction of all
Allowed Administrative Claims, Allowed Priority Tax Claims,
Allowed U.S. Trustee Fees, Allowed Other Priority Claims, Allowed
Other Secured Claims, and Allowed General Unsecured Claims against
the Debtor.
The Plan also provides that the holders of Allowed Series 2007A/B
Bond Claims and Series 2007C Bond Claims, in full and final
satisfaction and discharge of and in exchange for those Allowed
Claims, will receive certain 2014 Bonds and payment in Cash on
account of accrued and unpaid prepetition interest. In addition,
the Plan provides that the holder of the Allowed Subvention Claim
will accept the treatment proposed by the Plan in full
satisfaction of that holder's Claim.
Classification and Treatment of Claims
There are no estimated amounts of Allowed Claims under Class 1 -
Other Priority Claims and Class 4 - Other Secured Claims.
The Allowed Claims under Class 2 - Series 2007A/B Bond Claims is
estimated at $172,885,000, plus accrued and unpaid interest as of
the Petition Date in the amount of $684,507, plus accrued and
unpaid interest from the Petition Date to the Effective Date in
the approximate amount of $4,004,406.
The Allowed Claims under Class 3 - Series 2007C Bond Claims is
estimated at $47,685,000, plus accrued and unpaid interest as of
the Petition Date in the amount of $1,012,489, plus accrued and
unpaid interest from the Petition Date to the Effective Date in
the approximate amount of $984,695.
The Allowed Claims under Class 5 - General Unsecured Claims is
estimated at $1,030,948.
On the Effective Date, holders of Class 6 - Subvention Claims will
(i) receive no distribution on account of the Subvention Claim,
(ii) enter into the Subordination Agreement, and (iii) retain the
Subvention Claim as a claim against the Reorganized Debtor on the
terms set forth in the Subvention Certificate.
On the Effective Date, Amsterdam Continuing Care Health System,
Inc., the Debtor's sole member, will retain all membership
interests in the Reorganized Debtor and will enter into a
reasonable agreement with the 2014 Bond Trustee and the
Reorganized Debtor providing that neither ACCHS nor the
Reorganized Debtor will engage in any conduct within the Primary
Market Area or Secondary Market Area of Harborside that competes
with the sales efforts of Harborside.
Means for Implementation of the Plan
Cash consideration necessary for the Reorganized Debtor to make
payments or distributions pursuant to the Plan will be obtained
from the Entrance Fee Fund and the Operating Reserve Fund, all
other unrestricted Cash available to the Reorganized Debtor as of
the Effective Date, and Cash derived from the Reorganized Debtor's
business operations.
Cancellation of 2007 Bonds
Except as otherwise provided in the Plan or the Confirmation
Order, on the Effective Date, the 2007 Bonds will be cancelled,
and the 2007 Bonds and related 2007 Bond Documents will continue
in effect solely to the extent they relate to and are necessary to
(i) allow for the applicable distributions pursuant to the Plan,
(ii) permit the 2007 Bond Trustee and the Issuer to be compensated
for fees and reimbursed for expenses including expenses of its
professionals, assert its charging lien, enforce its indemnity and
other rights and protections with respect to and pursuant to the
2007 Bond Documents, (iii) permit the
2007 Bond Trustee to set one or more record dates and
distributions dates with respect to the distribution of funds to
beneficial holders of the 2007 Bonds, as applicable, (iv) permit
the Bond Trustee to appear in the Chapter 11 Case, and (v) permit
the 2007 Bond Trustee and the Issuer to perform any functions that
are necessary.
Issuance of 2014 Bonds
On the Effective Date, the Issuer will issue the 2014 Bonds in
accordance with the terms of the Plan and pursuant to the 2014
Bond Indenture. The Series 2014A Bonds will be issued as current
paying bonds with an aggregate principal amount of $141,585,000.
The Series 2014A Bonds will bear interest at and have maturities
in the years and in principal amounts as set forth in the Plan,
with a maturity date of 35 years.
The Series 2014B Bonds will be issued as current paying bonds with
an aggregate principal amount of $23,842,500. The Series 2014B
Bonds will bear interest at 5.5%, payable semiannually, and will
mature on July 1, 2020.
The Series 2014C Bonds will be issued in the aggregate principal
amount of $55,142,500, plus interest accrued on the 2007 Bonds
from the Petition Date through the Effective Date at the rate
equal to (i) in connection with the Series 2007A Bonds and Series
2007B Bonds at the proposed corresponding rate of interest
accruing under the Series 2014A Bonds; and (ii) in connection with
the Series 2007C Bonds at the rate of 5.9% per annum.
The Series 2014C Bonds will bear interest at 2%, payable
semiannually, but only to the extent of Excess Cash, in accordance
with the Distribution Waterfall under the 2014 Bond Indenture,
applied first to accrued interest, then to principal. The Series
2014C Bonds will mature on January 1, 2049.
The Series 2014A Bonds and the Series 2014B Bonds will be pari
passu, secured by a Lien on all assets of Amsterdam except that
the 2014B Bonds will have a first Lien against the Entrance Fees
and the Series 2014A Bonds will have a second Lien against
Entrance Fees.
Vesting of Assets in Reorganized Debtor
On the Effective Date, all property of the Debtor's Estate and all
Causes of Action of the Debtor (except those released pursuant to
the Releases by the Debtor) will vest in the Reorganized Debtor,
free and clear of all Liens, Claims, charges, or other
encumbrances, except for Liens securing the 2014 Bonds or the
PILOT Agreement. On the Effective Date, the Reorganized Debtor
may operate its business and may use, acquire, or dispose of
property and compromise or settle any Claims or Causes of Action
without supervision or approval by the Bankruptcy Court and free
of any restrictions of the Bankruptcy Code or Bankruptcy Rules.
Copies of the Amended Plan and Disclosure Statement are available
for free at:
http://bankrupt.com/misc/AmsterdamHouse_AmPlan_082614.pdf
http://bankrupt.com/misc/AmsterdamHouse_AmDS_082614.pdf
About Amsterdam House
Amsterdam House Continuing Care Retirement Community, Inc., owns
and operates Harborside, an upscale retirement community is
situated on 8.9 acres in Port Washington, New York. Harborside --
http://www.theamsterdamatharborside.com/-- is Nassau County's
first and only CCRC licensed under Article 46 of the New York
Public Health Law. CCRCs provide senior citizens with a full
range of living accommodations and healthcare services during
their retirement years. Harborside currently offers 329 units of
varying sizes for independent, enriched, and skilled nursing care.
Amsterdam House filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 14-73348) on July 22, 2014, in Central Islip,
New York, to implement a prenegotiated bankruptcy-exit plan.
The case is assigned to Judge Alan S Trust.
Ingrid Bagby, Esq., at Cadwalader Wickersham & Taft LLP, serves as
the Debtor's counsel. Grant Thornton LLP serves as financial
advisors, Herbert J. Sims & Co., Inc., serves as investment
bankers, and Kurtzman Carson Consultants LLC acts as claim and
noticing agent.
The Company said that total assets were $286 million and debt was
$437 million as of April 30, 2014.
The Sec. 341(a) meeting of creditors was scheduled for Aug. 29.
The Company's Amended Plan of Reorganization and accompanying
Disclosure Statement was filed on Sept. 2, 2014.
AMSTERDAM HOUSE: Plan Confirmation Hearing to Commence Oct. 22
--------------------------------------------------------------
Judge Alan S. Trust of the United States Bankruptcy Court for the
Eastern District of New York approved on September 4, 2014,
Amsterdam House Continuing Care Retirement Community, Inc.'s
Disclosure Statement explaining the Debtor's Plan of
Reorganization.
The Confirmation Hearing will commence on October 22, 2014,
beginning at 2:00 p.m. (Eastern Time). Objections to confirmation
of the Amended Plan or proposed modifications to the Amended Plan
are due on October 10.
The Court also approved the Debtor's Disclosure Statement Hearing
Notice and its Plan solicitation, voting, and tabulation
procedures. The Voting Record Date is set at September 4, 2014.
The Solicitation Packages will include (a) the Amended Plan, (b)
2014 Bond Indenture, (c) the 2014 Installment Sale Agreement, (d)
the Amended Disclosure Statement, (e) the Disclosure Statement
Order, (f) the Confirmation Hearing Notice, (g) the appropriate
Ballot and voting instructions, (h) a cover letter, (i) a pre-
addressed, postage pre-paid return envelope, and (j) other
materials as the Bankruptcy Court may direct.
All other documents constituting the Plan Supplement will be filed
with the Court by September 30, 2014. On September 9, 2014, the
Noticing and Claims Agent will transmit the Solicitation Packages
to the appropriate parties.
Voting Deadline is on October 10, 2014, at 4:00 p.m. (Eastern
Time).
About Amsterdam House
Amsterdam House Continuing Care Retirement Community, Inc., owns
and operates Harborside, an upscale retirement community is
situated on 8.9 acres in Port Washington, New York. Harborside --
http://www.theamsterdamatharborside.com/-- is Nassau County's
first and only CCRC licensed under Article 46 of the New York
Public Health Law. CCRCs provide senior citizens with a full
range of living accommodations and healthcare services during
their retirement years. Harborside currently offers 329 units of
varying sizes for independent, enriched, and skilled nursing care.
Amsterdam House filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 14-73348) on July 22, 2014, in Central Islip,
New York, to implement a prenegotiated bankruptcy-exit plan.
The case is assigned to Judge Alan S Trust.
Ingrid Bagby, Esq., at Cadwalader Wickersham & Taft LLP, serves as
the Debtor's counsel. Grant Thornton LLP serves as financial
advisors, Herbert J. Sims & Co., Inc., serves as investment
bankers, and Kurtzman Carson Consultants LLC acts as claim and
noticing agent.
The Company said that total assets were $286 million and debt was
$437 million as of April 30, 2014.
The Sec. 341(a) meeting of creditors was scheduled for Aug. 29.
The Company's Amended Plan of Reorganization and accompanying
Disclosure Statement was filed on Sept. 2, 2014.
AMSTERDAM HOUSE: Files Schedules of Assets and Liabilities
----------------------------------------------------------
Amsterdam House Continuing Care Retirement Community, Inc., has
filed with the United States Bankruptcy Court for the Eastern
District of New York its schedules of assets and liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $227,862,873
B. Personal Property $62,450,206
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $222,266,997
E. Creditors Holding
Unsecured Priority
Claims $603,156
F. Creditors Holding
Unsecured Non-priority
Claims $135,280,109
------------ ------------
TOTAL $290,313,079 $358,150,262
A copy of the schedules is available for free at:
http://bankrupt.com/misc/AmsterdamHouse_SAL_08262014.pdf
About Amsterdam House
Amsterdam House Continuing Care Retirement Community, Inc., owns
and operates Harborside, an upscale retirement community is
situated on 8.9 acres in Port Washington, New York. Harborside
-- http://www.theamsterdamatharborside.com/-- is Nassau County's
first and only CCRC licensed under Article 46 of the New York
Public Health Law. CCRCs provide senior citizens with a full
range of living accommodations and healthcare services during
their retirement years. Harborside currently offers 329 units of
varying sizes for independent, enriched, and skilled nursing care.
Amsterdam House filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 14-73348) on July 22, 2014, in Central Islip,
New York, to implement a prenegotiated bankruptcy-exit plan.
The case is assigned to Judge Alan S Trust.
Ingrid Bagby, Esq., at Cadwalader Wickersham & Taft LLP, serves as
the Debtor's counsel. Grant Thornton LLP serves as financial
advisors, Herbert J. Sims & Co., Inc., serves as investment
bankers, and Kurtzman Carson Consultants LLC acts as claim and
noticing agent.
The Company said that total assets were $286 million and debt was
$437 million as of April 30, 2014.
The Sec. 341(a) meeting of creditors was scheduled for Aug. 29.
The Company's Amended Plan of Reorganization and accompanying
Disclosure Statement was filed on Sept. 2, 2014.
AMSTERDAM HOUSE: Has Final Authority to Use Cash Collateral
-----------------------------------------------------------
Amsterdam House Continuing Care Retirement Community, Inc.,
received from the United States Bankruptcy Court for the Eastern
District of New York a final order authorizing the Debtor to use
cash collateral and granting adequate protection and other relief
as agreed to by the Debtor and UMB bank, N.A., in its capacity as
successor trustee for the 2007 bonds.
The Debtor is authorized to use, as cash collateral, any Revenues
derived by the Debtor in the ordinary course of its business, all
accounts receivable held by the Debtor, and all amounts currently
held in the Debtor's operating accounts until the earlier of (i)
the Debtor's ability to use Cash Collateral terminates as the
result of the occurrence of a Termination Event, or (ii) the last
day included in the Cash Collateral Budget. Use of Cash
Collateral will be limited solely to the categories of expenses
listed in the Cash Collateral Budget.
The Debtor is also authorized to access funds in an aggregate
amount not to exceed $2,220,000 from the Entrance Fee Fund in
order to satisfy any obligation of the Debtor to pay resident
refunds that become due and owing during the Chapter 11 Case.
The Debtor is not authorized to use any Revenues not derived in
the ordinary course of the Debtor's operations.
As adequate protection for any diminution in the value of
Cash Collateral and other Prepetition Bond Collateral resulting
from the Debtor's use thereof after the Petition Date, the 2007
Bond Trustee will have a valid, perfected, and enforceable
replacement lien and security interest (the "Replacement Lien") in
(i) all assets of the Debtor existing on or after the Petition
Date of the same type as the Prepetition Bond Collateral, together
with the proceeds, rents, products, and profits thereof; and (ii)
all other assets of the Debtor.
A copy of the Final DIP Order, including the Budget, is available
for free at:
http://bankrupt.com/misc/AmsterdamHouse_FinalDIPOrder.pdf
About Amsterdam House
Amsterdam House Continuing Care Retirement Community, Inc., owns
and operates Harborside, an upscale retirement community is
situated on 8.9 acres in Port Washington, New York. Harborside
-- http://www.theamsterdamatharborside.com/-- is Nassau County's
first and only CCRC licensed under Article 46 of the New York
Public Health Law. CCRCs provide senior citizens with a full
range of living accommodations and healthcare services during
their retirement years. Harborside currently offers 329 units of
varying sizes for independent, enriched, and skilled nursing care.
Amsterdam House filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 14-73348) on July 22, 2014, in Central Islip,
New York, to implement a prenegotiated bankruptcy-exit plan.
The case is assigned to Judge Alan S Trust.
Ingrid Bagby, Esq., at Cadwalader Wickersham & Taft LLP, serves as
the Debtor's counsel. Grant Thornton LLP serves as financial
advisors, Herbert J. Sims & Co., Inc., serves as investment
bankers, and Kurtzman Carson Consultants LLC acts as claim and
noticing agent.
The Company said that total assets were $286 million and debt was
$437 million as of April 30, 2014.
Judge Alan S. Trust extended until Aug. 26, 2014 the Debtor's
deadline to file its schedules of assets and liabilities.
The Sec. 341(a) meeting of creditors was scheduled for Aug. 29.
The Company's Amended Plan of Reorganization and accompanying
Disclosure Statement was filed on September 2, 2014.
ARCA BIOPHARMA: Posts $2.4-Mil. Net Loss in Second Quarter
----------------------------------------------------------
ARCA biopharma, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss and comprehensive loss of $2.4 million for
the three months ended June 30, 2014, compared with a net loss and
comprehensive loss of $1.2 million for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed
$20.54 million in total assets, $1.22 million in total
liabilities, and stockholders' equity of $19.32 million.
The significant uncertainties surrounding the clinical development
timelines and costs and the need to raise a significant amount of
capital raises substantial doubt about the Company's ability to
continue as a going concern for a reasonable period of time.
A copy of the Form 10-Q is available at:
http://is.gd/1as2bO
ARCA biopharma is a biopharmaceutical company whose principal
focus is developing genetically-targeted therapies for heart
failure and other cardiovascular diseases.
ARMSTRONG WORLD: Moody's Affirms 'B1' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service upgraded Armstrong World Industries,
Inc.'s speculative grade liquidity rating to SGL-2 from SGL-3,
based on Moody's expectations of solid free cash flow generation
and more availability under its credit facilities over the next 12
months. In a related rating action, Moody's changed Armstrong's
rating outlook to positive from stable, since operating
performance over the intermediate could result in credit metrics
that are supportive of higher ratings.
The following ratings/assessments were affected by this action:
Corporate Family Rating affirmed at B1;
Probability of Default Rating affirmed at B1-PD;
Senior Secured Revolving Credit Facility due 2018 affirmed at B1
(LGD3);
Senior Secured Term Loan A due 2018 affirmed at B1 (LGD3); and,
Senior Secured Term Loan B due 2020 affirmed at B1 (LGD3).
Speculative grade liquidity rating upgraded to SGL-2 from SGL-3.
Ratings Rationale
The upgrade of Armstrong's speculative grade liquidity rating to
SGL-2 from SGL-3 reflects Moody's view that the company will have
a good liquidity profile over the next 12 months, characterized by
solid free cash flow generation and liquidity facilities remaining
largely undrawn. Moody's project Armstrong could generate between
$45 million and $50 million in free cash flow over the next 12
months, its highest level since 2009. Previous special dividends
limited Armstrong's ability to generate free cash flow. Also,
Moody's now project combined availability under the company's $250
million revolving credit facility and $75 million accounts
receivable securitization will be about $260 million, the most
availability since late 2010, after considering about $65 million
in letter of credit commitments. Moody's anticipate these
facilities will remain undrawn. Cash on hand of approximately $153
million at 2Q14 will be sufficient to meet any potential shortfall
in operating cash flow to cover its working capital and capital
expenditure needs in the near term, especially as the company will
spend more to meet higher demand.
The change in Armstrong's rating outlook to positive from stable
reflects Moody's expectations that operating performance and
resulting credit metrics will continue to improve, supporting
higher ratings. As a North American market leader in providing
flooring, Armstrong will continue to improve as the company
benefits from the recovery in the US construction end market,
which is the main driver of its revenues. Moody's estimate that
Armstrong's adjusted EBITA margin will likely approach 10.0% over
the next 12 to 18 months, inclusive of the WAVE JV. Moody's
project interest coverage, defined as EBITA-to-interest expense,
could approach 4.0x from 3.8x for LTM 2Q14, and leverage (defined
as debt-to-EBITDA) moving towards 3.5x by the end of 2015 versus
3.9x at June 30, 2014 (all ratios include Moody's standard
adjustments).
Armstrong's B1 Corporate Family Rating reflects Moody's view that
its operating performance and resulting debt credit metrics are
robust relative to its current ratings. The WAVE JV remains a
critical earnings and cash contributor. Operating margins will
expand modestly over Moody's time horizon as Armstrong takes
advantage of growth in the US construction end markets, which are
the main driver of its revenues. Armstrong's good liquidity
profile provides financial flexibility to meet expected growth
opportunities both in the US and overseas.
Positive rating actions could ensue if Armstrong follows
conservative financial strategies and benefits from the strength
in its end market, resulting in more robust credit metrics and
validating Moody's forecasts. Higher operating earnings and
improved free cash flow generation that translate into EBITA-to-
interest expense sustained above 4.0x or debt-to-EBITDA remaining
below 3.5x (all ratios incorporate Moody's standard adjustments),
could have a positive impact on the company's credit ratings.
Also, an improved liquidity profile could support upward ratings
pressures.
Stabilization of the ratings could occur if Armstrong's end market
contracts, resulting in key credit metrics falling short of
Moody's expectations such that operating performance results in
EBITA-to-interest expense trends towards 3.5x and debt-to-EBITDA
is sustained above 4.0x (all ratios incorporate Moody's standard
adjustments). Deterioration in the company's liquidity profile,
large debt-financed acquisitions, or shareholder-friendly
activities could result in lower ratings as well.
Armstrong World Industries, Inc., headquartered in Lancaster, PA,
is a global manufacturer of flooring products and ceiling systems
for use primarily in the construction and renovation of
residential, commercial and institutional buildings. The Asbestos
Personal Injury Settlement Trust ("Asbestos Trust") is the
majority shareholder of Armstrong, owning about 17% of the
company's stock. Revenues for the 12 months through June 30, 2014
totaled approximately $2.7 billion.
ATHERTON FINANCIAL: Case Summary & 14 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Atherton Financial Building LLC
3592 Rosemead Blvd, Suite 325
Rosemead, CA 91770
Case No.: 14-27223
Chapter 11 Petition Date: September 9, 2014
Court: United States Bankruptcy Court
Central District Of California (Los Angeles)
Judge: Hon. Thomas B. Donovan
Debtor's Counsel: David B Golubchik, Esq.
LEVENE, NEALE, BENDER, YOO & BRILL LLP
10250 Constellation Blvd Ste 1700
Los Angeles, CA 90067
Tel: 310-229-1234
Email: dbg@lnbyb.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Benjamin Kirk, managing member of
manager of Sunshine Valley LLC.
List of Debtor's 14 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
North America Capital LLC Loan $230,196
Golden State Granite & Marble Inc. Trade $10,000
Fry's Electronics Supplies $4,578
Travelers Trade $4,200
TelePacific Communications Utility $3,091
PG&E Utility $1,298
ThyssenKrupp Elevator Corporation Trade $1,288
California Water Service Company Utility $1,163
COMCAST Utility $738
Discount Plumbing & Rooter Company Trade $300
Immix Leasing Equipment Lease $295
Verizon Wireless Telephone $194
AT&T Utility $135
Recology San Mateo County Utility $58
BAXANO SURGICAL: Has $5.87-Mil. Net Loss in June 30 Quarter
-----------------------------------------------------------
Baxano Surgical, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $5.87 million on $4.66 million of revenue
for the three months ended June 30, 2014, compared with a net loss
of $8.53 million on $3.88 million of revenue for the same period
last year.
The Company's balance sheet at June 30, 2014, showed $42.2 million
in total assets, $24.55 million in total liabilities and
stockholders' equity of $17.65 million.
At June 30, 2014, the Company's principal sources of liquidity
consisted of cash and cash equivalents of $2.3 million and
accounts receivable, net of $3.8 million. Its independent
registered public accounting firm has indicated in its audit
report on the Company's fiscal 2013 financial statements, included
in the Company's 2013 Form 10-K, that its recurring losses and
negative cash flows from operations raise substantial doubt about
the Company's ability to continue as a going concern.
A copy of the Form 10-Q is available at:
http://is.gd/6kffou
Baxano Surgical is a medical device company focused on designing,
developing and marketing products to treat degenerative conditions
of the spine affecting the lumbar region. It markets the AxiaLIF
family of products for single and two level lumbar fusion, the VEO
lateral access and interbody fusion system, the iO-Flex minimally
invasive lumbar decompression system, the iO-Tome facetectomy
system, and the Vectre and Avatar posterior fixation systems. The
company was founded in May 2000 and is headquartered in Raleigh,
NC.
BAYONNE ENERGY: S&P Assigns 'BB' Rating on $555MM Senior Debt
-------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB'
senior secured rating and '2' recovery rating to New Jersey-based
Bayonne Energy Center LLC's $525 million term loan B and $30
million revolving credit facility. The '2' recovery rating
indicates a substantial likelihood of recovery of principal (70%
to 90%) in a default scenario. The outlook is stable.
Bayonne used issue proceeds to refinance existing debt, purchase
Hess Corp.'s 50% interest in the plant, finance the contribution
of ArcLight's tolling profits from Bayonne, and pay for certain
transaction-related expenses. ArcLight Energy Partners Fund III
L.P., a fund managed by ArcLight Capital Partners, now owns 100%
of the project.
Bayonne Energy Center is a special-purpose, bankruptcy-remote
entity that owns a 512 MW natural gas-fired power plant in
Bayonne, N.J. In May 2014, Hess Corp. agreed to sell its 50%
interest in the project to a subsidiary of ArcLight Energy
Partners Fund III L.P. (ArcLight), which already indirectly owned
50% of the project. Project assets include eight Rolls-Royce
combustion turbines, which became operational during the summer of
2012. The plant earns revenue through New York Independent System
Operator (NYISO) Zone J capacity payments, ancillary services,
energy margins, and a tolling agreement with Direct Energy
Business LLC for 62.5% of the project's capacity with initial
terms ending between 2017 and 2022, and extendable terms through
2027 and 2032. The remaining 37.5% of the project's capacity is
indirectly tolled by ArcLight. Pro forma with the financing, the
project will receive all profits from ArcLight's tolling
agreements, rendering 37.5% of Bayonne effectively merchant.
"The stable outlook reflects our expectation that Bayonne will
likely generate generally stable cash flow during the next few
years under the tolling agreement and cash flows with some
variability from merchant energy and capacity sales in Zone J,
which is constrained from additional supply and thus favorable to
Bayonne," said Standard & Poor's credit analyst Michael Ferguson.
S&P also believes the LTSA will ensure that the turbines achieve a
high level of availability consistently so that Bayonne earns the
maximum allowable capacity payment. A higher rating would require
demonstrated operating performance in line with S&P's expectations
and greater visibility going forward on Zone J capacity markets,
and greater comfort that debt per kW levels at maturity will be
materially below the current expectation of about $323.
Developments that could lead to a downgrade could be lower-than-
expected operational performance or downturns in market prices
that result in materially higher levels of debt at maturity or
leads to debt service coverage ratios dropping below 1.5x
consistently.
BLAIR LAW OFFICES: Case Summary & 17 Top Unsecured Creditors
------------------------------------------------------------
Debtor: Blair Law Offices, PLLC
P.O. Box 1716
Logan, WV 25601
Case No.: 14-20479
Chapter 11 Petition Date: September 9, 2014
Court: United States Bankruptcy Court
Southern District of West Virginia (Charleston)
Judge: Hon. Ronald G. Pearson
Debtor's Counsel: Mitchell Lee Klein, Esq.
KLEIN AND SHERIDAN LC
3566 Teays Valley Road
Hurricane, WV 25526
Tel: (304) 562-7111
Fax: (304) 562-7115
Email: swhittington@kleinandsheridan.com
Total Assets: $0
Total Liabilities: $1.44 million
The petition was signed by Johnny C. Blair, managing member.
A list of the Debtor's 17 largest unsecured creditors is available
for free at http://bankrupt.com/misc/wvsb14-20479.pdf
BMB MUNAI: Has $28,000 Net Loss for Second Quarter
--------------------------------------------------
BMB Munai, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $28,701 on $nil of revenues for the three
months ended June 30, 2014, compared to a net loss of $543,337 on
$nil of revenues for the same period last year.
The Company's balance sheet at June 30, 2014, showed $8.59 million
in total assets, $8.63 million in total liabilities and total
stockholders' deficit of $47,998.
On Sept. 19, 2011, the Company completed the sale of all of its
interests in Emir Oil. As a result of the sale, the Company has
no subsidiaries and no continuing operations that generate
positive cash flow and the Company's current liabilities now
exceed its current assets. These factors 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/LP5qmq
BMB Munai, Inc., is engaged in oil and natural gas exploration and
production through Emir Oil LLP, which was sold to a third party
entity in 2011. The Company has been focused on satisfying its
post-closing undertakings in connection with the sale of Emir Oil,
winding down its operations in Kazakhstan and exploring oil and
gas opportunities.
BROOKLAND INN: Case Summary & 6 Unsecured Creditors
---------------------------------------------------
Debtor: The Brookland Inn, LLC
3740 12th St. NE
Washington, DC 20017
Case No.: 14-00522
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: September 9, 2014
Court: United States Bankruptcy Court
for the District of Columbia (Washington, D.C.)
Judge: Hon. Martin Teel, Jr.
Debtor's Counsel: William C. Johnson, Jr., Esq.
LAW OFFICES OF WILLIAM C. JOHNSON, JR.
1101 15th St. NW, Suite 910
Washington, DC 20005
Tel: (202) 525-2958
Fax: (202) 525-2961
Email: wjohnson@dcmdconsumerlaw.com
wcjjatty@yahoo.com
Total Assets: $13,020
Total Liabilities: $1.52 million
The petition was signed by Rabindranauth Ramson, manager-member.
A list of the Debtor's six largest unsecured creditors is
available for free at http://bankrupt.com/misc/dcb14-00522.pdf
CAPITOL LITHO: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Capitol Litho Printing Corporation
aka Capitol Litho
aka CL Printing
2301 N. 16th Street
Phoenix, AZ 85006-1827
Case No.: 14-13840
Chapter 11 Petition Date: September 9, 2014
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judge: Hon. Eddward P. Ballinger Jr.
Debtor's Counsel: Thomas G. Luikens, Esq.
AYERS & BROWN, P.C.
4227 N. 32nd St., 1st Fl.
Phoenix, AZ 85018-4757
Tel: 602-468-5700
Email: Thomas.Luikens@azbar.org
tgllegalassistant@earthlink.net
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ron Perryman, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/azb14-13840.pdf
CELANESE US: Moody's Assigns Ba2 Rating on EUR300MM Senior Notes
----------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to EUR300 million
of senior unsecured notes due 2019 to be issued by Celanese US
Holdings LLC (CUSH), a wholly owned subsidiary of Celanese
Corporation. Moody's also assigned Baa3 ratings to CUSH's proposed
extension of its revolver and term loan. Celanese will be
increasing the size of their revolver to $900 million from $600
million as part of this amendment. Proceeds from the notes and
balance sheet cash will be used to repay its high cost 6.625%
notes due 2018 ($600 million principal) that become callable in
October 2014. Moody's also changed the Loss Given Default
Assessments on Celanese's existing unsecured debt as it will
comprise a smaller proportion of the debt structure.
"These actions will help Celanese offset a portion of the earnings
headwind next year brought about by the expiration of a low cost
methanol contract in mid-2015," stated John Rogers, Senior Vice
President at Moody's.
Ratings assigned
Issuer: Celanese U.S. Holdings LLC
Senior Secured Bank Revolving Credit Facility Oct 31, 2015 at
Baa3, LGD2
Senior Secured Bank Term Loan Facility at Baa3, LGD2
Senior Unsecured Euro Notes due 2019 at Ba2, LGD4
Note: Ratings on Celanese's existing secured revolver, term loan
and 2018 notes will be withdrawn upon completions of the
financing. Moody's also changed the Loss Given Default Assessments
on Celanese's existing unsecured debt as it will comprise a
smaller portion of the debt structure.
Ratings Rationale
Celanese's Ba1 Corporate Family Rating (CFR) is supported by its
size and leading global positions in the acetyl chain and
substantial operational, geographical and product diversity. The
company's elevated exposure to developing markets and investments
in new capacity with access to low-cost feedstocks is a credit
positive and bodes well for continued earnings growth over the
longer term. The company's specialty segments (Engineered
Materials and Consumer Specialties) provide more earnings
stability and greater growth potential. The rating is tempered by
meaningful exposure to volatile pricing and margins in its Acetyl
Intermediates segment, sizable debt-like liabilities, management's
lack of targeted credit metrics for the firm and the expiration of
a low cost methanol contract in 2015. Although management has
stated its desire to reduce debt and achieve an investment grade
rating, they have not provided specific details on the timing or
amount of debt repayment that will occur. The company continues to
maintain a large cash balance that will drop below $1 billion as a
result of this refinancing and debt paydown.
The Baa3 rating on the secured facility is due to its senior
position in the capital structure relative to $1.5 billion of
unsecured debt. The Ba2 rating on the unsecured notes, one notch
below the CFR, reflects the subordination relative to almost $1
billion of secured debt. If Celanese reduces secured debt by more
than $300 million, the unsecured notes would be upgraded to Ba1.
As of June 30, 2014, proforma for this refinancing, Celanese had
Debt/EBITDA of just under 3.0x and Retained Cash Flow/Debt of
nearly 18.5% which is fully supportive of a Ba1 rating. The
aforementioned metrics include Moody's standard adjustments, which
add over $2 billion of additional debt to the company's balance
sheet: $960 million for the capitalization of operating leases and
$1.1 billion for pension liabilities.
Despite Celanese's very large cash balance, Moody's does not apply
net debt metrics as further debt reduction is not a high priority
and management has not provided clear guidance on the use of cash
or its targeted financial metrics. Net debt credit metrics are
supportive of an investment grade rating but the capital
structure, with a large amount of secured debt, is not.
The principal methodology used in this rating was Global Chemical
Industry rating methodology published in December 2013. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.
Celanese Corporation, headquartered in Irving, Texas, is a leading
global producer of acetic acid, vinyl acetate monomer, emulsions,
acetate tow, engineered thermoplastics and food ingredients.
Celanese reported sales of $6.7 billion for the LTM period ended
June 30, 2014.
CHIQUITA BRANDS: Agrees to Talk With Brazilian Bidders
------------------------------------------------------
David Gelles, writing for The New York Times' DealBook, reported
that Chiquita Brands International, which until very recently was
looking to acquire an Irish rival, has agreed to enter into a
confidentiality agreement with two private Brazilian companies,
the Cutrale Group and the Safra Group, which last month made an
unexpected offer to buy the banana producer. According to the
report, Chiquita has resisted the Brazilian companies'
$611 million bid but has reversed course and is now being open to
being taken private amid a slumping share price and pressure from
two proxy advisory firms.
As previously reported by the TCR, Chiquita Brands and Fyffes have
agreed to combine their company to achieve an additional $20
million in annual cost savings by 2016. Chiquita has rejected an
unsolicited rival bid from Cutrale and Safra, which offered to pay
$13 a share or $611 million for Chiquita.
