/raid1/www/Hosts/bankrupt/TCR_Public/140915.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, September 15, 2014, Vol. 18, No. 257
Headlines
A.C. SIMMONDS: Incurs $561K Net Loss for June 30 Quarter
AMERICAN MEDIA: Noteholders Swap $121MM Debt for Parent's Equity
AMERICAN MEDIA: S&P Lowers CCR to 'SD' on Notes Exchange
ANACOR PHARMACEUTICALS: Wellington Mgt. Reports 10.5% Stake
ANDERSON UNIVERSITY: Fitch Affirms 'BB+' Rating on $41.3MM Bonds
ANTIOCH CO: McDermott Says Negligence Claim Should Be Nixed
ARAMID ENTERTAINMENT: To Pay $6MM in Bergstein Contract Battle
ASPEN GROUP: Sophrosyne Capital Holds 9.6% Stake
ASPEN GROUP: Presented at SeeThruEquity Conference
ATLANTIC BUILDING: Voluntary Chapter 11 Case Summary
AUXILIUM PHARMACEUTICALS: Presented at Morgan Stanley Conference
AWI DELAWARE: Meeting to Form Creditors' Panel Set for Sept. 17
BD WHITE BIRCH: Moody's Gives B2 CFR & Rates $185MM Loan B2
BD WHITE BIRCH: S&P Assigns 'B+' CCR & Rates $185MM Term Loan 'B+'
BG MEDICINE: Cuts Workforce by Half, Gets Non-Compliance Notice
BIOFUEL ENERGY: Further Amends Rights Offering Prospectus
BIOHEALTH COLLEGE Converted to Chapter 7 Liquidation
BLOX INC: Has $363K Net Loss for June 30 Quarter
BOARDWALK & BASEBALL: Royals' Former Training Site Sold for $25MM
BON-TON STORES: Incurs $36.2 Million Net Loss in Second Quarter
CAESARS ENTERTAINMENT: Bank Debt Due Sept. 2020 Trades at 4% Off
CAESARS ENTERTAINMENT: Bank Debt Due March 2017 Trades at 5% Off
CARDINAL RESOURCES: Posts $1.33-Mil. Net Loss in June 30 Quarter
CELL SOURCE: Posts $986K Net Loss in Second Quarter
CENTRAL SECURITY: Moody's Assigns 'B3' Corporate Family Rating
CENTRAL SECURITY: S&P Assigns 'B-' CCR; Outlook Stable
CLEAR CHANNEL: Closes Offering of $750MM Priority Guarantee Notes
COLONIAL BANK: High Court Decision Time-Bars $388MM MBS Suit
COMMUNICATION INTELLIGENCE: Armanino LLP Is New Accountant
COMPUCOM SYSTEMS: Moody's Affirms B2 Corporate Family Rating
CONSTAR INT'L: US Trustee Rips Dechert's Call to Strike Report
COUDERT BROTHERS: Unfinished Business Suit Dismissed on Appeal
CROWNE GROUP: S&P Assigns 'B' CCR & Rates $290MM Loan 'B'
CTS AQUISITION: Case Summary & 20 Largest Unsecured Creditors
CYBRDI INC: Reports $181K Net Loss for Q2 Ended June 30
DETROIT, MI: Argues Creditors Can't Use Art to Pay Claims
DEWEY & LEBOEUF: Defendants Again Urge Criminal Charges Dismissal
DEX MEDIA EAST LLC: Bank Debt Trades at 5% Off
DPL INC: Fitch Affirms 'B+' Issuer Default Rating
DTS8 COFFEE: Delays Form 10-Q for July 31 Quarter
EAGLE FORD: Incurs $354K Net Loss for Second Quarter
ECO-SHIFT POWER: Posts $1.74-Mil. Net Loss in Q2 Ended June 30
EFT HOLDINGS: Reports $520K Net Loss in Q2 Ended June 30
ELBIT IMAGING: Regains Compliance with NASDAQ's $1 Bid Price Rule
EMPIRE RESORTS: Showcases $1-Bil. Complex to Location Board
ENER-CORE INC: Has $2.97-Mil. Net Loss in Q2 Ended June 30
ENERGY FUTURE: Gets Creditors' Support for Exclusivity Extension
ENTERTAINMENT PUBLICATIONS: $550K Tax Deal Win Judicial Approval
ERNIE HAIRE: 11th Cir. Says Adversary Defendants Not Aggrieved
EXIDE TECHNOLOGIES: Pacific Chloride to Be Paid $5MM by Insurers
FASTFUNDS FINANCIAL: Incurs $417K Net Loss in Second Quarter
FBOP CORPORATION: Pensioners Get to Fight for Part of $265MM
FLAVORS HOLDINGS: S&P Assigns 'B' CCR on Merisant Acquisition
FTE NETWORKS: Common Shares Deregistered by SEC
GARLOCK SEALING: Asbestos Attys Expose Social Security Nos.
GENERAL MOTORS: Ignition-Switch Recall Class Suit to be Filed
GENERAL MOTORS: Wants Ignition Switch Suits Out of Calif. Court
GGW BRANDS: Founder Tries to Avoid Civil Contempt Jail
GLOBAL GEOPHYSICAL: Ask for Plan Filing Exclusivity Until Dec. 23
GRILLED CHEESE: Reports $2.27-Mil. Net Loss for Second Quarter
GUIDED THERAPEUTICS: Sells $1.3MM Promissory Note to Tonaquint
GULFCO HOLDING: Mediation Breaks Down in Appeal of Tossed Ch. 11
HARBINGER GROUP: Moody's Hikes Rating on $750MM Notes to Caa1
HOUSTON REGIONAL: Astros, Rockets Seek to Cut Comcast Claim
IBCS MINING: Gets Final Approval of New $1.5 Million Loan
INKIA ENERGY: Fitch Expects Solicitation Credit Neutral to Neg.
INTELLICELL BIOSCIENCES: Timothy Marshall Holds 6.3% Stake
INTERLEUKIN GENETICS: Danforth Managing Director is Interim CFO
ISTAR FINANCIAL: Loomis Sayles Stake Down to 5.8% as of Aug. 31
ITUS CORP: Adaptive Capital Swaps Debt Into Equity
JAMES RIVER COAL: Pioneer Global No Longer Holds Shares
JELD-WEN INC: S&P Revises Outlook to Positive & Affirms 'B' CCR
KID BRANDS: Gets Approval to Sell Kids Line, Cocalo for $8-Mil.
LAKELAND INDUSTRIES: Incurs $386,000 Net Loss in Q2 Fiscal 2015
LE-NATURE INC: Trustee Spends $37 Million to Collect $126 Million
LIGHTSQUARED INC: Harbinger Files New Plan for Smaller Unit
MACKEYSER HOLDINGS: Auction Held for Practice Locations
MACKEYSER HOLDINGS: Sells Tifton Assets Larry R. Moorman
MACKEYSER HOLDINGS: Sells Miami Assets to Dr. Joseph Kurstin
MACKEYSER HOLDINGS: Court Rules Sights' Interest Not Perfected
MANNINGTON MILLS: Moody's Assigns B1 Corporate Family Rating
MANNINGTON MILLS: S&P Assigns BB- CCR & Rates Proposed Loan BB-
MARINA BIOTECH: Kirk Mathewson Reports 5.8% Stake
MEDICAN ENTERPRISES: Has $8.64-Mil. Net Loss in June 30 Quarter
MEDICURE INC: Incurs C$1.6 Million Net Loss in Fiscal 2014
MEMORIAL PRODUCTION: S&P Raises Corp. Credit Rating to 'B+'
MILLENNIUM HEALTHCARE: Has $1.33-Mil. Loss in June 30 Quarter
MOMENTIVE PERFORMANCE: Noteholders Want Their Atty's Bills Paid
NATCHEZ REGIONAL: Disclosures Okayed; Plan Hearing Sept. 26
NATIONAL DEBT DEFENSE: Case Summary & 20 Top Unsecured Creditors
NEFF CORP: Latest PE-Backed Bankruptcy Survivor to Launch IPO
NEW WESTERN: Posts $483K Net Loss for Q2 Ended June 30
NEW YORK CITY OPERA: Asks for Oct. 28 Extension of Plan Deadline
NEWLEAD HOLDINGS: Common Stock Delisted From NASDAQ
NII HOLDINGS: Capital World Investors No Longer a Shareholder
NORD RESOURCES: Inks Forbearance Agreement with Nedbank
NORTEL NETWORKS: Settlement with Bondholders, BNY Approved
NORTHERN FRONTIER: S&P Affirms 'B-' CCR Then Withdraws It
ORCHARD SUPPLY: Has Deal With ACE Over $8.9MM in Insurance Funds
OXYSURE SYSTEMS: Signs $2.4 Million Contract With Ajad Medical
PARMALAT SPA: Ordered to Pay $431MM to Citigroup
PHOENIX DIGITAL: KMJ Corbin & Co. Raises Going Concern Doubt
PHOENIX PAYMENT: Okayed to Tap Raymond James as Investment Banker
PIKE CORP: S&P Assigns 'B' CCR & Rates $390MM 1st Lien Debt 'B+'
PLATFORM SPECIALTY: S&P Affirms 'BB' Rating on $300MM Debt Add-on
PRA HEALTH: Moody's Says S-1 Filing No Impact on B2 Rating
PROLOGIS INC: Fitch Affirms BB+ Rating on $78.2MM Preferred Stock
PUERTO RICO: Perry Capital, Other Hedge Funds Provide Support
QUEST SOLUTION: Acquires Airframe Inspection Technology
RADIOSHACK CORP: Talking With Stakeholders; Warns of Bankruptcy
RADIOSHACK CORP: Advisors Working on $585 Million Financing
RADIOSHACK CORP: Has $137-Mil. Net Loss for Aug. 2 Quarter
RADIOSHACK CORP: S&P Lowers CCR to 'CCC-' on Cash Depletion
RESTORGENEX CORP: Signs Headquarters Lease Pact With Riverwalk
RITE AID: T. Rowe Price Stake Hiked to 10.9% as of Aug. 31
ROTHSTEIN ROSENFELDT: Trustee Gets Nod for up to $37MM Payout
SANTA ROSA ACADEMY: S&P Revises Outlook & Affirms 'BB' Rating
SCHWARTZ-TALLARD: 9th Cir. Revisits Fees for Stay Violation
SCIO DIAMOND: Posts $1.01-Mil. Net Loss for June 30 Quarter
SEADRILL LTD: Bank Debt Trades at 3% Off
SHIROKIA DEVELOPMENT: Meeting of Creditors Adjourned to Oct. 10
SHILO INN: Files Revised Plans; Sept. 18 Hearing on Disclosures
SK HOLDCO: Moody's Assigns B2 Corp. Family Rating; Outlook Stable
STARSTREAM ENTERTAINMENT: Has $599K Loss in Q2 Ended June 30
STC INC: Case Summary & 18 Largest Unsecured Creditors
STEVIA CORP: Posts $1.98-Mil. Net Income in Second Quarter
SUNTECH POWER: Singapore Unit Barred From Selling Assets
SURGICAL SPECIALTIES: S&P Affirms 'B' CCR & Revises Outlook
TAMINCO GLOBAL: Moody's Puts 'B2' CFR on Review for Upgrade
TAMINCO GLOBAL: S&P Puts 'B+' CCR on CreditWatch Positive
TEAM HEALTH: Moody's Assigns Ba2 Rating on $950MM Senior Debt
TEAM HEALTH: S&P Retains 'BB' CCR Following Proposed Debt Increase
TEMPLAR ENERGY: S&P Assigns 'B-' Rating on Proposed $550MM Loan
TPF II POWER: Moody's Assigns B1 Rating on $1.59MM 1st Lien Debt
TPF II POWER: S&P Assigns Prelim. 'BB-' Rating on $1.5BB Loan
TRADER CORP: S&P Raises Corp. Credit Rating to 'B'; Outlook Stable
TRUMP ENTERTAINMENT: Court Okays Cash Use, Other 1st Day Motions
TRUMP ENTERTAINMENT: Donald Trump Wants Name Out of Buildings
TRUMP ENTERTAINMENT: Sept. 23 Meeting to Form Creditors' Panel Set
U-VEND INC: Incurs $575K Net Loss in June 30 Quarter
UNITEK GLOBAL: Common Stock Delisted From NASDAQ
UNIVERSITY GENERAL: Disposes of Certain Non-Performing Assets
VACCINOGEN INC: Incurs $1.12-Mil. Net Loss for Second Quarter
VARIANT HOLDING: CEO Accuses Creditor of 'Loaning To Own'
VERITEQ CORP: Iliad Research Reports 9.9% Ownership
VIAWEST INC: S&P Raises CCR to 'B+' & Removes from CreditWatch
VIRGIN MEDIA: Bank Debt Trades at 3% Off
VISCOUNT SYSTEMS: Issues 250,000 Share Purchase Warrants
VUZIX CORP: Presented at Rodman & Aegis Capital Conferences
WALTER ENERGY: Bank Debt Trades at 6% Off
WCP WIRELESS: Fitch Affirms 'BB-sf' Rating on Class C Notes
WHITEWAVE FOODS: S&P Assigns 'BB' CCR; Outlook Stable
* Bank Avoids Fines for Improperly Withholding Funds
* Transfer Occurs When Receivership Order Delivered
* Aug. Bankruptcy Filings Register Largest Percentage Drop in 2014
* New Hampshire Businesses Bankruptcies Drop in August
* HSBC to Pay $550 Million to End Mortgage-Related Suit
* JPMorgan's Operational Risk-Weighted Assets Increase in Q2
* Evans Bank Faces New York AG Suit for "Redlining"
* Atlantic City's Laid Off Casino Workers Hike Jobless Rate
* Banks Face More Oversight of Ability to Weather Crisis
* CFPB Heightens Scrutiny of Credit Card Issuers
* New FHFA Rules Impact Shares of Mortgage REITs
* Regulators Present New Version of Swaps-Margin Rule
* Cozen Adds Ex-Kleinberg Kaplan Litigation Partner in NY
* BOND PRICING: For The Week From September 8 to 12, 2014
*********
A.C. SIMMONDS: Incurs $561K Net Loss for June 30 Quarter
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A.C. Simmonds and Sons Inc. filed its quarterly report on Form 10-
Q, disclosing a net loss of $561,348 on $7.52 million of revenue
for the three months ended June 30, 2014, compared with a net loss
of $30,839 on $10,000 of revenue for the same period last year.
The Company's balance sheet at June 30, 2014, showed
$20.9 million in total assets, $20.9 million in total liabilities
and a stockholders' deficit of $66,700.
The Company has reported net losses of $580,000 and $54,900 for
the six month periods ended June 30, 2014 and 2013, respectively,
accumulated deficit of $720,000 and total current liabilities in
excess of current assets of $5.01 million as of June 30, 2014.
The Company noted in the regulatory filing that it will be
dependent on funds raise to satisfy its ongoing capital
requirements for at least the next 12 months. The Company will
require additional financing in order to execute its operating
plan and continue as a going concern. The Company cannot predict
whether this additional financing will be in the form of equity or
debt, or be in another form. The Company may not be able to
obtain the necessary additional capital on a timely basis, on
acceptable terms, or at all. In any of these events, the Company
may be unable to implement its current plans for expansion or
respond to competitive pressures, any of these circumstances would
have a material adverse effect on its business, prospects,
financial condition and results of operations.
A copy of the Form 10-Q is available at:
http://is.gd/mqrgtY
A.C. Simmonds and Sons, with lineage through its management team
to 96 years of business experience, is a Canadian based company
with interests across North America and a growing international
presence. The Company is focused on acquiring profitable
businesses for expansion and development in four growth sectors:
international food, waste management, renewable energy, oil and
gas, the entertainment industry and leisure. John G. Simmonds, the
Company's Chairman and CEO, co-founded the largest Canadian golf
course operation and has successfully established and grown
companies and built effective teams. Mr. Simmonds has served as
chairman and board director of several public companies. The
Company has initiated the process of changing its name from BLVD
Holdings Inc. to A. C. Simmonds and Sons.
AMERICAN MEDIA: Noteholders Swap $121MM Debt for Parent's Equity
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American Media, Inc., entered into an exchange agreement with AMI
Parent Holdings LLC, Chatham Asset Management LLC (on behalf of
itself, Chatham Asset High Yield Master Fund, Ltd. and Chatham
Eureka Fund, L.P.) and Omega Charitable Partnership, L.P.,
pursuant to which the Noteholders exchanged approximately $7.8
million of the Company's 13 1/2% Second Lien Senior Secured Notes
due 2018 and approximately $113.3 million of the Company's 10%
Second Lien Senior Secured PIK Notes due 2018 for equity interests
in the Parent. The Noteholders are also holders of the Company's
11 1/2% First Lien Senior Secured Notes due 2017. The Company is
a wholly-owned subsidiary of Parent.
On Sept. 10, 2014, upon the cancellation of all outstanding Second
Lien PIK Notes, the collateral agreement securing the Second Lien
PIK Notes was terminated and the obligations of the Company under
the indenture governing the Second Lien PIK Notes, dated Oct. 2,
2013, among the Company, the guarantors party thereto and
Wilmington Trust, National Association, as trustee and collateral
agent were satisfied in full and the discharge thereof was
acknowledged by the Trustee.
About American Media
Based in New York, American Media, Inc., publishes celebrity
journalism and health and fitness magazines in the U.S. These
include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health,
and The National Enquirer. In addition to print properties, AMI
manages 14 different Web sites. The company also owns
Distribution Services, Inc., an in-store magazine merchandising
company.
American Media, Inc., and 15 units, including American Media
Operations, Inc., filed for Chapter 11 protection in Manhattan
(Bankr. S.D.N.Y. Case No. 10-16140) on Nov. 17, 2010, with a
prepackaged plan. The Debtors emerged from Chapter 11
reorganization in December 2010, handing ownership to former
bondholders. The new owners include hedge funds Avenue Capital
Group and Angelo Gordon & Co.
American Media incurred a net loss of $55.54 million on $348.52
million of total operating revenues for the fiscal year ended
March 31, 2013, as compared with net income of $22.29 million on
$386.61 million of total operating revenues for the fiscal year
ended March 31, 2012.
As of Dec. 31, 2013, the Company had $565.84 million in total
assets, $692.81 million in total liabilities, $3 million in
redeemable noncontrolling interest, and a $129.97 million total
stockholders' deficit.
* * *
As reported by the TCR on Nov. 20, 2013, Standard & Poor's Ratings
Services raised its corporate credit rating on Boca Raton, Fla.-
based American Media Inc. to 'CCC+' from 'SD'. "The upgrade
follows the company's exchange of $94.3 million of its $104.9
million 13.5% second-lien cash-pay notes due 2018 for privately
held $94.3 million 10% second-lien notes due 2018," said
Standard & Poor's credit analyst Hal Diamond.
In the July 10, 2014, edition of the TCR, Moody's Investors
Service has lowered American Media, Inc.'s Corporate Family Rating
(CFR) to Caa1 from B3. The downgrade of American Media's CFR to
Caa1 reflects Moody's expectation for lower revenue and EBITDA
resulting in higher financial leverage.
AMERICAN MEDIA: S&P Lowers CCR to 'SD' on Notes Exchange
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Boca Raton, Fla.-based American Media Inc. to 'SD' from
'CCC+'.
In addition, S&P lowered the issue-level rating on the second-lien
notes due 2018 to 'D' from 'CCC-'. The '3' recovery rating and
'CCC+' issue-level rating on American Media's 11.5% first-lien
notes due 2017 are unchanged.
The downgrade follows the exchange of approximately $7.8 million
of the company's 13.5% second-lien senior secured notes due 2018
and approximately $113.3 million of the company's 10% second-lien
senior secured PIK notes due 2018 for equity. S&P views the
exchange as tantamount to default because the company did not meet
the original terms of the second-lien notes obligation. The
holders of the second-lien notes, Chatham Asset Management LLC and
Omega Charitable Partnership L.P., already owned 100% of the
outstanding equity following their acquisition of all of the
issued and outstanding shares of common stock of American Media
Inc. on Aug. 15, 2014.
S&P expects to raise its corporate credit rating to no lower than
'CCC+' pending further analysis. In evaluating the rating, S&P
will consider both the leverage implications and interest rate
savings as it reassess the capital structure and cash flow profile
of the company.
ANACOR PHARMACEUTICALS: Wellington Mgt. Reports 10.5% Stake
-----------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Wellington Management Company, LLP, disclosed
that as of Aug. 29, 2014, it beneficially owned 4,443,221 shares
of common stock of Anacor Pharmaceuticals, Inc., representing
10.58 percent of the shares outstanding. Wellington Management
previously owned 3,963,880 shares at Dec. 31, 2013. A copy of the
regulatory filing is available for free at http://is.gd/lZVt1n
About Anacor Pharmaceuticals
Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a
biopharmaceutical company focused on discovering, developing and
commercializing novel small-molecule therapeutics derived from its
boron chemistry platform. Anacor has discovered eight compounds
that are currently in development. Its two lead product
candidates are topically administered dermatologic compounds -
tavaborole, an antifungal for the treatment of onychomycosis, and
AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of
atopic dermatitis and psoriasis.
Anacor reported net income of $84.76 million in 2013, a net loss
of $56.08 million in 2012 and a net loss of $47.94 million in
2011. The Company's balance sheet at June 30, 2014, showed
$137.63 million in total assets, $48.02 million in total
liabilities, $4.95 million in redeemable common stock and $84.65
million in total stockholders' equity.
ANDERSON UNIVERSITY: Fitch Affirms 'BB+' Rating on $41.3MM Bonds
----------------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' rating on approximately $41.3
million of the City of Anderson, Indiana Economic Development
Revenue Refunding and Improvement bonds issued on behalf of
Anderson University (AU).
The Rating Outlook is Stable.
Security
The bonds are an unsecured general obligation of the university.
As additional security, there is a cash-funded $3.7 million debt
service reserve fund.
Key Rating Drivers
Uneven Operating History: GAAP-based operating performance has
been uneven over the past five fiscal years. AU maintained near-
breakeven operations in fiscal 2013 and (unaudited) 2014, despite
pressured enrollment-driven revenues, by managing their expenses
carefully.
Enrollment-Related Challenges: Anderson's enrollment fell
moderately in fall 2013 and fell again slightly in fall 2014
(preliminary). However, the main traditional undergraduate
enrollment segment stabilized somewhat. Anderson's relatively
small size and limited regional draw, combined with high
dependence on student-generated revenues, make it quite
susceptible to enrollment volatility.
Narrow Financial Flexibility: AU's financial flexibility is
constrained by a competitive environment and a weak balance sheet.
High tuition discounting (over 40%) and stiff competition limit
Anderson's ability to raise tuition rates and generate additional
revenues. Further, a limited balance sheet provides minimal
cushion to absorb adverse changes in operating performance.
High Debt Burden: The university's debt burden remains high, with
pro forma MADS consuming 11.2% of fiscal 2013 unrestricted
operating revenues. MADS coverage has generally been at or near 1x
over the past five years, which Fitch considers a moderate credit
negative in light of limited financial cushion.
Rating Sensitivities
Consistently Negative GAAP Operations: The stable outlook assumes
Anderson's ability to offset pressured net tuition revenue through
growth or structural expense adjustments. A trend of negative
GAAP-based operating margins would negatively affect the
university's ability to service its debt from operations and would
exert downward rating pressure.
Smaller Enrollment Base: A trend of continuing declines in
traditional undergraduate and graduate enrollment would make the
university's operations more susceptible to enrollment
fluctuations and would negatively pressure the rating.
Additional Debt: Incurrence of additional debt without a
commensurate growth in financial resources or net operating income
sufficient to service the debt could negatively affect the rating.
Credit Profile
Founded in 1917, Anderson University is a Christian university
located in Anderson, Indiana (35 miles northeast of Indianapolis).
AU was founded and is supported by the Church of God (COG) and is
the only college affiliated with COG in the Midwest. The
university offers around 60 undergraduate majors as well as
graduate programs in business, music, nursing, and theology. The
university also maintains a Department of Adult Studies that
offers bachelor and associates degrees and non-credit programs for
adult students.
Headcount enrollment totaled 2,403 in fall 2013, primarily
consisting of traditional undergraduate students (~68%), graduate
enrollment (~17%), and adult students in traditional and non-
traditional programs (~15%). The university's regional
accreditation (Higher Learning Commission of North Central
Association) was most recently reaffirmed in 2008 for a 10-year
term.
Uneven Operating History And Enrollment-Related Challenges
GAAP-based operating performance has been uneven in recent years
ranging from a high of 4.1% in fiscal 2012 to a low of -5.2% in
fiscal 2011. Uneven financial results are consistent with a non-
investment grade rating and reflect ongoing softness in student-
generated revenues, which are AU's largest revenue source (80.5%
of fiscal 2013 unrestricted operating revenues). AU maintained
breakeven operating margins in fiscal 2013 and (unaudited) 2014
through careful management of expenses, despite pressured net
tuition revenues.
Net tuition revenues were flat on average from fiscal 2009 to
fiscal 2013 largely due to soft enrollment trends. Headcount fell
by 4.5% to 2,403 in fall 2013, which management attributes
partially to a now-resolved technical glitch affecting online
applications. Preliminary fall 2014 enrollment shows another,
smaller decline in headcount but is still within fiscal 2015
budget assumptions. The incoming freshman class also appears
slightly larger than in fall 2013, suggesting that AU's largest
segment is stabilizing.
Management is pursuing several strategies to bolster enrollment,
including marketing efforts, student retention initiatives,
curricular changes to accommodate more transfer students, and
programmatic changes to better align with market needs. Fitch
views these adjustments positively. However, AU's relatively small
size and limited regional draw make it susceptible to fluctuations
in enrollment.
Narrow Financial Flexibility
A significant portion of student tuition is discounted annually
(40.5% in fiscal 2013) as a result of a competitive environment
and AU's high cost of attendance relative to its peer group.
Management continues to take steps to curb increases in student
charges and tuition discounting. Still, Fitch believes AU's high
discounting rate and limited pricing flexibility constrain the
university's ability to materially increase revenue by raising
tuition rates.
The university's financial flexibility is further restricted by
its thin level of balance sheet resources. Available funds,
defined by Fitch as cash and investments not permanently
restricted, totaled $10.6 million as of May 31, 2013 and grew
further in fiscal 2014 (unaudited). While improved from prior
years, available funds still provided limited cushion of 20.4%
relative to fiscal 2013 operating expenses and 17.8% relative to
pro forma long-term debt.
Unchanged Leverage Position
The university's debt burden remains high. Pro forma MADS of $5.9
million (includes a balloon payment related to obligations
guaranteed by an affiliated organization) due in fiscal 2018
consumed 11.2% of fiscal 2013 unrestricted operating revenues.
MADS coverage from operations has generally been at or near 1x
over the past five years. Fitch considers this a moderate weakness
given AU's limited financial cushion. However, operations covered
annual debt service by 1.2x in fiscal 2013, with similar coverage
for fiscal 2014 (unaudited). Fitch expects Anderson's debt burden
to moderate over time, as outstanding obligations are repaid and
near-term capital needs are funded primarily through operations
and fundraising.
Anderson is pursuing an off-balance sheet, non-recourse financing
to purchase an existing student housing facility, which the
university currently leases from its owner. Fitch does not expect
the purchase to have a material effect on AU's credit profile.
Anderson's financial results already reflect the costs of
operating the facility, and future payments under the existing
lease are already included in Fitch's calculation of long-term
debt. However, Fitch will review the proposed transaction to
determine the effects, if any, for bondholders.
ANTIOCH CO: McDermott Says Negligence Claim Should Be Nixed
-----------------------------------------------------------
Law360 reported that McDermott Will & Emery LLP urged an Ohio
federal judge to toss a negligence claim brought by a trust for
bankrupt The Antioch Company LLC over the law firm's alleged
failure to advise Antioch to sue its directors after Antioch's
employee stock ownership plan took over the company. According to
the report, McDermott argued that the scrapbooking company's fifth
claim for negligence should be dismissed because the four-year
statute of limitations for the breach of fiduciary duty claims
against the Antioch directors, which the court determined had
expired, hadn't run out.
The case is Antioch Litigation Trust, W. Timothy Miller, Trustee
v. McDermott Will & Emery LLP et al., Case No. 3:09-cv-00218 (S.D.
Ohio).
About The Antioch Company
St. Cloud, Minn.-based scrapbook company The Antioch Company and
six affiliates filed for Chapter 11 bankruptcy (Bankr. D. Minn.
Case No. 13-41898) in Minneapolis on April 16, 2013. Antioch
disclosed $10 million to $50 million in both assets and debts.
The affiliates that separate filed for Chapter 11 are Antioch
International-Canada LLC, Antioch International LLC, zeBlooms LLC,
Antioch Framers Supply LLC, Antioch International-New Zealand LLC,
and Creative Memories Puerto Rico, LLC.
Founded in 1926, Antioch and its affiliates make up one of the
world's preeminent suppliers of scrapbooks, related accessories,
and photo solutions for memory preservation through the direct
sales channel. The Debtors also go by business names Creative
Memories, Antioch, Agenda, Antioch Publishing, Cottage Arts, Frame
of Mind and Webway.
Antioch has 200 employees and currently has operations through the
Debtor companies and foreign subsidiaries in the United States,
Canada, Japan, Australia, and New Zealand. In 2012, the Company's
net revenue was approximately $93.8 million and it had a net loss
of $3.7 million.
Antioch previously sought bankruptcy protection in 2008 (Bankr.
S.D. Ohio Case No. 08-35741).
In the 2013 case, the U.S. Trustee appointed a seven-member
creditors committee. Faegre Baker Daniels LLP serves as its
counsel. Crowe Horwath LLP serves as its financial advisor.
The Antioch Company, et al., and the Official Committee of
Unsecured Creditors, obtained confirmation on Nov. 14, 2013, their
Second Amended Joint Plan of Reorganization dated Nov. 13, 2013.
ARAMID ENTERTAINMENT: To Pay $6MM in Bergstein Contract Battle
--------------------------------------------------------------
Law360 reported that recently defunct film financing hedge fund
Aramid Entertainment Fund Ltd. has agreed to pay $6 million to
film investor David Bergstein to resolve litigation including his
breach-of-contract suit over loans Aramid made to him, according
to a New York federal bankruptcy court filing. The Law360 report
related that in a motion seeking approval of the proposed
settlement, attorneys for film financier David Molner's offshore
hedge fund said the deal would also end complicated, long-running
litigation with Bergstein's former partner, Miramax Films co-owner
Ronald Tutor.
About Aramid Entertainment
Aramid Entertainment Fund Limited has been engaged in the business
of providing short and medium term liquidity to producers and
distributors of film, television and other media and entertainment
content by way of loans and equity investments.
On May 7, 2014, Geoffrey Varga and Jess Shakespeare of Kinetic
Partners (Cayman) Limited were appointed under Cayman law as the
joint voluntary liquidators of AEF and two affiliates.
On June 13, 2014, the JVLs authorized AEF and two affiliates to
file for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead
Case No. 14-11802) in Manhattan on June 13, 2014.
The Debtors have tapped Reed Smith, LLP, in New York, as counsel
and Kinetic Partners (Cayman) Limited as crisis managers.
AEF estimated at least $100 million in assets and between
$10 million to $50 million in liabilities.
ASPEN GROUP: Sophrosyne Capital Holds 9.6% Stake
------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Sophrosyne Capital, LLC, disclosed that as of
Sept. 9, 2014, it beneficially owned 11,012,808 shares of common
stock of Aspen Group. Inc., representing 9.67 percent of the
shares outstanidng. Sophrosyne Capital previously owned
6,041,838 shares at Jan. 28, 2014. A copy of the regulatory
filing is available for free at http://is.gd/9TnW8T
About Aspen Group
Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in
1987 as the International School of Information Management. On
Sept. 30, 2004, it was acquired by Higher Education Management
Group, Inc., and changed its name to Aspen University Inc. On
May 13, 2011, the Company formed in Colorado a subsidiary, Aspen
University Marketing, LLC, which is currently inactive. On
March 13, 2012, the Company was recapitalized in a reverse merger.
Aspen's mission is to become an institution of choice for adult
learners by offering cost-effective, comprehensive, and relevant
online education. Approximately 88 percent of the Company's
degree-seeking students (as of June 30, 2012) were enrolled in
graduate degree programs (Master or Doctorate degree program).
Since 1993, the Company has been nationally accredited by the
Distance Education and Training Council, a national accrediting
agency recognized by the U.S. Department of Education.
Aspen Group incurred a net loss of $5.35 million for the year
ended April 30, 2014. The Company also reported a net loss of
$1.40 million for the four months ended April 30, 2013.
The Company reported a net loss of $6 million in 2012 as compared
with a net loss of $2.13 million in 2011.
As of April 30, 2014, Aspen Group had $3.58 million in total
assets, $5.36 million in total liabilities and a $1.78 million
total stockholders' deficiency.
ASPEN GROUP: Presented at SeeThruEquity Conference
--------------------------------------------------
Michael Mathews, the chief executive officer and chairman of Aspen
Group, Inc., gave a presentation at the SeeThruEquity Conference
on Sept. 11, 2014. Highlights of the presentation include:
* The Company closed on $5.4 million in equity financing at
Sept. 4, 2014
* Cash on balance sheet as of Sept. 5, 2014, was $3.5 million
* As of Sept. 9, 2014, the Company had $112.7 million of
outstanding shares
The PowerPoint presentation which was displayed at the conference
is available for free at http://is.gd/7Gtq8E
About Aspen Group
Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in
1987 as the International School of Information Management. On
Sept. 30, 2004, it was acquired by Higher Education Management
Group, Inc., and changed its name to Aspen University Inc. On
May 13, 2011, the Company formed in Colorado a subsidiary, Aspen
University Marketing, LLC, which is currently inactive. On
March 13, 2012, the Company was recapitalized in a reverse merger.
Aspen's mission is to become an institution of choice for adult
learners by offering cost-effective, comprehensive, and relevant
online education. Approximately 88 percent of the Company's
degree-seeking students (as of June 30, 2012) were enrolled in
graduate degree programs (Master or Doctorate degree program).
Since 1993, the Company has been nationally accredited by the
Distance Education and Training Council, a national accrediting
agency recognized by the U.S. Department of Education.
Aspen Group incurred a net loss of $5.35 million for the year
ended April 30, 2014. The Company also reported a net loss of
$1.40 million for the four months ended April 30, 2013.
The Company reported a net loss of $6 million in 2012 as compared
with a net loss of $2.13 million in 2011.
As of April 30, 2014, Aspen Group had $3.58 million in total
assets, $5.36 million in total liabilities and a $1.78 million
total stockholders' deficiency.
ATLANTIC BUILDING: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Atlantic Building Investment Group, LLC
122 S Monroe, Suite 208
Spokane, WA 99201
Case No.: 14-03281
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: September 11, 2014
Court: United States Bankruptcy Court
Eastern District of Washington (Spokane/Yakima)
Judge: Hon. Frederick P. Corbit
Debtor's Counsel: Shelley N Ripley, Esq.
WITHERSPOON KELLEY DAVENPORT & TOOLE PS
422 W Riverside Avenue, Suite 1100
Spokane, WA 99201
Tel: 509-624-5265
Fax: 509-458-2728
Email: snr@witherspoonkelley.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Steve Elliott, authorized
representative.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
AUXILIUM PHARMACEUTICALS: Presented at Morgan Stanley Conference
----------------------------------------------------------------
Certain members of the executive management team of Auxilium
Pharmaceuticals, Inc., participated in the Morgan Stanley
Healthcare Conference held last Sept. 8-10, 2014, in New York.
A copy of the presentation materials is available for free at:
http://is.gd/ClVi6r
About Auxilium
Auxilium Pharmaceuticals, Inc. -- http://www.Auxilium.com/-- is a
fully integrated specialty biopharmaceutical company with a focus
on developing and commercializing innovative products for
specialist audiences. With a broad range of first- and second-
line products across multiple indications, Auxilium is an emerging
leader in the men's healthcare area and has strategically expanded
its product portfolio and pipeline in orthopedics, dermatology and
other therapeutic areas.
Auxilium now has a broad portfolio of 12 approved products. Among
other products in the U.S., Auxilium markets edex(R) (alprostadil
for injection), an injectable treatment for erectile dysfunction,
Osbon ErecAid(R), the leading device for aiding erectile
dysfunction, STENDRATM (avanafil), an oral erectile dysfunction
therapy, Testim(R) (testosterone gel) for the topical treatment of
hypogonadism, TESTOPEL(R) (testosterone pellets) a long-acting
implantable testosterone replacement therapy, XIAFLEX(R)
(collagenase clostridium histolyticum or CCH) for the treatment of
Peyronie's disease and XIAFLEX for the treatment of Dupuytren's
contracture.
The Company also has programs in Phase 2 clinical development for
the treatment of Frozen Shoulder syndrome and cellulite.
The Company's balance sheet at June 30, 2014, showed $1.11 billion
in total assets, $935.82 million in total liabilities and $179.40
million in total stockholders' equity.
* * *
As reported by the TCR on May 7, 2014, Moody's Investors Service
downgraded the ratings of Auxilium Pharmaceuticals, Inc.,
including the Corporate Family Rating to B3 from B2. "The
downgrade reflects Moody's expectations that declines in Testim,
Auxilium's testosterone gel, will materially reduce EBITDA
in 2014, resulting in negative free cash flow, a weakening
liquidity profile, and extremely high debt/EBITDA," said Moody's
Senior Vice President Michael Levesque.
In the Aug. 20, 2014, edition of the TCR, Standard & Poor's
Ratings Services affirmed its 'CCC' corporate credit rating on
Auxilium Pharmaceuticals Inc. following the company's announcement
that it had obtained an amendment to its credit agreement
permitting the change of control associated with the company's
proposed merger with a Canadian biotechnology firm QLT Inc. The
outlook is negative.
AWI DELAWARE: Meeting to Form Creditors' Panel Set for Sept. 17
---------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on Sept. 17, 2014, at 10:00 a.m. in
the bankruptcy case of AWI Delaware, Inc., et al. The meeting
will be held at:
The DoubleTree Hotel
Winterthur Room
700 King St.
Wilmington, DE 19801
The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.
The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code. A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.
To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable. The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization. The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.
About Associated Wholesalers
Founded in 1962 and headquartered in Robesonia, Pennsylvania,
Associated Wholesalers Inc. services 800 supermarkets, specialty
stores, convenience stores and superettes with grocery, meat,
produce, dairy, frozen foods and general merchandise/health and
beauty care products. AWI, which owns distribution facilities in
Robesonia, Pennsylvania, and York, Pennsylvania, serves the mid-
Atlantic United States. AWI is owned by its 500 retail members,
who in turn operate supermarkets. AWI has 1,459 employees.
White Rose Inc. is a food wholesaler and distributor serving the
greater New York metropolitan area. The company traces its
origins to 1886, when brothers Joseph and Sigel Seeman founded
Seeman Brothers & Doremus to provide grocery deliveries throughout
New York City. White Rose carries out its operations through
three leased warehouse and distribution centers, two of which are
located in Carteret, New Jersey, and one in Woodbridge, New
Jersey. White Rose has 777 employees.
Associated Wholesalers and its affiliates on Sept. 9, 2014, sought
Chapter 11 protection to sell their assets under 11 U.S.C. Sec.
363 to C&S Wholesale Grocers, absent higher and better offers.
The Debtors have sought joint administration of their Chapter 11
cases for procedural purposes, seeking to maintain all pleadings
on the case docket for AWI Delaware, Inc., Bankr. D. Del. Case No.
14-12092.
As of the Petition Date, the Debtors owe the Bank Group
(consisting of lenders, Bank of America, N.A., Bank of American
Securities LLC as sole lead arranger and joint book runner, Wells
Fargo Capital Finance, LLC as joint book runner and syndication
agent, and RBS Capita, as documentation agent) an aggregate
principal amount of not less than $131,857,966 (inclusive of
outstanding letters of credit), plus accrued interest.
Saul Ewing LLP and Rhoads & Sinon LLP are serving as legal
advisors to the Debtors, Lazard Middle Market is serving as
financial advisor, and Carl Marks Advisors is serving as
restructuring advisor to AWI. Douglas A. Booth has been tapped as
chief restructuring officer. Epiq Systems serves as the claims
agent.
BD WHITE BIRCH: Moody's Gives B2 CFR & Rates $185MM Loan B2
-----------------------------------------------------------
Moody's assigned first-time ratings to BD White Birch Investment
LLC ("White Birch"), including the B2 corporate family rating
(CFR), B2-PD probability of default rating, and a B2 rating on the
new $185 million first lien term loan, issued by its directly or
indirectly owned subsidiaries Bear Island Paper WB LLC and White
Birch Paper Canada Company as co-borrowers. The outlook is stable.
The proceeds of the financing are expected to be primarily used to
repay the existing $151 million in debt and pay estimated breakage
fees and other transaction expenses.
Assignments:
Issuer: BD White Birch Investment LLC
Probability of Default Rating, Assigned B2-PD
Corporate Family Rating, Assigned B2
Senior Secured Bank Credit Facility (Local Currency), Assigned
B2, LGD3
Outlook Actions:
Issuer: BD White Birch Investment LLC
Outlook, Assigned Stable
Ratings Rationale
White Birch's B2 corporate family rating reflects the company's
business concentration in the North American newsprint market,
which is in secular decline due to an increasing use of electronic
devices such as tablets and e-readers. The ratings further reflect
the company's strong market position in the North American
newsprint market and the high efficiency and good cost position of
its four integrated mills across the North East. Moody's believe
that the company's assets are well positioned to remain
competitive in the declining market, as higher cost producers
continue to shutter capacity. The ratings also reflect Moody's
expectation of continued focus on cost containment initiatives,
and the company's flexibility to shift product mix among different
end markets to maximize profitability. Moody's also expect that
the company will be able to offset declines in the domestic
newsprint business by shifting into exports and/or specialty paper
products. The ratings are constrained by the sensitivity to
foreign exchange rates and somewhat volatile input costs,
including energy and fiber (predominantly wood chips).
The $185 million term loan will have a first priority lien on all
assets other than the ABL collateral, and a second priority lien
on ABL collateral. The company also has a $75 million ABL
facility, secured by receivables and inventory. The first-lien
debt is rated B2 in line with the CFR, due to its effective
relative seniority within the company's capital structure (behind
the ABL revolver but ahead of senior unsecured obligations such as
pensions and $30 million PIK notes).
White Birch has adequate liquidity supported by full availability
expected under the existing $75 million ABL revolver and Moody's
expectation of positive free cash flows in the $10 - $20 million
range over the ratings horizon. The company does not face any
significant near term debt maturities. Moody's expect the first
lien facility to be free of financial covenants. The company's
fixed assets are encumbered by the new term loan.
The stable rating outlook reflects Moody's expectation of steady
operating performance and stable pricing as capacity curtailments
in the newsprint market keep pace with the secular decline in
demand. The stable outlook also assumes that the company will
apply its free cash flow towards debt reduction.
While an upgrade to the ratings is unlikely in the near term, it
would be considered should the company diversify from the
declining newsprint market and sustain a consistent revenue
growth.
Ratings could be downgraded if liquidity were to weaken, free cash
flows were persistently negative, or if Debt/ EBITDA were expected
to exceed 5x.
The principal methodology used in this rating was Global Paper and
Forest Products Industry published in October 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.
BD White Birch Investment LLC is a holding company that directly
or indirectly owns Bear Island Paper WB LLC and White Birch Paper
Canada Company. The operating subsidiaries are involved primarily
in manufacture and sale of newsprint and collectively operate four
paper mills, three located in Quebec, Canada and one in Doswell,
Virginia. In 2013, the company generated $647 million in revenues.
BD WHITE BIRCH: S&P Assigns 'B+' CCR & Rates $185MM Term Loan 'B+'
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' corporate
credit rating to Greenwich, Conn.-based BD White Birch Investment
LLC and its 'B+' issue-level rating and '3' recovery rating to its
$185 million term loan (borrowers are subsidiaries Bear Island
Paper WB LLC and White Birch Paper Canada Co. NSULC), indicating
S&P's expectations of meaningful recovery (50%-70%) of principal
in the event of default.
The ratings on White Birch reflect its "weak" business risk
profile and "aggressive" financial risk profile. Despite its
position as a low-cost producer of newsprint (90% of sales), an
overarching credit risk is the secular decline in demand for its
product due to electronic substitution. Although it is gradually
shifting its production to specialty paper products (about 10% of
sales), which include high bright paper and store circulars, these
products are also economically sensitive and do not meaningfully
diversify the company's paper mix. White Birch is owned by Peter
Brant, Black Diamond Capital Management, Credit Suisse, and
Caspian Investment Management Ltd.
White Birch emerged from bankruptcy in 2012. It is the third-
largest North American producer of newsprint, with a roughly 14%
share. Although Resolute Forest Products Inc. commands a greater
than 40% market share position, White Birch has a lower (average)
cost of production and higher margins at its four paper mills; its
plants are ranked best-in-class by Pulp and Paper Products
Council.
"Our stable outlook reflects our view that volumes will remain
fairly stable as increasing shipments of specialty papers offset
declines in newsprint sales. Our base case projects pricing to
remain stable as well," said Standard & Poor's credit analyst
Cheryl Richer.
Volume and/or pricing pressure that would erode margins and EBITDA
could result in a downgrade. If debt protection measures
deteriorated to "highly leveraged" parameters, such as debt to
EBITDA of more than 5x and FFO to debt of less than 5%, S&P could
lower its ratings. For example, a 4% revenue decline and 300-
basis-point gross margin decline would push debt leverage to 5.2x
under S&P's base case scenario.
"We believe that an upgrade is unlikely in the coming year.
Further strengthening of financial measures would not result in an
upgrade given that the company's financial risk profile is capped
by our FS-5 designation, which acknowledges financial policy risk
associated with financial sponsor ownership but anticipates
leverage to remain below 5x. Alternatively, we do not believe
that our assessment of business risk would change in the near
term; even a faster-than-anticipated product mix shift to
specialty products from newsprint would not meaningfully diversify
business prospects," S&P said.
BG MEDICINE: Cuts Workforce by Half, Gets Non-Compliance Notice
---------------------------------------------------------------
BG Medicine, Inc., implemented a reduction of approximately 55% of
the Company's workforce, or 12 people, leaving 10 employees, the
Company disclosed in a regulatory filing with the U.S. Securities
and Exchange Commission on Sept. 11, 2014. The Company took this
step in order to reduce its operating expenses and extend its cash
runway in anticipation of the commercial launch of automated
versions of the Company's galectin-3 test. The automated
galectin-3 tests are being developed and commercialized by the
Company's diagnostic instrument manufacturing partners and will be
performed on the partners' automated platforms. The first
automated galectin-3 test is expected to be launched in the United
States in 2015.
