/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/140916.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, September 16, 2014, Vol. 18, No. 258 Headlines ABERDEEN LAND: Seeks Voluntary Dismissal of Bankruptcy Case ABERDEEN LAND: BBX Calls for Ch. 7 Conversion, No to Dismissal ACCIPITER COMMUNICATIONS: Files Chapter 11 Reorganization Plan ACCIPITER COMMUNICATIONS: May Use Cash Collateral Until Jan. 2015 AGFEED INDUSTRIES: Files Revised 2nd Amended Plan AK STEEL: To Sell $430 Million Notes Due 2021 ALICEVILLE GOVERNMENTAL: S&P Revises CreditWatch on 'CCC' Rating ALTEGRITY INC: Moody's Lowers Corporate Family Rating to Caa3 AMERICAN APPAREL: Amends Loan Agreement with Standard General AMINCOR INC: Marcum Replaces Rosen Seymour as Accountants AMSTERDAM HOUSE: Hires Cadwalader Wickersham as Attorneys AMSTERDAM HOUSE: Taps Dennett Law as Special Financing Counsel AMSTERDAM HOUSE: Hires Grant Thornton as Financial Advisors ANACOR PHARMACEUTICALS: Appoints Wendell Wierenga to Board ARAMID ENTERTAINMENT: Sues Thinkfilm Trustee to Enforce Stay ARAMID ENTERTAINMENT: Asks Court to Extend Removal Deadline ASARCO LLC: Supreme Court May Rule on Award to Defend Fees ASCENT SOLAR: Regains Nasdaq Listing Compliance ASPEN GROUP: Global Undervalued Holds 6.5% Equity Stake ASSOCIATED WHOLESALERS: Has Interim Authority to Tap DIP Loans BAY AREA: Re/Max Gold Approved as Real Estate Broker BERGENFIELD SENIOR: Deal to Resolve SM Global Disputes Approved BERNARD L. MADOFF: Trustee Wants 2nd Cir. Review of Merkin Ruling BEVERAGE MARKETING: Faces Insolvency Over Founders' Dispute BOREAL WATER: Incurs $88,000 Net Loss in Second Quarter BROWN MEDICAL: Court Sets October 1 Hearing to Confirm Plan BROWNSVILLE MD: Court Dismisses Appeal From Stay Relief Order BROWNSVILLE MD: Wants Case Dismissed Following Foreclosure BROWNSVILLE MD: Wants Pineda to Pay $467,867 for Contract Breach BUDD CO: Drops Second Settlement with Parent ThyssenKrupp BUCCANEER ENERGY: $10 Million Creditor Settlement Approved CAESARS ENTERTAINMENT: To Begin Formal Discussions With Creditors CD STORES: Wins Confirmation of Chapter 11 Plan COLONIAL BANK: PwC Must Face Audit Suit, Ala. Court Says COMMUNITYONE BANCORP: CEO Brian Simpson to Step Down CONCRETE CORING: Case Summary & 20 Largest Unsecured Creditors CONSTAR INTERNATIONAL: Seeks Third Extension of Exclusive Periods CSN HOUSTON: Plan Outline Okayed; Oct. 2 Confirmation Hearing Set DETROIT, MI: Technology Chief Describes Obsolete Computers DETROIT, MI: Bankruptcy Legal Fees Hit $26 Million DETROIT, MI: Stockton Acts as Template for Debt Plan DEWEY & LEBOEUF: Executives Can't Appeal During Criminal Trial DIGITAL DOMAIN: Panel Says Fla. Tax Credits Belong to Estate EAGLE BULK: Files Plan Supplement; Hearing on Sept. 18 EAGLE BULK: Seeks Court Approval to Assume Modified RSA EAGLE BULK: Files Schedules of Assets and Liabilities EAGLE BULK: Hires PricewaterhouseCoopers as Auditors & Consultants ERF WIRELESS: Sells 11.4% Equity Stake EVERGREEN SKILLS: Moody's Lowers Rating on 1st Lien Debt to B2 EXIDE TECH: Alvarez & Marsal's Lewis Named Vernon Project Manager FLAVORS HOLDINGS: Moody's Assigns 'B2' Corporate Family Rating FLINTKOTE COMPANY: Plan Filing Date Extended to Feb. 2015 GARLOCK SEALING: Oct. 7-8 Hearing to Approve Plan Outline GARLOCK SEALING: Wants to Establish Plan Solicitation Procedures GARLOCK SEALING: FCR Reserves Rights on Disclosure Statement GARLOCK SEALING: Committee Objects to Plan Disclosure Statement GARLOCK SEALING: Coltec Should Hire McDow as Consultant, FCR Says GARLOCK SEALING: Belluck & Fox Opposes Bid to Unseal Documents GENAERA CORP: 3rd Cir. Asked to Revive 'Fire Sale' Investor Row GEO GROUP: Moody's Raises Senior Unsecured Rating to 'Ba3' GLOBAL AVIATION: U.S. Trustee Objects to Ch. 7 Conversion Bid GOLDEN LAND: Creditors Have Until Oct. 14 to File Claim GRAND CENTREVILLE: Court Modifies Receiver Authorization Order GREENBRIER WHALEY: Voluntary Chapter 11 Case Summary HORNBECK OFFSHORE: S&P Raises Corp. Credit Rating to 'BB-' HOVNANIAN ENTERPRISES: Seeks Bondholder Consent to Incur More Debt IBCS MINING: Taps Dove and Associates as Accountant IBCS MINING: Court Approves Michael Dean as CFO IBCS MINING: Gets Final Approval to Use $1.5-Mil. CTB DIP Loan IBCS MINING: US Trustee Says Unsecured Committee Dissolved INERGETICS INC: Amends 24.6-Mil. Shares Resale Prospectus INT'L MANUFACTURING: Ch.11 Trustee Hires Davis Wright as Counsel INTRAWEST RESORTS: Blue Mountain Deal No Impact on Moody's B2 CFR INTRAWEST RESORTS: S&P Affirms 'B' CCR on Incremental Debt Add-On IOWA GAMING: Chapter 11 Case Dismissed ISHARES FUNDS: Moody's Withdraw Ratings of 15 Funds IVANHOE RANCH: Hearing on Case Conversion Continued Wednesday IXIA: Nasdaq Extends Listing Compliance Deadline to November 13 IZEA INC: CEO Buys 8,000 Common Shares LAKSHMI HOSPITALITY: Section 341(a) Meeting Set for Oct. 7 LOUDOUN HEIGHTS: Court Won't Review Ruling Against Case Dismissal LOUDOUN HEIGHTS: Plan Confirmation Hearing Scheduled for Oct. 23 LOUDOUN HEIGHTS: Says It Won't Fund Exit Plan Illegally LOVE CULTURE: Salus Financing Wins Final Court Approval MEE APPAREL: Court Confirms Liquidation Plan MF GLOBAL: Former Officers Spent $48-Mil. in Defense Costs MISSION NEW ENERGY: Appoints Non-Executive Director MOLYCORP INC: Obtains $260 Million Credit Pact With Oaktree MOLYCORP INC: Magnequench Unit Gets $75MM Term Loan From Oaktree MOLYCORP INC: Minerals Inks Sale-Leaseback Deal With Oaktree Unit MOMENTIVE PERFORMANCE: BOKF Wants Payment of Fees and Expenses MORGANS HOTEL: Director Derex Walker Quits NAARTJIE CUSTOM: Case Summary & 20 Largest Unsecured Creditors NET ELEMENT: Presented at SeeThruEquity Conference NET ELEMENT: Amends Public Offering Prospectus With SEC NEW LIFE INT'L: Gets Final Chapter 11 Plan Approval NEW WORLD RESOURCES: Pushes Through EUR255-Mil. Restructuring NII HOLDINGS: US and Luxembourg-Based Units Seek Chapter 11 NII HOLDINGS: Case Summary & 20 Largest Unsecured Creditors NPS PHARMACEUTICALS: FDA Recommends Approval of Natpara(R) OVERLAND STORAGE: Sphere Hikes Loan Commitment to $10 Million OVERSEAS SHIPHOLDING: Court Enters Modification Order PALM BEACH FINANCE: Funds Pay 10% Lawyers' Fee to Settle Suit PARADIGM EAST: Files Schedules of Assets and Liabilities PHOENIX PAYMENT: Files Schedules of Assets and Liabilities PHOENIX PAYMENT: Defends Bid to Hire Raymond James as Banker PLATINUM PROPERTIES: Bankruptcy Court Confirms Liquidation Plan PRM FAMILY: Bro-Pack Balks at Plan, Seeks Ch.7 Conversion QCE FINANCE: Wants Former Execs' Indemnification Claims Tossed QUANTUM FUEL: Amends Lease Agreement With Braden Court RADIOSHACK CORP: Fitch Lowers Issuer Default Rating to 'C' RECYCLING SERVICES: Case Summary & 20 Largest Unsecured Creditors SAN BERNARDINO, CA: Firefighters, CalPERS Respond to CBA Motion SCRUB ISLAND: Creditors to Vote on Chapter 11 Plan SEANERGY MARITIME: Plaza and Comet Report 25% Equity Stake SEVEN COUNTIES: Sept. 30 Deadline for Administrative Claims Filing SIMPLEXITY LLC: Fifth Third Says Creditors Rushing Lien Challenge SKYLINE MANOR: Smart Devine Okayed to Perform Forensic Accounting SOUNDVIEW ELITE: Investment Advisor Wants Stay in Proceedings SOURCEGAS LLC: Fitch Affirms 'BB+' IDR & Revises Outlook to Pos. SPIRE CORP: CEO LaFavre Elected to Board of Directors STANFORD GROUP: SEC Drops Fight to Compel SIPC Repay Victims STOCKTON, CA: Franklin Templeton Blasts Treatment In Plan STRADELLA INVESTMENT: Bankruptcy Case Converted to Chapter 7 TAMRAC INC: Sells Business, Gets More Time to File Exit Plan TEC/GULL CREEK: WMD Asset Management Wins Auction TECHNA-FIT INC: Voluntary Chapter 11 Case Summary TN-K ENERGY: Reduces CEO's Annual Salary to $42,000 TRANS-LUX CORP: Carlisle Investments Reports 11% Equity Stake TRAVELPORT WORLDWIDE: To Sell 30 Million Shares of Common Stock TRI COUNTY CONTRACTORS: Voluntary Chapter 11 Case Summary TRIPLANET PARTNERS: Hearing on Case Dismissal Moved to Oct. 15 TRIPLANET PARTNERS: Lease Extension Hearing Moved to Oct. 15 TRIPLANET PARTNERS: Files Exhibit on Stamell & Schager Hiring TRIPLANET PARTNERS: Wants Until Jan. 5 to Propose Chapter 11 Plan VAIL RESORTS: Park City Deal No Impact on Moody's 'Ba2' CFR VERIS GOLD: Wins Chapter 15 Protection in Nevada VERIS GOLD: Obtains Extension of CCAA Stay Period Thru October VERIS GOLD: Cash Collateral Use, Claims Process Approved WEATHERBEE INVESTMENT: Case Summary & 7 Top Unsecured Creditors WEST TEXAS GUAR: Disclosure Statement Hearing Set for Sept. 24 WEST TEXAS GUAR: Hearing on Bid to Appoint Trustee on Sept. 18 WEST TEXAS GUAR: Toyota Seeks to Repossess Tundra Vehicle WINDSOR QUALITY: Moody's Affirms 'B2' Corporate Family Rating WORLD IMPORTS: Courts Approves Cash Collateral Stipulation WORLDWIDE MIXED: Court Dismisses Involuntary Chapter 11 Case YELLOWSTONE MOUNTAIN: $41MM Judgment v. Blixseth Declared Final ZUERCHER TRUST: Wants to Sell 2400-2424 Bayshore Bvld. Property ZUERCHER TRUST: Oct. 2 Auction for 2400-2420 Bayshore Property * Case Remanded to Determine Fraudulent Intent * Chicago District Court Upholds Chapter 13 Lien Stripping * CFTC Said to Alert Justice Department of Criminal Rate Rigging * Credit Card Industry Heightens Security Efforts * S&P Faces Squeeze After $1.3 Billion Countrywide Fine * Hopkins & Carley Adds Family Wealth, Tax Planning Vets * Mesch Clark Attorney Appointed as Federal Bankruptcy Judge * Sedgwick Snaps Up Ex-Lubin Olson Real Estate Pro * Large Companies With Insolvent Balance Sheet ********* ABERDEEN LAND: Seeks Voluntary Dismissal of Bankruptcy Case ----------------------------------------------------------- Aberdeen Land II, LLC, asks the U.S. Bankruptcy Court for the Middle District of Florida to dismiss its Chapter 11 case. Paul J. Battista, Esq., at Genovese Joblove & Battista, P.A., in Ft. Lauderdale, Florida -- pbattista@gjb-law.com -- contends that despite all of the Debtor's good faith efforts over the course of 14 months in Chapter 11, the Debtor has recently reached two unfortunately, but important, conclusions: (i) that it is unable to advance a consensual plan of reorganization with the support of its major creditor constituencies; and (ii) that advancing a non-consensual plan of reorganization at this point in the Chapter 11 proceedings is not and will not be feasible. As a result, the Debtor believes that the best course of action for its creditors and parties in interests taken as a whole is to dismiss the Chapter 11 case and allow the various creditor constituencies to proceed in state court to exercise their respective rights and remedies. As is evidenced by the substantial time and effort expended by the Debtor and its professionals over the course of the Chapter 11 case, the Debtor does not come to this conclusion lightly, Mr. Battista notes. However, he avers, the circumstances of the Chapter 11 case, as they have developed and crystallized over the past 14 months, clearly warrant dismissal over any other alternative. The Debtor understands that dismissal of the case will be supported by the Aberdeen Community Development District, the Indenture Trustee and D.R. Horton, as the majority bondholder, each of whom the Debtor anticipates will join in this Motion. Mr. Battista also asserts that conversion of the case to a case under Chapter 7 is not in the best interest of creditors or the estate as a whole because the present value of its property, which is comprised of vacant undeveloped land, does not exceed the debt owed to the CDD, especially when statutory penalties are included. He adds that if the case is converted to Chapter 7, then the CDD would be entitled to seek and obtain relief from the automatic stay in order to re-schedule the Foreclosure Sale of the Property stayed by the bankruptcy filing and, thereby, trump any ability on the part of a Chapter 7 trustee to liquidate the Property for the benefit of the senior secured creditors. A hearing on the Motion to Dismiss is currently scheduled for October 7, 2014, at 2:30 p.m. About Aberdeen Land II Aberdeen Land II, LLC, doing business as Aberdeen, owns a 1,316- acre master- planned community near Jacksonville, Florida. The project is designed for 