* * *
The March 17, 2014 edition of The Troubled Company Reporter
reported that Standard & Poor's Ratings Services revised its
rating outlook on Chiquita Brands International Inc. to positive
from stable. At the same time, S&P affirmed the 'B' corporate
credit rating, 'B' senior secured debt rating, and 'CCC+'
unsecured debt rating on the company.
The TCR, on Jan. 30, 2014, reported that Moody's Investors Service
changed the rating outlook for Chiquita Brands International Inc.
to stable from negative while affirming all ratings of the
company, including its B2 Corporate Family Rating (CFR) and B2-PD
Probability of Default Rating (PDR). Moody's also affirmed the
company's SGL-3 liquidity rating. The change in the outlook to
stable reflects Moody's expectation for continued improvement in
Chiquita's credit metrics, which have recently benefitted from
margin improvement largely as a result of cost saving initiatives.
The Aug. 14, 2014, edition of the TCR reported that Moody's
Investors Service views the proposed non-binding all cash bid from
Cutrale Group and Safra Group to acquire Chiquita Brands
International, Inc. favorably but it does not impact Chiquita's B2
CFR or developing outlook.
CLAIRE-MIRA LLC: Case Summary & 5 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Claire-Mira, LLC
aka Madison One Properties
21 Rough Lee Ct.
Madison, WI 53705
Case No.: 14-13884
Chapter 11 Petition Date: September 9, 2014
Court: United States Bankruptcy Court
Western District of Wisconsin (Madison)
Debtor's Counsel: Kristin J. Sederholm, Esq.
KREKELER STROTHER, S.C.
2901 West Beltline Highway, Suite 301
Madison, WI 53713
Tel: (608) 258-8555
Fax: (608) 258-8299
Email: ksederho@ks-lawfirm.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Navin Jarugumilli, trustee of Navin's
Living Trust Dated March 15, 2002.
A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/wiwb14-13884.pdf
CROWN CASTLE: S&P Raises CCR to 'BB+' on Leverage Improvement
-------------------------------------------------------------
Standard & Poor's Ratings Services said it raised the corporate
credit rating on Crown Castle International Corp. to 'BB+' from
'BB', and raised all issue-level ratings on Crown and its
subsidiaries by one notch. The outlook is stable.
"The upgrade reflects our expectations that leverage will continue
to decline, absent meaningful acquisitions, and will most likely
be sustained below 7x over the next few years," said Standard &
Poor's credit analyst Catherine Cosentino.
This view is based on S&P's operating forecast and management's
longer-term target for unadjusted leverage of 5x (about 5.5x to 6x
under Standard & Poor's adjustments). While S&P believes that
potential ongoing investments might preclude Crown Castle from
achieving these targets over the near term, S&P do not believe
that the company's financial policy will be any more aggressive
than it currently is, and could in fact moderate further over the
next few years.
The rating reflects the company's leading position among U.S.
independent wireless tower operators, highly visible revenue
growth, and its very healthy overall adjusted EBITDA margin, which
S&P expects will be about 76% in 2014, and approach 80% over the
next few years. The company continues to benefit from long-term
contracts and high renewal rates with large telecom carrier
customers, leading to high predictability and stability of cash
flows. The business also has very high barriers to entry.
The stable outlook reflects high visibility in the company's
operating performance due to long-term contracts with annual
escalators. S&P expects continued healthy cash flow growth over
the next few years due to the high incremental margin associated
with adding tenants to existing towers, as well as potential
investments over the next few years.
An upgrade could occur if the company is able to demonstrate that
it can maintain leverage below 6x on an ongoing basis. If the
company were to pursue a debt-funded acquisition that temporarily
increased leverage to the mid-6x range, S&P could still raise the
ratings if it expected subsequent growth to lead to leverage
improvement below 6x. This scenario would be predicated on the
company achieving and maintaining its stated leverage targets.
A downgrade is unlikely over the intermediate term, and would most
likely result if the company were to adopt a more aggressive
financial policy, including funding its REIT distributions and
stock repurchases with additional debt such that S&P would expect
leverage to increase to 8x or higher.
CROWNE GROUP: Moody's Assigns Caa2 Rating on $90MM 2nd Lien Debt
----------------------------------------------------------------
Moody's Investors Service assigned ratings to Crowne Group, LLC
-- Corporate Family and Probability of Default Ratings at B3, and
B3-PD respectively. In a related action Moody's assigned a B2
rating to Crowne's new $290 million first lien senior secured term
loan B and a Caa2 rating to the new $90 million second lien senior
secured term loan C. Net proceeds from the term loans are expected
to be used to finance the purchase of Trico Products Corporation
("Trico"), a leading manufacturer and distributor of windshield
wiper blades and windshield wiper systems/components in North
America, refinance existing debt, and pay related fees and
expenses. The rating outlook is stable.
The following ratings were assigned:
Crowne Group, LLC
Corporate Family Rating, at B3;
Probability of Default, at B3-PD;
B2 (LGD3), to the new $290 million first lien senior secured
term loan B;
Caa2 (LGD5), to the new $90 million second lien senior secured
term loan C.
The $75 million asset based revolving credit facility is not rated
by Moody's.
Ratings Rationale
Crowne's B3 Corporate Family Rating incorporates the company's
aggressive acquisition growth strategy over the recent years, and
its resulting high leverage, balanced by relatively strong profit
margins and exposure to both the automotive OEMs and automotive
aftermarket. Moody's estimates that through acquisitions Crowne
has doubled its size during the 2012 -2013 time frame. The
acquisition of Trico is expected to again more than double the
company's 2013 revenues. Upon completion of the acquisition,
Crowne will diversify its product mix into windshield wipers (45%
of pro forma LTM revenues), tubing products (19%), fuel pumps
(19%), injection molded products (9%), and gas springs (7%) with
an estimated LTM revenue run-rate, by management, of about $668
million as of May 2014. Moody's estimates that the resulting pro
forma LTM Debt/EBITDA leverage as of May 2014 (inclusive of
Moody's standard adjustments) to be well over 6x, incorporating a
portion of management's expected synergies, certain adjustments
and adjusted debt of about $170 million for accounts receivable
factoring.
The ratings benefit from the balance of industry exposure to the
more stable and usually higher margin automotive aftermarket,
estimated to be about 56% of revenues on a pro forma basis. In
addition, the reported EBITA profit margin on an LTM basis of the
combined companies' under the Automotive Parts Supplier
methodology was in the higher end of the B rating range for this
rating factor category. Moody's notes that this incorporates the
availability of only one year of audited financial statements for
Crowne. Continued improvement in reported profit levels through
synergies, and other operating improvements are expected to
further strengthen Crowne's position in this rating factor
category.
The stable outlook incorporates the combined company's recent
profit margin performance and the risks around the integration of
the acquired businesses and related implementation of synergies.
Crowne is anticipated to have an adequate liquidity profile over
the near-term supported by a $75 million asset based revolving
credit facility and operating flexibility under it the secured
credit facilities. The asset based revolving credit facility is
expected to be unused at closing and is estimated to have
borrowing base availability to support access to the entire
commitment. The financial covenant under the asset based revolver
is anticipated to be a Springing Fixed Charge Coverage Ratio
trigger when availability drops below certain levels which is
unlikely to occur over the near-term. The senior secured term
loans are not expected to have financial maintenance covenants.
However, Crowne's liquidity profile is weighed by the lack of
demonstrated positive free cash flow through the recent history of
significant acquisitions, and a high level of accounts receivable
factoring. While management anticipates significant run-rate
operating levels, and synergies, to support positive free cash
generation, there is limited demonstrated ability to deliver these
results. Crowne also factors about $170 million of customer
accounts receivables which are accounted for as true sales. Yet,
Moody's views these amounts as potential financing requirements
given their recurring nature and their customer relationship
importance. If the market for the factored accounts receivables
were to be disrupted, a combination of renegotiated terms and/or
alternative financing would be required over the near-term to
support liquidity needs.
Developments that could lead to a higher outlook or ratings
include demonstrated profit improvement resulting from anticipated
run-rate and synergistic actions. Moody's will look for a
discipline of Debt/EBITDA, inclusive of restructuring charges and
factored accounts receivables, below 5x and EBITA/Interest
approaching 3x, while maintaining an adequate liquidity profile.
Developments that could lead to a lower outlook or ratings include
deterioration in automotive industry conditions or the company's
integration process leading to in Moody's belief that Debt/EBITDA
will be sustained above 6.0x inclusive of restructuring charges
and factored accounts receivables, or EBITA/Interest sustained
below 2x, or a deteriorating liquidity profile.
Crowne Group, LLC, headquartered in Cleveland, Ohio, is a leading
manufacturer and distributor of both aftermarket and original
equipment ("OE") component parts for the automotive and other
industrial equipment market. Crowne's revenues in 2013 were
approximately $212 million. Trico's revenues in 2013 were
approximately $300 million. Crowne is owned by the company's
Chairman, President & CEO.
DELPHI CORP: Rodney O'Neal to Retire, Kevin Clark Named Successor
-----------------------------------------------------------------
Jeff Bennett, writing for The Wall Street Journal, reported that
Delphi Automotive PLC Chief Executive Rodney O'Neal -- a veteran
of the auto-parts supplier who remained with the company as it
restructured itself during a hard-fought bankruptcy -- will retire
in March 2015 and financial chief Kevin Clark will assume the role
of chief operating officer on Oct. 1 and succeed Mr. O'Neal upon
his retirement. According to the report, the leadership change
comes as Delphi accelerates its efforts to become a dominant
seller of in-car technologies.
About Delphi Corp.
Based in Troy, Michigan, Delphi Corporation --
http://www.delphi.com/-- is a global supplier of electronics and
technologies for automotive, commercial vehicle and other market
segments. Delphi operates major technical centers, manufacturing
sites and customer support facilities in 30 countries.
The Company filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead
Case No. 05-44481) on Oct. 8, 2005. John Wm. Butler Jr., Esq.,
John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps,
Slate, Meagher & Flom LLP, represented the Debtors in their
restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A.
Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP,
represented the Official Committee of Unsecured Creditors. As of
June 30, 2008, the Debtors' balance sheet showed US$9,162,000,000
in total assets and US$23,742,000,000 in total debts.
The Court confirmed Delphi's plan on Jan. 25, 2008. The Plan
was not consummated after a group led by Appaloosa Management,
L.P., backed out from their proposal to provide US$2,550,000,000
in equity financing to Delphi. At the end of July 2009, Delphi
obtained confirmation of a revised plan, build upon a sale of the
assets to an entity formed by some of the lenders who provided
$4 billion of debtor-in-possession financing, and General Motors
Company.
On Oct. 6, 2009, Delphi's Chapter 11 plan of reorganization became
effective. A Master Disposition Agreement executed among Delphi
Corporation, Motors Liquidation Company, General Motors Company,
GM Components Holdings LLC, and DIP Holdco 3, LLC, divides
Delphi's business among three separate parties -- DPH Holdings
LLC, GM Components, and DIP Holdco 3.
Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings is
responsible for the post-Effective Date administration and
eventual closing of the Chapter 11 cases as well as the
disposition of certain retained assets and payment of certain
retained liabilities as provided under the Modified Plan.
Delphi Automotive PLC is UK-based company formed in May 2011 as a
holding company for US-based automotive parts manufacturer Delphi
Automotive LLP. Delphi Automotive LLP is the successor to the
former Delphi Corporation. At the time of its formation, Delphi
Automotive PLC filed an initial public offering seeking to raise
at least $100 million.
* * *
The Troubled Company Reporter, on Feb. 10, 2014, reported that
Moody's Investors Service upgraded Delphi Corporation's senior
unsecured notes, moving to Baa3 from Ba1. Delphi Corporation is
the U.S. based subsidiary of Delphi Automotive PLC (Delphi). In a
related action, the ratings of the senior bank credit facilities
were lowered to Baa3 from Baa2, reflecting the release of
collateral supporting the facilities. Delphi's Corporate Family,
Probability of Default, and Speculative Grade Ratings have been
withdrawn. The rating outlook is stable.
DETROIT, MI: Reaches Tentative Agreement with Syncora
-----------------------------------------------------
Matthew Dolan, writing for The Wall Street Journal, reported that
the city of Detroit and its bond insurer, Syncora Capital
Assurance and Syncora Guarantee, filed papers in bankruptcy court
asking U.S. Bankruptcy Judge Steven Rhodes to put on hold a trial
over the feasibility of the city's plan of adjustment and said
they have reached a tentative agreement. According to the
Journal, no details about the proposed deal were release in the
court motion but the tentative deal calls for paying Syncora
around 20 cents on the dollar of what the city owes the insurer.
Mary Williams Walsh and Monica Davey, writing for The New York
Times' DealBook, reported that the parties said the pause of the
trial was needed to work out conditions and logistics of the deal,
adding that "if this agreement is finalized within this time
period as we expect, it will profoundly alter the course of the
proceeding and the litigation plans of the remaining parties."
About City of Detroit, Michigan
The City of Detroit, Michigan, weighed down by more than
$18 billion in accrued obligations, sought municipal bankruptcy
protection on July 18, 2013, by filing a voluntary Chapter 9
petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit listed
more than $1 billion in both assets and debts.
Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition. Detroit is represented by
lawyers at Jones Day and Miller Canfield Paddock and Stone PLC.
Michigan Governor Rick Snyder authorized the bankruptcy filing.
The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.
The City's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing. Debt service consumes
42.5 percent of revenue. The city has 100,000 creditors and
20,000 retirees.
The Hon. Steven Rhodes oversees the bankruptcy case. Detroit is
represented by David G. Heiman, Esq., and Heather Lennox, Esq., at
Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day,
in Los Angeles, California; and Jonathan S. Green, Esq., and
Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone
PLC, in Detroit, Michigan.
Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.
Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.
A nine-member official committee of retired workers was appointed
in the case. The Retirees' Committee is represented by Dentons US
LLP. Lazard Freres & Co. LLC serves as the Retiree Committee's
financial advisor.
* * *
Standard & Poor's Ratings Services, on Sept. 5, 2014, raised its
ratings on five bond CUSIPs of Detroit's outstanding sewerage
disposal and water supply revenue bonds to 'BBB+' from 'D' as S&P
indicated it would do in its report dated Aug. 28, 2014. The
outlook is stable.
Standard & Poor's Ratings Services, on Sept. 4, 2013, lowered its
ratings on five CUSIPs of Detroit's outstanding sewerage disposal
and water supply revenue bonds to 'D' from 'CC', as S&P indicated
it would do in its report dated Aug. 28, 2014.
DETROIT, MI: To Transfer Water Department to Regional Authority
---------------------------------------------------------------
Matthew Dolan, writing for The Wall Street Journal, reported that
the city of Detroit sealed a deal to put its water and sewer
system that falls outside city limits under regional control and
maintain its own water and sewer system within the city.
According to the report, a new regional authority with appointees
from the suburbs would lease its portion of the system from the
city at a cost of $50 million a year for the next four decades.
The authority also would set up a $4.5 million annual fund to aid
residents who have trouble paying their water bills, the Journal
said.
About City of Detroit, Michigan
The City of Detroit, Michigan, weighed down by more than
$18 billion in accrued obligations, sought municipal bankruptcy
protection on July 18, 2013, by filing a voluntary Chapter 9
petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit estimated
more than $1 billion in both assets and debts.
Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition. Detroit is represented by
lawyers at Jones Day and Miller Canfield Paddock and Stone PLC.
Michigan Governor Rick Snyder authorized the bankruptcy filing.
The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.
The City's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing. Debt service consumes
42.5 percent of revenue. The city has 100,000 creditors and
20,000 retirees.
The Hon. Steven Rhodes oversees the bankruptcy case. Detroit is
represented by David G. Heiman, Esq., and Heather Lennox, Esq., at
Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day,
in Los Angeles, California; and Jonathan S. Green, Esq., and
Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone
PLC, in Detroit, Michigan.
Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.
Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.
A nine-member official committee of retired workers was appointed
in the case. The Retirees' Committee is represented by Dentons US
LLP. Lazard Freres & Co. LLC serves as the Retiree Committee's
financial advisor.
* * *
Standard & Poor's Ratings Services, on Sept. 5, 2014, raised its
ratings on five bond CUSIPs of Detroit's outstanding sewerage
disposal and water supply revenue bonds to 'BBB+' from 'D' as S&P
indicated it would do in its report dated Aug. 28, 2014. The
outlook is stable.
Standard & Poor's Ratings Services, on Sept. 4, 2013, lowered its
ratings on five CUSIPs of Detroit's outstanding sewerage disposal
and water supply revenue bonds to 'D' from 'CC', as S&P indicated
it would do in its report dated Aug. 28, 2014.
DETROIT, MI: Joinders to Plan Objection Dismissed as Untimely
-------------------------------------------------------------
U.S. Bankruptcy Judge Steven Rhodes, presiding over the Chapter 11
case of the City of Detroit, Michigan, found that several
objections were filed after the July 11, 2014, deadline set by the
Court for individual retirees to file plan objections and the
objecting parties have not established cause to file an untimely
objection. Accordingly, it is ordered that the joinders in Cecily
R. McClellan's objections to Detroit's Fourth Amended Plan of
Adjustment filed are overruled as untimely.
In addition, several parties have filed a "Joinder in Michael J.
Karwoski's and John P. Quinn's Objections to Fourth amended Plan
of Adjustment." These objections were filed after the July 11,
2014, deadline set by the Court for individual retirees to file
objections to the plan and the objecting parties have not
established cause to file an untimely objection. Accordingly, it
is ordered that the joinders in Michael J. Karwoski's and John P.
Quinn's objections to the Fourth Amended Plan of Adjustment are
overruled as untimely.
About City of Detroit, Michigan
The City of Detroit, Michigan, weighed down by more than
$18 billion in accrued obligations, sought municipal bankruptcy
protection on July 18, 2013, by filing a voluntary Chapter 9
petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit listed
more than $1 billion in both assets and debts.
Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition. Detroit is represented by lawyers
at Jones Day and Miller Canfield Paddock and Stone PLC.
Michigan Governor Rick Snyder authorized the bankruptcy filing.
The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.
The City's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing. Debt service consumes
42.5 percent of revenue. The city has 100,000 creditors and
20,000 retirees.
The Hon. Steven Rhodes oversees the bankruptcy case. Detroit is
represented by David G. Heiman, Esq., and Heather Lennox, Esq., at
Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day,
in Los Angeles, California; and Jonathan S. Green, Esq., and
Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone
PLC, in Detroit, Michigan.
Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.
Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.
A nine-member official committee of retired workers was appointed
in the case. The Retirees' Committee is represented by Dentons US
LLP. Lazard Freres & Co. LLC serves as the Retiree Committee's
financial advisor.
DETROIT, MI: Court Orders Reinstatement of Class 1A Claims
----------------------------------------------------------
A bankruptcy judge entered an order granting the City of Detroit's
motion to issue bonds to fund the purchase or optional redemption
of Detroit Water and Sewerage Department-tendered bonds. The
period to tender bonds closed on Aug. 21, 2014.
The city has reached agreement with U.S. Bank NA, bond insurers,
and members of the bondholder committee. The agreement involves a
tender transaction related to DSWD bonds, which was incorporated
in the city's plan filed on Aug. 20. Under the plan, if the city
votes to accept the purchase of the tendered bonds and a
settlement date is finalized, claims of the bondholders will be
reinstated.
As of the Tender Expiration Date, pursuant to the DWSD Tender,
holders of bonds tendered $1,467,670,000 of bonds. The City
accepted the DWSD Tendered Bonds for purchase or optional
redemption on August 22, 2014.
On Sept. 4, 2014, the City (i) issued 2014 Revenue and Revenue
Refinancing Bonds on the terms approved by this Court in the
Order, (ii) closed the purchase of the DWSD Tendered Bonds and the
refunding of certain other callable bonds and (iii) funded the
Settlement Date Fee Payments. Pursuant to the Plan, as of the
Settlement Date, the allowed claims in Class 1A are Unimpaired
within the meaning of Section 1124 of the Bankruptcy Code and,
upon the occurrence of the Effective Date, will be Reinstated.
As of the Settlement Date, the DWSD Plan Objections are deemed to
be withdrawn.
About City of Detroit, Michigan
The City of Detroit, Michigan, weighed down by more than
$18 billion in accrued obligations, sought municipal bankruptcy
protection on July 18, 2013, by filing a voluntary Chapter 9
petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit listed
more than $1 billion in both assets and debts.
Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition. Detroit is represented by
lawyers at Jones Day and Miller Canfield Paddock and Stone PLC.
Michigan Governor Rick Snyder authorized the bankruptcy filing.
The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.
The City's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing. Debt service consumes
42.5 percent of revenue. The city has 100,000 creditors and
20,000 retirees.
The Hon. Steven Rhodes oversees the bankruptcy case. Detroit is
represented by David G. Heiman, Esq., and Heather Lennox, Esq., at
Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day,
in Los Angeles, California; and Jonathan S. Green, Esq., and
Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone
PLC, in Detroit, Michigan.
Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.
Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.
A nine-member official committee of retired workers was appointed
in the case. The Retirees' Committee is represented by Dentons US
LLP. Lazard Freres & Co. LLC serves as the Retiree Committee's
financial advisor.
DIGITAL DOMAIN: Committee Seeks Approval of Sealed Settlements
--------------------------------------------------------------
DDMG Estate, formerly known as Digital Domain Media Group, Inc.,
and its Official Committee of Unsecured Creditors seek approval
from the bankruptcy court of settlement agreements, filed under
seal, between the Committee and defendants in adversary
proceedings filed in the Chapter 11 cases.
The Creditors Committee was authorized to bring adversary
proceedings on behalf of the Debtors' Chapter 11 estates. The
Committee commenced proceedings to avoid and recover alleged
transfers of interests in property of the Debtors' estates made to
or for the benefit of the Defendant in the 90 days prior to the
Petition Date. The defendants in the adversary proceedings have
generally asserted that the transfers are not avoidable and,
accordingly, assert that they have no liability to the Debtors.
William A. Hazeltine, Esq., of Sullivan Hazeltine Allinson LLC,
representing the Committee, tells the Court that each of the
settlement agreements clearly falls within the range of
"reasonableness."
The parties do not dispute that there are applicable defenses,
although the parties dispute what liability remains after taking
into consideration these factors. While the Committee believes
that it would likely succeed in avoiding some of the transfers in
each adversary proceeding, the results of the adversary
proceedings if they proceeded to trial and judgment are far from
certain.
Continuing with the pending litigation could be very costly and
deplete the remaining resources available for distribution to
creditors without any guarantee of any recovery. But approval of
the settlement agreements will allow the Debtors to pay
administrative expenses.
About Digital Domain
Port St. Lucie, Florida-based Digital Domain Media Group, Inc. --
http://www.digitaldomain.com/-- engaged in the creation of
original content animation feature films, and development of
computer-generated imagery for feature films and trans-media
advertising primarily in the United States.
Digital Domain Media Group, Inc. and 13 affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on
Sept. 11, 2012, to sell its business for $15 million to
Searchlight Capital Partners LP, subject to higher and better
offers. The Company disclosed assets of $205 million and
liabilities totaling $214 million.
The Debtors also have sought ancillary relief in Canada, pursuant
to the Companies' Creditors Arrangement Act in the Supreme Court
of British Columbia, Vancouver Registry.
Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the
Debtors. FTI Consulting, Inc.'s Michael Katzenstein is the chief
restructuring officer. Kurtzman Carson Consultants LLC is the
claims and notice agent. An official committee of unsecured
creditors appointed in the case is represented by lawyers at
Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP.
At a bankruptcy auction, the principal part of the business was
purchased by a joint venture between Galloping Horse America LLC,
an affiliate of Beijing Galloping Horse Co., and an affiliate of
Reliance Capital Ltd., based in Mumbai. The $36.7 million total
value of the contact includes $3.6 million to cure defaults on
contracts and $2.9 million in reimbursement of payroll costs. As
the result of a settlement negotiated by the unsecured creditors'
committee with secured lenders, there will be some recovery for
the committee's constituency.
DOGWOOD PROPERTIES: Seeks Final Decree Closing Chapter 11 Case
--------------------------------------------------------------
Dogwood Properties GP asks the Hon. Jennie D. Latta of the U.S.
Bankruptcy Court for the Western District of Tennessee to issue a
final decree closing its Chapter 11 bankruptcy case, stating that
the case has been fully administered, that any required deposits
have been distributed, and that a final report has been filed.
As reported in the Troubled Company Reporter on Aug. 27, 2014,
Judge Latta has entered an order confirming the Debtor's Third
Amended Plan of Reorganization.
The Court also has approved an agreed order modifying the Plan to
provide for payment to Michael Murphy of post-petition attorney
fees in the amount of $2,500 upon Confirmation of the Plan. The
Plan was modified to add the following language to Paragraph 4.17
of the Plan with regard to the Class 17 Claim of Michael Murphy:
"Upon Confirmation of the Plan, Debtor shall pay creditor post-
petition attorney fees in the amount of $2,500."
The Plan will be carried out and funded by future rental income
generated by the Debtor. Under the Plan, unsecured priority
claims (Class 2) will be paid in full within 60 months following
the Petition Date of Feb. 16, 2013. Holders of general unsecured
claims (Class 23) will recover 100% in 360 equal monthly
installments beginning on or before 90 days after the Effective
Date of the Plan without interest. The existing equity interest
in the Debtor (Class 24) will be retained.
Cash Collateral Use
The Court entered on July 18, 2014, an agreed final order on the
Debtor's motion to use cash collateral of RREF RB Acquisitions,
LLC dba Rialto Capital.
RREF is a secured creditor of the Debtor and holds first priority
deeds of trust on certain real property owned by the Debtor. The
indebtedness owed by the Debtor to RREF relating to the RREF
Properties has been personally guaranteed by Philip C.
Chamberlain, II, and Jon E. McCreery. According to the Debtor's
schedules, the RREF Properties have a value of $1.53 million.
RREF has filed a proof of claim for $2.38 million. Consequently,
there is no equity in the RREF Properties.
Termination of Automatic Stay
On July 18, the Court also granted RREF's motion to terminate the
automatic stay. The automatic stay is terminated as to RREF, the
RREF Properties, and the proceeds thereof effectively immediately
so that RREF is not stayed for 14 days before exercising its
rights and remedies including, without limitation, the right to
give notices or issue communications to Debtor as are necessary or
appropriate in order for RREF to exercise its remedies. The
Debtor and Guarantors are released from personal liability on the
indebtedness. RREF is released from any claims or causes of
action that would impair, impede or deprive RREF from foreclosing
on the RREF Properties and applying the proceeds thereof to the
indebtedness secured by the deeds of trust on the RREF Properties.
About Dogwood Properties
Dogwood Properties, G.P., owns and operates 110 single-family
rental homes, all located in Shelby and DeSoto counties in
Tennessee. The total value of its real estate holdings is
estimated to be $9,985,000. Dogwood has nine secured lenders who
are owed a total of approximately $14,486,000.
Dogwood Properties filed a Chapter 11 petition (Bankr. W.D. Tenn.
Case No. 13-21712) on Feb. 16, 2013. Judge Jennie D. Latta
presides over the case. Russell W. Savory, Esq., at Gotten,
Wilson, Savory & Beard, PLLC, serves as the Debtor's counsel.
DOLPHIN DIGITAL: Late 2013 10-Q Reports Show $1.99MM Loss
---------------------------------------------------------
Dolphin Digital Media Inc., reported a net loss of $907,764 on
$769,620 of revenues for the three months ended March 31, 2013,
compared with a net loss of $956,575 on $nil of revenues for the
same period in 2012.
Dolphin Digital disclosed a net loss of $637,517 on $517,560 of
total revenues for the three months ended June 30, 2013, compared
to a net loss of $455,406 on $998,582 of total revenues for the
same period in 2012.
Dolphin Digital reported a net loss of $441,430 on $505,950 of
total revenues for the three months ended Sept. 30, 2013, compared
with a net loss of $1.23 million on $2.09 million of total
revenues for the same period in 2012.
The Company's balance sheet at Sept. 30, 2013, showed
$2.11 million in total assets, $8.55 million in total liabilities
and total stockholders' deficit of $6.43 million.
The Company has incurred a net loss for the nine months ended
Sept. 30, 2013 of $1.99 million. As of Sept. 30, 2013, the
Company recorded an accumulated deficit of $36.21 million.
Further, the Company has inadequate working capital to maintain or
develop its operations, and it is dependent upon funds from
private investors and the support of certain stockholders. These
factors raise substantial doubt about the ability of the Company
to continue as a going concern.
A copy of the Form 10-Q for the first quarter of 2013 is available
at http://is.gd/bAZ2Mr
A copy of the Form 10-Q for the second quarter of 2013 is
available at http://is.gd/WKjn0Q
A copy of the Form 10-Q for the third quarter of 2013 is available
at http://is.gd/ltOHj8
About Dolphin Digital
Coral Gables, Florida-based Dolphin Digital Media, Inc., is
dedicated to the twin causes of online safety for children and
high quality digital entertainment. By creating and managing
child-friendly social networking websites utilizing state-of the-
art fingerprint identification technology, Dolphin Digital Media,
Inc. has taken an industry-leading position with respect to
internet safety, as well as digital entertainment.
In their report on the consolidated financial statements for the
year ended Dec. 31, 2012, Crowe Horwath LLP expressed substantial
doubt about the Company's ability to continue as a going concern,
citing that the Company has incurred net losses, negative cash
flows from operations and does not have sufficient working
capital.
The Company reported a net loss of $3.39 million on $3.86 million
of revenues in 2012, compared with a net loss of $1.23 million on
$472,824 of revenues in 2011.
EMMAUS LIFE: Has $7.38-Mil. Net Loss in Q2 Ended June 30
--------------------------------------------------------
Emmaus Life Sciences, Inc., filed its quarterly report on Form 10-
Q, disclosing a net loss of $7.38 million on $107,404 of net
revenues for the three months ended June 30, 2014, compared with a
net loss of $3.66 million on $91,208 of net revenues for the same
period last year.
The Company's balance sheet at June 30, 2014, showed $5.82 million
in total assets, $25.26 million in total liabilities, and a
stockholders' deficit of $19.44 million.
The Company had losses for the six months ended June 30, 2014
totaling $14.12 million. In addition, the Company has a
significant amount of notes payable and other obligations due
within this year and is projecting that its operating losses and
expected capital needs will exceed its existing cash balances and
cash expected to be generated from operations for the foreseeable
future, including the expected costs relating to the
commercialization of the Company's pharmaceutical grade L-
glutamine treatment for SCD. In order to meet the Company's
expected obligations, management intends to raise additional funds
through equity and debt financings and partnership agreements.
However, there can be no assurance that the Company will be able
to complete any additional equity or debt financings or enter into
partnership agreements. Therefore, due to the uncertainty of the
Company's ability to meet its current operating and capital
expenses, there is substantial doubt about the Company's ability
to continue as a going concern, as the continuation and expansion
of its business is dependent upon obtaining further financing,
successful and sufficient market acceptance of its products, and
finally, achieving a profitable level of operations.
A copy of the Form 10-Q is available at:
http://is.gd/GCoeua
Torrance, California-based Emmaus Life Sciences, Inc. is engaged
in the discovery, development and commercialization of treatments
and therapies for rare and orphan diseases. The Company is
focused on developing a drug for sickle cell disease, a genetic
blood disorder.
ENERGY FOCUS: Reports $622K Net Loss for Q2 Ended June 30
---------------------------------------------------------
Energy Focus, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $622,000 on $6.7 million of net sales for
the three months ended June 30, 2014, compared with a net loss of
$679,000 on $5.65 million of net sales for the same period last
year.
The Company's balance sheet at June 30, 2014, showed $11.6 million
in total assets, $6.11 million in total liabilities, and
stockholders' equity of $5.47 million.
According to the regulatory filing, there is a risk that its
business may not be as successful as the Company envisions. Its
independent registered public accounting firm has issued an
opinion in connection with the Company's 2013 Annual Report
raising substantial doubt as to the Company's ability to continue
as a going concern. This opinion stems from its historically poor
operating performance, and historical inability to generate
sufficient cash flow to meet obligations and sustain operations
without obtaining additional external financing.
A copy of the Form 10-Q is available at:
http://is.gd/QMsSWU
About Energy Focus, Inc.
Solon, Ohio-based Energy Focus, Inc. (OTC QB: EFOI) and its
subsidiaries engage in the design, development, manufacturing,
marketing, and installation of energy-efficient lighting systems
and solutions.
Going Concern Doubt
Energy Focus, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $4.07 million on $4.92 million of net
sales for the three months ended March 31, 2014, compared with a
net loss of $1.43 million on $4.46 million of net sales for the
same period in 2013.
The Company's balance sheet at March 31, 2014, showed $10.44
million in total assets, $5.32 million in total liabilities, and
stockholders' equity of $5.12 million.
The Company's independent public accounting firm has issued an
opinion in connection with the company's 2013 Annual Report on
Form 10-K raising substantial doubt as to its ability to continue
as a going concern.
ENPRO INDUSTRIES: Moody's Assigns 'B1' Corporate Family Rating
--------------------------------------------------------------
Moody's assigned a B1 Corporate Family Rating and B1-PD
Probability of Default Rating to EnPro Industries, Inc. ("EnPro")
as well as a B1 rating to the proposed senior unsecured notes.
Moody's also assigned a SLG-2 Speculative Grade Liquidity Rating.
EnPro plans to utilize the note proceeds to refinance its existing
debt and increase its cash balance, which Moody's anticipates will
be utilized for acquisitions. The ratings outlook is stable.