The Restructuring primarily eliminated the Company's sales and
marketing organization and removed certain positions in other
functional areas, while preserving some senior management and
other critical roles to support the clinical and commercial
adoption of galectin-3 testing by generating, publishing and
publicizing data derived from clinical research studies and by
expanding the BGM Galectin-3 Test's labeling indications for use
through additional clinical studies and clearances by the FDA.
Employees affected by the Restructuring were notified on Sept. 11,
2014, and are being provided with severance arrangements including
outplacement assistance. The Company expects to complete the
Restructuring during the third quarter of 2014.
As a result of the Restructuring, the Company expects to record
one-time charges with respect to severance payments and benefits
continuation, which are estimated to be approximately $0.3 million
and are expected to be recorded in the third quarter of 2014. As
a result of the Restructuring, the Company estimates it will
generate annualized expense savings of approximately $1.9 million
primarily from savings in employee salaries and benefits.
In connection with the workforce reduction, Anastasia Rader, the
Company's SVP, executive operations and Human Resources, will no
longer serve as an executive officer of the Company, however Ms.
Rader is expected to provide consulting services to the Company,
as needed and agreed upon by the Company and Ms. Rader.
Non-Compliance Notice
On Sept. 5, 2014, the Company received written notice from the
Listing Qualifications Department of The NASDAQ Stock Market LLC
notifying the Company that for the preceding 30 consecutive
business days, the Company's common stock did not maintain a
minimum closing bid price of $1.00 per share as required by NASDAQ
Listing Rule 5550(a)(2). The notice has no immediate effect on
the listing or trading of the Company's common stock and the
common stock will continue to trade on The NASDAQ Capital Market
under the symbol "BGMD" at this time.
In accordance with NASDAQ Listing Rule 5810(c)(3)(C), the Company
has a grace period of 180 calendar days, or until March 4, 2015,
to regain compliance with NASDAQ Listing Rule 5550(a)(2).
Compliance can be achieved automatically and without further
action if the closing bid price of the Company's stock is at or
above $1.00 for a minimum of 10 consecutive business days at any
time during the 180-day compliance period, in which case NASDAQ
will notify the Company of its compliance and the matter will be
closed.
If, however, the Company does not achieve compliance with the
Minimum Bid Price Requirement by March 4, 2015, the Company may be
eligible for additional time to comply. In order to be eligible
for that additional time, the Company will be required to meet the
continued listing requirement for market value of publicly held
shares and all other initial listing standards for The NASDAQ
Capital Market, with the exception of the Minimum Bid Price
Requirement, and must notify NASDAQ in writing of its intention to
cure the deficiency during the second compliance period.
The Company said it is currently considering available options to
resolve this listing deficiency and to regain compliance.
However, the Company gives no assurance that it will be able to
regain compliance with The NASDAQ Capital Market listing
requirements.
About BG Medicine
Waltham, Mass.-based BG Medicine is a diagnostics company focused
on the development and commercialization of novel cardiovascular
diagnostic tests to address significant unmet medical needs,
improve patient outcomes and contain healthcare costs. The
Company is currently commercializing two diagnostic tests, the
first of which is the BGM Galectin-3 test, a novel assay for
measuring galectin-3 levels in blood plasma or serum for use as an
aid in assessing the prognosis of patients diagnosed with heart
failure. The Company's second diagnostic test is the CardioSCORE
test, which is designed to identify individuals at high risk for
near-term, significant cardiovascular events, such as heart attack
and stroke.
BG Medicine reported a net loss of $15.84 million on $4.07 million
of total revenues for the year ended Dec. 31, 2013, as compared
with a net loss of $23.76 million on $2.81 million of total
revenues during the prior year. The Company's balance sheet at
June 30, 2014, showed $11.24 million in total assets, $7.25
million in total liabilities and $3.98 million in total
stockholders' equity.
Deloitte & Touche LLP, in Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013. The independent auditors noted
that the Company's recurring losses from operations, recurring
cash used in operating cash flows and stockholders' deficit raise
substantial doubt about its ability to continue as a going
concern.
BIOFUEL ENERGY: Further Amends Rights Offering Prospectus
---------------------------------------------------------
BioFuel Energy Corp. had filed a second amendment to its
registration statement with the U.S. Securities and Exchange
Commission relating to the distribution, at no charge, to the
holders of the Company's common stock as of 5:00 p.m., New York
City time, on Sept. 15, 2014, transferable subscription rights to
purchase up to an aggregate of 12,247,393 shares of the Company's
common stock, par value $0.01 per share, 6,701,335 of which are
available in this public rights offering and the remainder of
which will be available pursuant to the private rights offering.
Each holder of the Company's common stock as of the record date
will receive one subscription right for each share of common stock
owned as of the record date. As of the close of business on
Sept. 5, 2014, there were 5,456,625 shares of the Company's common
stock issued and outstanding, net of 40,481 shares held in
treasury.
Each subscription right will permit the holder of that right to
acquire, at a rights price equal to $5.00 per share of common
stock, 2.2445 shares of common stock. The rights price represents
an approximately 56.5% discount to the closing price of the
Company's common stock on Sept. 5, 2014. Each holder of a
subscription right that fully exercises its basic subscription
privilege may also subscribe for additional shares. The over-
subscription privilege, however, will only be offered for an
aggregate number of shares that, when combined with the number of
shares purchased pursuant to the stockholders' basic subscription
privilege, does not exceed 12,247,393 shares.
The subscription rights will expire and have no value if they are
not exercised by 5:00 p.m., New York City time, on Oct. 17, 2014.
To Use Proceeds for Acquisition
Subject to certain conditions and possible reductions, the total
proceeds expected to be raised in the rights offering and the
related Backstop Commitments is approximately $61.2 million. The
rights offering is intended to provide a portion of the funds the
Company will need to acquire the equity interests of JBGL Builder
Finance LLC and certain subsidiaries of JBGL Capital, LP. The
Company expects the remainder of the funds necessary to pay for
the Acquisition to come from the incurrence of indebtedness, the
issuance of shares of the Company's common stock to the sellers of
the equity interests of JBGL and the Additional Equity Investment.
The completion of the rights offering will occur substantially
simultaneously with, and is contingent upon, the completion of the
Acquisition.
Certain affiliates of Greenlight Capital, Inc.,that are existing
stockholders have agreed, subject to certain conditions, to
purchase shares of the Company's common stock in an amount equal
to their full basic subscription privilege. Certain affiliates of
Third Point LLC have agreed, subject to certain conditions, to
purchase shares of the Company's common stock in an amount equal
to their basic subscription privilege and to fully exercise their
over-subscription privileges, up to a number of shares as
described herein.
Shares of the Company's common stock are traded on The Nasdaq
Capital Market under the symbol "BIOF." If the Company does not
consummate the Acquisition on or prior to Nov. 4, 2014, its common
stock could be delisted from The Nasdaq Capital Market. The
closing price of shares of the Company's common stock on Sept. 5,
2014, was $11.48 per share. On March 27, 2014, the last trading
day before the Company announced its receipt of the Proposal, the
closing price of shares of the Company's common stock was $2.96
per share. On June 10, 2014, the last trading day before the
Company announced the Company's entry into the Transaction
Agreement, the closing price of shares of the Company's common
stock was $5.78 per share. The subscription rights are
transferable and the Company intend to list them for trading on
The Nasdaq Capital Market under the symbol "BIOFR" during the
course of the rights offering.
A copy of the Form S-1/A is available for free at:
http://is.gd/0m9Wmo
About Biofuel Energy
Denver, Colo.-based BioFuel Energy Corp. (Nasdaq: BIOF) --
http://www.bfenergy.com/-- aims to become a leading ethanol
producer in the United States by acquiring, developing, owning and
operating ethanol production facilities. It currently has two
115 million gallons per year ethanol plants in the Midwestern corn
belt.
Biofuel Energy incurred a net loss of $45.65 million in 2013, a
net loss of $46.32 million in 2012 and a net loss of $10.36
million in 2011. The Company's balance sheet at June 30, 2014,
showed $8.84 million in total assets, $1.40 million in total
liabilities and $7.43 million in total equity.
BIOHEALTH COLLEGE Converted to Chapter 7 Liquidation
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that BioHealth
College Inc. went into a Chapter 7 liquidation at the company's
own request.
BioHealth College, Inc., dba Bryman College, filed for Chapter 11
bankruptcy (Bankr. N.D. Cal. Case No. 14-53057) on July 18, 2014.
Bryman College has campuses in San Jose, Hayward, San Francisco
and Los Angeles. Judge Arthur S. Weissbrodt presides over the
case. The Law Offices of David A. Boone, Esq., serves as counsel.
In its petition, Biohealth estimated $0 to $50,000 in assets and
liabilities of $1 million to $10 million. The petition was signed
by Sam Shirazi, CEO.
BLOX INC: Has $363K Net Loss for June 30 Quarter
------------------------------------------------
Blox, Inc., filed its quarterly report on Form 10-Q, disclosing a
net loss of $363,998 on $nil of revenue for the three months ended
June 30, 2014, compared with a net loss of $172,894 on $146,637 of
revenue for the same period last year.
The Company's balance sheet at June 30, 2014, showed $1.73 million
in total assets, $238,122 in total liabilities, and stockholders'
equity of $1.5 million.
The Company has incurred cumulative losses since inception of
$6.25 million. These factors raise substantial doubt about the
ability of the Company to continue as going concern, according to
the regulatory filing.
A copy of the Form 10-Q is available at:
http://is.gd/KoILP6
Blox, Inc., formerly Nava Resources, Inc., is an exploration-stage
company formed for the purposes of acquiring, exploring, and if
warranted and feasible, developing natural resource properties.
The Company is a junior exploration company. The Company's two
claims cover 637.39 hectares (approximately 1575.03 acres) mineral
concession on Vancouver Island, in the Province of British
Columbia, Canada. These mineral claims are known as the North 1
and North 2 Claims. As of June 30, 2010, the North Claims were
without known reserves. On February 27, 2014, Blox Inc completed
its acquisition of International Eco Endeavors Corp.
BOARDWALK & BASEBALL: Royals' Former Training Site Sold for $25MM
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that the U.S.
Bankruptcy Court in Tampa, Florida, has approved the sale of the
Victor Posner City Center owned by bankrupt Boardwalk & Baseball
Inc. and two affiliates, together with the Debtors' restructuring
plan. According to the report, the City Center Development
District bought the property for $25 million after no competing
bid was received.
Boardwalk and Baseball, Inc., owner of the 238-acre tract in a
development known as Victor Posner City Center near Davenport,
Florida, sought Chapter 11 protection (Bankr. M.D. Fla. Case No.
14-00317) on Jan. 13, 2014. The bankruptcy case is assigned to
Judge Michael Williamson. The law firm of Stichter, Riedel, Blain
& Prosser, PA, is acting as lead bankruptcy counsel.
BON-TON STORES: Incurs $36.2 Million Net Loss in Second Quarter
---------------------------------------------------------------
The Bon-Ton Stores, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q reporting
a net loss of $36.19 million on $563.45 million of net sales for
the 13 weeks ended Aug. 2, 2014, compared to a net loss of $37.32
million on $557.14 million of net sales for the 13 weeks ended
Aug. 3, 2013.
For the 26 weeks ended Aug. 2, 2014, the Company reported a net
loss of $67.70 million on $1.17 billion of net sales compared to a
net loss of $63.96 million on $1.20 billion of net sales for the
26 weeks ended Aug. 3, 2013.
The Company's balance sheet at Aug. 2, 2014, the Company had $1.57
billion in total assets, $1.51 billion in total liabilities and
$59.58 million in total shareholders' equity.
At Aug. 2, 2014, the Company had $7.7 million in cash and cash
equivalents and $384.2 million available under its Second Amended
Revolving Credit Facility.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/PLuOJr
About Bon-Ton Stores
The Bon-Ton Stores, Inc., with corporate headquarters in York,
Pennsylvania and Milwaukee, Wisconsin, operates 273 stores, which
includes 10 furniture galleries, in 26 states in the Northeast,
Midwest and upper Great Plains under the Bon-Ton, Bergner's,
Boston Store, Carson's, Elder-Beerman, Herberger's and Younkers
nameplates. The stores offer a broad assortment of national and
private brand fashion apparel and accessories for women, men and
children, as well as cosmetics and home furnishings. For further
information, please visit the investor relations section of the
Company's Web site at http://investors.bonton.com.
Bon-Ton Stores reported a net loss of $3.55 million for the fiscal
year ended Feb. 1, 2014, a net loss of $21.55 million for the year
ended Feb. 2, 2013, and a net loss of $12.12 million for the year
ended Jan. 28, 2012. The Company's balance sheet at May 3, 2014,
showed $1.56 billion in total assets, $1.47 billion in total
liabilities and $96.05 million in total shareholders' equity.
* * *
As reported by the TCR on May 15, 2013, Moody's Investors Service
upgraded The Bon-Ton Stores, Inc.'s Corporate Family Rating to B3
from Caa1 and its Probability of Default Rating to B3-PD from
Caa1-PD.
"The upgrade of Bon-Ton's Corporate Family Rating considers the
company's ability to drive modest same store sales growth as well
as operating margin expansion beginning in the second half of 2012
and that these positive trends have continued, with the company
reporting that its same store were positive, and EBITDA margins
expanded, in the first fiscal quarter of 2013," said Moody's Vice
President Scott Tuhy.
As reported by the TCR on May 17, 2013, Standard & Poor's Ratings
Services affirmed the 'B-' corporate credit rating on The Bon-Ton
Stores Inc.
CAESARS ENTERTAINMENT: Bank Debt Due Sept. 2020 Trades at 4% Off
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Participations in a syndicated loan under which Caesars
Entertainment Inc. is a borrower traded in the secondary market at
96.45 cents-on-the-dollar during the week ended Friday, September
12, 2014, 2014, according to data compiled by LSTA/Thomson Reuters
MTM Pricing and reported in The Wall Street Journal. This
represents a decrease of 1.63 percentage points from the previous
week, The Journal relates. Caesars Entertainment Inc. pays 600
basis points above LIBOR to borrow under the facility. The bank
loan matures on Sept. 24, 2020, and carries Moody's B2 rating and
Standard & Poor's CCC+ rating. The loan is one of the biggest
gainers and losers among 205 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.
CAESARS ENTERTAINMENT: Bank Debt Due March 2017 Trades at 5% Off
----------------------------------------------------------------
Participations in a syndicated loan under which Caesars
Entertainment Inc. is a borrower traded in the secondary market at
95.26 cents-on-the-dollar during the week ended Friday, September
12, 2014, 2014, according to data compiled by LSTA/Thomson Reuters
MTM Pricing and reported in The Wall Street Journal. This
represents a decrease of 1.27 percentage points from the previous
week, The Journal relates. Caesars Entertainment Inc. pays 875
basis points above LIBOR to borrow under the facility. The bank
loan matures on March 1, 2017, and carries Moody's Caa2 rating and
Standard & Poor's CCC- rating. The loan is one of the biggest
gainers and losers among 205 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended Friday.
CARDINAL RESOURCES: Posts $1.33-Mil. Net Loss in June 30 Quarter
----------------------------------------------------------------
Cardinal Resources Inc. filed its quarterly report on Form 10-Q,
disclosing a net loss of $1.33 million on $250,868 of sales for
the three months ended June 30, 2014, compared with a net loss of
$208,507 on $149 of sales for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $1.08 million
in total assets, $3.03 million in total liabilities, and a
stockholders' deficit of $1.94 million.
As of June 30, 2014, the Company had an accumulated deficit and a
working capital deficit. In addition, the Company currently has
limited liquidity and has not completed its efforts to establish a
stabilized source of revenues sufficient to cover operating costs
over an extended period of time. 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/QLpQHJ
Cardinal Resources Inc. is engaged in environmental and
engineering services business. The Company's services range from
design of custom systems to water distribution systems, from
regulatory considerations, to finding and assessing appropriate
water supplies. The Company has provided remediation services in
active and inactive industrial, mining, and waste disposal sites
throughout the United States and around the world. The Company
incorporates green infrastructure techniques that use natural
systems or engineered systems to mimic natural landscapes to
capture, clean, and reduce storm water runoff. The Company
provides water supply service from concept through implementation.
CELL SOURCE: Posts $986K Net Loss in Second Quarter
---------------------------------------------------
Cell Source, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $986,078 on $nil of revenues for the
three months ended June 30, 2014, compared with a net loss of
$803,990 on $nil of revenues for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $1.09 million
in total assets, $2.76 million in total liabilities, and a
stockholders' deficit of $1.68 million.
The Company has not generated any revenues, has recurring net
losses, a working capital deficiency as of June 30, 2014 and
Dec. 31, 2013 of $1.68 million and $697,000, respectively, and
used cash in operations of $2.15 million and $340,000 for the six
months ended June 30, 2014 and 2013, respectively. In addition,
as of June 30, 2014, the Company had an accumulated deficit of
approximately $5.75 million. 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/SIv38v
Cell Source, a biotechnology company, focuses on developing cell
therapy treatments based on the management of immune tolerance.
The company develops Anti 3rd Party Central Memory T cell, a cell
therapy treatment targeting specific patient immune system
characteristics. Its Veto-Cell technology is used in various
applications, including facilitating bone marrow and organ
transplantation to treat blood cancers and non-malignant
congenital diseases. Cell Source Ltd. was incorporated in 2011
and is based in Tel Aviv, Israel.
CENTRAL SECURITY: Moody's Assigns 'B3' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service assigned a Corporate Family Rating
("CFR") of B3 to alarm-monitor Central Security Group ("CSG"), a
B2 facility rating to its new first-lien term loan and revolving
credit facility, and a Caa2 rating to its second lien term loan.
Proceeds from the credit program will be used to refinance
existing debt and pay a dividend to CSG's private equity owners,
Summit Partners. The rating outlook is stable.
The B3 Corporate Family Rating ("CFR") reflects CSG's weaker
leverage metrics relative to its alarm-monitoring peers, very
small scale, and an aggressive growth strategy that will entail
significant utilization of its revolving credit facility. Moody's
expects continued, steady revenue growth supported by strong
industry fundamentals and, because of incremental borrowings
needed to support subscriber growth, persistently high leverage,
as measured by debt/RMR in the mid-40s. The ratings are supported
by good profitability measures, industry-leading attrition rates,
and an experienced management team that Moody's believe can
spearhead growth within a leveraged operating environment.
Assignments:
Issuer: Central Security Group, Inc.
Probability of Default Rating, Assigned B3-PD
Corporate Family Rating, Assigned B3
Senior secured first-lien term loan and revolving credit
facility, Assigned B2, LGD3
Senior secured second-lien term loan, Assigned Caa2, LGD6
Outlook, Assigned Stable
Ratings Rationale
Subscriber contracts provide steady and predictable revenue
streams, subject to expectations for attrition rates, which
Moody's expects to remain fairly stable despite increased activity
in the housing market. At about 11.8%, CSG's attrition rate is
among the best of the handful of significantly-sized alarm
monitoring companies in the U.S. Like its competitors, CSG must
spend a significant amount annually to replace customers lost to
attrition. Moody's expects CSG to use cash generation and revolver
capacity to purchase incremental subscriber accounts and grow RMR
by close to 10% annually. While growth spending will cause free
cash flow to be materially negative, Moody's expects CSG to
maintain an adequate liquidity profile, with moderate revolver
availability. The predominantly-dealer-sales/in-house-branch model
enhances CSG's financial flexibility by providing a mostly
variable cost structure. Moody's estimate that, in a steady-state
customer acquisition scenario levered free cash flow will be
minimal in 2014, and still rather weak in outlying years. As a
percentage of total debt, Moody's see steady-state-free-cash flow
growing to the low- single digits over the next few years.
With a roughly $80 million revenue base, Central Security has a
small share in the enlarging residential alarm monitoring market,
with a key component to the company's growth seen in its in-house
sales force, which expands as local subscriber bases reach a
critical mass. The residential industry is highly fragmented with
low barriers to entry and is seeing heightened competition from
cable and telecommunication providers entering the market in an
attempt to sell additional services to existing customers. Secular
changes in technology and consumer preferences pose a longer-term
threat.
While not expected in the near term, a ratings upgrade could be
prompted if CSG sustains debt / RMR below 40x and free cash flow
(before growth spending) to debt in the high single digits, while
maintaining a good liquidity profile. The ratings could be
downgraded if revenues stagnate, if attrition rates or dealer
multiples increase materially, liquidity deteriorates, or free
cash flow (before growth spending) approaches breakeven.
With Moody's-expected 2014 revenues of $80 million, Central
Security Group, Inc. ("CSG") provides alarm monitoring services to
roughly 200,000 primarily residential customers in most sections
of the Sunbelt U.S..The company has been owned by private equity
sponsor Summit Partners since late 2010.
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.
CENTRAL SECURITY: S&P Assigns 'B-' CCR; Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B-'
corporate credit rating to Tulsa, Okla.-based Central Security
Group Inc. The outlook is stable.
At the same time, S&P assigned a 'B-' issue rating with a recovery
rating of '4' to the company's $50 million revolving credit
facility and $225 million first-lien term loan. The '4' recovery
rating indicates S&P's expectation for average (30% to 50%)
recovery for lenders in the event of default. In addition, S&P
assigned a 'CCC' issue-level rating with a recovery rating of '6'
to the company's $50 million second-lien term loan. The recovery
rating of '6' indicates S&P's expectation for minimal (0%-10%)
recovery for lenders in the event of default.
"The rating on CSG reflects the company's limited scale, its
highly competitive alarm monitoring services market with low
barriers to entry, and its reliance on debt to fund anticipated
growth," said Standard & Poor's credit analyst Katarzyna Nolan.
Low residential alarm monitoring market penetration rates and
CSG's recurring and growing revenue base partly offset these
factors.
The stable outlook reflects CSG's recurring and growing revenue
base. It also reflects S&P's expectation that the company will
maintain adequate liquidity and covenant headroom.
An upgrade in the next 12 months is unlikely, given the company's
highly leveraged financial profile and S&P's view that it will
continue using debt to finance growth rather than repay debt.
S&P could lower the rating if account creation costs increase or
if industry conditions deteriorate such that the company can't
internally fund attrition, or if its covenant headroom under its
revolving facility were to fall below 10%.
CLEAR CHANNEL: Closes Offering of $750MM Priority Guarantee Notes
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Clear Channel Communications, Inc., had closed its offering of
$750 million aggregate principal amount of its 9.0% Priority
Guarantee Notes due 2022.
The Notes are fully and unconditionally guaranteed on a senior
secured basis by CCU's parent, Clear Channel Capital I, LLC, and
all of CCU's existing and future material wholly-owned domestic
restricted subsidiaries. The Notes and the related guarantees are
secured by (1) a lien on (a) the capital stock of CCU and (b)
certain property and related assets that do not constitute
"principal property", in each case equal in priority to the liens
securing the obligations under CCU's senior secured credit
facilities and existing priority guarantee notes and (2) a lien on
the accounts receivable and related assets securing CCU's
receivables based credit facility junior in priority to the lien
securing CCU's obligations thereunder.
CCU used the net proceeds from the offering to prepay at par $729
million of the loans outstanding under its term loan B facility
and $12.1 million of the loans outstanding under its term loan C--
asset sale facility, to pay accrued and unpaid interest with
regard to such loans to, but not including, the date of
prepayment, and to pay fees and expenses related to the offering
and the prepayment.
Additional information is available for free at:
http://is.gd/bOZRjQ
About Clear Channel Communications
San Antonio, Texas-based Clear Channel Communications, Inc., an
indirect subsidiary of CC Media Holdings, Inc. (OTCBB: CCMO), is
one of the leading global media and entertainment companies
specializing in radio, digital, outdoor, mobile, live events, and
on-demand entertainment and information services for local
communities and providing premier opportunities for advertisers.
CC Media Holdings Inc. -- http://www.ccmediaholdings.com/-- is a
global media and entertainment company. Its businesses include
radio and outdoor displays.
Clear Channel reported a net loss attributable to the Company of
$606.88 million in 2013, a net loss attributable to the Company of
$424.47 million in 2012 and a net loss attributable to the Company
of $302.09 million in 2011.
The Company's balance sheet at June 30, 2014, showed $14.75
billion in total assets, $24.06 billion in total liabilities and a
$9.31 billion total shareholders' deficit.
Bankruptcy Warning
The Company said in its annual report for the year ended Dec. 31,
2013, "If our and our subsidiaries' cash flows from operations,
refinancing sources and other liquidity-generating transactions
are insufficient to fund our respective debt service obligations,
we may be forced to reduce or delay capital expenditures, sell
material assets or operations, or seek additional capital. We may
not be able to take any of these actions, and these actions may
not be successful or permit us or our subsidiaries to meet the
scheduled debt service obligations. Furthermore, these actions
may not be permitted under the terms of existing or future debt
agreements."
"The ability to refinance the debt will depend on the condition of
the capital markets and our financial condition at such time. Any
refinancing of the debt could be at higher interest rates and
increase debt service obligations and may require us and our
subsidiaries to comply with more onerous covenants, which could
further restrict our business operations. The terms of existing
or future debt instruments may restrict us from adopting some of
these alternatives. These alternative measures may not be
successful and may not permit us or our subsidiaries to meet
scheduled debt service obligations. If we or our subsidiaries
cannot make scheduled payments on indebtedness, we or our
subsidiaries, as applicable, will be in default under one or more
of the debt agreements and, as a result we could be forced into
bankruptcy or liquidation."
* * *
In May 2013, Moody's Investors Service said that Clear Channel's
upsize of the term loan D to $4 billion from $1.5 billion will not
impact the Caa1 facility rating assigned. Clear Channel's
Corporate Family Rating is unchanged at Caa2. The outlook remains
stable.
As reported by the TCR on May 21, 2013, Standard & Poor's Ratings
Services also announced that its issue-level rating on San
Antonio, Texas-based Clear Channel's senior secured term loan
remains unchanged at 'CCC+' following the company's upsize of the
loan to $4 billion from $1.5 billion. The rating on parent
company CC Media Holdings remains at 'CCC+' with a negative
outlook, which reflects the risks surrounding the long-term
viability of the company's capital structure.
COLONIAL BANK: High Court Decision Time-Bars $388MM MBS Suit
------------------------------------------------------------
Law360 reported that Citigroup Inc. and other banks won an
effective end to the Federal Deposit Insurance Corp.'s claims that
their sale of $388 million in bad MBS helped ruin Colonial Bank,
when U.S. District Judge Louis Stanton in New York ruled that a
recent Supreme Court decision meant the case was filed too late.
The case is Federal Deposit Insurance Corporation As Receiver For
Colonial Bank v. Chase Mortgage Finance Corp. et al., Case No.
1:12-cv-06166 (S.D.N.Y.).
About The Colonial BancGroup
Headquartered in Montgomery, Alabama, The Colonial BancGroup,
Inc., (NYSE: CNB) owned Colonial Bank, N.A, its banking
subsidiary. Colonial Bank -- http://www.colonialbank.com/--
operated 354 branches in Florida, Alabama, Georgia, Nevada and
Texas with over $26 billion in assets. On Aug. 14, 2009, Colonial
Bank was seized by regulators and the Federal Deposit Insurance
Corporation was named receiver. The FDIC sold most of the assets
to Branch Banking and Trust, Winston-Salem, North Carolina. BB&T
acquired $22 billion in assets and assumed $20 billion in deposits
of the Bank.
The Colonial BancGroup filed for Chapter 11 bankruptcy protection
(Bankr. M.D. Ala. Case No. 09-32303) on Aug. 25, 2009. W. Clark
Watson, Esq., at Balch & Bingham LLP, and Rufus T. Dorsey IV,
Esq., at Parker Hudson Rainer & Dobbs LLP, serve as counsel to the
Debtor. The Debtor disclosed $45 million in total assets and $380
million in total liabilities as of the Petition Date.
In September 2009, an Official Committee of Unsecured Creditors
was formed consisting of three members, Fine Geddie & Associates,
The Bank of New York Trust Company, N.A., and U.S. Bank National
Association. Burr & Forman LLP and Schulte Roth & Zabel LLP serve
as co-counsel for the Committee.
Colonial Brokerage, a wholly owned subsidiary of Colonial
BancGroup, filed for Chapter 7 protection with the U.S. Bankruptcy
Court in the Middle District of Alabama in June 2010. Susan S.
DePaola serves as Chapter 7 trustee.
COMMUNICATION INTELLIGENCE: Armanino LLP Is New Accountant
----------------------------------------------------------
Communication Intelligence Corporation dismissed PMB Helin
Donovan, LLP, as the Company's independent registered public
accounting firm on Sept. 5, 2014, the Company disclosed in a Form
8-K filed with the U.S. Securities and Exchange Commission. The
dismissal of PMBHD was approved by the Audit Committee of the
Company's Board of Directors.
The reports of PMBHD on the consolidated financial statements of
the Company for the fiscal years ended Dec. 31, 2013, and 2012 did
not contain an adverse opinion or a disclaimer of opinion, nor
were those reports qualified or modified as to uncertainty, audit
scope, or accounting principles, except that the reports included
an explanatory paragraph stating that the consolidated financial
statements have been prepared assuming that the Company will
continue as a going concern.
The Company said that during the fiscal years ended Dec. 31, 2013,
and Dec. 31, 2012, and through Sept. 4, 2014, there have been no
disagreements with PMBHD on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or
procedure.
On Sept. 8, 2014, the Company engaged Armanino, LLP, as its
independent registered public accounting firm to audit the
Company's financial statements for the fiscal year ending Dec. 31,
2014. The engagement of Armanino will be subject to the
ratification of the Company's stockholders at the Company's 2014
Annual Meeting of Stockholders. It is anticipated that the
Company's 2014 Annual Meeting of Stockholders will be held on or
about Nov. 12, 2014.
About Communication Intelligence
Redwood Shores, California-based Communication Intelligence
Corporation is a supplier of electronic signature products and the
recognized leader in biometric signature verification.
PMB Helin Donovan, LLP, in San Francisco, CA, 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 significant recurring losses and accumulated
deficit raise substantial doubt about its ability to continue as a
going concern.
Communication Intelligence incurred a net loss attributable to
common stockholders of $8.09 million in 2013, as compared with a
net loss attributable to common stockholders of $6.74 million in
2012.
As of June 30, 2014, the Company had $1.82 million in total
assets, $1.29 million in total liabilities and $533,000 in total
stockholders' equity.
COMPUCOM SYSTEMS: Moody's Affirms B2 Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service changed CompuCom Systems, Inc.'s
("CompuCom") ratings outlook to negative from stable.
Concurrently, Moody's affirmed all the company's ratings,
including its B2 corporate family rating ("CFR"), B2-PD
probability of default rating ("PDR") and debt instrument ratings.
The change in outlook to negative from stable reflects the
company's weak operating performance, continued customer contract
pricing pressure and persistently high financial leverage (on a
Moody's adjusted basis) of about 6.0 times, which has trended back
towards the peak May 2013 leverage buyout ("LBO") transaction
level, primarily due to the company's deteriorating financial
performance during the first half of 2014. The negative outlook
also reflects the risk that the company's earnings might not
recover sufficiently over the next 12 -- 18 months to bring its
leverage in-line with the low 5.0 times level originally expected
by Moody's at the time of the LBO.
During the first six months of fiscal 2014, CompuCom's EBITDA
declined significantly (on a year over year basis) due to
continued pricing pressure in service renewals and product
provisioning, as well as due to the material unprofitability of a
new customer contract (on an ongoing operating basis and due to
associated start up costs) implemented during Q1 2014. While
Moody's still expects the company to de-lever towards the 5.0
times leverage level over the longer term, earnings will likely
(in the interim) continue to be pressured and the leverage metric
might actually deteriorate from current levels (and approach 6.5
times over the near term) due to continuation of the
aforementioned challenges.
The affirmation of the B2 CFR reflects CompuCom's consistent
execution of cost control initiatives which has partially
mitigated the deterioration in the company's financial performance
during the first six months of fiscal 2014. The company's good
liquidity, solid interest coverage of about 2.0 times and free
cash flow as a percentage of debt (of about 4%) are all fairly
supportive of the ratings currently. The B2 CFR incorporates the
fact that CompuCom's de-leveraging process might be slower than
originally anticipated by Moody's (at the time of the May 2013 LBO
transaction).
However, lack of any demonstrable organic revenue growth in the
business and absent a material improvement in EBITDA over the next
12 months (from current levels) would result in further
deterioration in the company's credit metrics and add considerable
pressure on its already weakening credit profile.
The following ratings were affirmed:
Issuer: CompuCom Systems, Inc.
Corporate Family Rating at B2
Probability of Default Rating at B2-PD
$580 million (outstanding) First Lien Senior Secured Term Loan due
May 2020 at B1 (LGD3)
$225 million Senior Unsecured Notes due May 2021 at Caa1 (LGD5).
Outlook: changed to negative from stable.
Ratings Rationale
CompuCom's B2 Corporate Family Rating ("CFR") reflects its
persistently high financial leverage of about 6.0 times (Moody's
adjusted; as of June 30, 2014), small scale relative to some of
the larger and financially stronger competitors, some recent
execution issues (relating to a material new customer contract
implemented in Q1 2014) as well as susceptibility to pricing
pressure, especially in the context of contract renewals. CompuCom
derives a substantial portion of its revenue from mature segments
of the IT management market which are intensely competitive and
are becoming increasingly complex with continuing proliferation of
alternate devices (i.e. mobiles / tablets ) and support for new
technologies (e.g. cloud) in enterprise environments.
The B2 rating is supported by CompuCom's good market position as a
Tier 2 IT outsourcing services provider and the Company's well-
regarded execution capabilities in its core end-user computing and
help desk outsourcing services market in North America. CompuCom's
credit profile benefits from its long-standing relationships with
its key blue-chip customers, good revenue retention rates,
especially after the recession, and good near-term visibility
provided by recurring revenues under multi-year service contracts.
The B2 rating is further supported by Moody's expectations that
CompuCom should generate free cash flow of about 4% to 5% of total
debt in the next 12 to 18 months, EBITDA less capex coverage of
interest should remain around 2.0 times and the possibility that
total debt-to-EBITDA leverage could approach 5.0 times during this
time period, from the current about 6.0 times level ( which is
back to the peak May 2013 LBO transaction level). The B2 rating
incorporates Moody's expectations that CompuCom's leverage will
decline primarily through funded debt reduction, supplemented by a
modest increase in EBITDA (driven by management's ongoing cost
reduction initiatives).
The negative outlook reflects the risk that earnings may not
recover sufficiently over the next 12 to 18 months to bring
leverage around 5.0 times.
Moody's could downgrade CompuCom's ratings if liquidity becomes
weak, profitability deteriorates further, or free cash flow falls
to the low single digit percentages of total debt for a protracted
period of time. The ratings could also be downgraded if CompuCom's
total debt/EBITDA ratio does not decline towards 5.0 times and
Moody's comes to believe that anticipated cost savings and
business execution will not result in a material improvement in
EBITDA, delaying expected deleveraging towards the target level
beyond the next 12 to 18 months.
The outlook could revert back to stable if earnings growth resumes
and leverage declines to around 5.0 times. A ratings upgrade is
unlikely in the near-to-intermediate term given current business
trends and Moody's expectations that CompuCom's financial policies
will remain aggressive under its financial sponsors. Over time,
Moody's could raise CompuCom's ratings if the company starts to
consistently grow revenues on an organic basis, improves
profitability, and if Moody's believes that the company could
sustain total debt-to-EBITDA of less than 4.0 times and free cash
flow in the high single digit percentages of its total debt.
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.
Headquartered in Dallas, Texas, CompuCom Systems, Inc. provides IT
product procurement and outsourcing services to enterprise
customers. CompuCom reported approximately $1.36 billion in
revenue for the last twelve month period ended June 30, 2014.
CONSTAR INT'L: US Trustee Rips Dechert's Call to Strike Report
--------------------------------------------------------------
Law360 reported that the U.S. Trustee's Office blasted a request
by Dechert LLP to strike a sealed investigative report by the
creditors committee in the Constar International Holdings LLC
bankruptcy case that Dechert says contains "scandalous" material,
arguing that the firm hadn't shown that it should either be
removed or remain confidential.
About Constar International
Privately held Constar International Holdings and nine affiliated
debtors (nka Capsule International Holdings, et al.) filed for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13281) on
Dec. 19, 2013.
Constar, which manufactures plastic containers, is represented by
Michael J. Sage, Esq., Brian E. Greer, Esq., Stephen M. Wolpert,
Esq., and Janet Bollinger Doherty, Esq., at Dechert LLP; and
Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young
Conaway Stargatt & Taylor, LLP. Prime Clerk LLC serves as the
Debtors' claims and noticing agent, and administrative advisor.
Lincoln Partners Advisors LLC serves as the Debtors' financial
advisor.
Judge Christopher S. Sontchi oversees the 2013 case.
This is Constar International's third bankruptcy. Constar first
filed for Chapter 11 protection (Bankr. D. Del. Lead Case No.
08-13432) in December 2008, with a pre-negotiated Chapter 11 Plan
and emerged from bankruptcy in May 2009. Constar and its
affiliates returned to Chapter 11 protection (Bankr. D. Del. Case
No. 11-10109) on Jan. 11, 2011, with a pre-negotiated Chapter 11
plan and emerged from bankruptcy in June 2011.
The new petition listed assets worth less than $100 million
against $123 million on three layers of secured debt.
Attorneys at Brown Rudnick LLP represent the official committee of
unsecured creditors. The Committee retained Alvarez & Marsal
North America LLC as its financial advisor.
Counsel to Wells Fargo Capital Finance, LLC, the revolving loan
agent, is Andrew M. Kramer, Esq., at Otterbourg P.C.
On Feb. 10, 2014, the Bankruptcy Court authorized Constar to sell
certain assets to Plastipak Packaging, Inc., a global manufacturer
of rigid plastic packaging. The Court determined that Plastipak's
$102,450,000 offer for the Debtors' U.S. assets bested the offers
from Amcor Rigid Plastics USA, Inc., and Envases Universales De
Mexico S.A.P.I. De C.V. during a Feb. 6 auction.
Separately, the Court authorized Constar to sell a facility in
Havre de Grace, Maryland, to Smucker Natural Foods, Inc., for
$3 million. There was no other bidder for the Maryland facility.
The sole director of debtor Constar International U.K. Limited has
appointed Daniel Francis Butters and Nicolas Guy Edwards of
Deloitte LLP as administrators. The U.K. Administration
Proceeding follows the closing of the sale of the U.K. assets to
Sherburn Acquisition Limited. The Delaware Bankruptcy Judge
authorized the U.S. Debtors to sell the U.K. Assets to Sherburn
for GBP3,512,727, (or US$7,046,000), less the deposit in the sum
of US$1,250,000.
Secured lender Black Diamond Commercial Finance, LLC, as DIP note
agent, and Wells Fargo Capital Finance, LLC, as DIP revolving
agent and agent under the revolving loan facility, consented to
the administration of Constar U.K. and the appointment of the
Joint Administrators.
In view of the asset sales in the U.S. and the U.K., the Debtors
changed their corporate trade names -- and with the Bankruptcy
Court's consent, their bankruptcy case caption -- to Capsule Group
Holdings, Inc.; Capsule Intermediate Holdings, Inc.; Capsule
Group, Inc.; Capsule International LLC; Capsule DE I, Inc.;
Capsule DE II, Inc.; Capsule PA, Inc.; Capsule Foreign Holdings,
Inc.; and Capsule International U.K. Limited (Foreign).
COUDERT BROTHERS: Unfinished Business Suit Dismissed on Appeal
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that the U.S. Court
of Appeals in Manhattan reached the same conclusion as the Thelen
LLP case in the bankruptcy case of Coudert Brothers LLP.
According to the report, the U.S. Court of Appeals dismissed the
trustee's claims based on the idea that unfinished business was an
asset belonging to the defunct law firm.
The Coudert appeal is Akin Gump Strauss Hauer & Feld LLP v.
Development Specialists Inc. (In re Coudert Brothers LLP), 12-
4916, U.S. Court of Appeals for the Second Circuit
(Manhattan).
The Thelen opinion is Geron v. Seyfarth Shaw LLP (In re Thelen
LLP), 12-4138, in the same court.
About Coudert Brothers
Coudert Brothers LLP was an international law firm specializing in
complex cross-border transactions and dispute resolution. The
firm had operations in Australia and China. Coudert filed for
Chapter 11 protection (Bankr. S.D.N.Y. Case No. 06-12226) on
Sept. 22, 2006. John E. Jureller, Jr., Esq., and Tracy L.
Klestadt, Esq., at Klestadt & Winters, LLP, represented the Debtor
in its restructuring efforts. Brian F. Moore, Esq., and David J.
Adler, Esq., at McCarter & English, LLP, represented the Official
Committee of Unsecured Creditors. Coudert scheduled total assets
of $30.0 million and total debts of $18.3 million as of the
Petition Date. The Bankruptcy Court in August 2008 signed an
order confirming Coudert's chapter 11 plan. The Plan contemplated
on paying 39% to unsecured creditors with $26 million in claims.
Coudert has been succeeded by Development Specialists, Inc. in its
capacity as Plan Administrator under the confirmed chapter 11
plan.
CROWNE GROUP: S&P Assigns 'B' CCR & Rates $290MM Loan 'B'
---------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B'
corporate credit to Ohio-based auto supplier Crowne Group LLC.
The outlook is stable.
At the same time, S&P assigned its 'B' issue-level and '3'
recovery ratings to the company's $290 million first-lien term
loan. The '3' recovery rating indicates S&P's expectation that
the debtholders would realize meaningful recovery (50%-70%) in the
event of a payment default.
S&P also assigned its 'CCC+' issue-level and '6' recovery ratings
to the company's $90 million second-lien term loan. The '6'
recovery rating indicates S&P's expectation that the debtholders
would realize negligible recovery (0%-10%) in the event of a
payment default.
Crowne operates in the cyclical and intensely competitive auto
supplier industry. Since 2013, its revenue has grown
substantially through acquisitions. Although the Trico Products
Corp. acquisition will boost Crowne's total revenue by roughly 80%
in 2014 and increase product and customer diversification, S&P
believes the pace of expansion poses substantial integration
risks. As a result, S&P assess the company's business risk
profile as "weak."
Crowne is a leading provider of fuel pumps and gas springs for the
North American auto supplier market. With the Trico acquisition,
the company will have No. 1 positions for wiper blades in the U.S.
aftermarket and original equipment manufacturer (OEM) truck
market. This will provide Crowne with new customer relationships.
Consequently, there will be a reduction in major customer
concentration levels, for instance, of Ford Motor Co. and O'Reilly
Automotive Inc. Combined with Trico, Crowne's international
exposure revenue will increase to 10% from 3%.
The company expects to realize a number of synergies from this
acquisition. Management, for example, believes that cost saving
from insourcing of Trico production, utilizing Crowne's in-house
metal stamping, and consolidating both companies' injection
molding will lower costs by more than $12 million. As a combined
company, savings should also be achieved through inbound freight
consolidation, reduction of media spending, and greater purchasing
power from a larger employee base. Moreover, Trico's product
portfolio should help dampen sales fluctuations because wiper
blades are replaced frequently and are not as sensitive to the
auto cycle as fuel pumps and gas springs.
The outlook is stable. "We believe integration risks will pose
challenges to Crowne over the 12 months, and the rating reflects
this uncertainty," said Standard & Poor's credit analyst Lawrence
Orlowski.
Although S&P views it as unlikely, it could raise the rating if
the company shows that it is successful in integrating Trico as
well as its recent acquisitions of Carter Fuel Systems LLC and
Sur-Flo Plastics & Engineering Inc. Under this scenario, S&P
would need to believe that Crowne would slow its pace of
acquisitions, thereby reducing the integration risk and the
potential for increased debt leverage. Alternatively, S&P could
raise the rating if the company's financial risk profile improves,
demonstrated by leverage below 4.0x and FOCF to debt of more than
10% on a sustained basis.
S&P could lower the rating if competitive pressures weaken the
company's financial results, or if the company faces significant
obstacles in integrating Trico and recent acquisitions, thereby
contributing to leverage substantially above 5.0x and negative
FOCF generation on a sustained basis. This could occur if, for
instance, revenue declined 10% in 2015.
CTS AQUISITION: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: CTS Aquisition Company
aka Macomber Welding & Fabricating, Inc.
3371 - 68th Street SE
Caledonia, MI 49316
Case No.: 14-05949
Nature of Business: Manufacturing
Chapter 11 Petition Date: September 11, 2014
Court: United States Bankruptcy Court
Western District of Michigan (Grand Rapids)
Judge: Hon. John T. Gregg
Debtor's Counsel: Perry G. Pastula, Esq.
DUNN SCHOUTEN & SNOAP PC
2745 DeHoop Avenue SW
Wyoming, MI 49509
Tel: (616) 538-6380
Email: bankruptcy@dunnsslaw.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Chad Schwierking, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/miwb14-05949.pdf
CYBRDI INC: Reports $181K Net Loss for Q2 Ended June 30
-------------------------------------------------------
Cybrdi, Inc., filed its quarterly report on Form 10-Q, disclosing
a net loss of $181,853 on $85,519 of total revenue for the three
months ended June 30, 2014, compared with a net loss of $157,693
on $138,727 of total revenue for the same period last year.
The Company's balance sheet at June 30, 2014, showed
$10.5 million in total assets, $7.07 million in total liabilities,
and stockholders' equity of $3.46 million.
The Company has incurred significant losses and has not
demonstrated the ability to generate sufficient cash flows from
operations to satisfy its liabilities and sustain operations. The
Company had an accumulated deficit of $3.88 million and $3.53
million as of June 30, 2014 and Dec. 31, 2013, including net
losses of $448,466 and $336,008 for the six months ended June 30,
2014 and 2013, respectively. In addition, current liabilities
exceeded current assets by $4.41 million and $4.02 million at June
30, 2014 and Dec. 31, 2013, respectively. These matters 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/OSTrPU
Cybrdi, Inc. owns 80% equity in Shaanxi Chao Ying Biotechnology
Co., Ltd., which is engaged in the manufacturing of tissue chips,
a newly developed technology that is intended to provide high-
thoroughput molecular profiling and parallel analysis of
biological and molecular characteristics for hundreds of
pathologically controlled tissue specimens. Cybrdi maintains its
headquarters in Shaanxi, China.