1,623 single-family homes and 395 multi- family units. More than 1,000 units have been sold, leaving Aberdeen with 856 undeveloped lots and 28.1 acres zoned for commercial or residential use. Aberdeen filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 13-04103) on July 1, 2013, in Jacksonville, Florida. The Debtor has tapped Genovese Joblove & Battista, P.A., as counsel, Kapila & Company as accountant, Kellerhals Ferguson Fletcher Kroblin, PLLC, as special counsel, and Fishkind & Associates as expert consultants. Aberdeen owes $24 million in bonds that financed the project and more than $20 million to secured lenders with mortgages on the property. In its amended schedules, the Debtor disclosed $41,165,861 in assets and $31,189,704 in liabilities as of the petition date. No creditors' committee was appointed in the case. The Debtor filed a motion for voluntary dismissal of its Chapter 11 case on September 3, 2014. ABERDEEN LAND: BBX Calls for Ch. 7 Conversion, No to Dismissal -------------------------------------------------------------- BBX Capital Asset Management, LLC, asks the U.S. Bankruptcy Court for the Middle District of Florida to convert Aberdeen Land II, LLC's Chapter 11 case to a case under Chapter 7 of the Bankruptcy Code. Prior to filing the Chapter 11 case, the Debtor solicited BBX's support of its purported reorganization efforts in the form of a plan support agreement. Based on representations made by the Debtor during those negotiations that the Debtor would be bound by the terms of the restructured obligations no matter whether this case was successful or not and would proceed to confirmation of its plan in an expeditious manner, BBX agreed to accept between $2.6 million and $4.16 million in satisfaction of its prepetition secured claim of over $16 million, Michael S. Budwick, Esq., at Meland Russin & Budwick, P.A., in Miami, Florida -- mbudwick@melandrussin.com -- tells the Court. Mr. Budwick asserts that the Debtor has abandoned its efforts to resolve issues with the majority bondholder and other parties, and to have consensual plan of reorganization. He notes that the Debtor seeks dismissal of its case. The Debtor filed a motion for voluntary dismissal of its Chapter 11 case on September 3, 2014. The plan support agreement has been breached, the confirmation hearing has been canceled and the Debtor now claims that it no longer has the ability to confirm a plan, Mr. Budwick avers. He argues that under the circumstances, the interests of the bankruptcy estate and the Debtor's creditors would be best served by converting the Debtor's Chapter 11 case to Chapter 7. Conversion would permit a trustee acting as an independent fiduciary to market the property and thereby capture the substantial equity in the property for the benefit of all creditors, including BBX, Mr. Budwick contends. He adds that conversion of the case and appointment of a trustee will bring transparency to the process and shed a light on precisely why the Debtor has suddenly abandoned more than a year's worth of significant efforts toward reorganization, and who's interests the Debtor is really trying to protect in doing so. A hearing on the motion was rescheduled for October 7, 2014. The hearing was previously set for September 26. About Aberdeen Land II Aberdeen Land II, LLC, doing business as Aberdeen, owns a 1,316- acre master- planned community near Jacksonville, Florida. The project is designed for 1,623 single-family homes and 395 multi- family units. More than 1,000 units have been sold, leaving Aberdeen with 856 undeveloped lots and 28.1 acres zoned for commercial or residential use. Aberdeen filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 13-04103) on July 1, 2013, in Jacksonville, Florida. The Debtor has tapped Genovese Joblove & Battista, P.A., as counsel, Kapila & Company as accountant, Kellerhals Ferguson Fletcher Kroblin, PLLC, as special counsel, and Fishkind & Associates as expert consultants. Aberdeen owes $24 million in bonds that financed the project and more than $20 million to secured lenders with mortgages on the property. In its amended schedules, the Debtor disclosed $41,165,861 in assets and $31,189,704 in liabilities as of the petition date. No creditors' committee was appointed in the case. ACCIPITER COMMUNICATIONS: Files Chapter 11 Reorganization Plan -------------------------------------------------------------- Accipiter Communications, Inc., d/b/a Zona Communications, filed with the U.S. Bankruptcy Court for the District of Arizona its Chapter 11 Plan of Reorganization dated August 27, 2014. The Plan provides that Allowed Administrative Claims and Allowed Priority Tax Claims will be paid in full in Cash. Each holder of an Allowed Class 1-Priority Claim will receive Cash in an amount equal to its Allowed Priority Claim. Each holder of an Allowed Miscellaneous Secured Claim in Class 2 will receive Cash in an amount equal to its Allowed Claim from the proceeds of the collateral to which the claim pertains. The Rural Utilities Service (RUS) Claim under Class 3 is an Allowed Secured Claim in the amount of $20,755,214. In full and final satisfaction of the RUS Claim, Reorganized Accipiter will issue New RUS Notes payable to RUS. The New RUS Note A, in the principal amount of $4 million, bears simple interest at 3.27% per year, for a term of 240 months. The New RUS Note B, in the principal amount of $16,755,215, bears simple interest at 3.27% per year, for a term of 240 months. Each holder of an Allowed Class 4-General Unsecured Claim will receive installment payments of Cash totaling the amount of its Allowed General Unsecured Claim. The installment payments will be made beginning on the first Business Day of each full calendar month after the Effective Date. All holders of Equity Interests in the Debtor retain their Equity Interests, which constitute 100% of the outstanding equity interests in Reorganized Accipiter. Holders of Equity Related Claims neither receive nor retain any rights, property, or distributions on account of their Equity Related Claims under the Plan. Implementation of the Plan Cash payments on and after the Effective Date on account of Allowed Administrative Claims, Allowed Priority Tax Claims, and Allowed Priority Claims under the Plan, and any Cure required under the Plan, are made from the Debtor's Cash. All Cash not so reserved vests in Reorganized Accipiter on the Effective Date. Any Cash remaining on reserve after all Administrative Claims, Priority Tax Claims, Priority Claims and Cure amounts have been either Disallowed or Allowed and paid in accordance with the Plan vests in Reorganized Accipiter. Cancellation of Instruments and Agreements On the Effective Date, all agreements, instruments, and other documents relating to any Equity Interests, other than the Equity Interests themselves and the Management Restricted Stock Agreements, automatically terminate such that all obligations under all those agreements, instruments, and other documents are deemed fully and finally waived, released, canceled, extinguished, and discharged. Post-Confirmation Management, Indemnification and Insurance The initial board of directors of Reorganized Accipiter as of the Effective Date will consist of three directors: (1) Lewis van Amerongen; (2) David Sharbutt; and (3) Patrick Sherrill The initial officers of Reorganized Accipiter are (1) Patrick Sherrill, President and Chief Executive Officer; and (2) Jenifer Vellucci, Vice President and Chief Financial Officer. Reorganized Accipiter must provide its directors and officers with indemnification rights and a D&O Policy, and must compensate its directors and officers consistently with compensation provided before the Chapter 11 Case. Reorganized Accipiter assumes any pre-Petition Date indemnification obligations to any directors and officers employed with the Debtor as of the Petition Date. Vesting of Assets Except as provided in the Plan or the Confirmation Order, all property of the Estate vests in Reorganized Accipiter on the Effective Date free and clear of all Liens and Claims existing before the Effective Date. From and after the Effective Date, Reorganized Accipiter may use and dispose of its property free of any restrictions of the Bankruptcy Code, including the employment of, and payment to, Professionals except as otherwise provided in the Plan or the Confirmation Order. A copy of the Debtor's Plan of Reorganization is available for free at http://bankrupt.com/misc/Accipiter_Plan_08272014.pdf About Accipiter Communications, Inc. Accipiter Communications, Inc., a Phoenix-based company that provides telecommunications services to unserved or underserved, mostly rurally-situated residences and businesses in central Arizona, filed a Chapter 11 bankruptcy petition (Bankr. D. Ariz. Case No. 14-04372) in its hometown on March 28, 2014. Accipiter provides telecommunications services to 1,409 residential subscribers and 231 business subscribers, including an elementary school, an enforcement agency, a fire station, two municipal water supply facilities, and a bank. The Debtor is able to provide telecommunications services to rural customers only by participating in two federal programs: revenue subsidies from the federal Universal Service Fund, which is administered under the authority of the Federal Communications Commission, and capital debt financing provided under a rural telecommunications loan program administered by the Rural Utilities Service, an agency of the U.S. Department of Agriculture. As of the Petition Date, the Debtor owed $20.8 million in aggregate principal to the RUS. The Debtor believes there is approximately $414,000 in prepetition general unsecured claims held by trade vendors or other parties against the Debtor. The Debtor is a privately held company, with 55.4% of the stock held by Lewis van Amerongen. In its schedules, the Debtor listed $31,250,731 in total assets and $21,628,826 in total liabilities. The bankruptcy case is assigned to Judge George B. Nielsen Jr. The Debtor has tapped Perkins Coie LLP as counsel. Ilene J. Lashinsky, U.S. Trustee for Region 14, appointed these three creditors to serve in the Official Committee of Unsecured Creditors. The Committee retained Stinson Leonard Street LLP as counsel. The Debtor filed its Chapter 11 Plan of Reorganization on August 27, 2014. ACCIPITER COMMUNICATIONS: May Use Cash Collateral Until Jan. 2015 ----------------------------------------------------------------- Judge George B. Nielsen of the U.S. Bankruptcy Court for the District of Arizona signed off on a third stipulated order authorizing Accipiter Communications, Inc.'s use of cash collateral. The stipulation was entered among the Debtor, and the United States, on behalf of the Rural Utilities Service of the U.S. Department of Agriculture. The U.S. Government, through RUS and the Rural TeleTel Bank, made three sets of loans. As of the Petition Date, the Debtor was obligated and indebted to the Prepetition Lender under the Prepetition Credit Agreements in an aggregate principal amount totaling $20,755,214, plus, the U.S. Government asserts, unpaid fees and expenses and accrued interest. The Debtor would use the cash collateral to construct and operate a telecommunications network in rural areas located in certain portions of Maricopa and Yavapai Counties. The Debtor has furnished to the Prepetition Lender a budget for weekly cash receipts and expenditures for the period ending January 9, 2015. As adequate protection for any diminution in the value of the collateral, the Debtor will grant the prepetition lender adequate protection payment, replacement lien, subject to carve out on certain expenses. A continued hearing on the Debtor's use of Cash Collateral is set for October 15, 2014, at 9:30 a.m. About Accipiter Communications, Inc. Accipiter Communications, Inc., a Phoenix-based company that provides telecommunications services to unserved or underserved, mostly rurally-situated residences and businesses in central Arizona, filed a Chapter 11 bankruptcy petition (Bankr. D. Ariz. Case No. 14-04372) in its hometown on March 28, 2014. Accipiter