Moody's assigned the following first-time ratings to EnPro
Industries, Inc.:
Corporate Family Rating: Assigned B1
Probability of Default: Assigned B1-PD
$300 million Senior Notes, Assigned B1, LGD-3
Speculative Grade Liquidity Rating, Assigned SGL-2
Outlook, Assigned: Stable
Ratings Rationale
The B1 CFR considers the company's respectable scale and position
in its niche markets, including engineered seals used in many
industries, truck wheel and suspension components, compressor
parts, and diesel engines., Leverage is high with Moody's expected
2015 debt-to-EBITDA leverage over 4.0x, EBITA/Interest around
2.5x, and funds from operations to adjusted debt around 15%.
Subsidiary GST LLC (GST) has been operating under protection of
bankruptcy court since 2010 as the subsidiary manages its asbestos
liabilities. EnPro operates the GST business as an integrated
operation with its other subsidiaries, even though GST is treated
as an equity investment in EnPro's financial statements. GST
received a relatively favorable ruling in January 2014 regarding
its asbestos liability amount and has considerable assets to fund
an asbestos trust. However, Moody's notes ultimate liability will
remain unresolved until the bankruptcy court approves a proposed
plan of reorganization or the company reaches a consensual deal,
the timeframe of which remains unknown. Because it is unclear if
there will be residual value to EnPro when GST emerges from
bankruptcy, Moody's' analysis focused on the performance of EnPro
excluding GST while concurrently concluding it is unlikely the GST
liability will adversely impact the company's consolidated
financial profile given the assets at GST and EnPro's liquidity
position.
The stable rating outlook reflects Moody's expectation for annual
organic revenue growth around 2-4% over the coming 18 months and
for acquisitions to bolster the company's scale and product
portfolio. Financial metrics are expected to modestly improve as
earnings increase while debt remains fairly steady. The outlook
anticipates EnPro will not receive cash from GST and that it
remains an unconsolidated equity investment in the company's
financial results.
Moody's views the company's liquidity as good, as denoted by the
SGL-2 rating. Near full availability under the $300 million
revolver plus about $150 million balance sheet cash following the
bond offering backstop the rating. Revolver covenant compliance
should be strong and offshore assets provide alternative
liquidity.
The ratings could be upgraded if the asbestos litigation were
concluded with the liability set at a level which led to
consolidation of GST's financial performance and little change to
EnPro's debt profile. Ratings could also be upgraded if Moody's
were to expect the financial ratios to improve such that adjusted
debt-to-EBITDA leverage would be sustained at or below 3.5x,
EBITDA interest coverage approaches 3.0x, while free cash flow to
adjusted debt exceeded 10%. The ratings could be downgraded if the
company's financial policy became more aggressive, including an
expectation for leverage to be sustained over 5.0x, which Moody's
views as most likely to occur through a debt funded acquisitions.
Asbestos liabilities are unlikely to lead to a rating downgrade
unless they are materially worse than Moody's expects.
The principal methodology used in this rating was Global
Manufacturing Companies published in July 2014. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.
Charlotte, NC-based EnPro Industries, Inc. manufactures and
markets a variety of engineered products, including seals,
bearings, gaskets, and diesel engines under various brands. The
publically listed company reported revenue of approximately $1.1
billion in the twelve months ending June 30, 2014.
ESTERLINE TECHNOLOGIES: Business Plan No Impact on Moody's CFR
--------------------------------------------------------------
Moody's Investors Service said that Esterline Technologies
Corporation's recent announcement that it approved a plan to sell
certain of its businesses is a credit positive event. However,
Esterline's ratings including its Ba1 Corporate Family Rating
("CFR"), Ba2 unsecured notes rating, SGL-2 speculative grade
liquidity rating and stable outlook are unaffected.
Esterline Technologies Corporation, headquartered in Bellevue WA,
serves primarily aerospace and defense customers with products for
avionics, propulsion and guidance systems. The company operates in
three business segments: Avionics and Controls, Sensors and
Systems and Advanced Materials. Revenues for the twelve months
ending August 1, 2014 totaled $2.1 billion.
EXCEL MILLWORK: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Excel Millwork & Moulding, Inc
Post Office Box 529
Midway, FL 32343
Case No.: 14-40527
Chapter 11 Petition Date: September 9, 2014
Court: United States Bankruptcy Court
Northern District of Florida (Tallahassee)
Judge: Hon. Karen K. Specie
Debtor's Counsel: Robert C. Bruner, Esq.
ROBERT C. BRUNER, ATTORNEY
261 Pinewood Drive
Tallahassee, FL 32303
Tel: 850-385-0342
Fax: 850-270-2441
Email: RobertCBruner@hotmail.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Scott Campbell, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flnb14-40527.pdf
FHC HEALTH: Moody's Assigns B1 CFR & Rates $350MM Sr. Debt B1
-------------------------------------------------------------
Moody's Investors Service assigned FHC Health Systems, Inc. (New)
(to be renamed "Beacon Health Options") a B1 Corporate Family
Rating and B1-PD Probability of Default Rating. In a related
action, Moody's assigned B1 ratings to the company's proposed $65
million senior secured revolving credit facility and $350 million
senior secured term loan. The rating outlook is stable.
Proceeds from the proposed transaction, along with a sustantial
infusion of cash equity from Bain Capital Partners, LLC and
Diamond Castle Holding, LLC, will be used to effect the merger
between FHC Health Systems (dba ValueOptions) and Beacon Health
Strategies. The pro-forma combined company, FHC Health Systems
(New), is expected to be renamed Beacon Health Options upon
closing of the acquisition, which is expected to occur during
October 2014.
The following rating actions were taken:
Corporate Family Rating, assigned at B1;
Probability of Default Rating, assigned at B1-PD;
$65 million senior secured revolving credit facility, assigned
B1 (LGD3);
$350 million senior secured term loan, assigned B1 (LGD3);
Outlook, stable.
All existing ratings for the predecessor FHC Health Systems, Inc.
will be withdrawn upon close of the proposed transaction.
Ratings Rationale
The B1 Corporate Family Rating of FHC Health Systems (New) (to be
renamed Beacon Health Options) reflects high revenue concentration
as well as the company's reliance on certain key contracts. The
company's low margin, a result of the high level of revenue
contributed from risk-based contracts that include medical costs
in their rates, also weighs on the ratings. Offsetting some of
these risks is the company's scale with nearly $2 billion in
revenue, as well as positive industry trends related to the Mental
Health Parity Act and the Affordable Care Act, including Medicaid
expansion, that are expected to widen the company's customer base
and increase demand for its products and services. The rating also
derives support from debt leverage and coverage metrics (debt-to-
EBITDA, free cash flow-to-debt and [EBITDA-CAPEX]-to-interest
expense) that are strong for the rating category and from the
expectation that these metrics will continue to improve, including
the expectation for synergies from the business combination.
The stable outlook reflects the company's good liquidity profile
with the expectation that the company will continue to maintain
strong adjusted credit metrics, generate positive free cash flow,
and reduce debt.
The ratings could be downgraded if the company is unable to renew
existing contracts or win sufficient new contracts to offset
potential losses in revenue and EBITDA such that adjusted debt to
EBITDA were to increase to over 4 times. Additional margin
pressure and/or a deterioration in the company's ability to
generate positive free cash flow and maintain sufficient liquidity
could also negatively affect the rating. Lastly, debt financed
dividends and/or acquisitions could also lead to a downgrade.
A positive rating action could be supported by a much more
diversified base of contracts and revenue sources that would
reduce the risk of large contract losses. An improvement in the
company's EBITDA margins with less reliance on risk contracts
could also lead to positive rating pressure.
Beacon Health Options, headquartered in Boston, MA, provides
behavioral health care services in the U.S. through its wholly
owned subsidiaries, Beacon Health Financing LLC and ValueOptions,
Inc. The company provides behavioral managed care programs to the
public sector, employer groups, health plans, and federal
agencies. The company is majority owned by Diamond Castle Holdings
and Bain Capital. Revenue for the last twelve month period ended
June 30, 2014 on a pro-forma basis was approximately $1.75
billion.
The principal methodology used in this rating was Global Business
& Consumer Service Industry Rating Methodology published in
October 2010. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.
FMB BANCSHARES: Dismissal Denial Favors Holders of TruPS CDOs
-------------------------------------------------------------
A court decision last week in favor of Trapeza Capital Management,
LLC is positive for holders of trust-preferred collateralized debt
obligations (TruPS CDOs), Fitch Ratings says. The court decided
not to dismiss the Chapter 7 involuntary bankruptcy Trapeza filed
against FMB Bancshares in June as requested by the bank.
The judge in this case stated that the terms of the indenture and
amended trust agreement give Trapeza the right, as the sole
creditor, to force liquidation of the subsidiary bank as an option
to remedy a default on the note. Although FMB is legally
prohibited from making any distributions of interest or principal
on trust-preferred securities without prior approval of the
Federal Reserve, as indicated by the regulatory enforcement
agreement, it still has the legal duty to satisfy the contractual
obligations to Trapeza. The fact that FMB cannot make any payment
on its debt to Trapeza does not waive its legal duty to pay.
While there has been a significant increase in cures over the past
two years across the Fitch-rated TruPS CDO universe, a large
balance of issuers still continue to defer. Fitch estimates that
51 bank issuers in 41 TruPS CDOs (totaling approximately $400
million) will reach their five-year deferral limit by year-end
2014. Of those, 41 banks have written agreements with banking
regulators that prohibit them from making distributions on TruPS.
There have been few cases of deferring banks resuming interest
payments while under written agreement with the Fed.
Trapeza Capital Management, LLC, on behalf of Trapeza CDO XII,
Ltd., filed a Chapter 7 involuntary bankruptcy petition against
FMB Bancshares after the expiration of the deferral period in
June. FMB filed a motion to dismiss the involuntary Chapter 7
bankruptcy, claiming it cannot make any payment to its TruPS as
the result of the written agreement with the Fed. Now that the
motion has been denied, FMB has the option to appeal, consent with
the Chapter 7 bankruptcy petition or convert to a Chapter 11
bankruptcy petition. A Chapter 11 bankruptcy would give FMB more
control over the process as opposed to a Chapter 7, which is
driven by the trustee.
GLOBAL CASH: Moody's Puts 'B1' CFR on Review for Downgrade
----------------------------------------------------------
Moody's Investors Service placed the ratings of Global Cash
Access, Inc.'s ("GCA") under review for downgrade, including the
B1 corporate family rating ("CFR"). This action follows the
company's announcement that it had entered into an agreement to
acquire all of the outstanding equity interest in Multimedia Games
Holding Company, Inc. ("Multimedia Games"), a manufacturer and
supplier of gaming machines and systems, in a transaction valued
at approximately $1.2 billion. The transaction is expected to
close in early 2015, and is subject to Multimedia Games
shareholder, gaming regulatory and other approvals.
The review was prompted by GCA's planned use of a substantial
amount of debt to fund this transaction and any potential
execution challenges arising from the company's foray into the
gaming devices, content and systems market. While GCA has a track
record of executing smaller acquisitions, the transformative
nature of the Multimedia Games acquisition introduces meaningful
integration risk as well, with regards to (amongst other issues)
attaining projected cost synergies. GCA has disclosed its plan to
finance the proposed deal with committed financing, in the form of
a $50 million revolving credit facility, $800 million term loan
and $400 million of senior notes. Moody's expects that the
acquisition will materially change GCA's credit profile and raise
its leverage to around 6.0 times (on a Moody's adjusted basis and
including the $30 million of synergies expected by management)
from the current 1.6 times (as of June 2014).
Ratings Placed On Review for Possible Downgrade:
Issuer: Global Cash Access, Inc.
Corporate Family Rating, currently B1
Probability of Default Rating, currently B2-PD
$35 million Senior Secured Revolving Credit Facility due March
2016, currently B1 (LGD3)
$96 million (outstanding) Senior Secured Term Loan B due March
2016, currently B1 (LGD3)
Outlook Actions:
Issuer: Global Cash Access, Inc.
Outlook changed to Rating Under Review from Stable
Ratings Rationale
The proposed acquisition is expected to expand and diversify GCA's
customer and revenue base while serving to enhance the company's
scale in an intensely competitive gaming supply industry and
broaden its product scope. Moody's review will focus on the merger
integration plans and growth prospects for the combined business
(which will determine the company's ability to de-lever), expected
future performance, sustainability of profits and cash flow,
potential revenue and cost synergies identified, post-closing
capital structure, and the company's liquidity needs and future
financial policies, including targeted financial leverage for the
combined business and debt reduction.
Global Cash Access, Inc. ("GCA" or the "Company"), a wholly owned
subsidiary of Global Cash Access Holdings Inc., is a provider of
cash access products and related services to the casino gaming
industry. GCA reported approximately $582 million in revenue
during the twelve month period ended June 30, 2014.
The principal methodology used in this rating was Global Business
& Consumer Service Industry Rating Methodology published in
October 2010. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.
GOMEZ DEVELOPMENT: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Gomez Development Company, LLC
300 Parkside Drive
Union, NJ 07083
Case No.: 14-28539
Chapter 11 Petition Date: September 9, 2014
Court: United States Bankruptcy Court
District of New Jersey (Newark)
Judge: Hon. Donald H. Steckroth
Debtor's Counsel: Melinda D. Middlebrooks, Esq.
MIDDLEBROOKS SHAPIRO, P.C.
841 Mountain Avenue, First Floor
Springfield, NJ 07081
Tel: 973-218-6877
Fax: 973-218-6878
Email: middlebrooks@middlebrooksshapiro.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Janeth Gomez Rojas, owner.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
GOOD BOOKS: Hilco Streambank to Conduct Asset Auction on Sept. 26
-----------------------------------------------------------------
Hilco Streambank has announced a September 26th auction date for
the Intellectual Property assets and current inventory of Good
Books Ltd. All qualifying bids should be submitted to Hilco
Streambank no later than 4PM EST September 22nd, 2014. Bids must
meet or exceed $800,000 dollars in order to qualify for the
auction. The sale will consist of Copyrights, Trademarks, Domain
Names and intellectual property of the Good Books Publishing House
as well as inventory from the current Spring/Summer 2014 catalog.
The assets will be sold through a Chapter 7 bankruptcy sale set to
take place in Philadelphia, PA. Qualified bidders will be allowed
to appear by phone.
Good Books is a leading independent publisher of numerous titles
including the New York Times bestselling Fix-It and Forget-It(R)
and Fix-It and Enjoy-It(R) slow cooker and stove top cookbook
series, Linda Byler Amish romance titles, and numerous Mayo Clinic
health and wellness titles. The assets include current titles as
well as unreleased titles associated with the publisher's
Spring/Summer 2014 catalog. Also available for purchase are
domain name assets including GoodBooks.com and Fix-ItandForget-
It.com with a substantial related social media presence. Hilco
Streambank is making all intellectual property assets available
for further diligence under NDA.
"The Good Books Publishing sale offers the opportunity to acquire
a trove of valuable content and titles cherished by a community of
millions of readers" said David Peress, EVP of Hilco Streambank.
About Hilco Streambank
Hilco Streambank is a market leading advisory firm specializing in
intellectual property disposition and valuation. Over the last
three years Hilco Streambank has become a leader in the IP
valuation and disposition market, representing brands across
various industries. Having completed numerous transactions
including sales in publicly reported Chapter 11 bankruptcy cases,
private transactions, and online sales through HilcoDomains.com
and IPv4Auctions.com, Hilco Streambank has established itself as
the premier intermediary in the consumer brand, internet and
telecom communities. Hilco Streambank is part of Northbrook,
Illinois based Hilco Global -- http://www.hilcoglobal.com-- a
worldwide financial services company and leader in helping
companies maximize the value of their assets.
Parties interested in finding out more about this sale should
contact Hilco Streambank directly using the contact information
provided below.
David Peress
Executive Vice President
Hilco Streambank
(781) 444-4940
dperess@hilcoglobal.com
Matthew Helming
Director
Hilco Streambank
(781) 444-4940
mhelming@hilcoglobal.com
GUIDED THERAPEUTICS: Posts $2.15-Mil. Net Loss in June 30 Quarter
-----------------------------------------------------------------
Guided Therapeutics, Inc., filed its quarterly report on Form 10-
Q, disclosing a net loss of $2.15 million on $11,000 of contract
and grant revenue for the three months ended June 30, 2014,
compared with a net loss of $1.75 million on $222,000 of contract
and grant revenue for the same period last year.
The Company's balance sheet at June 30, 2014, showed $3.82 million
in total assets, $6.32 million in total liabilities, and a
stockholders' deficit of $2.49 million.
The Company experienced operating losses since inception and, as
of June 30, 2014, had an accumulated deficit of $106.8 million,
negative working capital of $618,000 million and stockholders'
deficit of approximately $2.5 million. These factors 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/oRglgb
About Guided Therapeutics
Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP)
-- http://www.guidedinc.com/-- is developing a rapid and painless
test for the early detection of disease that leads to cervical
cancer. The technology is designed to provide an objective result
at the point of care, thereby improving the management of cervical
disease. Unlike Pap and HPV tests, the device does not require a
painful tissue sample and results are known immediately. GT has
also entered into a partnership with Konica Minolta Opto to
develop a non-invasive test for Barrett's Esophagus using the
LightTouch technology platform.
Guided Therapeutics reported a net loss attributable to common
stockholders of $10.39 million on $820,000 of contract and grant
revenue for the year ended Dec. 31, 2013, as compared with a net
loss of $4.35 million on $3.33 million of contract and grant
revenue during the prior year.
UHY LLP, in Sterling Heights, Michigan, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013. The independent auditors noted that
the Company's recurring losses from operations and accumulated
deficit raise substantial doubt about its ability to continue as a
going concern.
HEDWIN CORPORATION: Hires Weyrich to Audit Benefit Plan Reports
---------------------------------------------------------------
Hedwin Corporation seeks authorization from the U.S. Bankruptcy
Court for the District of Maryland to employ Weyrich, Cronin &
Sorra, Chartered ("WCS") as auditor of certain Benefit Plan
Disclosures and Reports, nunc pro tunc to Aug. 4, 2014.
On Aug. 4, 2014, the Debtor entered into two letter agreements
originally dated Feb. 4, 2014 (the "Agreements"), each describing
services to be provided by WCS with respect to the audit of the
Debtor's statement of net assets available for benefits and the
statement of benefits obligation of the year then ended for each
of the Benefit Plans.
Pursuant to the Agreements, WCS will perform audits and issue
opinions regarding whether the financial statements are fairly
presented, in conformity with generally accepted accounting
principles, and in conformity with the DOL reporting rules and
regulations for reporting and disclosures under the Employee
Retirement Income Security Act ("ERISA").
WCS will be compensated on a flat fee basis of $8,200 with for the
audits in connection with each of the Benefit Plans, for a total
of $16,400, along with reimbursement of actual out-of-pocket
charges incurred, which shall not exceed $100 for each matter.
Importantly, the Debtor will be reimbursed in full for all costs
associated with the WCS audit services described herein, because
the respective plan administrators of each of the Benefit Plans
have agreed to reimburse the Debtor.
If significant additional time is necessary above and beyond the
initial flat fee of $8,200, the discounted hourly rates will be
$98 for staff, $188 for managers, and $214 for partners.
WCS has requested and will receive a retainer of $8,200 from the
Debtor which, as described above, will be reimbursed by the
respective Benefit Plans.
Angeline White, senior manager of WCS, 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.
WCS can be reached at:
Angeline White
WEYRICH, CRONIN & SORRA, CHARTERED
1301 York Road, Suite 800
Lutherville, MD 21093
Tel: (410) 339-6464
E-mail: angelinew@wcscpa.com
About Hedwin Corporation
Founded in 1946, Hedwin Corporation is a manufacturer of
customized industrial plastic packaging, which it sells to
wholesalers and distributors throughout the United States, Canada
and Europe. Its manufacturing facility is located at 1600 Roland
Heights Avenue, Baltimore, Maryland. It has a warehouse facility
at 1700 West 41st Street, Baltimore, Maryland and a warehouse and
assembly facility at 9175 Moya Blvd. (Unit D), Reno, Nevada. All
of the facilities are leased.
As of the fiscal year end Dec. 31, 2013, the Debtor had total
assets of approximately $15 million.
Hedwin filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case
No. 14-151940) in Maryland on April 2, 2014, to sell its assets to
Fujimori Kogyo Co., Ltd., absent higher and better offers.
The Debtor is represented by Alan M. Grochal, Esq., Stephen M.
Goldberg, Esq., and Catherine K. Hopkin, Esq., at Tydings &
Rosenberg, LLP, in Baltimore, Maryland. Shared Management
Resources, Ltd.'s Charles S. Deutchman serves as chief
restructuring officer.
The U.S. Trustee for Region 4 appointed seven creditors to serve
on the official committee of unsecured creditors.
* * *
At an auction held in May 2014, Fujimori Kogyo Co. ended up the
successful bidder for Hedwin Corp., although an auction forced it
to pay 36% more for the Baltimore maker of industrial packaging.
In a deal reached before the bankruptcy filing, Fujimori agreed to
pay $16.5 million and retain all workers. During the auction,
Interplast Group Inc. offered $22 million, but Fujimori won with a
$22.2 million bid that included its $600,000 breakup fee and
$250,000 in expense reimbursement. Judge Alquist on May 12
approved the sale to Fujimori. The sale was scheduled to close by
the end of May.
ICEF PUBLIC: S&P Assigns 'BB' Rating on 2014 Revenue Bonds
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' rating to
California School Finance Authority's school facility revenue
bonds, series 2014, issued for ICEF - View Park Elementary &
Middle Schools. The outlook is stable. The bonds were set to
sell earlier in 2014 and were delayed. This is an updated report
from the March 29, 2014, report.
"The rating reflects our view of ICEF's ongoing financial recovery
marked by positive total net assets in fiscal 2013, as well as of
ICEF's surplus in fiscal 2013, strong leadership, solid liquidity,
and diversification of 12 schools with good enrollment," said
Standard & Poor's credit analyst Carlotta Mills.
The 2014 bonds are estimated to be about $19.8 million and will
reimburse ICEF for the purchase of land and the construction of a
new school. The school will be acquired by a single-purpose
limited liability company (LLC). The LLC (52nd & Crenshaw LLC),
in turn, will lease the facility to View Park Elementary and
Middle Schools, two of the 12 schools operated by ICEF Public
Schools on a long-term lease. The bonds are secured solely by
revenues from these two View Park schools.
ICON CONCRETE: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------
Debtor: Icon Concrete Arizona, LLC
14553 West Indian School Road, Suite 300
Goodyear, AZ 85395
Case No.: 14-13863
Chapter 11 Petition Date: September 9, 2014
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judge: Hon. Paul Sala
Debtor's Counsel: Brian M Blum, Esq.
ANDANTE LAW GROUP, PLLC
4110 North Scottsdale Road, Suite 330
Scottsdale, AZ 85251
Tel: 480-421-9449
Fax: 480-522-1515
Email: brian@andantelaw.com
- and -
Daniel E. Garrison, Esq.
ANDANTE LAW GROUP, PLLC
Scottsdale Financial Center I
4110 North Scottsdale Road, Suite 330
Scottsdale, AZ 85251
Tel: 480-421-9449
Fax: 480-522-1515
Email: dan@andantelaw.com
- and -
Fay Marie Waldo, Esq.
ANDANTE LAW GROUP, PLLC
Scottsdale Financial Center I
4110 North Scottsdale Road, Suite 330
Scottsdale, AZ 85251
Tel: 480-421-9449
Fax: 480-522-1515
Email: fay@andantelaw.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Norma Martin, manager.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/azb14-13863.pdf
IRON MOUNTAIN: Moody's Rates New GBP350MM Sr. Unsecured Notes Ba1
-----------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Iron Mountain
Incorporated's proposed GBP350 million senior unsecured notes
being issued by Iron Mountain's subsidiary, Iron Mountain Europe
PLC. The company will use net proceeds to reduce borrowings under
its revolving credit facility and for general corporate purposes.
The proposed transactions are leverage neutral and Iron Mountain's
Ba3 corporate family rating, existing ratings for its debt
instruments and stable ratings outlook are not affected.
Assignments:
Issuer: Iron Mountain Europe PLC
GBP350 million senior unsecured notes due 2022 -- Assigned,
Ba1 (LGD2)
Ratings Rationale
Moody's analyst Raj Joshi said, "Iron Mountain's proposed notes
issuance will replenish the company's liquidity ahead of an
increase in shareholder distributions in connection with the
company's conversion to a real estate investment trust and an
increase in the payout ratio of ordinary dividends." The Ba3
corporate family rating continues to reflect Moody's expectation
that Iron Mountain's total debt to EBITDA (incorporating Moody's
standard analytical adjustments) will peak around mid 5x in the
second half of 2014, before it gradually declines to 5x in 2016.
On August 25, 2014, Iron Mountain also announced a new $400
million incremental term loan facility (not rated by Moody's)
under which the company has the right to borrow funds on or prior
to September 24, 2014. Moody's notes that in accordance with its
Loss Given Default methodology, changes in Iron Mountain's capital
structure, such as a reduction in subordinated debt cushion or
increase in senior debt relative to total debt, could result in a
downgrade of the company's existing senior and/or senior
subordinated debt instrument ratings. Although Iron Mountain's
corporate family rating will not be affected from changes in the
mix of debt, Moody's could lower the ratings for Iron Mountain's
debt instruments if the company elects to borrow substantially
under the new incremental term loan facility and senior debt
increases, or if senior subordinated notes that are callable in
2014 are redeemed consistent with the company's plans to reduce
leverage over time.
The principal methodology used in this rating was Global Business
& Consumer Service Industry Rating Methodology published in
October 2010. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.
Iron Mountain is an international provider of information storage
and related services. Moody's expects Iron Mountain's consolidated
revenues to exceed $3.1 billion in 2014.
J.C. PENNEY: Fitch Assigns CCC Rating to $350MM Sr. Unsec. Notes
----------------------------------------------------------------
Fitch Ratings has assigned a rating of 'CCC/RR4' to J.C. Penney's
Corporation Inc.'s (J.C. Penney) proposed issue of five-year $350
million senior unsecured notes. The Rating Outlook is Positive.
The unsecured and unguaranteed notes will rank equal in right of
payment with all of its existing and future unsecured and
unsubordinated indebtedness, including its existing notes. J.C.
Penney intends to use the net proceeds from this offering for the
tender offer for up to $300 million aggregate principal securities
of the following series, listed in order of priority: up to all of
the 6.875% medium-term notes due Oct. 15, 2015 ($200 million), up
to all of the 7.65% debentures due Aug. 15, 2016, ($200 million
outstanding) and a portion of the 7.95% debentures due April 1,
2017 ($285 million outstanding), subject to the results of the
tender offer.
As of Aug. 2, 2014, J.C. Penney had $5.4 billion in debt
outstanding.
KEY RATING DRIVERS
J.C. Penney's ratings continue to reflect the material
deterioration in the company's business, with LTM revenue at $12
billion and operating EBITDA loss of $443 million (versus a
revenue base of $17.3 billion and positive EBITDA of $1.3 billion
in 2011). While the business is beginning to show some positive
traction, the road to recovery remains uncertain. It is still
early to ascertain whether the company will see a sustainable
improvement in its business over the next 24 months to 36 months
to a level where it can internally fund its operations and debt
maturities. The Positive Outlook reflects J.C. Penney's improved
liquidity profile following a number of actions it has taken over
the past few months, including the upsize of its credit facility
to $2,350 million during 2Q'14.
Second-quarter comps of 6% were essentially in line with Fitch's
expectation and in line with first-quarter comps of +6.2%,
providing early indications that J.C. Penney's business
is beginning to turn the corner with the reintroduction of
promotions, key private brands and other remerchandising
initiatives such as beefing up the basics offering and revamping
the home department. Gross margin at 36% improved sequentially
and was up almost 650 basis points (bps) versus the year ago
period. Adjusted EBITDA at positive $47 million was better than
expected due to a decline in SG&A of $62 million (versus Fitch's
flat expectation) primarily driven by lower store expenses, net
advertising and corporate overhead as well as improved credit
income.
For 2014, Fitch expects mid-single digit comps and gross margin in
the mid-30%. Overall expenses are expected to be down $130
million (due to 1H performance) and Fitch expects J.C. Penney to
generate EBITDA in the $350 million to $400 million range.
Capex is projected at $250 million in 2014. While the $250
million level is not sustainable over the long term, Fitch views
the projected level of $250 million to $300 million level as
adequate for the next two to three years given the uplift of the
entire store base from the major remodels conducted in 2012/2013.
Free cash flow (FCF) is expected to be in the range of negative
$200 million assuming no working capital benefit. J.C. Penney
expects working capital to be a contributor with lower inventory
levels relative to 2013 which would result in less negative or
neutral FCF. Trough liquidity (between cash on hand and
availability on the revolver) in late October to mid-November is
expected to be around $1.3 billion to $1.4 billion with year-end
total liquidity of approximately $2 billion to $2.1 billion.
This should provide sufficient liquidity to fund the 2015 holiday
season on Fitch's expectations of 2015 EBITDA of approximately
$600 million to $650 million on low single digit comps and mid-
single digit EBITDA margins. However, J.C. Penney would need to
generate EBITDA of about $800 million in 2015 and 2016 to cover
interest expense of $330 million to $350 million, capex of $250
million to $300 million, and debt maturities of $200 million
annually, prior to the debt tender offer.
Achieving a run rate of $800 million in EBITDA would require J.C.
Penney to sustain 3% to 5% comps growth and gross margin in the
37% to 38% range assuming a relatively flat expense structure.
Achieving this level of EBITDA is likely to remain challenging
given the overall secular weakness and decline in department store
sales.
RATING SENSITIVITIES
A negative rating action could occur if the recovery in comps and
margin trends stalls, indicating J.C Penney is not stabilizing its
business, and leading to concerns around the company's liquidity
position.
A positive rating action could occur if the company generates
sufficient EBITDA to cover its projected capex and interest
expense at a total of $600 million to $650 million and has enough
liquidity to manage or successfully refinance debt maturities of
$200 million annually in 2015 and 2016.
Fitch currently rates J.C. Penney as follows:
J.C. Penney Co., Inc.
-- Issuer Default Rating (IDR) 'CCC'.
J.C. Penney Corporation, Inc.
-- IDR 'CCC';
-- Senior secured bank credit facility 'B/RR1';
-- Senior secured term loan 'B/RR1';
-- Senior unsecured notes and debentures 'CCC/RR4'.
The Rating Outlook is Positive.
J.C. PENNEY: Moody's Rates Proposed Sr. Unsecured Notes 'Caa2'
--------------------------------------------------------------
Moody's Investors Service rated J.C. Penney Corporation, Inc.'s
proposed senior unsecured notes Caa2. At the same time, Moody's
affirmed J.C. Penney Company, Inc.'s Caa1 Corporate Family Rating
("CFR"), Caa1 - PD Probability of Default Rating, and SGL-3
Speculative Grade Liquidity rating. The rating outlook remains
negative.
The following ratings are assigned subject to receipt and review
of final documentation:
J.C. Penney Corporation, Inc.:
Proposed senior unsecured notes at Caa2 -- LGD 5
The following ratings are affirmed:
J.C. Penney Company, Inc.
Corporate Family Rating at Caa1
Probability of Default Rating at Caa1
Speculative Grade Liquidity rating at SGL-3
J.C. Penney Corporation, Inc.
$1.75 billion asset based revolving credit facility due June
2019 at B1 - LGD 2
$600 million asset based "first in last out" term loan due June
2019 at B2 - LGD 2
$2.2 billion term loan due 2018 at B2 - LGD 2
Senior unsecured notes at Caa2 -LGD 5
Senior unsecured shelf/MTN program at (P) Caa2
Ratings Rationale
The proceeds of the proposed from the proposed notes will used to
tender for J.C. Penney's $200 million 6.875% notes due October
2015, $200 million 7.675% notes due August 2016, and $285 million
7.95% notes due April 2017. Should the 2015 notes choose not to
tender, Moody's expects J.C. Penney to hold the proceeds from the
proposed notes on balance sheet to fund their maturity. Moody's
views this financing as a credit positive event as it will push
out J.C. Penney's 2015 and possibly 2016 debt maturities. Should
the financing be enough to fully fund J.C. Penney's 2015 maturity,
Moody's will change J.C. Penney's rating outlook to stable and
upgrade its Speculative Grade Liquidity rating to SGL-2
acknowledging the elimination of a near dated debt maturity.
Although J.C. Penney sales and gross margins have notably improved
in 2014, its profitability and credit metrics remain very weak.
Further improvement in earnings is required for J.C. Penney to
have a sustainable capital structure. J.C. Penney's Caa1 Corporate
Family Rating reflects Moody's belief that J. C. Penney will
continue to generate operating losses over the next twelve to
eighteen months but that the level of operating losses will abate
further. The rating also incorporates the significant weakness in
J.C. Penney's credit metrics. The rating is supported by Moody's
opinion that J.C. Penney's adequate liquidity provides it with the
time to grow both sales, gross margins, and free cash flow. Given
J.C. Penney's reduced level of capital expenditures, better
inventory management, and strengthened performance, Moody's
estimates J.C. Penney will likely burn less than $50 million of
free cash flow under Moody's base case scenario. Under a downside
scenario there is the potential for it to burn close to $250
million in free cash flow. Moody's believe J.C. Penney's $847
million in available cash at August 2, 2014 and its $1.85 billion
asset based credit facility provide it with adequate liquidity
that can support the potential range of free cash flow burn.