DETROIT, MI: Argues Creditors Can't Use Art to Pay Claims
---------------------------------------------------------
Steven Church, writing for Bloomberg News, reported that Bruce
Bennett, a lawyer for the city of Detroit, attacked the complaint
filed by bondholders and argued that creditors can't force the
city to sell its art collection to cover their claims. According
to the Bloomberg report, Mr. Bennett said municipal debt investors
should have known when they lent the city money that the only way
to force Detroit to pay them was to sue and win a court order
raising property taxes.
Law360 reported that bond insurer Syncora Holdings Ltd. has argued
that the city has utterly failed to justify paying its retirees
more than financial creditors under the plan.
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.
DEWEY & LEBOEUF: Defendants Again Urge Criminal Charges Dismissal
-----------------------------------------------------------------
MP McQueen, writing for The Am Law Daily, reported that four
former Dewey & LeBoeuf executives filed new motions asking the New
York State Supreme Court to throw out charges of grand larceny and
fraud linked to the firm's 2012 collapse, claiming Manhattan
prosecutors failed to produce evidence of criminal intent and
incorrectly instructed a grand jury about accounting rules the men
are accused of abusing. According to the report, the executives
were Dewey former chairman Steven Davis, former executive director
Stephen DiCarmine, former chief financial officer Joel Sanders and
former client relations manager Zachary Warren.
About Dewey & LeBoeuf
Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 12-12321) to complete the wind-down of its operations.
The firm had struggled with high debt and partner defections.
Dewey disclosed debt of $245 million and assets of $193 million in
its chapter 11 filing late evening on May 29, 2012.
Dewey & LeBoeuf LLP operated as a prestigious, New York City-
based, law firm that traced its roots to the 2007 merger of Dewey
Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird
-- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in
1929. In recent years, more than 1,400 lawyers worked at the firm
in numerous domestic and foreign offices.
At its peak, Dewey employed about 2,000 people with 1,300 lawyers
in 25 offices across the globe. When it filed for bankruptcy,
only 150 employees were left to complete the wind-down of the
business.
Dewey's offices in Hong Kong and Beijing are being wound down.
The partners of the separate partnership in England are in process
of winding down the business in London and Paris, and
administration proceedings in England were commenced May 28. All
lawyers in the Madrid and Brussels offices have departed. Nearly
all of the lawyers and staff of the Frankfurt office have
departed, and the remaining personnel are preparing for the
closure. The firm's office in Sao Paulo, Brazil, is being
prepared for closure and the liquidation of the firm's local
affiliate. The partners of the firm in the Johannesburg office,
South Africa, are planning to wind down the practice.
The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for
$6 million. The Pension Benefit Guaranty Corp. took $2 million of
the proceeds as part of a settlement.
Judge Martin Glenn oversees the case. Albert Togut, Esq., at
Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy
Solutions LLC serves as claims and notice agent. The petition was
signed by Jonathan A. Mitchell, chief restructuring officer.
JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the
lenders under the Revolver Agreement, hired Kramer Levin Naftalis
& Frankel LLP. JPMorgan, as Collateral Agent for the Revolver
Lenders and the Noteholders, hired FTI Consulting and Gulf
Atlantic Capital, as financial advisors. The Noteholders hired
Bingham McCutchen LLP as counsel.
The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners. The creditors committee hired Brown Rudnick LLP led by
Edward S. Weisfelner, Esq., as counsel. The Former Partners hired
Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt &
Winters, LLP, as counsel.
FTI Consulting, Inc. was appointed secured lender trustee for the
Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named
Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A.
Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at
Togut, Segal & Segal LLP, serve as counsel to the Liquidation
Trustee.
Dewey's liquidating Chapter 11 plan was approved by the bankruptcy
court in February 2013 and implemented in March. The plan created
a trust to collect and distribute remaining assets. The firm
estimated that midpoint recoveries for secured and unsecured
creditors under the plan would be 58.4 percent and 9.1 percent,
respectively.
DEX MEDIA EAST LLC: Bank Debt Trades at 5% Off
-----------------------------------------------
Participations in a syndicated loan under which Dex Media East LLC
is a borrower traded in the secondary market at 94.90 cents-on-
the-dollar during the week ended Friday, September 12, 2013
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal. This represents a decrease
of 0.66 percentage points from the previous week, The Journal
relates. Dex Media East LLC pays 450 basis points above LIBOR to
borrow under the facility. The bank loan matures on Oct. 24,
2016. The bank debt carries is not rated by Moody's rating and
Standard & Poor's rating. The loan is one of the biggest gainers
and losers among 212 widely quoted syndicated loans with five or
more bids in secondary trading for the week ended Friday.
DPL INC: Fitch Affirms 'B+' Issuer Default Rating
-------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Rating (IDR) of DPL,
Inc. (DPL) at 'B+' and Dayton Power & Light Company's (DP&L) IDR
at 'BB+'.
The Rating Outlook is Stable. Over $2.3 billion in debt is
affected by today's rating action.
DPL's IDR reflects a highly leveraged capital structure and still
elevated regulatory risk associated with corporate separation
whereby DP&L's generating assets will be transferred to a separate
non-regulated entity at the end of 2016 under a regulatory order
of the Public Utility Commission of Ohio (PUCO).
DP&L's ratings reflect a strong business risk profile as a
transmission and distribution utility post corporate separation.
However, its expected pro-forma leverage will be high, and
constructive regulatory support will be needed to deleverage it to
a more reasonable capital structure. DP&L's ratings are also
constrained by a weak parent and the absence of explicit ring
fencing.
Key Rating Drivers:
Regulatory Support Critical: With DP&L yet to receive the
generation separation order from PUCO, there remains considerable
uncertainty around the capital structure that will be permitted at
the utility. DP&L currently has about $900 million of debt
outstanding and its regulatory rate base is estimated to be
approximately $1 billion after the generation assets are moved to
a non-regulated affiliate.
Fitch believes considerable regulatory support will be needed to
right size the utility's capital structure over time, which could
take the form of additional service stability rider (SSR) or other
cash flow improving regulatory measures. PUCO approved current SSR
($110 million a year) is set to expire in 2016. While the
regulatory support can take different forms, Fitch rating case
assumes continuation of the SSR beyond 2016, albeit at a reduced
level, to effect deleveraging at the utility to reasonable levels.
Modest pace of Deleveraging: DPL remains highly leveraged with LTM
ending June 2014 consolidated adjusted debt to EBITDAR ratio
around 6.5x. Fitch sees modest pay down of parent debt over 2014-
18 supported by cash distributions from DP&L and cash generated by
its non-regulated businesses. Fitch has also assumed that DPL is
able to achieve targeted deleveraging by prepayment of a portion
of its 2016 debt maturities and the consent of DP&L's first
mortgage bond trustees to release the security interest in the
generating assets. Fitch expects consolidated adjusted debt to
EBITDAR ratio to be between 5.5x - 6.0x and the consolidated
interest coverage ratio (EBITDAR/Interest) to be between 2.6x -
3.0x by 2018. Fitch has assumed that DPL will successfully manage
its 2016 maturities. It is key to note that post corporate
separation (Jan. 1, 2017), the hedging strategy for the non-
regulated generation assets will dictate the liquidity needs of
the business and could pressure DPL's credit profile.
Rating Linkages: Fitch has currently three-notch separation
between the IDRs of DPL and DP&L. Despite its low-risk regulated
business profile post generation separation and Fitch's
expectation of regulatory support to rebalance the capital
structure, Fitch has constrained DP&L's ratings based on its
ownership by a weak parent and lack of explicit ring fencing
provisions. Any further downgrade in DPL's ratings could result in
commensurate downward rating actions for DP&L.
AES' Ownership Credit Neutral: DPL's IDR is not linked to the
ratings of AES Corporation (AES, 'BB-', Outlook Stable), its
ultimate parent. Fitch assigned ratings do not factor equity
infusions from AES for DPL's capital needs nor any future
liquidity support. Future funding of DPL's capital needs will
depend on its consolidated funds from operations and its access to
the debt markets.
Sufficient Short-term Liquidity: At the end of June 2014, DPL and
DP&L had about $40 million in cash and $400 million available in
revolving credit facilities. The current liquidity is sufficient
to cover short-term capital needs of the group, at least through
2015.
Recovery Analysis:
The unsecured debt rating at DPL is notched above or below the
IDR, as a result of the relative recovery prospects in a
hypothetical default scenario.
Fitch values the power generation assets using a net present value
(NPV) analysis and the equity value in DP&L is added to the parent
recovery prospects. The generation asset NPVs vary significantly
based on future gas price assumptions and other variables, such as
the discount rate and heat rate forecasts in DP&L's service
territory. For the NPV of generation assets used in Fitch's
recovery analysis, Fitch uses the plant valuation provided by its
third-party power market consultant, Wood Mackenzie as well as
Fitch's own gas price deck and other assumptions. Fitch also
evaluates information from the recently concluded power plant sale
transactions in its recovery analysis. Fitch has used a multiple
of equity only cash flow to derive value of DP&L's 'wire only'
business and added to the NPV of its generating assets.
Fitch has assigned a 'BB/RR2' rating to DPL's senior unsecured
notes. The 'RR2' rating reflects a two-notch positive differential
from the 'B+' IDR and indicates that Fitch estimates superior
recovery of principal and related interest of between 71%-90%.
Rating Sensitivities
Positive: Future developments that may, individually or
collectively, lead to a positive rating action include:
-- An upgrade is not likely in the next 12-18 months given a
highly leveraged consolidated capital structure, large short-
dated consolidated debt maturities, and increased merchant risk
with the anticipated transfer of mainly coal-fired generating
assets by DP&L to a non-regulated entity.
Negative: Future developments that may, individually or
collectively, lead to a negative rating action include:
-- Absence of regulatory rate relief to facilitate debt reduction
at DP&L;
-- Lower than expected cash flow at DP&L such that its standalone
credit profile falls below that of a 'BBB' rated company;
-- Consolidated adjusted debt to EBITDAR ratio remains above 6.5x
on a sustainable basis;
-- Inability of DPL to fund the short-dated debt maturities.
Fitch has affirmed the following rating with a Stable Outlook:
DPL
-- Long-term IDR at 'B+';
-- Short-term IDR at 'B';
-- Senior unsecured debt at 'BB/RR2'.
DP&L
-- Long-term IDR at 'BB+';
-- Senior secured debt at 'BBB';
-- Preferred stock at 'BB';
-- Short-term IDR at 'B'.
DPL Capital Trust II
-- Junior subordinate debt at 'B/RR5'.
DTS8 COFFEE: Delays Form 10-Q for July 31 Quarter
-------------------------------------------------
DTS8 Coffee Company, Ltd., filed with the U.S. Securities and
Exchange Commission a Notification of Late Filing on Form 12b-25
with respect to its quarterly report on Form 10-Q for the period
ended July 31, 2014. The Company said the Form 10-Q could not be
filed within the prescribed time period due to additional time
required to prepare and complete that document.
About DTS8 Coffee
DTS8 Coffee Company, Ltd. (previously Berkeley Coffee & Tea, Inc.)
was incorporated in the State of Nevada on March 27, 2009.
Effective Jan. 22, 2013, the Company changed its name from
Berkeley Coffee & Tea, Inc., to DTS8 Coffee Company, Ltd. On
April 30, 2012, the Company acquired 100 percent of the issued and
outstanding capital stock of DTS8 Holdings Co., Ltd., a
corporation organized and existing since June 2008 under the laws
of Hong Kong and which owns DTS8 Coffee (Shanghai) Co., Ltd.
DTS8 Holdings, through its subsidiary DTS8 Coffee, is a gourmet
coffee roasting company established in June 2008. DTS8 Coffee's
office and roasting factory is located in Shanghai, China. DTS8
Coffee is in the business of roasting, marketing and selling
gourmet roasted coffee to its customers in Shanghai, and other
parts of China. It sells gourmet roasted coffee under the "DTS8
Coffee" label through distribution channels that reach consumers
at restaurants, multi-location coffee shops, and offices.
DTS8 Coffee incurred a net loss of $2.31 million on $310,003 of
sales for the year ended April 30, 2014, as compared with a net
loss of $1.11 million on $253,790 of sales during the prior year.
As of April 30, 2014, the Company had $3.23 million in total
assets, $834,852 in total liabilities, all current, and $2.39
million in total shareholders' equity.
MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification in its report on the Company's financial statements
for the year ended April 30, 2014, citing that the Company has
suffered recurring losses from operations, which raises
substantial doubt about its ability to continue as a going
concern.
EAGLE FORD: Incurs $354K Net Loss for Second Quarter
----------------------------------------------------
Eagle Ford Oil & Gas Corp. filed its quarterly report on Form 10-
Q, disclosing a net loss of $354,803 on $556,000 of revenue for
the three months ended June 30, 2014, compared with a net loss of
$525,221 on $1,565 of revenue for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $6.64 million
in total assets, $14.35 million in total liabilities, and a
stockholders' deficit of $7.7 million.
For the six months ended June 30, 2014, Eagle Ford incurred a net
loss attributable to common shareholders of $881,779. During the
six months ended June 30, 2014, operating expenses included
interest expenses and non cash expenses related to the derivative
liability. At June 30, 2014 and Dec. 31, 2013, the Company had a
working capital deficit (current liabilities minus current assets)
of $14.3 million and $13.71 million, respectively, and held cash
and cash equivalents of $2,098 and $3,802, respectively. These
conditions raise substantial doubt about its 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/uw0B9Y
Eagle Ford Oil & Gas Corp. is engaged in oil and natural gas
development, exploration and production with properties and
operational focus in the Texas-Louisiana Gulf Coast region. This
independent oil and gas company headquartered in League City,
Texas.
ECO-SHIFT POWER: Posts $1.74-Mil. Net Loss in Q2 Ended June 30
--------------------------------------------------------------
Eco-Shift Power Corp. filed its quarterly report on Form 10-Q,
disclosing a net loss of $1.74 million on $46,760 of revenue for
the three months ended June 30, 2014, compared with a net loss of
$358,375 on $45,458 of revenue for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $1 million in
total assets, $3.09 million in total liabilities and a
stockholders' deficit of $2.08 million.
The Company said it has experienced losses from operations since
inception that raise substantial doubt as to its ability to
continue as a going concern.
A copy of the Form 10-Q is available at:
http://is.gd/GkuY5x
Eco-Shift Power Corp., an energy management consulting firm,
develops commercial/industrial lighting products, wireless energy
management technologies, and solutions implementation in North
America and the Caribbean. It procures, assembles, sells, and
distributes lighting products along with other integrated energy
management products, such as online monitoring and verification
reporting tools, direct load controls, activity monetization
instruments, and demand response. The company's products comprise
commercial and industrial high bay lighting products, including
electronic ballasts for retail, industrial, and warehousing
applications; and high power outdoor and recreational lighting
products primarily for use in recreational facilities, parking
lots, security lighting, and larger industrial facilities. It also
provides QL induction lighting products for street lighting,
vaulted building atriums, and hazardous locations. The company is
headquartered in Cambridge, Canada.
EFT HOLDINGS: Reports $520K Net Loss in Q2 Ended June 30
--------------------------------------------------------
EFT Holdings, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $520,605 on $297,978 of total revenues
for the three months ended June 30, 2014, compared with a net loss
of $1.24 million on $506,022 of total revenues for the same period
last year.
The Company's balance sheet at June 30, 2014, showed
$9.78 million in total assets, $18.44 million in total
liabilities, and a stockholders' deficit of $8.66 million.
The Company has negative working capital of $10.31 million and an
accumulated deficit of $55.5 million as of June 30, 2014 and has
reported net losses for the past two fiscal years. The Company
expects to continue incurring losses for the foreseeable future
and may need to raise additional capital from external sources in
order to continue the long-term efforts contemplated under its
business plan. These circumstances, 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/zKjWrX
EFT Holdings, Inc., is an Industry, California-based company whose
products are sold directly to customers through its website. The
Company sells 27 nutritional products, consisting of oral sprays,
personal care products, a house cleaner, and a portable drinking
container.
ELBIT IMAGING: Regains Compliance with NASDAQ's $1 Bid Price Rule
-----------------------------------------------------------------
The Nasdaq Global Select Market has notified Elbit Imaging Ltd.
that it has regained compliance with Listing Rule 5450(a)(1) which
requires that listed stocks maintain a closing bid price in excess
of $1.00 per share.
About Elbit Imaging Ltd.
Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF)
hold investments in real estate and medical companies. The
Company, through its subsidiaries, also develops shopping and
entertainment centers in Central Europe and invests in and manages
hotels.
Since February 2013, Elbit has intensively endeavored to come to
an arrangement with its creditors. Elbit has said it has been
hanging by a thread for more than five months. It has encountered
cash flow difficulties and this burdens its day to day activities,
and it certainly cannot make the necessary investments to improve
its assets. In light of the arrangement proceedings, and
according to the demands of most of the bondholders, as well as an
agreement that was signed on March 19, 2013, between Elbit and the
Trustees of six out of eight series of bonds, Elbit is prohibited,
inter alia, from paying off its debts to the financial creditors
-- and as a result a petition to liquidate Elbit was filed, and
Bank Hapoalim has declared its debts immediately payable,
threatening to realize pledges that were given to the Bank on
material assets of the Company -- and Elbit undertook not to sell
material assets of the Company and not to perform any transaction
that is not during its ordinary course of business without giving
an advance notice to the trustees.
Accountant Rony Elroy has been appointed as expert for examining
the debt arrangement in the Company.
In July 2013, Elbit Imaging's controlling shareholders, Europe-
Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company
that the Tel Aviv District Court has appointed Adv. Giroa Erdinast
as a receiver with regards to the ordinary shares of the Company
held by Europe Israel securing Europe Israel's obligations under
its loan agreement with Bank Hapoalim B.M. The judgment stated
that the Receiver is not authorized to sell the Company's shares
at this stage. Following a request of Europe-Israel, the Court
also delayed any action to be taken with regards to the sale of
those shares for a period of 60 days. Europe Israel and
Mr. Zisser have also notified the Company that they utterly reject
the Bank's claims and intend to appeal the Court's ruling.
Elbit Imaging reported a loss of NIS1.56 billion on
NIS360.59 million of total revenues for the year ended Dec. 31,
2013, as compared with a loss of NIS483.98 million on NIS418.48
million of total revenues in 2012.
As of June 30, 2014, the Company had NIS4.05 billion in total
assets, NIS3.16 billion in total liabilities and NIS889.58 million
shareholders' equity.
Brightman Almagor Zohar & Co., a member firm of Deloitte Touche
Tohmatsu, in Tel-Aviv, Israel, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.
EMPIRE RESORTS: Showcases $1-Bil. Complex to Location Board
-----------------------------------------------------------
Empire Resorts, Inc., through a wholly-owned subsidiary, Montreign
Operating Company, LLC, in conjunction with its co-developer, EPR
Properties, presented their $1 billion entertainment project to
the New York Gaming Facility Location Board, including plans for a
resort casino located 90 miles from New York City in the Town of
Thompson, Sullivan County.
The Montreign Resort Casino will be located on the site of
Adelaar, a four-season destination resort to be developed by EPR.
Montreign is a planned 18-story casino, hotel and entertainment
complex featuring an 80,000 sq. ft. casino (with 61 table games
and 2,150 state-of-the-art slot machines), 391 luxury rooms
designed to meet the 4-star and 4-diamond standards of Forbes(R)
and AAA(R), multiple dining and entertainment options, meeting and
conference space and other resort amenities. Montreign Resort
Casino, from an architectural, design and use-of-materials
perspective, was designed to blend naturally with the pristine and
beautiful environment of the Catskills.
Empire directors and officers, along with EPR's president and CEO,
gave a detailed 45-minute presentation to the Location Board in
Albany yesterday afternoon featuring renderings, economic impact
statements and videos. The multi-media presentation can be found
at www.montreign.com.
Emanuel Pearlman, Empire's Chairman of the Board stated, "We were
very pleased to have had the opportunity to present our integrated
entertainment and lifestyle complex to the Location Board. We
presented a compelling case as to why we are the best choice to
drive tourism back to the Catskills by offering something much
more than a conventional casino. Adelaar, which is anchored by
the Montreign Resort Casino, creates the synergy required for a
twelve-month, four-season economic engine that will drive
visitation to the Catskills from out-of-state, downstate and
beyond."
EPR President and CEO David Brain stated, "Today was the
culmination of years of planning and working closely with all
stakeholders to reimagine the Catskills as a world-class resort
destination for gaming and entertainment. What our team presented
is a project that is ready to begin almost immediately, has no
financing contingency and is expected to create thousands of jobs
generating millions of dollars in tax revenue for Sullivan County
and New York State in the process."
The Montreign Resort Casino is part of the larger Adelaar resort,
a $1 billion four-season destination resort developed by an Empire
subsidiary and EPR. Beautifully situated in the pristine
Catskills, Adelaar is poised to become one of the most
comprehensive destination gaming resorts in the northeastern
United States, and will feature a variety of world-class leisure
and recreational options, including an Indoor Waterpark Lodge and
adventure park, a Rees Jones-redesigned "Monster" Golf Course,
restaurants and world-class shopping and entertainment. Located
90 minutes from New York City, Adelaar is expected to create more
than 5,000 construction and permanent jobs in an area with one of
highest unemployment rates in the state.
Because of the early and comprehensive planning of Adelaar, and
the diligent pursuit of needed approvals, the Company is able to
commence construction of Montreign upon award of a gaming license
without delay. Many permits and approvals are already secured for
Adelaar, generally, and for Montreign, specifically, and
additional permits and approvals are being actively processed.
As part of the reimagined Catskills, Empire has entered into an
exclusive agreement with Monticello Motor Club, North America's
Premier Private Racetrack and Country Club, making Montreign the
only casino on the East Coast that would offer guests the
experience of driving high-performance vehicles on MMC's private
4.1-mile track.
In addition, Empire has teamed up with award-winning chef, author
and TV personality Scott Conant to open his newest restaurant,
Bistecca by Scott Conant, at Montreign. The Italian steakhouse
will be a fine dining destination featuring a menu comprised of
prime and Angus cut meats, fresh seafood, poultry and classic
Italian dishes. The global wine list will be robust to accompany
the menu, and will feature wines from New York, California,
France, Italy, Chile and Argentina, among others.
Joining Empire and EPR at the presentation was renowned golf
course architect "The Open Doctor" Rees Jones and award-winning
Chef Scott Conant.
The Presentation is available for free at http://is.gd/LluAOX
About Empire Resorts
Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY)
-- http://www.empireresorts.com/-- owns and operates Monticello
Casino & Raceway, a video gaming machine and harness racing track
and casino located in Monticello, New York, 90 miles northwest of
New York City.
Empire Resorts reported a net loss applicable to common shares of
$27.05 million in 2013 following a net loss applicable to common
shares of $2.26 million in 2012.
As of June 30, 2014, the Company had $46.11 million in total
assets, $55.62 million in total liabilities and a $9.51 million
total stockholders' deficit.
ENER-CORE INC: Has $2.97-Mil. Net Loss in Q2 Ended June 30
----------------------------------------------------------
Ener-Core, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $2.97 million on $810,000 of total
revenues for the three months ended June 30, 2014, compared with a
net loss of $1.83 million on $12,000 of total revenues for the
same period last year.
The Company's balance sheet at June 30, 2014, showed $3.82 million
in total assets, $4.8 million in total liabilities, and a
stockholders' deficit of $977,000.
For the six months ended June 30, 2014, the Company incurred
losses from operations, has an accumulated deficit of
approximately $12.5 million and net loss of $4.9 million, and used
cash in operations of $2 million, which raises substantial doubt
about its 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/Y7FYLc
Ener-Core, Inc., designs and manufactures systems for producing
continuous energy from a broad range of sources, including
previously unusable ultra-low quality gas. The company's products
include Ener-Core Powerstation FP250, which is a 250kW system that
integrates its patented Gradual Oxidizer technology with gas
turbine technology, offering both pollution control and
electricity generation; Ener-Core Powerstation KG2-3GO, which is a
2MW system that integrated its Gradual Oxidizer technology with a
larger gas turbine, offering clean power generation; and Ener-Core
Gradual Oxidizer, which is a flameless Gradual Oxidizer that can
be used to destroy low concentration fuels and for pollution
control. It serves several markets globally, including oil
fields, biogas, coal mines, natural gas, emissions control, and
utility power generation. The company was founded on April 29,
2010 and is headquartered in Irvine, CA.
ENERGY FUTURE: Gets Creditors' Support for Exclusivity Extension
----------------------------------------------------------------
Law360 reported that Energy Future Holdings Corp. reached a deal
with creditor constituencies, including the Official Committee of
Unsecured Creditors, an ad hoc group of noteholders of Texas
Competitive Electric Holdings Co. LLC and Wilmington Savings Fund
Society FSB, the indenture trustee for TCEH second-lien
noteholders, extending the energy giant's exclusivity period.
According to the report, the creditor groups will support EFH's
request to extend its exclusivity period into February in exchange
for receiving at least 10-days' notice before the debtors submit a
new Chapter 11 reorganization plan or any filing that touches upon
their claims.
Peg Brickley, writing for The Wall Street Journal, reported that
the bankruptcy court is most likely to grant the extension as the
Energy Future is facing challenge from only one group of
bondholders. The Journal related that investors owning $2.6
billion worth of endangered bond debt led by indenture trustee CSC
Trust Co. of Delaware asked the bankruptcy court to give Energy
Future a shortened time to file a plan, but Law360 reported that
the Texas energy company countered that request, saying an 180-day
extension was appropriate given the size and complexity of the
case.
The Journal noted that the bondholders led by CSC Trust are slated
to get little or no recovery under the original restructuring
strategy.
About Energy Future
Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas. Oncor,
an 80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas.
The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth. EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.
On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.
The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS). The Debtors are seeking to have their cases
jointly administered for procedural purposes.
As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4
billion in book value and total liabilities of $49.7 billion. The
Debtors have $42 billion of funded indebtedness.
EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal. The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.
The EFIH unsecured creditors supporting the restructuring
agreement are represented by Akin Gump Strauss Hauer & Feld LLP,
as legal advisor, and Centerview Partners, as financial advisor.
The EFH equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor. Epiq
Systems is the claims agent.
Wilmington Savings Fund Society, FSB, the successor trustee for
the second-lien noteholders owed about $1.6 billion, is
represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and
Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S.
Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq.,
Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq.
An Official Committee of Unsecured Creditors has been appointed in
the case. The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors. The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring. The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.
ENTERTAINMENT PUBLICATIONS: $550K Tax Deal Win Judicial Approval
----------------------------------------------------------------
Law360 reported that U.S. Bankruptcy Judge Christopher S. Sontchi
in Wilmington, Delaware, approved Entertainment Publications LLC's
$550,000 settlement agreement with the Michigan Treasury over
$667,000 in taxes it paid under protest before it entered Chapter
7 bankruptcy. According to the report, the settlement will be
divided between the debtor and former equity owner
InterActiveCorp, which had fronted most of the tax payment in
2011.
About Entertainment Publications
Troy-Michigan based Entertainment Publications LLC, a producer of
discount and promotion products, filed for Chapter 7 liquidation
on March 12 in Delaware (Case No. 13-10496).
The company was founded in 1962 by Hughes and Sheila Potiker as
Sports Unlimited, selling 8,000 coupon books in the Detroit area.
The company was acquired in 2008 by an affiliate of MHE Private
Equity Fund LLC, which said at the time that the sale and
accompanying tax benefit to seller IAC/InterActive Corp. was
valued at about $135 million.
The petition described the assets as worth less than $50 million
with debt totaling more than $50 million.
Christopher Ward, Esq., vice chairman of the bankruptcy and
financial restructuring practice group at the Kansas City, Mo.-
based law firm Polsinelli Shughart, represents the company.
In March 2011, the company rebranded itself as Entertainment
Promotions LLC, which has been its d.b.a. since then.
The bankruptcy appears to be fallout between Menard and his
longtime friend and former business partner in MH Equity Partners,
Steve Hilbert. Hilbert was removed from control of the private
equity fund. Menard wanted Hilbert out because MH Private
Equity's investments have lost 70 percent of their value,
according to a lawsuit filed in November 2012 in Wisconsin by
Merchant Capital and Menard Inc. MH Private Equity spent $495
million to buy or invest in eight companies, including
Entertainment Publications. Those investments have lost
$344 million of their value since the fund was founded in 2005.
ERNIE HAIRE: 11th Cir. Says Adversary Defendants Not Aggrieved
--------------------------------------------------------------
Law360 reported that the Eleventh Circuit said adversary
defendants attempting to avoid liability cannot be considered
aggrieved for the purpose of appealing a bankruptcy court order,
in an underlying suit relating to a Ford Motor Co. dealership's
Chapter 11 protection and subsequent adversary proceedings against
a former employee. According to the report, the three-judge
appellate panel upheld a district court's affirmance of a
bankruptcy court's orders granting Ernie Haire Ford Inc.'s motion
to modify its second amended Chapter 11 plan and confirming its
third amended plan of reorganization.
The case is Benjamin Atkinson v. Ernie Haire Ford, Inc., Case No.
13-11810 (11th Cir.).
Headquartered in Tampa, Florida, Ernie Haire Ford, Inc. --
http://ernie-haireford.dealerconnection.com-- has been a Ford
dealer for about 38 years. The Company also sells used and new
automobiles. Ernie Haire Ford does business as Ernie Harie
Megavolume Superstore, BigDog Motorcycles of Tampa, Quicklane Tire
& Auto Center, Ernie Haire Used Car Supercenter of Tampa, Ernie
Haire Used Car Auto Mall, and Indian Motorcycle of Tampa.
The Company filed for Chapter 11 protection (Bankr. M.D. Fla. Case
No. 08-18672) on Nov. 24, 2008. Attorneys at G. T. Hodges, P.A.,
represented the Debtor in its restructuring effort. When the
Debtor filed for protection from its creditors, it listed assets
and debts of $10 million to $50 million each.
Elder Automotive Group won the right to acquire the Company in an
auction in August 2009. Elder Automotive paid $6.5 million for
Ernie Haire, including a $3.5 million payment to the bankruptcy
estate.
EXIDE TECHNOLOGIES: Pacific Chloride to Be Paid $5MM by Insurers
----------------------------------------------------------------
Law360 reported that Exide Technologies Inc. asked a Delaware
bankruptcy judge to approve a settlement that would see its
insurers pay Pacific Chloride Inc. nearly $5 million for fire-
related damages at a Louisiana plant it leased to the debtor.
According to the Law360 report, Exide's various insurance carriers
will pay a total of $4.95 million to PCI, which in turn will
remove the approximately $7.6 million in asserted fire damages
from its proof of claim against the battery company's bankruptcy
estate.
BankruptcyData reported that the settlement agreement is among the
Debtor; Pacific Chloride and Ansell Healthcare Products
(collectively, PCI), ACE American Insurance Company, Zurich
American Insurance Company, National Union Fire Insurance Company
of Pittsburgh, Pennsylvania, Great Lakes Reinsurance (UK), Allianz
Global Risks US Insurance Company, XL Insurance America, Allied
World Assurance Company and Westport Insurance Corporation
(collectively, the Insurers).
About Exide Technologies
Headquartered in Princeton, New Jersey, Exide Technologies
(NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and
distributes lead acid batteries and other related electrical
energy storage products.
Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002 and exited bankruptcy two years after.
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones LLP represented the Debtors in their successful
restructuring.
Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No.
13-11482) on June 10, 2013. Exide disclosed $1.89 billion in
assets and $1.14 billion in liabilities as of March 31, 2013.
Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts.
For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang
Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial
advisor; Sitrick and Company Inc. as public relations consultant
and GCG as claims agent. Schnader Harrison Segal & Lewis LLP was
tapped as special counsel.
The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as
co-counsel. Zolfo Cooper, LLC serves as its bankruptcy
consultants and financial advisors. Geosyntec Consultants was
tapped as environmental consultants to the Committee.
Robert J. Keach of the law firm Bernstein Shur as fee examiner has
been appointed as fee examiner. He has hired his own firm as
counsel.
FASTFUNDS FINANCIAL: Incurs $417K Net Loss in Second Quarter
------------------------------------------------------------
FastFunds Financial Corporation filed its quarterly report on Form
10-Q, disclosing a net loss of $417,294 on $7,327 of net revenue
for the three months ended June 30, 2014, compared with a net loss
of $621,496 on $7,652 of revenue for the same period last year.
The Company's balance sheet at June 30, 2014, showed $1.03 million
in total assets, $11 million in total liabilities, and a
stockholders' deficit of $9.96 million.
In the Company's Annual Report on Form 10-K for the fiscal year
ended Dec. 31, 2013, the Report of the Independent Registered
Public Accounting Firm includes an explanatory paragraph that
describes substantial doubt about the Company's ability to
continue as a going concern. The Company's interim financial
statements for the three and six months ended June 30, 2014 and
2013 have been prepared on a going concern basis, which
contemplates the realization of assets and the settlement of
liabilities and commitments in the normal course of business.
The Company reported a net loss of $1.12 million for the six
months ended June 30, 2014, and has a working capital deficit of
$10.74 million and an accumulated deficit of $25.74 million as of
June 30, 2014. Moreover, the Company presently has no significant
ongoing business operations or sources of revenue and has little
resources with which to obtain or develop new operations. 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/ZuvwSq
FastFunds Financial Corporation focuses on providing angel
funding, business development, and consulting services. It also
designs, markets, and services credit card products. The company
was founded in 1992 and is based in West Palm Beach, Florida.
FBOP CORPORATION: Pensioners Get to Fight for Part of $265MM
------------------------------------------------------------
Law360 reported that an Illinois federal judge gave Pension
Benefit Guaranty Corp. permission to intervene in a suit launched
by the Federal Deposit Insurance Corp. against the FBOP Corp. to
seek its share of a $265 million tax refund that was mistakenly
transferred to FBOP. According to the report, in a motion to
intervene, the PBGC claimed that $30 million of the tax refund at
issue should have been immediately paid out to FBOP employees
protected under the government corporation's pension plan after
FBOP went under, and would have been, except for a computer glitch
in the agency's system.
The case is FEDERAL DEPOSIT INSURANCE CORPORATION, as a separate
and distinct Receiver of Bank USA, N.A., California National Bank,
Citizens National Bank of Teague, Madisonville State Bank, North
Houston Bank, P v. FBOP CORPORATION and PATRICK D. CAVANAUGH of
High, Case No. 1:14-cv-04307 (N.D. Ill).
FLAVORS HOLDINGS: S&P Assigns 'B' CCR on Merisant Acquisition
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating on Camden, N.J.-based Flavors Holdings Inc. The
outlook is stable.
At the same time S&P assigned its 'B' issue-level rating to
Flavors' proposed $415 million first-lien facility (which consists
of a $50 million revolving credit facility due 2019 and $365
million first-lien term loan due 2020). The recovery rating is
'3', reflecting S&P's expectations for meaningful (50% to 70%)
recovery in the event of a payment default. S&P also assigned a
'B-' issue-level rating to Flavors' proposed $75 million second-
lien term loan due 2021. The recovery rating is '5', reflecting
S&P's expectations for modest (10% to 30%) recovery in the event
of a payment default. The proceeds from these facilities will be
used for the acquisition of Merisant Co. and to refinance existing
indebtedness at Mafco. The debt will be issued at Flavors
Holdings Inc.
The 'B' corporate credit rating on Flavors reflects Standard &
Poor's assessment of the company's pro forma debt-to-EBITDA ratio
of close to 6x, relatively good combined company EBITDA margins in
the low-20% area, and its somewhat narrow product focus and low
growth prospects.
"We believe the combined company will continue to be concentrated
in product categories exposed to the risk of secular product
declines and intense product competition," said Standard & Poor's
credit analyst Chris Johnson. "We believe credit measures will
weaken following the proposed acquisition, but that the company
will use free cash flow to reduce debt, and we expect credit
measures to moderately improve over the next 12 months."
FTE NETWORKS: Common Shares Deregistered by SEC
-----------------------------------------------
FTE Networks, Inc., had entered into an Offer of Settlement with
the U.S. Securities and Exchange Commission in response to a SEC
Order Instituting Administrative Proceedings dated Aug. 20, 2014,
and SEC Release No. 72871 regarding the trading suspension of
FTNW. Under the settlement agreement, the SEC will deregister the
Cmpany's shares, effectively meaning its shares will stop trading
on all markets, until they are reregistered as previously
announced.
"The action taken today by the Company will allow us to continue
to pursue our business goals while we aggressively work down the
path of getting our common stock reregistered," commented Michael
Palleschi, CEO of FTE Networks, Inc. "We believe this course of
action is in the best interest of our stakeholders, and will allow
us to continue, as previously communicated, our business as usual
approach."
"Committing significant resources to the financial statement
audits and the ultimate completion of the Form 10 to get our
shares reregistered is our top priority," commented David Lethem,
CFO of FTE Networks, Inc. "These steps and others are being
undertaken now to allow for the continued progress of the Company,
which we believe are in the best interests of our shareholders."
About FTE Networks, Inc.
FTE Networks, formerly known as Beacon Enterprise Solutions Group,
Inc., is a vertically integrated company with an international
footprint. Since its inception, FTE Networks has steadily
advanced its management, operational and technical capabilities to
become a leading provider of services to the telecommunications
and wireless sector with a focus on turnkey solutions. FTE
Networks provides a comprehensive array of services centered on
quality, efficiency and customer service.
Beacon Enterprise's balance sheet at June 30, 2012, showed $7.3
million in total assets, $8.8 million in total liabilities, and a
stockholders' deficit of $1.5 million.
For the nine months ended June 30, 2012, the Company incurred a
net loss of $5.9 million, which included a non-cash impairment of
intangible assets of $2.1 million and other non-cash expenses
aggregating $1.9 million. Cash used in operations amounted to
$1.0 million for the nine months ended June 30, 2012. As of
June 30, 2012, the Company's accumulated deficit amounted to $42.6
million, with cash and cash equivalents of $75,000 and a working
capital deficit of $4.9 million. "These conditions raise
substantial doubt about the Company's ability to continue as a
going concern," the Company said in its quarterly report for the
period ended June 30, 2012.
GARLOCK SEALING: Asbestos Attys Expose Social Security Nos.
-----------------------------------------------------------
Law360 reported that an asbestos plaintiffs firm was ordered to
take down court filings in Garlock Sealing Technologies LLC's
Chapter 11 case that revealed the full Social Security numbers of
dozens of bankruptcy claimants. According to the report, a
clerk's notice from the North Carolina bankruptcy court handling
Garlock's lengthy reorganization efforts told Mississippi-based
Morris Sakalarios & Blackwell PLLC that several notices the firm
filed failed to comply with Rule 9037 of the Federal Rules of
Bankruptcy Procedure, which sets out the requirements for
respecting personal privacy in public court records.
About Garlock Sealing
Headquartered in Palmyra, New York, Garlock Sealing Technologies
LLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For more
than a century, Garlock has been helping customers efficiently
seal the toughest process fluids in the most demanding
applications.
On June 5, 2010, Garlock filed a voluntary Chapter 11 petition
(Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina,
to establish a trust to resolve all current and future asbestos
claims against Garlock under Section 524(g) of the U.S. Bankruptcy
Code. The Debtor estimated $500 million to $1 billion in assets
and up to $500 million in debts as of the Petition Date.
Affiliates The Anchor Packing Company and Garrison Litigation
Management Group, Ltd., also filed for bankruptcy.
Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in their Chapter 11 effort. Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel
for asbestos matters.
The Official Committee of Asbestos Personal Injury Claimants in
the Chapter 11 cases is represented by Travis W. Moon, Esq., at
Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC,
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and
Jeanna Rickards Koski, Esq., in Washington, D.C. 20005.
Joseph W. Grier, III, the Court-appointed legal representative for
future asbestos claimants, has retained A. Cotten Wright, Esq., at
Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan
P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-
counsel.
Judge George Hodges of the United States Bankruptcy Court for the
Western District of North Carolina on Jan. 10, 2014, entered an
order estimating the liability for present and future mesothelioma
claims against EnPro Industries' Garlock Sealing Technologies LLC
subsidiary at $125 million, consistent with the positions GST put
forth at trial.
GENERAL MOTORS: Ignition-Switch Recall Class Suit to be Filed
-------------------------------------------------------------
Amanda Bronstad, writing for The National Law Journal, reported
that a group of plaintiffs are planning to file by Oct. 14 a
nationwide class action alleging that General Motors Co.'s record
recalls of nearly 30 million cars and trucks across the globe,
including those for ignition-switch defects, has so tainted the
brand that every one of its customers has lost money.
According to the Law Journal, Steve Berman, managing partner of
Seattle-based Hagens Berman Sobol Shapiro and co-lead counsel for
the plaintiffs steering committee in the ignition-switch
litigation, said that because of the recalls, the brand name 'GM'
has taken a beating and, as a result, all these cars have
suffered."
Meanwhile, Bill Vlasic, writing for The New York Times, reported
that General Motors' board of directors are coming under harsh
criticism, pointing out that several lawsuits have been filed by
the automaker's shareholders against current and former board
members for failing to exercise their fiduciary duty to oversee
management. In addition, the company faces wide-ranging
investigations of its actions by the U.S. Department of Justice,
the U.S. Securities and Exchange Commission and 45 state attorneys
general.
About Motors Liquidation
General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009. The Honorable Robert E. Gerber presides over the
Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts. Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company. GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors. GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP. Garden City Group is the claims and notice
agent of the Debtors.
The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims. Lawyers at Kramer
Levin Naftalis & Frankel LLP served as bankruptcy counsel to the
Creditors Committee. Attorneys at Butzel Long served as counsel
on supplier contract matters. FTI Consulting Inc. served as
financial advisors to the Creditors Committee. Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee. Legal Analysis Systems, Inc., served as asbestos
valuation analyst.
The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan
was declared effect on March 31.
On Dec. 15, 2011, Motors Liquidation Company was dissolved. On
the Dissolution Date, pursuant to the Plan and the Motors
Liquidation Company GUC Trust Agreement, dated March 30, 2011,
between the parties thereto, the trust administrator and trustee
-- GUC Trust Administrator -- of the Motors Liquidation Company
GUC Trust, assumed responsibility for the affairs of and certain
claims against MLC and its debtor subsidiaries that were not
concluded prior to the Dissolution Date.
GENERAL MOTORS: Wants Ignition Switch Suits Out of Calif. Court
---------------------------------------------------------------
Law360 reported that General Motors LLC urged a New York
bankruptcy court to keep certain ignition-switch defect suits in
that court because, despite plaintiffs' protests to the contrary,
the California suit involves liabilities against GM's bankruptcy
estate, not just against New GM.
About Motors Liquidation
General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009. The Honorable Robert E. Gerber presides over the
Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts. Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company. GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors. GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP. Garden City Group is the claims and notice
agent of the Debtors.
The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims. Lawyers at Kramer
Levin Naftalis & Frankel LLP served as bankruptcy counsel to the
Creditors Committee. Attorneys at Butzel Long served as counsel
on supplier contract matters. FTI Consulting Inc. served as
financial advisors to the Creditors Committee. Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee. Legal Analysis Systems, Inc., served as asbestos
valuation analyst.
The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan
was declared effect on March 31.
On Dec. 15, 2011, Motors Liquidation Company was dissolved. On
the Dissolution Date, pursuant to the Plan and the Motors
Liquidation Company GUC Trust Agreement, dated March 30, 2011,
between the parties thereto, the trust administrator and trustee
-- GUC Trust Administrator -- of the Motors Liquidation Company
GUC Trust, assumed responsibility for the affairs of and certain
claims against MLC and its debtor subsidiaries that were not
concluded prior to the Dissolution Date.
GGW BRANDS: Founder Tries to Avoid Civil Contempt Jail
------------------------------------------------------
Law360 reported that "Girls Gone Wild" founder Joe Francis urged a
California federal judge not to incarcerate him and his pregnant
girlfriend for violating a bankruptcy court's order to return two
company vehicles, saying the owner of a Mexican strip club took
the Cadillac and Bentley to satisfy a debt. According to the
report, Francis claims compliance with the order is impossible
because he no longer has the cars and can't get them back, and
that he doesn't have the assets to pay a monetary judgment because
he has more than $45 million in uncollected judgments against him
that he can't pay.
About GGW Brands
Santa Monica, California-based GGW Brands, LLC, the company behind
the "Gils Gone Wild" video, filed a Chapter 11 petition (Bankr.
C.D. Cal. Case No. 13-15130) on Feb. 27, 2013. Judge Sandra R.
Klein oversees the case. The company is represented by the Law
Offices of Robert M. Yaspan. The company disclosed $0 to $50,000
in estimated assets and $10 million to $50 million in estimated
liabilities in its petition.
Affiliates GGW Events LLC, GGW Direct LLC and GGW Magazine LLC
also sought Chapter 11 protection.
GGW Marketing, LLC, another affiliate, filed a voluntary Chapter
11 petition on May 22, 2013, before the Bankruptcy Court for the
Central District of California (Los Angeles). The case is assigned
Case No. 13-23452. Martin R. Barash, Esq., and Matthew Heyn,
Esq., at Klee, Tuchin, Bogdanoff and Stern, LLP, in Los Angeles,
California, represent GGW Marketing.
In April 2013, R. Todd Neilson, an ex-FBI agent, was appointed as
Chapter 11 Trustee to take over the companies. Mr. Neilson has
investigated failed solar-power company Solyndra and was involved
in the Mike Tyson and Death Row Records bankruptcy cases.
In April 2014, the Chapter 11 Trustee sold the "Girls Gone Wild"
video franchise and its assets for $1.83 million. An auction set
earlier that month was canceled because there were no bids to
compete with the so-called stalking horse, who isn't affiliated
with founder Joe Francis.
GLOBAL GEOPHYSICAL: Ask for Plan Filing Exclusivity Until Dec. 23
-----------------------------------------------------------------
BankruptcyData reported that Global Geophysical Services asks the
U.S. Bankruptcy Court to extend its exclusive period during which
the Company can file a Chapter 11 plan and solicit acceptances
thereof through and including Dec. 23, 2014 and Feb. 17, 2015,
respectively. According to BData, the Debtor said the additional
time will be used for important work that needs attention before
it can successfully prosecute a plan of reorganization.
About Global Geophysical, Autoseis et al.
Global Geophysical Services Inc., a provider of seismic data for
the oil and gas drilling industry, sought bankruptcy protection,
intending to reorganize on its own with additional capital or
explore a sale or other transaction.