provides telecommunications services to 1,409 residential subscribers and 231 business subscribers, including an elementary school, an enforcement agency, a fire station, two municipal water supply facilities, and a bank. The Debtor is able to provide telecommunications services to rural customers only by participating in two federal programs: revenue subsidies from the federal Universal Service Fund, which is administered under the authority of the Federal Communications Commission, and capital debt financing provided under a rural telecommunications loan program administered by the Rural Utilities Service, an agency of the U.S. Department of Agriculture. As of the Petition Date, the Debtor owed $20.8 million in aggregate principal to the RUS. The Debtor believes there is approximately $414,000 in prepetition general unsecured claims held by trade vendors or other parties against the Debtor. The Debtor is a privately held company, with 55.4% of the stock held by Lewis van Amerongen. In its schedules, the Debtor listed $31,250,731 in total assets and $21,628,826 in total liabilities. The bankruptcy case is assigned to Judge George B. Nielsen Jr. The Debtor has tapped Perkins Coie LLP as counsel. Ilene J. Lashinsky, U.S. Trustee for Region 14, appointed these three creditors to serve in the Official Committee of Unsecured Creditors. The Committee retained Stinson Leonard Street LLP as counsel. The Debtor filed its Chapter 11 Plan of Reorganization on August 27, 2014. AGFEED INDUSTRIES: Files Revised 2nd Amended Plan ------------------------------------------------- AgFeed USA, LLC, et al., filed with the U.S. Bankruptcy Court for the District of Delaware a revised second amended Chapter 11 plan of liquidation and accompanying disclosure statement and supported by the Official Committee of Equity Security Holders. The Plan provides for substantive consolidation of the Consolidated AgFeed USA Debtors and the liquidation of the Debtors' assets. The majority of the Debtors' assets have been liquidated, and the Plan provides for the estates' assets to be allocated and distributed to holders of allowed claims and interests. The Plan incorporates two settlement agreements between the Debtors, the Plan Supporter, the U.S. Securities and Exchange Commission, and the Class Plaintiffs, that together resolves the claims filed by the SEC and the Class Plaintiffs. The Plan provides that, on the effective date of the Plan, the SEC will have an allowed claim in the amount of $18 million. The Class Plaintiffs will receive an allowed claim in the amount of $7 million. Holders of General Unsecured Claims, estimated to total $3,764,429, will recover 100% of their allowed claims. Holders of secured claims, estimated to total $1,456, and holders of priority non-tax claims, estimated to total $832, will also recover 100% of their allowed claims. A full-text copy of the Revised Second Amended Disclosure Statement dated Sept. 12, 2014, is available at: http://bankrupt.com/misc/AGFEEDds0912.PDF The current version of the Plan was filed by Robert S. Brady, Esq., Donald J. Bowman, Jr., Esq., Ian J. Bambrick, Esq., and Ashley E. Markow, Esq., at Young Conway Stargatt & Taylor, LLP, in Wilmington, Delaware. About AgFeed Industries AgFeed Industries, Inc., has 21 farms and five feed mills in China producing more than 250,000 hogs annually. In the U.S., the business included 10 sow farms in three states and two feed mills producing more than one million hogs a year. AgFeed's revenue in 2012 was $244 million. AgFeed and its affiliates filed voluntary petitions under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 13-11761) on July 15, 2013, with a deal to sell most of its subsidiaries to The Maschhoffs, LLC, for cash proceeds of $79 million, absent higher and better offers. The Debtors estimated assets of at least $100 million and debts of at least $50 million. Keith A. Maib signed the petition as chief restructuring officer. Hon. Brendan Linehan Shannon presides over the case. Donald J. Bowman, Jr., and Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor, serve as the Debtors' counsel. BDA Advisors Inc. acts as the Debtors' financial advisor. The Debtors' claims and noticing agent is BMC Group, Inc. The U.S. Trustee has appointed a five-member official committee of unsecured creditors to the Chapter 11 cases. The Creditors' Committee tapped Lowenstein Sandler as lead bankruptcy counsel and Greenberg Traurig, LLP, as co-counsel. CohnReznick LLP serves as the Creditors' Committee's financial advisor. An official committee of equity security holders was also appointed to the Chapter 11 cases. The Equity Committee tapped Sugar Felsenthal Grais & Hammer LLP and Elliott Greenleaf as co-counsel. Jefferies Leveraged Credit Products and Claims Recovery Group are represented by Lawrence J. Kotler, Esq., and Catherine B. Heitzenrater, Esq., at Duane Morris, LLP. AK STEEL: To Sell $430 Million Notes Due 2021 --------------------------------------------- AK Steel Corporation is offering $430,000,000 in principal amount of 7.625% Senior Notes due 2021. The notes will bear interest at a rate of 7.625% per year, payable semi-annually in arrears on April 1 and October 1 of each year, beginning on April 1, 2015. The notes will mature on Oct. 1, 2021, and will be fully and unconditionally guaranteed by the direct parent of AK Steel, AK Steel Holding Corporation, and AK Tube LLC and AK Steel Properties, Inc., two wholly owned subsidiaries of AK Steel. Prior to Oct. 1, 2017, the notes will be redeemable at a price equal to 100% plus a make-whole premium, plus accrued and unpaid interest. The notes will be redeemable on or after Oct. 1, 2017, at the redemption prices specified under "Description of Notes-- Optional Redemption", plus accrued and unpaid interest. In addition, the Company may redeem up to 35% of the notes before Oct. 1, 2017, with the net cash proceeds of certain public offerings of AK Holding's common stock at a redemption price of 107.625% plus accrued and unpaid interest. If AK Steel experiences certain kinds of changes of control, it must offer to purchase the notes. If a change of control repurchase event occurs, subject to certain conditions, AK Steel must give holders of the notes an opportunity to sell to AK Steel the notes at a purchase price of 101% of the principal amount of the notes, plus accrued and unpaid interest to the date of the purchase. The notes will be AK Steel's senior unsecured obligations and will rank senior in right of payment to any of its indebtedness that is expressly subordinated in right of payment to the notes; equal in right of payment to any of its indebtedness that is not so subordinated; effectively junior in right of payment to any of its secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of its subsidiaries that do not guarantee the notes. The Company does not intend to apply to list the notes on any securities exchange or any automated dealer quotation system. Concurrently with this offering, AK Holding is offering 35,000,000 of its common stock, a portion of the net proceeds of which will be used, along with the net proceeds of this offering, to finance the Dearborn Acquisition. Closing of the common stock offering is not conditioned on the closing of this offering. However, closing of this offering is conditioned on the closing of the common stock offering and the concurrent closing of the Dearborn Acquisition. The Company intends to use the net proceeds from this offering, together with a portion of the net proceeds from AK Holding's concurrent common stock offering, to finance AK Steel's acquisition of Severstal Dearborn, LLC. Joint Book-Running Managers: Credit Suisse Securities (USA) LLC Citigroup Global Markets Inc. J.P. Morgan Securities LLC Co-Managers: Merrill Lynch, Pierce, Fenner & Smith Incorporated Fifth Third Securities, Inc. Goldman, Sachs & Co. A copy of the FWP is available for free at http://is.gd/4a6BDC http://is.gd/4a6BDC About AK Steel AK Steel Corporation is an integrated producer of flat-rolled carbon, stainless and electrical steels and tubular products, with nine steelmaking and finishing plants and tubular production facilities located in Indiana, Kentucky, Ohio and Pennsylvania. The Company produces flat-rolled value-added carbon steels, including premium-quality coated, cold-rolled and hot-rolled carbon steel products, specialty stainless and electrical steels that are sold in sheet and strip form and carbon and stainless flat-rolled steel that are finished into welded steel tubing. Upon the closing of the Company's acquisition of Severstal Dearborn, LLC, and its related assets, the Company will add an integrated steelmaking facility located in Dearborn, Michigan, as well as a cokemaking facility in West Virginia and interests in three joint ventures that process and finish flat-rolled steel products. * * * AK Steel carries a B3 corporate family rating (CFR) from Moody's Investors Service. As reported by the TCR on July 29, 2014, Standard & Poor's Ratings Services said it placed its ratings, including its 'B' corporate credit rating, on West Chester, Ohio-based AK Steel Corp. and AK Steel Holding Corp. on CreditWatch with negative implications. ALICEVILLE GOVERNMENTAL: S&P Revises CreditWatch on 'CCC' Rating ---------------------------------------------------------------- Standard & Poor's Ratings Services has revised its CreditWatch on the 'CCC' rating on Aliceville Governmental Utilities Services Corp. (GUSC), Ala.'s series 2011 bonds to negative implications from developing implications. S&P now believes that upward movement of the rating within the next three months has been removed by the disclosure that another draw on the debt service reserve fund (DSRF) was made to complete the Aug. 1, 2014 payment to bondholders. Standard & Poor's believes that this indicates the lack of resolution to the rate dispute between the U.S. Federal Bureau of Prisons (FBOP) -- for which the corporation issued the bonds to fund the construction of water and sewer facilities for prisons -- and the GUSC. The GUSC has approximately $8.375 million in outstanding revenue bonds related to the FBOP project. Following the disclosed draw of $835,079.24 from the DSRF, "the reserve fund has by our calculation been nearly exhausted and would be insufficient by itself to meet the Feb. 1, 2015 interest payment absent sufficient ongoing revenues, likely creating a default," said credit analyst Ted Chapman. ALTEGRITY INC: Moody's Lowers Corporate Family Rating to Caa3 ------------------------------------------------------------- Moody's Investors Service downgraded Altegrity, Inc.'s corporate family rating (CFR) to Caa3, from Caa2, its probability of default rating to Caa3-PD, from Caa2-PD, and changed the outlook for Altegrity's ratings to negative, from stable. Ratings Rationale Moody's downgraded Altegrity's ratings to reflect the company's elevated risk of default and its increasing challenges in turning around operating performance as a result of the loss of revenues from two background investigation services related contracts with the Office of Personnel Management (OPM). OPM announced that it will not renew its existing contracts with USIS Investigations Services, LLC (USIS), a subsidiary of Altegrity. Moody's believes that the loss of earnings will strain Altegrity's already weak liquidity and that the company does not have sufficient liquidity to fund debt service costs and maturities in its fiscal year 2016. The company will likely incur transition costs and restructuring in the near term as a result of OPM's decision, and its diminished scale will erode EBITDA margins. Moody's now expects the company's free cash flow deficits over the next 12 to 24 months to increase relative to its previous expectations. The negative outlook reflects Altegrity's weak and deteriorating liquidity. Moody's has taken the following rating actions: Downgrades: Issuer: Altegrity, Inc. Corporate Family Rating , Downgraded to Caa3 from Caa2 Probability of Default Rating, Downgraded to Caa3-PD from Caa2-PD $60 million 1st lien revolving credit facility due 2019, Downgraded to Caa1 (LGD 2), from B3 (LGD 2) $275 million 1st lien term loan due 2019, Downgraded to Caa1 (LGD 2), from B3 (LGD 2) $825 million 9.5% senior 1st lien notes due 2019, Downgraded to Caa1 (LGD 2), from B3 (LGD 2) $280 million 10.5% senior 2nd lien notes due 2020, Downgraded to Ca (LGD 5), from Caa3 (LGD 5) $200 million 12% senior 2nd lien notes due 2020, Downgraded to Ca (LGD 5), from Caa3 (LGD 5) Affirmations: Issuer: Altegrity, Inc. $60.7 million 15% senior 3rd lien notes due 2021, Affirmed Ca (LGD 5) $10.9 million 10.5% senior notes due November 2015, Affirmed Ca (LGD 6) $11.25 million 12% senior notes due November 2015, Affirmed Ca (LGD 6) $29.2 million 11.75% senior subordinated notes due May 2016, Affirmed Ca (LGD 6) Outlook Actions: Issuer: Altegrity, Inc. Outlook, Changed To Negative From Stable Moody's could downgrade Altegrity's ratings if liquidity, profitability and cash flow generation continue to weaken as debt maturities draw nearer. The ratings could be upgraded if liquidity and earnings improve resulting in a lower probability of default or improved debt recovery prospects. Altegrity provides background investigations for the U.S. government; employment background and mortgage screening for commercial customers; technology-driven legal services and software for data management; and investigative, analytic, consulting, due diligence, and security services. Altegrity is principally owned by investment funds affiliated with Providence Equity Partners. 