Barring a successful tender of the 2015 notes, J.C. Penney's
nearest debt maturity is in October 2015 when its $200 million
6.875% medium term notes mature.
The negative rating outlook acknowledges J.C. Penney's very weak
interest coverage and ongoing operating losses and its $200
million near dated debt maturity which will be a drain on cash
should it not be refinanced.
Given the negative outlook, an upgrade is unlikely at the present
time. However, the outlook would return to stable should the
company successfully complete the refinancing of the proposed
senior unsecured notes such that it is able to fully cover its
2015 debt maturity. Over time, ratings could be upgraded should
earnings improve such that it becomes likely that debt to EBITDA
will remain below 7.25 times and EBITA to interest expense
approaches 1.0 time.
Ratings could be downgraded should J.C. Penney's liquidity erode,
should its sales and earnings not continue to evidence signs
improvement, or should the overall probability of default
increase.
The principal methodology used in this rating was the 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.
J.C. Penney Company, Inc. is a U.S. department store operator with
about 1,100 locations in the United States and Puerto Rico.
J.C. PENNEY: S&P Rates Proposed $350MM Sr. Unsecured Notes 'CCC-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'CCC-' issue-level
rating and '6' recovery rating to J.C. Penney Corp. Inc.'s
proposed $350 million senior unsecured notes due 2019. The '6'
recovery rating indicates S&P's expectation for negligible
recovery (0%-10%) in a payment default scenario. The company
intends to use proceeds from the offering to repay debt. S&P
views the proposed offering and debt repayment as credit neutral
based upon expected debt levels being relatively unchanged.
S&P's 'CCC+' corporate credit rating on J.C. Penney Co. Inc.
reflects the company's significant debt burden and high degree of
uncertainty that it will be able to return to profitability and
positive free cash flow in a highly competitive, challenging
retail environment. That said, S&P believes JCP's financial
commitments over the next year--including interest, debt
maturities, and capital expenditures--are manageable given the
company's sizeable cash balances and available liquidity.
RATINGS LIST
J.C. Penney Co. Inc.
Corporate Credit Rating CCC+/Stable/--
New Rating
J.C. Penney Corp. Inc.
$350M snr unsecured notes due 2019 CCC-
Recovery Rating 6
JELD-WEN INC: Moody's Raises Corporate Family Rating to 'B1'
------------------------------------------------------------
Moody's Investors Service raised JELD-WEN, Inc.'s ("JELD-WEN")
Corporate Family Rating to B1 from B2, Probability of Default
Rating to B1-PD from B2-PD, and assigned a B1 rating to the
proposed $775 million first lien term loan. The outlook is stable.
JELD-WEN is proposing to put in place a new capital structure that
will be comprised of a $300 million ABL revolver and a $775
million first lien term loan. The proceeds from the new debt
securities will be used to refinance existing debt.
The upgrade of the Corporate Family Rating to B1 from B2 reflects
Moody's expectation for improving credit metrics resulting partly
from the recent cost savings initiatives and $30 million in
interest expense reduction as a result of this transaction. For
2014, pro forma for the cost savings and new capital structure,
adjusted debt to EBITDA is projected to be at 4.6x down from 5.1x
in 2013 and EBITA to interest expense at 2.2x up from 0.8x in
2013. Moreover, the ratings upgrade considers favorable industry
environment including gradual growth in the repair and remodeling
market from which the company derives about 60% of its revenues
and slow, yet positive, growth in the new residential construction
(primarily single-family) side of the market.
The following rating actions were taken (the ratings are based on
the transaction as currently proposed and are subject to change
upon Moody's review of final documentation):
Corporate Family Rating, upgraded to B1 from B2;
Probability of Default Rating, upgraded to B1-PD from B2-PD;
$775 million first lien term loan due 2021, assigned B1 (LGD4);
The rating on the existing $460MM senior secured notes will be
withdrawn at the close of this transaction.
Ratings Rationale
The B1 Corporate Family Rating reflects JELD-WEN's strong
worldwide market position in doors and windows and projected
improvement in key credit metrics throughout 2015 as the company
will benefit from favorable end market performance and cost
reduction programs initiated in 2014. Moody's currently projects
adjusted interest coverage (EBITA to interest expense) to be over
3x in 2015 and adjusted debt to EBITDA below 4x. This compares
with adjusted debt to EBITDA and adjusted EBITA to interest
expense of 5.1x and 0.8x, respectively, in 2013. The rating also
considers the company's new management team and short-term
strategy that includes pricing leadership and margin improvement.
JELD-WEN has not been able to increase prices for several years;
however, the company is now a price-leader with a 9.5% price
increase on interior doors effective in August 2014. At the same
time, the B1 Corporate Family Rating is constrained by volatile
raw material costs, potential operational inefficiencies resulting
from high demand for the company's products, and expenses
associated with the new cost savings initiatives.
The stable outlook reflects Moody's expectation that JELD-WEN's
credit metrics will continue to improve as demand in its primary
end-markets continues to be favorable.
The rating and/or outlook could benefit if the company deleverages
rapidly, getting adjusted debt leverage below 3.0x and EBITA
interest coverage above 5.0x.
The rating may come under pressure if the company's liquidity
becomes constrained, adjusted EBITA-to-interest expense falls
below 2x or debt to EBITDA is sustained above 5x.
The principal methodology used in this rating was Global
Manufacturing Companies published in July 2014. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.
JELD-WEN, inc., with corporate offices in Charlotte, North
Carolina, is a vertically integrated manufacturer of doors and
windows that are marketed primarily under the JELD-WEN brand names
in the U.S. and Canada and under a variety of names in Europe,
Australia, and Asia. Revenue for the 12 months ended June 28, 2014
totaled approximately $3.5 billion.
JUPITER RESOURCES: Moody's Rates $1.1BB Sr. Unsecured Notes 'B3'
----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Jupiter
Resources Inc.'s proposed $1.1 billion of senior unsecured notes.
The B2 Corporate Family Rating (CFR), B2-PD Probability of Default
Rating and Speculative Liquidity Rating of SGL-3 were unchanged.
The rating outlook remains stable.
The proceeds of the senior unsecured notes will be used to
partially finance the acquisition of the Bighorn asset from Encana
Corporation for C$2 billion.
Assignments:
Issuer: Jupiter Resources Inc.
Senior Unsecured Regular Bond/Debenture, Assigned B3(LGD4)
Ratings Rationale
Jupiter's B2 Corporate Family Rating (CFR) is driven by weak cash
flow leverage metrics, cash margin and leveraged full-cycle ratio,
all reflecting Jupiter's high percentage of dry gas and ethane
production, which comes from a single field. While Encana has a
long operating history in the Big Horn field, Moody's believes
there are some execution risks to Jupiter's own, more aggressive,
development plans for the asset. As well, Jupiter is a newly-
formed management team that is in the process of developing a
corporate infrastructure, although Encana's field personnel will
largely remain in place. Jupiter's size and scale is above average
for its rating.
The stable outlook reflects Moody's expectation that Jupiter will
increase its production and reserves base by 2016 while
maintaining adequate leverage metrics.
The ratings could be upgraded if Jupiter establishes itself as a
corporate entity with a rising production trend, and the company
maintains retained cash flow to debt above 20% with the leveraged
full-cycle ratio trending towards 1.5x.
The ratings could be downgraded if production declines materially,
retained cash flow to debt appears likely to remain below 10% or
if liquidity weakens.
Jupiter is a privately owned oil and gas exploration and
production company, headquartered in Calgary, Alberta, with total
proved reserves of about 1.1 trillion cubic feet equivalent and
current net average daily production of around 300 million cubic
feet equivalent per day.
The principal methodology used in this rating was the Global
Independent Exploration and Production Industry published in
December 2011. Other methodologies used include Loss Given Default
for Speculative-Grade Non-Financial Companies in the U.S., Canada
and EMEA published in June 2009.
KASPER LAND: Taps Glenn Cummings as Real Estate Broker
------------------------------------------------------
Kasper Land and Cattle Texas, LLC asks permission from the Hon.
Robert L. Jones of the U.S. Bankruptcy Court for the Northern
District of Texas to employ Glenn Cummings Real Estate to sell
developed farmland.
The Debtor's assets consist of Irrigation Equipment and Farm Land
described as follows:
-- Section 382, Block 44, H. & T. C. Ry. Co., Survey, Hartley
County, Texas; and E/2 of Section 381, Block 44, H. & T. C.
Ry. Co., Survey, Hartley County, Texas;
-- Sections 423 and 418, Block 44, H. & T. C. Ry. Co., Survey,
Hartley County, Texas; and
-- Sections 297, 335, 334, 333, 337, 338, 339, 340, 377, 376
and 375, Block 44, H. & T. C. Ry. Co., Survey, Hartley
County, Texas; Sections 341 and 374, Block 44, H. & T. C.
Ry. Co., Survey, Hartley and Moore Counties, Texas; and
Section 373, Block 44, H. & T. C. Ry. Co., Survey, Moore
County, Texas.
The Debtor is of the opinion that the Property has value to the
bankruptcy estate and that it is necessary to employ a real estate
broker to market and liquidate the Property on behalf of the
bankruptcy estate. The listing price suggested by the broker is
approximately $19,500,000.
The Debtor will pay Glenn Cummings 6% of the sales price at the
closing and funding of the sale/exchange of the property.
Coby Cummings, licensed agent of Glenn Cummings, 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.
Glenn Cummings can be reached at:
Coby Cummings
GLENN CUMMINGS REAL ESTATE
1611 Tennessee
Dalhart, TX 79022
Tel: (806) 249-6759
Fax: (806) 249-5833
About Kasper Land and Cattle
Kasper Land and Cattle Texas, LLC, sought Chapter 11 bankruptcy
protection (Bankr. N.D. Tex. Case No. 14-20074) in Amarillo,
Texas, on March 3, 2014. Bill Kinkead, Esq., at Kinkead Law
Offices, serves as counsel to the Debtor. The Debtor disclosed
$23,170,640 in assets and $13,420,213 in liabilities as of the
Chapter 11 filing.
LAKELAND DEVELOPMENT: Sept. 16 Hearing on Bonus Payments Approval
-----------------------------------------------------------------
The bankruptcy court will convene hearing on Sept. 16, 2014, at
9:00 a.m., to consider Lakeland Development Company's motion for
approval of payment of bonuses to its management and employees.
At the hearing, the Court will also consider the objection filed
by the U.S. Trustee. The U.S. Trustee explained that (i) the
motion was vague; (ii) it failed to provide adequate information;
(iii) failed to sustain the movant's burden of proof; and failed
to comply with Section 503(c0 of the Bankruptcy Code.
The Debtor, in its motion, requested that the Court approve the
payment of performance bonuses to its executives and staff in the
total amount of $400,000.
The bonus will be in recognition of their efforts in:
-- finding the buyer of the Debtor's remaining 38 acre parcels
of real property, Goodman Santa Fe Springs SPE, LLC;
-- negotiating the terms of the sale of the 38 acre parcels of
the Debtor's land; and
-- executing all steps necessary for the Debtor to consummate
its duties under the agreements and successfully close the
transaction, which led to the payment in full of over $10,000,000
in secured claims (including over $6,000,000 in property taxes,
some going back almost 20 years).
The Debtor also said that it has sufficient funds on hand to pay
the performance bonus. The Debtor proposed to divide the bonus
among its officers and staff in shares directly proportional to
the salaries and wages which they are paid.
About Lakeland Development Company
Santa Fe Springs, California-based Lakeland Development Company is
a privately held subsidiary in a family of companies headed by
Energy Merchant Corp. Lakeland owns the real property located at
12345 Lakeland Road, Santa Fe Springs, California. The real
property is composed of 10 parcels totaling roughly 55 acres.
Lakeland filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.
12-25842) in Los Angeles on May 4, 2012. Judge Richard M. Neiter
presides over the case. Lawrence M. Jacobson, Esq., at Glickfeld,
Fields & Jacobson LLP, and The Law Offices of Richard T. Baum,
Esq., serve as the Debtor's counsel. The petition was signed by
Michael Egner, chief financial officer.
LAZARD GROUP: Moody's Hikes Corporate Family Rating to 'Ba1'
------------------------------------------------------------
Moody's Investors Service upgraded Lazard Group LLC's corporate
family rating and senior unsecured debt rating to Ba1 from Ba2.
The upgrades reflect the company's improved financial performance
and debt service capacity generated by strong earnings from its
asset management activities and its improved level of commitment
and focus on controlling the costs of its independent financial
advisory franchise. The rating outlook is stable.
The rating action concludes the review for upgrade initiated on
June 4, 2014.
Ratings Rationale
Lazard's overall credit strength has been enhanced by growing
contributions from its asset management activities, since this
business is comparatively more creditworthy than its lower margin
and more volatile financial advisory franchise. Asset management
contributes half of the company's consolidated revenue, and
provides a substantial majority of its net operating income.
Particular strengths of this business include that most revenue is
derived from recurring management fees (rather than less certain
incentive fees) and that most assets are managed on behalf of
institutional clients (rather than retail investors who tend to
have a shorter investing horizon). These positive factors are
offset to some extent by the subdued and often negative amounts of
net flows of customer funds into the business in recent years;
however these have been signs of improvement in 2014 to date.
Lazard's focus on two distinct business activities provides a
credit-positive level of business diversification. However,
although the financial advisory business contributes strong top-
line revenues, its much higher cost base results in a relatively
low contribution to consolidated cash flows. Management has made a
sustained effort to control compensation and overhead costs since
it implemented its cost saving initiative in 2012 in an attempt to
improve the company's profit margin. This, together with improved
revenue trends in both business units, has contributed to Moody's
measure of Lazard's debt to EBITDA improving to 2.4x on a trailing
twelve month basis at June 2014, from 3.2x in 2013 and 4.8x in
2012. Nonetheless, the continuing necessity to pay bankers a
majority of revenues generated by their advisory activities means
that the financial advisory business will likely continue to
generate significantly lower net cash flows than asset management.
The company utilizes a high proportion of its free cash flow in
share repurchases (driven by its policy of mitigating dilution
related to its relatively high share-based compensation practices)
and dividends to Lazard Ltd, its publicly-held parent. These
policies constrain its credit strength because they result in a
fluctuating and sometimes low value of tangible common equity and
a double leverage ratio above 2x. However, the negative effect of
this is mitigated to some extent by the maintenance of a healthy
reserve of available cash on hand and a relatively simple, agency-
focused balance sheet.
What Could Change the Rating -- UP
Upward momentum to an investment grade rating will most likely be
dependent upon the degree to which the company sustains its cost
conscious behavior; and the development of its capital policies
with respect to the balance between creditor and shareholder
interests. These matters will be evidenced by the level of
consistency and volatility of its profit margins, trends in its
debt service metrics and its levels of cash and tangible common
equity.
What Could Change the Rating -- DOWN
A significant deterioration in debt coverage metrics would be
viewed negatively, as would the escalation of employee
compensation costs at a rate that exceeds revenue growth. Reduced
financial flexibility, for example in the form of a significant
reduction in cash on hand, would also pressure the rating.
LEHMAN BROTHERS: Giants Stadium Sues for Alleged Breach
-------------------------------------------------------
Anders Melin, writing for The Deal, reported that stadium
financing vehicle Giants Stadium LLC has counter-sued Lehman
Brothers Holdings Inc., rejecting the allegations and seeking a
counterclaim three times as large. According to the report, the
company demanded a $301 million payment from the investment bank,
stemming from an alleged breach of an interest rate swap agreement
between the two entities, which had entered default when Lehman
filed for bankruptcy on Sept. 15, 2008. The bank and affiliate
Lehman Brothers Special Financing Inc. have refused to pay ever
since, Giants Stadium asserted in a filing with the U.S.
Bankruptcy Court for the Southern District of New York in
Manhattan, the Deal related. The company seeks payment of the
$301 million for the alleged breach, the report further related.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more
than 150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy September 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
listed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in
U.S. history. Several other affiliates followed thereafter.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
On Sept. 19, 2008, the Honorable Gerard E. Lynch, Judge of the
U.S. District Court for the Southern District of New York, entered
an order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.
The Bankruptcy Court has approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for
US$1.75 billion. Nomura Holdings Inc., the largest brokerage
house in Japan, purchased LBHI's operations in Europe for US$2
plus the retention of most of employees. Nomura also
bought Lehman's operations in the Asia Pacific for US$225 million.
International Operations Collapse
Lehman Brothers International (Europe), the principal UK trading
company in the Lehman group, was placed into administration,
together with Lehman Brothers Ltd, LB Holdings PLC and LB UK RE
Holdings Ltd. Tony Lomas, Steven Pearson, Dan Schwarzmann and
Mike Jervis, partners at PricewaterhouseCoopers LLP, have been
appointed as joint administrators to Lehman Brothers International
(Europe) on September 15, 2008. The joint administrators have
been appointed to wind down the business.
Lehman Brothers Japan Inc. and Lehman Brothers Holdings Japan Inc.
filed for bankruptcy in the Tokyo District Court on September 16.
Lehman Brothers Japan Inc. reported about JPY3.4 trillion (US$33
billion) in liabilities in its petition.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other insolvency
and bankruptcy proceedings undertaken by its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
LOVE CULTURE: Court Okays Hiring of Lowenstein Sandler as Counsel
-----------------------------------------------------------------
Love Culture Inc. sought and obtained permission from the Hon.
Novalyn L. Winfield of the U.S. Bankruptcy Court for the District
of New Jersey to employ Lowenstein Sandler LLP as counsel,
effective to the July 16, 2014 petition date.
The professional services the Debtor anticipates Lowenstein
Sandler will render include, but are not limited to:
(a) provide the Debtor with advice and preparing all necessary
documents regarding debt restructuring, bankruptcy and
asset dispositions;
(b) take all necessary actions to protect and preserve the
Debtor's estate during the pendency of this Chapter 11
Case, including the prosecution of actions on the Debtor's
behalf, the defense of actions commenced against the
Debtor, negotiations concerning litigation in which the
Debtor is involved and objecting to claims filed against
the estate;
(c) prepare on behalf of the Debtor, as debtor-in-possession,
all necessary motions, applications, answers, orders,
reports and papers in connection with the administration of
this Chapter 11 Case;
(d) counsel the Debtor with regard to its rights and
obligations as debtor-in-possession;
(e) appear in Court to protect the interests of the Debtor; and
(f) perform all other legal services for the Debtor which may
be necessary and proper in these proceedings and in
furtherance of the Debtor's operations.
Lowenstein Sandler will be paid at these hourly rates:
Partners $500-$995
Senior Counsel and Counsel $385-$695
Associates $275-$515
Paralegals and Legal Assistants $110-$280
Lowenstein Sandler will also be reimbursed for reasonable out-of-
pocket expenses incurred.
As of the Petition Date, Lowenstein Sandler held a retainer in the
amount of approximately $60,000.
Kenneth A. Rosen, partner of Lowenstein Sandler, assured the Court
that the firm is a "disinterested person" as the term is defined
in Section 101(14) of the Bankruptcy Code and does not represent
any interest adverse to the Debtors and their estates.
Lowenstein Sandler can be reached at:
Kenneth A. Rosen, Esq.
LOWENSTEIN SANDLER LLP
65 Livingston Avenue
Roseland, NJ 07068
Tel: (973) 597-2500
Fax: (973) 597-2400
About Love Culture
Love Culture Inc. filed a Chapter 11 bankruptcy petition (Bankr.
D. N.J. Case No. 14-24508) on July 16, 2014. J.E. Rick Bunka
signed the petition as chief restructuring officer. The Debtor
estimated assets of $10 million to $50 million and liabilities of
at least $10 million. Judge Novalyn L. Winfield presides over the
case.
Lowenstein Sander LLP acts as the Debtor's counsel.
PricewaterhouseCoopers LLP serves as the Debtor's financial
advisor. Epiq Systems is the Debtor's claims and noticing agent.
Consensus Advisory Service LLC and Consensus Securities LLC is the
Debtor's investment banker.
On July 23, 2014, the U.S. Trustee for Region 3 appointed GGP
Limited Partnership, Simon Property Group Inc. and Washington
Prime Group Inc., The Macerich Co., Lux Design & Construction
Limited, and Touch Me Fashion Inc. to serve as members of the
official committee of unsecured creditors. New York-based law
firm Cooley, LLP serves as the committee's counsel. FTI
Consulting, Inc., serves as the Committee's financial advisors.
LOVE CULTURE: Cooley LLP Approved as Committee Counsel
------------------------------------------------------
The Official Committee of Unsecured Creditors of Love Culture Inc.
sought and obtained permission from the Hon. Novalyn L. Winfield
of the U.S. Bankruptcy Court for the District of New Jersey to
retain Cooley LLP as counsel to the Committee, nunc pro tunc to
July 23, 2014.
As counsel, Cooley will:
(a) attend the meetings of the Committee;
(b) review financial information furnished by the Debtor to the
Committee;
(c) negotiate the budget, the use of cash collateral, and
debtor-in-possession financing;
(d) review and investigate the liens of purportedly secured
parties;
(e) review and investigate transactions by, between, and among
the Debtor and its insiders;
(f) confer with the Debtor's management, advisors and counsel;
(g) coordinate efforts to sell assets of the Debtor in a manner
that maximizes the value for the estate and the Committee's
constituency;
(h) review the Debtor's schedules, statement of affairs and
business plan;
(i) advise the Committee as to the ramifications regarding all
of the Debtor's activities and motions before this Court;
(j) file appropriate pleadings on behalf of the Committee;
(k) review and analyze the Debtor's financial advisor's work
product and report to the Committee;
(l) provide the Committee with legal advice in relation to the
case;
(m) prepare various applications and memoranda of law submitted
to the Court for consideration and handle all other matters
relating to the representation of the Committee that may
arise;
(n) assist the Committee in negotiations with the Debtor and
other parties in interest on an exit strategy for this
case; and
(o) perform such other legal services for the Committee as may
be necessary or proper in this proceeding.
Cooley will be paid at these hourly rates:
Jay R. Indyke, Partner $792
Richard S. Kanowitz, Partner $716
Cathy R. Hershcopf, Partner $716
Michael A. Klein, Associate $639
Richelle Kalnit, Associate $639
Alex R. Velinsky, Associate $558
Jeremy H. Rothstein, Associate $337.50
Rebecca Goldstein, Paralegal $285
Cooley will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jay R. Indyke, partner of Cooley, 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.
Cooley can be reached at:
Jay R. Indyke, Esq.
COOLEY LLP
1114 Avenue of the Americas
New York, New York 10036
Tel: (212) 479-6000
About Love Culture
Love Culture Inc. filed a Chapter 11 bankruptcy petition (Bankr.
D. N.J. Case No. 14-24508) on July 16, 2014. J.E. Rick Bunka
signed the petition as chief restructuring officer. The Debtor
estimated assets of $10 million to $50 million and liabilities of
at least $10 million. Judge Novalyn L. Winfield presides over the
case.
Lowenstein Sander LLP acts as the Debtor's counsel.
PricewaterhouseCoopers LLP serves as the Debtor's financial
advisor. Epiq Systems is the Debtor's claims and noticing agent.
Consensus Advisory Service LLC and Consensus Securities LLC is the
Debtor's investment banker.
On July 23, 2014, the U.S. Trustee for Region 3 appointed GGP
Limited Partnership, Simon Property Group Inc. and Washington
Prime Group Inc., The Macerich Co., Lux Design & Construction
Limited, and Touch Me Fashion Inc. to serve as members of the
official committee of unsecured creditors. New York-based law
firm Cooley, LLP serves as the committee's counsel. FTI
Consulting, Inc., serves as the Committee's financial advisors.
LOVE CULTURE: Court Approves FTI Consulting as Panel's Advisor
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Love Culture Inc.
sought and obtained permission from the U.S. Bankruptcy Court for
the District of New Jersey to retain FTI Consulting, Inc. as
financial advisor to the Committee, nunc pro tunc to July 25,
2014.
The Committee requires FTI Consulting to:
-- assist in the preparation of analyses required to assess any
proposed Debtor-In-Possession financing or use of cash
collateral;
-- assist with the assessment and monitoring of the Debtor's
short term cash flow, liquidity, and operating results;
-- assist in the review of financial related disclosures
required by the Court, including the Schedules of Assets and
Liabilities, the Statement of Financial Affairs and Monthly
Operating Reports;
-- assist with the review of the Debtor's proposed key employee
retention and other employee benefit programs, if
applicable;
-- assist with the review of the Debtor's cost/benefit analysis
with respect to the affirmation or rejection of various
executory contracts and leases;
-- assist with the review of the Debtor's identification of
potential cost savings, including overhead and operating
expense reductions and efficiency improvements;
-- assist in the review and monitoring of the asset sale
process, including, but not limited to, an assessment of the
adequacy of the marketing process, completeness of any buyer
lists, review and quantifications of any bids;
-- assist with the review of the Debtor's analysis of core
business assets and the potential disposition or liquidation
of non-core assets;
-- assist with review of any tax issues associated with, but
not limited to, claims/stock trading, preservation of net
operating losses, refunds due to the Debtor, plans of
reorganization, and asset sales;
-- assist in the review of the claims reconciliation and
estimation process;
-- assist in the review of other financial information prepared
by the Debtor, including, but not limited to, cash flow
projections and budgets, business plans, cash receipt and
disbursement analysis, asset and liability analysis, and the
economic analysis of proposed transactions for which Court
approval is sought;
-- attend meetings and assistance in discussions with the
Debtor, potential investors, banks, other secured lenders,
the Committee and any other official committees organized
in this chapter 11 proceeding, the U.S. Trustee, other
parties-in-interest and professionals hired by the same, as
requested;
-- assist in the review and preparation of information and
analysis necessary for the confirmation of a plan and
related disclosure statement in this chapter 11 proceeding;
-- assist in the evaluation and analysis of avoidance actions,
including fraudulent conveyances and preferential transfers,
if applicable;
-- assist in the prosecution of Committee responses/objections
to the Debtor's motions, including attendance at depositions
and provision of expert reports/testimony on case issues as
required by the Committee; and
-- render such other general business consulting or such other
assistance as the Committee or its counsel may deem
necessary that are consistent with the role of a financial
advisor and not duplicative of services provided by other
professionals in this proceeding.
FTI Consulting will be paid at these hourly rates:
Senior Managing Directors $800-925
Directors/Managing Directors $580-$765
Consultants/Senior Consultants $300-$550
Administrative/
Paraprofessionals/Associates $125-$250
FTI Consulting will also be reimbursed for reasonable out-of-
pocket expenses incurred.
Samuel Star, senior managing director of FTI Consulting, 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.
FTI Consulting can be reached at:
Samuel E. Star
FTI CONSULTING, INC.
Three Times Square, 11th Floor
New York, NY 10036
Tel: +1 (212) 247-1010
Fax: +1 (212) 841-9350
E-mail: samuel.star@fticonsulting.com
About Love Culture
Love Culture Inc. filed a Chapter 11 bankruptcy petition (Bankr.
D. N.J. Case No. 14-24508) on July 16, 2014. J.E. Rick Bunka
signed the petition as chief restructuring officer. The Debtor
estimated assets of $10 million to $50 million and liabilities of
at least $10 million. Judge Novalyn L. Winfield presides over the
case.
Lowenstein Sander LLP acts as the Debtor's counsel.
PricewaterhouseCoopers LLP serves as the Debtor's financial
advisor. Epiq Systems is the Debtor's claims and noticing agent.
Consensus Advisory Service LLC and Consensus Securities LLC is the
Debtor's investment banker.
On July 23, 2014, the U.S. Trustee for Region 3 appointed GGP
Limited Partnership, Simon Property Group Inc. and Washington
Prime Group Inc., The Macerich Co., Lux Design & Construction
Limited, and Touch Me Fashion Inc. to serve as members of the
official committee of unsecured creditors. New York-based law
firm Cooley, LLP serves as the committee's counsel. FTI
Consulting, Inc., serves as the Committee's financial advisors.
MATAGORDA ISLAND GAS: Amends Estimated Assets, Debts
----------------------------------------------------
Matagorda Island Gas Operations, LLC, filed with the U.S.
Bankruptcy Court for the Western District of Louisiana an amended
voluntary petition under Chapter 11 of the Bankruptcy Code, to
modify the Debtor's estimated assets and liabilities. In its
amended petition, the Debtor said its estimated assets range from
$100,000,001 to $500,000,000, while its estimated liabilities
range from $10,000,001 to $50,000,000. The original petition
stated that the Debtor estimated $10 million to $50 million in
assets and $100 million to $500 million in debt.
Matagorda Island Gas Operations, LLC, filed a Chapter 11
bankruptcy petition (Bankr. W.D. La. Case No. 14-51099) in
Lafayette, Louisiana, on Sept. 3, 2014, without stating a reason.
The case is assigned to Judge Robert Summerhays.
The Debtor has tapped Christopher T. Caplinger, in New Orleans, as
counsel.
The schedules of assets and liabilities and the statement of
financial affairs are due by Sept. 17, 2014.
Kelsey Butler, writing for The Deal, reported that the oil and gas
company was forced to shut down operations last November after
failing to comply with safety standards put in place following the
2010 Deepwater Horizon oil spill.
MATAGORDA ISLAND: Section 341(a) Meeting Set on Oct. 7
------------------------------------------------------
A meeting of creditors in the bankruptcy case of Matagorda Island
Gas Operations, LLC, will be held on Oct. 7, 2014, at at 12:30
p.m. at 341 Meeting Room, Lafayette, Room 341, 214 Jefferson St.
This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
Matagorda Island Gas Operations, LLC, filed a Chapter 11
bankruptcy petition (Bankr. W.D. La. Case No. 14-51099) in
Lafayette, Louisiana, on Sept. 3, 2014. The Morgan City,
Louisiana-based company estimated $10 million to $50 million in
assets and $100 million to $500 million in debt. The case is
assigned to Judge Robert Summerhays. The Debtor has tapped
Lugenbuhl, Wheaton, Peck, Rankin & Hubbard as counsel.
MERGEWORTHRX CORP: Incurs $69,000 Net Loss in Q2 Ended June 30
--------------------------------------------------------------
MergeWorthRx Corp. filed its quarterly report on Form 10-Q,
disclosing a net loss of $69,624 for the three months ended June
30, 2014, compared with a net loss of $5,488 for the same period
last year.
The Company's balance sheet at June 30, 2014, showed
$63.6 million in total assets, $213,386 in total liabilities,
$58.35 million in common stock subject to possible redemption, and
stockholders' equity of $5 million.
The Company incurred a net loss of $163,509 for the six months
ended June 30, 2014. At June 30 2014, the Company had $64,794 of
cash and a working capital deficit of $109,000. The Company's
accumulated deficit aggregated $359,000 at June 30, 2014. The
Company has principally financed its operations from inception
using proceeds from sales of its equity securities in the Public
Offering and loans from shareholders. The Company anticipates
that in order to fund its working capital requirements, it will
need to use all of the remaining funds not held in trust and the
interest earned on the funds held in the Trust Account. The
Company may need to enter into contingent fee arrangements with
its vendors or raise additional capital through loans or
additional investments from its Sponsors, officers, directors, or
third parties. None of the Sponsors, officers or directors is
under any obligation to advance funds to, or invest in, the
Company. Accordingly, significant uncertainties include the
inability to obtain additional financing. If the Company is
unable to raise additional capital, it may be required to take
additional measures to conserve liquidity, which could include,
but not necessarily be limited to, curtailing operations,
suspending the pursuit of its business plan, and controlling
overhead expenses. These conditions 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/eZinVy
MergeWorthRx Corp. does not have significant operations. The
company intends to acquire various businesses or entities through
merger, share exchange, asset acquisition, stock purchase,
recapitalization, reorganization, or other business combination in
the United States. It focuses on identifying a target business in
the healthcare industry primarily specialty pharmacy, infusion
pharmacy, and/or drug distribution sectors. The company was
formerly known as MedWorth Acquisition Corp. and changed its name
to MergeWorthRx Corp. in November 2013. MergeWorthRx Corp. was
founded in 2013 and is based in Miami, Florida.
MICHAELS STORES: Moody's Corrects Text to Aug. 20 Release
---------------------------------------------------------
Moody's Investors Service corrects text to an Aug. 29, 2014
ratings release for Michaels FinCo Holdings, LLC and Michael
Stores, Inc.
In the third sentence of the second paragraph of the Ratings
Rationale section, Moody's changed the rating on Michaels Stores'
senior subordinated notes from Caa1(LGD5) to B3(LGD5) and the
rating on Michaels' PIK Toggle notes from Caa1(LGD6) to B3(LGD6).
The Aug. 29 release stated: 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.
MICHIGAN FINANCE: Moody's Corrects Rating on 2014C-6 Proj. Bonds
----------------------------------------------------------------
Moody's Investors Service, in a Sept. 9, 2014 statement, said it
is correcting the rating on the Michigan Finance Authority, Sewage
Disposal System Revenue Refunding Senior Lien Local Project Bonds,
Series 2014C-6, CUSIP 59447PJ28 to Ba2 from Ba3 to reflect that
this CUSIP relates to the Michigan Finance Authority, Sewage
Disposal System Revenue Refunding Senior Lien Local Project Bonds,
Series 2014C-6 sale (rated Ba2). Due to an internal administrative
error, this CUSIP had previously been linked to the Michigan
Finance Authority, Water Supply System Revenue Refunding Second
Lien Local Project Bonds, Series 2014D-7 sale (rated Ba3).