Based in Missouri City, Texas, Global Geophysical disclosed assets
of $468.7 million and liabilities totaling $407.3 million as of
Sept. 30, 2013. Liabilities include $81.8 million on a secured
term loan owing to TPG Specialty Lending Inc. and Tennenbaum
Capital Partners LLC. TPG is the lenders' agent. Global also
owes $250 million on two issues of 10.5 percent senior unsecured
notes, with Bank of New York Mellon Trust Co. as indenture
trustee.
Global Geophysical and five affiliates, including Autoseis, Inc.
(lead debtor), filed Chapter 11 petitions in Corpus Christi, Texas
(Bankr. S.D. Tex. Lead Case No. 14-20130) on March 25, 2014.
The Debtors are represented by C. Luckey McDowell, Esq., Omar
Alaniz, Esq., and Ian E. Roberts, Esq., at Baker Botts, LLP, in
Dallas, Texas; and Shelby A. Jordan, Esq., and Nathanial Peter
Holzer, Esq., at Jordan, Hyden, Womble, Culbreth, & Holzer, PC in
Corpus Christi, Texas. Alvarez & Marsal serves as the Debtors'
restructuring advisors, Fox Rothschild Inc. as financial advisor,
and Prime Clerk as claims and noticing agent.
The U.S. Trustee for Region 7, has selected seven creditors to the
Official Committee of Unsecured Creditors. The Committee tapped
Greenberg Traurig, LLP as counsel; and Lazard Freres & Co. LLC and
Lazard Middle Market LLC, as financial advisors and investment
bankers.
The Ad Hoc Group of Noteholders and the DIP Lenders are
represented by Marty L. Brimmage, Jr., Esq., Charles R. Gibbs,
Esq., Michael S. Haynes, Esq., and Lacy M. Lawrence, Esq., at Akin
Gump Strauss Hauer & Feld LLP.
Prepetition secured lender TPG is represented by David M. Bennett,
Esq., Tye C. Hancock, Esq., and Joseph E. Bain, Esq., at Thompson
& Knight LLP; and Adam C. Harris, Esq., Lawrence V. Gelber, Esq.,
David M. Hillman, Esq., and Brian C. Tong, Esq., at Schulte Roth &
Zabel LLP.
GRILLED CHEESE: Reports $2.27-Mil. Net Loss for Second Quarter
--------------------------------------------------------------
The Grilled Cheese Truck, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss of $2.27 million on $944,934 of total
revenue for the three months ended June 30, 2014, compared with a
net loss of $1.77 million on $545,221 of total revenue for the
same period last year.
The Company's balance sheet at June 30, 2014, showed $2.03 million
in total assets, $3.06 million in total liabilities, and a
stockholders' deficit of $1.03 million.
The Company has cash and working capital deficiency of $1 million
and $1.3 million, respectively, at June 30, 2014. The Company has
historically relied on proceeds from the issuance of debt and
shares of its Common Stock to finance its operations. The
Company's net loss for the six-month period ended June 30, 2014
was approximately $3.5 million and the deficit accumulated by the
Company amounts to $11.4 million as of June 30, 2014. These
matters 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/tZsgrZ
The Grilled Cheese Truck, Inc., engages in the operation of food
trucks. Its food trucks sell various gourmet grilled cheese and
other comfort foods in the southern California and Phoenix,
Arizona areas. The company serves gourmet grilled cheese melts,
as well as grilled cheese sandwiches and side dishes, and dessert-
based sandwiches. It owns and operates a fleet of five food
trucks.
GUIDED THERAPEUTICS: Sells $1.3MM Promissory Note to Tonaquint
--------------------------------------------------------------
Guided Therapeutics, Inc., on Sept. 10, 2014, entered into a note
purchase agreement with Tonaquint, Inc., pursuant to which the
Company sold a secured promissory note to Tonaquint with an
initial principal amount of $1,275,000, for a purchase price of
$700,000 (an original issue discount of $560,000), according to
the Company's Form 8-K filed with the U.S. Securities and Exchange
Commission.
The note does not bear interest, and will be due six months from
issuance. The Company may prepay the note at any time, with the
following discounts applied: if the Company prepays the note on or
before the 70th day from the date of issuance, a $420,000
reduction of the outstanding principal amount of the note will be
applied, and if the Company prepays the note after the 70th day,
but on or before the 120th day from the date of issuance, a
$210,000 reduction of the outstanding principal amount of the note
will be applied.
The note includes customary event of default provisions and
provides a default interest rate of 18%. Upon the occurrence of
an event of default, Tonaquint may require the Company to pay in
cash the "Mandatory Default Amount," which is defined in the note
to mean 115% of the outstanding balance of the note plus accrued
interest, fees and charges, after taking into account any
applicable prepayment discount.
The note is secured by the Company's current and future accounts
receivable and inventory, pursuant to a security agreement entered
into in connection with the Secured Note Offering.
The note purchase agreement contains customary representations,
warranties and covenants by, among and for the benefit of the
parties.
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.
Bankruptcy Warning
"The Company's capital-raising efforts are ongoing. If sufficient
capital cannot be raised by the end of 2014, the Company has plans
to curtail operations by reducing discretionary spending and
staffing levels, and attempting to operate by only pursuing
activities for which it has external financial support and
additional NCI, NHI or other grant funding. However, there can be
no assurance that such external financial support will be
sufficient to maintain even limited operations or that the Company
will be able to raise additional funds on acceptable terms, or at
all. In such a case, the Company might be required to enter into
unfavorable agreements or, if that is not possible, be unable to
continue operations, and to the extent practicable, liquidate
and/or file for bankruptcy protection," the Company stated in the
Form 10-Q for the quarter ended March 31, 2014.
GULFCO HOLDING: Mediation Breaks Down in Appeal of Tossed Ch. 11
----------------------------------------------------------------
Law360 reported that a Delaware federal judge withdrew the parties
from the mandatory mediation phase of bankruptcy appeals after
talks broke down in oil drilling equipment holding company Gulfco
Holding Corp.'s appeal of the bankruptcy court decision to dismiss
it's Chapter 11 case, which was challenged by major creditor
Prospect Capital. According to the report, in a handwritten
order, U.S. District Judge Richard G. Andrews set a briefing
schedule that could see the appeal go to oral arguments as early
as December after an 11-hour mediation session yielded no results.
About Gulfco Holding
Headquartered in Wilton, Connecticut, Gulfco Holding Corp. filed a
bare-bones Chapter 11 petition (Bankr. D. Del. Case No. 13-13113)
on Nov. 27, 2013.
The Hon. Brendan Linehan Shannon presides over the case. Michael
Jason Barrie, Esq., at Benesch Friedlander Coplan & Aronoff LLP
represents the Debtor in its restructuring effort. The Debtor
disclosed $23,000,576 in assets and $46,375,863 in liabilities as
of the Chapter 11 filing.
According to the list of top unsecured creditors, PNC Bank,
National Association is owed $5.4 million and Prospect Capital
Corp. has a disputed claim of $40.95 million on account of its
shares of stock in Gulf Coast Machine & Supply Company.
Altus Capital Partners II, L.P. and its affiliates, Franklin Park
Co-Investment Fund, L.P., David LeBlanc, and Steven Tidwell own
shares in the company.
Elizabeth A. Burgess, as president and CEO, signed the Chapter 11
petition.
No creditors' committee has been appointed in the case.
HARBINGER GROUP: Moody's Hikes Rating on $750MM Notes to Caa1
-------------------------------------------------------------
Moody's Investors Service changed Harbinger Group Inc.'s
("Harbinger Group") outlook to stable from negative. Moody's also
upgraded the company's senior secured notes to Ba3 from B2 and its
senior unsecured notes (recently upsized to $750 million) to Caa1
from Caa2. The B2 Corporate Family Rating and the B2-PD
Probability of Default rating were affirmed. The speculative grade
liquidity rating was upgraded SGL 2 from SGL 3.
"The revision in the outlook to stable from negative reflects
Moody's expectation of increased dividend capacity and Moody's
belief that the company will start increasing dividends in the
mid-term to cover its total charges (interest expense plus cash
operating expenses)," said Kevin Cassidy, Senior Credit Officer at
Moody's Investors Service. The Affirmation of the Corporate Family
Rating reflects Moody's view that Harbinger Group will remain a
highly leveraged, complex holding company, with subsidiaries that
-- in the aggregate -- reflect a fairly high degree of risk.
Moody's also stated that the upgrade of the ratings for the
secured and unsecured notes was a function of changes in the
company's liability mix between secured and unsecured debt as
opposed to a fundamental improvement in the company's underlying
credit. The upgrade in the speculative grade liquidity rating to
SGL 2 from SGL 3 is due to the sizeable pro forma cash and
investment balance of around $600 million, which comfortably
covers the cash drain from interest and operating expenses over
the next 12-18 months.
Ratings upgraded:
$750 million senior unsecured notes due 2022 to Caa1 (LGD 5) from
Caa2;
$604 million senior secured notes due 2019 to Ba3 (LGD 2) from B2;
Speculative grade liquidity rating to SGL 2 from SGL 3;
Ratings Affirmed:
Corporate Family Rating at B2;
Probability of Default Rating at B2-PD
Ratings Rationale
Harbinger Group's B2 Corporate Family Rating reflects its high
financial leverage, thin total cost coverage of less than 1 time,
and aggressive financial policies. The rating is constrained by
Moody's expectation that cash received from subsidiaries and
investments will be insufficient to cover cash expenses, including
interest and operating expenses. This will result in Harbinger
Group needing to continue to draw down its cash balances. The
ratings also reflect the event risk associated with Harbinger
Group's CEO, although the risk is subsiding. The rating also
reflects the credit profile of its subsidiaries (Spectrum Brands
at B1, F&G Insurance at Baa3 & Compass Production Partners -
unrated) as well as its good industry and product diversification
through its subsidiaries and by high cash balances.
Credit metrics will remain weak in the near-term because the
company has chosen to re-invest the cash generated by its
subsidiaries rather than increase the dividend it receives. For
instance, cash coverage of total charges (dividends
received/interest and operating expenses), will remain weak next
year. However this metric would improve significantly if the
company were to increase the dividends its subsidiaries pay it as
opposed to reinvesting that cash.
Harginger Group's ratings could be downgraded if the operating
performance of its subsidiaries significantly deteriorates,
resulting in the suspension or reduction of dividends, or if the
company does not start raising its cash dividends from its
subsidiaries and investments to cover its total costs.
Specifically, ratings could be downgraded if cash coverage of
total charges (dividends received to interest paid plus operating
expenses) is sustained below 1 time.
An upgrade is unlikely in the near to mid-term due to Harbinger's
weak credit metrics. Over the longer term, cash coverage of total
charges sustained around 2.5 times is necessary for an upgrade to
be considered.
Moody's subscribers can find further details in the Harbinger
Group Credit Opinion published on Moodys.com.
Located in New York City, Harbinger Group is a holding company
whose principal focus is to acquire or enter into combinations
with businesses in diverse segments. The company's two main
operating subsidiaries are Spectrum Brands (B1) and F&G Insurance
(Baa3). Harbinger also has an Asset Management segment. Harbinger
Group also owns a 74.4% total equity interest (73.5% LP interest;
50% GP interest) in a private limited partnership that owns
conventional oil and natural gas assets in Texas and North
Louisiana (Compass Production Partners). EXCO Resources, Inc. owns
the remaining 25.6% of the joint venture. Harbinger Group
generated over $100 million in revenue (dividends received) in the
twelve months ending June 30, 2014
The principal methodologies used in this rating were the Global
Consumer Durables published in October 2010, Moody's Rating
Methodology for U.S. Health Insurance Companies published in May
2011, Global Independent Exploration and Production Industry
Methodology published in December 2011 and Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009. Other methodologies and factors that
may have been considered in the process of rating this issuer can
also be found on Moody's website.
HOUSTON REGIONAL: Astros, Rockets Seek to Cut Comcast Claim
-----------------------------------------------------------
Michael Bathon, writing for Bloomberg News, reported that Major
League Baseball's Houston Astros and the National Basketball
Association's Houston Rockets filed a revised reorganization plan
for Houston Regional Sports Network LP to reduce their partner
Comcast Corp.'s $100 million claim to as little as $16 million and
no more than $23 million. According to Mr. Bathon, the teams said
the Comcast unit that made the loan doesn't have security
interests in all of its assets and when the new media deals are
completed its collateral will have little to no value.
U.S. Bankruptcy Judge Marvin Isgur approved, on Sept. 4, the
disclosure statement explaining Houston Regional's plan after
ordering attorneys for the network to include provisions that
detail a process for estimating unsecured claims held by the teams
and Comcast and which explain the consequences to HRSN's creditors
should they vote to reject network's Chapter 11 reorganization
plan -- the central feature of which is a proposed sale to AT&T
and DirecTV, Law360 reported.
A hearing to consider approval of the reorganization plan is
scheduled on Oct. 2, Bill Rochelle, the bankruptcy columnist for
Bloomberg News, and Sherri Toub, a Bloomberg News writer,
reported. Comcast must file papers by Sept. 29 laying out its
objections to approval of the plan, the Bloomberg report said.
About Houston Regional Sports Network
An involuntary Chapter 11 bankruptcy petition was filed against
Houston Regional Sports Network, L.P. d/b/a Comcast SportsNet
Houston (Bankr. S.D. Tex. Case No. 13-35998) on Sept. 27, 2013.
The involuntary filing was launched by three units of Comcast/NBC
Universal and a television-related company. The petitioners are:
Houston SportsNet Finance LLC, Comcast Sports Management Services
LLC, National Digital Television Center LLC, and Comcast SportsNet
California, LLC.
The petitioning creditors have filed papers asking the Bankruptcy
Judge to appoint an independent Chapter 11 trustee "to conduct a
fair and open auction process for the Network's business assets on
a going concern basis."
Houston Regional Sports Network is a joint enterprise among
affiliates of the Houston Astros baseball team, the Houston
Rockets basketball team, and Houston SportsNet Holdings, LLC --
"Comcast Owner" -- an affiliate of Comcast Corporation. The
Network has three limited partners -- Comcast Owner, Rockets
Partner, L.P., and Astros HRSN LP Holdings LLC. The primary
purpose of Houston Regional Sports Network is to create and
operate a regional sports programming service that produces,
exhibits, and distributes sports programming on a full-time basis,
including live Astros and Rockets games within the league-
permitted local territories.
Counsel for the petitioning creditors are Howard M. Shapiro, Esq.,
at Wilmer Cutler Pickering Hale and Dorr LLP; George W. Shuster,
Jr., Esq., at Wilmer Cutler Pickering Hale and Dorr LLP; Vincent
P. Slusher, Esq., at DLA Piper; and Arthur J. Burke, Esq., at
Davis Polk & Wardwell LLP.
Judge Marvin Isgur presides over the case.
The Network was officially placed into Chapter 11 bankruptcy
pursuant to a Feb. 7 Order for Relief. It has won approval to
hire Haynes and Boone, Charles A. Beckham, Jr., Esq., Henry
Flores, Esq., Abigail Ottmers, Esq., and Christopher L. Castillo,
Esq., as counsel. It also hired Conway MacKenzie, Inc., as
financial advisor.
Harry Perrin, Esq., represents Astros owner Jim Crane. Alan
Gover, Esq., represents the Rockets.
The Astros are represented by Richard B. Drubel, Esq., Colleen A.
Harrison, Esq., and Jonathan R. Voegele, Esq., at Boies, Schiller
& Flexner LLP, in Hanover, NH; and Scott E. Gant, Esq., at Boies,
Schiller & Flexner in Washington, DC. Comcast Corporation and
NBCUniversal Media, LLC, are represented by Vincent P. Slusher,
Esq., Eli Burriss, Esq., Andrew Mayo, Esq., and Andrew Zollinger,
Esq., at DLA Piper; Arthur J. Burke, Esq., Timothy Graulich, Esq.,
and Dana M. Seshens, Esq., at Davis Polk & Wardwell LLP; and
Howard M. Shapiro, Esq., and Craig Goldblatt, Esq., at Wilmer
Cutler Pickering Hale and Dorr LLP. Attorney for McLane
Champions, LLC and R. Drayton McLane, Jr., are Wayne Fisher, Esq.,
at Fisher Boyd & Huguenard, LLP.
IBCS MINING: Gets Final Approval of New $1.5 Million Loan
---------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that the judge in
Lynchburg, Virginia, gave IBCS Mining Inc. received final approval
of a $1.5 million term loan from Community Trust Bank Inc. to
sustain operations until a sale. The DIP Loan documents require
the coal producer to file motions to approve bidding and sale
procedures by Sept. 30 and have that sale completed by Dec. 15,
the Bloomberg report related. The bankruptcy judge also gave IBCS
Mining final approval to use cash representing collateral for
secured claims, the report further related.
About IBCS Mining
IBCS Mining, Inc., and IBCS Mining, Inc., Kentucky Division, filed
separate Chapter 11 bankruptcy petitions (Bankr. W.D. Va. Case
Nos. 14-61215 and 14-61216) on June 27, 2014. Edmund Scarborough
signed the petition as president. Hirschler Fleischer, P.C.,
serves as the Debtors' counsel. The Court on July 8, 2014,
authorized the joint administration of the cases. The cases are
assigned to Judge Kevin R. Huennekens. IBCS Mining estimated
assets and debts of at least $10 million. IBCS Mining Inc.
disclosed $6,914,815 in assets and $7,279,157 in liabilities.
The U.S. Trustee for Region 4 appointed two creditors to serves in
the Official Committee of Unsecured Creditors.
INKIA ENERGY: Fitch Expects Solicitation Credit Neutral to Neg.
---------------------------------------------------------------
Fitch Ratings expects Inkia Energy Limited's (Inkia; long-term IDR
'BB'/Outlook Negative) proposed amendments to the Indenture
governing its notes to be a neutral-to-negative credit event.
Rating actions may follow depending on the outcome of the
solicitation and resulting changes in Inkia's credit profile.
New Parent to Have Weaker Credit Profile:
Israel Corp (IC) plans to spin off its international operations
and other assets into a new holding company, Kenon, which will be
the ultimate parent of Inkia. Kenon will likely have a credit
profile weaker than that of IC since Israel Chemicals Ltd. ICL,
the largest contributor to IC's consolidated net income, will
remain under IC.
Inkia's ratings incorporate the credit quality and historical
parent support reflected on subordinated loans and payment of no
upstream dividends. Fitch revised the Rating Outlook to Negative
after Inkia repaid USD168 million subordinated intercompany loans
to Israel Corp in May 2014. Fitch considers that changes in
Inkia's dividend policy following the change of parent or other
upstream transfers may trigger a negative rating action.
Lower Investable Base due to Payment of Intercompany:
The company expects to apply USD125 million from the proceeds from
the sale of its equity interest in EDEGEL S.A.A. (EDEGEL) to repay
a short-term senior intercompany loan from IC Power. This short-
term loan was granted in August 2014. Fitch expects the company to
use the remaining proceeds from this divestiture acquire cash-
contributing asset similar to EDEGEL or to reduce third party
debt. The requested consent reduces the available funds for the
company to invest in assets that contribute to its cash flow
generation.
Rating Sensitivity:
A negative rating action could be triggered by a combination of:
investments in projects with higher risk profiles than that of
EDEGEL; deterioration of credit metrics as result of new
investments, dividend payments while leverage is high; failure to
decrease consolidated leverage below 4.0x after Cerro del Aguila
and Samay I commence operations; concentration of assets in
countries with high political and economic risk.
Although a positive rating action is not expected in the near
future, any combination of the following factors could be
considered: the Peruvian operation's cash flow contribution
increasing beyond current expectations and/or leverage declines
materially.
INTELLICELL BIOSCIENCES: Timothy Marshall Holds 6.3% Stake
----------------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Timothy Ryan Marshall disclosed that as of July 25,
2014, he beneficially owned 147,535,166 common stock of
IntelliCell BioSciences, Inc., or 6.26 percent of the outstanding
common shares. A copy of the regulatory filing is available at:
http://is.gd/B8RkY6
About Intellicell Biosciences
Intellicell BioSciences, Inc., headquartered in New York, N.Y.,
was formed on Aug. 13, 2010, under the name "Regen Biosciences,
Inc." as a pioneering regenerative medicine company to develop and
commercialize regenerative medical technologies in large markets
with unmet clinical needs. On Feb. 17, 2011, the company changed
its name from "Regen Biosciences, Inc." to "IntelliCell
BioSciences Inc". To date, IntelliCell has developed proprietary
technologies that allow for the efficient and reproducible
separation of stromal vascular fraction (branded
"IntelliCell(TM)") containing adipose stem cells that can be
performed in tissue processing centers and in doctors' offices.
Intellicell Biosciences reported a net loss of $11.14 million on
$0 of total net revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $4.15 million on $534,942 of total net
revenues during the prior year. The Company's balance sheet at
March 31, 2014, showed $4.09 million in total assets, $25.26
million in total liabilities and a $21.16 million total
stockholders' deficit.
Going Concern
"The condensed consolidated financial statements have been
prepared on a going concern basis which assumes the Company will
be able to realize its assets and discharge its liabilities in the
normal course of business for the foreseeable future. The Company
has incurred losses since inception resulting in an accumulated
deficit of $61,421,672 and a working capital deficit of
$23,780,066 as of March 31, 2014, respectively. Further losses
are anticipated in the continued development of its business,
raising substantial doubt about the Company's ability to continue
as a going concern. The ability to continue as a going concern is
dependent upon the Company generating profitable operations in the
future and/or to obtain the necessary financing to meet its
obligations and repay its liabilities arising from normal business
operations when they come due. Management intends to finance
operating costs over the next twelve months with existing cash on
hand and a private placement of common stock or other debt or
equity securities. There can be no assurance that we will be able
to obtain further financing, do so on reasonable terms, or do so
on terms that would not substantially dilute our current
stockholders' equity interests in us. If we are unable to raise
additional funds on a timely basis, or at all, we probably will
not be able to continue as a going concern," the Company said in
the quarterly report for the period ended March 31, 2014.
INTERLEUKIN GENETICS: Danforth Managing Director is Interim CFO
---------------------------------------------------------------
Interleukin Genetics, Inc., entered into a consulting agreement
with Danforth Advisors, LLC, pursuant to which Danforth will
provide finance, accounting and administrative functions,
including interim chief financial officer services, to the
Company.
The Company will pay Danforth an agreed upon hourly rate for those
services and will reimburse Danforth for expenses. The Agreement
has an initial term of one year and may be extended by mutual
agreement of the parties.
The Agreement may be terminated by either party, with or without
cause, upon 30 days written notice. In addition, the Company has
also granted Danforth warrants to purchase up to 100,000 shares of
the Company's common stock at an exercise price of $0.25 per
share. The warrants vest on a monthly basis over two years;
provided that, 50% of the shares issuable upon exercise of the
warrant shall become fully vested and exercisable if the Company
terminates the Agreement for any reason other than for cause
before Sept. 8, 2015, and the remaining 50% of the shares issuable
upon exercise of the warrant shall become fully vested and
exercisable if the Company terminates the Agreement for any reason
other than for cause upon the extension of the agreement after
Sept. 8, 2015. In addition, provided that the Agreement has not
been terminated by either party, the warrant will become
exercisable in full upon a change of control of the Company.
In accordance with the terms of the Agreement, the Board of
Directors of the Company has appointed Stephen DiPalma, managing
director of Danforth, as interim chief financial officer. Mr.
DiPalma replaces Eliot Lurier, who resigned as chief financial
officer of the Company effective as of the close of business on
Sept. 5, 2014.
Mr. DiPalma, age 55, brings more than 25 years of experience in
life sciences and healthcare, including founding two start-ups,
working with venture-backed companies, subsidiaries of Fortune 100
firms and publicly traded companies, and his work with Danforth
Advisors clients. Previously, he served as the CFO of two public
companies, and as CFO, COO, CEO or Director of eight privately
held companies, in addition to his consulting clients. Mr.
DiPalma participated in the successful reorganization of Cambridge
Biotech from Chapter 11 bankruptcy protection into Aquila
BioPharmaceuticals, led the effort to take RXi Pharmaceuticals
public, and has extensive experience in international fund raising
and corporate structuring. He was formerly Chairman of the Board
of Cognoptix Inc., and is on the Board of Directors of Phytera,
Inc. Mr. DiPalma received his M.B.A. from Babson College and his
B.S. from the University of Massachusetts-Lowell.
About Interleukin
Waltham, Mass.-based Interleukin Genetics, Inc., is a personalized
health company that develops unique genetic tests to provide
information to better manage health and specific health risks.
Interleukin Genetics incurred a net loss of $7.05 million on $2.42
million of total revenue for the year ended Dec. 31, 2013, as
compared with a net loss of $5.12 million on $2.23 million of
total revenue in 2012.
Grant Thornton LLP, in Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 3, 2013. The independent auditors noted
that the Company has incurred recurring losses from operations and
has an accumulated deficit that raise substantial doubt about the
Company's ability to continue as a going concern.
ISTAR FINANCIAL: Loomis Sayles Stake Down to 5.8% as of Aug. 31
---------------------------------------------------------------
Loomis Sayles & Co., L.P., disclosed in a regulatory filing with
the U.S. Securities and Exchange Commission that as of Aug. 31,
2014, it beneficially owned 5,249,083 shares of common stock of
iStar Financial Inc. representing 5.81 percent based upon
90,402,083 shares outstanding. At Dec. 31, 2013, Loomis Sayles
beneficially owned 11,169,321 shares of common stock of Istar
Financial representing 11.57 percent of the shares outstanding.
A copy of the regulatory filing is available for free at:
http://is.gd/yQxxY4
About iStar Financial
New York-based iStar Financial Inc. (NYSE: SFI) provides custom-
tailored investment capital to high-end private and corporate
owners of real estate, including senior and mezzanine real estate
debt, senior and mezzanine corporate capital, as well as corporate
net lease financing and equity. The Company, which is taxed as a
real estate investment trust, provides innovative and value added
financing solutions to its customers.
iStar Financial's balance sheet at June 30, 2014, showed $5.47
billion in total assets, $4.21 billion in total liabilities,
$11.43 million in redeemable noncontrolling interests and $1.24
billion in total equity.
iStar Financial incurred a net loss allocable to common
shareholders of $155.76 million in 2013, a net loss allocable to
common shareholders of $272.99 million in 2012, and a net loss
allocable to common shareholders of $62.38 million in 2011.
* * *
As reported by the TCR on June 26, 2014, Fitch Ratings had
affirmed the Issuer Default Rating (IDR) of iStar Financial Inc.
at 'B'. The 'B' IDR is driven by improvements in the company's
leverage, continued demonstrated access to the capital markets and
new sources of growth capital and material reductions in non-
performing loans (NPLs).
As reported by the TCR on Oct. 5, 2012, Standard & Poor's Ratings
Services affirmed its 'B+' long-term issuer credit rating on iStar
Financial.
In October 2012, Moody's Investors Service upgraded the corporate
family rating to B2 from B3. The current rating reflects the
REIT's success in extending near term debt maturities and
improving fundamentals in commercial real estate. The ratings on
the October 2012 senior secured credit facility takes into account
the asset coverage, the size and quality of the collateral pool,
and the term of facility.
ITUS CORP: Adaptive Capital Swaps Debt Into Equity
--------------------------------------------------
ITUS Corporation has exchanged $3.5 million of its convertible
debt owed to Adaptive Capital LLC into 18,498,943 shares of the
Company's common stock, par value $0.01 per share, the Company
disclosed in a regulatory filing with the U.S. Securities and
Exchange Commission. The transaction will result in a positive
adjustment to the Company's shareholder's equity of approximately
$3.8 million.
Adaptive agreed, immediately after the conversion, to exchange
15,978,943 shares of Common Stock into 3,500 shares of Series A
Convertible Preferred Stock, par value $100 per share.
On Sept. 9, 2014, the Company filed its Certificate of
Designations, Preferences and Rights of Series A Convertible
Preferred Stock with the Secretary of State of Delaware. The
Certificate, which amends the Company's Certificate of
Incorporation, as amended, provides that the Company may issue up
to 3,500 shares of Series A Preferred Stock at a purchase price of
$1,000 per share.
Details of the debt conversion are available on Form 8K filed with
the Securities and Exchange Commission, a copy of which is
available for free at http://is.gd/raW11y
About ITUS Corporation
ITUS, formerly known as CopyTele, Inc., develops and acquires
patented technologies for the purposes of patent assertion and
patent monetization. The company currently has 10 patent
portfolios in the areas of Key Based Web Conferencing Encryption,
Encrypted Cellular Communications, E-Paper(R) Electrophoretic
Display, Nano Field Emission Display ("nFED"), Micro Electro
Mechanical Systems Display ("MEMS"), Loyalty Conversion Systems,
J-Channel Window Frame Construction, VPN Multicast Communications,
Internet Telephonic Gateway, and Enhanced Auction Technologies.
Additional information is available at www.ITUScorp.com.
CopyTele incurred a net loss of $10.08 million for the year ended
Oct. 31, 2013, a net loss of $4.25 million for the year ended
Oct. 31, 2012, and a net loss of $7.37 million for the year ended
Oct. 31, 2011.
CopyTele changed its name to "ITUS Corporation" on Sept. 2, 2014,
to reflect the Company's change in its business operations.
JAMES RIVER COAL: Pioneer Global No Longer Holds Shares
-------------------------------------------------------
Pioneer Global Asset Management S.p.A and Pioneer Investment
Management, Inc. -- through Sandro Pierri, CEO; Head of Asset
Management Division and Jean M. Bradley, their Chief Compliance
Officer -- filed with the U.S. Securities and Exchange Commission
a Form 13G/A (Amendment No. 1) disclosing that they no longer hold
James River Coal Company common stock as of Feb. 28, 2014.
PGAM is organized under the laws of Italy. PIM is a corporation
organized under the laws of the State of Delaware.
About James River
James River Coal Company is a producer and marketer of coal in the
Central Appalachia ("CAPP") and the Midwest coal regions of the
United States. James River's principal business is the mining,
preparation and sale of metallurgical coal, thermal coal (which is
also known as steam coal) and specialty coal.
James River and 33 of its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. E.D. Va. Case Nos. 14-31848 to 14-31886) in
Richmond, Virginia, on April 7, 2014. The petitions were signed
by Peter T. Socha as president and chief executive officer.
Judge Kevin R. Huennekens oversees the Chapter 11 cases.
On the petition date, James River Coal disclosed total assets of
$1.06 billion and total liabilities of $818.6 million.
The Debtors are represented by Tyler P. Brown, Esq., Henry P.
(Toby) Long, III, Esq., and Justin F. Paget, Esq. at Hunton &
Williams LLP of Richmond, VA and Marwill S. Huebner, Esq, Brian
M. Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk &
Wardwell LLP of New York, NY. Kilpatrick Townsend & Stockton LLP
serves as the Debtors' special counsel. Perella Weinberg Partners
L.P. is the Debtors' financial advisor. Deutsche Bank Securities
Inc. serves as the Debtors' investment banker and M&G advisor.
Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice,
claims and administrative agent.
The U.S. Trustee for Region 4 has appointed five creditors to the
Official Committee of Unsecured Creditors. Michael S. Stamer,
Esq., Alexis Freeman, Esq., and Jack M. Tracy II, Esq., at Akin
Gump Strauss Hauer & Feld LLP; and Jonathan L. Gold, Esq.,
Christopher L. Perkins, Esq., and Christian K. Vogel, Esq., at
LeClairRyan.
* * *
The Debtors have won authority to sell the Hampden Mining Complex
(including the assets of Logan & Kanawha Coal Company, LLC), the
Hazard Mining Complex (other than the assets of Laurel Mountain
Resources LLC) and the Triad Mining Complex for $52 million plus
the assumption of certain environmental and other liabilities, to
a unit of Blackhawk Mining. The Buyer is represented by Mitchell
A. Seider, Esq., and Charles E. Carpenter, Esq., at Latham &
Watkins LLP.
JELD-WEN INC: S&P Revises Outlook to Positive & Affirms 'B' CCR
---------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on Charlotte, N.C.-based JELD-WEN Inc. to positive from
stable. At the same time, S&P affirmed its 'B' corporate credit
rating on the company.
In addition, S&P assigned its 'B' issue-level rating to the
company's proposed $775 million secured term loan (the same as the
corporate credit rating), with a recovery rating of '3'. The '3'
recovery rating reflects S&P's expectation of meaningful (50% to
70%) recovery to lenders in the event of a default.
"The positive outlook reflects our expectation that JELD-WEN's
leverage is likely to fall below 5x for 2014 and to 4x or lower in
2015, based on improved EBITDA and cost savings," said Standard &
Poor's credit analyst Thomas Nadramia. "However, risks to this
forecast include a pull-back in new home construction, weak repair
and remodeling activity, and renewed price pressure in window and
door markets or if JELD-WEN falls short of its cost-saving
targets."
S&P could raise its rating if JELD-WEN is successful in improving
its operating margins as planned due to the cost-cutting
initiatives and increased sales driven by improving markets and
industry pricing, resulting in credit measures consistent with an
"aggressive" financial risk profile, i.e., debt leverage of 4x to
5x. Also necessary for an upgrade would be a commitment from the
company's owners to maintain leverage below 5x.
S&P could revise the outlook to stable if the company's debt to
EBITDA did not improve to below 5x and funds from operations to
debt did not exceed 12% by mid-2015, due to weaker-than-expected
market conditions or failure to achieve cost-savings targets. S&P
views a downgrade as unlikely unless JELD-WEN's liquidity were to
become constrained ("less than adequate") due to a drop in
borrowing availability under its line of credit or large operating
losses.
KID BRANDS: Gets Approval to Sell Kids Line, Cocalo for $8-Mil.
---------------------------------------------------------------
Law360 reported that a New Jersey bankruptcy judge authorized Kid
Brands Inc. to sell its Kids Line and Cocalo businesses and
certain intellectual property of Debtor LaJobi, Inc., for
$8 million to TG Valentine LLC, which is owned by Brad Sell, an
employee and former president of the bankrupt children's product
manufacturer's Soft Home division.
About Kid Brands
Based in Rutherford, New Jersey, Kid Brands, Inc., is a designer,
importer, marketer, and distributor of infant and juvenile
consumer products. Its operating subsidiaries consist of Kids
Line, LLC, CoCaLo, Inc., Sassy, Inc., and LaJobi, Inc. Providing
"everything but the baby" for a child's nursery, the company sells
infant bedding and accessories under the Kids Line and CoCaLo
brands; nursery furniture under the LaJobi brand; and baby care
items under the Kokopax and Sassy brands.
Citing their inability to raise capital due to contingent
liabilities and operational issues, Kid Brands and six of its U.S.
subsidiaries each filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No.
14-22582) on June 18, 2014. To preserve the value of their
assets, the Debtors are pursuing a sale of the assets pursuant to
section 363 of the Bankruptcy Code.
As of April 30, 2014, the Debtors had $32.40 million in total
assets and $109.1 million in total liabilities. As of the
Petition Date, unsecured debts totaled $54 million.
Judge Donald H. Steckroth oversees the cases. The Debtors have
sought and obtained an order directing joint administration of
their Chapter 11 cases.
Lowenstein Sandler LLP serves as the Debtors' counsel.
PricewaterhouseCoopers LLP is the Debtors' financial advisor. GRL
Capital Advisors acts as the Debtors' restructuring advisors.
GRL's Glenn Langberg served as the Debtors' chief restructuring
officer. Mr. Langberg also oversaw the bankruptcy and sales of
Big M Inc., operator of the Mandee and Annie Sez stores. Rust
Consulting/Omni Bankruptcy is the Debtors' claims and noticing
agent.
Salus Capital Partners LLC and Sterling National Bank have
committed to provide up to $49 million in DIP financing to the
Debtors.
LAKELAND INDUSTRIES: Incurs $386,000 Net Loss in Q2 Fiscal 2015
---------------------------------------------------------------
Lakeland Industries, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $385,601 on $24.61 million of net sales for the three
months ended July 31, 2014, compared to net income of $4.17
million on $24.63 million of net sales for the same period in
2013.
For the six months ended July 31, 2014, the Company reported a net
loss of $385,665 on $48.11 million of net sales compared to net
income of $3.32 million on $46.37 million of net sales for the
same period in 2013.
The Company's balance sheet at July 31, 2014, showed
$87.9 million in total assets, $41.0 million in total liabilities
and $47.0 million in total stockholders' equity.
As of July 31, 2014, the Company had cash and cash equivalents of
approximately $6.2 million and working capital of $38.5 million.
Cash and cash equivalents increased $1.6 million and working
capital decreased $0.1 million from Jan. 31, 2014. International
cash management is affected by local requirements and movements of
cash across borders can be slowed down significantly.
Christopher J. Ryan, president and chief executive officer of
Lakeland Industries, stated, "The growth in our international
operations, including Brazil, remain intact. At the same time,
while business mix and large order flows resulted in a modest
decline in year-over-year domestic sales, business activity
remains robust and we foresee increased global demand. To
capitalize on this favorable outlook, we continued our strategy
from the first quarter of increasing spending on business
development activities while aggressively managing our other costs
to drive improved profitability. We are beginning to experience
the desired results as consolidated gross margin reached the
highest level ever for Lakeland and operating profit increased 13%
year-over-year amid substantially higher selling, general and
administrative expenses intended to drive future sales growth and
the operating loss from our subsidiary in Brazil which is seeking
to go through a turnaround."
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/VSeZVw
About Lakeland Industries
Ronkonkoma, N.Y.-based Lakeland Industries, Inc., manufactures and
sells a comprehensive line of safety garments and accessories for
the industrial protective clothing market.
The Company reported a net loss of $26.3 million on $95.1 million
of net sales for the year ended Jan. 31, 2013, as compared with a
net loss of $376,825 on $96.3 million of sales for the year ended
Jan. 31, 2012.
In their report on the consolidated financial statements for the
year ended Jan. 31, 2013, Warren Averett, LLC, in Birmingham,
Alabama, expressed substantial doubt about Lakeland Industries'
ability to continue as a going concern. The independent auditors
noted that Company is in default on certain covenants of its loan
agreements at Jan. 31, 2013. "The lenders have not waived these
events of default and may demand repayment at any time.
Management is currently trying to secure replacement financing but
does not have new financing available at the date of this report."
LE-NATURE INC: Trustee Spends $37 Million to Collect $126 Million
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that in the latest
settlement entered into between the trustee for Le-Nature's Inc.
and Pascarella & Wiker LLP, the trustee said he spent more than
$37 million pursuing lawsuits that brought in $126.2 million in
settlements. According to the report, the trustee said he's spent
$5 million so far litigating with Pascarella, despite the fact
that the amount the trustee can take from the settlement is only
$895,000.
About Le-Nature's Inc.
Headquartered in Latrobe, Pennsylvania, Le-Nature's Inc. --
http://www.le-natures.com/-- made bottled waters, teas, juices
and nutritional drinks. Its brands included Kettle Brewed Ice
Teas, Dazzler fruit juice drinks and lemonade, and AquaAde
vitamin-enriched water.
On Oct. 27, 2006, the Delaware Chancery Court appointed Kroll
Zolfo Cooper, Inc., as custodian of Le-Nature's, placing it in
charge of management and operations. Within several days, Kroll
uncovered massive fraud at Le-Nature's. On Nov. 1, 2006, Steven
G. Panagos, a Kroll managing director, filed an affidavit with the
Delaware Chancery Court setting forth the evidence of the
financial fraud he had discovered at Le-Nature's.
Four unsecured creditors of Le-Nature's filed an involuntary
Chapter 7 petition against the Company (Bankr. W.D. Pa. Case No.
06-25454) on Nov. 1, 2006. Kroll converted the proceedings from
Chapter 7 to Chapter 11.
On Nov. 6, 2006, two of Le-Nature's subsidiaries, Le-Nature's
Holdings Inc., and Tea Systems International Inc., filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code.
The Debtors' cases were jointly administered. The Debtors'
schedules filed with the Court showed $40 million in total assets
and $450 million in total liabilities.
Douglas Anthony Campbell, Esq., Ronald B. Roteman, Esq., and
Stanley Edward Levine, Esq., at Campbell & Levine, LLC,
represented the Debtors in their restructuring efforts. The Court
appointed R. Todd Neilson as Chapter 11 Trustee. Dean Z. Ziehl,
Esq., Richard M. Pachulski, Esq., Stan Goldich, Esq., Ilan D.
Scharf, Esq., and Debra Grassgreen, Esq., at Pachulski, Stang,
Ziehl, Young, Jones & Weintraub LLP, represented the Chapter 11
Trustee. David K. Rudov, Esq., at Rudov & Stein, and S. Jason
Teele, Esq., and Thomas A. Pitta, Esq., at Lowenstein Sandler PC,
represented the Official Committee of Unsecured Creditors. Edward
S. Weisfelner, Esq., Robert J. Stark, Esq., and Andrew Dash, Esq.,
at Brown Rudnick Berlack Israels LLP, and James G. McLean, Esq.,
at Manion McDonough & Lucas, represented the Ad Hoc Committee of
Secured Lenders. Thomas Moers Mayer, Esq., and Matthew J.
Williams, Esq. at Kramer Levin Naftalis & Frankel LLP, represented
the Ad Hoc Committee of Senior Subordinated Noteholders.
On July 8, 2008, the Bankruptcy Court issued an order confirming
the liquidation plan for Le-Nature's.
LIGHTSQUARED INC: Harbinger Files New Plan for Smaller Unit
-----------------------------------------------------------
Joseph Checkler, writing for The Wall Street Journal, reported
that Philip Falcone's Harbinger Capital Partners filed a new
restructuring proposal for the smaller pool of LightSquared's
assets, a plan that includes financing from J.P. Morgan Chase &
Co. According to the Journal, in a filing with U.S. Bankruptcy
Court in Manhattan, under Harbinger's proposal, J.P. Morgan will
provide $280 million in bankruptcy financing, with Harbinger
investing $180 million.
Law360 reported that Harbinger and JPMorgan's debtor-in-possession
loan facilities were revealed in a first amended Chapter 11 plan
for LightSquared filed on Sept 11. The loans from Harbinger and
JPM are earmarked for Lightsquared's "Inc." entities, which
include LightSquared Inc., SkyTerra Investors LLC and TMI
Communications Delaware LP, among others, Law360 added.
About LightSquared Inc.
LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.
LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network. In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries. In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.
LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties.
Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors. Alvarez & Marsal North America, LLC, is the
financial advisor. Kurtzman Carson Consultants LLC serves as
claims and notice agent.
MACKEYSER HOLDINGS: Auction Held for Practice Locations
-------------------------------------------------------
Mackeyser Holdings, LLC, et al., conducted a court-sanctioned
auction for their their "physician practice assets" and are slated
to seek approval of the sale of the assets to the successful
bidders at a hearing on Sept. 18.
The Court entered an order on Aug. 7, 2014, approving the bidding
procedures. The Court also ordered that Essilor of America, Inc.
will have the unqualified right to credit bid up to the full
amount of the Debtors' outstanding obligations to Essilor.
The Debtors are an optometry and opthalmology practice management
company. The Debtors also have a hearing systems practice at
certain optical practice locations. Pursuant to the bidding
procedures order, the Debtors are authorized to sell the assets at
21 of their practice locations, including their five Optiview
Vision and Optiview Vision and Hearing locations. In particular,
for each practice location, the Debtors intended to sell the
associated real property lease, the equipment associated with such
practice, any inventory at the location, and miscellaneous other
non-medical assets.
At the behest of the Debtors, a supplemental order later was
entered by the bankruptcy judge to:
1. reflect that Emerging Vision, Inc., was the back-Up bidder
for the assets of the Debtors' 10 The Eye Gallery and The Artful
Eye locations;
2. state that by Sept. 5, the Debtors will serve information
provided by Emerging Vision or its designed regarding adequate
assurance of future performance;
3. provide that the non-Debtor parties to proposed assumed
executory contract and unexpired leases will file objections to
adequate assurance with the Court by Sept. 15, 2014; and
4. provide that the hearing to consider approval of the
Debtors' sale of the assets will be held on Sept. 18, 2014, at
noon.
On Aug. 26, the Debtors announced the results of the auction for
the Debtors' various practice locations:
(a) Wisconsin Vision, Inc., was the successful bidder at the
auction for these practice locations:
i) The Artful Eye (Perimeter Place)
4520 Olde Perimeter Way
Atlanta, GA;
ii) The Eye Gallery (Atlantic Station)
1380 Atlantic Drive
Atlanta, GA
iii) The Eye Gallery (Buckhead)
3330 Piedmont Rd. NE
Atlanta, GA
iv) The Eye Gallery (East Cobb)
1311 Johnson Ferry Rd.
Marietta, GA
v) The Eye Gallery (North Point)
1000 North Point Circle
Alpharetta, GA
vi) The Eye Gallery (Sandy Spring)
5975 Roswell Rd.
Atlanta, GA
vii) The Eye Gallery (The Forum)
5165 Peachtree Parkway
Norcross, GA;
viii) The Artful Eye (Seaside)
25 Central Square
Santa Rosa Beach, FL
ix) The Eye Gallery (Destin Commons)
4143 Legendary Dr.
Destin, FL
x) The Eye Gallery (Pier Park)
700 Pier Park Place
Panama City Beach, FL
xi) Optiview Vision
2320 S. Tibbs Ave.
Indianapolis, IN
xii) Optiview Vision and Hearing
4648 South Scatterfield Rd.
Anderson, IN
(b) DaVinci Equity Group was the successful bidder at the
auction for the following practice locations:
i) Optiview Vision
5537 Mahoning Ave.
Austintown, OH
ii) Optiview Vision
2200 Niles Cortland Road
Howland Commons
Warren, OH
(c) DaVinci and Dr. Milton Meyers jointly were the successful
bidders at the auction for the following practice locations:
i) River Front Optical & Hearing Center
4325 Miller Road
Flint, MI
ii) River Front Optical and Hearing
3200 S. Cabaret Trail
Saginaw, MI 48603
(d) Dr. Joseph Kurstin was the successful bidder at the auction
for this practice location
i) Miami Laser Eye Center
1661 SW 37th Avenue
Miami, FL
(f) Dr. Larry R. Moorman was the successful bidder at the
auction for this practice location:
i) Tifton Ophthalmology
1803 Old Ocilla Road
Tifton, GA
About MacKeyser Holdings, LLC
MacKeyser Holdings, LLC and its operating affiliates -- American
Optical Services, LLC, and Exela Hearing Services, LLC -- manage
integrated eye care and hearing systems providers with over 80
optical retail, optometry and ophthalmology locations in 14
states. Within certain of the Company's locations, dedicated
audiology and dispensing staff conduct diagnostics, fitting and
dispensing of hearing systems.