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. AMERICAN APPAREL: Amends Loan Agreement with Standard General ------------------------------------------------------------- American Apparel, Inc., and certain of its domestic subsidiaries entered into an amendment to the loan agreement with Standard General Master Fund L.P. to lower the applicable interest rate to 17.00%, extend the maturity date to April 15, 2021, and to make certain other technical amendments, including to remove a provision that specified that Dov Charney ceasing to be the chief executive officer of the Company would constitute an event of default. About American Apparel Los Angeles, Calif.-based American Apparel, Inc. (NYSE Amex: APP) -- http://www.americanapparel.com/-- is a vertically integrated manufacturer, distributor, and retailer of branded fashion basic apparel. As of September 2010, American Apparel employed over 10,000 people and operated 278 retail stores in 20 countries, including the United States, Canada, Mexico, Brazil, United Kingdom, Ireland, Austria, Belgium, France, Germany, Italy, the Netherlands, Spain, Sweden, Switzerland, Israel, Australia, Japan, South Korea and China. Amid liquidity problems and declining sales, American Apparel in early 2011 reportedly tapped law firm Skadden, Arps, Slate, Meagher & Flom and investment bank Rothschild Inc. for advice on a restructuring. In April 2011, American Apparel said it raised $14.9 million in rescue financing from a group of investors led by Canadian financier Michael Serruya and private equity firm Delavaco Capital Corp., allowing the casual clothing retailer to meet obligations to its lenders for the time being. Under the deal, the investors were buying 15.8 million shares of common stock at 90 cents apiece. The deal allows the investors to purchase additional 27.4 million shares at the same price. American Apparel has been in the red as far back as 2010. The Company reported a net loss of $106.29 million on $633.94 million of net sales for the year ended Dec. 31, 2013, as compared with a net loss of $37.27 million on $617.31 million of net sales for the year ended Dec. 31, 2012. American Apparel posted a net loss of $39.31 million on $547.33 million of net sales for the year ended Dec. 31, 2011, compared with a net loss of $86.31 million on $532.98 million of net sales during 2010. In 2011, American Apparel announced a restatement of its 2009 financial reports. The Company's balance sheet at June 30, 2014, showed $314.36 million in total assets, $381.96 million in total liabilities and a $67.60 million total stockholders' deficit. * * * The TCR reported on Nov. 21, 2013, that Moody's Investors Service downgraded American Apparel Inc.'s corporate family rating to Caa2. The clothing retailer's probability of default was also lowered one level and the outlook is negative. As reported by the TCR on Sept. 2, 2014, Standard & Poor's Ratings Services lowered its corporate credit rating on Los Angeles-based American Apparel Inc. to 'CCC-' from 'CCC'. The outlook is negative. "The downgrade reflects our assessment that a debt restructuring appears inevitable within six months, absent unanticipated significantly favorable changes in the company's circumstances," said Standard & Poor's credit analyst Ryan Ghose. AMINCOR INC: Marcum Replaces Rosen Seymour as Accountants --------------------------------------------------------- Amincor, Inc., dismissed Rosen Seymour Shapss Martin & Company LLP as its independent registered public accounting firm on Sept. 8, 2014, according to a regulatory filing with the U.S. Securities and Exchange Commission. The Company engaged Marcum LLP as its new accountants. The Company said it had no disagreements with Rosen Seymour. Rosen Seymour audited the Company's financial statements for the years ended Dec. 31, 2013, and 2012. The dismissal of Rosen Seymour was approved by the Company's Board of Directors on Sept. 5, 2014. Rosen Seymour did not resign or decline to stand for re-election. The report of Rosen Seymour dated April 15, 2014, on the Company's balance sheets as of Dec. 31, 2013, and 2012 and the related statements of operations, stockholders' (deficit) equity and cash flows for each of the years in the three year period ended Dec. 31, 2013, did not contain an adverse opinion or a disclaimer of opinion, nor was such report qualified or modified as to uncertainty, audit scope, or accounting principles, except such report contained an explanatory paragraph indicating that there is substantial doubt about the Company's ability to continue as a going concern. The Company related that during the Company's two most recent fiscal years and the subsequent interim period prior to retaining Marcum LLP, neither the Company nor anyone on its behalf consulted Marcum LLP. About Amincor Inc. New York, N.Y.-based Amincor, Inc., is a holding company operating through its operating subsidiaries Baker's Pride, Inc., Environmental Holdings Corp. and Tyree Holdings Corp., and Amincor Other Assets, Inc. BPI is a producer of bakery goods. Tyree performs maintenance, repair and construction services to customers with underground petroleum storage tanks and petroleum product dispensing equipment. Through its wholly owned subsidiaries, Environmental Quality Services, Inc., and Advanced Waste & Water Technology, Inc., EHC provides environmental and hazardous waste testing and water remediation services in the Northeastern United States. Other Assets, Inc., was incorporated to hold real estate, equipment and loan receivables. As of March 31, 2013, all of Other Assets' real estate and equipment are classified as held for sale. The Company's balance sheet at June 30, 2014, showed $25.79 million in total assets, $44.36 million in total liabilities and a $18.56 million total deficit. Bankruptcy Warning "Amincor's Management is working to secure additional available capital resources and turn around the subsidiary companies to generate operating income. Amincor may raise additional funds through public or private debt or equity financings. However, there can be no assurance that such resources will be sufficient to fund the operations of Amincor or the long-term growth of the subsidiaries businesses. Amincor cannot assure investors that any additional financing will be available on favorable terms, or at all. Without additional capital resources, Amincor may not be able to continue to operate, take advantage of unanticipated opportunities, develop new products or otherwise respond to competitive pressures, and be forced to curtail its business, liquidate assets and/or file for bankruptcy protection," the Company stated in its quarterly report for the period ended June 30, 2014. AMSTERDAM HOUSE: Hires Cadwalader Wickersham as Attorneys --------------------------------------------------------- Amsterdam House Continuing Care Retirement Community, Inc. dba The Amsterdam at Harborside asks permission from the U.S. Bankruptcy Court for the Eastern District of New York to employ Cadwalader, Wickersham & Taft LLP as attorneys, nunc pro tunc to the July 22, 2014 petition date. The Debtor anticipates that, in this chapter 11 case, Cadwalader Wickersham will render general legal services as needed, including, without limitation, in the areas of bankruptcy and restructuring, corporate, litigation, healthcare, employee benefits, finance, and tax law. The professional services that Cadwalader Wickersham will render to the Debtor may include, without limitation, the following: (a) advising the Debtor of its rights, powers, and duties as a debtor and debtor in possession in the continued management of its business and property; (b) preparing on behalf of the Debtor all necessary and appropriate applications, motions, draft orders, pleadings, notices, schedules, and other documents, and reviewing all financial and other reports to be filed in the Debtor's chapter 11 case; (c) advising and assisting the Debtor in connection with the preparation, solicitation, and confirmation of the Debtor's proposed "Plan of Reorganization Under Chapter 11 of the Bankruptcy Code", which was filed concurrently with the commencement of this chapter 11 case; (d) advising the Debtor concerning, and preparing responses to, applications, motions, pleadings, notices, and other documents that may be filed and served in the Debtor's chapter 11 case; (e) advising the Debtor concerning actions it might take to collect and recover property for the benefit of its estate; (f) commencing and conducting any and all litigation necessary or appropriate to assert rights held by the Debtor or protect assets of its estate; (g) advising the Debtor concerning executory contracts and unexpired lease assumptions, assignments, and rejections; (h) assisting the Debtor in reviewing, estimating, and resolving claims asserted against its estate; and (i) performing all other necessary legal services in connection with the Debtor's chapter 11 case and other general corporate matters concerning the Debtor's business, including providing advice and representation relating to healthcare regulatory issues. Cadwalader Wickersham will be paid at these hourly rates: Partners $900-$1,200 Special Counsel $450-$1,100 Legal Assistants $195-$295 Cadwalader Wickersham will also be reimbursed for reasonable out- of-pocket expenses incurred. For the period July 12, 2014 to the Petition Date, Cadwalader Wickersham held a retainer from the Debtor for its professional services in the amount of $90,000, which has been applied to fees accrued for this period. Further, from September 2012 to the Petition Date, Cadwalader Wickersham has received compensation from the Debtor in the amount of $1,953,004.79 for its prepetition services rendered and expenses incurred in connection with its restructuring engagement by the Debtor, which includes application of the courtesy discount and additional reductions. In addition, from December 2011 through July 2014, Cadwalader Wickersham received compensation from the Debtor in the amount of $259,141.53 with respect to its prepetition services rendered and expenses incurred unrelated to its restructuring engagement by the Debtor, which also includes the application of significant discounts. Ingrid Bagby, partner of Cadwalader Wickersham, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Cadwalader Wickersham can be reached at: Ingrid Bagby, Esq. CADWALADER, WICKERSHAM & TAFT LLP One World Financial Center New York, NY 10281 Tel: (212) 504-6894 E-mail: ingrid.bagby@cwt.com About Amsterdam House Amsterdam House Continuing Care Retirement Community, Inc., owns and operates Harborside, an