MISTER CAR: S&P Assigns 'B-' CCR & Rates Credit Facility 'B-'
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B-' corporate
credit rating to Tucson, Ariz.-based Mister Car Wash Holdings Inc.
The outlook is stable.
At the same time, S&P assigned a 'B-' issue-level rating to the
company's proposed $210 million senior secured credit facility
with a '3' recovery rating. The '3' recovery rating, indicates
S&P's expectation of meaningful (50%-70%) recovery in the event of
a payment default. The senior secured credit facility consists of
a five-year $30 million revolving credit facility and a seven-year
$180 million first-lien term loan.
Proceeds from the proposed transaction, $87.5 million of senior
unsecured notes (not rated), and some equity will be used to fund
the acquisition of Mister Car Wash by Leonard Green & Partners LP.
"The rating on Mister Car Wash reflects its very high debt burden
from the buyout, small revenue and EBITDA base, lack of scale,
narrow service offering, aggressive acquisitive growth strategy,
and some vulnerability to consumer spending," said credit analyst
Samantha Stone.
The stable outlook reflects S&P's expectation that the company
will continue to grow revenue and EBITDA through positive
comparable-store sales, unit expansion, and cost management. S&P
expects Mister Car Wash to generate modest positive free cash flow
despite increased interest expense, and maintain adequate
liquidity as it continues its acquisitive growth strategy.
Downside Scenario
S&P could consider a lower rating if operating performance
significantly deteriorates and credit measures weaken such that
debt to EBITDA increases, EBITDA interest coverage approaches
1.5x, and/or if liquidity becomes constrained, including EBITDA
covenant cushion falling below 15%. S&P believes a scenario in
which comparable-store sales decline in the mid- to high-single-
digit percent range, causing roughly flat revenues, and EBITDA
margins decline by more than 300 basis points, would result in
negative discretionary cash flow.
Upside Scenario
An upgrade is unlikely over the near term given the company's
highly leveraged capital structure and S&P's expectation that debt
leverage will remain above 7x over the next two years. S&P could
raise the rating over the intermediate term if the company
continues to demonstrate strong operating momentum, maintains its
EBITDA margin and reduce debt, while steadily growing and
broadening its scale of operations. One scenario would be an
approximate 80% EBITDA increase from our 2014 projection, that
would result in debt leverage of less than 7x.
MOTIVATING THE MASSES: Posts $169K Net Income in Second Quarter
---------------------------------------------------------------
Motivating the Masses, Inc., filed its quarterly report on Form
10-Q, disclosing a net income of $169,140 on $987,922 of revenues
for the three months ended June 30, 2014, compared with a net loss
of $119,743 on $476,958 of revenues for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed
$1.61 million in total assets, $936,015 in total liabilities, and
stockholders' equity of $674,038.
The Company's ability to continue as a going concern is contingent
upon its ability to achieve and maintain profitable operations,
and the Company's ability to raise additional capital as required.
These conditions 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/7GoWTt
Motivating the Masses provides professional development and
coaching services through Motivating the Masses programs. The
company offers strategic coaching, professional development, and
counseling services for small business owners, entrepreneurs, and
self-employed professionals. It also provides keynote speaking
events comprising industry and private events teaching services;
and training and development services through live seminars, as
well as offers Motivating the Masses program books and CDs. The
company was founded in 1998 and is based in Carlsbad, California.
NATIONAL AUTOMATION: Incurs $456K Net Loss for June 30 Quarter
--------------------------------------------------------------
National Automation Services, Inc., filed its quarterly report on
Form 10-Q, disclosing a net loss of $456,515 on $4.41 million of
net revenue for the three months ended June 30, 2014, compared
with a net loss of $163,208 on $nil of net revenue for the same
period in 2013.
The Company's balance sheet at June 30, 2014, showed
$9.41 million in total assets, $7.69 million in total liabilities,
and total stockholders' equity of $1.72 million.
Even though the Company had a gain through bargain purchase of its
acquisition of JD Field Services, its operating revenues were
insufficient to fund its operations. The Company had a net income
of $1.2 million (of which $1.62 million was the bargain purchase
for JD) for the six months ended June 30, 2014, and a working
capital deficiency of $(10,281,089) at June 30, 2014, which is due
primarily to the increase in debt liabilities from the acquisition
of JD. Based on these facts, management determined that there was
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/r3EVKH
National Automation Services, Inc., is a Las Vegas-based holding
company whose subsidiaries provide services to the domestic oil
and gas industry. The Company recently entered into a purchase
and sale agreement with JD Field Services, Inc., which provides
oilfield services.
NATROL INC: Wants to Make Lease-Related Decisions Thru Jan. 2015
----------------------------------------------------------------
Natrol Inc. and its debtor-affiliates ask the U.S. Bankruptcy
Court for the District of Delaware to extend the deadline to
assume or reject unexpired leases of non-residential real property
until Jan. 7, 2015.
The Debtors say they have commenced and been focused on their
restructuring through their Chapter 11 cases to comply with terms
of a compromise and settlement agreement with the Official
Committee of Unsecured Creditors, Cerberus Business Finance LLC,
Natrol Global FZE LLC. The settlement was approved on July 30,
2014.
Accordingly, the Debtor said they have had limited resources
available to devote to analyzing leases. Further, even if that
were not the case, due to the fact that they only recently began
to focus beyond the settlement towards implementing their
organization as by the settlement, it would be premature to make a
decision at this initial stage regarding leases, the Debtors
notes.
The Debtors' current lease decision deadline is set to expire on
Oct. 9, 2014.
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.
The Debtors reported total assets of $83,932,462 and total
liabilities of $87,174,387.
NATROL INC: Seeks to Extend Removal Period Until January 2015
-------------------------------------------------------------
Natrol Inc. and its debtor-affiliates ask the U.S. Bankruptcy
Court for the District of Delaware to extend through and including
Jan. 7, 2015, the period within which they may remove actions
pending in various state and federal courts as of their bankruptcy
filing.
The Debtors says they believe that ample cause exists to extend
the current deadline. In fewer than three months since the
petition date, they have been working diligently to ensure their
smooth entry into chapter 11 and deal with the myriad issues
related to the commencement of these Chapter 11 Cases, including,
inter alia, preparing and filing their schedules of assets and
liabilities, producing monthly operating and other reports,
responding to creditor inquiries and demands, retaining
professionals, evaluating their existing contracts and leases,
addressing vendor issues, and handling the other various tasks of
the administration of their bankruptcy estates, according to the
Debtors.
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.
The Debtors reported total assets of $83,932,462 and total
liabilities of $87,174,387.
NE OPCO: Wants Until Dec. 8 to File Notices to Remove Actions
-------------------------------------------------------------
NE OPCO, Inc., et al., ask the Bankruptcy Court to extend the
deadline by which they may file notices of removal under F.R.B.P.
Rule 9027(a) from Sept. 8, 2014, until Dec. 8.
The Debtors relate that they are parties to various civil actions,
and are in the process of assessing the relevant information to
make informed decisions about the actions to determine whether
removal is warranted.
The Debtors, since the Sept. 16, 2013 sale, devoted their efforts
to assisting in transitioning their business to the purchasers and
are winding down their estates. Since the closing date, the
Debtors have continued assessing the various civil actions they
are party to. However, the Debtors have yet to finish their
analysis as to whether any pending actions must be removed.
The Debtors propose that the Court consider the matter at a
hearing on Sept. 25, at 1:00 p.m.
About NE OPCO, Inc.
National Envelope is the largest privately-held manufacturer of
envelopes in North America. Headquartered in Frisco, Texas,
National Envelope has eight plants and 15 percent of the envelope
market. Revenue of $427 million in 2012 resulted in a $60.1
million net loss, continuing an unbroken string of losses since
2007.
NE OPCO, Inc., doing business as National Envelope, along with
affiliate NEV Credit Holdings, Inc., filed petitions seeking
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 13-11483) on June 10, 2013.
The company disclosed liabilities including $148.4 million in
secured debt, with $37.5 million owing on a revolving credit and
$15.6 million on a secured term loan. There is a $55.7 million
second-lien debt 82 percent held by a Gores Group LLC affiliate.
National Envelope, then known as NEC Holdings Corp., first sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 10-11890) on
June 10, 2010. The business was bought by Gores Group LLC for
$208 million in a bankruptcy sale.
National Envelope, through NE OPCO, has returned to bankruptcy to
pursue a plan of reorganization or sell the assets as a going
concern via 11 U.S.C. Sec. 363. The Debtor plans to facilitate a
sale of the business with publicly traded competitor Cenveo Inc.
In the 2013 case, the company tapped the law firm Richards, Layton
& Finger as counsel, PricewaterhouseCoopers LLP as financial
adviser, and Epiq Bankruptcy Solutions as claims and notice agent.
The Gores Group is represented by Weil, Gotshal and Manges LLP and
Lowenstein Landler LLP. Salus Capital Partners, the DIP agent, is
represented by Choate, Hall & Stewart LLP and Morris Nichols Arsht
& Tunnell LLP. Wells Fargo Capital Finance, LLC, the prepetition
senior agent, is represented by Goldberg Kohn Ltd and DLA Piper.
The Official Committee of Unsecured Creditors is represented by
Pachulski Stang Ziehl & Jones LLP's Laura Davis Jones, Esq.,
Bradford J. Sandier, Esq., Robert J. Feinstein, Esq., and Peter J.
Keane, Esq. Guggenheim Securities, LLC, serves as its investment
banker and financial advisor.
National Envelope won court approval on July 19, 2013, for a
global settlement permitting a sale of the company without
objection from the official unsecured creditors' committee. The
settlement ensures some recovery for unsecured creditors. The
Company also won final approval for $67.5 million in bankruptcy
financing being supplied by Salus Capital Partners LLC.
Judge Christopher Sontchi authorized three buyers to acquire
National Envelope's business for a total of about $70 million.
Connecticut-based printer Cenveo Inc. acquired National Envelope's
operating assets for $25 million, Hilco Receivables LLC picked up
accounts receivable for $25 million and Southern Paper LLC took on
its inventory for $15 million.
NEOGENIX ONCOLOGY: Hires Reid Collins as Special Counsel
--------------------------------------------------------
Neogenix Oncology, Inc. seeks authorization from the U.S.
Bankruptcy Court for the District of Maryland to employ Reid
Collins & Tsai LLP (RCT) as special counsel.
The professional services that RCT expects to render to the Debtor
include, but shall not be limited to:
-- investigating and, if appropriate, pursuing claims against
certain of the Debtor's former officers, directors,
professionals, and unlicensed compensated finders,
related to the payment of finder fees to unlicensed finders
raising capital for the Debtor, the SEC Inquiry and the
damages suffered by the Debtor as a result of these issues
(collectively, the "Claims") against the following persons
(the "Defendants"):
- Peter Gordon, Neogenix's former CFO;
- Daniel Scher, Neogenix's former Chief Legal Officer;
- Thomas Lytle, Neogenix's former COO;
- Kenneth Osborn, Neogenix's former comptroller;
- Mintz, Levin, Cohn, Ferris, Glovsky, and Popeo, P.C. and
potentially some of its current or former attorneys,
including Sam Feigin and Mark Kass;
- Nixon Peabody LLP and potentially some of its current or
former attorneys, including Sam Feigin and Mark Kass; and
- The Debtor's former auditing firm.
RCT will be paid at these hourly rates:
Eric D. Madden $750
Brandon V. Lewis $625
William T. Reid IV $850
Rachel S. Fleishman $775
In exchange for its services, RCT will seek to be paid the
following by the Debtor:
-- 20% of the amount of Gross Recoveries obtained by the
Debtor prior to the defendant filing a responsive pleading;
-- in the event that the defendant files a motion to dismiss,
then: (a) 22.5% of the amount of Gross Recoveries obtained
by the Debtor prior to the court's ruling on the motion; and
(b) 32.5% of the amount of Gross Recoveries obtained by the
Debtor after the court's ruling on the motion and until the
close of discovery;
-- in the event that the defendant files no motion to dismiss,
30% of the amount of Gross Recoveries obtained by the Debtor
after the filing of responsive pleadings and until the close
of discovery; and
-- 35% of the amount of Gross Recoveries obtained by the
Debtor after the close of discovery.
The Debtor and RCT have agreed that the Debtor will be responsible
for advancing and paying all out-of-pocket costs and expenses in
connection with pursuing the Claims, subject to a cap of $250,000
(the "Cap"). However, because the Debtor currently does not have
the funds available to advance or pay these first $250,000 in
expenses, RCT has agreed to advance all expenses until the earlier
of (i) Neogenix obtains financing sufficient to pay $250,000 in
expenses or (ii) recoveries are sufficient to pay $250,000 in
expenses, at which time the Debtor will reimburse RCT for any
expenses paid subject to the Cap.
RCT will be responsible for advancing any out-of-pocket costs and
expenses necessary to pursue the Claims in excess of $250,000 and
RCT will be reimbursed for such expenses solely out of any
Recoveries. Absent Recoveries, RCT will not be reimbursed for
costs and expenses advanced in excess of the initial $250,000 to
be advanced and paid by the Debtor. RCT will not incur any out-
of-pocket costs and expenses on the Debtor's behalf greater than
$5,000 without the Debtor's consent. Such costs and expenses are
anticipated to be related primarily to expert fees/expenses,
travel costs, copy costs, and deposition transcript costs.
Eric D. Madden, partner of RCT, 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.
RCT can be reached at:
Eric D. Madden, Esq.
REID COLLINS & TSAI LLP
Thanksgiving Tower
1601 Elm Street, 49th Floor
Dallas, TX 75201
Tel: (214) 420-8901
Fax: (214) 420-8909
E-mail: emadden@rctlegal.com
About Neogenix Oncology
Neogenix Oncology Inc. in Rockville, Maryland, filed a Chapter 11
petition (Bankr. D. Md. Case No. 12-23557) on July 23, 2012, in
Greenbelt with a deal to sell the assets to Precision Biologics
Inc., absent higher and better offers.
Founded in December 2003, Neogenix is a clinical stage, pre-
revenue generating, biotechnology company focused on developing
therapeutic and diagnostic products for the early detection and
treatment of cancer. Neogenix, which has 10 employees, says it
its approach and portfolio of three unique monoclonal antibody
therapeutics -- mAb -- hold the potential for novel and targeted
therapeutics and diagnostics for the treatment of a broad range of
tumor malignancies.
Thomas J. McKee, Jr., Esq., at Greenberg Traurig, LLP, in McLean,
Virginia, serves as counsel. Kurtzman Carson Consultants LLC is
the claims and notice agent.
The Debtor estimated assets of $10 million to $50 million and
debts of $1 million to $10 million.
W. Clarkson McDow, Jr., U.S. Trustee for Region 4, appointed seven
members to the committee of equity security holders.
Sands Anderson PC represents the Official Committee of Equity
Security Holders. The Committee tapped FTI Consulting, Inc., as
its financial advisor.
NEW LOUISIANA: Palm Terrace Debtors Seek to Tap $3MM DIP Loan
-------------------------------------------------------------
CHC-CLP Operator Holding, LLC, CHC-SPC Operator, Inc., SA-
Lakeland, LLC, SA-Clewiston, LLC and SA-St. Petersburg, LLC ?
collectively, the "Palm Terrace Debtors" -- seek authority from
the U.S. Bankruptcy Court for the Western District of Louisiana,
Lafayette Division, to obtain senior secured, postpetition
financing up to an aggregate principal amount of $3,000,000, from
SA Mezz Holdings LLC.
The DIP Loan accrues interest at a fixed rate of 4.5%. Default
interest is 2.00% above the applicable interest rate.
About New Louisiana
New Louisiana Holdings LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Case No. 14-50756, Bankr. W.D. La.), on
June 25, 2014.
Ten affiliates of New Louisiana -- Acadian 4005 Tenant, LLC (Case
No. 14-50850), Atrium 6555 Tenant, LLC, dba The Atrium at
Lafreniere Assisted Living (Case No. 14-50851), Citiscape 5010
Tenant, LLC, dba Citiscape Apartments (Case No. 14-50853),
Lakewood Quarters Assisted 8585 Tenant, LLC (Case No. 14-50854),
Lakewood Quarters Rehab 8225 Tenant, LLC (Case No. 14-50855),
Panola 501 Partners, LP (Case No. 14-50862), Regency 14333 Tenant,
LLC (Case No. 14-50861), Retirement Center 14686 Tenant, LLC (Case
No. 14-50856), Sherwood 2828 Tenant, LLC (Case No. 14-50857), St.
Charles 1539 Tenant, LLC (Case No. 14-50858) and Woodland Village
5301 Tenant, LLC (Case No. 14-50859) filed Chapter 11 bankruptcy
petitions on July 16, 2014.
Fifteen additional affiliates of New Louisiana -- SA-PG Ocala LLC
(Case No. 14-50909), SA-PG Operator Holdings LLC (Case No. 14-
50912), SA-PG Clearwater LLC (Case No. 14-50913), SA-PG
Gainesville LLC (Case No. 14-50914), SA-PG Jacksonville LLC (Case
No. 14-50915), SA-PG Largo LLC (Case No. 14-50916), SA-PG North
Miami LLC (Case No. 14-50917), SA-PG Orlando LLC (Case No. 14-
50918), SA-PG Pinellas LLC (Case No. 14-50919), SA-PG Port St.
Lucie LLC (Case No. 14-50920), SA-PG Sun City Center LLC (Case No.
14-50921), SA-PG Tampa LLC (Case No. 14-50922), SA-PG Vero Beach
LLC (Case No. 14-50923), SA-PG West Palm Beach LLC (Case No. 14-
50924) and SA-PG Winterhaven LLC (Case No. 14-50925) filed
separate Chapter 11 bankruptcy petitions on July 28, 2014.
Four more affiliates of New Louisiana -- CHC-CLP Operator Holding
LLC (Case No. 14-51104), SA-St. Petersburg LLC (Case No. 14-
51101), SA-Clewiston LLC (Case No. 14-51102) and SA-Lakeland LLC
(Case No. 14-51103) -- that operate skilled nursing facilities
located in Lakeland, Clewiston and St. Peterburg, Florida, sought
protection under Chapter 11 of the Bankruptcy Code on Sept. 3,
2014.
The Chapter 11 cases are jointly consolidated with New Louisiana's
Chapter 11 case at Case No. 14-50756 before Judge Robert
Summerhays of the United States Bankruptcy Court for the Western
District of Louisiana (Lafayette).
The Debtors are represented by Patrick J. Neligan, Jr., Esq., at
Neligan Foley LLP, in Dallas, Texas.
NEW LOUISIANA: Palm Terrace Debtors Can Use Cash Collateral
-----------------------------------------------------------
Judge Robert Summerhays of the U.S. Bankruptcy Court for the
Western District of Louisiana, Lafayette Division, gave CHC-CLP
Operator Holding, LLC, CHC-SPC Operator, Inc., SA-Lakeland, LLC,
SA-Clewiston, LLC and SA-St. Petersburg, LLC, (collectively, the
"Palm Terrace Debtors"), interim authority to use cash collateral
securing their indebtedness owing to Pacific Western Bank.
As of the Petition Date, the Debtors were indebted to PacWest
under a Prepetition Credit Agreement in the approximate aggregate
principal amount of $2,028,985.
The hearing to consider entry of the Final Order with respect to
the Motion will take place on Oct. 7, 2014 at 10:00 a.m.
(prevailing Central time). Objections are due Sept. 30.
Counsel for PacWest is Kenneth J. Ottaviano, Esq., at Katten
Muchin Rosenman LLP, in Chicago, Illinois.
About New Louisiana
New Louisiana Holdings LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Case No. 14-50756, Bankr. W.D. La.), on
June 25, 2014.
Ten affiliates of New Louisiana -- Acadian 4005 Tenant, LLC (Case
No. 14-50850), Atrium 6555 Tenant, LLC, dba The Atrium at
Lafreniere Assisted Living (Case No. 14-50851), Citiscape 5010
Tenant, LLC, dba Citiscape Apartments (Case No. 14-50853),
Lakewood Quarters Assisted 8585 Tenant, LLC (Case No. 14-50854),
Lakewood Quarters Rehab 8225 Tenant, LLC (Case No. 14-50855),
Panola 501 Partners, LP (Case No. 14-50862), Regency 14333 Tenant,
LLC (Case No. 14-50861), Retirement Center 14686 Tenant, LLC (Case
No. 14-50856), Sherwood 2828 Tenant, LLC (Case No. 14-50857), St.
Charles 1539 Tenant, LLC (Case No. 14-50858) and Woodland Village
5301 Tenant, LLC (Case No. 14-50859) filed Chapter 11 bankruptcy
petitions on July 16, 2014.
Fifteen additional affiliates of New Louisiana -- SA-PG Ocala LLC
(Case No. 14-50909), SA-PG Operator Holdings LLC (Case No. 14-
50912), SA-PG Clearwater LLC (Case No. 14-50913), SA-PG
Gainesville LLC (Case No. 14-50914), SA-PG Jacksonville LLC (Case
No. 14-50915), SA-PG Largo LLC (Case No. 14-50916), SA-PG North
Miami LLC (Case No. 14-50917), SA-PG Orlando LLC (Case No. 14-
50918), SA-PG Pinellas LLC (Case No. 14-50919), SA-PG Port St.
Lucie LLC (Case No. 14-50920), SA-PG Sun City Center LLC (Case No.
14-50921), SA-PG Tampa LLC (Case No. 14-50922), SA-PG Vero Beach
LLC (Case No. 14-50923), SA-PG West Palm Beach LLC (Case No. 14-
50924) and SA-PG Winterhaven LLC (Case No. 14-50925) filed
separate Chapter 11 bankruptcy petitions on July 28, 2014.
Four more affiliates of New Louisiana -- CHC-CLP Operator Holding
LLC (Case No. 14-51104), SA-St. Petersburg LLC (Case No. 14-
51101), SA-Clewiston LLC (Case No. 14-51102) and SA-Lakeland LLC
(Case No. 14-51103) -- that operate skilled nursing facilities
located in Lakeland, Clewiston and St. Peterburg, Florida, sought
protection under Chapter 11 of the Bankruptcy Code on Sept. 3,
2014.
The Chapter 11 cases are jointly consolidated with New Louisiana's
Chapter 11 case at Case No. 14-50756 before Judge Robert
Summerhays of the United States Bankruptcy Court for the Western
District of Louisiana (Lafayette).
The Debtors are represented by Patrick J. Neligan, Jr., Esq., at
Neligan Foley LLP, in Dallas, Texas.
NEW LOUISIANA: Palm Terrace Debtors' Cases Jointly Consolidated
---------------------------------------------------------------
Judge Robert Summerhays of the U.S. Bankruptcy Court for the
Western District of Louisiana, Lafayette Division, issued an order
jointly consolidating the Chapter 11 cases of CHC-CLP Operator
Holding, LLC, CHC-SPC Operator, Inc., SA-Lakeland, LLC, SA-
Clewiston, LLC and SA-St. Petersburg, LLC, (collectively, the
"Palm Terrace Debtors"), with the lead case In re New Louisiana
Holdings, LLC, case no. 14-50756.
About New Louisiana
New Louisiana Holdings LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Case No. 14-50756, Bankr. W.D. La.), on
June 25, 2014.
Ten affiliates of New Louisiana -- Acadian 4005 Tenant, LLC (Case
No. 14-50850), Atrium 6555 Tenant, LLC, dba The Atrium at
Lafreniere Assisted Living (Case No. 14-50851), Citiscape 5010
Tenant, LLC, dba Citiscape Apartments (Case No. 14-50853),
Lakewood Quarters Assisted 8585 Tenant, LLC (Case No. 14-50854),
Lakewood Quarters Rehab 8225 Tenant, LLC (Case No. 14-50855),
Panola 501 Partners, LP (Case No. 14-50862), Regency 14333 Tenant,
LLC (Case No. 14-50861), Retirement Center 14686 Tenant, LLC (Case
No. 14-50856), Sherwood 2828 Tenant, LLC (Case No. 14-50857), St.
Charles 1539 Tenant, LLC (Case No. 14-50858) and Woodland Village
5301 Tenant, LLC (Case No. 14-50859) filed Chapter 11 bankruptcy
petitions on July 16, 2014.
Fifteen additional affiliates of New Louisiana -- SA-PG Ocala LLC
(Case No. 14-50909), SA-PG Operator Holdings LLC (Case No. 14-
50912), SA-PG Clearwater LLC (Case No. 14-50913), SA-PG
Gainesville LLC (Case No. 14-50914), SA-PG Jacksonville LLC (Case
No. 14-50915), SA-PG Largo LLC (Case No. 14-50916), SA-PG North
Miami LLC (Case No. 14-50917), SA-PG Orlando LLC (Case No. 14-
50918), SA-PG Pinellas LLC (Case No. 14-50919), SA-PG Port St.
Lucie LLC (Case No. 14-50920), SA-PG Sun City Center LLC (Case No.
14-50921), SA-PG Tampa LLC (Case No. 14-50922), SA-PG Vero Beach
LLC (Case No. 14-50923), SA-PG West Palm Beach LLC (Case No. 14-
50924) and SA-PG Winterhaven LLC (Case No. 14-50925) filed
separate Chapter 11 bankruptcy petitions on July 28, 2014.
Four more affiliates of New Louisiana -- CHC-CLP Operator Holding
LLC (Case No. 14-51104), SA-St. Petersburg LLC (Case No. 14-
51101), SA-Clewiston LLC (Case No. 14-51102) and SA-Lakeland LLC
(Case No. 14-51103) -- that operate skilled nursing facilities
located in Lakeland, Clewiston and St. Peterburg, Florida, sought
protection under Chapter 11 of the Bankruptcy Code on Sept. 3,
2014.
The Chapter 11 cases are jointly consolidated with New Louisiana's
Chapter 11 case at Case No. 14-50756 before Judge Robert
Summerhays of the United States Bankruptcy Court for the Western
District of Louisiana (Lafayette).
The Debtors are represented by Patrick J. Neligan, Jr., Esq., at
Neligan Foley LLP, in Dallas, Texas.
NEW LOUISIANA: Section 341 Meeting Set on Oct. 7
------------------------------------------------
A meeting of creditors in the bankruptcy case of CHC-CLP Operator
Holding LLC, a subsidiary of New Louisiana Holdings LLC, will be
held on Oct. 7, 2014, at 11:15 a.m. at 341 meeting room,
Lafayette, Room 341, 214 Jefferson St.
This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
About New Louisiana Holdings
New Louisiana Holdings filed a Chapter 11 bankruptcy petition
(Bankr. W.D. La. Case No. 14-50756) on June 25, 2014.
On July 16, 2014, 11 affiliates of New Louisiana Holdings also
filed Chapter 11 petitions in the same Court.
On July 28, 2014, additional 15 affiliates of New Louisiana
Holdings filed bankruptcy for protection.
Four affiliates of New Louisiana Holdings, including CHC-CLP
Operator Holding LLC) sought bankruptcy petitions on Sept. 3,
2014. The petitions were signed by Raymond P. Mulry as designated
officer. CHC-CLP Operator estimated assets and debts of
$10 million to $50 million.
Upon the Debtors' request, the Bankruptcy Court entered an order
consolidating the Debtors' Chapter 11 cases (for procedural
purposes only), with New Louisiana Holdings, Case No. 14-50756, as
the lead case.
Neligan Foley LLP serves as the Debtors' counsel.
ORECK CORP: Sept. 23 Hearing on Approval of Plan Disclosures
------------------------------------------------------------
The Bankruptcy Court will convene a hearing on Sept. 23, 2014, at
9:00 a.m., to consider adequacy of information contained in the
Disclosure Statement explaining the Joint Plan of Liquidation
filed by Oreck Corporation, et. al, and the Official Committee of
Unsecured Creditors. Objections, if any, are due Sept. 15.
As reported in the TCR, according to the Disclosure Statement
dated Aug. 13, 2014, the Plan proposed that, among other things:
-- Each holder of an allowed general unsecured claim will
receive in full and final satisfaction, its pro rata share of the
liquidating trust assets;
-- Each holder of an allowed convenience claim will receive in
full and final satisfaction, cash in the amount of 50% of its
allowed convenience claim, up to a maximum amount of $1,000; and
-- Holders of interests will receive no distributions under the
Plan and are deemed to have rejected the Plan because the Plan
cancels all interests in the Debtors.
A copy of the Disclosure Statement is available for free at
http://bankrupt.com/misc/Oreck_1438_DS_aug13.PDF
The Plan Proponents also propose that ballots accepting or
rejecting the Plan be received by 4:00 p.m., on Oct. 14. Ballots
must be submitted to:
LOWENSTEIN SANDLER LLP
Attn: Sharon L. Levine, Esq.
S. Jason Teele, Esq.
65 Livingston Avenue
Roseland, NJ 07068,
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.
ORIGEN FINANCIAL: To Sell Assets to Golden Tree for $47 Million
---------------------------------------------------------------
Origen Financial, Inc., a real estate investment trust that
manages residual interests in securitized manufactured housing
loan portfolios, on Sept. 9 disclosed that it has entered into an
agreement with an affiliate of GoldenTree Asset Management LP for
the sale of substantially all of Origen's assets for a purchase
price of $47 million, in addition to the assumption of Origen's
securitization financing, subject to certain adjustments.
Contingent upon closing of the sale, Origen intends to dissolve
and liquidate.
Completion of the sale and subsequent dissolution is conditioned
upon approval by Origen's stockholders, receipt of certain third-
party consents, and closing conditions customary for transactions
of this type. Origen plans to seek stockholder approval of the
proposed sale and subsequent dissolution at a special meeting of
stockholders to be held in October. More complete information
regarding the transaction will be distributed to Origen
stockholders in materials for the special meeting.
If the sale is completed, Origen will distribute to its
stockholders the proceeds of the sale, net of transaction
expenses, estimated liquidation expenses and estimated reserves
for liabilities and contingencies. Origen currently estimates the
amount of that distribution will be approximately $1.77 per common
share. The per share estimate is subject to change for unforeseen
expenses and contingencies and will be reduced to the extent
Origen makes any distributions or dividends on its common stock
prior to closing the transaction. To the extent that there is
cash available after winding up Origen's business, Origen would
make an additional distribution to stockholders, although any such
distribution is not expected to be substantial.
Ronald A. Klein, Origen's Chief Executive Officer, stated, "We
believe that this sale to GoldenTree is the best way to capitalize
on the current value of our assets for Origen's stockholders. As
we previously disclosed in our June 18, 2014 press release and
elsewhere, there are many risks inherent in continuing to hold the
residual interests in our seven securitized loan portfolios. The
value of our residuals may decrease if interest rates rise or
delinquencies and defaults in the securitized pools increase. In
addition, the loans in the securitized pools are subject to
certain redemption rights beginning in late 2015 and the value of
the residuals may be diminished or wiped out if the servicer of
the loans or Origen do not or cannot exercise the redemption
rights. Our general and administrative expenses as a percentage
of our revenues also will continue to grow as the securitized
loans are paid down. Our board determined that the GoldenTree
transaction, which we expect will result in distributions to our
stockholders that represent a premium over the recent trading
price of our common stock, was the best way to deliver value to
our stockholders."
Hentschel & Company is acting as Origen's financial advisor and
has issued a fairness opinion to Origen in connection with the
transaction.
About GoldenTree Asset Management LP
GoldenTree Asset Management LP -- http://www.goldentree.com-- is
an asset management company specializing in corporate and
structured credit markets. GoldenTree is one of the largest
independent asset managers specializing in corporate and
structured credit, with primary offices in New York and London.
GoldenTree manages approximately $21 billion in assets across a
variety of absolute return, long only and opportunistic
strategies. GoldenTree has over 190 employees including more than
40 investment professionals. The firm is 100% employee owned.
About Origen Financial, Inc.
Origen -- http://www.origenfinancial.com-- is an internally
managed and internally advised company that has elected to be
taxed as a real estate investment trust. Origen is based in
Southfield, Michigan.
PORTAGE BIOTECH: Incurs $1.03-Mil. Net Loss in Q2 Ended June 30
---------------------------------------------------------------
Portage Biotech Inc. filed its quarterly report on Form 6-K,
disclosing a net loss of $1.03 million for the three months ended
June 30, 2014, compared with a net loss of $3.99 million for the
same period last year.
The Company's balance sheet at June 30, 2014, showed
$4.67 million in total assets, $496,395 in total liabilities, and
stockholders' equity of $4.18 million.
The Company continues to obtain financing, although there are no
assurances that the management's plan will be realized.
Management believes the Company will be able to secure the
necessary financing to continue operations in the future. These
conditions indicate the existence of a material uncertainty that
raises substantial doubt about the Company's ability to continue
as a going concern, according to the regulatory filing.
A copy of the Form 6-K is available at:
http://is.gd/ZQiwz8
Portage Biotech Inc., a biotechnology company, researches and
develops pharmaceutical and biotech products. The company,
through its subsidiary, holds a license in non-oncology fields and
the know-how related to the Antennapedia protein (ANTP)
transduction technology. It develops a research pipeline of ANTP-
based drug candidates intended for use as therapeutic agents for
various non-oncology indications. The company is based in
Toronto, Canada.
POWERWAVE TECHNOLOGIES: Intel to Acquire Patent Portfolio
---------------------------------------------------------
Intel Corporation on Sept. 10 disclosed that it has signed a
definitive agreement to buy over 1,400 patents and patent
applications from an affiliate of The Gores Group*, which obtained
the patents in the Chapter 11 bankruptcy of Powerwave
Technologies. Powerwave was a pioneer in telecommunications
infrastructure products, including antennas and base stations.