MacKeyser Holdings, LLC, American Optical Services, Inc. and their
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
Nos. 14-11528 to 14-11550) on June 20, 2014. David R. Hurst,
Esq., and Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, PA. The Debtors' financial advisor is GlassRatner
Advisory & Capital Group. The investment banker is Hammond Hanlon
Camp LLC. The noticing and claims management agent is American
Legal Claim Services, LLC.
In its petition, MacKeyser Holdings estimated $50 million to $100
million in both assets and liabilities.
The petitions were signed by Thomas J. Allison, authorized
officer.
The U.S. Trustee for Region 3 has appointed three creditors
to serve on the official committee of unsecured creditors.
MACKEYSER HOLDINGS: Sells Tifton Assets Larry R. Moorman
--------------------------------------------------------
The Bankruptcy Court authorized Mackeyser Holdings, LLC, et al.,
to sell the assets of Tifton Georgia Practice to Larry R. Moorman,
M.D. Pursuant to the bill of sale dated Sept. 2, 2014, the
purchaser is purchasing the assets for $60,000 plus the waiver of
any and all pre- and post-petition claims.
About MacKeyser Holdings, LLC
MacKeyser Holdings, LLC and its operating affiliates -- American
Optical Services, LLC, and Exela Hearing Services, LLC -- manage
integrated eye care and hearing systems providers with over 80
optical retail, optometry and ophthalmology locations in 14
states. Within certain of the Company's locations, dedicated
audiology and dispensing staff conduct diagnostics, fitting and
dispensing of hearing systems.
MacKeyser Holdings, LLC, American Optical Services, Inc. and their
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
Nos. 14-11528 to 14-11550) on June 20, 2014. David R. Hurst,
Esq., and Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, PA. The Debtors' financial advisor is GlassRatner
Advisory & Capital Group. The investment banker is Hammond Hanlon
Camp LLC. The noticing and claims management agent is American
Legal Claim Services, LLC.
In its petition, MacKeyser Holdings estimated $50 million to $100
million in both assets and liabilities.
The petitions were signed by Thomas J. Allison, authorized
officer.
The U.S. Trustee for Region 3 has appointed three creditors
to serve on the official committee of unsecured creditors.
MACKEYSER HOLDINGS: Sells Miami Assets to Dr. Joseph Kurstin
------------------------------------------------------------
The Bankruptcy Court authorized Mackeyser Holdings, LLC, et al.,
to sell their Miami, Florida practice assets free and clear of
liens and other interests to Dr. Joseph Kurstin.
Pursuant to an asset purchase agreement dated Sept. 1, 2014,
between debtor American Optical Services, LLC and, the purchaser
offered $445,000 for the assets. The closing of the sale was
slated to be consummated on Sept. 4, 2014.
About MacKeyser Holdings, LLC
MacKeyser Holdings, LLC and its operating affiliates -- American
Optical Services, LLC, and Exela Hearing Services, LLC -- manage
integrated eye care and hearing systems providers with over 80
optical retail, optometry and ophthalmology locations in 14
states. Within certain of the Company's locations, dedicated
audiology and dispensing staff conduct diagnostics, fitting and
dispensing of hearing systems.
MacKeyser Holdings, LLC, American Optical Services, Inc. and their
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
Nos. 14-11528 to 14-11550) on June 20, 2014. David R. Hurst,
Esq., and Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, PA. The Debtors' financial advisor is GlassRatner
Advisory & Capital Group. The investment banker is Hammond Hanlon
Camp LLC. The noticing and claims management agent is American
Legal Claim Services, LLC.
In its petition, MacKeyser Holdings estimated $50 million to $100
million in both assets and liabilities.
The petitions were signed by Thomas J. Allison, authorized
officer.
The U.S. Trustee for Region 3 has appointed three creditors
to serve on the official committee of unsecured creditors.
MACKEYSER HOLDINGS: Court Rules Sights' Interest Not Perfected
--------------------------------------------------------------
The Bankruptcy Court entered an order sustaining the objections
filed by debtors Mackeyser Holdings, LLC, et al., to Sights My
Line, Inc.'s motion asserting liens on proceeds of certain
personal property sold by the Debtors. The Court also denied the
relief sought by Sights My Line in relation to the Debtors' sale
of assets.
Sights My Line had sought an order confirming that it has a lien
in the proceeds of the sale of collateral.
The Debtors, in their objection, stated that on Nov. 1, 2012,
Sight My Line sold its business to debtor American Optical
Services, LLC and non-debtor Amedco Texas, LLC. In connection
with the transaction, AOS gave a promissory note to Sights My Line
promising to pay approximately $1.55 million in principal. In
addition, AOS provided Sights My Line with a security interest in
substantially all of the assets that AOS had brought from Sights
My Line.
The Court in its order ruled that the security interest is avoided
because the security interest was not perfected.
About MacKeyser Holdings, LLC
MacKeyser Holdings, LLC and its operating affiliates -- American
Optical Services, LLC, and Exela Hearing Services, LLC -- manage
integrated eye care and hearing systems providers with over 80
optical retail, optometry and ophthalmology locations in 14
states. Within certain of the Company's locations, dedicated
audiology and dispensing staff conduct diagnostics, fitting and
dispensing of hearing systems.
MacKeyser Holdings, LLC, American Optical Services, Inc. and their
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
Nos. 14-11528 to 14-11550) on June 20, 2014. David R. Hurst,
Esq., and Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, PA. The Debtors' financial advisor is GlassRatner
Advisory & Capital Group. The investment banker is Hammond Hanlon
Camp LLC. The noticing and claims management agent is American
Legal Claim Services, LLC.
In its petition, MacKeyser Holdings estimated $50 million to $100
million in both assets and liabilities.
The petitions were signed by Thomas J. Allison, authorized
officer.
The U.S. Trustee for Region 3 has appointed three creditors
to serve on the official committee of unsecured creditors.
MANNINGTON MILLS: Moody's Assigns B1 Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service assigned a first-time B1 Corporate
Family Rating and B1-PD Probability of Default Rating to
Mannington Mills, Inc. ("Mannington"), a global manufacturer and
distributor of flooring products for use in the construction and
renovation of commercial buildings and residential homes. In a
related action, Moody's assigned a B1 rating to the proposed $275
million senior secured term loan maturing 2021. The rating outlook
is stable.
Mannington is refinancing its current debt obligations with a new
$125 million senior secured asset-based revolving credit facility
(unrated) and a $275 million senior secured term loan maturing in
2021. Proceeds from the term loan and some borrowings under the
revolver will be used to refinance approximately $240 million of
existing debt, pay about $13 million in make whole premium, and
reserve $25 million in a special fund for future share
repurchases. The balance of funds will be used for fees and
expenses.
The following ratings are assigned in this action:
Corporate Family Rating assigned B1;
Probability of Default Rating assigned B1-PD; and,
Senior Secured Term Loan due 2021 assigned B1 (LGD4).
Ratings Rationale
Mannington's B1 Corporate Family rating reflects debt leverage
credit metrics that are reasonable for the assigned rating.
Balance sheet debt is increasing to about $292 million from $240
million, a 22% increase in debt at June 30, 2014, resulting in
adjusted leverage of about 4.25x on a pro forma basis at closing.
With the prospects of higher revenues, better earnings and some
debt reduction, Moody's projects debt-to-EBITDA will approach 3.5x
-- 3.75x near year-end 2015 (all ratios incorporate Moody's
standard adjustments). Moody's expect free cash flow will be used
first to reduce revolver borrowings and then to pay down the term
loan.
Further supporting Mannington's corporate family rating is its
market position as a leader in manufacturing and distributing
flooring products throughout North America and Europe. Moody's
also expects Mannington will benefit from both the commercial and
residential construction end markets, the main driver of the
company's revenues. Commercial construction, which accounts for
the majority of the company's revenues, is showing signs of a
rebound. The Architectural Billings Index, a key indicator of
future expectations for the US amongst architects published by the
American Institute of Architects, jumped sharply by about 8% to
56.3 from 52.3 for the previous quarter. The residential new
construction and repair and remodeling end markets, both
additional sources of Mannington's revenues, are sustaining their
respective growth trajectories.
Moody's projects a gradual improvement in EBITA margins further
into high single-digit levels due to increased volumes, better
pricing, and higher levels of operating efficiencies. Moody's
anticipate interest coverage, measured as EBITA-to-interest
expense, approaching 4.0x over the next 12 to 18 months.
Mannington is benefiting from the currently low interest rate
environment. Its liquidity profile is sound. Ample revolver
availability will be sufficient to fund any potential short fall
in operating cash flows, especially as the company spends more for
working capital needs to meet growing demand and to satisfy its
debt service requirements. Except for term loan amortization of
only $2.75 million per year, Mannington will have a very extended
maturity profile with the nearest maturity being in 2019, which is
when its revolving credit facility comes due.
The stable rating outlook reflects Moody's views that Mannington
will maintain conservative financial policies characterized by
reducing balance sheet debt that should result in improved debt
leverage credit metrics.
The B1 rating assigned to the $275 million senior secured term
loan maturing 2021, the same rating as the corporate family
rating, reflects its position as the preponderance of debt in
Mannington's capital structure. It is secured by a first lien on
substantially all of Mannington's long-term assets and a second
lien on the assets securing the revolving credit facility.
Substantially all of Mannington's material domestic subsidiaries
provide guarantees. This facility amortizes 1% per year with a
bullet payment at maturity.
Positive rating actions could ensue if Mannington follows
conservative financial strategies and benefits from the strength
in its end market, resulting in more robust credit metrics and
exceeding Moody's forecasts. Higher operating earnings and
improved free cash flow generation that translate into EBITA-to-
interest expense sustained above 4.5x 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.
Negative rating pressures could result if Mannington'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 remains below 3.5x and debt-to-EBITDA is
sustained above 4.5x (all ratios incorporate Moody's standard
adjustments). Deterioration in the company's liquidity profile,
large debt-financed acquisitions, or shareholder-friendly
activities beyond those already planned could result in lower
ratings as well.
Mannington Mills, Inc., headquartered in Salem, NJ, is a global
manufacturer and distributor of flooring products for use in the
construction and renovation of commercial buildings and
residential homes. Keith Campbell, current Chairman of the Board,
owns a significant majority of Mannington, and different family
members control minority interests in the company.
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.
MANNINGTON MILLS: S&P Assigns BB- CCR & Rates Proposed Loan BB-
---------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB-'
corporate credit rating to Salem, N.J.-based Mannington Mills Inc.
The outlook is stable.
At the same time, S&P assigned its 'BB-' issue-level rating (the
same as the corporate credit rating) and '3' recovery rating to
Mannington Mills' proposed $275 million seven-year senior secured
term loan. The '3' recovery rating on the notes indicates S&P's
expectation for meaningful (50% to 70%) recovery in the event of
payment default.
"Mannington's favorable market position in resilient tile and
flooring should result in meaningful revenue and earnings growth
for the next several years as it expands its capacity in the U.S.
and shifts its product mix into higher-margin luxury vinyl tile,"
said Standard & Poor's credit analyst Pablo Garces. "We expect
the company to continue to generate adequate cash flows while
discretionary cash flow will be used to fund modest share
repurchases and dividends."
S&P could consider an upgrade if debt to EBITDA were maintained
below 3.0x and FFO to debt improved to above 30%. S&P believes
this could occur if gross margins rose 150 basis points or more
from greater-than-anticipated benefits from its cost reduction and
capacity expansion plan, with no meaningful change in financial
policies.
S&P could lower the rating if weaker-than-expected market
conditions, operational problems, or higher debt to fund
acquisitions resulted in leverage approaching 4.0x and FFO to debt
declining below 20%. A downgrade could also occur if Mannington
pursued large debt-funded shareholder or growth initiatives.
MARINA BIOTECH: Kirk Mathewson Reports 5.8% Stake
-------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Kirk Mathewson and his affiliates disclosed that as of
March 7, 2014, they beneficially owned 1,500,000 shares of common
stock of Marina Biotech, Inc., representing 5.8 percent of the
shares outstanding. The percentage ownership is based on
25,633,061 shares outstanding as of Aug. 7, 2014, as reported on
the Company's 10-Q for the quarter ended June 30, 2014, filed with
the SEC on Aug. 19, 2014. A copy of the regulatory filing is
available at http://is.gd/qIGqCV
About Marina Biotech
Marina Biotech, Inc., headquartered in Bothell, Washington, is a
biotechnology company focused on the discovery, development and
commercialization of nucleic acid-based therapies utilizing gene
silencing approaches such as RNA interference ("RNAi") and
blocking messenger RNA ("mRNA") translation. The Company's goal
is to improve human health through the development, either through
its own efforts or those of its collaboration partners and
licensees, of these nucleic acid-based therapeutics as well as the
delivery technologies that together provide superior treatment
options for patients. The Company has multiple proprietary
technologies integrated into a broad nucleic acid-based drug
discovery platform, with the capability to deliver novel nucleic
acid-based therapeutics via systemic, local and oral
administration to target a wide range of human diseases, based on
the unique characteristics of the cells and organs involved in
each disease.
On June 1, 2012, the Company announced that, due to its financial
condition, it had implemented a furlough of approximately 90% of
its employees and ceased substantially all day-to-day operations.
Since that time substantially all of the furloughed employees have
been terminated. As of Sept. 30, 2012, the Company had
approximately 11 remaining employees, including all of its
executive officers, all of whom are either furloughed or working
on reduced salary. As a result, since June 1, 2012, its internal
research and development efforts have been minimal, pending
receipt of adequate funding.
As reported by the TCR on May 21, 2014, KPMG LLP was dismissed as
the principal accountants for Marina Biotech, Inc., and Wolf &
Company, P.C., had been engaged as replacement.
In 2013, the Company incurred a net loss of $1.57 million on $2.11
million of license and other revenue, compared to a net loss of
$9.54 million on $4.21 million of license and other revenue in
2012.
The Company's balance sheet at June 30, 2014, $11.10 million in
total assets, $14.43 million in total liabilities and a $3.32
million total stockholders' deficit.
MEDICAN ENTERPRISES: Has $8.64-Mil. Net Loss in June 30 Quarter
---------------------------------------------------------------
Medican Enterprises, Inc., filed its quarterly report on Form 10-
Q, disclosing a net loss of $8.64 million on $nil of revenue for
the three months ended June 30, 2014, compared with a net loss of
$25,597 on $nil of revenue for the same period last year.
The Company's balance sheet at June 30, 2014, showed
$1.07 million in total assets, $2.25 million in total liabilities,
and a stockholders' deficit of $1.18 million.
The Company has an accumulated deficit of $40.1 million as of June
30, 2014, and has had negative cash flows from operating
activities during the period from reactivation (Jan. 1, 2005)
through June 30, 2014 as well as very limited cash resources as of
June 30, 2014. The loss was primarily due to the issuance of
common stock and warrants for professional services. 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/ooicVK
Medican Enterprises, Inc., operates as a health sciences company
that produces, cultivates, and markets pharmaceutical grade
cannabis to the Medical Marijuana (MMJ) market. The company,
through its wholly owned subsidiary, Medican Systems, Inc.,
focuses on becoming commercially licensed producer of MMJ in
Canada. Medican Enterprises was founded in 1988 and is
headquartered in Las Vegas, Nevada.
MEDICURE INC: Incurs C$1.6 Million Net Loss in Fiscal 2014
----------------------------------------------------------
Medicure Inc. filed with the U.S. Securities and Exchange
Commission its annual report on Form 20-F disclosing a net loss of
C$1.63 million on C$5.05 million of net product sales for the year
ended May 31, 2014, compared to a net loss of C$2.57 million on
C$2.60 million of net product sales for the year ended May 31,
2013.
The Company's balance sheet at May 31, 2014, showed C$3.60 million
in total assets, C$9.48 million in total liabilities and a C$5.87
million total deficiency.
Ernst & Young LLP, issued a "going concern" qualification on the
consolidated financial statements for the year ended May 31, 2014.
The independent auditors noted that Medicure Inc. has experienced
losses and has accumulated a deficit of $127,516,308 since
incorporation and has a working capital deficiency of $869,164 as
at May 31, 2014. These conditions raise substantial doubt about
its ability to continue as a going concern.
"Medicure continues to focus on the sales and marketing of
AGGRASTAT(R). Over recent months the Company has seen significant
growth in sales and is continuing to invest in the product through
clinical and other research activities," Albert D. Friesen, Ph.D
chairman and chief executive officer, said in a message to
shareholders.
A copy of the Form 20-F is available for free at:
http://is.gd/QnsPpa
About Medicure Inc.
Based in Winnipeg, Manitoba, Canada, Medicure Inc. (TSX/NEX:
MPH.H) -- http://www.medicure.com/-- is a biopharmaceutical
company engaged in the research, development and commercialization
of human therapeutics. The Company has rights to the commercial
product, AGGRASTAT(R) Injection (tirofiban hydrochloride) in the
United States and its territories (Puerto Rico, U.S. Virgin
Islands, and Guam). AGGRASTAT(R), a glycoprotein GP IIb/IIIa
receptor antagonist, is used for the treatment of acute coronary
syndrome (ACS) including unstable angina, which is characterized
by chest pain when one is at rest, and non-Q-wave myocardial
infarction.
MEMORIAL PRODUCTION: S&P Raises Corp. Credit Rating to 'B+'
-----------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Houston-based Memorial Production Partners L.P.
to 'B+' from 'B'. At the same time, S&P raised its issue level
rating on the partnership's senior unsecured debt to 'B-' from
'CCC+'. S&P also affirmed its '6' recovery rating on this debt,
reflecting its expectation of negligible (0% to 10%) recovery in
the event of payment default.
The rating action reflects S&P's expectation of improved credit
measures as a result of the partnership's recent equity issuance.
After raising net proceeds totaling $544 million from the issuance
of new units in the past few months, S&P estimates the
partnership's leverage will be under 4x at year-end 2014, and S&P
forecasts this ratio will approach 3.5x at year-end 2015. In
addition, despite S&P's expectation that the partnership will
continue to outspend cash flows due to increased capital spending
and incremental distributions to unitholders, the company's strong
hedge book should support cash flow stability. S&P also expects
that the partnership will continue to fund potential acquisitions
in a balanced manner. Therefore, S&P has revised its financial
risk profile assessment on MEMP to "significant" from "highly
leveraged."
"The stable outlook reflects our expectation that MEMP will
maintain total adjusted debt to EBITDA of about 4x and FFO to debt
of about 20% on average over the next three years," said Standard
& Poor's credit analyst Christine Besset. "We also expect that
the partnership will maintain a strong hedge book and will
continue to fund acquisitions prudently through a combination of
debt and equity."
S&P could raise the rating if MEMP increases the size and scale of
its oil and gas reserves and production in line with higher-rated
peers while keeping leverage below 4x and FFO to debt above 20%.
S&P could lower the rating if it believes that leverage will
exceed 5x or FFO to debt will fall below 12% over an extended
period of time without a clear path for improvement. This could
occur if Memorial makes further debt-financed acquisitions or
increases significantly capital spending or distributions to
unitholders.
MILLENNIUM HEALTHCARE: Has $1.33-Mil. Loss in June 30 Quarter
-------------------------------------------------------------
Millennium Healthcare Inc. filed its quarterly report on Form 10-
Q, disclosing a net loss of $1.33 million on $522,000 of revenue
for the three months ended June 30, 2014, compared with net income
of $48,400 on $506,000 of revenue for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $4.12 million
in total assets, $11.68 million in total liabilities, and a
stockholders' deficit of $7.56 million.
The Company has incurred operating losses for the past several
years and has a working capital deficiency of $7.28 million as of
June 30, 2014. These conditions, 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/rpBL2V
New York-based Millennium Healthcare Inc. is a supplier and
distributor of medical devices and equipment focused on prevention
and early detection of diseases. The Company recently entered
into several distribution agreements to launch its medical
equipment and device business.
MOMENTIVE PERFORMANCE: Noteholders Want Their Atty's Bills Paid
---------------------------------------------------------------
Law360 reported that first-lien trustee BOKF NA asked a New York
bankruptcy court to force private-equity-owned Momentive
Performance Materials Inc. to pay three months' worth of the
trustee's legal bills it says the bankrupt company owes it under
the DIP financing agreement. According to the Law360 report, the
company told the bankruptcy court that the bills for Dechert LLP
and Irell & Manella LLP for May, June and July, and one Dechert
bill that covers both April and May, need to be paid. The bills
are not in the public record, the Law360 report related.
BankruptcyData reported that U.S. Bank National Association, as
indenture trustee of Momentive Performance Materials, filed with
the U.S. Bankruptcy Court a motion (i) for stay pending appeal,
(ii) to shorten the designation period and (iii) to expedite
transmittal of record on appeal to the U.S. District Court. U.S.
Bank said it seeks to have the subordination issue resolved on an
expedited basis through summary judgment in a separate adversary
proceeding before confirmation of the Debtors' plan, BData
reported.
About Momentive Performance
Momentive Performance is one of the world's largest producers of
silicones and silicone derivatives, and is a global leader in the
development and manufacture of products derived from quartz and
specialty ceramics. Momentive has a 70-year history, with its
origins as the Advanced Materials business of General Electric
Company. In 2006, investment funds affiliated with Apollo Global
Management, LLC, acquired the company from GE.
As of Dec. 31, 2013, the Company had 4,500 employees worldwide, of
which 46% of the Company's employees are members of a labor union
or are represented by workers' councils that have collective
bargaining agreements.
Momentive Performance Materials Inc., Momentive Performance
Materials Holdings Inc., and their affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 14-22503) on April 14,
2014, with a deal with noteholders on a balance-sheet
restructuring.
As of Dec. 31, 2013, the Debtors had $4.114 billion of
consolidated outstanding indebtedness, including payments due
within the next 12 months and short-term borrowings. The Debtors
said that the restructuring will eliminate $3 billion in debt.
The Debtors have tapped Willkie Farr & Gallagher LLP as bankruptcy
counsel with regard to the filing and prosecution of these chapter
11 cases; Sidley Austin LLP as special litigation counsel; Moelis
& Company LLC as financial advisor and investment banker;
AlixPartners, LLP as restructuring advisor; PricewaterhouseCoopers
as auditor; and Crowe Horwath LLP as benefit plan auditor.
Kurtzman Carson Consultants LLC is the notice and claims agent.
The U.S. Trustee for Region 2 appointed seven members to serve on
the Official Committee of Unsecured Creditors of the Debtors'
cases. Klee, Tuchin, Bogdanoff & Stern LLP serves as its
counsel. FTI Consulting, Inc., serves as its financial advisor.
Rust Consulting Omni Bankruptcy serves as its information agent.
Wilmington Trust, National Association, the Trustee for the
Momentive Performance Materials Inc. 10% Senior Secured Notes due
2020 -- 1.5 Lien Notes -- under the Indenture, dated as of May 25,
2012, by and between Momentive Performance Materials Inc. and The
Bank of New York Mellon Trust Company, National Association, is
represented by Mark R. Somerstein, Esq., Mark I. Bane, Esq., and
Stephen Moeller-Sally, Esq., at Ropes & Gray LLP.
U.S. Bank National Association -- as successor Indenture Trustee
under the indenture dated as of December 4, 2006, among Momentive
Performance Materials Inc., the Guarantors named in the Indenture,
and Wells Fargo Bank, N.A. as initial trustee, governing the 11.5%
Senior Subordinated Notes due 2016 -- is represented in the case
by Susheel Kirpalani, Esq., Benjamin I. Finestone, Esq., David L.
Elsberg, Esq., Robert Loigman, Esq., K. John Shaffer, Esq., and
Matthew R. Scheck, Esq., at Quinn Emanuel Urquhart & Sullivan,
LLP; and Clark Whitmore, Esq., and Ana Chilingarishvili, Esq., at
Maslon Edelman Borman & Brand, LLP.
BOKF, NA -- as successor First Lien Trustee to The Bank of New
York Mellon Trust Company, N.A., as trustee under an indenture
dated as of October 25, 2012, for the 8.875% First-Priority Senior
Secured Notes due 2020 issued by Momentive Performance Materials
Inc. and guaranteed by certain of the debtors -- is represented by
Michael J. Sage, Esq., Brian E. Greer, Esq., and Mauricio A.
Espana, Esq., at Dechert LLP.
Counsel to Apollo Global Management, LLC and certain of its
affiliated funds are Ira S. Dizengoff, Esq., Philip C. Dublin,
Esq., Abid Qureshi, Esq., Deborah J. Newman, Esq., and Ashleigh L.
Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP.
Attorneys for Ad Hoc Committee of Second Lien Noteholders are
Dennis F. Dunne, Esq., Michael Hirschfeld, Esq., and Samuel A.
Khalil, Esq., at Milbank, Tweed, Hadley & McCloy LLP.
NATCHEZ REGIONAL: Disclosures Okayed; Plan Hearing Sept. 26
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that the bankruptcy
judge in Jackson, Mississippi, has approved the disclosure
statement explaining Natchez Regional Medical Center's debt-
adjustment plan and scheduled a confirmation hearing for Sept. 26.
According to the report, secured creditor United Mississippi Bank,
owed about $1.5 million, is to be paid in full, while general
unsecured creditors with claims totaling $4.7 million are to be
paid from a liquidating trust.
About Natchez Regional
Based in Natchez, Mississippi, Natchez Regional Medical Center is
a full-service hospital offering comprehensive diagnostic and
treatment services for acute, subacute and ambulatory care.
Natchez Regional serves as a referral center for the five
Mississippi counties and two Louisiana parishes it serves, known
locally as the Miss-Lou. The hospital is owned by Adams County.
Natchez Regional Medical Center filed for Chapter 9 bankruptcy
protection (Bankr. S.D. Miss. Case No. 14-01048) on March 26,
2014. Eileen N. Shaffer, Esq., Attorney At Law, serves as
bankruptcy counsel. In its petition, the Center listed total
assets of $27.8 million and total debts of $20.80 million. The
petition was signed by Donny Rentfro, hospital CEO.
At the onset of the case, the 179-bed facility said intends to
have a term sheet outlining a sale of the facility to a "qualified
buyer." The hospital blamed financial problems on "ill-timed and
poorly integrated acquisition of physicians' practices and new
clinical technologies," the report related.
This is the Center's second bankruptcy filing in six years. It
filed a Chapter 9 petition on Feb. 12, 2009 (Bankr. S.D. Miss.
Case No. 09-00477). Eileen N. Shaffer, Esq., also represented the
Debtor as counsel in the 2009 case. The Debtor listed total
assets of between $10 million and $50 million, and total debts of
between $10 million and $50 million in the 2009 petition. Nathcez
Regional exited bankruptcy in December 2009 after a court approved
its plan of adjustment, in which all unsecured creditors owed
$5,000 were to be paid in full.
In the 2014 case, Bankruptcy Judge Neil P. Olack, who presides
over the case, has held that appointment of a patient care
ombudsman is unnecessary.
NATIONAL DEBT DEFENSE: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: National Debt Defense, Inc.
4025 Camino Del Rio S. Suite 300
San Diego, CA 92108
Case No.: 14-07283
Nature of Business: Consumer Finance
Chapter 11 Petition Date: September 11, 2014
Court: United States Bankruptcy Court
Southern District of California (San Diego)
Judge: Hon. Christopher B. Latham
Debtor's Counsel: Christopher V. Hawkins, Esq.
SULLIVAN, HILL, LEWIN, REZ & ENGEL
550 West C Street, Suite 1500
San Diego, CA 92101
Tel: 619-233-4100
Email: hawkins@sullivanhill.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Binh Bui, CEO.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/casb14-07283.pdf
NEFF CORP: Latest PE-Backed Bankruptcy Survivor to Launch IPO
-------------------------------------------------------------
Law360 reported that Florida-based construction equipment rental
company Neff Corp. became the latest private equity-backed
bankruptcy survivor to turn toward the public markets, outlining
plans for an initial public offering that by some estimates could
hit $200 million. According to the report, Neff, which exited
bankruptcy in 2010 following a $182 million infusion from Wayzata
Investment Partners LLC, filed with the U.S. Securities and
Exchange Commission to raise $100 million but has not yet
disclosed how many shares will be floated or the terms of the
sale.
About Neff Corp.
Privately held Neff Corp., doing business as Neff Rental, provides
construction companies, golf course developers, industrial plants,
the oil industry, and governments with reliable and quality
equipment that is delivered on time where it is needed. With more
than 1,000 employees operating from branches coast to coast, Neff
Rental is ranked by Rental Equipment Register (RER) magazine as
one of the nation's 10 largest equipment rental companies.
Neff Corp. and its units, including Neff Rental Inc. filed for
Chapter 11 on May 17, 2010 (Bankr. S.D.N.Y. Case No. 10-12610).
Based in Miami, Neff had assets of $299 million and debt of
$609 million as of the Petition Date, according to the disclosure
statement explaining the plan. Funded debt totals $580 million.
Revenue in 2009 was $192 million.
Neff selected an affiliate of Wayzata Investment Partners as the
successful bidder to sponsor its reorganization plan. The Plan
provides (i) cash recoveries available to second lien lenders
of $73 million, (ii) payment in full in cash or right to
participate in a rights offering for up to $181.6 million for
first lien lenders. In October, Neff Rental and its affiliates
emerged from Chapter 11.
NEW WESTERN: Posts $483K Net Loss for Q2 Ended June 30
------------------------------------------------------
New Western Energy Corporation filed its quarterly report on Form
10-Q, disclosing a net loss of $483,142 on $110,734 of oil and gas
sales for the three months ended June 30, 2014, compared with a
net loss of $808,928 on $11,797 of oil and gas sales for the same
period last year.
The Company's balance sheet at June 30, 2014, showed $2.59 million
in total assets, $2.75 million in total liabilities, and a
stockholders' deficit of $152,624.
At June 30, 2014, the Company had working capital deficit of $1.14
million, incurred a net loss applicable to New Western Energy
Corporation common stockholders of $1.75 million during the six
months ended June 30, 2014 and used cash in operating activities
of $1.3 million. These factors raise substantial doubt regarding
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/23PDEL
Irvine, Cal.-based New Western Energy Corporation is an oil and
gas and mineral exploration and production company with current
projects located in Oklahoma, Kansas and Texas. The Company has a
limited operating history with nominal revenues.
NEW YORK CITY OPERA: Asks for Oct. 28 Extension of Plan Deadline
----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that New York City
Opera filed, for the fourth time, a motion seeking further
extension of its exclusive right to propose a plan, saying it
still doesn't have a for emerging from Chapter 11. According to
the report, the opera house wants its plan filing deadline
extended until Oct. 28.
About New York City Opera
New York City Opera, Inc., sought Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 13-13240) on Oct. 3, 2013. Created 70
years ago, the company was once dubbed "the people's opera"
by Mayor Fiorello LaGuardia, and was a breeding ground for young
talent that included Beverly Sills and Placido Domingo.
The Opera estimated between $1 million and $10 million in both
assets and debt.
The petition was signed by George Steel, general manager and
artistic director. Kenneth A. Rosen, Esq., at Lowenstein Sandler
LLP, serves as the opera's counsel. Ewenstein Young & Roth LLP
serves as special counsel.
NEWLEAD HOLDINGS: Common Stock Delisted From NASDAQ
---------------------------------------------------
The NASDAQ Stock Market LLC filed on Sept. 11, 2014, a Form 25
with the U.S. Securities and Exchange Commission notifying that it
will remove from listing NewLead Holdings Ltd.'s common stock on
the Exchange. A security is considered to be delisted 10 days
after the filing of Form 25 with the SEC pursuant to Rule 12d2-2
of the Securities Exchange Act of 1934.
About NewLead Holdings Ltd.
Based in Athina, Greece, NewLead Holdings Ltd. --
http://www.newleadholdings.com/-- is an international, vertically
integrated shipping company that owns and manages product tankers
and dry bulk vessels. NewLead currently controls 22 vessels,
including six double-hull product tankers and 16 dry bulk vessels
of which two are newbuildings. NewLead's common shares are traded
under the symbol "NEWL" on the NASDAQ Global Select Market.
NewLead Holdings reported a net loss of $158.22 million on $7.34
million of operating revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $403.92 million on $8.92 million of
operating revenues in 2012. The Company's balance sheet at
Dec. 31, 2013, showed $151.33 million in total assets, $292.68
million in total liabilities and a $141.34 million total
shareholders' deficit.
EisnerAmper LLP, in New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013. The independent auditors noted that
the Company has incurred a net loss, negative operating cash
flows, a working capital deficiency, and shareholders' deficiency
and has defaulted under its credit facility agreements. Those
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
NII HOLDINGS: Capital World Investors No Longer a Shareholder
-------------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, Capital World Investors, a division of
Capital Research and Management Company, disclosed that as of
Sept. 9, 2014, it had ceased to beneficially own shares of common
stock of NII Holdings Inc. Capital World previously held
18,194,205 shares at Dec. 31, 2013. A copy of the regulatory
filing is available for free at http://is.gd/A2qzz4
About NII Holdings
With headquarters in Reston, Virginia, NII Holdings is an
international wireless operator with more than 7 million largely
post-pay, business subscribers.
The Company's balance sheet at June 30, 2014, showed
$7.44 billion in total assets, $8.02 billion in total liabilities
and a stockholders' deficit of $583.55 million.
* * *
As reported by the TCR on March 5, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on Reston, Va.-based
wireless carrier NII Holdings Inc. (NII) to 'CCC' from 'CCC+'.
"The downgrade follows the company's poor fourth-quarter 2013
results that were below our expectations, and its disclosure that
its auditors have uncertainty about the company's ability to
continue as a going concern," said Standard & Poor's credit
analyst Allyn Arden.
The TCR also reported on March 5, 2014, that Moody's Investors
Service downgraded the corporate family rating (CFR) of NII
Holdings Inc. ("NII" or "the company") to Caa1 from B3. The
downgrade reflects the company's poor 2013 operating performance
and the risk that the company will violate the covenants governing
its Mexican and Brazilian subsidiary debt, which could trigger an
event of default for up to $4.4 billion of debt issued by
intermediate holding companies NII Capital Corp. and NII
International Telecom S.C.A.
NORD RESOURCES: Inks Forbearance Agreement with Nedbank
-------------------------------------------------------
Nord Resources Corporation had entered into a Forbearance and Loan
Modification Agreement with Nedbank Limited dated Sept. 9, 2014.
Under the Agreement, Nedbank has agreed to forbear from the
exercise of its rights and remedies, as specified in the Second
Amended and Restated Credit Agreement by and between Nedbank and
Company dated March 31, 2009, in respect of approximately $52
million due and owing to Nedbank and its affiliates under the
Company's secured term loan facility, copper hedge program and
interest rate swap program, for a period of up to 45 days.
In addition Nedbank has agreed to lend the Company up to $350,000
in new advances through a revolving credit facility in order to
help fund critical budgeted operating expenses at the Johnson Camp
Mine during the forbearance period. The new advances will bear
interest at LIBOR plus 8.5% per annum. All advances and interest
thereon will mature and become due and payable upon the
termination or expiry of the forbearance period under the
Forbearance Agreement, and are secured against the Company's
assets.
About Nord Resources
Based in Tuczon, Arizona, Nord Resources Corporation
(TSX:NRD/OTCBB:NRDS.OB) -- http://www.nordresources.com/-- is a
copper mining company whose primary asset is the Johnson Camp
Mine, located approximately 65 miles east of Tucson, Arizona.
Nord commenced mining new ore in February 2009.
On June 2, 2010, Nord Resources appointed FTI Consulting to advise
on refinancing structures and strategic alternatives.
Nord Resources disclosed a net loss of $10.25 million on $8.14
million of net sales for the year ended Dec. 31, 2012, as compared
with a net loss of $10.31 million on $14.48 million of net sales
in 2011. The Company's balance sheet at Sept. 30, 2013, showed
$49.02 million in total assets, $73.40 million in total
liabilities and a $24.38 million total stockholders' deficit.
Mayer Hoffman McCann P.C., in Denver, Colorado, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012. The independent auditors noted
that the Company reported net losses of ($10,254,344) and
($10,316,294) during the years ended Dec. 31, 2012, and 2011,
respectively. In addition, as of Dec. 31, 2012 and 2011, the
Company reported a deficit in net working capital of ($57,999,677)
and ($51,783,180), respectively. The Company's significant
historical operating losses, lack of liquidity, and inability to
make the requisite principal and interest payments due under the
terms of the Amended and Restated Credit Agreement with its senior
lender raise substantial doubt about its ability to continue as a
going concern.
Bankruptcy Warning
"The Company's continuation as a going concern is dependent upon
its ability to refinance the obligations under the Credit
Agreement with Nedbank, the Copper Hedge Agreement with Nedbank
Capital, and the note payable with Fisher, thereby curing the
current state of default under the respective agreements. Any
actions by Nedbank, Nedbank Capital or Fisher Industries to
enforce their respective rights could force us into bankruptcy or
liquidation," according to the Company's annual report for the
year ended Dec. 31, 2012.
NORTEL NETWORKS: Settlement with Bondholders, BNY Approved
----------------------------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court has
approved Nortel Networks' settlement agreement resolving its
outstanding dispute with the supporting bondholders and Bank of
New York Mellon. According to the report, the parties agreed to
resolve the issue on postpetition interest by capping, at a fixed
amount, the amounts that the holders of Crossover Bonds
representing more than 95% of the outstanding principal amount of
all Crossover Bonds would be entitled to receive in respect of
postpetition interest.
The parties agreed that 'Post-Petition Interest Settlement Amount'
will be an amount equal to (a) $876 million plus (b) an additional
amount, equal to 3.50% per annum times the then outstanding
principal balance of the Guaranteed Bonds, up to a maximum amount
of $134 million, which additional amount will accrue on the unpaid
and outstanding principal balance of the Guaranteed Bonds that
remains unpaid and outstanding during the time of accrual for the
period from July 1, 2014 until the earlier of (x) June 30, 2015 or
(y) the date of the final distribution in respect of the
Guaranteed Bonds, BData related.
About Nortel Networks
Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications. Nortel did
business in more than 150 countries around the world. Nortel
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.
On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates
commenced a proceeding with the Ontario Superior Court of Justice
under the Companies' Creditors Arrangement Act (Canada) seeking
relief from their creditors. Ernst & Young was appointed to serve
as monitor and foreign representative of the Canadian Nortel
Group. That same day, the Monitor sought recognition of the CCAA
Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No.
09-10164) under Chapter 15 of the U.S. Bankruptcy Code.
That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).
In addition, the High Court of England and Wales placed 19 of
NNI's European affiliates into administration under the control of
individuals from Ernst & Young LLP. Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.
On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A. On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy
Court for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.
U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases. Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.
In the Chapter 11 case, James L. Bromley, Esq., at Cleary Gottlieb
Steen & Hamilton, LLP, in New York, serves as the U.S. Debtors'
general bankruptcy counsel; Derek C. Abbott, Esq., at Morris
Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware
counsel. The Chapter 11 Debtors' other professionals are Lazard
Freres & Co. LLC as financial advisors; and Epiq Bankruptcy
Solutions LLC as claims and notice agent.
The United States Trustee appointed an Official Committee of
Unsecured Creditors in respect of the U.S. Debtors. An ad hoc
group of bondholders also was organized.
Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in
New York, and Christopher M. Samis, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware, represent the Official
Committee of Unsecured Creditors.
An Official Committee of Retired Employees and the Official
Committee of Long-Term Disability Participants tapped Alvarez &
Marsal Healthcare Industry Group as financial advisor. The
Retiree Committee is represented by McCarter & English LLP as
Delaware counsel, and Togut Segal & Segal serves as the Retiree
Committee. The Committee retained Alvarez & Marsal Healthcare
Industry Group as financial advisor, and Kurtzman Carson
Consultants LLC as its communications agent.
Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.
As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion. The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies. As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.
Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers. Nortel has collected roughly $9 billion for
distribution to creditors. Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation. The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction. The
deal closed in July 2011.
Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court. The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.
Judge Gross and the court in Canada scheduled trials in 2014 on
how to divide proceeds among creditors in the U.S., Canada, and
Europe.
NORTHERN FRONTIER: S&P Affirms 'B-' CCR Then Withdraws It
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B-' long-term
corporate credit rating on Northern Frontier Corp. The outlook is
stable. Following this, S&P withdrew its rating at the issuer's
request.
S&P assigned its rating to the company May 21, 2014, in
conjunction with its plan to enter a C$75 million, second-lien
secured notes deal to finance its Central Water & Equipment
Services Ltd. acquisition. "Northern Frontier did not complete
the notes transaction; instead, it used a combination of debt and
equity to complete the purchase and refinance its existing credit
facilities," said Standard & Poor's credit analyst Aniki Saha-
Yannopoulos.
Northern Frontier is small oilfield service company operating
exclusively in Alberta.
ORCHARD SUPPLY: Has Deal With ACE Over $8.9MM in Insurance Funds
----------------------------------------------------------------
Law360 reported that Orchard Supply Hardware Stores Corp.'s
liquidation trustee asked a Delaware bankruptcy judge to bless a
settlement with ACE American Insurance Co. that resolves the
insurer's claims on nearly $9 million in funds and recovers about
$1.3 million for creditors. According to the report, the proposed
deal would see ACE use about $7.6 million previously drawn from
letters of credit to purchase a policy covering Orchard's
obligations under a prepetition insurance program, and return the
remaining $1.3 million to the liquidation trust for distribution
to creditors.
About Orchard Supply
San Jose, Cal.-based Orchard Supply Hardware Stores Corporation,
which operates neighborhood hardware and garden stores focused on
paint, repair and the backyard, and two affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 13-11565) on June 16,
2013, to facilitate a restructuring of the company's balance sheet
and a sale of its assets for $205 million in cash to Lowe's
Companies, Inc., absent higher and better offers. In addition to
the $205 million cash, Lowe's has agreed to assume payables owed
to nearly all of Orchard's supplier partners.
At the outset of bankruptcy, Orchard had 89 stores in California
and two in Oregon. Orchard was 80.1 percent owned by Sears
Holdings Corp. until spun off in December 2011.
Bankruptcy Judge Christopher S. Sontchi oversees the case.
Michael W. Fox signed the petitions as senior vice president and
general counsel. The Debtors disclosed total assets of
$441,028,000 and total debts of $480,144,000.
Stuart M. Brown, Esq., at DLA Piper LLP (US), in Wilmington,
Delaware; and Richard A. Chesley, Esq., Chun I. Jang, Esq., and
Daniel M. Simon, Esq., at DLA Piper LLP (US), in Chicago,
Illinois, are the Debtors' counsel. Moelis & Company LLC serves
as the Debtors' investment banker. FTI Consulting, Inc., serves
as the Debtors' financial advisors. A&G Realty Partners, LLC,
serves as the Debtors' real estate advisors. BMC Group Inc. is
the Debtors' claims and noticing agent.
The Official Committee of Unsecured Creditors appointed in case
has retained Pachulski Stang Ziehl & Jones LLP as counsel, and
Alvarez & Marsal as financial advisors.
Lowe's Cos. completed the $205 million acquisition of 72 of
Orchard Supply's 91 stores.
The Company changed its name to OSH 1 Liquidating Corporation and
reduced the size and simplified the structure of the Board of
Directors effective as of Aug. 20, 2013.
OXYSURE SYSTEMS: Signs $2.4 Million Contract With Ajad Medical
--------------------------------------------------------------
OxySure Systems, Inc., has signed a distribution contract with
Ajad Medical to be the Company's exclusive distributor in the
Kingdom of Saudi Arabia. The contract has a minimum contract
value of $2.46 million and requires a minimum purchase of 18,000
units of the Company's portable emergency oxygen system (Model
615) and replacement cartridges over three years to maintain
exclusivity.
As one if its key initiatives, Ajad Medical intends to deploy
OxySure as a safety and resuscitation solution for the massive
annual pilgrimage to the city of Mecca, called the Hajj.
Attendance of the 12-day religious ceremony has grown dramatically
and is expected to comprise approximately four million pilgrims in
2014. The growing number of pilgrims poses a logistics challenge
for the Saudi government who has, since the 1950s, spent more than
$100 billion to enhance pilgrimage facilities and safety.
Julian Ross, CEO of OxySure, stated, "We first met the management
of Ajad Medical at the Medica conference in Dusseldorf, Germany in
November 2013. Since then, we have come a long way in our
negotiations, and we are pleased to now welcome Ajad Medical to
our growing list of global distribution partners. We look forward
to working with Ajad's management to deploy OxySure in their
various vertical markets, including as an emergency solution for
the millions of pilgrims that visit Saudi Arabia each year."
The OxySure Model 615 is a pioneering technology that is defining
a new market with no direct competition. Protected by a robust
patent portfolio, the Company's Model 615 targets enormous end
markets that are at least as large as the install base for
automated external defibrillators, which exceeds two million
units, and potentially as large as the fire extinguisher base,
which exceeds 100 million units in the U.S. and more than 500
million units globally.
About OxySure Systems
Frisco, Tex.-based OxySure Systems, Inc. (OTC QB: OXYS) is a
medical technology company that focuses on the design, manufacture
and distribution of specialty respiratory and emergency medical
solutions. The company pioneered a safe and easy to use solution
to produce medically pure (USP) oxygen from inert powders. The
Company owns nine (9) issued patents and patents pending on this
technology which makes the provision of emergency oxygen safer,
more accessible and easier to use than traditional oxygen
provision systems.
The Company incurred a net loss of $712,452 in 2013 as compared
with a net loss of $1.14 million in 2012.
As of June 30, 2014, the Company had $2.02 million in total
assets, $1.15 million in total liabilities and $867,239 in total
stockholders' equity.
Sadler, Gibb & Associates, LLC, in Salt Lake, UT, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013. The independent auditors noted
that the Company had accumulated losses of $15,287,647 as of
Dec. 31, 2013, which raises substantial doubt about its ability to
continue as a going concern.
PARMALAT SPA: Ordered to Pay $431MM to Citigroup
------------------------------------------------
Law360 reported that Parmalat SpA has been ordered by an Italian
court to abide by a U.S. judgment awarding Citigroup Inc. $431
million in a legal saga over Parmalat's 2003 bankruptcy, the bank
confirmed, after a New Jersey appeals court found in 2011 that the
dairy company had defrauded Citigroup. According to the report,
the 2011 judgment came from a suit accusing Citigroup of helping
hide its debt from investors in a massive criminal fraud that
caused the company's demise. The Court of Appeal of Bologna said
Thursday that the judgment is valid, the report related.