upscale retirement community is situated on 8.9 acres in Port Washington, New York. Harborside -- http://www.theamsterdamatharborside.com/-- is Nassau County's first and only CCRC licensed under Article 46 of the New York Public Health Law. CCRCs provide senior citizens with a full range of living accommodations and healthcare services during their retirement years. Harborside currently offers 329 units of varying sizes for independent, enriched, and skilled nursing care. Amsterdam House filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 14-73348) on July 22, 2014, in Central Islip, New York, to implement a prenegotiated bankruptcy-exit plan. The case is assigned to Judge Alan S Trust. Ingrid Bagby, Esq., at Cadwalader Wickersham & Taft LLP, serves as the Debtor's counsel. Grant Thornton LLP serves as financial advisors, Herbert J. Sims & Co., Inc., serves as investment bankers, and Kurtzman Carson Consultants LLC acts as claim and noticing agent. The Company said that total assets were $286 million and debt was $437 million as of April 30, 2014. The Sec. 341(a) meeting of creditors was scheduled for Aug. 29. The Company's Amended Plan of Reorganization and accompanying Disclosure Statement was filed on Sept. 2, 2014. AMSTERDAM HOUSE: Taps Dennett Law as Special Financing Counsel -------------------------------------------------------------- Amsterdam House Continuing Care Retirement Community, Inc. dba The Amsterdam at Harborside, seeks authorization from the U.S. Bankruptcy Court for the Eastern District of New York to employ Dennett Law Offices, P.C. as special financing counsel, nunc pro tunc to the July 22, 2014 petition date. The Debtor anticipates that Dennett Law will render specialized legal services in the areas of public finance, the Debtor's debt structure, and the Debtor's bond financing. Dennett Law will serve as counsel to the Debtor in connection with the exchange of outstanding bonds issued by the Nassau County Industrial Development Agency ("NCIDA") for new bonds to be issued by the NCIDA. In connection with that transaction Dennett Law's services will include: (a) counseling the Debtor on corporate, tax, and regulatory issues; (b) preparing, reviewing and negotiating all documents for the exchange of existing bonds and issuance of new bonds; (c) rendering of legal opinions required by the NCIDA; and (d) attending such meetings and closings as may be required to complete the restructuring. Dennett Law will be paid at these hourly rates: Attorneys $400.50 Paralegal $50 Dennett Law will also be reimbursed for reasonable out-of-pocket expenses incurred. As of the petition date, Dennett Law has received compensation from the Debtor in the amount of $51,424, and has an invoice in the amount of $4,405.50 currently outstanding, for its prepetition services rendered and expenses incurred in connection with the exchange of existing bonds and issuance of new bonds for the Debtor. Richard A. Dennett, shareholder of Dennett Law, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Dennett Law can be reached at: Richard A. Dennett, Esq. DENNETT LAW OFFICES, P.C. 185 Great Neck Road Great Neck, NY 11021 Tel: (516) 504-1400 Fax: (516) 214-8095 About Amsterdam House Amsterdam House Continuing Care Retirement Community, Inc., owns and operates Harborside, an upscale retirement community is situated on 8.9 acres in Port Washington, New York. Harborside -- http://www.theamsterdamatharborside.com/-- is Nassau County's first and only CCRC licensed under Article 46 of the New York Public Health Law. CCRCs provide senior citizens with a full range of living accommodations and healthcare services during their retirement years. Harborside currently offers 329 units of varying sizes for independent, enriched, and skilled nursing care. Amsterdam House filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 14-73348) on July 22, 2014, in Central Islip, New York, to implement a prenegotiated bankruptcy-exit plan. The case is assigned to Judge Alan S Trust. Ingrid Bagby, Esq., at Cadwalader Wickersham & Taft LLP, serves as the Debtor's counsel. Grant Thornton LLP serves as financial advisors, Herbert J. Sims & Co., Inc., serves as investment bankers, and Kurtzman Carson Consultants LLC acts as claim and noticing agent. The Company said that total assets were $286 million and debt was $437 million as of April 30, 2014. The Sec. 341(a) meeting of creditors was scheduled for Aug. 29. The Company's Amended Plan of Reorganization and accompanying Disclosure Statement was filed on Sept. 2, 2014. AMSTERDAM HOUSE: Hires Grant Thornton as Financial Advisors ----------------------------------------------------------- Amsterdam House Continuing Care Retirement Community, Inc. dba The Amsterdam at Harborside seeks authorization from the U.S. Bankruptcy Court for the Eastern District of New York to employ Grant Thornton LLP as financial advisors, nunc pro tunc to the July 22, 2014 petition date. The Debtor requires Grant Thornton to: (a) assist with contingency planning in connection with a potential chapter 11 filing under the Bankruptcy Code; (b) assist management with its communications with residents, customers, suppliers, statutory committees, and other parties in interest; (c) consult with management, in coordination with legal counsel, in the preparation of a disclosure statement, plan of reorganization, and the underlying business plans from which those documents are developed; (d) assist management, in coordination with legal counsel, in evaluating competing disclosure statements, plans, and other strategic proposals made by any committee of unsecured creditors or other interested parties in the chapter 11 case; (e) assist management in responding to information requests submitted by statutory committees and their legal and financial counsel; (f) assist management with its vendor management program; (g) consult with management regarding the preparation of required financial statements, schedules of financial affairs, monthly operating reports, and any other financial disclosures required by the Court; (h) provide expert advice and testimony regarding financial matters related to, including, among other things, the feasibility of any proposed plan of reorganization and the valuation of any securities issued in connection with any such plan; and (i) provide additional services as requested from time to time by the Debtor and agreed to by Grant Thornton. Grant Thornton will be paid at these hourly rates: Partners/Principals $635-$695 Directors/Senior Managers $525-$610 Managers $410-$465 Senior Associates $290-$360 Associates $270 Grant Thornton will also be reimbursed for reasonable out-of- pocket expenses incurred. Pursuant to the Engagement Agreement, Grant Thornton received three retainers totaling $125,000 for prepetition services provided to the Debtor. All fees and expenses accrued prior to the Petition Date and pursuant to the terms of the Engagement Agreement have been calculated, and Grant Thornton received payment on account of its prepetition services in the amount of $422,693.99. An amount of $103,796.96 was deducted from the Retainers in order to pay a portion of the prepetition fees and expenses to Grant Thornton, with the remainder of the Retainers being $21,203.04, which will be applied upon approval of the first interim fee application. Paul Melville, principal of Grant Thornton, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Grant Thornton can be reached at: Paul Melville GRANT THORNTON LLP 175 W. Jackson Blvd., 20th Floor Chicago, IL 60604-2687 Tel: +1 (312) 856-0200 About Amsterdam House Amsterdam House Continuing Care Retirement Community, Inc., owns and operates Harborside, an upscale retirement community is situated on 8.9 acres in Port Washington, New York. Harborside -- http://www.theamsterdamatharborside.com/-- is Nassau County's first and only CCRC licensed under Article 46 of the New York Public Health Law. CCRCs provide senior citizens with a full range of living accommodations and healthcare services during their retirement years. Harborside currently offers 329 units of varying sizes for independent, enriched, and skilled nursing care. Amsterdam House filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 14-73348) on July 22, 2014, in Central Islip, New York, to implement a prenegotiated bankruptcy-exit plan. The case is assigned to Judge Alan S Trust. Ingrid Bagby, Esq., at Cadwalader Wickersham & Taft LLP, serves as the Debtor's counsel. Grant Thornton LLP serves as financial advisors, Herbert J. Sims & Co., Inc., serves as investment bankers, and Kurtzman Carson Consultants LLC acts as claim and noticing agent. The Company said that total assets were $286 million and debt was $437 million as of April 30, 2014. The Sec. 341(a) meeting of creditors was scheduled for Aug. 29. The Company's Amended Plan of Reorganization and accompanying Disclosure Statement was filed on Sept. 2, 2014. ANACOR PHARMACEUTICALS: Appoints Wendell Wierenga to Board ---------------------------------------------------------- Anacor Pharmaceuticals, Inc.'s Board of Directors has appointed Wendell Wierenga, Ph.D., to serve as Class III director until the Company's 2016 annual meeting of shareholders. On Sept. 11, 2014, Paul H. Klingenstein notified the Board of Directors of Anacor of his resignation from the Board effective immediately. Mr. Klingenstein's decision to resign from the Board was not the result of any disagreement between the Company and Mr. Klingenstein on any matter relating to the Company's operations, policies or practices. "The other members of the Board and I thank Paul for the many contributions he has made to the Company since joining the Board in 2002, and wish him well in his future endeavors," said Paul Berns, Anacor's chairman and chief executive officer. "At the same time, we are pleased to welcome Wendell as a new independent director. Wendell is a highly respected pharmaceutical executive with broad managerial, board and strategic leadership experience and an extensive background in research and drug development. We look forward to working with Wendell and benefiting from his expertise." Dr. Wierenga is a seasoned pharmaceutical executive with broad experience in all aspects of research, drug discovery and drug development. From June 2011 until February 2014, Dr. Wierenga served as executive vice president, Research and Development of Santarus, Inc., a public biopharmaceutical company that was acquired by Salix Pharmaceuticals, Ltd. in January 2014. From 2007 until May 2011, he served as executive vice president, Research and Development of Ambit Biosciences Corporation. "I am very pleased to become a member of the Anacor Board," said Wendell Wierenga. "Anacor recently achieved a significant milestone with FDA's approval of KERYDINTM and I look forward to contributing to the continued success of the company." Pursuant to the Company's Independent Director Compensation Policy, Dr. Wierenga will receive a $40,000 annual cash retainer. On Sept. 11, 2014, the Board also granted Dr. Wierenga an initial option to purchase 27,000 shares of the Company's common stock under the Company's 2010 Equity Incentive Plan with an exercise price equal to $25.48, the per share closing price of the Common Stock on the NASDAQ Global Market on the date of grant. Meanwhile, the Board appointed Keith R. Leonard, Jr., to serve as a member of the Audit Committee of the Board effective Sept. 11, 2014. 