The patents relate to, among other things, telecommunications
infrastructure technologies, including tower mounted amplifiers,
antenna structures, power amplifier configurations, crest factor
reduction and digital pre-distortion circuitry.
About Powerwave Technologies
Powerwave Technologies Inc. (NASDAQ: PWAV) filed for Chapter 11
bankruptcy (Bankr. D. Del. Case No. 13-10134) on Jan. 28, 2013.
Powerwave Technologies, headquartered in Santa Ana, Cal., is a
global supplier of end-to-end wireless solutions for wireless
communications networks. The Company has historically sold the
majority of its product solutions to the commercial wireless
infrastructure industry.
The Company's balance sheet at Sept. 30, 2012, showed $213.45
million in total assets, $396.05 million in total liabilities and
a $182.59 million total shareholders' deficit.
Aside from a $35 million secured debt to P-Wave Holdings LLC, the
Debtor owes $150 million in principal under 3.875% convertible
subordinated notes and $106 million in principal under 2.5%
convertible senior subordinated notes where Deutsche Bank Trust
Company Americas is the indenture trustee. In addition, as of the
Petition Date, the Debtor estimates that between $15 and $25
million is outstanding to its vendors.
The Debtor is represented by attorneys at Proskauer Rose LLP and
Potter Anderson & Corroon LLP.
Prepetition secured lender, P-Wave Holdings LLC, is represented by
Martin A. Sosland, Esq., and Joseph H. Smolinsky, Esq., at Weil
Gotshal & Manges LLP; and Mark D. Collins, Esq., and John H.
Knight, Esq., at Richards Layton & Finger.
The Official Committee of Unsecured Creditors retained Sidley
Austin LLP; Young Conaway Stargatt & Taylor LLP; and Zolfo Cooper,
LLC.
The Debtor's patent portfolio, accounts receivable, and intangible
assets were purchased by secured lender P-Wave Holdings LLC in
exchange for $10.25 million in secured debt. A consortium of
Counsel RB Capital LLC, The Branford Group and Maynards Industries
bought the machinery and equipment for $6.6 million. Teak
Capital Partners Ltd. bought affiliate Powerwave Technologies
(Thailand) Ltd. for $50,000.
PROQUEST LLC: Moody's Rates Proposed $60MM Credit Facility 'Ba2'
----------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to ProQuest LLC's
proposed $60 million first out revolving credit facility. All
other ratings included in the September 8, 2014 press release
remain unchanged. The rating outlook remains stable.
The previously announced all first lien transaction is expected to
lead to interest expense savings despite the $14 million increase
in debt which will improve free cash flow (although final pricing
has not been determined as of this publication). The sponsors will
add its Search and Discovery business in exchange for cash and
equity that is anticipated to contribute modestly to EBITDA and
offset the impact on leverage levels from the increase in debt.
The transaction also extends its debt maturity to 2021 from 2018.
The ratings on the existing credit facility due 2017 and 2018 and
note due 2018 are expected to be withdrawn upon repayment.
Moody's took the following ratings actions:
ProQuest LLC
-- New $60 million First Out Senior Secured revolving credit
facility maturing 2019 assigned a Ba2 (LGD1)
-- New $435 million Senior Secured 1st lien term loan maturing
2021 unchanged at B2 (LGD4)
-- Corporate Family Rating, unchanged at B2
-- Probability of Default Rating, unchanged at B2-PD
Existing debt
-- $40 million Senior Secured Revolving Loan maturing April
2017, unchanged at Ba2 (LGD2)
-- Senior secured Term Loan B maturing April 2018, unchanged at
Ba2 (LGD2)
-- $275 million Senior Unsecured Notes maturing October 2018,
unchanged at B3 (LGD5)
Outlook, remains stable
Ratings Rationale
ProQuest's B2 CFR reflects the company's adjusted leverage of 5.4x
as of Q2 2014 pro-forma for the proposed transaction
(incorporating Moody's standard adjustments as well as expensing
content and software costs instead of capitalizing them) as well
as a challenging, but improving economic environment constraining
sales to corporations, government organizations and public
libraries. Despite growth in its Higher Education division, driven
by strength in its E-book business, organic revenue growth has
been modest due to declines from its Dialog business and weakness
from legacy products that are in secular decline (microfilm and
print).
The company's ratings are supported by a large subscription base
in the library reference market with extensive content databases
sold to libraries, corporations and government organizations, as
well as high renewal rates and a recurring stream of revenues.
Moody's believe ProQuest will benefit from platform integration
savings due to the platform consolidation, but will face slightly
higher operating costs from cloud based services. While higher
cloud expenses could weigh on EBITDA, the company will save on
capex which is anticipated to modestly benefit free cash flow. The
benefits of lower platform spending will likely be partly
reinvested to enhance its product offering, which is important
given the competitiveness of the industry, and to drive future
growth. The company has benefited from the acquisition of Ebook
Corporation Limited (EBL) in 2013 that should support modest
growth and deleveraging over the next year.
ProQuest's liquidity profile is expected to be good given the
positive, although seasonal, free cash flow generation and the
availability of its new $60 million first out revolver due 2019.
Moody's expects free cash flow as a percentage of debt to be in
the mid single digits. Cash on the balance sheet as of the close
of the transaction is expected to be $15 million, although Moody's
anticipate it will grow through the balance of the year due to the
timing of its free cash flow in the second half of the year.
Interest coverage pro-forma for the transaction is expected to be
about 3x (as calculated by Moody's). Moody's expect free cash flow
to be used for potential acquisitions as well as modest
distributions to the owners to offset the impact of tax
obligations.
The term loan is expected to be covenant lite, but the revolver is
expected to have a springing 1st lien leverage covenant when 35%
is drawn. The company is anticipated to have the ability to issue
an unlimited amount of incremental facilities as long as the Total
Net First Lien Leverage Ratio (as defined in the credit agreement)
does not exceed 4.5x plus $100 million.
The company's stable outlook reflects Moody's view that leverage
will decline slightly over the next 12 months driven by modest
revenue and EBITDA growth primarily from its E-books business.
Given the recent upgrade, upward rating pressure is not expected
in the near term. However, Moody's would consider an upgrade if
ProQuest is able to demonstrate improved organic revenue and
EBITDA growth and reduce leverage below 4.25x on a sustained
basis. Maintenance of a good liquidity position and confidence
that the company would not be negatively impacted by the ability
of Goldman Sachs Partners to put their equity position to the
company starting at the end of 2019 would also be required.
Ratings could experience downward pressure if leverage exceeded 6x
due to challenging operating trends or from meaningful customer
subscription loses. An increase in leverage due to a debt funded
equity friendly transaction or acquisition that was not offset by
a comparable amount of EBITDA could also lead to negative rating
pressure.
ProQuest LLC's ratings were assigned by evaluating factors that
Moody's considers relevant to the credit profile of the issuer,
such as the company's (i) business risk and competitive position
compared with others within the industry; (ii) capital structure
and financial risk; (iii) projected performance over the near to
intermediate term; and (iv) management's track record and
tolerance for risk. Moody's compared these attributes against
other issuers both within and outside ProQuest LLC's core industry
and believes ProQuest LLC's ratings are comparable to those of
other issuers with similar credit risk. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.
Headquartered in Ann Arbor, Michigan, ProQuest LLC (ProQuest)
aggregates, creates, and distributes academic and news content
serving academic, corporate and public libraries worldwide.
Cambridge Information Group (CIG) acquired the ProQuest
Information and Learning business of Voyager Learning Company (fka
ProQuest Company) in February 2007 and merged it with its
Cambridge Scientific Abstracts, Limited Partnership (CSA) business
to form ProQuest. In conjunction with the transaction, ABRY
Partners acquired a 20% stake in ProQuest with CIG contributing
CSA for the remaining 80% voting interest and a cash distribution.
Goldman Sachs Partners (Goldman) acquired ABRY's ownership
position as well as additional ownership units in November 2013.
PROQUEST LLC: Moody's Hikes CFR to B2 & Rates 1st Lien Debt B2
--------------------------------------------------------------
Moody's Investors Service upgraded the corporate family rating
(CFR) for ProQuest LLC to B2 from B3 and assigned a B2 rating to
the proposed $435 million 1st lien term loan due 2021. The use of
proceeds is to refinance its existing credit facility and senior
unsecured note as well as pay transaction fees and expenses. As
part of the transaction, ProQuest also announced a $60 million
first out revolver due 2019 (not rated by Moody's). In addition,
the existing first lien credit facility was upgraded to Ba2 from
Ba3 and the existing senior unsecured note was upgraded to B3 from
Caa1, although the credit facility and note rating are expected to
be withdrawn upon repayment. The rating outlook remains stable.
The upgrade reflects the reduction in the company's leverage ratio
to 5.4x as of Q2 2014 from 6.5x in 2012 and expectations that
leverage will decline modestly in the future. The previously
completed platform migration and removal of minority equity put
risk following Goldman Sachs Partner's investment are also
positives that support the B2 CFR.
The announced all first lien transaction is expected to lead to
interest expense savings despite the $14 million increase in debt
which will improve free cash flow (although final pricing has not
been determined as of this publication). The sponsors will add its
Search and Discovery business in exchange for cash and equity that
is anticipated to contribute modestly to EBITDA and offset the
impact on leverage levels from the increase in debt. The
transaction also extends its debt maturity to 2021 from 2018.
Moody's took the following ratings actions:
ProQuest LLC
-- New $435 million Senior Secured 1st lien term loan maturing
2021 assigned a B2 (LGD4)
-- Corporate Family Rating, B2 upgraded from B3
-- Probability of Default Rating, upgraded to B2-PD from B3-PD
Existing debt
-- $40 million Senior Secured Revolving Loan maturing April
2017, upgraded to Ba2 (LGD2) from Ba3 (LGD2)
-- Senior secured Term Loan B maturing April 2018, upgraded to
Ba2 (LGD2) from Ba3 (LGD2)
-- $275 million Senior Unsecured Notes maturing October 2018,
upgraded to B3 (LGD5) from Caa1 (LGD5)
Outlook, remains stable
Ratings Rationale
ProQuest's B2 CFR reflects the company's adjusted leverage of 5.4x
as of Q2 2014 pro-forma for the proposed transaction
(incorporating Moody's standard adjustments as well as expensing
content and software costs instead of capitalizing them) as well
as a challenging, but improving economic environment constraining
sales to corporations, government organizations and public
libraries. Despite growth in its Higher Education division, driven
by strength in its E-book business, organic revenue growth has
been modest due to declines from its Dialog business and weakness
from legacy products that are in secular decline (microfilm and
print).
The company's ratings are supported by a large subscription base
in the library reference market with extensive content databases
sold to libraries, corporations and government organizations, as
well as high renewal rates and a recurring stream of revenues.
Moody's believe ProQuest will benefit from platform integration
savings due to the platform consolidation, but will face slightly
higher operating costs from cloud based services. While higher
cloud expenses could weigh on EBITDA, the company will save on
capex which is anticipated to modestly benefit free cash flow. The
benefits of lower platform spending will likely be partly
reinvested to enhance its product offering, which is important
given the competitiveness of the industry, and to drive future
growth. The company has benefited from the acquisition of Ebook
Corporation Limited (EBL) in 2013 that should support modest
growth and deleveraging over the next year.
ProQuest's liquidity profile is expected to be good given the
positive, although seasonal, free cash flow generation and the
availability of its new $60 million first out revolver due 2019
(not rated by Moody's). Moody's expects free cash flow as a
percentage of debt to be in the mid single digits. Cash on the
balance sheet as of the close of the transaction is expected to be
$15 million, although Moody's anticipate it will grow through the
balance of the year due to the timing of its free cash flow in the
second half of the year. Interest coverage pro-forma for the
transaction is expected to be about 3x (as calculated by Moody's).
Moody's expect free cash flow to be used for potential
acquisitions as well as modest distributions to the owners to
offset the impact of tax obligations.
The term loan is expected to be covenant lite, but the revolver is
expected to have a springing 1st lien leverage covenant when 35%
is drawn. The company is anticipated to have the ability to issue
an unlimited amount of incremental facilities as long as the Total
Net First Lien Leverage Ratio (as defined in the credit agreement)
does not exceed 4.5x plus $100 million.
The company's stable outlook reflects Moody's view that leverage
will decline slightly over the next 12 months driven by modest
revenue and EBITDA growth primarily from its E-books business.
Given the recent upgrade, upward rating pressure is not expected
in the near term. However, Moody's would consider an upgrade if
ProQuest is able to demonstrate improved organic revenue and
EBITDA growth and reduce leverage below 4.25x on a sustained
basis. Maintenance of a good liquidity position and confidence
that the company would not be negatively impacted by the ability
of Goldman Sachs Partners to put their equity position to the
company starting at the end of 2019 would also be required.
Ratings could experience downward pressure if leverage exceeded 6x
due to challenging operating trends or from meaningful customer
subscription loses. An increase in leverage due to a debt funded
equity friendly transaction or acquisition that was not offset by
a comparable amount of EBITDA could also lead to negative rating
pressure.
ProQuest LLC's ratings were assigned by evaluating factors that
Moody's considers relevant to the credit profile of the issuer,
such as the company's (i) business risk and competitive position
compared with others within the industry; (ii) capital structure
and financial risk; (iii) projected performance over the near to
intermediate term; and (iv) management's track record and
tolerance for risk. Moody's compared these attributes against
other issuers both within and outside ProQuest LLC's core industry
and believes ProQuest LLC's ratings are comparable to those of
other issuers with similar credit risk. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.
Headquartered in Ann Arbor, Michigan, ProQuest LLC aggregates,
creates, and distributes academic and news content serving
academic, corporate and public libraries worldwide. Cambridge
Information Group (CIG) acquired the ProQuest Information and
Learning business of Voyager Learning Company (fka ProQuest
Company) in February 2007 and merged it with its Cambridge
Scientific Abstracts, Limited Partnership (CSA) business to form
ProQuest. In conjunction with the transaction, ABRY Partners
acquired a 20% stake in ProQuest with CIG contributing CSA for the
remaining 80% voting interest and a cash distribution. Goldman
Sachs Partners (Goldman) acquired ABRY's ownership position as
well as additional ownership units in November 2013. Annual
revenue as of Q2 2014 was $537 million.
PROQUEST LLC: S&P Affirms 'B' CCR on New Issuance
-------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Ann Arbor, Mich.-based content provider ProQuest
LLC. The outlook is stable.
At the same time, S&P assigned the company's proposed $60 million
first-out revolving credit facility due 2019 an issue-level rating
of 'BB-' (two notches above the corporate credit rating), with a
recovery rating of '1', indicating S&P's expectations for very
high (90% to 100%) recovery for debtholders in the event of a
payment default.
In addition, S&P assigned the company's proposed $435 million
senior secured term loan B due 2021 an issue-level rating of 'B'
(at the same level as the corporate credit rating), with a
recovery rating of '3', indicating S&P's expectation for
meaningful (50%-70%) recovery for debtholders in the event of a
payment default.
The company will use the proceeds of the term loan to refinance
its existing term loan and repay its senior bonds.
"In our view, the rating on ProQuest reflects our expectation that
leverage will remain high, over 5x area in the intermediate term,
as the company will continue to expand and invest in its product
and content offerings. This expectation underscores our
assessment of ProQuest's financial risk profile as "highly
leveraged." ProQuest generates almost two-thirds of its revenue
from higher education libraries, where growth has been aided by
the evolution of e-books. However, some of ProQuest's corporate
and government clients are facing budgetary pressures and are not
increasing spending allocations for libraries, resulting in a low-
growth near-term operating outlook for the company," S&P said. As
a result, S&P views ProQuest's business risk profile as "weak."
S&P assess the company's management and governance as "fair."
ProQuest converts proprietary information from publishers into
electronically accessible databases for more than 12,000 academic,
government, corporate, and public libraries. S&P assess
ProQuest's business risk profile as weak because its end markets
are relatively mature, and growth is likely to require
acquisitions and product development or geographical expansion,
which entails significant risk. The company derives the majority
of its revenues from academic libraries, followed by corporate and
government customers and from public libraries and school
libraries. This has made its revenue susceptible to budget
pressures, which S&P believes could gradually improve in the
future. Competition within the industry is intense, and pricing
increases generally have been limited to an inflationary pace.
Demand for the company's products (especially from academic
libraries) historically has been fairly steady.
ProQuest's "highly leveraged" financial risk profile is based on
S&P's expectation that fully adjusted leverage will remain above
5x over the intermediate term and that the company will continue
its history of debt-financed acquisitions. As of June 30, 2014,
pro forma leverage was about 6x, in line with the 5x and above
that S&P typically associates with a highly leveraged financial
risk profile. In S&P's view, the company's leverage will curtail
the financial flexibility it needs to operate in some of its key
markets, invest in new products, and make necessary acquisitions
to foster growth. The company's recent refinancing and
performance have significantly improved free operating cash flow.
The proposed refinancing reduced interest expense by about $11
million to $12 million per year.
RADIOSHACK CORP: Wedbush Says Bankruptcy Imminent
-------------------------------------------------
Ben Levisohn, writing for The Wall Street Journal, reported that
Wedbush Securities analyst Michael Pachter and team lowered their
price target on RadioShack Corp. to $0, believing that a
bankruptcy reorganization is imminent. The Wedbush team told the
Journal that it believes brick and mortar electronics retailers
will see persistent structural decline as Internet sales continue
to take share.
Lauren Coleman-Lochner, writing for Bloomberg News, reported that
RadioShack shares tumbled the most in more than two years after
Wedbush cut its price target for the stock to $0. According to
Bloomberg, RadioShack's stock fell 23 percent to 94 cents in New
York trading on Sept. 9, the steepest one-day decline since July
2012.
About Radioshack Corporation
RadioShack (NYSE: RSH) -- http://www.radioshackcorporation.com--
is a national retailer of innovative mobile technology products
and services, as well as products related to personal and home
technology and power supply needs. RadioShack's retail network
includes more than 4,300 company-operated stores in the United
States, 270 company-operated stores in Mexico, and approximately
1,000 dealer and other outlets worldwide.
Radioshack reported a net loss of $400.2 million in 2013, a net
loss of $139.4 million in 2012, and net income of $72.2 million in
2011. As of May 3, 2014, Radioshack had $1.32 billion in total
assets, $1.25 billion in total liabilities and $72.6 million in
total stockholders' equity.
* * *
As reported by the TCR on June 18, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on the Fort Worth,
Texas-based RadioShack Corp. to 'CCC' from 'CCC+'. "The downgrade
reflects the company's very weak operating trends, which have led
to significant liquidity usage. Even if performance trends
moderate, we expect the company to be using cash over the near
term," said credit analyst Charles Pinson-Rose.
In the Dec. 30, 2013, edition of the TCR, Fitch Ratings has
affirmed its 'CCC' Long-term Issuer Default Rating (IDR) on
RadioShack Corporation. The IDR reflects the significant decline
in RadioShack's profitability and cash flow, which has become
progressively more pronounced over the past two years.
The TCR reported on March 13, 2014, that Moody's Investors Service
downgraded RadioShack Corporation's corporate family rating to
Caa2 from Caa1. "The continuing negative trend in RadioShack's
sales and margins has resulted in a precipitous drop in
profitability causing continued deterioration in credit metrics
and liquidity," Mickey Chadha, Senior Analyst at Moody's said.
Troubled Company Reporter, citing The Wall Street Journal,
reported on March 5, 2014, that RadioShack plans to cut back its
store count, after a sharp drop in sales over the holidays left it
with a $400 million loss in 2013. The electronics retailer said
it could close as many as 1,100 U.S. stores -- one out of every
four that it operates itself -- underscoring the difficulty it has
had adapting to a fast changing consumer landscape.
REFCO PUBLIC: Files Amended Plan of Liquidation
-----------------------------------------------
Refco Public Commodity Pool, L.P., f/k/a S&P Managed Futures Index
Fund, LP, filed with the U.S. Bankruptcy Court for the District of
Delaware an amended plan of liquidation in advance of its
confirmation hearing. The Debtor obtained approval of the
disclosure statement explaining its Plan in June.
The Amended Plan provides that the Debtor will assume as part of
the plan a letter agreement with KPMG (Cayman) regarding the
provision of restructuring advisory services in relation to the
SPhinX Companies, dated April 11, 2014.
Under the Plan, holders of allowed secured and unsecured claims
are not impaired and will receive full payment with interest on or
as soon as practicable after the effective date of the Plan.
Holders of limited partnership interests will each receive a pro
rata share of remaining cash after payment of claims and will vote
on the Plan. Holders of subordinated interests are not receiving
anything and are deemed to reject the Plan. There are 1,700
limited partners.
As of the date of filing of the bankruptcy case, the Fund has
$11.97 million in cash. The Fund expects to receive substantial
additional distributions from the SPhinX Group through the end of
its liquidation.
A full-text copy of the Amended Plan dated Sept. 8, 2014, is
available at http://bankrupt.com/misc/RefcoPublicplan0908.pdf
The Debtor is represented by Russell C. Silberglied, Esq., Paul N.
Heath, Esq., and Amanda R. Steele, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware; and Dennis J. Connolly,
Esq., William S. Sugden, Esq., and Suzanne N. Boyd, Esq., at
Alston & Bird LLP, in Atlanta, Georgia.
About Refco Public Commodity
Refco Public Commodity Pool, L.P., also known as S&P Managed
Futures Index Fund, L.P., is a fund that was formed in May 2003 to
make investments that substantially track the performance of the
Standard & Poor's Managed Futures Index. It did this by investing
substantially all of its assets in SPhinX Managed Futures Fund,
SPC, a Cayman Islands domiciled segregated portfolio company.
RefcoFund Holdings, LLC was the general partner of the Fund.
Refco Public filed a Chapter 11 bankruptcy petition (Bankr. D.
Del. Case No. 14-11216) in Wilmington, Delaware, on May 13, 2014.
Daniel F. Dooley signed the petition as managing member of MAA,
LLC. The Debtor estimated assets of $17 million and debt of $0.
The case is assigned to Judge Brendan Linehan Shannon. Attorneys
for the Debtor are Russell C. Silberglied, Esq., Paul N. Heath,
Esq., and Amanda R. Steele, Esq., at Richards, Layton, & Finger,
PA of Wilmington, Delaware and Dennis J. Connolly, Esq., William
S. Sudgen, Esq., and Suzanne N. Boyd, Esq., at Alston & Bird, LLP
of Atlanta, Georgia.
Morris Anderson & Associates, Ltd., is the Debtor's financial
advisor, and Maples & Calder serves as the Debtor's Cayman Islands
counsel.
RECONROBOTICS INC: Court Closes Dismissed Bankruptcy Case
---------------------------------------------------------
Bankruptcy Judge Kathleen H. Sanberg has closed the Chapter 11
case of Reconrobotics, Inc.
Judge Sanberg, in her findings, found that the case was dismissed,
that no trustee was appointed or that the trustee appointed has
filed a final report and account, and that there is no estate to
be administered or that the estate has been fully administered.
As reported in the TCR on July 30, 2014, at the request of
creditors Kent Hann and DK, Inc., the judge dismissed the case.
The Debtor supported the creditors' request for dismissal.
On April 1, 2014, the creditors commenced the Chapter 11 case by
filing an involuntary petition against ReconRobotics because they
were not satisfied with the reporting of financial and other
information. The creditors asserted that ReconRobotics had failed
to make timely payment to them.
Christopher A. Camardello, Esq., at Winthrop & Weinstine, P.A., in
Minneapolis, Minnesota, relates that since then, ReconRobotics has
provided, and has agreed to continue to provide, the information
that the creditors seek. In addition, ReconRobotics has cured
defaults under its agreement with the creditors.
According to Mr. Camardello, subject to the creditors entering
into a customary confidentiality agreement, ReconRobotics will
provide them with monthly financial information, reported in the
same fashion as ReconRobotics reports that information to its
senior secured creditor, Bremer Bank.
Col. Kent Hann, USA, Ret., DK, Inc., RiverStar, Inc., and
RiverBend Electronics, Inc., filed for Involuntary Petition
against Edina, Minnesota-based ReconRobotics, Inc., (Bankr. D.
Minn. Case No. 14-41405) on April 1, 2014. The petitioners are
represented by Christopher A. Camardello, Esq., at Winthrop &
Weinstine, P.A.
RIVIERA HOLDINGS: Has $4.5-Mil. Net Loss for June 30 Quarter
------------------------------------------------------------
Riviera Holdings Corporation filed its quarterly report on Form
10-Q, disclosing a net loss of $4.5 million on $20.83 million of
net revenues for the three months ended June 30, 2014, compared
with a net loss of $7.38 million on $15.71 million of net revenues
for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $204.8
million in total assets, $126 million in total liabilities and
total stockholders' equity of $78.8 million.
Subsequent to emergence from bankruptcy, the Company has generated
net losses from continuing operations before income tax benefits
of $6.8 million, $26.8 million, $56.6 million and $19.3 million
for the six months ended June 30, 2014, and the years ended
Dec. 31, 2013 and 2012 and for the period April 1, 2011 through
Dec. 31, 2011, respectively, and has an accumulated deficit of
$78.0 million at June 30, 2014. The Company has cash and cash
equivalents of $58.6 million and a net working-capital deficit of
$38.8 million at June 30, 2014. The net working-capital deficit
includes $50.0 million of the Company's Series A Credit Agreement
and $36.1 million of the Company's Series B Credit Agreement
(collectively, the "Credit Agreements"), both of which are
classified as currently payable.
In connection with the Credit Agreements, the Company agreed to
several affirmative and negative covenants. Beginning on June 30,
2012 and as of each subsequent quarter, including as of June 30,
2014, the Company was not in compliance with the financial
covenants in, and in default under, the Credit Agreements.
Pursuant to the terms of the Forbearance Agreement, the Required
Lenders had agreed to forbear from exercising their remedies under
the Series A Credit Agreement and the Series B Credit Agreement
arising out of the default for a period up to and including July
31, 2014. On July 31, 2014, the Forbearance Agreement was amended
to extend the forbearance period through Aug. 31, 2014. The
Company is currently in negotiations with its lenders, who are
also stockholders, under the Credit Agreements concerning new
financial covenants and other amendments to the Credit Agreements
to resolve the existing default. There can be no assurance that
the Company will be successful in doing so or that such amendments
will be on favorable terms to the Company. The conditions and
events described above raise substantial doubt about the Company's
ability to continue as a going concern.
A copy of the Form 10-Q is available at:
http://is.gd/qyz8wf
About Riviera Holdings
Riviera Holdings Corporation, through its wholly owned subsidiary,
Riviera Operating Corporation, owns and operates the Riviera Hotel
& Casino located on Las Vegas Boulevard in Las Vegas, Nevada.
Riviera Hotel & Casino, which opened in 1955, has a long-standing
reputation for delivering traditional Las Vegas-style gaming,
entertainment and other amenities.
On July 12, 2010, RHC, ROC and the Riviera Black Hawk casino filed
petitions for relief under the provisions of Chapter 11 of the
United States Bankruptcy Code with the United States Bankruptcy
Court for the District of Nevada. On Nov. 17, 2010, the
Bankruptcy Court entered a written order confirming the Debtors'
Second Amended Joint Plan of Reorganization. On December 1, 2010,
the Plan became effective. On April 1, 2011, the Debtors emerged
from reorganization proceedings under the Bankruptcy Code.
Thomas H. Fell, Esq., at Gordon Silver, represented the Debtors in
the Chapter 11 cases. XRoads Solutions Group, LLC, served as the
financial and restructuring advisor. Garden City Group Inc.
served as the claims and notice agent.
On April 26, 2012, RHC completed the sale of Riviera Black Hawk
casino to Monarch Casino and Resorts, Inc., and its wholly-owned
subsidiary Monarch Growth Inc. The Buyer purchased Riviera Black
Hawk by acquiring all of the issued and outstanding shares of
common stock of RHC's subsidiary Riviera Black Hawk. The Buyer
paid $76 million for the stock, subject to certain post-closing
working capital adjustments. At the closing, ROC paid or
satisfied substantially all of RBH's indebtedness (which consisted
of inter-company accounts and equipment leases) and placed $2.1
million of working capital in a restricted bank account.
Accordingly, the Company has reflected the business, including
gain on sale, as discontinued operations.
In July 2013, Moody's Investors Service downgraded Riviera
Holdings' ratings, including its Corporate Family Rating to
Caa3 from Caa2 and its Probability of Default Rating to Caa3-PD
from Caa2-PD. At the same time, Moody's downgraded Riviera's first
lien term loan and revolver to Caa2 from Caa1, its second lien
term loan to Ca from Caa3 and its Speculative Grade Liquidity
rating to SGL-4 from SGL-3. The rating outlook is negative.
The downgrade reflected Moody's view that Riviera's capital
structure is unsustainable given growing operating losses and its
inability to cover debt service and capex needs given limited
available cash balances. Moody's at that time said that, although
the company continues to pay required interest on time, it remains
in technical default of financial covenants.
RYLAND GROUP: S&P Revises Outlook to Pos. & Affirms 'BB-' CCR
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on The
Ryland Group Inc. to positive from stable. At the same time, S&P
affirmed its 'BB-' corporate credit rating on Ryland and its 'BB-'
issue ratings on its debt. S&P revised the recovery rating on the
company's senior unsecured debt to '3' from '4', indicating its
expectation for a meaningful (50% to 70%) recovery in the event of
default.
"The revision of our outlook reflects Ryland's improving credit
measures as a result of stronger profitability and volume growth,"
said Standard & Poor's credit analyst Michael Souers. S&P thinks
the company's strategy of expanding its platform of active
communities should continue to boost operating leverage and will
allow the company to participate strongly in the current housing
recovery.
Standard & Poor's ratings on Ryland are based on the company's
"fair" business risk profile. This reflects the highly cyclical
nature of the U.S. housing market, which results in volatility to
both revenues and profitability. Ryland is one of the nation's
leading homebuilders, as measured by both revenues and deliveries
(the company delivered 7,231 homes during the trailing-12-month
period ended June 30, 2014). The company is fairly well
diversified geographically, with operations in 21 markets across
17 states. Although housing performance has been choppy both
broadly and within its various markets, Ryland has been profitable
across all of its regions.
The positive outlook reflects S&P's expectation that Ryland will
continue to benefit from the improving, albeit uneven at times,
housing market and from community count growth that pushes volume
and overall profitability higher. While S&P expects Ryland will
continue to use cash and raise incremental debt to fund land
investments, S&P thinks debt leverage could improve to levels
consistent with a "significant" financial risk profile over the
next 12 months supported by EBITDA growth.
S&P would consider raising the rating by one notch if earnings and
EBITDA growth support adjusted debt to EBITDA of 3x to 4x and
total debt to book capital in the mid-40% area on a sustained
basis, while the company manages inventory investment prudently.
This could result in S&P's revising the financial risk profile
assessment to "significant" from "aggressive".
S&P would consider revising the outlook back to stable if land
investment or acquisitions materially exceed our projections,
largely financed by debt issuance. Additionally, S&P would also
consider revising the outlook back to stable if housing demand
drops materially, compressing margins. In either of these
scenarios, leverage improvements would be delayed.
SK HOLDCO: S&P Assigns 'B' CCR & Rates $495MM Facilities 'B+'
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to SK HoldCo LLC. The outlook is stable. Midas
Intermediate HoldCo II LLC, a subsidiary of SK HoldCo, will be the
borrower of the debt.
At the same time, S&P assigned its 'B+' issue-level and '2'
recovery ratings to the company's proposed $495 million senior
credit facilities, which comprise a $100 million revolver, a $355
million first-lien term loan B, and $40 million delayed draw term
loan B. The '2' recovery rating indicates S&P's expectation for
substantial recovery (70%-90%) for the lenders in the event of a
payment default.
S&P also assigned its 'CCC+' issue-level and '6' recovery ratings
to the company's proposed $200 million senior unsecured notes.
The '6' recovery rating indicates S&P's expectation for negligible
recovery (0%-10%) for the lenders in the event of a payment
default.
SK HoldCo is an operator of light vehicle collision repair shops
in the U.S. The company's economically resilient business model
is mitigated by its aggressive expansion strategy, which entails
integration risk (reflecting consolidation in the market) and its
narrow scope, scale, and diversity (the company conducts business
only in certain locales in the U.S. and it consists only of
collision repair).
"The stable outlook reflects our view that SK HoldCo will continue
to operate at recent gross margin levels or better, allowing the
company to maintain credit metrics appropriate for the rating,
generate a small amount of positive FOCF, and maintain sufficient
liquidity despite its business strategy of growth through
acquisitions," said Standard & Poor's credit analyst Nancy C
Messer.
S&P could lower the rating within the next 12 months if the
company's operating prospects reverse, potentially due to
integration risks associated with its strategy of growth through
acquisitions. A downgrade could also be triggered if the company
is not able to generate positive free cash flow consistently for
multiple quarters, adversely affecting liquidity, or if its debt
leverage increases from the already high existing level on account
of another debt funded acquisition.
S&P considers an upgrade unlikely during the next 12 months
because it believes SK HoldCo's financial risk profile will remain
"highly leveraged" under its financial sponsor, based on its large
debt burden relative to its size and S&P's general view of the
financial sponsors' tolerance for financial risk.