About Parmalat S.p.A.
Headquartered in Milan, Italy, Parmalat S.p.A. --
http://www.parmalat.net/-- sells nameplate milk products that
can be stored at room temperature for months. It also has about
40 brand product lines, which include yogurt, cheese, butter,
cakes and cookies, breads, pizza, snack foods and vegetable
sauces, soups and juices.
Parmalat S.p.A. and its Italian affiliates filed separate
petitions for Extraordinary Administration before the Italian
Ministry of Productive Activities and the Civil and Criminal
District Court of the City of Parma, Italy on Dec. 24, 2003. Dr.
Enrico Bondi was appointed Extraordinary Commissioner in each of
the cases. The Parma Court declared the units insolvent.
On June 22, 2004, Dr. Bondi, on behalf of the Italian entities,
sought protection from U.S. creditors by filing a petition under
Sec. 304 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
04-14268).
Parmalat's U.S. operations filed for Chapter 11 protection on
Feb. 24, 2004 (Bankr. S.D.N.Y. Case No. 04-11139). Gary Holtzer,
Esq., and Marcia L. Goldstein, Esq., at Weil Gotshal & Manges
LLP, represented the U.S. Debtors. When the U.S. Debtors filed
for bankruptcy protection, they reported more than US$200 million
in assets and debts. The U.S. Debtors emerged from bankruptcy on
April 13, 2005.
Three special-purpose vehicles established by Parmalat S.p.A. --
Dairy Holdings Ltd., Parmalat Capital Finance Ltd., and Food
Holdings Ltd. -- commenced separate winding up proceedings before
the Grand Court of the Cayman Islands. Gordon I. MacRae and
James Cleaver of Kroll (Cayman) Ltd. were appointed liquidators
in the cases. On Jan. 20, 2004, the Liquidators filed a Sec. 304
petition (Bankr. S.D.N.Y. Case No. 04-10362). Gregory M.
Petrick, Esq., at Cadwalader, Wickersham & Taft LLP, and Richard
I. Janvey, Esq., at Janvey, Gordon, Herlands Randolph,
represented the Finance Companies in the Sec. 304 case.
The Honorable Robert D. Drain presided over the Parmalat Debtors'
U.S. cases and Sec. 304 cases. In 2007, Parmalat obtained a
permanent injunction in the Sec. 304 cases.
PHOENIX DIGITAL: KMJ Corbin & Co. Raises Going Concern Doubt
------------------------------------------------------------
Phoenix Digital Solutions, LLC, filed with the U.S. Securities and
Exchange Commission on Aug. 19, 2014, its annual report on Form
10-K for the fiscal year ended May 31, 2014.
"Because of the uncertain nature of the negotiations that lead to
license revenues, there is no assurance that the Company will
receive any future revenues from license agreements, or if it
does, that such license revenues in the future will be consistent
with amounts received in the past. These factors raise
substantial doubt about the Company's ability to continue as a
going concern, according to the regulatory filing," KMJ Corbin &
Company LLP, the auditor, said in its report.
The Company had net income of $209,355 on $5.02 million of license
revenues for the fiscal year ended May 31, 2014, compared with net
income of $4.35 million on $12.57 million of license revenues in
2013.
The Company's balance sheet at June 30, 2014, showed $1.31 million
in total assets, $1.12 million in total liabilities, and
stockholders' equity of $191,962.
A copy of the Form 10-K is available at:
http://is.gd/ne4Oka
Phoenix Digital Solutions is a patent-licensing company and a
joint-venture entity of Patriot Scientific Corp., that pursues the
commercialization of Patriot Scientific's patented microprocessor
technologies through broad and open licensing.
PHOENIX PAYMENT: Okayed to Tap Raymond James as Investment Banker
-----------------------------------------------------------------
Law360 reported that a Delaware bankruptcy judge allowed card
transaction processor Phoenix Payment Systems Inc. to hire Raymond
James & Associates Inc. as its investment banker after the debtor
and its controlling stakeholder worked out differences over the
application in an agreement that could reduce part of the firm's
transaction fee. According to the report, at a hearing in
Wilmington, Delaware, Phoenix Payment attorney Russell C.
Silberglied of Richards Layton & Finger PA told U.S. Bankruptcy
Judge Mary F. Walrath that the debtor had worked out a deal in
which Raymond James would be paid 8.5 percent of transaction value
more than $12 million if the car processor were to be sold at a
price that exceeds the $50 million stalking horse bid -- now
pending from North American Bancard LLC -- instead of the 10
percent it would have originally received.
About Phoenix Payment
Founded in 2004, Phoenix Payment Systems, Inc., aka Electronic
Payment Systems, aka EPX, is an international payment processor
with corporate headquarters in Wilmington, Delaware, and
technology headquarters in Phoenix, Arizona. It provides
acceptance, processing, support, authorization and settlement
services for credit card, debit card and e-check payments.
Providing processing services at more than 8,700 locations
worldwide, PPS processed, in multiple currencies, 280 million
transactions in 2013 and expects to process 400 million in 2014.
Phoenix Payment Systems sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 14-11848) on Aug. 4,
2014, to quickly sell its assets.
As of the Petition Date, the Debtor had total outstanding
liabilities and other obligations of $16.6 million and 9.8 million
shares of outstanding preferred and common stock. Debt to secured
creditor The Bancorp Bank is estimated at $6.2 million.
Judge Mary F. Walrath presides over the case.
The Debtor's attorneys are Richard J. Bernard, Esq., at Foley &
Lardner LLP, in New York; and Mark D. Collins, Esq., Russell
Siberglied, Esq., Zachary I Shapiro, Esq., and Marisa A.
Terranova, Esq., at Richards Layton & Finger, P.A., in Wilmington,
Delaware. The Debtor's banker and financial advisor is Raymond
James & Associates, Inc., while Bederson, LLC, is the Debtor's
accountant. PMCM, LLC, provides advisory services and executive
leadership to the Debtor. The Debtor's claims and noticing agent
is Omni Management Group, LLC.
The U.S. Trustee for Region 3 has appointed three members to the
Official Committee of Unsecured Creditors.
PIKE CORP: S&P Assigns 'B' CCR & Rates $390MM 1st Lien Debt 'B+'
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B'
corporate credit rating to Pike Corp. The outlook is stable.
At the same time, S&P assigned its 'B+' issue-level and '2'
recovery ratings to the company's proposed $100 million senior
secured first-lien revolver and $290 million first-lien term loan.
The '2' recovery rating indicates S&P's expectation for
substantial recovery (70%-90%; at the low end of the range) for
the lenders in the event of payment default.
S&P also assigned its 'CCC+' issue-level and '6' recovery ratings
to the company's proposed $150 million senior secured second-lien
term loan. The '6' recovery rating indicates S&P's expectation
for negligible recovery (0%-10%) for the lenders in the event of a
payment default.
"The rating on Pike reflects our view of the company's relatively
small scale, concentrated customer base, and exposure to cyclical
end markets," said Standard & Poor's credit analyst Nishit
Madlani. "The rating also reflects the company's established
position and favorable reputation within its core service
offerings, which support EBITDA margins that are average and
sustainable, in our view."
The stable rating outlook on Pike reflects S&P's expectation that
leverage will remain steady -- marginally above 5x over the next
12 months -- but with slightly positive FOCF, based on growth in
the transmission, distribution, and engineering services segments.
S&P could lower the rating during the next 12 months if FOCF
generation is likely to be negative and if it believes that debt
to EBITDA will trend significantly higher than 5.0x on a sustained
basis. This could occur as a result of a meaningful deterioration
in EBITDA margins due to uncompetitive pricing or the loss of a
key contractual relationship.
S&P considers an upgrade unlikely during the next 12 months
because it believes the company's financial risk profile will
remain "highly leveraged," given its large debt burden relative to
its size and S&P's general view of its financial policy. However,
an upgrade could occur if S&P believes the company could sustain
FOCF to debt at more than 5% and through a sustained demonstration
of debt reduction (debt to EBITDA approaching 4.0x) with internal
cash flow, and if S&P believes there is considerably lower risk of
releveraging.
PLATFORM SPECIALTY: S&P Affirms 'BB' Rating on $300MM Debt Add-on
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB' issue rating
on Platform Specialty Products Corp.'s senior secured credit
facilities. The recovery rating remains '3', indicating S&P's
expectation of meaningful recovery (50% to 70%) in the event of a
payment default.
At the same time, S&P affirmed its 'BB' corporate credit rating on
Platform. The outlook is stable.
The ratings on Platform reflect S&P's assessment of the company's
business risk profile as "satisfactory" and its financial risk
profile as "significant". "Although the addition of the Agriphar
business is a modest positive, we do not believe it meaningfully
improves the business risk profile," said Standard & Poor's credit
analyst Seamus Ryan. Despite the considerable increase in debt to
fund the CAS and Agriphar acquisitions, S&P expects Platform to
generate earnings and cash flow sufficient to reduce debt to
EBITDA below 4.0x in 2015 and maintain its "significant" financial
risk profile.
S&P's initial analytical outcome (anchor) of 'bb+' indicates that
it believes the company's somewhat limited scale of operations and
its exposure to cyclical end markets leads to a business risk
profile that is relatively weaker than other companies with
"satisfactory" business risk profiles. In addition, S&P adjusts
its anchor downward by one notch because it applies a negative
financial policy modifier, reflecting S&P's expectation that
Platform could increase leverage beyond its base-case scenario
assumptions as it continues to pursue a strategy of growth through
acquisitions.
"Our assessment of Platform's business risk profile reflects our
expectation that the company will continue to benefit from its
leading positions in niche markets that make up a majority of
sales, improved product and end-market diversity from the CAS and
Agriphar acquisitions, and good geographic diversification. We
believe the company will keep improving operating results by
placing increasing emphasis on its higher-margin businesses and
new product development. Even after the Agriphar acquisition, we
expect Platform's low fixed-cost structure and limited capital
intensity to bolster earnings and cash flow generation. The
company's technical services component should provide some barrier
to entry. These factors should continue to support credit
quality, even in the event of a modest economic downturn," S&P
said.
"Our assessment of Platform's financial risk profile reflects our
expectation that leverage should improve following the close of
the CAS and Agriphar acquisitions. Through warrant exercises and
private placement, the company has issued over $450 million in
equity in the first half of 2014. This equity, along with good
cash flow generation, allows the company to limit the increase in
pro forma leverage required to fund the CAS and Agriphar
acquisitions. We also expect the company will continue to
generate good free cash flow, which it could use to repay debt or
fund smaller acquisitions. At the ratings, we do not expect
Platform to increase leverage to fund additional acquisitions over
the next year," S&P added.
The stable outlook reflects S&P's expectations that Platform will
be able to complete and integrate the CAS and Agriphar
acquisitions successfully over the next year. S&P expects the
company's operating performance, cash flow generation, and
financial policies will support the rating. S&P also believes the
company's approach to funding growth will not stretch credit
measures beyond its expectations at the rating. In the absence of
further acquisitions, S&P would expect the company to maintain
debt to EBITDA no more than 4.0x. Following any acquisitions, S&P
would expect pro forma debt to EBITDA to remain below 5.0x at
close, but decline to below 4.0x within 12 months.
S&P could lower the ratings if integration problems, unexpected
weakness in global demand, or a very weak agricultural season
combined with leverage from acquisitions pushes credit measures
such that debt to EBITDA remains more than 5.0x, with limited
prospect of improvement in the near term. S&P could also lower
ratings if the company takes a more aggressive approach to funding
growth investments that leads to leverage near 5.0x on a sustained
basis.
While S&P considers an upgrade less likely, it could raise the
ratings if the company is able to improve and maintain its debt to
EBITDA below 3.0x over a sustained period. To raise ratings S&P
would also expect the company to commit to this stronger financial
risk profile, a step S&P views as unlikely given the company's
strategy of growth through acquisitions. S&P could also raise
ratings over the longer term if further acquisitions strengthen
the business risk profile without meaningful deterioration of
credit measures.
PRA HEALTH: Moody's Says S-1 Filing No Impact on B2 Rating
----------------------------------------------------------
Moody's commented that the filing of an S-1 registration statement
by PRA Health Sciences, Inc. (PRA; B2 negative) is credit
positive. PRA says in the filing that it plans to use the proceeds
of the offering to repay debt. There are no changes to the rating
or outlook at this time. If PRA completes an IPO and planned debt
repayment, then there could be a positive change to the ratings or
outlook.
PRA is a contract research organization (CRO) that assists
pharmaceutical and biotechnology companies in developing and
gaining regulatory approvals for drug compounds. PRA generated net
service revenues of approximately $1.1 billion for the twelve
months ended June 30, 2014. PRA is owned by Kohlberg Kravis
Roberts & Co. (KKR).
PROLOGIS INC: Fitch Affirms BB+ Rating on $78.2MM Preferred Stock
-----------------------------------------------------------------
Fitch Ratings has affirmed the credit ratings for Prologis, Inc.
(NYSE: PLD) and its rated subsidiaries as follows:
Prologis, Inc.
-- Issuer Default Rating (IDR) at 'BBB';
-- $78.2 million preferred stock at 'BB+'.
Prologis, L.P.
-- IDR at 'BBB';
-- $2.5 billion global senior credit facility at 'BBB';
-- $5.6 billion senior unsecured notes at 'BBB';
-- $460 million senior unsecured exchangeable notes at 'BBB';
-- EUR500 million multi-currency senior unsecured term loan at
'BBB'.
Prologis Tokyo Finance Investment Limited Partnership
-- JPY45 billion senior unsecured revolving credit facility at
'BBB'.
-- JPY40.9 billion senior unsecured term loan at 'BBB'.
The Rating Outlook has been revised to Positive from Stable.
Key Rating Drivers
The Positive Outlook reflects the material improvement in the
company's liquidity position, increasing cash flow in excess of
fixed charges, reflecting strong property fundamentals and the
expectation that leverage will decline to levels commensurate with
a 'BBB+' IDR. Prologis reduced leverage over the past year by
growing EBITDA and repaying debt with proceeds from asset sales
and contributions to co-investment ventures. However, leverage
remains high for the 'BBB' rating (pro-rata 7.5x in second quarter
2014 [2Q'14] and 7.8x for the trailing 12 months (TTM) ended June
30, 2014, due in part to the company's land holdings).
Credit strengths include strong asset quality, excellent access to
capital, and a global platform with diversification by location
and tenant. Prologis has adequate unencumbered asset coverage of
unsecured debt. The main credit concerns are the high leverage and
the continued increase in the company's speculative development
pipeline which results in elevated lease-up risk.
Material Improvement in Liquidity; Change in Strategy
Prologis improved its liquidity position over the past year and
Fitch expects PLD will seek to maintain sufficient liquidity
before considering proceeds from dispositions and contributions.
While Fitch expects PLD will continue to match fund its
development expenditures with dispositions and contributions,
maintaining sufficient liquidity before the match-funding reduces
the risks to unsecured bondholders during periods of capital
markets dislocation.
The company's liquidity coverage ratio improved to 1.2x for the
period July 1, 2014 to Dec. 31, 2016 from 0.8x a year prior as a
result of multiple bond offerings and increased availability under
the bank facility agreements, despite the offsetting effect of
using some of the proceeds to tender for longer dated bonds. Fitch
defines liquidity coverage as liquidity sources divided by uses
for the period July 1, 2014 to Dec. 31, 2016. Liquidity sources
include unrestricted cash, availability under revolving credit
facilities pro forma for the repurchase of 2017-2018 notes in July
2014, and projected retained cash flows from operating activities.
Liquidity uses include pro rata debt maturities after extension
options at PLD's option, projected recurring capital expenditures,
and pro rata cost to complete development. Under a scenario by
which the company's 3.25% exchangeable debentures convert to
equity in 2015, liquidity coverage would improve to 1.5x.
On a pro forma basis, only 0.4% of pro rata debt matures for the
remainder of 2014, followed by 8.5% in 2015 and 8.1% in 2016.
Internally generated liquidity is moderate as the company's
adjusted funds from operations (AFFO) payout ratio was 83.5% in
2Q'14, down from 95.4% in full year 2013. Based on the current
payout ratio, the company would retain approximately $130 million
in annual cash flow.
Improving Fundamentals and Fixed-Charge Coverage
Positive net absorption continues to benefit PLD's portfolio while
macro industrial indicators such as manufacturing levels, housing
starts and homebuilder confidence indicate that demand may
continue to outpace supply. The company's average net effective
rent change on rollover was 6.4% for the TTM ended June 30, 2014,
up from 4.5% on average in 2013. Average occupancy also increased
to 94.5% for the TTM ended June 30, 2014 from 94.1% on average for
2013, and cash same-store net operating income (NOI) grew by 3.6%
on average for the TTM ended June 30, 2014, up from 1.6% on
average in 2013.
Pro rata fixed-charge coverage (FCC) was 2.4x in 2Q'14 (2.1x TTM),
up from 1.8x in 2013. Fitch defines pro rata FCC as pro rata
recurring operating EBITDA less pro rata recurring capital
expenditures less straight-line rent adjustments divided by pro
rata interest incurred and preferred stock dividends.
Fitch projects that a minor increase in occupancy and rental rate
growth in the high single digits (since in-place rents over the
next several years remain approximately 10% below market rents)
will result in 3%-4% same store NOI (SSNOI) growth over the next
several years. This should result in FCC sustaining in the 2.5x to
3.0x range, which is appropriate for a 'BBB+' rating.
High Leverage Expected to Decline
PLD's 7.5x pro rata debt-to-EBITDA ratio as of June 30, 2014 is
high for the 'BBB' rating. Fitch projects that pro rata leverage
will decline through 2016 to approximately 6.5x due primarily to
SSNOI growth. Fitch's leverage threshold of 6.5x for a 'BBB+'
rating for Prologis acknowledges the company's strong asset
quality and lower portfolio yields.
Pro Rata Treatment
Fitch looks primarily at pro rata leverage (pro rata net debt-to-
pro rata recurring operating EBITDA) rather than consolidated
metrics given Fitch's expectation that PLD has and would in the
future support or recapitalize unconsolidated entities, its
agnostic view toward property management for consolidated and
unconsolidated assets, and its focus on pro rata portfolio and
debt metrics. As a supplementary measure, Fitch calculates
consolidated leverage as consolidated net debt-to-consolidated
recurring operating EBITDA plus Fitch's estimate of recurring cash
distributions from unconsolidated co-investment ventures, since
these cash distributions benefit unsecured bondholders. However,
this supplementary measure may understate leverage given the
inclusion of cash distributions from joint ventures but exclusion
of the corresponding non-recourse debt. Fitch does not expect
Prologis to take any of the co-investment ventures' assets or debt
onto its balance sheet over the next several years.
Excellent Access to Capital
The company issued $9 billion in unsecured bonds since 2009 (using
the proceeds to refinance and repurchase bonds) and $3.7 billion
of follow-on common equity at a weighted average discount of 1.8%
to consensus estimated net asset value. The company also has a
$750 million at-the-market equity offering program, though it has
yet to utilize this program. Debt issuance volumes have been
particularly strong over the past year as the company has issued
EUR1.9 billion and $1.75 billion of bonds since August 2013.
Strategic capital is another important source of funding for PLD.
In 2014, PLD formed Prologis U.S. Logistics Venture with Norway's
sovereign wealth fund NBIM (the second venture between NBIM and
Prologis following the formation of Prologis European Logistics
Partners Sarl in 2013). Strategic capital raises also include
publicly traded vehicles (FIBRA Prologis and Nippon Prologis
REIT). The company rationalized and restructured certain of its
investment ventures to increase the permanency of its capital and
reduce the inter-dependence over the past several years, which
Fitch views favorably.
Global Platform
Prologis had $51.6 billion of assets under management as of June
30, 2014 and the global platform limits the risk of over-exposure
to any one region's fundamentals. PLD derived 83.3% of its 2Q'14
NOI from Prologis-defined global markets (56.2% in the Americas,
21.8% in Europe, and 5.3% in Asia), and the remaining 16.7% of
2Q'14 NOI was derived from regional and other markets. The
portfolio generally has proximity to ports or intermodal yards,
cross-docking capabilities and structural items such as tall
clearance heights.
The portfolio has limited tenant concentration, which is a credit
strength, as only the top four tenants comprise more than 1% of
annual base rent (ABR). PLD's top tenants at March 31, 2014 were
DHL (2.1% of ABR), CEVA Logistics (1.4% of ABR), Kuehne & Nagel
(1.3% of ABR) and Geodis (1.2% of ABR).
Adequate Unencumbered Asset Coverage
Prologis has adequate contingent liquidity with unencumbered
assets (2Q'14 unencumbered NOI divided by a stressed 8%
capitalization rate) to unsecured debt of 2.0x. When applying a
stressed 50% haircut to the book value of land held and a 25%
haircut to construction in progress, unencumbered asset coverage
improves to 2.2x.
Increasing Speculative Development
PLD's strategy of developing industrial properties centers on
value creation and complements the company's core business of
collecting rent from owned assets. After construction and
stabilization, the company either holds such assets on its balance
sheet or contributes them to managed co-investment ventures. PLD
endeavors to match-fund development expenditures and acquisitions
with cash from dispositions or contributions of assets to the
ventures. If the company does not anticipate disposition or
contribution volumes, PLD management has stated that the company
would scale back development starts and acquisitions accordingly,
though the sector has a mixed track record of forecasting market
cycles.
Fitch views PLD's improved focus on risk management related to its
business, including development (i.e. Prologis Integrated Risk
Index) favorably. Development is substantially smaller today with
total expected investment (TEI) at 9.1% of undepreciated assets at
June 30, 2014 versus 31.8% at year-end 2007 (ProLogis and AMB
Property Corporation pro forma). Costs to complete are 3.7% of
undepreciated assets at June 30, 2014 (2.8% pro rata) compared
with 14.1% at year-end 2007. However, speculative development
increased post-merger to 82.4% at June 30, 2014 from 58.2% in 2013
and 43.2% in 2012, which illustrates elevated lease-up risk.
Preferred Stock Notching
The two-notch differential between PLD's IDR and its preferred
stock rating is consistent with Fitch's 'Treatment and Notching of
Hybrids in Nonfinancial Corporate and REIT Credit Analysis'
criteria report dated Dec. 23, 2013, as PLD's preferred securities
have cumulative coupon deferral options exercisable by PLD and
thus have readily triggered loss-absorption provisions in a going
concern.
Prologis Tokyo Finance Investment Limited Partnership
Fitch has assigned a senior unsecured guaranteed notes rating of
'BBB' to Prologis Tokyo Finance Investment Limited Partnership,
which is a wholly-owned subsidiary of Prologis, Inc. Prologis,
Inc. and Prologis, L.P. guarantee the obligations of Prologis
Tokyo Finance Investment Limited Partnership.
Rating Sensitivities
The following factors may result in a ratings upgrade to 'BBB+':
-- Fitch's expectation of pro rata leverage sustaining below 6.5x
is Fitch's primary rating sensitivity (pro rata leverage was
7.5x in 2Q'14 and 7.8x TTM);
-- Fitch's expectation of consolidated leverage sustaining below
6x (consolidated leverage was 6.1x in 2Q'14 and 6.5x TTM. Fitch
defines consolidated leverage as net debt to recurring
operating EBITDA including recurring cash distributions from
unconsolidated entities to Prologis);
-- Fitch's expectation of liquidity coverage sustaining above
1.25x (this ratio is 1.2x for the period July 1, 2014 to Dec.
31, 2016 but improves to 1.5x under a scenario by which the
company's 3.25% exchangeable debentures convert to equity in
2015);
-- Fitch's expectation of FCC sustaining above 2x (this ratio was
2.4x in 2Q'14 and 2.1x TTM);
The following factors may result in negative action on the ratings
and/or Rating Outlook:
-- Fitch's expectation of pro rata leverage sustaining above 7.5x;
-- Fitch's expectation of consolidated leverage sustaining above
7.0x;
-- Fitch's expectation of liquidity coverage sustaining below
1.0x;
-- Fitch's expectation of FCC sustaining below 1.5x.
PUERTO RICO: Perry Capital, Other Hedge Funds Provide Support
-------------------------------------------------------------
Michael Corkery, writing for The New York Times' DealBook,
reported that a group of 28 hedge funds and other investment firms
are dispensing unofficial advice, providing public relations
support, and offering to lend money to Puerto Rico. According to
the report, the hedge funds, including Perry Capital, Fir Tree
Partners and other members of the self-styled Ad Hoc Group of
investors, have bought $4.5 billion of Puerto Rico government
guaranteed and tax-supported bonds -- or roughly 10 percent of the
total -- making them a financial and political force on the
island.
QUEST SOLUTION: Acquires Airframe Inspection Technology
-------------------------------------------------------
Quest Solution, Inc., disclosed it has acquired an Airframe
Inspection system for commercial and military aircraft. The
license, acquired from Rampart Detection Systems, will be held in
the Company's recently formed Intellectual Property Division which
has announced gun safety and mining technology additions as well.
"Aviation Week estimates the Aircraft and Maintenance business is
a $17.5 billion industry. We expect that selling this service on
a savings basis will yield tremendous growth," stated Kurt Thomet,
president, Quest Solution, Inc. "Quest Solution possesses the
reputation and leadership in our core company verticals as well as
specific leadership in our new Intellectual Property division to
pursue this enormous market opportunity."
"Mr. Augie Sick, who recently joined our Board, will oversee the
introduction of this dynamic technology in the commercial
marketplace," added Jason Griffith, CEO of Quest Solution, Inc.
"I am greatly pleased by our recent acquisitions under our IP
banner and that we have the specific management team to ensure a
success. It takes both."
Highlights of the Air Frame inspection system are:
* Patent Pending Exclusive Technology incorporates a novel form
of electrodynamic imaging, along with proprietary signal
processing algorithms which employ rugged, highly sensitive
sensors optimized for secure reliable service.
* Aircraft are required by the FAA (Federal Aeronautics
Association) to be C level and D level inspected at certain
hours of operation. C Level inspections require up to 6,000
man hours and D level inspections require up to 50,000 hours
and cost as much as $ 1M. These inspections are currently
performed using X-Ray Technology which requires much
disassembly of the aircraft to accomplish and take aircraft
out of operation for weeks.
* The System under this license is expected to reduce costs by
as much as $250,000 to $500,000 per aircraft because of lower
labor costs, faster inspections and more efficient overall
inspection procedures.
* This mobile solution has been tested on Sikorsky Helicopters
with results that support the superior performance and time
saving capabilities.
* The Company is currently soliciting strategic partners to
establish pilot projects and take the solution out of the lab
and into production.
Secures License for Gun Barrel Detection System
Quest Solution acquired from Rampart Detection Systems a Gun
Barrel Detection system for schools and other public buildings.
The license will be held in the Company's recently formed
Intellectual Property Division.
The technology allows for the identification of metal gun barrels
at a point of entry such as a school, church, office or government
building's main entrance. Patent Pending Exclusive Technology
incorporates a novel form of electrodynamic imaging, along with
proprietary signal processing algorithms which employ low-cost,
rugged, small-sized sensors optimized for secure reliable service.
With the Gun Barrel Detection System installed on all primary
access doors, the system is designed to send an alert, built on
existing security systems or from a major cellular partner, to
First Responders, Responsible School Administrators, teachers and
staff as desired by the facility when a gun barrel is identified.
The system also utilizes cameras for recording of the event.
"We are tremendously pleased to have acquired the rights to this
important technology and to seek its immediate deployment into
settings where safety is paramount," said Kurt Thomet, president,
Quest Solution. "This has been a lengthy development process for
the Company as we looked to expand upon our core verticals with
the formation of the new Intellectual Property division. Now, with
two active and experienced Advisory Board Members installed in
this division, we can add robust technologies to the Company's
service offerings."
Quest Solution believes that insurance carriers may reduce
insurance premiums to school districts that deploy the safety
technology. According to the U.S. Department of Education and the
National Center of Education Statistics, there were approximately
132,183 schools (public and private) in the United States in the
release of their last report covering the 2010-2011 school year
(not counting college campuses). Quest Solution, Inc., believes
all of these are included in the potential market size. Public
buildings and a global market are also potential and viable growth
areas. In total, a billion dollar market is estimated in this
sector, while at the same time saving our clients' money over
existing systems monitoring systems.
Investor Site and Presentation
Quest Solution had released its new Investor Site and Investor
Presentation for interested parties. Investors can obtain this
information at the following link:
http://questsolution.com/investors.html
The Investor Presentation gives a current portrait of the
Company's operations and management. The Investor Site provides a
perpetually updating resource for interested parties to obtain
more information about the Company.
"We endeavor to provide the most transparency possible through
regular press releases, filings and now, an investor portal and
deck which gives a current and detailed view of Quest Solution,"
said Jason Griffith, CEO, Quest Solution. "We will do our best to
continue to provide the market with a greater understanding of our
corporate achievements and objectives."
About Quest Solution
Quest Solution (formerly known as Amerigo Energy, Inc.) is a
national mobility systems integrator with a focus on design,
delivery, deployment and support of fully integrated mobile
solutions. The Company takes a consultative approach by offering
end to end solutions that include hardware, software,
communications and full lifecycle management services. The highly
tenured team of professionals simplifies the integration process
and delivers proven problem solving solutions backed by numerous
customer references. Motorola, Intermec, Honeywell, Panasonic,
AirWatch, Wavelink, SOTI and Zebra are major suppliers which Quest
Solution uses in its systems.
Amerigo Energy reported a net loss of $1.12 million in 2013
following a net loss of $191,364 in 2012.
As of June 30, 2014, the Company had $20.89 million in total
assets, $20.96 million in total liabilities and a $68,629 total
stockholders' deficit.
L.L. Bradford & Company, LLC, Las Vegas, NV, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013. The independent auditors noted
that the Company has suffered recurring losses from operations and
has an accumulated deficit that raises substantial doubt about its
ability to continue as a going concern.
RADIOSHACK CORP: Talking With Stakeholders; Warns of Bankruptcy
---------------------------------------------------------------
Radioshack Corporation on Thursday said it is exploring
alternatives and is engaged in discussions with third parties as
well as its key financial stakeholders, including its existing
lenders, bondholders, shareholders and landlords, in an effort to
create a long-term solution to its ailing business. Alternatives,
the Company said, include the sale of the company, partnership
through a recapitalization and investment agreement, as well as
both in and out-of-court restructuring.
Radioshack issued the statement as part of its quarterly report on
Form 10-Q filed with the U.S. Securities and Exchange Commission
for the second fiscal quarter ended August 2, 2014.
The Company also said that, "If acceptable terms of a sale or
partnership or out-of court restructuring cannot be accomplished,
we may not have enough cash and working capital to fund our
operations beyond the very near term, which raises substantial
doubt about our ability to continue as a going concern. As a
result, we may be required to seek to implement an in-court
proceeding under Chapter 11 of the United States Bankruptcy."
An in-court restructuring proceeding would cause a default on the
Company's debt with its current lenders.
Joseph C. Magnacca, chief executive officer, said, "For the past
18 months we have been working hard on our turnaround plan. While
we are advancing on many fronts, we may need additional capital in
order to complete our work. As a result, we are actively
exploring options for overhauling our balance sheet and are in
advanced discussions with a number of parties. We are also
working with our key financial stakeholders, including our
existing lenders, bondholders, shareholders and landlords seeking
to create a long-term solution. This may include a debt
restructuring, a store base consolidation program, and other
measures to make significant reductions in our cost structure.
The details of a recapitalization have yet to be finalized, and we
are reviewing several alternatives, some of which would require
consent from our lenders. There is no pre-determined outcome to
this work and, of course, we cannot be certain as to the outcome
from the current discussions. Our highest priority is working on
a solution to maximize the value to all of our stakeholders."
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 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.
RADIOSHACK CORP: Advisors Working on $585 Million Financing
-----------------------------------------------------------
Daphne Howland, writing for RetailDive.com, reported that
investment firm UBS AG is reportedly working with Standard General
LP to secure loans that would allow RadioShack Corp. to pay down
its debt, build up inventory needed for the holidays, and change
terms so that it can close the stores it says it must as part of
its turnaround.
"The creditors clearly are in control of the ship, and the ship is
sinking," Michael Pachter, an analyst at investment firm Wedbush
Securities, said in his report, according to RetailDive.com.
RetailDive.com noted that RadioShack was slated Thursday to
release second quarter financial results that will miss revenue
and earnings estimates, and the retailer will likely soon file for
Chapter 11 bankruptcy, according to the investment firm Wedbush
Securities.
$585 Million Financing Package
Drew Fitzgerald and Gillian Tan, writing for The Wall Street
Journal, reported that RadioShack is considering a $585 million
financing package led by hedge fund Standard General LP and
investment bank UBS AG, in an attempt to keep the struggling
electronics retailer out of bankruptcy. According to the Journal,
citing people familiar with the matter, under the plan, UBS will
coordinate $325 million of commitments and Standard General will
arrange $260 million to replace GE Capital's $585 million loan and
credit facility.
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that RadioShack
reported mounting losses and plunging sales for the quarter ended
Aug. 2 and said it is exploring alternatives for additional
liquidation sources. According to the Bloomberg report,
alternatives being explored include a sale of the company,
partnership through a recapitalization and investment agreement,
an out-of-court restructuring, and a restructuring in Chapter 11.
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 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.
RADIOSHACK CORP: Has $137-Mil. Net Loss for Aug. 2 Quarter
----------------------------------------------------------
Radioshack Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $137.4 million on $673.8 million of net sales and operating
revenues for the 13 weeks ended Aug. 2, 2014, compared to a net
loss of $52.2 million on $861.4 million of net sales and operating
revenues for the three months ended July 31, 2013.
For the 26 weeks ended Aug. 2, 2014, the Company reported a net
loss of $235.7 million on $1.41 billion of net sales and operating
revenues compared to a net loss of $80.2 million on $1.71 billion
of net sales and operating revenues for the six months ended
July 31, 2013.
The Company's balance sheet at Aug. 2, 2014, showed $1.14 billion
in total assets, $1.21 billion in total liabilities and a $63
million total shareholders' deficit.
As of August 2, 2014, the Company had $30.5 million in cash and
cash equivalents. Additionally, the Company had availability
under its 2018 Credit Facility of $152 million as of Aug. 2, 2014.
This resulted in a total liquidity position of $182.5 million at
Aug. 2, 2014.
"We have experienced losses for the past two years that continued
to accelerate into the second quarter of fiscal 2015, primarily
attributed to a prolonged downturn in our business. Our ability
to generate cash from operations depends in large part on the
level of demand for our products and services," the Company stated
in the Form 10-Q.
"Given our negative cash flows from operations and in order to
meet our expected cash needs for the next twelve months and over
the longer term, we will be required to obtain additional
liquidity sources, consolidate our store base and possibly
restructure our debt and other obligations," the Company added.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/MYQOqc
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 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.
RADIOSHACK CORP: S&P Lowers CCR to 'CCC-' on Cash Depletion
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Fort Worth, Texas-based RadioShack Corp. to 'CCC-' from
'CCC'. The rating outlook is negative.
At the same time, S&P lowered the rating on the company's senior
unsecured notes to 'C' from 'CC', two notches below the corporate
credit rating. The recovery rating on the notes remains a '6',
which indicates S&P's expectation of negligible (0%-10%) recovery
of principal in the event of payment default.
"The downgrade comes as the company announced it will seek
capital, and that such a transaction could include a debt
restructuring in addition to store closures and other measures,"
said Standard & Poor's credit analyst Charles Pinson-Rose. "We
would likely consider any such debt restructuring as tantamount to
a default. Moreover, the company had $182 million of liquidity
sources at the end of the second quarter and has been using cash
at a significant rate. As such, S&P believes the company would
likely exhaust its available liquidity sources within six months
without a restructuring."
Standard & Poor's negative rating outlook reflects its view that
the company will either exhaust its liquidity sources or
restructure its debt within the next six months. S&P would likely
lower the ratings if the company executed a restructuring
transaction that was tantamount to a default, or if the company
exhausted its liquidity.
A specific upside scenario is unlikely, but would probably entail
the company improving its liquidity without materially impairing
repayments to its existing lenders through a restructuring.
RESTORGENEX CORP: Signs Headquarters Lease Pact With Riverwalk
--------------------------------------------------------------
RestorGenex Corporation entered into a lease agreement with
Riverwalk South, L.L.C., under which the Company has agreed to
lease approximately 2,900 square feet of office space for its new
corporate headquarters to be located at 2150 East Lake Cook Road,
Suite 750, Buffalo Grove, Illinois, according to a regulatory
filing with the U.S. Securities and Exchange Commission. The term
of the lease will commence on Sept. 15, 2014, and continue through
Feb. 28, 2018. The Company has an option to renew the lease for
one renewal term of three years.
Under the lease agreement, the first five months are rent free and
then the base rent will be approximately $6,000 per month through
Feb. 28, 2016, for a total of approximately $72,000 per year. The
base rent will increase to approximately $6,100 per month for the
first year thereafter and $6,200 per month for the second year
thereafter. In addition to monthly base rent, the Company will
pay its pro rata share of the Landlord's annual operating expenses
associated with the premises. If the Company exercises its option
to renew the lease, the base rent will be negotiated between the
parties to determine the appropriate market rate at that time.
About RestorGenex
RestorGenex Corporation operates as a biopharmaceutical company.
It focuses on dermatology, ocular disease, and women's health
areas. The company was formerly known as Stratus Media Group,
Inc., and changed its name to RestorGenex Corporation in March
2014. RestorGenex Corporation is based in Los Angeles,
California.
Restorgenex reported a net loss of $2.45 million in 2013 following
a net loss of $6.85 million in 2012. As of June 30, 2014, the
Company had $54.52 million in total assets, $9.23 million in total
liabilities and $45.29 million in total stockholders' equity.
Goldman Kurland and Mohidin LLP, in Encino, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013. The independent
auditors noted that RestorGenex Corporation has suffered recurring
losses and has negative cash flow from operations. These
conditions raise substantial doubt as to the ability of
RestorGenex Corporation to continue as a going concern.
RITE AID: T. Rowe Price Stake Hiked to 10.9% as of Aug. 31
----------------------------------------------------------
In an amended Schedule 13G filed with the U.S. Securities and
Exchange Commission, T. Rowe Price Associates, Inc., disclosed
that as of Aug. 31, 2014, it beneficially owned 106,853,329 shares
of common stock of Rite Aid Corp. representing 10.9 percent of the
shares outstanding. The reporting person previously owned
48,016,350 shares at Dec. 31, 2013. A copy of the regulatory
filing is available for free at http://is.gd/KPt66l
About Rite Aid Corp.
Drugstore chain Rite Aid Corporation (NYSE: RAD) --
http://www.riteaid.com/-- based in Camp Hill, Pennsylvania, is
one of the nation's leading drugstore chains with 4,573 stores as
of July 26, 2014.
Rite Aid disclosed net income of $118.10 million on $25.39 billion
of revenue for the year ended March 2, 2013, as compared with a
net loss of $368.57 million on $26.12 billion of revenue for the
year ended March 2, 2012.
The Company's balance sheet at May 31, 2014, showed $6.94 billion
in total assets, $8.99 billion in total liabilities and a $2.04
billion total stockholders' deficit.
* * *
As reported by the TCR on March 1, 2013, Moody's Investors Service
upgraded Rite Aid Corporation's Corporate Family Rating to B3 from
Caa1 and Probability of Default Rating to B3-PD from Caa1-PD. At
the same time, the Speculative Grade Liquidity rating was revised
to SGL-2 from SGL-3. This rating action concludes the review for
upgrade initiated on Feb. 4, 2013.
As reported by the TCR on Oct. 2, 2013, Standard & Poor's Ratings
Services said it raised its ratings on Rite Aid Corp., including
the corporate credit rating, which S&P raised to 'B' from 'B-'.
In the April 21, 2014, edition of the TCR, Fitch Ratings has
upgraded its ratings on Rite Aid Corporation (Rite Aid), including
its Issuer Default Rating (IDR) to 'B' from 'B-'. The upgrades
reflect the material improvement in the company's operating
performance, credit metrics and liquidity profile over the past 24
months.
ROTHSTEIN ROSENFELDT: Trustee Gets Nod for up to $37MM Payout
-------------------------------------------------------------
Law360 reported that U.S. Bankruptcy Judge Raymond B. Ray approved
a deal that would allow Michael I. Goldberg, the trustee charged
with liquidating Ponzi schemer Scott Rothstein's law firm, to pay
out $34 million to $37 million to the firm's creditors, nudging
forward a settlement that will make the scheme's victims whole.
According to Bill Rochelle, the bankruptcy columnist for Bloomberg
News, and Sherri Toub, a Bloomberg News writer, victims of the
Ponzi scheme will have full recovery as a result of the
settlement. Law360 related that the deal accounts for $16.6
million in cash, $4 million to $8 million in other assets that
must be liquidated -- including a car wash, Rothstein's wife Kim's
jewelry and several homes -- and another $12.3 million in a swap
arrangement with the restitution estate.
The bankruptcy judge overruled several objections to the
settlement, the Bloomberg report related.
About Rothstein Rosenfeldt
Scott Rothstein, co-founder of law firm Rothstein Rosenfeldt Adler
PA -- http://www.rra-law.com/-- was suspected of running a
$1.2 billion Ponzi scheme. U.S. authorities claimed in a civil
forfeiture lawsuit filed Nov. 9, 2009, that Mr. Rothstein, the
firm's former chief executive officer, sold investments in non-
existent legal settlements. Mr. Rothstein pleaded guilty to five
counts of conspiracy and wire fraud on Jan. 27, 2010.
Creditors of Rothstein Rosenfeldt Adler signed a petition sending
the Florida law firm to bankruptcy (Bankr. S.D. Fla. Case No.
09-34791). The petitioners include Bonnie Barnett, who says she
lost $500,000 in legal settlement investments; Aran Development,
Inc., which said it lost $345,000 in investments; and trade
creditor Universal Legal, identified as a recruitment firm, which
said it is owed $7,800. The creditors alleged being owed money
invested in lawsuit settlements.
Herbert M. Stettin, the state-court appointed receiver for
Rothstein Rosenfeldt, was officially carried over as the
Chapter 11 trustee in the involuntary bankruptcy case.
On June 10, 2010, Mr. Rothstein was sentenced to 50 years in
prison.
The official committee of unsecured creditors appointed in the
case is represented by Michael Goldberg, Esq., at Akerman
Senterfitt.
RRA won approval of an amended liquidating Chapter 11 plan
pursuant to the Court's July 17, 2013 confirmation order. The
revised plan, filed in May, is centered around a $72.4 million
settlement payment from TD Bank NA.
SANTA ROSA ACADEMY: S&P Revises Outlook & Affirms 'BB' Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook to negative
from stable and affirmed its 'BB' long-term rating on the
California Municipal Finance Authority's series 2012 charter
school revenue bonds, issued for Santa Rosa Academy Inc. (SRA).
"The negative outlook reflects our expectation that SRA will
likely issue additional debt within the next year or two to fund
the construction of the gymnasium and baseball field," said
Standard & Poor's credit analyst Jessica Matsumori. "Though the
school has experienced growth in enrollment and good operating
performance, additional debt could impact the school's already
high maximum annual debt service burden and leverage to a level
more consistent with a lower rating." Ms. Matsumori added.
Located in Menifee, Calif. (approximately 75 miles southeast of
Los Angeles), Santa Rosa Academy is a kindergarten through 12th-
grade charter first approved in April 2005. The charter was
renewed in 2014 for five years and expires June 30, 2019.
SCHWARTZ-TALLARD: 9th Cir. Revisits Fees for Stay Violation
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that the U.S. Court
of Appeals in San Francisco is in a position now to decide
definitively whether it will stake out a position at odds with
other courts on the recovery of attorney fees when a creditor
violates the so-called automatic stay. According to the report,
the case involved a lender that foreclosed a home knowing there
was a bankruptcy and the home was reconveyed by the lender
immediately after the bankruptcy court directed. The bankruptcy
court awarded damages for a stay violation and also required
reconveyance of the home but the lender unsuccessfully appealed
both the grant of fees and the finding of a stay violation, the
report related.
The case is America's Servicing Co. v. Schwartz-Tallard (In re
Schwartz-Tallard), 12-60052, U.S. Court of Appeals for the Ninth
Circuit (San Francisco).
SCIO DIAMOND: Posts $1.01-Mil. Net Loss for June 30 Quarter
-----------------------------------------------------------
Scio Diamond Technology Corporation filed its quarterly report on
Form 10-Q, disclosing a net loss of $1.01 million on $454,338 of
net revenue for the three months ended June 30, 2014, compared
with a net loss of $1.54 million on $258,980 of net revenue for
the same period in 2013.
The Company's balance sheet at June 30, 2014, showed
$12.35 million in total assets, $3.39 million in total
liabilities, and stockholders' equity of $8.96 million.
The Company has generated very little revenue to date and
consequently its operations are subject to all risks inherent in
the establishment and commercial launch of a new business
enterprise. 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/GilXmF
Scio Diamond Technology Corporation aims to develop a profitable
yet sustainable commercial production of diamond materials for
industrial, technology and consumer applications. The Company's
diamond materials are currently being used for precision cutting
devices and gemstones.
SEADRILL LTD: Bank Debt Trades at 3% Off
----------------------------------------
Participations in a syndicated loan under which Seadrill Ltd is a
borrower traded in the secondary market at 97.42 cents-on-the-
dollar during the week ended Friday, September 12, 2013 according
to data compiled by LSTA/Thomson Reuters MTM Pricing and reported
in The Wall Street Journal. This represents a decrease of 0.85
percentage points from the previous week, The Journal relates.
Seadrill Ltd LLC pays 300 basis points above LIBOR to borrow under
the facility. The bank loan matures on Feb. 17, 2021, and carries
Moody's Ba3 rating and Standard & Poor's BB- rating. The loan is
one of the biggest gainers and losers among 212 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
SHIROKIA DEVELOPMENT: Meeting of Creditors Adjourned to Oct. 10
---------------------------------------------------------------
The meeting of creditors of Shirokia Development, LLC, which was
scheduled for Sept. 18, has been moved to Oct. 10, at 3:00 p.m.,
according to a notice filed in U.S. Bankruptcy Court for the
Eastern District of New York.
The meeting will be held at Room 2579, 271-C Cadman Plaza East, in
Brooklyn, New York.
The court overseeing the bankruptcy case of a company schedules
the meeting of creditors usually about 30 days after the
bankruptcy petition is filed. The meeting is called the "341
meeting" after the section of the Bankruptcy Code that requires
it.