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. ARAMID ENTERTAINMENT: Sues Thinkfilm Trustee to Enforce Stay ------------------------------------------------------------ Aramid Entertainment Fund Limited, Aramid Liquidating Trust Ltd. and Aramid Entertainment, Inc., filed an adversary proceeding to enforce the automatic stay under Section 362 of the Bankruptcy Code to halt threatened action against their property. Jordan W. Siev, Esq., at Reed Smith LLP, in New York, relates that the adversary proceeding stems from threatened actions by the Chapter 11 trustee presiding over several bankruptcies, including Thinkfilm, LLC, pending before the United States Bankruptcy Court for the Central District of California, Los Angeles Division. Mr. Siev points out that the actions will attempt to exercise control over highly valuable property of Aramid's estates in violation of the automatic stay, undo months of negotiations that is critical to prospects for a successful reorganization, disrupting the orderly administration of the estates. The Aramid entities have entered into an omnibus settlement agreement to resolve a multitude of vexatious and lawsuits involving dozens of parties in different state and federal courts. Mr. Siev asserts that these litigations have been hotly contested matters, involving scorched earth litigation tactics which have been a tremendous drain on the estates. The settlement agreement is currently pending Bankruptcy Court approval. Some litigation are currently being pursued on a derivative basis by a control party of Aramid's former investment adviser, Screen Capital International Corp. Screen Capital obtained the ability to prosecute and control the litigations by virtue of a settlement agreement involving the very same parties that are the subjects of the adversary proceeding. Aramid had advanced millions of dollars in costs and expenses for those litigations. The settlement agreement will achieve dismissal or resolution of those litigations. Mr. Siev notes that shortly after seeking Court approval of the settlement agreement, counsel for the Thinkfilm trustee notified his intention to file an application in the California District Court to regain standing to control and pursue the litigations, which will render the settlement agreement unenforceable. Accordingly, to protect valuable property of the estates from unlawful seizure by the Thinkfilm trustee, the Aramid entities ask the Court to enforce the automatic stay with respect to the prospective application by the Thinkfilm trustee. In the alternative, the Aramid entities ask the Court, pursuant to Rule 65 of the Federal Rules of Civil Procedure and Section 105(a) of the Bankruptcy Code, made applicable by Rule 7065 of the Federal Rules of Bankruptcy Procedure, to temporarily restrain the Thinkfilm trustee from making the application or taking any action to exercise control over property of the estates until some action is taken to settle or dismiss the litigations. Aramid is represented by: Jordan W. Siev, Esq. James C. McCarroll, Esq. Richard A. Robinson, Esq. Michael J. Venditto, Esq. REED SMITH LLP 599 Lexington Avenue New York, NY 10022-7650 Telephone: (212) 521-5400 Facsimile: (212) 521-5450 Email: jsiev@reedsmith.com jmccarroll@reedsmith.com rrobinson@reedsmith.com mvenditto@reedsmith.com 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. ARAMID ENTERTAINMENT: Asks Court to Extend Removal Deadline ----------------------------------------------------------- Aramid Entertainment Fund Limited, Aramid Liquidating Trust Ltd. and Aramid Entertainment, Inc., ask the Bankruptcy Court for more time to file notices of removal of civil actions and proceedings in state and federal courts until the effective date of a Chapter 11 plan. The Aramid entities have entered into an omnibus settlement agreement to resolve a multitude of vexatious and lawsuits involving dozens of parties in different state and federal courts. Court approval of this settlement agreement is set for hearing on September 23, 2014. James C. McCarroll, Esq., at Reed Smith LLP, in New York, asserts that the extension is necessary in light of the pending settlement agreement approval. Mr. McCarroll adds that the extension requested will provide additional time for them to decide upon removal of civil actions, if necessary. 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. ASARCO LLC: Supreme Court May Rule on Award to Defend Fees ---------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the successful reorganization of Asarco LLC, whose creditors were paid in full, presents the U.S. Supreme Court with an opportunity to rule on an issue dear to all bankruptcy lawyers: Can a bankruptcy court award compensation for successfully defending fee requests? According to Mr. Rochelle, the justices may decide by early October whether they will take the appeal from an April decision of the U.S. Court of Appeals in New Orleans who said bankruptcy lawyers can never be paid for defending their fee requests unless opposition was mounted in bad faith. The case in the Supreme Court is Baker Botts LLP v. Asarco LLC, 14-103, U.S. Supreme Court (Washington). About Asarco LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection (Bankr. S.D. Tex. Case No. 05-21207) on Aug. 9, 2005. Attorneys at Baker Botts L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented the Debtor in its restructuring efforts. On Dec. 9, 2009, Asarco Incorporated and Americas Mining Corporation's Seventh Amended Plan of Reorganization for the Debtors became effective and the ASARCO Asbestos Personal Injury Settlement Trust was created and funded with nearly $1 billion in assets, including more than $650 million in cash plus a $280 million secured note from Reorganized ASARCO. The Plan, which was confirmed both by the bankruptcy and district courts, reintegrated ASARCO LLC back to parent Grupo Mexico concluding the four-year Chapter 11 proceeding. ASCENT SOLAR: Regains Nasdaq Listing Compliance ----------------------------------------------- Ascent Solar Technologies, Inc., on Sept. 12 disclosed that it has received notification from the Listing Qualifications Department of The Nasdaq Stock Market that it has regained compliance with Nasdaq Listing Rule 5550(a)(2), the minimum bid price requirement for continued listing on The Nasdaq Capital Market. Ascent had been notified by Nasdaq in September 2013 that its common stock did not satisfy the minimum bid price requirement. On September 11, 2014, Nasdaq provided confirmation to Ascent that the closing bid price of its common stock for the prior 10 business days had met the minimum bid price requirement and advised Ascent that this matter is now closed. About Ascent Solar Technologies, Inc. Ascent Solar Technologies, Inc. (NASDAQ: ASTI) -- http://www.ascentsolar.com-- is a developer of thin-film photovoltaic modules with substrate materials that are more flexible, versatile and rugged than traditional solar panels. Ascent Solar modules can be directly integrated into consumer products and off-grid applications, as well as aerospace and building integrated applications. Ascent Solar is headquartered in Thornton, Colorado. ASPEN GROUP: Global Undervalued Holds 6.5% Equity Stake ------------------------------------------------------- In a regulatory filing with the U.S. Securities and Exchange Commission, Global Undervalued Securities Master Fund, L.P., Kleinheinz Capital Partners, Inc., John Kleinheinz disclosed that as of Sept. 4, 2014, they beneficially owned 7,435,312 shares of common stock of Aspen Group, Inc., representing 6.5 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/2e6Wof 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. ASSOCIATED WHOLESALERS: Has Interim Authority to Tap DIP Loans -------------------------------------------------------------- Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware gave Associated Wholesalers Inc., AWI Delaware, Inc., and their debtor affiliates interim authority to tap a portion of the debtor-in-possession financing package Bank of America, N.A., as agent for a consortium of lenders, and the proposed buyer of the Debtors' assets is extending to the Debtors. As reported by The Troubled Company Reporter, the Bank Lenders agreed to provide secured revolving loans, with a maximum available amount of (a) $152,110,000, plus (b) the amount of the letter of credit obligations outstanding as of the Petition Date. C&S Wholesale Grocers, Inc., the proposed buyer of the Debtors' assets, agreed to provide a secured revolving loan of up to $18 million. The Debtors also obtained interim authority to use cash collateral securing their prepetition indebtedness. Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that secured bank debt, with Bank of America NA as agent, totals $131.9 million, while unsecured debt owing to trade suppliers is $72 million. The DIP Motion is set for a final hearing on Oct. 3, 2014, at 10:00 a.m., with an objection deadline of Sept. 26. 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. BAY AREA: Re/Max Gold Approved as Real Estate Broker ---------------------------------------------------- The Bankruptcy Court authorized Bay Area Financial Corporation to employ Re/Max Gold Coast Beach Office as real estate broker. To the best of the Debtor's knowledge RE/MAX does not hold or represent any interest adverse to the estate in the matters upon which it is to be engaged. The Debtor is represented by: Sandford L. Frey, Esq. Stuart I. Koenig, Esq. Marta C. Wade, Esq. CREIM MACIAS KOENIG & FREY LLP 633 W. Fifth Street, 51st Floor Los Angeles, CA 90071 Tel: (213) 614-1944 Fax: (213) 614-1961 E-mails: sfrey@cmkllp.com skoenig@cmkllp.com mwade@cmkllp.com About Bay Area Financial Bay Area Financial Corp., a consumer finance company, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 13-38974) on Dec. 9, 2013. The case is assigned to Judge Thomas B. Donovan. The Debtor is represented by Sandford L. Frey, Esq., and Stuart I. Koenig, Esq., at Creim Macias Koenig & Frey LLP. The Debtor disclosed $15,248,851 in assets and $21,239,663 in liabilities as of the Chapter 11 filing. There is no secured debt, although $141,000 is owing on a priority tax claim. Peter C. Anderson, the U.S. Trustee for Region 16, appointed five members to the Official Committee of Unsecured Creditors. The Committee is represented by James C. Bastian, Jr., Esq., and Melissa Davis Lowe, Esq., at Shulman Hodges & Bastian LLP. BERGENFIELD SENIOR: Deal to Resolve SM Global Disputes Approved --------------------------------------------------------------- The United States Bankruptcy Court for the District of New Jersey approved a settlement between SM Global Group, LLC, on one hand, and Bergenfield Senior Housing, LLC, now known as Villa Rotonda Apartments, LLC, Nicholas Rotonda, Rosemarie Rotonda and Rotonda Construction Co., on the other hand. The Settlement provides, in relevant part, that: (a) if there is at least $1,312,500 in available funds in the trust account held by the Debtor's counsel after payment of the actual, ordinary expenses incurred by the Debtor in winding down its affairs, then, upon entry of a final order approving the terms of the Settlement, $600,000 will be paid to the Rotondas in full settlement of any claims they have against the funds in the Trust Account, and SM Global will be paid the remaining funds in the Trust Account, in full satisfaction of its Class 8 Claim under the Chapter 11 Plan of Liquidation. If there is less than $1,312,500 in the Trust Account, then the Rotondas will be paid $600,000, less one-half the available funds in the Trust Account below $1,312,500, and SM Global will be paid the remaining funds in the Trust Account; (b) The Rotondas will be responsible for payment or resolution of all Allowed Class 8 Claims under the Plan, with the exception of SM Global's Class 8 Claim; (c) The Debtor and the Rotonda Parties, on one hand, and SM Global, Shang Chong Kim, and Mun Hui Park, on the other hand, will release all claims they may have against each other, including without limitation, the claims asserted in the adversary proceeding brought by SM Global against the Rotonda Parties; and (d) The Adversary Proceeding will be dismissed with prejudice. About Bergenfield Senior Housing Bergenfield Senior Housing, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 13-19703) in Newark, New Jersey, on May 2, 2013. Nicholas Rotonda signed the petition as member/manager. Aaron Solomon Applebaum, Esq., and Barry D. Kleban, Esq., at McElroy, Deutsch, Mulvaney & Carpenter, LLP, represent the Debtor as counsel. In its schedules, the Debtor disclosed $14,061,100 in assets and $19,957,026 in liabilities as of the Petition Date. The Bergenfield, New Jersey-based debtor is a single asset