SKYLINE MANOR: Final Cash Collateral Hearing on Sept. 15
--------------------------------------------------------
The final hearing on the motion to use cash collateral and
granting adequate protection filed by Ron Ross is scheduled for
September 15, 2014, at 1:30 p.m. Evidence deadline was due
September 10.
Mr. Ross is the Chapter 11 trustee for Skyline Manor, Inc.
The U.S. Bankruptcy Court for the Northern District of District of
Nebraska previously entered a fifth interim order authorizing the
Debtor to cash collateral through September 2, 2014.
Prior to that, the Court entered a cash collateral order on August
4.
In his capacity as the chapter 11 trustee, Mr. Ross, on June 4
2014, sought Court approval to use cash collateral on an interim
basis. Oxford expressed its consent to the use of cash
collateral.
Oxford made certain loans and other financial accommodations
available to the debtor. It asserts that the loans are secured by
first priority liens on and security interests in all of the
debtor's property. Hence, proceeds of Oxford's loan and the
proceeds received therefrom are deemed as cash collateral.
Mr. Ross contends that it is to the best interest of the debtor,
the debtor's estate and its creditors that he be permitted to use
the cash collateral to operate the healthcare facility.
Otherwise, immediate and irreparable injury will result.
About Skyline Manor
Skyline Manor Inc. is a Nebraska non-profit corporation that
operates a 199-unit continuing care retirement community and a 140
unit independent living facility in Omaha. Skyline Manor filed a
Chapter 11 bankruptcy petition (Bankr. D. Neb. Case No. 14-80934)
on May 8, 2014. The petition was signed by John W. Bartle as
chief restructuring officer. Judge Thomas L. Saladino presides
over the case.
The Debtor estimated assets of at least $10 million and
liabilities between $10 million to $50 million.
Mr. Ross was later appointed as the Chapter 11 trustee for Skyline
Manor.
SPHERIX INC: Has $11.57-Mil. Net Loss for Q2 Ended June 30
----------------------------------------------------------
Spherix Incorporated filed its quarterly report on Form 10-Q,
disclosing a net loss of $11.57 million on $3,000 of revenues for
the three months ended June 30, 2014, compared with a net loss of
$807,000 on $nil of revenues for the same period last year.
The Company's balance sheet at June 30, 2014, showed
$68.9 million in total assets, $923,000 in total liabilities, and
stockholders' deficit of $62.1 million.
As a result of the Company's recurring operating losses and net
operating cash flow deficits, 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/ZYJWFM
About Spherix Incorporated
Bethesda, Md.-based Spherix Incorporated (NASDAQ CM: SPEX)
-- http://www.spherix.com/-- was launched in 1967 as a scientific
research company, under the name Biospherics Research. The
Company now leverages its scientific and technical expertise and
experience through its two subsidiaries -- Biospherics
Incorporated and Spherix Consulting, Inc. Biospherics is
currently running a Phase 3 clinical trial to study the use of
D-tagatose as a treatment for Type 2 diabetes. Its Spherix
Consulting subsidiary provides scientific and strategic support
for suppliers, manufacturers, distributors and retailers of
conventional foods, biotechnology-derived foods, medical foods,
infant formulas, food ingredients, dietary supplements, food
contact substances, pharmaceuticals, medical devices, consumer
products, and industrial chemicals and pesticides.
T-L CHEROKEE: Can Access Bank's Cash Collateral Until Sept. 30
--------------------------------------------------------------
The Hon. J. Philip Klingeberger of the U.S. Bankruptcy Court for
the Northern District of Indiana issued a 13th interim order
authorizing T-L Cherokee South LLC to use Cole Taylor Bank's cash
collateral until Sept. 30, 2014m pursuant to the budget.
A final hearing is set for Sept. 24, 2014, at 11:45 a.m.,
prevailing central time.
The Debtor said it owes $14,392,500 in interest and $92,280 in
fees to the bank as of its bankruptcy filing. The bank is granted
valid, perfected, and enforceable liens, mortgages and security
interests in and on the Debtor's post-petition assets.
A full-text copy of the cash collateral budget is available for
free at http://is.gd/39af6J
About T-L Cherokee
T-L Conyers LLC, T-L Cherokee South, LLC, and two affiliates
sought Chapter 11 protection in Hammond, Indiana, on Feb. 1, 2013.
The Debtors are represented by David K. Welch, Esq., at Crane,
Heyman, Simon, Welch & Clar, in Chicago.
The Debtors own various shopping centers in Georgia and Kansas.
T-L Cherokee South (Bankr. N.D. Ind. Case No. 13-20283) estimated
assets and debts of $10 million to $50 million. T-L Cherokee owns
and operates a commercial shopping center in Overland Park, Kansas
known as "Cherokee South Shopping Center".
The Debtors are entities managed by Westchester, Illinois-based
Tri-Land Properties, Inc., which sought Chapter 11 protection
(Case No. 12-22623) on July 11, 2012.
T-L CHEROKEE: Can Expand McDowell Rice's Role
---------------------------------------------
The Hon. J. Philip Klingeberger of the U.S. Bankruptcy Court for
the Northern District of Indiana authorized T-L Cherokee South LLC
to expand the scope of retention of Louis J. Wade, Esq., and the
law firm of McDowell Rice Smith & Buchanan as its special counsel
to include the provision of legal services relating to commencing
litigation on behalf of the Debtor in local courts for collection
and forcible entry/lawful detainer actions against delinquent
tenants.
As reported in the Troubled Company Reporter on Dec. 4, 2013, Mr.
Wade and McDowell Rice will provide legal services to the Debtor
in respect to routine cases seeking collection of money on a
contingency basis, and with respect to forcible entry/unlawful
detainer and eviction work and other advice and assistance as
specifically requested by the Debtor, relating to the operation
of the Debtor's commercial shopping center, commonly known as
Cherokee South Shopping Center.
Pursuant to a Contingency Matter Retention Agreement, McDowell
Rice will be compensated on a 33.33% contingency basis; the
percentage to be calculated against all money collected whether
paid as principal, interest, attorney's fees or other, with costs
to be repaid first without deduction of fees. In addition, the
Debtor will be responsible for out of pocket costs and a $200
deposit will be required to cover costs of filing suit for local
cases. The deposit may fluctuate for cases referred to co-counsel
and other states. In the event that the matter is resolved in
whole or in part by turnover of property other than cash, fees
will be calculated at one-half, 50%, of the fee as applied to the
retail value of the property.
Mr. Wade, a principal of McDowell Rice, 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.
About T-L Cherokee
T-L Conyers LLC, T-L Cherokee South, LLC, and two affiliates
sought Chapter 11 protection in Hammond, Indiana, on Feb. 1, 2013.
The Debtors are represented by David K. Welch, Esq., at Crane,
Heyman, Simon, Welch & Clar, in Chicago.
The Debtors own various shopping centers in Georgia and Kansas.
T-L Cherokee South (Bankr. N.D. Ind. Case No. 13-20283) estimated
assets and debts of $10 million to $50 million. T-L Cherokee owns
and operates a commercial shopping center in Overland Park, Kansas
known as "Cherokee South Shopping Center".
The Debtors are entities managed by Westchester, Illinois-based
Tri-Land Properties, Inc., which sought Chapter 11 protection
(Case No. 12-22623) on July 11, 2012.
TARGA RESOURCES: Moody's Raises Corporate Family Rating to 'Ba1'
----------------------------------------------------------------
Moody's Investors Service upgraded Targa Resources Partners LP's
(TRP) Corporate Family Rating (CFR) to Ba1 from Ba2. Moody's also
upgraded the company's existing senior unsecured notes ratings to
Ba2 from Ba3. The Speculative Grade Liquidity Rating was affirmed
at SGL-3. The rating outlook was changed to positive from stable.
"Targa Resources' upgrade reflects the company's strong execution
on its growth capital spending, rising cash flows, and declining
financial leverage," commented Arvinder Saluja, Moody's Analyst.
"The partnership has diversified its business mix and reduced its
concentration in natural gas gathering and processing."
Issuer: Targa Resources Partners LP
Upgrades:
Corporate Family Rating, Upgraded to Ba1 from Ba2
Probability of Default Rating, Upgraded to Ba1-PD from Ba2-PD
Senior Unsecured Regular Bond/Debentures, Upgraded to Ba2, LGD4
from Ba3, LGD4
Outlook changed to positive.
Ratings Rationale
TRP's Ba1 CFR is supported by its scale and baseline EBITDA
generation, strong execution of growth projects, higher proportion
of fee-based margin contribution, and strengthening credit
metrics. TRP has increased geographic diversification, improved
business diversification through entry into crude oil gathering,
and grown fee-based business (over 60% of operating margin as of
June 2014, targeted to grow to two-thirds by end of 2014). As a
number of growth projects have come online in 2013 and 2014, its
distribution coverage, which remained under 1.0x for a portion of
2013, has also improved with the cash flow from these projects.
These positive attributes are tempered by still material exposure
to the gathering and processing business, continued weakness in
natural gas liquids (NGL) markets, its historically aggressive
distribution policies, and commodity price and volume risks.
The positive outlook reflects Moody's expectation that TRP would
continue to grow its scale and partnership cash flows by using a
prudent mix of equity and debt funding for its projects, and
maintain credit metrics in line with its investment grade rated
peers while further increasing fee-based business.
The ratings could be upgraded to Baa3 if there is enough
visibility that TRP's EBITDA could approach at least $1 billion
while sustaining Debt/EBITDA below 3.5x and commodity price and
volume risks below 30%. Though unlikely, TRP's ratings could be
downgraded if Debt/EBITDA rises over 5x because of insufficient
equity funding of growth or acquisitions and/or weaker than
expected earnings. An inability to execute growth capital projects
or failure to access the capital markets would also result in a
downgrade. Furthermore, any material increase in debt at the Targa
Resources Corp. (TRC) level could trigger a downgrade as the debt
at the TRC level must be supported by the cash flow generated at
the TRP level.
TRP's senior notes are unsecured and its unsecured noteholders
have a subordinated claim to assets behind the senior secured
revolving credit facility and the accounts receivable
securitization facility. Given the substantial amount of priority-
claim secured debt in the capital structure, the notes are rated
Ba2, one notch below the Ba1 CFR under Moody's Loss Given Default
Methodology.
TRP's SGL-3 rating reflects adequate liquidity through 2015. As of
June 30, 2014, TRP had $67 million of cash and $610 million
available on its $1.2 billion senior secured revolving credit
facility due October 2017. With total capital spending of around
$780 million and with growth in 2014 EBITDA and cash flows from
growth projects that have been completed, we expect that TRP
should be able to cover most of its spending with cash flows from
operations. Its liquidity of $678 million at June 30, 2014 should
be sufficient for any shortfall from its capital budget and
distributions. At June 30, 2014, TRP was comfortably in compliance
with the credit facility's leverage and interest covenants.
Secondary liquidity is limited as the majority of the
partnership's assets are pledged to the senior secured creditors.
TRC has $63 million available under its $150 million secured
revolving credit facility that matures in October 2017. TRC relies
on general partner distributions, incentive distribution rights,
and limited partner distributions to service any debt obligations.
The principal methodology used in this rating was Global Midstream
Energy published in December 2010. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.
Targa Resource Partners LP is a midstream master limited
partnership headquartered in Houston, Texas, and is controlled by
Targa Resources Corp.
TENGION INC: Reports $17.85-Mil. Net Loss in Q2 Ended June 30
-------------------------------------------------------------
Tengion, Inc., filed its quarterly report on Form 10-Q, disclosing
a net loss of $17.85 million on $nil of revenue for the three
months ended June 30, 2014, compared to a net loss of $11.93
million on $nil of revenue for the same period last year.
The Company's balance sheet at June 30, 2014, showed $14.2
million in total assets, $80.06 million in total liabilities and
total stockholders' deficit of $65.87 million.
The Company has incurred losses since inception and has an
accumulated deficit of $318.2 million as of June 30, 2014,
including $48.4 million of cumulative accretion of redeemable
convertible preferred stock through the date of its conversion to
common stock in April 2010. The Company anticipates incurring
additional losses and deficits in operating cash flows until such
time, if ever, that it can generate significant sales of its
therapeutic product candidates currently in development or enters
into cash flow positive business development transactions. Based
upon the Company's current expected level of operating
expenditures and required debt repayments, and assuming the
Company is not required to settle any outstanding warrants in cash
or redeem, or pay cash interest on, any of its convertible notes,
the Company expects to be able to fund operations through Dec. 31,
2014; however, this period could be shortened if there are any
unanticipated increases in planned spending on development
programs or other unforeseen events. The Company plans to raise
additional funds through collaborative arrangements, public or
private sales of debt or equity securities, commercial loan
facilities, or some combination thereof. There is no assurance
that additional financing will be available when needed to allow
the Company to continue its operations or if available, on terms
acceptable to the Company. In the event financing is not
obtained, the Company could pursue additional headcount reductions
and other cost cutting measures to preserve cash as well as
explore the sale of selected assets to generate additional funds.
If the Company is required to significantly reduce operating
expenses and delay, reduce the scope of, or eliminate one or more
of its development programs, these events could have a material
adverse effect on the Company's business, results of operations
and financial condition. These factors raise substantial doubt
about the Company's ability to continue as a going concern,
according to the Company's regulatory filing.
A copy of the Form 10-Q is available at:
http://is.gd/FNOKTI
About Tengion
Tengion, a clinical-stage biotechnology company, has pioneered the
Organ Regeneration Platform(TM) that enables the Company to create
proprietary product candidates that are intended to harness the
intrinsic regenerative pathways of the body to produce a range of
native-like organs and tissues. Tengion's product candidates seek
to eliminate the need to utilize other tissues of the body for a
purpose to which they are poorly suited, procure donor organs or
administer anti-rejection medications.
The Company's balance sheet at June 30, 2012, showed $6.06 million
in total assets, $9.02 million in total liabilities and a $2.96
million total stockholders' deficit.
Bankruptcy Warning
Cash, cash equivalents and short-term investments at June 30,
2012, were $3.7 million, representing 60.8% of total assets.
The Company is currently appealing a notice of delisting from the
NASDAQ Stock Market for failure to maintain minimum stockholders'
equity. If the Company's common stock is delisted and is not
subsequently listed on another national securities exchange, the
Company would be required to pay the cash settlement value for
certain of its outstanding warrants.
"We will need to raise additional funds to complete the Phase 1
clinical trial for our Neo-Urinary Conduit and our preclinical
research and development activities for our Neo-Kidney Augment,"
the Company said in its quarterly report for the period ended
June 30, 2012. "We will need to raise additional funds through
collaborative arrangements, public or private sales of debt or
equity securities, commercial loan facilities, or some combination
thereof. There is no assurance that such financing will be
available or, if available, on terms acceptable to us. Without
additional capital, the Company will not be able to remain in
business and will likely need to seek protection under the United
States bankruptcy laws."
TMK HAWK: Moody's Rates $105MM 2nd Lien Sr. Debt 'Caa2'
-------------------------------------------------------
Moody's Investors Service assigned a B3 rating to TMK Hawk Parent,
Corp.'s, (TriMark) proposed $250 million guaranteed 1st lien
senior secured term loan and a Caa2 rating to the company's $105
million guaranteed 2nd lien senior secured term loan. In addition,
Moody's assigned TriMark a B3 Corporate Family Rating (CFR) and
B3-PD Probability of Default Rating (PDR). The outlook is stable.
Proceeds from the proposed $355 million in senior secured bank
facilities, along with a $100 million guaranteed senior secured
Asset Based Loan facility (ABL) (not rated, largely undrawn at
close) and substantial common equity contributed by Warburg Pincus
and TriMark management will be used to fund the acquisition of
TriMark, a leading distributor of foodservice equipment and
supplies in North America.
Moody's ratings are subject to review of final documentation.
Ratings assigned are;
Corporate Family Rating of B3
Probability of Default Ratings of B3-PD
$250 million 1st lien guaranteed senior secured term loan, rated
B3 (LGD 4)
$105 million 2nd lien guaranteed senior secured term loan, rated
Caa2 (LGD 5)
Outlook: Assigned Stable
Ratings Rationale
The B3 Corporate Family Rating (CFR) reflects TriMark's modest
scale based on revenues, ongoing acquisition strategy and high
financial leverage as well as revenue concentration. The ratings
are supported by TriMark's relatively steady and recurring revenue
stream of certain product lines, low capex requirements and
adequate liquidity.
The stable outlook reflects Moody's view that operating
performance will steadily improve as the company continues to
leverage recent acquisitions and focuses on debt reduction over
and above required amortization. The outlook also expects the
company will maintain adequate liquidity but does not incorporate
any material acquisitions.
The B3 (LGD 4) rating on the 1st lien guaranteed senior secured
$250 million term loan, the same as the Corporate Family Rating
(CFR), reflects the facilities' junior position to the $100
million senior secured first lien Asset Based Loan facility as
well as its first lien priority position relative to other debt
and non-debt liabilities, predominantly the $105 million
guaranteed senior secured 2nd lien term loan that provides a
cushion to the first lien debtholders in a default scenario. The
Caa2 (LGD 5) rating on the 2nd lien term loan, two notches below
the CFR, reflects the term loans junior position in the company's
capital structure, specifically to the ABL and first lien term
loan.
Factors that could result in upward rating pressure include steady
organic growth in revenue and earnings that results in a material
reduction in leverage and stronger interest coverage.
Specifically, an upgrade would require debt to EBITDA migrating
well below 4.5 times, EBITDA less capex to interest of around 2.5
times and retained cash flow to debt of about 10%. A higher rating
would also require adequate liquidity. Whereas, an inability to
improve credit metrics, particularly leverage over the
intermediate term or deterioration in liquidity for any reason,
could result in downward ratings pressure.
TMK Hawk Parent, Corp. (TriMark) is a distributor of foodservice
equipment and supplies in North America, providing all non-food
products used by restaurants and other foodservice operators.
Annual revenues are approximately $1.0 billion. TriMark will be
majority owned by Warburg Pincus, LLC.
The principal methodology used in this rating was the Global
Distribution & Supply Chain Services published in November 2011.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.
TMK HAWK: S&P Assigns 'B' CCR on Acquisition by Warburg Pincus
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to TMK Hawk Parent Corp., the holding company of
TriMark, a foodservice equipment and supplies distributor. The
outlook is stable.
At the same time, S&P assigned its 'BB-' issue rating (two notches
above the corporate credit rating) to the company's $100 million
ABL with a recovery rating of '1', indicating that lenders could
expect very high (90%-100%) recovery in the event of payment
default or bankruptcy.
In addition, S&P assigned its 'B' issue rating (the same level as
the corporate credit rating) to TriMark's $250 million first-lien
term loan, with a recovery rating of '3', indicating that lenders
could expect meaningful (50%-70%) recovery in the event of a
payment default or bankruptcy.
S&P also assigned its 'CCC+' issue rating (two notches below the
corporate credit rating) to TriMark's $105 million second-lien
term loan, with a recovery rating of '6', indicating that lenders
could expect negligible (0%-10%) recovery in the event of a
payment default or bankruptcy.
The ratings on TriMark reflect its financial sponsor ownership and
the significant debt burden to support its acquisition by Warburg
Pincus. These factors, along with the company's credit metrics,
which are weak, support S&P's assessment of its "highly leveraged"
financial risk profile.
S&P's TriMark ratings also reflect its narrow business focus in
the highly fragmented $10 billion foodservice equipment and
supplies distribution industry that has low barriers to entry and
good operating efficiency. The competitive landscape is vast with
over 1,500 participants, the top five of which account for
approximately 29% of the market share. TriMark has about a 10%
market share in the overall market, and S&P believes organic
growth is limited by the maturity of the food service industry,
and that consolidation is necessary to effectively compete.
TriMark has completed ten acquisitions since 1998 and S&P believes
it will continue to consolidate the industry to drive its revenue
growth. The company has a good presence in the space with its
national platform, but its revenue model is based largely on
equipment sales (approximately 70% of revenue) to large national
chains (a core revenue driver) and independent restaurants. This
makes it subject to new store openings by large chain restaurant
operators, which have flat to low-single-digit growth prospects,
and consumer discretionary income. S&P believes the company's
sales will be fairly stable as approximately 50% of its equipment
revenue is replacement sales. Twenty-five percent of its revenues
are supplies sales with an 85% recurring revenue base.
TriMark modestly benefits from its national distribution platform
as it can service large, national chain operators more efficiently
than local competitors thanks to multiple distribution centers
located throughout the U.S. The company's cost-plus-markup model
and cost efficient purchasing program (due to its volume purchase
levels as a foodservice equipment and supplies provider to large
national chains) allow it to maintain stable EBITDA margins in the
mid-single digits.
The above factors support S&P's "weak" business risk assessment.
The stable outlook reflects S&P's belief that TriMark's operating
performance will remain relatively stable over the next year, with
revenue growth in the low-single digits, benefiting from equipment
sales backlog visibility and repeatable supplies sales. It also
reflects S&P's forecast for low but consistent free cash flow
levels with credit ratios consistent with a "highly leveraged"
financial risk profile, and liquidity remaining adequate.
TRANSAKT LTD: Incurs $583K Net Loss for Second Quarter
------------------------------------------------------
TransAKT Ltd. filed its quarterly report on Form 10-Q, disclosing
a net loss of $583,429 on $112,597 of net sales for the three
months ended June 30, 2014, compared with a net loss of
$1.16 million on $40,157 of net sales for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed
$7.17 million in total assets, $1.11 million in total liabilities
and stockholders' equity of $6.07 million.
The Company has incurred a net loss attributable to common
stockholders of $1.22 million and $1.73 million during the six
months ended June 30, 2014 and 2013, respectively, and had an
accumulated deficit of $15.64 million and $14.42 million as of
June 30, 2014 and December 31, 2013, respectively. The ability of
the Company to continue research and development projects and
realize the capitalized value of proprietary technologies and
related assets is dependent upon future commercial success of the
technologies and raising sufficient funds to continue research and
development as well as to effectively market its products.
Through June 30, 2014, the company has not realized commercial
success of the technologies, nor have it raised sufficient funds
to continue research and development or to market its products.
A copy of the Form 10-Q is available at:
http://is.gd/ID4Rfm
About TransAKT Ltd.
Based in Yangmei City, Taoyuan, Taiwan, TransAKT Ltd., a Nevada
corporation, has operated principally as a research and
development company since its inception but abandoned its
telecommunications technology business in fiscal 2012. Through
its wholly owned subsidiary, Vegfab Agricultural Technology Co.
Ltd., it is now engaged in the manufacture, marketing and sale of
hydroponic and LED based agricultural equipment for commercial and
home use.
* * *
As reported in the TCR on April 19, 2013, KCCW Accountancy Corp.,
in Diamond Bar, Calif., expressed substantial doubt about TransAKT
Ltd.'s ability to continue as a going concern, citing the
Company's accumulated deficit of $3,911,792 at Dec. 31, 2012,
including net losses of $1,338,033 and $337,463 during the years
ended Dec. 31, 2012, and 2011, respectively.
TRIGEANT HOLDINGS: Gets Interim Order to Hire Berger as Counsel
---------------------------------------------------------------
The Hon. Erik P. Kimball of the U.S. Bankruptcy Court for the
Southern District of Florida issued an interim order authorizing
Trigeant Holdings Ltd. to employ Berger Singerman LLP as counsel.
As reported in the Troubled Company Reporter on Sept. 2, 2014, the
professional services that Berger Singerman will render include,
but are not limited to:
(a) 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) 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) prepare motions, pleadings, orders, applications,
adversary proceedings, and other legal documents necessary
in the administration of the case;
(d) protect the interests of the Debtor in all matters
pending before the Court; and
(e) 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 at Berger Singerman, in Miami,
Florida, assured 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. Berger Singerman LLP
serves as the Debtor's counsel. Trigeant Holdings estimated both
assets and liabilities of $50 million to $100 million.
TRIGEANT HOLDINGS: Could Not File SALS & SOFA Until Sept. 15
------------------------------------------------------------
Trigeant Holdings Ltd. asks the U.S. Bankruptcy Court for the
Southern District of Florida to extend the deadline to file
schedules of assets and liabilities, and statements of financial
affairs to Sept. 15, 2014.
The Debtor says the deadline expired on Sept. 8, 2014.
The Debtor assures the Court that the request for extension of
time was filed in good faith and will not prejudice the rights of
any creditors or parties in interest.
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.
TRUE DRINKS: Incurs $1.57-Mil. Net Loss for Q2 Ended June 30
------------------------------------------------------------
True Drinks Holdings, Inc., filed its quarterly report on Form 10-
Q, reporting a net loss of $1.57 million on $1.16 million of net
sales for the three months ended June 30, 2014, compared with a
net loss of $1.45 million on $1.3 million of net sales for the
same period last year.
The Company's balance sheet at June 30, 2014, showed
$8.23 million in total assets, $6.7 million in total liabilities,
and stockholders' equity of $1.53 million.
The Company had negative working capital of $3.39 million and
$1.97 million at June 30, 2014 and March 30, 2014, respectively,
and $495,867 and $3.06 million in cash at June 30, 2014 and March
30, 2014, respectively. The substantial decrease in working
capital and cash is principally due to the payoff of all amounts
due under the commercial line of credit with Avid Bank, totaling
$1.67 million, and, to a lesser extent, to fund operating losses.
The Company's auditors have included a paragraph in their report
on the Company's consolidated financial statements, included in
its annual report on Form 10-K for the fiscal year ended
Dec. 31, 2013, indicating that there is substantial doubt as to
the ability of the Company to continue as a going concern.
A copy of the Form 10-Q is available at:
http://is.gd/GBtlSS
True Drinks Holdings, Inc. is engaged in the development, sale and
distribution of AquaBall(TM) Naturally Flavored Water, a vitamin-
enhanced and naturally flavored water drink in select grocery
stores, mass merchandisers, drug stores and online channels. The
Company is based in Irvine, California.
UNITED GILSONITE: Files Sec. 524(g) Trust-Based Ch. 11 Plan
-----------------------------------------------------------
United Gilsonite Laboratories filed a Plan of Reorganization, as
amended, which contemplates the creation of a trust with at least
$25 million in funding to settle asbestos claims.
A copy of the disclosure statement explaining the terms of the
latest iteration of the Plan, filed Aug. 14, 2014, is available
for free at:
http://bankrupt.com/misc/UnitedGilsonite_1909_1DS.pdf
In addition to certain unclassified Claims, the Plan designates
six classes, comprised of five Classes of claims (including Class
4 Trust Claims) and one class of interests in UGL.
The Plan resolves UGL's liability for all Class 4 Trust Claims,
including asbestos personal injury claims and demands, by
channeling them to the Trust. On the Effective Date, a trust will
be created under Section 524(g) of the Bankruptcy Code. The trust
is intended to be a "qualified settlement fund" within the meaning
of Treasury Regulation Section 1.468B-1(c). The assets of the
trust will be used to pay holders of Trust Claims, and certain
other obligations associated with the Trust in accordance with the
terms of the Trust Distribution Procedures established under the
Plan.
On the Effective Date, the Trust will be funded with:
(i) the UGL Cash Contribution, which consists of (a) cash in an
amount not to exceed $11 million payable from the proceeds of the
Debtor's exit facility, and (b) the difference between $3.5
million and (1) the Allowed Amount of Class 3A General Unsecured
Claims, (2) the portion of Administrative Expense Claims entitled
to priority under Section 503(b)(1)(B) and 503(b)(9) of the
Bankruptcy Code, and (3) the Litigation Reserve;
(ii) the UGL Promissory Note, in the principal amount of the
difference between $18.25 million and the portion of the UGL Cash
Contribution which is paid from the proceeds of the Exit Facility
(which difference is estimated at $7.25 million), bearing interest
at 7% per annum and payable over 20 years from the Effective Date
as follows: quarterly interest only for year 1 through year 11,
with quarterly principal payments commencing in year 12, amortized
over the remaining 9 years of the UGL Promissory Note, secured by
the UGL Shareholder Pledge and a Lien on the Debtor's assets,
subordinate to the Exit Facility Lenders' Liens;
(iii) an assignment of any and all rights of the Debtor to (a)
proceeds under certain existing insurance policies that provide
coverage for Trust Claims as set forth in Article VIII of the
Plan, and (b) the proceeds of the Asbestos Insurance Settlement
Agreements;
(iv) the UGL Shareholder Cash Contribution in the amount of $8.0
million, less the amount of necessary to fund payments to holders
of Allowed Class 3B Settled Asbestos Claims not to exceed $2.2
million; and
(v) the UGL Shareholder Note in the principal amount of
$375,000.
On the Effective Date, without further order of the Bankruptcy
Court or further act or agreement of any Entity, any and all
claims, demands, rights and causes of action arising from or
related to the Asbestos Insurance Rights shall vest with the Trust
as described in Sections 8.1, 10.15 and 11.10 of the Plan.
In exchange for the consideration to be contributed by the Debtor,
the UGL Shareholders, and the Settling Insurers to the Trust,
holders of Trust Claims will be permanently enjoined from pursuing
their Claims against the Debtor, Reorganized UGL, the UGL
Shareholders and certain other Asbestos Protected Parties,
including the Settling Insurers that elect to enter into an
agreement with the Debtor or the Trust for payment of the proceeds
of any insurance policy or coverage into the Trust. Further, as
described in the Plan, from and after the Effective Date of the
Plan, all holders of Trust Claims will be permanently enjoined
from pursuing their Claims against Non-Settling Insurers, which
injunction is at the discretion of UGL.
The Debtor believes that the consideration that the UGL
Shareholders and the Debtor will contribute to the Trust for
ultimate distribution to holders of Trust Claims pursuant to the
Trust Distribution Procedures, will result in a greater recovery
for holders of such Claims than would otherwise be available
absent such contributions.
About United Gilsonite
Scranton, Pennsylvania-based United Gilsonite Laboratories is a
small family-owned corporation engaged in the manufacturing of
wood and masonry finishing products and paint sundries. United
Gilsonite filed for Chapter 11 bankruptcy protection (Bankr. M.D.
Pa. Case No. 11-02032) on March 23, 2011, to address asbestos-
related claims. UGL is best known for Drylok, a leak-prevention
and waterproofing compound, and Zar wood finish.
Judge Robert N. Opel, II, oversees the case. Mark B. Conlan,
Esq., at Gibbons P.C., serves as the Debtor's bankruptcy counsel.
Joseph M. Alu & Associates P.C. serves as accountants. K&L Gates
LLP serves as special insurance counsel. Garden City Group is the
claims and notice agent. The Company disclosed $21,084,962 in
assets and $3,008,688 in liabilities as of the Chapter 11 filing.
Roberta A. DeAngelis, United States Trustee for Region 2,
appointed five creditors to serve on an Official Committee of
Unsecured Creditors. Montgomery, McCracken, Walker & Rhoads, LLP,
represents the Committee. The Committee retained Legal Analysis
Systems, Inc., as its consultant on the valuation of asbestos
liabilities.
James L. Patton, Jr., has been appointed as legal representative
for future holders of personal injury or wrongful death claims
based on alleged exposure to asbestos and asbestos-containing
products. He retained Young Conaway Stargatt & Taylor LLP as his
attorneys.
Charter Oak Financial Consultants LLC serves as financial advisor
to the Unsecured Creditors Committee and the Future Claimants
Representative.
UNITED GILSONITE: Seeks 180-Day Extension of Removal Period
-----------------------------------------------------------
United Gilsonite Laboratories asks the Court for the entry of an
order further extending the time by which the Debtor may remove
claims and causes of action for a period of 180 days, through and
including March 16, 2015.
The Debtor's special insurance counsel, K&L Gates, as well as the
retained special insurance counsel jointly engaged by the Official
Committee and the Future Asbestos Claimants (FCR), remain engaged
in an ongoing dialogue and negotiations with UGL's asbestos
insurers regarding the insurers' anticipated involvement in the
funding of a Section 524(g) trust.
The Debtor cannot say that there may not be a need to seek removal
of any claims or causes of action. The Debtor therefore seeks a
further extension of time to protect its right to remove all
claims or causes of action against the Debtor for an additional
period of 180 days through and including March 16, 2015.
The extension sought will afford the Debtor the flexibility to
exercise the Debtor's rights to seek removal of any claims or
causes of action against the Debtor, if necessary, and thereby
assure that the Debtor's estate does not forfeit the rights
afforded to it.
Granting the relief requested will not prejudice the rights of the
Debtor's adversaries because there will be no prejudice any holder
of a claim or cause of action that the Debtor may ultimately
attempt to remove from seeking the remand of such action at the
appropriate time.
About United Gilsonite
Scranton, Pennsylvania-based United Gilsonite Laboratories is a
small family-owned corporation engaged in the manufacturing of
wood and masonry finishing products and paint sundries. United
Gilsonite filed for Chapter 11 bankruptcy protection (Bankr. M.D.
Pa. Case No. 11-02032) on March 23, 2011, to address asbestos-
related claims. UGL is best known for Drylok, a leak-prevention
and waterproofing compound, and Zar wood finish.
Judge Robert N. Opel, II, oversees the case. Mark B. Conlan,
Esq., at Gibbons P.C., serves as the Debtor's bankruptcy counsel.
Joseph M. Alu & Associates P.C. serves as accountants. K&L Gates
LLP serves as special insurance counsel. Garden City Group is the
claims and notice agent. The Company disclosed $21,084,962 in
assets and $3,008,688 in liabilities as of the Chapter 11 filing.