A representative of the company is required to appear at the
meeting and answer questions under oath. The meeting is presided
over by the U.S. trustee, the Justice Department's bankruptcy
watchdog.
About Shirokia Development
Shirokia Development, LLC, a real property owner in Flushing, New
York, currently being controlled by a receiver, filed a
Chapter 11 bankruptcy petition in Manhattan, on Aug. 12, 2014.
Hong Qin Jiang signed the petition as authorized individual. The
Debtor disclosed total assets of $28.40 million and total
liabilities of $15.45 million. The Debtor has tapped Dawn Kirby
Arnold, Esq., at DelBello Donnellan Weingarten Wise & Wiederkehr,
LLP, as counsel.
SHILO INN: Files Revised Plans; Sept. 18 Hearing on Disclosures
---------------------------------------------------------------
Shilo Inn Twin Falls LLC has filed a motion seeking court approval
of the disclosure statements outlining the latest Chapter 11 plans
proposed by the company and its affiliates to exit bankruptcy
protection.
Shilo Inn and six of its affiliates on Aug. 28 filed separate
restructuring plans, which contain revisions to address issues
raised by U.S. Bankruptcy Judge Vincent Zurzolo at the hearing on
Aug. 7.
Judge Zurzolo previously denied earlier versions of the disclosure
statements after determining that they didn't have enough
information that would help voting creditors make an informed
decision on the proposed plans. The bankruptcy judge, however,
allowed the companies to revise the documents.
One problem cited by the judge was the lack of information on why
assets are valued less under Chapter 7 than under the proposed
restructuring plans. Another was the lack of information about
the sources of payments to creditors. These and other problems
cited by the judge have been addressed in the latest disclosure
statements, Shilo Inn said in court filings.
Judge Zurzolo will hold a hearing on Sept. 18 to consider approval
of the disclosure statements as well as the solicitation
procedures proposed by the company.
Treatment of Claims, Equity Interests
Shilo Inn's latest plan divides claims and equity interest into
seven classes and proposes how each class would be treated.
Twin Falls County Treasurer's secured claim of $64,934 for
property taxes was placed in Class 1. The claim will be paid in
full from the income generated by the company after confirmation
of the plan.
California Bank & Trust, whose secured claim was placed in Class
2, will receive payment of more than $4.98 million, plus a
balloon payment in the amount of $6.045 million at end of life of
the plan. Payments to the bank will also come from income
generated by Shilo Inn after confirmation of the plan.
Meanwhile, CB&T will receive $1.98 million under the plan on
account of its Class 4 general unsecured deficiency claim, which
is comprised of the $5 million line of credit to Shilo Inn's
owner.
Class 4 claim will be eliminated if the company and its affiliates
prevail in a lawsuit they filed against the bank, according to the
plan.
Classes 5 and 6 are composed of general unsecured claims of non-
insiders and insiders, respectively. Non-insiders will be paid in
full from post-confirmation income of Shilo Inn while insiders
have to wait until Classes 4 and 5 claims are paid in full.
Equity interests in Shilo Inn, which were placed in Class 7, will
be extinguished when the company exits bankruptcy. In exchange
for the "new value" contribution from Shilo Inn's principals, 100%
equity interest in the reorganized company will be transferred to
Mark Hemstreet and Shannon Hemstreet or their designees.
Meanwhile, Class 3 is an empty class without claims or creditors.
It exists in Shilo Inn's plan to keep track of the Class 4 claim,
which may be eliminated completely, and to track the payments of
the Class 4 claim by the company's affiliates under their
respective plans. Class 4 claim appears in four out of five of
the separate plans of reorganization.
In the restructuring plans filed by Shilo Inn's affiliates, Class
3 in those plans is the unsecured deficiency claim for CB&T
on account of its first deed of trust where its claim is greater
than the value of the hotel that serves as its collateral.
Shilo Inn's proposed plan applies only to the company and doesn't
apply to its affiliates going through bankruptcy. Full-text
copies of the latest plans are available without charge at:
http://bankrupt.com/misc/ShiloInn_2DS_Twin.pdf
http://bankrupt.com/misc/ShiloInn_2DS_Boise.pdf
http://bankrupt.com/misc/ShiloInn_2DS_Rose.pdf
http://bankrupt.com/misc/ShiloInn_2DS_Nampa&Newberg.pdf
http://bankrupt.com/misc/ShiloInn_2DS_Seaside&Moses.pdf
About Shilo Inn, Twin Falls
Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013.
Judge Richard M. Neiter presides over the case. Shilo Inn, Twin
Falls, estimated assets of at least $10 million and debts of at
least $1 million.
Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn,
Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake,
Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a
hotel. California Bank and Trust is the primary, senior secured
lender for each of the Debtors.
The Debtors sought Chapter 11 protection after CBT on May 1, 2013,
filed for receiverships in district court.
David B. Golubchick, Esq., Kurt Ramlo, Esq., and J.P. Fritz, Esq.,
at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles,
represent the Debtors in their restructuring effort.
The Debtors' Joint Plan of Reorganization dated Aug. 29, 2013,
provides for payment of all claims in full, unless otherwise
agreed with the claimholder, with unsecured claims to be paid over
a three-month period from the Plan Effective Date.
SK HOLDCO: Moody's Assigns B2 Corp. Family Rating; Outlook Stable
-----------------------------------------------------------------
Moody's Investors Service assigned first time ratings to SK
Holdco, LLC ("Service King"), including a B2 Corporate Family
rating. A stable outlook was assigned.
New ratings assigned include:
SK Holdco, LLC
Corporate family rating at B2
Probability of default rating at B2-PD
Proposed $100 million senior secured revolving credit facility at
Ba3(LGD2)
Proposed $355 million senior secured term loan B at Ba3(LGD2)
Proposed $40 million senior secured delayed draw term loan B at
Ba3(LGD2)
Proposed $200 million senior unsecured notes at Caa1(LGD5)
Ratings Rationale
"The new ratings are in conjunction with Service King's agreement
to sell a roughly 55% stake in itself to affiliates of
Blackstone," stated Moody's Vice President Charlie O'Shea. "While
leverage metrics pro forma for this transaction will be initially
weak, with debt/EBITDA hovering around 7 times, Moody's believe
the compelling industry fundamentals for the vehicle collision
repair sub-segment, Service King's formidable position in its
chosen markets, and its embedded relationship with insurance
carriers, which are responsible for around 90% of the company's
revenues, as well as interest coverage that will be in the upper-1
times range, serve to minimize the impact of this high leverage in
Moody's view. In addition, Moody's expect leverage to reduce well
into the 6 times range within the next 12-18 months. Finally,
Moody's believe that this business model overall can support
higher leverage than many other sub-segments of retail for a
variety of factors, including relatively steady demand fueled by
the constant flow of business from the insurance carriers."
The B2 corporate family rating reflects the company's weak credit
metrics, led by pro forma debt/EBITDA of around 7 times,
reasonable interest coverage of around 2 times, and its formidable
market position and relationships with a large number of prominent
insurance carriers throughout its network. The stable outlook
reflects Moody's expectation for reductions in leverage over the
next 12-18 months, with an acquisition strategy that will serve to
extend the company geographically and deepen its insurance carrier
relationships. Ratings could be upgraded if debt/EBITDA was
sustained below 6 times and EBITA/interest was sustained above 2
times. Ratings could be downgraded if operating performance were
to deteriorate or financial policy decisions resulted in
debt/EBITDA not improving such that it began to trend towards 6.5
times over the next 12-18 months.
The Ba3 ratings assigned to the proposed $100 million secured
revolver, $355 million senior secured term loan, and $40 million
senior secured delayed draw term loan reflect their senior
position in the capital structure, as well as the cushion provided
by the proposed $200 million senior unsecured notes, which are
rated Caa1. The ratings also reflect the application of Moody's
Loss Given Default methodology.
Headquartered in Richardson, Texas, SK Holdco LLC ("Service King")
is a leading provider of vehicle body repair services, with around
180 locations in 20 states in the US.
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.
STARSTREAM ENTERTAINMENT: Has $599K Loss in Q2 Ended June 30
------------------------------------------------------------
Starstream Entertainment, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss of $599,231 on $nil of total net
revenues for the three months ended June 30, 2014, compared with a
net loss of $133,161 on $498,712 of total net revenues for the
same period last year.
The Company's balance sheet at June 30, 2014, showed $3.37 million
in total assets, $2.57 million in total liabilities and
stockholders' equity of $803,109.
The Company has experienced recurring losses through June 30,
2014. The Company recognized a net loss of $1.52 million and
$133,161 for the six months ended June 30, 2014 and 2013,
respectively. As of June 30, 2014, the Company had cash on hand
of $38,959, and current liabilities of $2.51 million. 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/bsmUey
Starstream Entertainment, Inc., an independent entertainment
production company, is engaged in the development, production,
marketing, and distribution of feature-length motion pictures and
entertainment projects. It exploits motion pictures and
entertainment projects, and their ancillary rights through various
avenues, including theatrical releases, video-on-demand, digital
distribution, and television outlets. The company is based in
Monterey, California.
STC INC: Case Summary & 18 Largest Unsecured Creditors
------------------------------------------------------
Debtor: STC Inc.
fdba Sun Transformer Corporation
1201 W. Randolph Street
McLeansboro, IL 62859-2028
Case No.: 14-41014
Chapter 11 Petition Date: September 11, 2014
Court: United States Bankruptcy Court
Southern District of Illinois (Benton)
Debtor's Counsel: John J Hall, Esq.
LEWIS, RICE & FINGERSH, L.C.
600 Washington Ave, Suite 2500
St Louis, MO 63101-1311
Tel: (314) 444-7635
Fax: (314) 612-7635
Email: jhall@lewisrice.com
lparres@lewisrice.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Brad Cross, president/owner.
A list of the Debtor's 18 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ilsb14-41014.pdf
STEVIA CORP: Posts $1.98-Mil. Net Income in Second Quarter
----------------------------------------------------------
Stevia Corp. filed its quarterly report on Form 10-Q, disclosing
net income of $1.98 million on $2.21 million of revenue for the
three months ended June 30, 2014, compared with a net loss of $1.2
million on $957,261 of revenue for the same period in 2013.
The Company, however, pointed out that it had an accumulated
deficit at June 30, 2014 and net cash used in operating activities
for the reporting period then ended. These factors raise
substantial doubt about the Company's ability to continue as a
going concern, according to the regulatory filing.
The Company's balance sheet at June 30, 2014, showed
$5.49 million in total assets, $2.4 million in total liabilities
and stockholders' equity of $3.09 million.
A copy of the Form 10-Q is available at:
http://is.gd/kBMDQ0
Indianapolis, Indiana-based Stevia Corp. was incorporated on
May 21, 2007, in the State of Nevada under the name Interpro
Management Corp. On March 4, 2011, the Company changed its name
to Stevia Corp. and effectuated a 35 for 1 forward stock split of
all of its issued and outstanding shares of common stock.
The Company has yet to generate significant revenue. It plans to
generate revenues by (i) providing farm management services, which
will provide protocols and other services to agriculture,
aquaculture, and livestock operators, (ii) the sale of inputs
such as fertilizer and feed to agriculture, aquaculture and
livestock operators, (iii) the sale of crops and seafood produced
under contract farming and (iv) the sale of products derived
from the stevia plant.
SUNTECH POWER: Singapore Unit Barred From Selling Assets
--------------------------------------------------------
Suntech Power Holdings Co., Ltd. was informed by its subsidiary,
Power Solar System Co., Ltd., organized in the British Virgin
Islands that on September 4, 2014, the High Court of the Republic
of Singapore granted an Injunction Prohibiting Disposal Of Assets
Worldwide against Suntech Power Investment Pte. Ltd., organized in
the Republic of Singapore, as part of ongoing litigation brought
by PSS against Suntech Singapore, in the Republic of Singapore.
On Sept. 4, 2014, PSS filed an ex parte application with the
Singapore Court for an injunction prohibiting the disposal of
assets worldwide by Suntech Singapore.
The Singapore Court granted the Injunction on Sept. 4, stating
(subject to certain exceptions noted therein), that Suntech
Singapore must not: (i) remove from Singapore any of its assets
which are in Singapore whether in its own name or not and whether
solely or jointly owned up to the value of One Hundred Ninety
Seven Million Five Hundred And One Thousand Seven Hundred Eighty
Five United States Dollars ($197,501,785); or (ii) in any way
dispose of or deal with or diminish the value of any of its assets
whether they are in or outside of Singapore whether in its own
name or not and whether solely or jointly owned up to the same
value. The Injunction is to remain in force until the trial or
further order.
Forming a part of its ex parte injunction application to the
Singapore Court, PSS submitted affidavits (and the exhibits
referred to therein) identifying certain assets purportedly
transferred by Suntech Singapore in March, 2014, which allegedly
included its shares in its wholly-owned subsidiary Yangzhou
Suntech Power Co., Ltd, and indirect subsidiaries Yangzhou Rietech
Renewal Energy Company, Zhenjiang Rietech New Energy Science &
Technology Co., Ltd, and Zhenjiang Ren De New Energy Science
Technology Co., Ltd, (each of the foregoing organized in the
People's Republic of China ("PRC")) to Changzhou Huihuang
Investment Management Co., Ltd., organized in Jiangsu Province,
PRC.
The Injunction was granted on an ex parte basis, and Suntech
Singapore may apply to the Singapore Court at any time to vary or
discharge the Injunction.
About Suntech
Suntech Power Holdings Co., Ltd. (OTC: STPFQ) produces solar
products for residential, commercial, industrial, and utility
applications. Suntech has delivered more than 25,000,000
photovoltaic panels to over a thousand customers in more than 80
countries.
Suntech Power Holdings Co., Ltd., received from the trustee of its
3 percent Convertible Notes a notice of default and acceleration
relating to Suntech's non-payment of the principal amount of
US$541 million that was due to holders of the Notes on March 15,
2013. That event of default has also triggered cross-defaults
under Suntech's other outstanding debt, including its loans from
International Finance Corporation and Chinese domestic lenders.
Suntech Power had involuntary Chapter 7 bankruptcy proceedings
initiated against it on Oct. 14, 2013, in U.S. Bankruptcy Court in
White Plains, New York (Bankr. S.D.N.Y. Case No. 13-bk-13350), by
holders of more than $1.5 million of defaulted securities under a
2008 $575 million indenture. The Chapter 7 Petitioners are
Trondheim Capital Partners, L.P., Michael Meixler, Longball
Holdings, LLC, and Jiangsu Liquidators, LLC. They are
represented by Jay Teitelbaum, Esq., at Teitelbaum & Baskin LLP,
in White Plains, New York.
Suntech Power on Jan. 31, 2014, disclosed that it has signed a
Restructuring Support Agreement relating to the petition for
involuntary bankruptcy filed against it under chapter 7 of the
U.S. Bankruptcy Code. Under the RSA, the parties agreed that
chapter 7 proceedings will be dismissed following recognition of
the provisional liquidation proceeding previously filed by the
Company in the Cayman Islands under chapter 15 of the U.S.
Bankruptcy Code.
On Feb. 21, 2014, David Walker and Ian Stokoe, the joint
provisional liquidators of Suntech Power Holdings Co., Ltd.,
appointed by the Grand Court of the Cayman Islands, commenced a
Chapter 15 proceeding (Bankr. S.D.N.Y. Case No. 14-10383). The
Chapter 15 Petitioners are represented by Jennifer Taylor, Esq.,
and Diana Perez, Esq., at O'Melveny & Myers LLP. According to the
Chapter 15 petition, Suntech has more than $1 billion in both
assets and debts.
SURGICAL SPECIALTIES: S&P Affirms 'B' CCR & Revises Outlook
-----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Surgical Specialties Corp. (U.S.) Inc. and
revised its outlook to negative from stable. At the same time,
S&P affirmed its issue-level rating on the senior secured debt at
'B' with a recovery rating of '3', indicating S&P's expectation
for meaningful (50% to 70%) recovery in the event of a payment
default.
"We are revising our outlook to negative to reflect our view that
Surgical Specialties' financial performance in 2014 and 2015 might
fall meaningfully short of our expectations, based on its recent
performance, and that the company's leverage may be higher than
expected over the long term," said Standard & Poor's credit
analyst Maryna Kandrukhin.
Surgical Specialties is a small manufacturer of wound closure
medical devices (sutures and needles), surgical blades, and
related materials. Although the company has good positions in
niche specialties such as dentistry and ophthalmology, it competes
with much larger, better capitalized firms such as Johnson &
Johnson and Covidien plc.
Standard & Poor's ratings on Surgical Specialties reflects the
company's small size relative to its competitors, narrow business
focus, product concentration, customer concentration, and the
relatively low-technology nature of the majority of its product
portfolio. Overall, S&P views the company's business risk profile
as "vulnerable".
S&P's ratings also reflect its projection for Surgical
Specialties' three-year-average leverage ratio in the mid 4x
range, consistent with an "aggressive" financial risk profile.
While the company's leverage has spiked up to almost 7x in 2014 as
a result of lower EBITDA, S&P expects Surgical Specialties' 2015
leverage ratio to be in the 4x range as the company's transition
to larger distributors and improved product offerings result in
higher sales, and reduced restructuring costs lead to higher
margins. S&P also projects Surgical Specialties to return to
positive cash flow generation with free operating cash flow around
$10 million to $15 million starting in 2015.
TAMINCO GLOBAL: Moody's Puts 'B2' CFR on Review for Upgrade
-----------------------------------------------------------
Moody's Investors Service affirmed Eastman Chemical Company's Baa2
and Prime-2 ratings and maintained its stable outlook, following
Eastman's announcement that it has signed a definitive agreement
with Taminco Corporation (Taminco) and its largest shareholder (an
affiliate of Apollo Management) to acquire the company for $26 per
share in cash. This values the company at $2.8 billion, including
approximately $1 billion of balance sheet debt. Moody's also
placed the ratings of Taminco Global Chemical Corporation (B2
Corporate Family Rating; a wholly owned subsidiary of Taminco)
under review for upgrade. Eastman expects to fund the transaction
with a combination of term loans and senior unsecured notes. The
proposed transaction is subject to a thirty day "go shop" period
where Apollo will seek to obtain a higher value for the company,
as well as normal regulatory approvals. Eastman expects the
transaction to close by the end of 2014.
"Despite Eastman's rapid debt reduction following the Solutia
acquisition in 2012, another large debt-financed acquisition
leaves very little flexibility in the rating," stated John Rogers,
Senior Vice President at Moody's. "We expect Eastman to use the
vast majority of its free cash flow over the next two years to
reduce debt, and return credit metrics to levels that are fully
supportive of the rating by the end of 2016."
Taminco's ratings will remain under review until the close of the
transaction and will be withdrawn upon repayment of outstanding
rated obligations.
Ratings affirmed:
Eastman Chemical Company
LT Issuer Rating of Baa2
Senior Unsecured (domestic currency) Rating of Baa2
Senior Unsec. Shelf (domestic currency) Rating of (P)Baa2
Pref. Shelf (domestic currency) Rating of (P)Ba1
Preferred shelf -- PS2 (domestic currency) Rating of (P)Ba1
Commercial Paper (domestic currency) Rating of P-2
Outlook, Remains Stable
Ratings placed under review for upgrade:
Taminco Global Chemical Corporation
LT Corporate Family Ratings of B2
Probability of Default Rating of B2-PD
First priority senior secured credit facility ratings of B1 --
LGD3
Second priority senior secured notes ratings of Caa1 -- LGD5
Speculative Grade Liquidity Rating, unchanged at SGL-2
Outlook, Changed To Rating Under Review From Stable
Ratings Rationale
The affirmation of Eastman's ratings assumes that the transaction
is completed at the $26 per share price and reflects the company's
prior track record of integrating acquisitions, and subsequent
debt reduction, especially the large Solutia transaction in 2012.
The ratings are also supported by Eastman's size, relatively
diverse product portfolio and specialty EBITDA margins in its five
business segments. Additionally, Eastman's strong free cash flow
generation from existing operations supports its ability to
quickly de-lever to levels more appropriate for the rating
category within the subsequent 18-24 months. Even with elevated
capital spending in 2015 and 2016, related to previously announced
capacity expansions, Eastman should generate enough free cash flow
to repay more than $1 billion of debt. Taminco represents a new
product line for Eastman based on alkylamine chemistry. However,
it is a good complementary fit with Eastman's existing businesses
as its provides the opportunity increase its backward integration
into low-cost feedstocks (i.e., methanol and ammonia), and should
provide a reasonable level of synergies.
The primary factor constraining the ratings will be Eastman's
elevated leverage after the close of the transaction, with pro
forma Debt/EBITDA estimated to be about 3.7x, more than a full
turn higher than its existing leverage. The fact that the
acquisition will be funded entirely with debt is also a credit
negative, whereas the Solutia acquisition, while larger, was
partially funded with equity. Integration risks and the
realization of synergies outlined by management are a lesser
concern given Eastman's prior track record.
Eastman is paying a 12% premium over Taminco's average stock price
over the last 20 trading days. If other buyers emerge for Taminco
during the 30 day "go shop" period and Eastman agrees to pay a
higher price for the company (more than 10% higher), Moody's could
put Eastman's ratings under review for possible downgrade.
Eastman's Prime -- 2 commercial paper rating is supported by its
$1 billion revolving credit facility, which backstops its
commercial paper program. Eastman had $451 million of outstanding
commercial paper borrowings as of June 30, 2014. The company's
existing operations also generate good free cash flow, which will
fund elevated capital expenditures in 2015 and 2016 and provide
the flexibility to reduce debt. The company also maintains an
undrawn $250 million Accounts Receivable Securitization facility
due in 2016, which further improves its liquidity.
The stable outlook reflects Eastman's specialty margins,
expectation for good free cash flow generation and managements
track record in successfully integrating acquisitions. Eastman's
rating could come under pressure if it significantly increases its
bid for Taminco, or subsequent to the acquisition, fails to reduce
Debt/EBITDA below 2.8x by the end of 2016. There will be very
little upside to Eastman's rating over the next two years due to
this potential acquisition and the time required to reduce
leverage to a level that fully supports the rating (i.e., 2.5x
Debt/EBITDA, 25% Retained Cash Flow/Debt and 12% Free Cash
Flow/Debt).
Headquartered in Kingsport, Tennessee, Eastman Chemical Company is
a major producer of acetate tow, and a broad array of specialty
plastics and resins, as well as both commodity and specialty
chemicals.
Taminco Global Chemical Corporation, a wholly-owned subsidiary of
publicly-listed Taminco Corporation, produces alkylamines and
derivatives. These products are used by customers in agriculture,
water treatment, personal & home care, animal nutrition, and oil &
gas.
The combined companies are expected to have revenues approaching
$11 billion on a pro forma basis.
The principal methodology used in rating Eastman Chemcial Company
were Global Chemical Industry Rating Methodology published in
December 2013. The principal methodologies used in rating Taminco
Global Chemical Corporation were Global Chemical Industry Rating
Methodology published in December 2013, and Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.
TAMINCO GLOBAL: S&P Puts 'B+' CCR on CreditWatch Positive
---------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on
Allentown, Pa.-based Taminco Global Chemical Corp., including the
'B+' corporate credit rating, on CreditWatch with positive
implications.
"The rating action follows the recent announcement that higher
rated Eastman Chemical Co. [BBB/Negative/A-2] has entered into a
definitive agreement to acquire Taminco," said Standard & Poor's
credit analyst Paul Kurias.
S&P believes the proposed combination will improve Taminco's
credit quality and it expects to raise its ratings on Taminco upon
completion of the transaction as proposed.
S&P expects the transaction to close by the end of 2014, subject
to regulatory approvals. S&P will resolve its CreditWatch listing
when the transaction closes.
TEAM HEALTH: Moody's Assigns Ba2 Rating on $950MM Senior Debt
-------------------------------------------------------------
Moody's Investors Service has assigned a Ba2 rating to Team
Health, Inc.'s ("Team Health") proposed $950 million senior
secured credit facilities, consisting of a $500 million revolver
expiring in 2019 and a $450 million senior secured term loan A due
2019. Moody's also affirmed the Ba2 Corporate Family Rating, Ba2-
PD Probability of Default Rating and Ba2 senior secured term loan
B rating. In addition, Moody's changed the rating outlook to
positive from stable.
Moody's understands that the proceeds will be used to fund the
acquisitions of five physician staffing companies, provide
additional liquidity for future acquisitions and refinance Team
Health's existing term loan A.
Following is a summary of Moody's rating actions:
Team Health, Inc;
Ratings assigned:
$500 million senior secured revolver expiring 2019 at Ba2 (LGD 3)
$450 million senior secured term loan A due 2019 at Ba2 (LGD 3)
Ratings affirmed:
Corporate Family Rating at Ba2
Probability of Default Rating at Ba2
$250 million senior secured term loan B due 2018 at Ba2 (LGD 3)
Speculative Grade Liquidity Rating at SGL-1
Ratings to be withdrawn close:
$250 million senior secured revolver expiring 2017 at Ba2 (LGD 3)
$275 million senior secured term loan A due 2017 at Ba2 (LGD 3)
Ratings Rationale
The Ba2 Corporate Family Rating reflects Moody's expectation that
the company will continue to operate with a modest level of
leverage and strong interest expense coverage. Moody's also
considers the benefit of the company's strong competitive position
in a highly fragmented industry and stable cash flow. However,
Moody's believes that risks around reimbursement and exposure to
uninsured individuals could pressure revenue and earnings growth
in the near to medium term. Moody's also expects the company to
actively pursue acquisitions, yet fund the transactions in a
manner that maintains solid credit metrics.
The positive outlook reflects Moody's expectation that credit
metrics will continue to improve through earnings growth from
existing businesses as well as acquisitions, while funding future
acquisitions primarily with free cash flow.
If over time Team Health can effectively manage its expansion,
increasing its size and reducing its concentration on emergency
room revenues, the rating could be upgraded. Additionally, Team
Health would need to sustain debt to EBITDA below 2 times for
Moody's to consider an upgrade.
Conversely, if the company pursues material debt-financed
acquisitions or shareholder initiatives, the rating could be
downgraded. Moody's could also downgrade the rating if Team Health
experiences reimbursement or payor mix pressures, or is unable to
retain physicians and/or hospital contracts, which materially
impact operating results. Additionally, if Moody's expects Team
Health's debt to EBITDA to increase above 3.0 times, the rating
could be downgraded.
The principal methodology used in this rating was the Global
Business & Consumer Service Industry Rating Methodology published
October 2010. Other methodologies used include Loss Given Default
for Speculative Grade Issuers in the US, Canada, and EMEA,
published June 2009.
Team Health is a leading provider of physician staffing and
administrative services to hospitals and other healthcare
providers in the U.S. The company is affiliated with approximately
10,200 healthcare professionals who provide emergency medicine,
hospital medicine, anesthesia, urgent care, pediatric staffing and
management services. Team Health recognized approximately $2.5
billion in net revenue for the twelve months ending June 30, 2014.
TEAM HEALTH: S&P Retains 'BB' CCR Following Proposed Debt Increase
------------------------------------------------------------------
Standard & Poor's Ratings Services said its 'BB' corporate credit
rating on U.S.-based Team Health Inc. is unchanged by the proposed
increase to the revolving credit facility and term loan A. The
company plans to expand its revolving credit facility to $500
million from $250 million. Additionally, the company is
increasing its term loan A to $450 million from an outstanding
balance of $251 million at June 30, 2014. The company plans on
using the proceeds for general corporate purposes, including for
acquisitions.
S&P assigned a 'BB' issue-level rating and '4' recovery rating to
the amended revolver and term loan A. S&P revised its recovery
rating on the existing term loan B, to '4' from '3', indicating
its expectation of average (30% to 50%) recovery range in a
default scenario. S&P made this revision because the size of the
credit facility was increased. The issue-level rating on the
existing term loan B is 'BB', the same as the corporate credit
rating.
RATINGS LIST
Team Health Inc.
Corporate Credit Rating BB/Stable/--
Recovery Rating Revised
Team Health Inc.
Senior Secured
Term Loan B BB BB
Recovery Rating 4 3
New Ratings
Senior Secured
$500M revolving credit facility BB
Recovery Rating 4
$$450M term loan A BB
Recovery Rating 4
TEMPLAR ENERGY: S&P Assigns 'B-' Rating on Proposed $550MM Loan
---------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B-'
issue-level rating (one notch below the corporate credit rating)
and '5' recovery rating to Oklahoma City-based Templar Energy
LLC's proposed $550 million second-lien term loan maturing in
2021. The '5' recovery rating indicates S&P's expectation of
modest (10% to 30%) recovery in the event of default. S&P
understands the proposed term loan will be pari passu with the
company's existing $900 million second-lien term loan. In
addition, S&P expects the company to amend its first-lien reserve-
based lending facility to a $1.3 billion committed facility with
an initial borrowing base of $625 million.
The issue-level rating on the company's existing second-lien term
loan remains unchanged at 'B-' with a recovery rating of '5'.
The company plans to use the proceeds of the proposed term loan to
partially finance the acquisition of Granite Wash assets from
Newfield Exploration Co. for $588 million.
The 'B' corporate credit rating on Templar Energy LLC reflects
S&P's assessment of the company's "weak" business risk and "highly
leveraged" financial risk profiles. The positive outlook on
Templar reflects S&P's expectation that the company will close the
transaction with the proposed financing and amendments to its RBL
facility and will continue to expand its reserves and production.
S&P could raise the rating if the company decreased leverage to
below 4x and increased funds from operations to debt to above 20%
on a sustained basis while also maintaining adequate liquidity.
RECOVERY ANALYSIS
-- S&P's simulated default scenario for Templar contemplates a
sustained period of weak crude oil and North American
natural gas prices, consistent with past defaults in this
sector.
-- S&P based its valuation on a company-provided PV-10 report
pro forma for the transaction, using midyear 2014 proven
reserves evaluated at its recovery price deck assumptions of
$50 per barrel for West Texas Intermediate (WTI) crude oil,
$3.50 per million British thermal unit for Henry Hub natural
gas, and natural gas liquids at 55% of WTI.
-- S&P assumes the company issues the proposed $550 million
second-lien term loan with substantially the same terms as
its existing term loan.
-- S&P's recovery analysis incorporates the company's expected
$625 million borrowing base on its reserve-based lending
facility, which S&P assumes is fully drawn at default.
Simulated Default And Valuation Assumptions
-- Simulated year of default: 2017
Simplified Waterfall
-- Net enterprise value (after 5% in administrative costs):
$951 million
-- Secured RBL claims: $645 million
-- Recovery expectation: N/A
-- Second-lien term loan claims: $1,515 million
-- Recovery expectation: 10% to 30% (upper half of range)
Note: All debt amounts include six months of prepetition interest.
N/A--Not applicable.
Ratings List
Templar Energy LLC
Corporate Credit Rating B/Positive/--
New Rating
Templar Energy LLC
$550 mil 2nd-lien term loan due 2021 B-
Recovery Rating 5
TPF II POWER: Moody's Assigns B1 Rating on $1.59MM 1st Lien Debt
----------------------------------------------------------------
Moody's Investors Service has assigned a B1 rating to TPF II
Power, LLC and TPF II Covert Midco, LLC's (TPF II or the
Borrowers) proposed $1,590 million senior secured first lien
credit facilities. The facilities consist of a $1,500 million term
loan due 2021 and a $90 million senior secured revolving credit
facility due 2019. The rating outlook is stable.
Proceeds from the term loan will be used to repay approximately
$812 million in outstanding debt, cash fund a debt service reserve
account ($52 million) and to pay related fees and a dividend of
approximately $613 million to the Borrowers owner.
The outstanding debt to be repaid includes senior secured term
loans at TPF II LC, LLC (B1 secured, stable outlook) and at
Astoria Generating Company Acquisitions, LLC (B2, stable). As
such, the ratings for these two related issuers will be withdrawn
upon the consummation of the overall transaction.
TPF II owns seven primarily gas-fired electric generating stations
with a combined generating capacity of approximately 4,900
megawatts (MWs): Astoria Generating Station (955 MW), Gowanus Gas
Turbine Facility (621 MW) and Narrows Gas Turbine Facility (355
MW), all located in New York City; Lincoln Generating Facility
(656 MW) and Crete Energy Ventures (328 MW), located in Illinois;
Rolling Hills Generating (860 MW), located in Ohio; and New Covert
Generating Company (New Covert:1,100 MW), located in Michigan.
With the exception of the combined-cycle New Covert facility, TPF
II's portfolio consists of simple-cycle peaking generation
projects.
TPF II is owned by TPF II, L.P., a private equity fund managed by
Tenaska Capital Management (Tenaska Capital).
Ratings Rationale
The main credit attributes supporting TPF II's B1 rating are the
diversification of its generating assets across two regional
transmission organizations (RTO's) with transparent capacity and
energy markets and known capacity prices through part of 2018 that
provide a relatively high degree of predictability with regard to
near-term cash flows. These positive attributes are balanced by
the increase in leverage that surfaces following this
recapitalization.
Approximately 40% of TPF II's generating capacity is located in
NY-ISO Zone J, which provides premium energy, ancillary services
and capacity pricing given constraints in generating and
delivering electricity within New York City. With the exception of
New Covert, the remainder of TPF II's portfolio is currently
located in the RTO pricing region of PJM; however, completion of a
transmission line, expected by mid-2016, will allow New Covert to
interconnect into PJM.
Additionally factoring into TPF II's B1 rating is the project's
reliance on capacity payments as a significant source of revenue
and cash flow. For example, Moody's calculate that in 2017
capacity revenue and cash will represent 74% of gross margin, with
another 6% from ancillary services and the remaining 20% from
merchant energy sales.
While capacity pricing in both NY-ISO and PJM have historically
experienced periods of volatility, pricing levels have trended
upward in more recent auctions. In the case of NY-ISO, capacity
prices are derived using an administratively-determined demand
curve, which is reset ever three years. The most recent reset
became effective during the summer of 2014 and the next demand
curve reset is scheduled for the summer of 2017. Recent summer
spot auction prices have averaged approximately $19/kW-Month
compared to $16/kW-Month during the summer of 2013.
In PJM, capacity prices are determined annually for twelve month
periods on a three-year forward basis. Currently, TPF II's assets
in PJM are being paid $125.99 MW-Day for delivery year 2014/2015.
Subsequent auctions for the 2015/2016, 2016/2017 and 2017/2018
periods cleared at $136 MW-Day, $59.37 MW-Day and $120 MW-Day,
respectively.
As such, TPF II is expected to generate significant consolidated
capacity revenue in the range of $300-340 million annually through
at least 2017. Moody's note that while TPF II's NY-based assets
are smaller in size (representing 40% of the portfolio on a MW
basis), the NY-based assets are expected to provide approximately
70% of total capacity revenues as capacity values in Zone J are at
least 3 times higher than those received in PJM RTO.
Tenaska Capital believes that capacity values will trend upward
from current levels owing to plant closures. While Moody's
acknowledge the amount of plant closure announcements, Moody's
assumptions incorporate the view that future capacity auctions in
NY-ISO and PJM will produce on average flat to moderately higher
increases in capacity revenues through the tenor of the proposed
financing.
A key consideration for TPF II's B1 rating is the sizable amount
of debt being incurred, which results in somewhat weak projected
key financial metrics. Specifically, Moody's expect TPF's debt
service coverage ratio and ratio of funds from operations (FFO) to
debt to range between 1.7-2.1 times and 6-10%, respectively,
through 2017.
Another rating consideration is the somewhat challenged operating
history of TPF II's New York City-based generating stations.
Despite strong recent operating performance, prior events (an
explosion at Astoria in the summer of 2011, a fuel pier collapse
at Gowanus in 2012 and an electrical short circuit at the Narrows
facility also in 2012) suggests the potential for additional
operational issues for these plants, particularly given the age of
this generation fleet. That said, Moody's factor in a low
probability that these assets can be replaced or become obsolete
over the life of the financing as they are located in various load
packets in New York City where their output is critical to meeting
in-city and peak demand.
Because of the age and efficiency of TPF II's assets and the need
for a robust capacity market to continue, Moody's believe that
lenders are exposed to modest refinancing risk. Factors mitigating
this risk include the criticality of the New York assets, the
likelihood that Zone J will continue to provide premium pricing to
plant owners, and the relative importance to the portfolio of the
New Covert, an efficient combined-cycle asset.
The financing will incorporate typical project finance features
including limitations on indebtedness, a trustee administered
waterfall of accounts, a cash funded six month debt service
reserve, an annual (June) sweep of 100% of excess cash flow (75%
should leverage be lower than 3 times) to repay debt and a 1.1
times debt service coverage covenant requirement. That said, the
rating recognizes certain structure weaknesses in the financing
terms. As part of the overall transaction, New Covert will enter
into a separate $60 million senior secured first lien construction
facility due 2019 and $65 million senior secured letter of credit
facility due 2016 that are structurally senior to TPF II's senior
secured credit facilities. Proceeds from the construction facility
will be used to fund the interconnection project, which will
enable the project to join PJM from MISO. The construction
facility has a fixed amortization schedule which will be satisfied
from New Covert's cash flows. Residual cash flow after payment of
New Covert debt service will be distributed to TPF II.
As long as the construction and LOC credit facilities are
outstanding, lenders to TPF II will be granted a second lien on
the assets and a guarantee from New Covert and its direct holding
company; a first lien will be granted upon repayment of these
credit facilities (2019). Lenders will have a first lien and
direct guarantee on all of TPF II's remaining assets (including
all accounts).
Given the plant's size (1,100 MW) and competitive operating
profile (7,000 MMbtu heat rate), New Covert is an important asset
in the portfolio, contributing an estimated 23% of TPF II's
consolidated cash flows. The construction required to interconnect
New Covert into PJM is not of particular concern, as the actual
construction work involved (primarily the construction of a new
substation and a ¬ mile transmission line) appears routine, the
timetable is adequate and the contractor is reputable. New Covert
has already participated in and cleared the completed PJM capacity
auction for 2016/2017 and 2017/2018.
Moody's note that TPF II has the ability to sell all any of its
assets with proceeds subject to maximum debt pay down amounts.
Specifically, each asset has a specific target price whereby 100%
of the proceeds up to the target amount must be used to repay
debt; any amount in excess of the target, is shared 50/50 with the
sponsor. Asset sales are not subject to a rating affirmation.
The stable outlook reflects Moody's assumption that capacity
markets will continue to provide support and clarity around future
cash flows and that TPF II's generating facilities will be
operated and maintained in a manner to ensure availability and
dependable responsiveness.
In the short-run, limited prospects exist for a rating upgrade.
Over the longer term, positive trends that could lead to an
upgrade include substantial debt reduction or significant
contracted cash flows that sustain 'Ba' category financial metrics
under Moody's methodology.
The rating could be downgraded if TPF II's New York City-based
assets incur operating problems or if New Covert is unable to
interconnect into PJM. Moreover, a meaningful decline in capacity
prices that results in the debt service coverage ratio falling
below 1.5x and the ratio of FFO to debt to declining to below 5%
on a sustained basis could put downward pressure on TPF II's
rating.
The ratings are predicated upon final documentation in accordance
with Moody's current understanding of the transaction and final
debt sizing and model outputs consistent with initially projected
credit metrics and cash flows.
TPF II POWER: S&P Assigns Prelim. 'BB-' Rating on $1.5BB Loan
-------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its
preliminary 'BB-' rating and preliminary '1' recovery rating to
project finance entity TPF II Power LLC's proposed $1.5 billion
senior secured first-lien term loan due 2021 and $90 million
revolving credit facility due 2019. TPF II Covert Midco LLC is
co-issuer with TPF II and is a joint and several obligor. The
preliminary ratings are subject to receipt and review of final
financial and legal documentation.
TPF II expects to be a ring-fenced, special-purpose entity owning
close to 4.9 gigawatts (GW) of generation capacity from seven
separate plants in the Pennsylvania-Jersey-Maryland (PJM)
Interconnection, Midcontinent Independent System Operator (MISO),
and New York Independent System Operator (NYISO) power markets.
It is 100% owned by funds managed by U.S. private equity firm
Tenaska Capital Management. TPF II is issuing a $1.5 billion
senior secured first-lien term loan and a $90 million revolving
credit facility. TPF II will use proceeds to repay existing
subsidiary debt, fund a debt service reserve account, and make a
distribution to the sponsors. The term loan matures in 2021 and
the revolving facility in 2019. TPF II will repay the term loan
through minimal mandatory amortization and a cash flow sweep that
will range from 100% to 75% based on leverage.
S&P's 'BB-' preliminary rating primarily reflects the portfolio's
exposure to merchant energy and capacity markets and high capital
spending needs, although these risks are partially offset by their
position in strong markets that have visibility into capacity
prices for several years and favorable supply and demand dynamics.
"Through the debt term we expect capacity revenues to constitute
close to 70% of gross margins, making most of its cash flow
predictable over the next few years if the plants can achieve and
maintain high availabilities," said Standard & Poor's credit
analyst Stephen Coscia.
The stable outlook reflects TPF II's reliance on predictable
capacity payments for most of its cash flow over the next few
years. A rating upgrade would likely require DSCRs in the 2.5x
area, sound operational performance especially for the NYISO
plants, and lower debt at maturity. S&P would lower the rating if
expected debt service coverage fell closer to 1.5x, which could
stem from operational issues that lower availability and increase
maintenance costs, or lower-than-expected capacity prices in NYISO
Zone J over the next few years.
TRADER CORP: S&P Raises Corp. Credit Rating to 'B'; Outlook Stable
------------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its long-term
corporate credit rating on Toronto-based Trader Corp. to 'B' from
'B-'. The outlook is stable.
S&P also raised its issue-level ratings on the company's existing
senior secured revolving credit facility to 'BB-' from 'B+' and on
the senior secured notes to 'B' from 'B-'. The respective '1' and
'4' recovery ratings on the credit facility and notes are
unchanged.
"The upgrade reflects our expectation that Trader will experience
improving operating performance in the next few years due to a mix
shift toward higher-margin online revenues, as well as sales
growth driven by new product and bundling initiatives," said
Standard & Poor's credit analyst David Fisher.
This should result in improved credit measures in the near term.
Notably, S&P expects cash interest coverage of close to 2x or
higher in 2015 and 2016. S&P's 'B' long-term corporate credit
rating on Trader Corp. is derived from its anchor of 'b', based on
its "weak" business risk profile and "highly leveraged" financial
risk profile assessments for the company. S&P used 'b' as the
anchor instead of 'b-' because it believes Trader is at the better
end of the highly leveraged financial risk profile given its
forecast of improving interest coverage credit measures, and after
incorporating qualitative aspects of the shareholder loans that
provide some benefits relative to other debt instruments.
Standard & Poor's assessment of Trader's business risk profile as
weak primarily reflects the company's participation in the highly
competitive online advertising space, and its small scale, limited
diversity, and exposure to cyclical automotive advertising
spending.
Trader faces intense competition from other automotive and
generalist online portals as well as traditional print-based
classified products. S&P views end-market diversity as limited
because automotive classifieds and related ancillary services
represent the bulk of the company's earnings, and automotive
dealers form Trader's core customer base. Customer concentration
is minimal, but Trader's reliance on the automotive industry
exposes it to cyclicality. The company is reliant on a single
vendor -- Dealer.com -- for a large part of its marketing
technology solutions. Trader has a long-term contract for the use
of Dealer.com products.
The stable outlook reflects Standard & Poor's expectation that
improved operating performance should enable Trader to maintain
EBITDA interest coverage of close to 2x or higher in the coming
years. This should support annual free operating cash flow
generation of more than C$10 million even as the company invests
in new products and marketing initiatives aimed at strengthening
its market position and driving revenue growth.
S&P could lower the ratings if Trader's cash interest coverage
trends down toward 1.5x, possibly as a result of weaker-than-
expected operating performance due to deterioration in the
Canadian automotive market.
Given Trader's high leverage and financial sponsor ownership,
Standard & Poor's does not expect to raise the ratings in the next
year. However, S&P could consider an upgrade if the company
demonstrates sustainable strengthening in its operating
performance, which results in significantly improved credit
measures, including maintaining adjusted debt to EBITDA below 5x
and FFO to debt above 12%. In addition, S&P would need to be
confident that Trader's financial sponsor would not recapitalize
the company to higher leverage levels in the future.
TRUMP ENTERTAINMENT: Court Okays Cash Use, Other 1st Day Motions
----------------------------------------------------------------
Reuben Kramer, writing for Press of Atlantic City, reported that
U.S. Bankruptcy Court Judge Kevin Gross on Sept. 10 said he would
allow Trump Entertainment Resorts to use cash on hand to continue
day-to-day operation of Trump Taj Mahal while the Chapter 11
bankruptcy process unfolds.
The cash, which is part of the package of collateral securing the
debt to investor Carl Icahn, is "the sole source of liquidity
available to the debtors," company attorney Erez Gilad told the
judge at Wednesday's hearing, according to the report. Without
it, casino operations "would immediately cease," he said.
Judge Gross also gave the company permission to pay employees, key
vendors and insurance premiums, and to keep its comp system and
cash-management procedures in place, the report added.
The report also said Kristopher Hansen, Esq., an attorney for
Trump Entertainment Resorts, told the bankruptcy judge that
without concessions from the company's main lender and labor
union, there is a "significant possibility" that Trump Taj Mahal
will close Nov. 13 or shortly thereafter.
Trump Plaza is slated to close Sept. 16.
"The runway here is relatively short," said Mr. Hansen, Esq. "It's
just an unfortunate reality."
Trump Entertainment Resorts has more than $292 million in first-
lien debt owed to companies controlled by titan investor Carl
Icahn. The debt, which comes due December 2015, is secured by the
two casinos.
"We really don't believe there are many, if any, unencumbered
assets," Mr. Hansen told the Court.
According to the Press of Atlantic City, Trump CEO Robert Griffin
was present in the courtroom at Wednesday's hearing.
The next bankruptcy hearing is scheduled for Oct. 6.
About Trump Entertainment Resorts
Trump Entertainment Resorts Inc., owner of the Atlantic City
Boardwalk casinos that bear the name of Donald Trump, returned to
Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on
Sept. 9, 2014, with plans to close the Trump Plaza by next week,
and, absent union concessions, the Taj Mahal by Nov. 13.
TER and its affiliated debtors own and operate two casino hotels
located in Atlantic City, New Jersey. TER said it will close the
Trump Taj Mahal Casino Resort by Sept. 16, and, absent union
concessions, the Trump Plaza Hotel and Casino by Nov. 13.