real estate under 11 U.S.C. Sec. 101(51B) and said total assets and debts exceed $10 million. The Debtor operates and wholly owns a 90-unit residential apartment building located at 47 Legion Drive, Bergenfield, New Jersey. The Debtor's primary secured creditor is Boiling Springs Savings Bank. The Debtor is indebted to Boiling Springs on account of two promissory notes, both of which are secured by mortgages on the Property. Boiling Springs' first-position mortgage secures indebtedness in the total amount of $12.02 million and the second- position mortgage secures indebtedness of $575,000. Judge Donald H. Steckroth oversees the case, taking over from Judge Morris Stern, who passed away in February 2014. The Bankruptcy Court, according to Bergenfield Senior Housing's case docket, on Jan. 23, 2014, confirmed the Debtor's Second Amended Plan of Liquidation dated Dec. 12, 2013. The purpose of the Plan is to liquidate, collect and maximize the cash value of the assets of the Debtor and make distributions on account of allowed claims against the Debtor's estate. The Plan is premised on the satisfaction of Claims through distribution of the proceeds raised from the sale and liquidation of the Debtor's assets, claims and causes of action. BERNARD L. MADOFF: Trustee Wants 2nd Cir. Review of Merkin Ruling ----------------------------------------------------------------- Law360 reported that Bernard Madoff's liquidating trustee said he planned to appeal a New York bankruptcy judge's decision gutting his $564 million fraudulent transfer suit against Madoff feeder fund manager J. Ezra Merkin, asking the bankruptcy court for permission to seek review before the U.S. Court of Appeals for the Second Circuit. According to the report, Bernard L. Madoff Investment Securities LLC trustee Irving Picard said he wanted the Second Circuit to decide whether he needed to plead that defendants in fraudulent transfer suits actually knew Madoff was committing fraud in order to survive safe harbor affirmative defenses. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). From recoveries in lawsuits coupled with money advanced by SIPC, Mr. Picard has commenced distributions to victims, with the fourth and latest batch of distributions done in May 2014. Distributions to eligible claimants have totaled almost $6 billion, which includes $812.2 million in committed advances from the SIPC. More than 1,100 victims have already recovered the full principal they lost in the fraud. As of May 2014, Mr. Picard has recovered or reached agreements to recover $9.8 billion since his appointment in December 2008. BEVERAGE MARKETING: Faces Insolvency Over Founders' Dispute ----------------------------------------------------------- Nate Raymond, writing for Reuters, reported that Beverage Marketing USA Inc., the privately held producer of AriZona iced tea, might face insolvency if the judge overseeing a dispute between its founders sets its value at $3 billion or greater, said a lawyer for the co-owner running the company. According to the report, during closing arguments in New York state court, Louis Solomon, an attorney for co-owner Domenick Vultaggio, said the AriZona beverage maker should not be forced to buy out estranged business partner John Ferolito based on "la la land" numbers. The closing arguments capped a valuation trial to determine how much Vultaggio and Beverage Marketing must pay to buy the 50 percent stake held by the Ferolito and his son's trust, Reuters related. BOREAL WATER: Incurs $88,000 Net Loss in Second Quarter ------------------------------------------------------- Boreal Water Collection, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $87,793 on $680,671 of sales for the three months ended June 30, 2014, compared to a net loss of $45,094 on $588,184 of sales for the same period in 2013. For the six months ended June 30, 2014, the Company reported a net loss of $313,165 on $1.13 million of sales compared to a net loss of $284,207 on $1.06 million of sales for the same period a year ago. As of June 30, 2014, the Company had $3.03 million in total assets, $2.51 million in total liabilities and $516,580 in total shareholders' equity. At June 30, 2014, the Company had an accumulated deficit since Jan. 10, 2006 (the date of quasi reorganization) of $2,786,634. Liquid assets at June 30, 2014 consisted primarily of cash and cash equivalents of $76,498. Current liabilities of $2,161,106 exceeded current assets by $1,749,540. Cash increased $13,078 to $76,498 at June 30, 2014, as compared to $63,420 at Dec. 31, 2013. A full-text copy of the Form 10-Q is available for free at: http://is.gd/4aGH51 About Boreal Water Kiamesha Lake, N.Y.-based Boreal Water Collection, Inc., is a personalized bottled water company specializing in premium custom bottled water. Boreal Water reported net income of $849,748 on $2.15 million of sales for the year ended Dec. 31, 2013, as compared with a net loss of $822,902 on $2.68 million of sales in 2012. Terry L. Johnson, CPA, in Casselberry, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditor noted that the Company has incurred a deficit of approximately $2.5 million and has used approximately $400,000 of cash due to its operating activities in the two years ended Dec. 31, 2013. The Company may not have adequate readily available resources to fund operations through Dec. 31, 2014. This raises substantial doubt about the Company's ability to continue as a going concern. BROWN MEDICAL: Court Sets October 1 Hearing to Confirm Plan ----------------------------------------------------------- The Hon. Jeff Bohm of the U.S. Bankruptcy Court for the Southern District of Texas approved on a "conditional basis" the disclosure statement outlining Brown Medical Center Inc.'s proposed liquidation plan so that it can start the solicitation of votes from creditors by Aug. 29, 2014, at the request of Elizabeth Guffy, the Debtor's bankruptcy trustee. Judge Bohm set a hearing on Oct. 1, 2014, at 2:00 p.m., at Courtroom 600, United States Bankruptcy Court, 515 Rusk in Houston, Texas, to confirm the plan for the Debtor. Objections, if any, are due Sept. 24, 2014. North Houston Hand Center P.A. and Northwest Houston Hand Center P.A. objected to the bankruptcy trustee's request due to the lack of time to analyze and respond to the adequacy of the information contained in the disclosure statement, and the other relief requested in the motion. According to North Houston and Northwest Houston, the Trustee requested that this matter be heard on an emergency basis when there is no emergency. The desire to confirm a plan of reorganization before the expiration of a lease is not an emergency. The Trustee has provided no logical reason to justify rushing through confirmation proceedings and depriving the estate's creditors and their representatives the opportunity to assess fully the proposed Disclosure Statement and related confirmation matters. North Houston and Northwest Houston retained as counsel: Steven A. Leyh, Esq. LEYH, PAYNE & MALLIA, PLLC 9545 Katy Freeway, Suite 200 Houston, TX 77024 Tel: (713) 785-0881 (713) 464-5655 Cel: (713) 906-0753 Fax: (713) 784-0338 Email: sleyh@lpmfirm.com According to Ms. Guffy, the information contained in the outline for BMC's liquidation plan "is sufficient in type and detail to enable creditors and equity security holders to make an informed judgment about the plan." The bankruptcy trustee proposes a Sept. 24 deadline for voting creditors to cast their ballots. The Chapter 11 Plan Under the liquidation plan for BMC, the remaining assets, including cash and the right to receive a portion of the net proceeds from ongoing collection of accounts receivable, will vest in the "liquidating debtor" -- the company after the effective date of the plan. The proposed plan divides claims and equity interests into five classes. Class 1, which is comprised of priority non-tax claims, will be paid in full from available cash. Secured claims in Class 2 will receive either the proceeds of any collateral sold or liquidated after full payment of superior liens, or any unsold collateral securing those claims. Meanwhile, the plan proposes to distribute available cash pro rata to creditors holding general unsecured claims in Class 3. After payment in full of all general unsecured claims, each holder of a subordinated claim in Class 4 will receive a pro rata share of available cash. Class 5, which is comprised of equity interests in BMC, will be canceled as of the effective date of the plan. Any available cash after full payment of subordinated claims will be distributed pro rata to holders of equity interests. A full-text copy of the disclosure statement is available at no extra cost at http://is.gd/6CvPE2 About Brown Medical Houston, Texas-based Brown Medical Center, Inc., is a management company that historically served as the epicenter of the operating business enterprise directly or indirectly owned or controlled by Michael Glyn Brown, including six surgery centers and related facilities. The Company sought protection under Chapter 11 of the Bankruptcy Code on Oct. 15, 2013 (Case No. 13-36405, Bankr. S.D.Tex.). The case is assigned to Judge Marvin Isgur. Brown Medical Center is represented by Spencer D. Solomon, Esq., at Nathan Sommers Jacobs, P.C., in Houston, Texas. In November 2013, the Bankruptcy Court approved the appointment of Elizabeth M. Guffy as Chapter 11 trustee. The trustee hired Porter Hedges LLP, led by Joshua W. Wolfshohl, Esq., John F. Higgins, Esq., and James Matthew Vaughn, Esq., Nick D. Nicholas, Esq., J. Patrick LaRue, Esq., and Craig M. Bergez, as counsel. The trustee tapped The Claro Group, LLC, as financial advisor and consultant. In its schedules, Brown Medical listed $13,807,746 in assets and $27,716,168 in liabilities. Brown Medical owes Crown Financial Funding, LP, the primary secured creditor, pursuant to a pre- bankruptcy promissory note in the original principal amount of $2 million, which indebtedness is secured by a security agreement from Allied Center for Special Surgery, Scottsdale, LLC covering accounts and accounts receivable which the Debtor has the right to collect. BROWNSVILLE MD: Court Dismisses Appeal From Stay Relief Order ------------------------------------------------------------- The Bankruptcy Court dismissed the appeal taken by Brownsville MD Ventures, LLC, which requested the Court to vacate its prior order granting Pineda Grantor Trust II relief from the automatic stay. The Court directed that each party bear their own costs. On June 16, 2014, the Bankruptcy Court denied confirmation of the Debtor's First Amended Chapter 11 Plan and granted Pineda Grantor Trust II's motion for relief from stay. Following a motion to reconsider, an appeal was filed. The Debtor, in its motion, stated that on Aug. 19, 2014, the Debtor entered into an adequate protection agreement with Optima Health Group, LLC. The Optima Agreement addresses each of the issues that the Bankruptcy Court had with the Debtor's Plan and provides a path forward to a confirmable plan. Under the Optima Agreement, Optima will take possession of the Property on Sept. 1, 2014, under lease-like provisions, and will make a monthly payment to the Debtor that will be sufficient for the Debtor to pay current principal and interest to Pineda and to address the delinquency owed to Pineda. Optima will address past- due taxes owed to Cameron County, Texas and pay current taxes. The Debtor's amended plan will also provide a payment to holders of allowed unsecured claims. In addition to making the monthly payment, pursuant to the Optima Agreement, Optima will remediate the property and will continuously operate a hospital in the facility. Optima will further be responsible for all insurance, utilities and taxes. Finally, Optima is provided an option to purchase the property for a price of $17,500,000. Pineda Grantor Trust II and Pineda REO, LLC, in response to the Debtor's motion for relief from judgment or order, said the Debtor sought to prevent Pineda from foreclosing on its collateral for the third time. The first attempted foreclosure scheduled in