Roberta A. DeAngelis, United States Trustee for Region 2,
appointed five creditors to serve on an Official Committee of
Unsecured Creditors. Montgomery, McCracken, Walker & Rhoads, LLP,
represents the Committee. The Committee retained Legal Analysis
Systems, Inc., as its consultant on the valuation of asbestos
liabilities.
James L. Patton, Jr., has been appointed as legal representative
for future holders of personal injury or wrongful death claims
based on alleged exposure to asbestos and asbestos-containing
products. He retained Young Conaway Stargatt & Taylor LLP as his
attorneys.
Charter Oak Financial Consultants LLC serves as financial advisor
to the Unsecured Creditors Committee and the Future Claimants
Representative.
UNITED GILSONITE: Stipulation on Exit Financing Approved
--------------------------------------------------------
U.S. Bankruptcy Judge Robert N. Opel II has authorized United
Gilsonite Laboratories to enter into a stipulation with the Legal
Representative for Future Asbestos Claimants ("FCR") and the
Official Committee of Unsecured Creditors in connection with a
proposal letter relating to an exit financing term sheet.
PNC Bank National Association, which is also the lender under the
Debtor's DIP credit facility, has offered to provide exit
financing. It proposes to provide senior secured financing in the
aggregate amount of $14 million consisting of a revolving loan and
a term loan, and has been negotiated by and between the Debtor and
PNC in good faith and at arms length.
The proposal letter (along with the attached Term Sheet) is not a
commitment to lend, but instead outlines the terms under which PNC
will consider providing the financing, including, among other
things, the completion of certain due diligence by PNC, third
party reports, internal approvals and acceptable legal
documentation.
The Debtor is currently not seeking authority to enter into the
exit facility or incur borrowing obligations at this time.
Instead, this stipulation merely grants the Debtor authority to
execute the Proposal Letter, which, among other things, obligates
the Debtor to pay certain fees, grant indemnities and reimburse
certain expenses for the time and effort that will be performed by
PNC and/or its agents in connection with due diligence relating to
the Exit Facility.
The estimated costs to the Debtor for PNC to proceed with the Term
Sheet, as set forth in more detail in the Proposal Letter and Term
Sheet, shall be no less than $65,000, which estimated costs shall
include, but not be limited to: (a) the $35,000 deposit due upon
execution of the Proposal Letter on or before August 15, 2014,
which amount is refundable to the Debtor (less costs and expenses
incurred by PNC) in the event that PNC does not approve the Exit
Facility; and (b) $30,000 due within 10 days of PNC's request
therefor, as a deposit for the legal fees and expenses that will
be due and payable to PNC 's outside counsel for work performed in
connection with the Exit Facility. Following PNC's credit
approval in the event the Debtor agrees to have PNC instruct its
outside counsel to prepare the documentation for the Exit Facility
without PNC's issuance of a commitment letter, with the unearned
portion of such Legal Deposit, if any, to be applied to be closing
fee of the Exit Facility.
The parties believe that the fees and expenses, which are standard
practice among similar transactions, are fair, reasonable, and
beneficial to the Debtor and its estate while adequately
protecting PNC from the financial risk involved in further
activities related to the Debtor's request for the Exit Facility.
About United Gilsonite
Scranton, Pennsylvania-based United Gilsonite Laboratories is a
small family-owned corporation engaged in the manufacturing of
wood and masonry finishing products and paint sundries. United
Gilsonite filed for Chapter 11 bankruptcy protection (Bankr. M.D.
Pa. Case No. 11-02032) on March 23, 2011, to address asbestos-
related claims. UGL is best known for Drylok, a leak-prevention
and waterproofing compound, and Zar wood finish.
Judge Robert N. Opel, II, oversees the case. Mark B. Conlan,
Esq., at Gibbons P.C., serves as the Debtor's bankruptcy counsel.
Joseph M. Alu & Associates P.C. serves as accountants. K&L Gates
LLP serves as special insurance counsel. Garden City Group is the
claims and notice agent. The Company disclosed $21,084,962 in
assets and $3,008,688 in liabilities as of the Chapter 11 filing.
Roberta A. DeAngelis, United States Trustee for Region 2,
appointed five creditors to serve on an Official Committee of
Unsecured Creditors. Montgomery, McCracken, Walker & Rhoads, LLP,
represents the Committee. The Committee retained Legal Analysis
Systems, Inc., as its consultant on the valuation of asbestos
liabilities.
James L. Patton, Jr., has been appointed as legal representative
for future holders of personal injury or wrongful death claims
based on alleged exposure to asbestos and asbestos-containing
products. He retained Young Conaway Stargatt & Taylor LLP as his
attorneys.
Charter Oak Financial Consultants LLC serves as financial advisor
to the Unsecured Creditors Committee and the Future Claimants
Representative.
USELL.COM INC: Posts $1.31-Mil. Net Loss in Q2 Ended June 30
------------------------------------------------------------
usell.com, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $1.31 million on $1.71 million of revenue
for the three months ended June 30, 2014, compared to a net loss
of $1.13 million on $1.22 million of revenue for the same period
in 2013.
The Company's balance sheet at June 30, 2014, showed $2.3
million in total assets, $1.49 million in total liabilities and
total stockholders' equity of $809,445.
The Company had a net loss of approximately $4.15 million and net
cash and cash equivalents used in operations of approximately
$964,000 for the six months ended June 30, 2014. The Company has
an accumulated deficit of approximately $48.91 million and a
working capital deficit of approximately $256,000 at June 30,
2014. The Company does not yet have a history of financial
stability. Historically, the principal source of liquidity has
been the issuance of debt and equity securities. These factors
raise substantial doubt about the Company's ability to continue as
a going concern.
A copy of the Form 10-Q is available at:
http://is.gd/Of8LOv
New York City-based usell.com, Inc., is a technology based company
focused on creating an online marketplace where consumers can sell
small consumer electronics that they are no longer using.
VINTAGE ASSETS: Jackson Family Items Put Up for Auction
-------------------------------------------------------
The possessions of the celebrated Jackson family (the Jackson 5,
Michael, Janet and LaToya Jackson and their parents), are going to
auction after many years in storage. Many of the items go back a
half-century.
"Some of the items are ordinary items that could come out of any
household -- but when it has the provenance of being from the
Jackson household -- that's history."
A bankruptcy court has at long last released the items -- arranged
in 557 lots -- to be available to the general public beginning at
10:00 a.m. EDT on Wednesday, September 10, and running through
Friday, September 19 at GottaHaveRockandRoll.com.
The range of items include over 150 original unreleased master
recordings -- including 56 unreleased master recordings from the
Jackson 5, one of the world's most legendary recording groups of
all time. There are also stage wardrobe jackets, a stage used
organ, a black tuxedo worn by Michael's pet chimp "Bubbles," 10
filing cabinets of personal documents, the family's personal
videos of the Jackson 5 cartoon show, over 100 pairs of shoes from
LaToya and Janet, lingerie from the sisters, Michael's Disney
Peter Pan collection, stage worn clothing, props and jewelry,
Michael's personal records, toys and awards, and even LaToya's
collection of sex toys.
The bankruptcy court, (dealing with the bankruptcy of Vintage
Associates LLC, which acquired the property from the original
storage facility), granted rights over many other auction
companies to GottaHaveRockandRoll, the online auction company
based in New York. The collection of Jackson Family Memorabilia
was originally acquired over 15 years ago directly from the
Jackson's storage facility.
A number of the lots are simply boxes that could be classified as
"mystery holdings." Some have hundreds of items waiting for the
buyer to discover the contents.
The holdings also include a Michael Jackson court transcript
involving a restraining order for a fan who said she was Billie
Jean.
"The Jacksons are one of the most studied, most iconic families in
the history of show business," noted Pete Siegel, president of
GottaHaveIt! "Some of the items are ordinary items that could come
out of any household -- but when it has the provenance of being
from the Jackson household -- that's history."
All the lots are on the website www.GottaHaveRockandRoll.com,
along with registration and bidding information.
About GottaHaveRockandRoll.com
GottaHaveRockandRoll.com, an online auction site devoted to rock
and roll and pop art was launched in 2008.
VISTAPRINT N.V.: Moody's Assigns 'Ba2' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service assigned a Ba3 corporate family rating
to Vistaprint N.V. in conjunction with the company launching a
$1.1 billion debt financing, comprised of an $850 million bank
credit facility, rated Ba2 ($690 million revolving facility and
$160 million Term Loan A), and a $250 million senior unsecured
notes issue, rated B2. Vistaprint was also assigned a Ba3-PD
probability of default rating, a speculative grade liquidity
rating of SGL-2 (indicating good liquidity), and a stable ratings
outlook. This is the first time Moody's has rated Vistaprint. The
following summarizes Moody's ratings and the rating actions for
Vistaprint:
Issuer: Vistaprint N.V.
Corporate Family Rating: Assigned Ba3
Probability of Default Rating: Assigned Ba3-PD
Speculative Grade Liquidity Rating, Assigned SGL-2
Outlook: Assigned Stable
Secured Revolving Credit Facility: Assigned Ba2 (LGD3)
Senior Unsecured Notes: Assigned B2 (LGD5)
The rating presumes that the final structure and documentation of
the transaction conforms with preliminary information provided to
Moody's.
Ratings Rationale
Vistaprint's Ba3 corporate family rating is based primarily on the
company's solid growth prospects stemming from its unique on-line
order entry, design and manufacturing scheduling capabilities and
the significant size of its micro business target market, and
moderate debt-to-EBITDA leverage between 3.0x -- 3.5x. The rating
is constrained by a lack of forward visibility of activity levels,
execution risks as the company revises its go-to-market strategy
and stemming from its acquisition-driven strategy, and risks that
demand for key print products will decline.
Rating Outlook
The outlook is stable because Moody's expects Vistaprint to grow
its top line and operate with modest leverage of between 3.0x to
3.5x.
What Could Change the Rating -- UP
Should Vistaprint be expected to operate with debt-to-EBITDA of
less than 2.75x on a sustained basis with free cash flow to debt
above 10%, and with solid liquidity and industry fundamentals,
positive ratings pressure would develop.
What Could Change the Rating -- DOWN
Downward ratings pressure would develop were Vistaprint's debt-to-
EBITDA leverage expected to exceed 3.5x or free cash flow to debt
fall below 5% (both on a sustained-basis), or should margins
contract or organic revenue growth stagnate.
The principal methodology used in this rating was the Global
Business & Consumer Service Industry Rating Methodology published
in October 2010. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.
Corporate Profile
Vistaprint N.V., incorporated in the Netherlands, with executive
offices in Paris and with annual revenues of $1.2 billion,
provides printed marketing products that are ordered and designed
through an internet interface, to micro businesses in North
America, Europe and Asia.
WESTLAKE VILLAGE: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Westlake Village Property, LP
250 Fairview Road
Westlake Village, CA 91361
Case No.: 14-11980
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: September 9, 2014
Court: United States Bankruptcy Court
Central District of California (Santa Barbara)
Judge: Hon. Deborah J. Saltzman
Debtor's Counsel: Leslie A Cohen, Esq.
LESLIE COHEN LAW PC
506 Santa Monica Bl Ste 200
Santa Monica, CA 90401
Tel: 310-394-5900
Fax: 310-394-9280
Email: leslie@lesliecohenlaw.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jeoung Lee aka Joan Lee, managing
partner.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
YORK RISK: S&P Assigns 'B' CCR; Outlook Stable
----------------------------------------------
Standard & Poor's Ratings Services assigned Parsippany, N.J.-based
York Risk Services Group Inc. its 'B' long-term corporate credit
rating. The outlook is stable.
S&P also assigned the company's $655 million senior secured credit
facilities its 'B' debt ratings with '3' recovery ratings, and its
$270 million senior unsecured notes S&P's 'CCC+' debt rating with
a '6' recovery rating. The '3' recovery rating indicates S&P's
expectation that lenders could expect meaningful recovery (50%-
70%) in the event of a payment default. The '6' recovery rating
indicates that lenders could expect negligible recovery (0%-10%).
The newly formed indirect parent company, York Risk Services
Holdings. Corp. (controlled by Onex Partners Manager LP), will
issue the planned senior secured credit facilities, which consist
of a $100 million revolver due 2019 (undrawn at closing) and a
$555 million term loan due 2021, as well as the $270 million
senior unsecured notes due 2022. A newly formed limited
partnership called Onex York Finance LP (controlled by Onex Corp.)
will co-issue the term loan.
The ratings on York largely reflect the company's market position
as the third largest TPA of workers compensation and other
property/casualty insurance claims in the U.S. based on revenues,
and the company's financial sponsor ownership and very aggressive
financial policies. Pro forma leverage for the transaction will
be 7.9x (on the basis of our adjustments) and 7.3x (on the
company's basis).
York provides outsourced claims management and managed care
(medical cost containment) services to "specialty end markets"
including public entities, mid-sized businesses in select
industries (such as health care, technology and manufacturing),
and insurance programs operated by managing general agents.
The stable outlook reflects Standard & Poor's view that York's
high client retention and good organic/acquisitive growth
prospects should support revenue and EBITDA growth in 2014 and
2015. The company has generally "sticky" contracted client
accounts that support good revenue predictability. In addition,
the company has a largely variable (70%) cost structure that
provides for some EBITDA margin stability.
* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------
In re Golden Frontier, Inc.
Bankr. C.D. Cal. Case No. 14-15361
Chapter 11 Petition filed September 2, 2014
See http://bankrupt.com/misc/cacb14-15361.pdf
represented by: Shant M. Kayayan, Esq.
LAW OFFICE OF YEZNIK O. KAZANDJIAN APC
E-mail: shantyoklaw@gmail.com
In re Faby Llerandi
aka Fabiola Llerandi
Bankr. C.D. Cal. Case No. 14-21130
Chapter 11 Petition filed September 2, 2014
represented by: Michael Jay Berger, Esq.
E-mail: michael.berger@bankruptcypower.com
In re Faby Llerandi
Bankr. C.D. Cal. Case No. 14-21130
Chapter 11 Petition filed September 2, 2014
In re Nader Armanious
Bankr. C.D. Cal. Case No. 14-26804
Chapter 11 Petition filed September 2, 2014
In re Heathrow Ultra Trust, LLC
fdba The Heathrow Ultra Trust
Bankr. M.D. Fla. Case No. 14-10348
Chapter 11 Petition filed September 2, 2014
See http://bankrupt.com/misc/flmb14-10348.pdf
represented by: R. John Cole, II, Esq.
R. JOHN COLE, II, P.A.
E-mail: rjc@rjcolelaw.com
In re Nick Panebianco, P.A.
dba Law Office of Nick Panebianco, P.A.
Bankr. S.D. Fla. Case No. 14-29744
Chapter 11 Petition filed September 2, 2014
See http://bankrupt.com/misc/flsb14-29744.pdf
represented by: Joe M. Grant, Esq.
MARSHALL SOCARRAS GRANT, P.L.
E-mail: jgrant@msglaw.com
In re Sam G. Dickson
Bankr. S.D Fla. Case No. 14-29781
Chapter 11 Petition filed September 2, 2014
In re Mi-Roof, Inc.
fdba Mi-Property, L.C.
Bankr. S.D. Iowa Case No. 14-02190
Chapter 11 Petition filed September 2, 2014
See http://bankrupt.com/misc/iasb14-02190.pdf
represented by: Krystal R. Mikkilineni, Esq.
BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE, P.C.
E-mail: mikkilineni.krystal@bradshawlaw.com
In re Wm. T. Smith Company, Inc.
Bankr. W.D. Ky. Case No. 14-33298
Chapter 11 Petition filed September 2, 2014
See http://bankrupt.com/misc/kywb14-33298.pdf
represented by: Thomas W. Frentz, Esq.
MIDDLETON REUTLINGER
E-mail: tfrentz@middletonlaw.com
In re John A. Stoy and Susan R. Stoy
Bankr. D. Md. Case No. 14-23646
Chapter 11 Petition filed September 2, 2014
In re Ruby R. Mir
Bankr. D. Md. Case No. 14-23704
Chapter 11 Petition filed September 2, 2014
In re Hovis Engines & Parts, Inc.
Bankr. E.D. Miss. Case No. 14-46978
Chapter 11 Petition filed September 2, 2014
See http://bankrupt.com/misc/moeb14-46978.pdf
represented by: Gregory R. Futhey, Esq.
E-mail: futheylaw@yahoo.com
In re Manuel Aguirre
Bankr. D. Nev. Case No. 14-15945
Chapter 11 Petition filed September 2, 2014
In re Khashayar Vosough
Bankr. D.N.J. Case No. 14-28095
Chapter 11 Petition filed September 2, 2014
In re Robert D. McDermott
Bankr. D.N.J. Case No. 14-28105
Chapter 11 Petition filed September 2, 2014
In re Irvin M. Field and Elen F. Field
Bankr. D.N.J. Case No. 14-28138
Chapter 11 Petition filed September 2, 2014
In re Big League Dreams, LLC
Bankr. D.N.J. Case No. 14-28147
Chapter 11 Petition filed September 2, 2014
See http://bankrupt.com/misc/njb14-28147.pdf
represented by: Jeffrey B. Saper, Esq.
LAW OFFICES OF JEFFREY B. SAPER, P.C.
E-mail: jbsaperlaw@comcast.net
In re Maracas Club and Restaurant LLC
dba Maracas New York
Bankr. E.D.N.Y. Case No. 14-44489
Chapter 11 Petition filed September 2, 2014
See http://bankrupt.com/misc/nyeb14-44489.pdf
represented by: Dawn Kirby Arnold, Esq.
DELBELLO DONNELLAN WEINGARTEN WISE, ET AL.
E-mail: dkirby@ddw-law.com
In re Executive Park Orthopedic & Sports Physical Therapy LLC
Bankr. S.D.N.Y. Case No. 14-23258
Chapter 11 Petition filed September 2, 2014
See http://bankrupt.com/misc/nysb14-23258.pdf
represented by: Bruce R. Alter, Esq.
ALTER & BRESCIA, LLP
E-mail: altergold@aol.com
In re MRMMR, Inc.
Bankr. S.D.N.Y. Case No. 14-36798
Chapter 11 Petition filed September 2, 2014
See http://bankrupt.com/misc/nysb14-36798.pdf
represented by: Thomas Genova, Esq.
GENOVA & MALIN, ATTORNEYS
E-mail: genmallaw@optonline.net
In re JS Oaks Holdings, LLC
Bankr. D. S.C. Case No. 14-04978
Chapter 11 Petition filed September 2, 2014
See http://bankrupt.com/misc/scb14-04978.pdf
represented by: Michael W. Mogil, Esq.
LAW OFFICE OF MICHAEL W. MOGIL, P.A.
E-mail: mwmogil@aol.com
In re BS Oaks Holdings, LLC
Bankr. D. S.C. Case No. 14-04979
Chapter 11 Petition filed September 2, 2014
See http://bankrupt.com/misc/scb14-04979.pdf
represented by: Michael W. Mogil, Esq.
LAW OFFICE OF MICHAEL W. MOGIL, P.A.
E-mail: mwmogil@aol.com
In re Sheila Davina Walsh
Bankr. E.D. Tex. Case No. 14-41902
Chapter 11 Petition filed September 2, 2014
In re William Patrick Remington
Bankr. N.D. Tex. Case No. 14-34322
Chapter 11 Petition filed September 2, 2014
In re Robert De Franceschi and Elena Giovanna Riedo
Bankr. N.D. Tex. Case No. 14-43640
Chapter 11 Petition filed September 2, 2014
In re Ernie's Auto Repair Paint & Body, Inc.
Bankr. S.D. Tex. Case No. 14-34902
Chapter 11 Petition filed September 2, 2014
See http://bankrupt.com/misc/txsb14-34902.pdf
represented by: James Q. Pope, Esq.
THE POPE LAW FIRM
E-mail: ecf@thepopelawfirm.com
In re Daniel S. Wheeler
Bankr. D. Ariz. Case No. 14-13586
Chapter 11 Petition filed September 3, 2014
In re Zella Beth Harrell
Bankr. E.D. Ark. Case No. 14-14760
Chapter 11 Petition filed September 3, 2014
In re Rotini, Inc.
Bankr. D. D.C. Case No. 14-00514
Chapter 11 Petition filed September 3, 2014
See http://bankrupt.com/misc/dcb14-00514.pdf
represented by: Steven H. Greenfeld, Esq.
COHEN, BALDINGER & GREENFELD, LLC
E-mail: steveng@cohenbaldinger.com
In re Nicole M. Rifkind
Bankr. S.D. Fla. Case No. 14-29850
Chapter 11 Petition filed September 3, 2014
In re ECRS, LLC
dba Big Chef
Bankr. S.D. Fla. Case No. 14-29879
Chapter 11 Petition filed September 3, 2014
See http://bankrupt.com/misc/flsb14-29879.pdf
represented by: Susan D. Lasky, Esq.
SUSAN D. LASKY, P.A.
E-mail: ECF@suelasky.com
In re Mueller Investments, Inc.
dba Premier Home Furnishings
Bankr. M.D. Fla. Case No. 14-10389
Chapter 11 Petition filed September 3, 2014
See http://bankrupt.com/misc/flmb14-10389.pdf
represented by: Jake C. Blanchard, Esq.
BLANCHARD LAW, P.A.
E-mail: jake@jakeblanchardlaw.com
In re Bob's Family Restaurant 2 Corporation
Bankr. D. Hawaii Case No. 14-01196
Chapter 11 Petition filed September 3, 2014
See http://bankrupt.com/misc/hib14-01196.pdf
represented by: Joseph S.Y. Hu, Esq.
HLAW, LLLC
E-mail: jhadvisor@gmail.com
In re Matthew J. Natvig
Bankr. N.D. Ill. Case No. 14-32319
Chapter 11 Petition filed September 3, 2014
In re Timothy E. Dineen and Lesley L. Dineen
Bankr. E.D. Ky. Case No. 14-52041
Chapter 11 Petition filed September 3, 2014
In re John Kucharczyk and Sally Jo Kucharczyk
Bankr. E.D. Mich. Case No. 14-54082
Chapter 11 Petition filed September 3, 2014
In re Gloyd Green and Gail Holland
Bankr. D. Nev. Case No. 14-15981
Chapter 11 Petition filed September 3, 2014
In re Mohammad S. Choudhry
Bankr. D.N.J. Case No. 14-28173
Chapter 11 Petition filed September 3, 2014
In re Jennifer C. Reynolds
Bankr. D.N.J. Case No. 14-28210
Chapter 11 Petition filed September 3, 2014
In re Vida Les, LLC
dba Maranello
Bankr. S.D.N.Y. Case No. 14-12522
Chapter 11 Petition filed September 3, 2014
See http://bankrupt.com/misc/nysb14-12522.pdf
represented by: Lawrence Morrison, Esq.
MORRISON TENENBAUM, PLLC
E-mail: morrlaw@aol.com
In re Victor G. Garcia Lopez
Bankr. D.P.R. Case No. 14-07306
Chapter 11 Petition filed September 3, 2014
In re Robin Gilbert Crump
Bankr. D. S.C. Case No. 14-05007
Chapter 11 Petition filed September 3, 2014
In re Chrissy Elizabeth Gerber-Williams
Bankr. W.D. Wash. Case No. 14-16571
Chapter 11 Petition filed September 3, 2014
In re John Robert Luvisi and Jaime Lee Luvisi
Bankr. D. Ariz. Case No. 14-13647
Chapter 11 Petition filed September 4, 2014
In re Patrick Joseph Dougherty
Bankr. N.D. Cal. Case No. 14-53681
Chapter 11 Petition filed September 4, 2014
In re Janet's Sweeping and Property Care, LLC
Bankr. D. Conn. Case No. 14-31668
Chapter 11 Petition filed September 4, 2014
See http://bankrupt.com/misc/ctb14-31668.pdf
represented by: Peter L. Ressler, Esq.
GROOB RESSLER & MULQUEEN
E-mail: ressmul@yahoo.com
In re New Life Pentecostal Church of God, Inc.
Bankr. M.D. Fla. Case No. 14-10420
Chapter 11 Petition filed September 4, 2014
See http://bankrupt.com/misc/flmb14-10420.pdf
represented by: David W. Steen, Esq.
DAVID W. STEEN, P.A.
E-mail: dwsteen@dsteenpa.com
In re Hill Family Farm, LLC
Bankr. M.D. Ga. Case No. 14-40820
Chapter 11 Petition filed September 4, 2014
See http://bankrupt.com/misc/gamb14-40820.pdf
represented by: Wesley J. Boyer, Esq.
KATZ, FLATAU, POPSON AND BOYER, LLP
E-mail: wjboyer_2000@yahoo.com
In re The Stooges Group, LLC
Bankr. N.D. Ga. Case No. 14-67448
Chapter 11 Petition filed September 4, 2014
See http://bankrupt.com/misc/ganb14-67448.pdf
represented by: Leonard R. Medley, III, Esq.
MEDLEY & ASSOCIATES, LLC
E-mail: leonard@mkalaw.com
In re Design and Processing Resources, Inc.
Bankr. N.D. Ill. Case No. 14-32398
Chapter 11 Petition filed September 4, 2014
See http://bankrupt.com/misc/ilnb14-32398.pdf
represented by: Ben L. Schneider, Esq.
SCHNEIDER & STONE
E-mail: ben@windycitylawgroup.com
In re Tobin's Recovery Inc.
Bankr. S.D. Ind. Case No. 14-08265
Chapter 11 Petition filed September 4, 2014
See http://bankrupt.com/misc/insb14-08265.pdf
represented by: Steven P. Taylor1, Esq.
LAW OFFICE OF STEVEN P. TAYLOR, P.C.
E-mail: sptaylor@bankruptcyoffice.net
In re Circle Restaurant Group Kansas, LLC
Bankr. D. Kans. Case No. 14-22105
Chapter 11 Petition filed September 4, 2014
See http://bankrupt.com/misc/ksb14-22105.pdf
represented by: Colin N. Gotham, Esq.
EVANS & MULLINIX, P.A.
E-mail: Cgotham@emlawkc.com
In re Circle Restaurant Group, LLC
dba Blanc Burgers and Bottles
Bankr. D. Kans. Case No. 14-22106
Chapter 11 Petition filed September 4, 2014
See http://bankrupt.com/misc/ksb14-22106.pdf
represented by: Colin N. Gotham, Esq.
EVANS & MULLINIX, P.A.
E-mail: Cgotham@emlawkc.com
In re CHC-SPC Operator, Inc.
Bankr. W.D. La. Case No. 14-51106
Chapter 11 Petition filed September 4, 2014
See http://bankrupt.com/misc/lawb14-51106.pdf
represented by: Patrick J. Neligan, Jr., Esq.
NELLIGAN FLOLEY, LLP
E-mail: pneligan@neliganlaw.com
In re Emily N. Dicicco
Bankr. D. Md. Case No. 14-23757
Chapter 11 Petition filed September 4, 2014
In re Payam Nawab
Bankr. D. Md. Case No. 14-23775
Chapter 11 Petition filed September 4, 2014
In re 3 AM, L.L.C.
dba Country Inn & Suites
Bankr. D. Md. Case No. 14-23787
Chapter 11 Petition filed September 4, 2014
See http://bankrupt.com/misc/mdb14-23787.pdf
represented by: Richard L. Gilman, Esq.
GILMAN & EDWARDS, LLC
E-mail: rgilman@gilmanedwards.com
In re Earl Carroll
Bankr. W.D. Mich. Case No. 14-05844
Chapter 11 Petition filed September 4, 2014
In re J Garfield DeMarco
Bankr. D.N.J. Case No. 14-28245
Chapter 11 Petition filed September 4, 2014
In re 103 Easton Avenue, LLC
Bankr. D.N.J. Case No. 14-28298
Chapter 11 Petition filed September 4, 2014
See http://bankrupt.com/misc/njb14-28298.pdf
represented by: Thaddeus R. Maciag, Esq.
MACIAG LAW, LLC
E-mail: MaciagLaw1@aol.com
In re 353 Sweetmans Lane LLC
Bankr. D.N.J. Case No. 14-28299
Chapter 11 Petition filed September 4, 2014
See http://bankrupt.com/misc/njb14-28299.pdf
represented by: Thaddeus R. Maciag, Esq.
MACIAG LAW, LLC
E-mail: MaciagLaw1@aol.com
In re Allegro Grille Associates, LLC
Bankr. E.D. Pa. Case No. 14-17075
Chapter 11 Petition filed September 4, 2014
See http://bankrupt.com/misc/paeb14-17075.pdf
represented by: Dimitri L. Karapelou
LAW OFFICES OF DIMITRI L. KARAPELOU, LLC
E-mail: dkarapelou@karapeloulaw.com
In re JJRM, LLC
dba Icon Restaurant & Bar
Bankr. N.D. Tex. Case No. 14-34344
Chapter 11 Petition filed September 4, 2014
See http://bankrupt.com/misc/txnb14-34344.pdf
represented by: Eric A. Liepins, Esq.
ERIC A. LIEPINS, P.C.
E-mail: eric@ealpc.com
In re Norma J. Eagan
Bankr. E.D. Wis. Case No. 14-31212
Chapter 11 Petition filed September 4, 2014
In re X-Ray Physicians, Ltd.
Bankr. D. Ariz. Case No. 14-13766
Chapter 11 Petition filed September 8, 2014
See http://bankrupt.com/misc/azb14-13766.pdf
represented by: Eric Slocum Sparks
ERIC SLOCUM SPARKS, P.C.
E-mail: law@ericslocumsparkspc.com
In re Christopher Stephen McCants
Bankr. W.D. Ark. Case No. 14-72660
Chapter 11 Petition filed September 8, 2014
In re John A. Loughran
Bankr. M.D. Fla. Case No. 14-04370
Chapter 11 Petition filed September 8, 2014
In re Wayne Sutton Webb, Jr. and Gayle Green Webb
Bankr. N.D. Fla. Case No. 14-40520
Chapter 11 Petition filed September 8, 2014
In re Bulluck's Best BBQ and Catering, Inc.
Bankr. N.D. Ga. Case No. 14-67658
Chapter 11 Petition filed September 8, 2014
See http://bankrupt.com/misc/ganb14-67658.pdf
represented by: Kenneth Mitchell, Esq.
GIDDENS, MITCHELL & ASSOCIATES, P.C.
E-mail: gmapclaw1@gmail.com
In re Isareal Michael Arevalo
Bankr. D. Idaho Case No. 14-01501
Chapter 11 Petition filed September 8, 2014
In re American Warehouse Systems, LLC
Bankr. D. Minn. Case No. 14-43673
Chapter 11 Petition filed September 8, 2014
See http://bankrupt.com/misc/mnb14-43673.pdf
represented by: Steven B. Nosek, Esq.
STEVEN B. NOSEK, P.A.
E-mail: snosek@noseklawfirm.com
In re Mauro H. Gonzalez
Bankr. D. Nev. Case No. 14-16041
Chapter 11 Petition filed September 8, 2014
In re Efrain Morales
Bankr. S.D.N.Y. Case No. 14-12552
Chapter 11 Petition filed September 8, 2014
In re Daniel Rodriguez Hernandez
Bankr. D.P.R. Case No. 14-07415
Chapter 11 Petition filed September 8, 2014
In re Blakeney Properties, LLC
Bankr. N.D. Ala. Case No. 14-71557
Chapter 11 Petition filed September 9, 2014
See http://bankrupt.com/misc/alnb14-71557.pdf
represented by: Mary Lane L. Falkner, Esq.
LEWIS, SMYTH & WINTER, P.C.
E-mail: marylane@lswattorneys.com
In re Laurie Marion Gosney
Bankr. D. Ariz. Case No. 14-13845
Chapter 11 Petition filed September 9, 2014
In re Alberto G. David
Bankr. M.D. Fla. Case No. 14-04403
Chapter 11 Petition filed September 9, 2014
In re Miami Quality Products, Inc.
Bankr. S.D. Fla. Case No. 14-30177
Chapter 11 Petition filed September 9, 2014
See http://bankrupt.com/misc/flsb14-30177.pdf
represented by: Peter D. Spindel, Esq.
E-mail: peterspindel@gmail.com
In re Joseph Cala
Bankr. S.D. Fla. Case No. 14-30188
Chapter 11 Petition filed September 9, 2014
In re The Force Development Group, Inc.
Bankr. N.D. Ill. Case No. 14-32831
Chapter 11 Petition filed September 9, 2014
See http://bankrupt.com/misc/ilnb14-32831.pdf
represented by: Karen J. Porter, Esq.
PORTER LAW NETWORK
E-mail: porterlawnetwork@gmail.com
In re Jacqueline P. Mack
Bankr. D. Kans. Case No. 14-41043
Chapter 11 Petition filed September 9, 2014
In re KLM Plumbing Inc.
Bankr. D. Md. Case No. 14-24034
Chapter 11 Petition filed September 9, 2014
See http://bankrupt.com/misc/mdb14-24034.pdf
represented by: Jeffrey M. Sherman, Esq.
LAW OFFICES OF JEFFREY M. SHERMAN
E-mail: jeffreymsherman@gmail.com
In re Francisco Jose Guzman Moran and Soledad Gloria Pares Pares
Bankr. D.P.R. Case No. 14-07445
Chapter 11 Petition filed September 9, 2014
In re Liberty Holdings, LLC
Bankr. E.D. Va. Case No. 14-13327
Chapter 11 Petition filed September 9, 2014
See http://bankrupt.com/misc/vaeb14-13327.pdf
represented by: Bennett A. Brown, Esq.
THE LAW OFFICE OF BENNETT A. BROWN
E-mail: bennett@pcgalaxy.com
*********
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 ***