The Debtors have sought an order authorizing the joint
administration of their Chapter 11 cases and the consolidation
thereof for procedural purposes only. Judge Kevin Gross presides
over the Chapter 11 cases.
The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP, as
counsel; Stroock & Stroock & Lavan LLP, as co-counsel; Houlihan
Lokey Capital, Inc., as financial advisor; and Prime Clerk LLC, as
noticing and claims agent.
TER estimated $100 million to $500 million in assets as of the
bankruptcy filing.
The Debtors as of Sept. 9, 2014, owe $285.6 million in principal
plus accrued but unpaid interest of $6.6 million under a first
lien debt issued under their 2010 bankruptcy-exit plan. The
Debtors also have trade debt in the amount of $13.5 million.
TRUMP ENTERTAINMENT: Donald Trump Wants Name Out of Buildings
-------------------------------------------------------------
Bloomberg News reported that Donald Trump wants his name taken off
of the Trump casino buildings, and has filed a lawsuit against
Carl Icahn, who is the largest creditor of Trump Entertainment.
Speaking in a phone interview with Bloomberg, Trump said, "it's
not that we're demanding rights . . . We just want the name taken
off the building. We have the hottest hotel portfolio in the
world right now. They are not operating the hotel in accordance
with our very high standard."
About Trump Entertainment Resorts
Trump Entertainment Resorts Inc., owner of the Atlantic City
Boardwalk casinos that bear the name of Donald Trump, returned to
Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on
Sept. 9, 2014, with plans to close the Trump Plaza by next week,
and, absent union concessions, the Taj Mahal by Nov. 13.
TER and its affiliated debtors own and operate two casino hotels
located in Atlantic City, New Jersey. TER said it will close the
Trump Taj Mahal Casino Resort by Sept. 16, and, absent union
concessions, the Trump Plaza Hotel and Casino by Nov. 13.
The Debtors have sought an order authorizing the joint
administration of their Chapter 11 cases and the consolidation
thereof for procedural purposes only. Judge Kevin Gross presides
over the Chapter 11 cases.
The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP, as
counsel; Stroock & Stroock & Lavan LLP, as co-counsel; Houlihan
Lokey Capital, Inc., as financial advisor; and Prime Clerk LLC, as
noticing and claims agent.
TER estimated $100 million to $500 million in assets as of the
bankruptcy filing.
The Debtors as of Sept. 9, 2014, owe $285.6 million in principal
plus accrued but unpaid interest of $6.6 million under a first
lien debt issued under their 2010 bankruptcy-exit plan. The
Debtors also have trade debt in the amount of $13.5 million.
TRUMP ENTERTAINMENT: Sept. 23 Meeting to Form Creditors' Panel Set
------------------------------------------------------------------
Roberta A. DeAngelis, United States Trustee for Region 3, will
hold an organizational meeting on Sept. 23, 2014, at 10:00 a.m. in
the bankruptcy case of Trump Entertainment Resorts, Inc., et al.
The meeting will be held at:
The DoubleTree Hotel
700 King St.
Wilmington, DE 19801
The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.
The organizational meeting is not the meeting of creditors
pursuant to Section 341 of the Bankruptcy Code. A representative
of the Debtor, however, may attend the Organizational Meeting, and
provide background information regarding the bankruptcy cases.
To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States
Trustee appoint a committee of unsecured creditors as soon as
practicable. The Committee ordinarily consists of the persons,
willing to serve, that hold the seven largest unsecured claims
against the debtor of the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee
may consult with the debtor, investigate the debtor and its
business operations and participate in the formulation of a plan
of reorganization. The Committee may also perform other services
as are in the interests of the unsecured creditors whom it
represents.
About Trump Entertainment Resorts
Trump Entertainment Resorts Inc., owner of the Atlantic City
Boardwalk casinos that bear the name of Donald Trump, returned to
Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on
Sept. 9, 2014, with plans to close the Trump Plaza by next week,
and, absent union concessions, the Taj Mahal by Nov. 13.
TER and its affiliated debtors own and operate two casino hotels
located in Atlantic City, New Jersey. TER said it will close the
Trump Taj Mahal Casino Resort by Sept. 16, and, absent union
concessions, the Trump Plaza Hotel and Casino by Nov. 13.
The Debtors have sought an order authorizing the joint
administration of their Chapter 11 cases and the consolidation
thereof for procedural purposes only. Judge Kevin Gross presides
over the Chapter 11 cases.
The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP, as
counsel; Stroock & Stroock & Lavan LLP, as co-counsel; Houlihan
Lokey Capital, Inc., as financial advisor; and Prime Clerk LLC, as
noticing and claims agent.
TER estimated $100 million to $500 million in assets as of the
bankruptcy filing.
The Debtors as of Sept. 9, 2014, owe $285.6 million in principal
plus accrued but unpaid interest of $6.6 million under a first
lien debt issued under their 2010 bankruptcy-exit plan. The
Debtors also have trade debt in the amount of $13.5 million.
U-VEND INC: Incurs $575K Net Loss in June 30 Quarter
----------------------------------------------------
U-Vend Inc. filed its quarterly report on Form 10-Q, disclosing a
net loss of $575,114 on $62,008 of revenue for the three months
ended June 30, 2014, compared with a net loss of $112,746 on $nil
of revenue for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $1.68 million
in total assets, $2.4 million in total liabilities, and a
stockholders' deficit of $714,023.
The Company incurred a loss of $1.16 million during the six months
ended June 30, 2014, has incurred accumulated losses totaling
$2.94 million, and has a working capital deficit of $998,400 at
June 30, 2014. These factors, among others, indicate that the
Company may be unable to continue as a going concern, according to
the regulatory filing.
A copy of the Form 10-Q is available at:
http://is.gd/wIoeGa
U-Vend, Inc., engages in the business of developing, marketing and
distributing various next-generation self-serve electronic kiosks
in a variety of locations ranging from neighborhood grocery
stores, drug stores, mass merchants, malls, hospitals and other
retail locations. It also owns and operates a kiosk with a
particular focus on healthy vending. The company was founded by
Raymond J. Meyers on March 26, 2007 and is headquartered in Santa
Monica, Calif.
UNITEK GLOBAL: Common Stock Delisted From NASDAQ
------------------------------------------------
The NASDAQ Stock Market LLC filed a Form 25 with the U.S.
Securities and Exchange Commission to notify the removal from
listing of UniTek Global Services, Inc.'s common stock on the
Exchange.
About UniTek Global Services
UniTek Global Services, Inc., based in Blue Bell, Pennsylvania,
provides fulfillment and infrastructure services to media and
telecommunication companies in the United States and Canada.
UniTek Global reported a net loss of $52.07 million on $471.93
million of revenues for the year ended Dec. 31, 2013, as compared
with a net loss of $77.73 million on $437.59 million of revenues
in 2012. The Company's balance sheet at Dec. 31, 2013, showed
$270.54 million in total assets, $259.08 million in total
liabilities and $11.45 million in total stockholders' equity.
Bankruptcy Warning
"An event of default under either of our credit facilities could
result in, among other things, the acceleration and demand for
payment of all the principal and interest due and the foreclosure
on the collateral. As a result of such a default or action
against collateral, we could be forced to enter into bankruptcy
proceedings, which may result in a partial or complete loss of
your investment," the Company said in its annual report for the
year ended Dec. 31, 2013.
* * *
In the Oct. 17, 2013, edition of the TCR, Moody's Investors
Service assigned a Caa2 Corporate Family Rating to UniTek Global
Services, Inc. UniTek's Caa2 CFR reflects the company's high
interest burden, delay in filing 2013 quarterly reports with the
SEC, lower than anticipated future revenues from one of its main
customers, and need to address internal control weaknesses over
financial reporting as of December 31, 2012 as cited in the
company's Form 10-K for the year ended Dec. 31, 2012.
The TCR reported on Aug. 27, 2014, that Moody's Investors Service
changed UniTek Global Services, Inc.'s outlook to negative from
stable due to the company's lower than anticipated operating
performance during the first half of 2014 and uncertainty
regarding its near-term covenant compliance.
As reported by the TCR on Oct. 17, 2013, Standard & Poor's Ratings
Services said it raised its corporate credit rating on Blue Bell,
Pa.-based UniTek Global Services Inc. to 'B-' from 'CCC'. "The
ratings upgrade to 'B-' reflects our belief that the company
is no longer vulnerable and dependent on favorable developments to
meet its financial commitments over the next few years," said
Standard & Poor's credit analyst Michael Weinstein.
UNIVERSITY GENERAL: Disposes of Certain Non-Performing Assets
-------------------------------------------------------------
University General Health System, Inc., said it is in the process
of divesting the following hospital outpatient departments: UGH
Diagnostic Imaging, UGH Physical Therapy, UGH Kingwood Diagnostic
and Rehabilitation Center, Robert Horry Center for Sports and
Physical Rehabilitation, UGH Woodlands Physical Therapy, and UGHS
Waxahachie Diagnostic Center.
In addition, the Company announced that patient occupancy at its
flagship University General Hospital in Houston approximated 54%
for the month of August 2014, compared with a 51% average monthly
patient occupancy during the first eight months of 2014. The
hospital performed 707 surgery procedures during the month of
August 2014, versus an average of 665 monthly surgeries during the
January-August 2014 period.
"Several months ago, we commenced a performance analysis of every
asset of the Company in order to determine which departments
and/or divisions were adequately profitable, and which could be
eliminated or otherwise divested without affecting our ability to
maintain a healthy occupancy and surgical volume at the Houston
hospital," stated Hassan Chahadeh, MD, chairman and chief
executive officer of University General Health System, Inc. "The
savings that will result from the actions announced today will
contribute to the previously announced $13 million in annualized
cost reductions that have been implemented at our flagship
hospital. While terminations of strategic relationships are very
difficult, we are committed to eliminate the drag of non-
performing assets on our financial performance. We will continue
to focus on strategic relationships that positively affect our UGH
Houston hospital, and may dispose of other non-core and non-
performing assets in coming months."
"We are very pleased that trends in patient occupancy and surgical
volumes at Houston's University General Hospital have continued to
exceed our expectations following the enactment of cost-
containment measures earlier in the year," concluded Dr. Chahadeh.
About University General
University General Health System, Inc., located in Houston, Texas,
is a diversified, integrated multi-specialty health care provider
that delivers concierge physician- and patient-oriented services.
UGHS currently operates one hospital and two ambulatory surgical
centers in the Houston area. It also owns a revenue management
company, a hospitality service provider and facility management
company, three senior living facilities and manages six senior
living facilities.
University General reported a net loss attributable to common
shareholders of $35.70 million on $163.98 million of total
revenues for the year ended Dec. 31, 2013, as compared with a net
loss attributable to common shareholders of $3.97 million on
$113.22 million of total revenues for the year ended Dec. 31,
2012.
As of Dec. 31, 2013, the Company had $183.26 million in total
assets, $186.91 million in total liabilities, $2.97 million in
series C convertible preferred stock, and a $6.61 million total
deficit.
Moss, Krusick & Associates, LLC, in Winter Park, Florida, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013. The independent
auditors noted that the Company has negative working capital and
relative low levels of cash and cash equivalents. These
conditions raise substantial doubt about its ability to continue
as a going concern, the auditors said.
VACCINOGEN INC: Incurs $1.12-Mil. Net Loss for Second Quarter
-------------------------------------------------------------
Vaccinogen, Inc., filed its quarterly report on Form 10-Q,
disclosing a net loss of $1.12 million on $nil of revenues for the
three months ended June 30, 2014, compared with a net loss of
$4.04 million on $nil of revenues for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed
$60.0 million in total assets, $18.3 million in total liabilities
and stockholders' equity of $41.67 million.
The Company has recurring losses and as of June 30, 2014, the
Company had an accumulated deficit of approximately $106.1 million
and negative working capital of approximately $17.9 million.
Since inception, the Company has financed its activities
principally from the proceeds from the issuance of equity and debt
securities and loans from officers. The Company's ability to
continue as a going concern is dependent upon the Company's
ability to raise additional debt and equity capital. There can be
no assurance that such capital will be available in sufficient
amounts or on terms acceptable to the Company. 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/xezeGA
Vaccinogen, Inc., is a biotechnology company based in Frederick,
Maryland. The Company develops OncoVAX(R), an immunotherapy for
Stage II colon cancer and its related technologies may also be
applicable to other tumor types, notably melanoma and renal cell
carcinoma.
VARIANT HOLDING: CEO Accuses Creditor of 'Loaning To Own'
---------------------------------------------------------
Law360 reported that the chief executive officer of Variant
Holding Co. LLC said that the commercial real estate company's
Chapter 11 filing was on the eve of a planned foreclosure sale
commenced by major lender Beach Point Capital Management LP, which
the chief executive accuses of having a "loan-to-own" strategy.
According to the report, the CEO, in a declaration filed with the
Delaware bankruptcy court, said his company filed for Chapter 11
protection to give it a "breathing spell."
About Variant Holding
Variant Holding Company, LLC, commenced bankruptcy proceedings
under Chapter 11 of the U.S. Bankruptcy Code in Delaware (Case No.
14-12021) on Aug. 28, 2014, without stating a reason.
Tucson, Arizona-based Variant Holding estimated $100 million to
$500 million in assets and less than $100 million in debt.
The Debtor has tapped Peter J. Keane, Esq., at Pachulski Stang
Ziehl & Jones LLP, as counsel.
Members holding the majority of the interests in the company,
namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding
Company, LLC, Walkers Dream Trust, and Variant Royalty Group, LP,
signed the resolution authorizing the bankruptcy filing.
VERITEQ CORP: Iliad Research Reports 9.9% Ownership
---------------------------------------------------
In a Schedule 13G filed with the U.S. Securities and Exchange
Commission, Iliad Research & Trading, L.P., and its affiliates
disclosed that as of Sept. 10, 2014, they beneficially owned
3,415,194 shares of common stock of Veriteq Corporation
representing 9.99 percent of the shares outstanding. A copy of
the regulatory filing is available at http://is.gd/uAOZt0
About VeriTeQ
VeriTeQ (formerly known as Digital Angel Corporation) develops
innovative, proprietary RFID technologies for implantable medical
device identification, and dosimeter technologies for use in
radiation therapy treatment. VeriTeQ offers the world's first FDA
cleared RFID microchip technology that can be used to identify
implantable medical devices, in vivo, on demand, at the point of
care. VeriTeQ's dosimeters provide patient safety mechanisms
while measuring and recording the dose of radiation delivered to a
patient in real time. For more information on VeriTeQ, please
visit www.veriteqcorp.com .
Veriteq Corporation reported a net loss of $15.07 million on
$18,000 of sales for the year ended Dec. 31, 2013, as compared
with a net loss of $1.60 million on $0 of sales for the year ended
Dec. 31, 2012. As of June 30, 2014, the Company had $7.04 million
in total assets, $14.16 million in total liabilities and a $7.12
million total stockholders' deficit.
EisnerAmper LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013. The independent auditors noted that
the Company has incurred recurring net losses, and at Dec. 31,
2013, had negative working capital and a stockholders' deficit.
These events and conditions raise substantial doubt about the
Company's ability to continue as a going concern.
VIAWEST INC: S&P Raises CCR to 'B+' & Removes from CreditWatch
--------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Denver-based ViaWest Inc. to 'B+' from 'B'. The
outlook is stable. S&P also raised the rating on ViaWest's senior
secured debt to 'B+' from 'B' and removed all ratings from
CreditWatch, where it had placed them with positive implications
on July 31, 2014 following the announcement that Calgary-based
Shaw Communications signed an agreement to buy ViaWest in a
transaction valued at $1.2 billion.
"The ratings upgrade reflects our unchanged view of ViaWest's
standalone credit profile of 'b' plus one notch of rating uplift
based on our view that ViaWest is 'moderately strategic' to
higher-rated Shaw, which leads to the 'B+' corporate credit
rating," said Standard & Poor's credit analyst Allyn Arden.
As part of the transaction, Shaw received a waiver under the bank
credit facility's change of control provision, enabling the
existing debt at ViaWest to remain outstanding. Although
ViaWest's debt will be nonrecourse to Shaw, S&P's assessment of
"moderately strategic" is based on these factors:
-- S&P does not expect Shaw to sell ViaWest over the next year.
-- As a data center operator, ViaWest is reasonably successful
based on its double-digit growth rates and solid EBITDA
margins of over 40%. Moreover, S&P believes that the
company has good prospects for growth over the next few
years.
-- S&P does not expect any meaningful operational integration
or co-marketing given that the two companies operate in
different geographic markets. There are limited business
benefits as a result of the transaction.
-- S&P believes that Shaw is likely, although not certain, to
provide support should ViaWest fall into financial
difficulty.
The ratings on ViaWest reflect the company's small scale, limited
business diversity, and exposure to economically sensitive small
business customers. In S&P's view, these risks somewhat offset
the company's multiyear contracts and its focus on less
competitive markets.
The stable outlook reflects S&P's view that ongoing capital
expenditures from additional site development will impair the
company's ability to generate positive FOCF through 2015. Still,
strong demand for data center colocation space should result in
continued double-digit revenue growth and improvements in EBITDA,
resulting in modest leverage reduction.
A rating downgrade would likely result from a debt-funded
expansion or material degradation in the business from contract
re-pricing and higher churn, resulting in leverage sustained above
7.5x.
An upgrade is unlikely in the near term as it would require an
assessment that the sponsor's financial policies would support
improved credit quality, including positive FOCF and leverage
reduction to the mid-4x area on a sustained basis.
VIRGIN MEDIA: Bank Debt Trades at 3% Off
----------------------------------------
Participations in a syndicated loan under which Virgin Media
Investment Holdings Ltd (NTL) is a borrower traded in the
secondary market at 97.73 cents-on-the-dollar during the week
ended Friday, September 12, 2014 according to data compiled by
LSTA/Thomson Reuters MTM Pricing and reported in The Wall Street
Journal. This represents a drop of 0.90 percentage points from
the previous week, The Journal relates. Virgin Media Investment
Holdings Ltd (NTL) pays 275 basis points above LIBOR to borrow
under the facility. The bank loan matures on Feb. 6, 2020. The
bank debt carries Moody's Ba3 rating and Standard & Poor's BB-
rating. The loan is one of the biggest gainers and losers among
255 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.
VISCOUNT SYSTEMS: Issues 250,000 Share Purchase Warrants
--------------------------------------------------------
Viscount Systems, Inc., on Sept. 4, 2014, issued 250,000 share
purchase warrants, each exercisable to acquire a share of common
stock of the Company at an exercise price of $0.09 per share for a
period of three years from the date of issuance. The warrants
were issued in consideration of consulting services pursuant to a
consulting agreement, the Company disclosed in a Form 8-K filed
with the U.S. Securities and Exchange Commission.
About Viscount Systems
Burnaby, Canada-based Viscount Systems, Inc., is a manufacturer,
developer and service provider of access control security
products.
The Company's bank credit facility was suspended on December 30,
2011 due to the bank's assessment of the Company's financial
position. Management has determined that the Company will need to
raise a minimum of C$500,000 by way of new debt or equity
financing to continue normal operations for the next twelve
months. Management has been actively seeking new investors and
developing customer relationships, however a financing arrangement
has not yet completed. Short-term loan financing is anticipated
from related parties, however there is no certainty that loans
will be available when required. These factors raise substantial
doubt about the ability of the Company to continue operations as a
going concern.
Dale Matheson Carr-Hilton LaBonte LLP expressed substantial doubt
about the Company's ability to continue as a going concern, citing
that the Company has an accumulated deficit of C$11.67 million for
the year ended Dec. 31, 2013. The Company requires additional
funds to meet its obligations and the costs of its operations.
The Company reported a net loss of C$3.08 million on
C$4.13 million of sales in 2013, compared with a net loss of
C$2.68 million on C$3.6 million of sales in 2012.
As of June 30, 2014, the Company had C$2.66 million in total
assets, C$7.27 million in total liabilities and a C$4.60 million
total stockholders' deficit.
VUZIX CORP: Presented at Rodman & Aegis Capital Conferences
-----------------------------------------------------------
On Sept. 10, 2014, and Sept. 11, 2014, Vuzix Corporation made a
presentation at the Rodman and Renshaw Annual Global Investment
Conference and the Aegis Capital Corp. conference, respectively.
Topics of the presentation include:
* Company background
* interim financial data for the 6 months ended June 30
* Company objectives
* executive management
* investment highlights
A copy of the presentation is available for free at:
http://is.gd/0RyVbj
About Vuzix Corporation
Vuzix -- http://www.vuzix.com-- is a supplier of Video Eyewear
products in the consumer, commercial and entertainment markets.
The Company's products, personal display devices that offer users
a portable high quality viewing experience, provide solutions for
mobility, wearable displays and virtual and augmented reality.
Vuzix holds 33 patents and 15 additional patents pending and
numerous IP licenses in the Video Eyewear field. Founded in 1997,
Vuzix is a public company with offices in Rochester, NY, Oxford,
UK and Tokyo, Japan.
The Company's balance sheet at June 30, 2014, showed $4.84 million
in total assets, $13.31 million in total liabilities, and a
stockholders' deficit of $8.47 million.
"The Company's independent registered public accounting firm's
report issued on our consolidated financial statements for the
years ended December 31, 2013 and 2012 included an explanatory
paragraph describing the existence of conditions that raise
substantial doubt about the Company's ability to continue as a
going concern, including continued operating losses and the
potential inability to pay currently due debts. The net operating
loss for the first quarter of 2014 was $993,150. The Company has
incurred a net loss from continuing operations consistently over
the last 2 years. The Company incurred annual net losses from its
continuing operations of $10,146,228 in 2013 and $4,747,387 in
2012, and has an accumulated deficit of $34,780,626 as of
March 31, 2014. The Company's ongoing losses have had a
significant negative impact on the Company's financial position
and liquidity. As at March 31, 2014 the Company had a working
capital deficit of $1,836,319," the Company said in its quarterly
report for the period ended March 31, 2014.
WALTER ENERGY: Bank Debt Trades at 6% Off
-----------------------------------------
Participations in a syndicated loan under which Walter Energy, Inc
is a borrower traded in the secondary market at 93.75 cents-on-
the-dollar during the week ended Friday, September 12, 2014
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal. This represents a drop of
1.13 percentage points from the previous week, The Journal
relates. Walter Energy, Inc pays 575 basis points above LIBOR to
borrow under the facility. The bank loan matures on March 14,
2018. The bank debt carries Moody's Ba3 rating and Standard &
Poor's B- rating. The loan is one of the biggest gainers and
losers among 255 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended Friday.
WCP WIRELESS: Fitch Affirms 'BB-sf' Rating on Class C Notes
-----------------------------------------------------------
Fitch Ratings affirms WCP Wireless Site Funding LLC, WCP Wireless
Site RE Funding LLC, and WCP Wireless Site Non-RE Funding LLC's
secured wireless site contract revenue notes series 2010-1 as
follows:
-- $160.2 million class A at 'Asf'; Outlook Stable;
-- $55 million class B at 'BBB-sf'; Outlook Stable;
-- $50 million class C at 'BB-sf'; Outlook Stable.
Key Rating Drivers
The affirmations are due to the stable performance of the
collateral since issuance. In addition, the transaction has paid
down 18.9% as of August 2014 since issuance, which includes
proceeds from loan asset prepayments. As part of its collateral
review, Fitch analyzed the information and data file provided by
the trustee and the master servicer, Midland Loan Services,
respectively.
As of August 2014, the reported aggregate scheduled revenue net
cash flow (NCF) approximately $40.5 million from $36.9 million at
issuance. Fitch adjusted the issuer cash flow for tenant,
technology type, term of contract and corresponding expenses. As a
result of the increase in NCF, the Fitch stressed debt service
coverage ratio (DSCR) increased to 2.33x from 2.03x at issuance.
Tenant concentrations have remained stable, and the majority of
revenue is from telephony tenants, which have more stable income
characteristics than other tenant types due to the strong end-use
customer demand for wireless services.
Rating Sensitivities
The classes are expected to remain stable based on continued cash
flow growth due to annual rent escalations and automatic renewal
clauses resulting in higher pool net cash flow and debt service
coverage ratios. The ratings have been capped at 'Asf' in light of
the specialized nature of the collateral and the potential for
changes in technology to affect long-term demand for wireless
tower space.
The notes are secured primarily by mortgages on the interests of
the asset entities in wireless sites from purchased leasehold
interests and a perfected security interest in loan assets. A
declining percentage of the notes are secured by payment
obligations guaranteed by AT&T Inc. (AT&T Receivables) which is
rated 'A' by Fitch and is on Rating Watch Negative. No action is
expected on this transaction from any potential rating change as
the proceeds derived from the receivables are expected to burn
off. In addition, the transaction is structured with scheduled
monthly principal payments that will amortize the principal
balance 34% by the rapid amortization date (RAD) in 2017, reducing
the refinance risk.
Crown Castle, rated 'BB' with a Stable Outlook by Fitch as of
April 2014, replaced Wireless Capital Partners (WCP) as manager
after purchasing and assuming the debt on the ground lease related
assets of WCP in 2012.
WHITEWAVE FOODS: S&P Assigns 'BB' CCR; Outlook Stable
-----------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' corporate
credit rating to Denver-based The WhiteWave Foods Co. The outlook
is stable.
At the same time, S&P assigned a 'BB+' issue-level rating to the
company's recently amended $2 billion senior secured credit
facilities with a '2' recovery rating, indicating S&P's
expectation of a substantial (70%-90%) recovery in the event of
payment default.
S&P also assigned a 'BB-' issue-level rating to the company's new
$350 million senior unsecured notes with a '5' recovery rating,
indicating S&P's expectation of modest (10%-30%) recovery in the
event of payment default.
"The ratings on WhiteWave reflect our expectation that the company
will maintain debt leverage below 4x despite future acquisitions,"
said Standard & Poor's credit analyst Chris Johnson. "Our rating
also incorporates the company's participation in highly
competitive end markets within the packaged food industry with
somewhat-limited geographic diversity, yet with well-recognized
brands that have good market positions in attractive categories,
including organic dairy, non-dairy alternatives, and organic
produce."
WhiteWave is a manufacturer, marketer, and distributor of branded
plant-based foods and beverages, coffee creamers and beverages,
dairy, and organic greens and produce products. WhiteWave
maintains leading share positions in its product categories, which
are growing faster than the packaged food industry as a whole, due
to favorable demand trends. Still, Standard & Poor's believes
competition remains strong, and several of WhiteWave's brands
compete against larger, financially stronger competitors,
including Danone and Nestle S.A. under the Coffee-Mate brand, and
against private-label companies in certain product categories.
S&P's "fair" business risk assessment also factors in WhiteWave's
average EBITDA margins of roughly 12.5% relative to those of its
packaged food peers, who typically have EBITDA margin in the high
teens to low-20% area.
The company recently expanded its international presence by
entering into a joint venture agreement with China Mengniu Dairy
Co. Ltd., owning a 49% stake. The joint venture intends to
manufacture, market, and sell a range of nutritious products in
China. S&P believes the company will continue to invest in growth
and will likely finance future acquisitions and capital
expenditures with debt. Still, S&P expects the company to rapidly
lower leverage given continued EBITDA growth. S&P do not
anticipate debt leverage exceeding 4.5x for possible future
acquisitions, and estimate pro forma for the proposed refinancing
that total adjusted debt to EBITDA will be close to or below 4x
and funds from operations (FFO) to debt will be roughly 19% for
the 12 months ended June 30, 2014. S&P expects these ratios to
improve to about 3.6x and roughly 20%, respectively, by the end of
2014 because of EBITDA growth from higher sales volumes and some
cost synergies. These ratios are in line with S&P's indicative
ratios for a "significant" financial risk profile of leverage in
the 3x to 4x area and FFO to total debt of 20% to 30%.
* Bank Avoids Fines for Improperly Withholding Funds
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that the U.S. Court
of Appeals in San Francisco ruled that even though a bank
improperly withheld money from an individual that was an exempt
asset, the bank wasn't liable for violating the so-called
automatic stay. According to the report, the Ninth Circuit in San
Francisco said there was no violation of the stay during the 30-
day period for objecting to the claimed exemption period under
Nevada law because the bankrupt had no right to the account funds
while they were property of the estate.
The case is Mwangi v. Wells Fargo Bank NA (In re Mwangi), 12-
16087, U.S. Ninth Circuit Court of Appeals (San Francisco).
* Transfer Occurs When Receivership Order Delivered
---------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News, and
Sherri Toub, a Bloomberg News writer, reported that the U.S. Court
of Appeals in New Orleans ruled that when a judgment creditor
attaches a bank account in Texas, the transfer for preference
purposes takes place under state law when the bank is given a
certified copy of the order of receivership. According to the
report, the three-judge appeals court panel agreed that the
transfer was a preference because it occurred within the 90 days
when the certified order was given to the bank.
The case is Flooring Systems Inc. v. Chow (In re Poston),
13-40050, U.S. Fifth Circuit Court of Appeals (New Orleans).
* Aug. Bankruptcy Filings Register Largest Percentage Drop in 2014
------------------------------------------------------------------
Total bankruptcy filings in the United States decreased 16 percent
in August 2014 over August of last year, according to data
provided by Epiq Systems, Inc., the largest year-over-year drop
thus far in 2014. Bankruptcy filings totaled 75,170 in August
2014, down from the August 2013 total of 88,962.
Consumer filings declined 15 percent to 72,467 from the August
2013 consumer filing total of 85,125. Total commercial filings in
August 2014 decreased to 2,703, representing a 30 percent decline
from the 3,837 business filings recorded in August 2013. Total
commercial chapter 11 filings dipped 41 percent to 357 filings in
August 2014 from the 604 commercial chapter 11 filings registered
in August 2013.
"The prolonged drop in bankruptcy filings reflects the financial
landscape facing consumers and businesses," said ABI Executive
Director Samuel J. Gerdano. "Amid sustained low interest rates and
high filing costs, total bankruptcies for the year will fall below
1 million for the first time since 2007."
Total filings for August decreased 3 percent compared to the
77,500 total filings in July 2014. Total noncommercial filings for
August also represented a 3 percent decrease from the July 2014
noncommercial filing total of 74,613. August's commercial filing
total represented a 6 percent decrease from the July 2014
commercial filing total of 2,887. August commercial chapter 11
filings were unchanged from the 357 filings in July 2014.
Filings have fallen every month in 2014 over the previous year, as
both credit card delinquencies and foreclosures have declined. The
average nationwide per capita bankruptcy-filing rate in August was
3.05 (total filings per 1,000 per population), a slight decrease
from the 3.07 rate registered in the first seven months of the
year. Average total filings per day in August 2014 were 2,425, a
16 percent decrease from the 2,870 total daily filings in August
2013.
States with the highest per capita filing rates (total filings per
1,000 population) in August 2014 were: 1. Tennessee (6.31) 2.
Georgia (5.31) 3. Alabama (5.30) 4. Utah (4.95) 5. Illinois (4.85)
ABI has partnered with Epiq Systems, Inc. in order to provide the
most current bankruptcy filing data for analysts, researchers and
members of the news media. Epiq Systems is a leading provider of
managed technology for the global legal profession. For further
information about the statistics or additional requests, please
contact ABI Public Affairs Manager John Hartgen at 703-894-5935 or
jhartgen@abiworld.org
* New Hampshire Businesses Bankruptcies Drop in August
------------------------------------------------------
New Hampshire Business Review's Bob Sanders compiled a list of
bankruptcy filings in the state for the month of August.
Mr. Sanders reported that some 157 New Hampshire households and
businesses filed for bankruptcy protection that month, the
smallest number in any August since 1990, if not earlier than
that. The total, the report said, was 64% smaller than the 244
bankruptcy petitions filed in August 2013, and 17% less than the
190 filings in July 2014. In 2009, in the heart of the recession,
there were 447 filings in August.
The corporate bankruptcy filings include:
-- Tri-State Home Inspections Inc., in Goffstown, which filed
Aug. 5 for Chapter 7, listing assets of $195 and liabilities of
$142,774;
-- Olde Province Commons LLC, in Meredith, which filed Aug. 5
for Chapter 11, listing assets of $2,608,904 and liabilities of
$3,406,323;
-- Mical Myers LLC, in New London, which filed Aug. 9 for
Chapter 7, listing assets of $266,192 and liabilities of $24,033;
-- Pasta Patio which filed Aug. 11 for Chapter 7 listing
assets of $169,503 and liabilities of $313,842;
-- Century Mechanical Inc., in Concord, which filed Aug. 13
for Chapter 7, listing assets of $481,605 and liabilities of
$1,159,870;
-- Dalton Mountain Motors LLC, in Groveton, which filed Aug.
18 for Chapter 7, listing assets of $0 and liabilities of
$169,706;
-- Tri-State Computer, in Dover, which filed Aug. 21 for
Chapter 7, listing assets of $535,358 and liabilities of $902,719;
-- Tom Leary Painting, in Merrimack, which filed Aug. 27 for
Chapter 7, listing assets of $177,741 and liabilities of $256,600;
-- 911 Nashua Computer Support, in Nashua, which filed Aug.
28 for Chapter 7, listing assets of $343,417 and liabilities of
$319,209;
-- Peter A. Bill Agency, Enfield, which filed Aug. 28 for
Chapter 13, listing assets of $ 448,411 and liabilities of
$505,955; and
-- Peter Johnson Repairs, Allenstown, which filed Aug. 29 for
Chapter 7, listing assets of $215,642 and liabilities of $162,837.
* HSBC to Pay $550 Million to End Mortgage-Related Suit
-------------------------------------------------------
The New York Times' DealBook reported that HSBC has agreed to pay
$550 million to settle a lawsuit filed in 2011 by the Federal
Housing Finance Agency, the federal regulator that oversees the
government's two mortgage finance companies, over troubled
mortgage-backed securities sold in the lead-up to the financial
crisis. According to the report, HSBC, which is the 18th
financial institution to reach a settlement with FHFA, will pay
$374 million to Freddie Mac and $176 million to Fannie Mae in the
settlement.
* JPMorgan's Operational Risk-Weighted Assets Increase in Q2
------------------------------------------------------------
Hugh Son, Michael J. Moore and Yalman Onaran, writing for
Bloomberg News, reported that JPMorgan Chase & Co.'s operational
risk-weighted assets, a measure devised by regulators that
determines how much capital the bank needs to hold against
potential losses from human error, external threats, fraud and
litigation, rose 6.7% in the second quarter to $400 billion.
According to the report, regulators can point to $23 billion of
legal settlements last year and a cyber-attack discovered last
month as they push JPMorgan to boost its buffer against unforeseen
losses.
* Evans Bank Faces New York AG Suit for "Redlining"
---------------------------------------------------
Jessica Silver-Greenberg, writing for The New York Times'
DealBook, reported that New York attorney general Eric T.
Schneiderman accused Evans Bank, a regional lender whose business
in the Buffalo, New York area dates to 1920, of "redlining," --
deliberately choking off mortgage lending to predominantly
minority communities. According to the DealBook, the case
accusing Evans Bank of violating the Fair Housing Act -- a federal
law intended to ensure equal access to credit.
* Atlantic City's Laid Off Casino Workers Hike Jobless Rate
-----------------------------------------------------------
Hilary Russ, writing for Reuters, reported that the closing of
Atlantic City's Revel casino has caused a rush of people signing
up for unemployment benefits, with around 500 people lining up at
a temporary resource center. According to the report, around
8,300 people are losing jobs with three casinos closing in less
than a month -- Showboat, a Caesars Entertainment Corp property,
Revel, and Trump Plaza Hotel and Casino, which is due to close on
Sept. 16.
* Banks Face More Oversight of Ability to Weather Crisis
--------------------------------------------------------
Jesse Hamilton, writing for Bloomberg News, reported that U.S.
regulators, closing in on their mandate to force financial firms
to prove they can weather another credit crisis, are set to finish
two key rules governing the banks' balance sheets. According to
the report, the Federal Reserve, Office of the Comptroller of the
Currency and Federal Deposit Insurance Corp. are ready to issue a
mandate that banks set aside enough easy-to-sell assets to survive
a 30-day liquidity drought and wrap up rules on how much loss-
absorbing capital must be held against total assets.
* CFPB Heightens Scrutiny of Credit Card Issuers
------------------------------------------------
Alan Zibel, writing for The Wall Street Journal, reported that
major U.S. credit-card issuers aren't properly informing consumers
about the hidden risks of popular promotions, a federal regulator
said, ramping up its scrutiny of card industry practices.
According to the report, the Consumer Financial Protection Bureau
directed credit-card companies to do a better job of disclosing
the fine print on such offers as zero-interest balance transfers,
so-called convenience checks and cards offered through retailers
that don't charge interest for a set period.
* New FHFA Rules Impact Shares of Mortgage REITs
------------------------------------------------
Joe Light, writing for The Wall Street Journal, reported that new
rules proposed by a federal agency hit shares of some mortgage
real-estate investment trusts, which could lose access to a low-
cost source of funding if the plan moves forward. According to
the report, the new rules, proposed by the Federal Housing Finance
Agency, would close a window that has allowed mortgage REITs to
use so-called captive insurance companies to gain access to
funding from the 12 government-sponsored federal home-loan banks.
* Regulators Present New Version of Swaps-Margin Rule
-----------------------------------------------------
Victoria McGrane, writing for The Wall Street Journal, U.S.
banking regulators said they couldn't formally exempt companies
and other commercial "end users" from a rule requiring certain
derivatives trades be backed by cash or other collateral, but
agency officials said they don't expect the requirement to change
how banks currently treat those customers. According to the
Journal, the Federal Reserve, Federal Deposit Insurance Corp. and
other bank regulators unveiled a new version of a rule they first
proposed in April 2011.
* Cozen Adds Ex-Kleinberg Kaplan Litigation Partner in NY
---------------------------------------------------------
Cozen O'Connor continues to expand its national commercial
litigation practice with the hiring of Jason Bonk, Esq. --
jbonk@cozen.com -- as a partner in the firm's New York office.
Jason represents Fortune 500 companies along with middle-market
businesses in a variety of high-stakes matters, including complex
commercial cases involving contract claims as well as fiduciary
and other equitable claims, class actions, white collar
investigations, labor and employment disputes, and bankruptcy
litigation. Prior to joining Cozen O'Connor, Jason spent most of
his career at Weil, Gotshal & Manges, and practiced, most
recently, at Kleinberg, Kaplan, Wolff and Cohen.
Jason is highly active in the e-discovery community and has been
published extensively and quoted in articles regarding evolving e-
discovery trends. He also counsels clients and colleagues on the
subject and frequently serves as a speaker and instructor on best
practices for records management, document preservation and other
e-discovery related topics.
Jason joins the New York commercial litigation practice on the
heels of the arrival of seven new litigation partners. Most
recently, Cozen O'Connor hired Linda Riefberg, former chief
counsel in the department of enforcement of FINRA and special
counsel with Fried Frank. Prior to Linda's arrival, the firm
successfully recruited partners Michael B. de Leeuw, William K.
Kirrane, Patrick B. Sardino, Adam Schlatner, Adam I. Stein and
John J. Sullivan to join its growing New York litigation practice.
"Jason's extensive litigation experience, including complex
commercial matters and white collar investigations, allows us to
better serve our clients' diverse litigation needs, and he is a
superb fit with the firm's outstanding litigation practice," said
Jeffrey G. Weil, chair of Cozen O'Connor's Commercial Litigation
Department and co-chair of the firm's Litigation Section. "Jason's
hiring is part of the ongoing expansion of our New York presence
and our commitment to providing our clients with exceptional
counsel. New York is a key market for us, and one we are dedicated
to growing." The firm currently has almost 100 attorneys
practicing in New York.
"I'm excited to join a firm with a national footprint and the
resources to provide the highly sophisticated legal counsel my
clients require," Bonk said.
Jason is active in fundraising and volunteer work with the Jimmy
Fund and Dana Farber Cancer Institute. He graduated from the New
York University School of Law, where he was a Dean's scholar.
About Cozen O'Connor
Established in 1970, Cozen O'Connor has 575 attorneys who help
clients manage risk and make better business decisions. The firm
counsels clients on their most sophisticated legal matters in all
areas of the law, including litigation, corporate, and regulatory
law. Representing a broad array of leading global corporations and
middle market companies, Cozen O'Connor serves its clients' needs
through 23 offices across two continents.
* BOND PRICING: For The Week From September 8 to 12, 2014
---------------------------------------------------------
Company Ticker Coupon Bid Price Maturity Date
------- ------ ------ --------- -------------
AGY Holding Corp AGYH 11.000 98.750 11/15/2014
AT&T Inc T 5.100 100.068 9/15/2014
Abyssinia
Missionary
Baptist Church
Ministries Inc ABYSS 7.500 10.918 3/15/2029
Alion Science &
Technology Corp ALISCI 10.250 87.886 2/1/2015
Allen Systems
Group Inc ALLSYS 10.500 52.250 11/15/2016
Allen Systems
Group Inc ALLSYS 10.500 53.000 11/15/2016
Buffalo Thunder
Development
Authority BUFLO 9.375 43.000 12/15/2014
Caesars
Entertainment
Operating Co Inc CZR 10.000 26.500 12/15/2018
Caesars
Entertainment
Operating Co Inc CZR 6.500 36.600 6/1/2016
Caesars
Entertainment
Operating Co Inc CZR 10.750 41.000 2/1/2016
Caesars
Entertainment
Operating Co Inc CZR 12.750 28.500 4/15/2018
Caesars
Entertainment
Operating Co Inc CZR 5.750 35.500 10/1/2017
Caesars
Entertainment
Operating Co Inc CZR 10.000 26.125 12/15/2018
Caesars
Entertainment
Operating Co Inc CZR 5.750 17.375 10/1/2017
Caesars
Entertainment
Operating Co Inc CZR 10.750 40.375 2/1/2016
Caesars
Entertainment
Operating Co Inc CZR 10.750 39.375 2/1/2018
Caesars
Entertainment
Operating Co Inc CZR 10.000 28.625 12/15/2018
Caesars
Entertainment
Operating Co Inc CZR 10.000 26.000 12/15/2018
Caesars
Entertainment
Operating Co Inc CZR 10.000 28.625 12/15/2018
Caesars
Entertainment
Operating Co Inc CZR 10.750 40.375 2/1/2016
Caesars
Entertainment
Operating Co Inc CZR 10.000 26.000 12/15/2018
Champion
Enterprises Inc CHB 2.750 0.250 11/1/2037
Endeavour
International
Corp END 12.000 34.000 6/1/2018
Endeavour
International
Corp END 5.500 14.500 7/15/2016
Energy Conversion
Devices Inc ENER 3.000 7.875 6/15/2013
Energy Future
Competitive
Holdings Co LLC TXU 8.175 0.500 1/30/2037
Energy Future
Holdings Corp TXU 5.550 85.000 11/15/2014
Energy Future
Intermediate
Holding Co LLC /
EFIH Finance Inc TXU 10.000 7.750 12/1/2020
Energy Future
Intermediate
Holding Co LLC /
EFIH Finance Inc TXU 10.000 9.250 12/1/2020
Energy Future
Intermediate
Holding Co LLC /
EFIH Finance Inc TXU 6.875 6.125 8/15/2017
Exide Technologies XIDE 8.625 30.250 2/1/2018
Exide Technologies XIDE 8.625 22.000 2/1/2018
Exide Technologies XIDE 8.625 22.000 2/1/2018
Global Geophysical
Services Inc GGS 10.500 11.750 5/1/2017
Global Geophysical
Services Inc GGS 10.500 10.000 5/1/2017
Gymboree Corp/The GYMB 9.125 36.750 12/1/2018
James River Coal Co JRCC 7.875 1.140 4/1/2019
James River Coal Co JRCC 10.000 1.250 6/1/2018
James River Coal Co JRCC 10.000 4.963 6/1/2018
James River Coal Co JRCC 3.125 1.375 3/15/2018
Las Vegas
Monorail Co LASVMC 5.500 9.975 7/15/2019
Lehman Brothers Inc LEH 7.500 13.500 8/1/2026
MF Global
Holdings Ltd MF 6.250 44.775 8/8/2016
MF Global
Holdings Ltd MF 1.875 43.000 2/1/2016
MModal Inc MODL 10.750 10.125 8/15/2020
MModal Inc MODL 10.750 10.125 8/15/2020
Madison Park
Church of
God Inc MPRK 7.900 12.000 1/31/2029
Meritor Inc MTOR 8.125 106.284 9/15/2015
Momentive
Performance
Materials Inc MOMENT 11.500 4.500 12/1/2016
Motors
Liquidation Co MTLQQ 7.200 11.250 1/15/2011
Motors
Liquidation Co MTLQQ 7.375 11.250 5/23/2048
Motors
Liquidation Co MTLQQ 6.750 11.250 5/1/2028
NII Capital Corp NIHD 7.625 14.450 4/1/2021
NII Capital Corp NIHD 10.000 20.170 8/15/2016
NII Capital Corp NIHD 8.875 22.091 12/15/2019
Platinum Energy
Solutions Inc PLATEN 14.250 74.750 3/1/2015
Platinum Energy
Solutions Inc PLATEN 14.250 74.750 3/1/2015
Platinum Energy
Solutions Inc PLATEN 14.250 74.750 3/1/2015
Platinum Energy
Solutions Inc PLATEN 14.250 74.750 3/1/2015
Powerwave
Technologies Inc PWAV 1.875 0.125 11/15/2024
Powerwave
Technologies Inc PWAV 1.875 0.125 11/15/2024
Quicksilver
Resources Inc KWK 7.125 56.647 4/1/2016
RAAM Global
Energy Co RAMGEN 12.500 73.083 10/1/2015
TMST Inc THMR 8.000 12.000 5/15/2013
Terrestar
Networks Inc TSTR 6.500 10.000 6/15/2014
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 10.250 14.000 11/1/2015
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 15.000 36.375 4/1/2021
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 10.500 14.250 11/1/2016
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 10.250 14.500 11/1/2015
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 15.000 36.200 4/1/2021
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 10.250 14.125 11/1/2015
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 10.500 13.875 11/1/2016
Travelport LLC TPORT 11.875 100.500 9/1/2016
Travelport LLC /
Travelport
Holdings Inc TPORT 11.875 95.750 9/1/2016
Tunica-Biloxi
Gaming Authority PAGON 9.000 60.750 11/15/2015
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers'
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged. Send announcements to
conferences@bankrupt.com by e-mail.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to the nation's bankruptcy courts. The
list includes links to freely downloadable of these small-dollar
petitions in Acrobat PDF documents.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, 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 ***