September 2013, was stayed by the bankruptcy. After almost a year in bankruptcy and after the Court lifted the stay, Pineda was prevented from foreclosing in August 2014 through the temporary restraining order issued by the State Court. Pineda stated that the property is in need of repairs and maintenance and it continues to depreciate. The Debtor is incapable of providing those repairs and maintaining the building. About Brownsville MD Ventures Brownsville MD Ventures, LLC, was formed in 2004 for the purpose of acquiring real property and improvements in Brownsville, Texas. The company leased the property to Brownsville Doctors Hospital, LLC, which operated a hospital on the premises. The tenant has ceased operations, and the property has been vacant since August 2012. Brownsville MD Ventures filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 13-10341) on Aug. 26, 2013, in Brownsville, Texas. Chester Gonzalez, the managing member and the chairman of the board of managers, signed the bankruptcy petition. The Debtor disclosed $24 million in assets and $14.7 million in liabilities in its schedules. The Debtor's property was appraised by Compass Bank in July 2011 with a fair market value in excess of $20,000,000. Pineda Grantor Trust II, as assignee of Compass Bank (which provided a loan to finance the acquisition of the property), is the secured lender. Kell Corrigan Mercer, Esq., at Husch Blackwell, LLP, in Austin, Texas, serves as the Debtor's counsel. The Debtor tapped The Rentfro Law Firm PLLC as special counsel to provide legal advice regarding business matters. Judge Richard S. Schmidt presides over the case. BROWNSVILLE MD: Wants Case Dismissed Following Foreclosure ---------------------------------------------------------- Brownsville MD Ventures, LLC, asks the Bankruptcy Court to dismiss its Chapter 11 case. The Debtor states that Pineda Grantor Trust II (or its alleged successor) has foreclosed upon the Debtor's property. The Debtor has turned over the cash in the operating account to Pineda. The Debtor adds that there exists a continuing loss to or diminution of the estate and the absence of a reasonable likelihood of rehabilitation. The Debtor notes that it is current on its payments to the U.S. Trustee and will continue to comply with its obligations until an order is entered dismissing the case. About Brownsville MD Ventures Brownsville MD Ventures, LLC, was formed in 2004 for the purpose of acquiring real property and improvements in Brownsville, Texas. The company leased the property to Brownsville Doctors Hospital, LLC, which operated a hospital on the premises. The tenant has ceased operations, and the property has been vacant since August 2012. Brownsville MD Ventures filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 13-10341) on Aug. 26, 2013, in Brownsville, Texas. Chester Gonzalez, the managing member and the chairman of the board of managers, signed the bankruptcy petition. The Debtor disclosed $24 million in assets and $14.7 million in liabilities in its schedules. The Debtor's property was appraised by Compass Bank in July 2011 with a fair market value in excess of $20,000,000. Pineda Grantor Trust II, as assignee of Compass Bank (which provided a loan to finance the acquisition of the property), is the secured lender. Kell Corrigan Mercer, Esq., at Husch Blackwell, LLP, in Austin, Texas, serves as the Debtor's counsel. The Debtor tapped The Rentfro Law Firm PLLC as special counsel to provide legal advice regarding business matters. Judge Richard S. Schmidt presides over the case. BROWNSVILLE MD: Wants Pineda to Pay $467,867 for Contract Breach ---------------------------------------------------------------- Brownsville MD Ventures, LLC, asks the Bankruptcy Court for preliminary injunctive relief against Pineda Grantor Trust II and Pineda REO LLC, requesting that the Court: -- enter judgment against Pineda in amount in excess of $467,867; and -- award the Debtor its attorneys' fees, plus pre-judgment and post-judgment interest and all taxable costs associated with this suit. According to the Debtor, it has been damaged by Pineda's breach of the collateral fund agreement. The Debtor has incurred legal fees and expenses in connection with Pineda's breach. The Debtor noted that it appeared that Pineda accepted funds from the Debtor that must have been held in trust in the collateral account and instead kept the funds in a non-segregated general account in the name of Pineda. The funds did not bear interest as required by the collateral fund agreement. These acts and omissions are a breach of the collateral fund agreement, the Debtor asserted. The Debtor also said that banking records for the collateral account must exist that will demonstrate precisely what time the collateral account was applied on the Petition Date. Pineda has produced some internal accounting documents relating to the application of funds. The Debtor has requested information from Pineda that, if produced, would answer the question regarding whether or not the collateral account was applied in violation of the automatic stay after the Bankruptcy Case was filed. About Brownsville MD Ventures Brownsville MD Ventures, LLC, was formed in 2004 for the purpose of acquiring real property and improvements in Brownsville, Texas. The company leased the property to Brownsville Doctors Hospital, LLC, which operated a hospital on the premises. The tenant has ceased operations, and the property has been vacant since August 2012. Brownsville MD Ventures filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 13-10341) on Aug. 26, 2013, in Brownsville, Texas. Chester Gonzalez, the managing member and the chairman of the board of managers, signed the bankruptcy petition. The Debtor disclosed $24 million in assets and $14.7 million in liabilities in its schedules. The Debtor's property was appraised by Compass Bank in July 2011 with a fair market value in excess of $20,000,000. Pineda Grantor Trust II, as assignee of Compass Bank (which provided a loan to finance the acquisition of the property), is the secured lender. Kell Corrigan Mercer, Esq., at Husch Blackwell, LLP, in Austin, Texas, serves as the Debtor's counsel. The Debtor tapped The Rentfro Law Firm PLLC as special counsel to provide legal advice regarding business matters. Judge Richard S. Schmidt presides over the case. BUDD CO: Drops Second Settlement with Parent ThyssenKrupp --------------------------------------------------------- Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that Budd Co., which sold or closed most of its operations in 2006, decided it won't go ahead with the second of two settlements to complete separation from the parent, ThyssenKrupp AG. According to the report, under the second settlement, negotiated before bankruptcy, Thyssen would give Budd $10.3 million more cash and assume liability for Budd's pension plans, which have unfunded benefit liabilities of $197 million. On Oct. 6, the bankruptcy court will hold a status conference on the settlement. About The Budd Company The Budd Company, Inc., a former supplier to the automotive industry, filed for chapter 11 bankruptcy protection (Bankr. N.D. Ill. Case No. 14-11873) on March 31, 2014, with a deal to settle potential claims against its parent, ThyssenKrupp AG. The company -- which ceased manufacturing operations in 2006 and does not have any current employees, facilities or customers -- has obligations consisting largely of medical and other benefits to approximately 10,000 former employees. Liabilities amount to approximately $1 billion with assets of approximately $400 million. Most of the debt consists largely of medical and other benefits to approximately 10,000 former employees. The Debtor disclosed $387,555,681 in assets and $1,107,350,034 in liabilities as of the Chapter 11 filing. The Hon. Jack B. Schmetterer oversees the case. The Debtor has tapped Proskauer Rose LLP as Chapter 11 counsel, Dickinson Wright PLLC as special counsel, Epiq Bankruptcy Solutions, LLC as noticing, claims and balloting agent, and Conway MacKenzie Management Services, LLC's Charles M. Moore as CRO. The U.S. Trustee appointed five individuals to serve on the Committee of Executive & Administrative Retirees. The Segal Company (Eastern States), Inc. serves as the Committee's actuarial consultant. The Committee retained Solic Capital Advisors, LLC as its financial advisor. Reed Heiligman, Esq., at FrankGecker LLP, in Chicago, Illinois, represents the ad hoc committee of asbestos personal injury claimants. BUCCANEER ENERGY: $10 Million Creditor Settlement Approved ---------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a judge in Victoria, Texas, approved a $10 million settlement between Buccaneer Energy Ltd., largest shareholder Meridian Capital International Fund, proposed buyer and secured lender AIX Energy LLC, and the official creditors' committee. According to the report, the settlement provides that Buccaneer will reserve and segregate $10 million for the creditor trust from available cash collateral. About Buccaneer Energy Buccaneer Resources, LLC, and eight affiliates, including Buccaneer Energy Ltd. sought Chapter 11 bankruptcy protection in Victoria, Texas (Bankr. S.D. Tex. Lead Case No. 14-60041) on May 31, 2014. Founded in 2006, Buccaneer Energy, Ltd. is a publicly traded independent oil and gas company listed on the Australian Securities Exchange under the symbol "BCC". Although BCC is an Australian listed entity, the company operates exclusively through its eight U.S. subsidiary debtors, each of which are headquartered in the U.S. and which maintain offices in Houston and Dallas, Texas, and Kenai and Anchorage, Alaska. The Debtors' primary business is the exploration for and production of oil and natural gas in North America. Operations have historically focused on both onshore and offshore opportunities in the Cook Inlet of Alaska as well as the development of offshore projects in the Gulf of Mexico and onshore oil opportunities in Texas and Louisiana. CEO Curtis Burton was terminated in May 2014. Manning the Debtors' operations is Conway MacKenzie senior managing director John T. Young, who was appointed chief restructuring officer in March 2014. The bankruptcy cases are assigned to Judge David R Jones. The Debtors have sought and obtained an order authorizing joint administration of their Chapter 11 cases. The other debtors are Buccaneer Energy Limited, Buccaneer Energy Holdings, Inc., Buccaneer Alaska Operations, LLC, Buccaneer Alaska, LLC, Kenai Land Ventures, LLC, Buccaneer Alaska Drilling, LLC, Buccaneer Royalties, LLC, and Kenai Drilling, LLC. The Debtors have tapped Robert Andrew Black, Esq., Jason Lee Boland, Esq., Robert Bernard Bruner, and William R Greendyke, Esq., at Fulbright Jaworski LLP as counsel. Norton Rose Fulbright Australia will render legal services related to cross-border insolvency and general corporate and litigation matters to Buccaneer Energy Ltd. Epiq Systems is the claims and notice agent. The U.S. Trustee for Region 7 on June 10, 2014, appointed five creditors to serve on the official committee of unsecured creditors. The Committee retained Greenberg Traurig, LLP as legal counsel to the Committee, and Alvarez & Marsal North America, LLC as financial advisors. CAESARS ENTERTAINMENT: To Begin Formal Discussions With Creditors ----------------------------------------------------------------- Caesars Entertainment Corporation and its subsidiary Caesars Entertainment Operating Company, Inc., have executed non- disclosure agreements with certain beneficial holders of CEOC's 11.25% senior secured notes due 2017, 8.5% senior secured notes due 2020 and 9% senior secured notes due 2020, clearing the path to commence formal discussions with the First Lien Creditors. "We are committed to working constructively with creditors to deleverage CEOC and create a path toward a sustainable capital structure for CEOC that is in the best interest of all stakeholders," said Gary Loveman, Chairman and CEO of Caesars Entertainment and Chairman of CEOC. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc. -- http://www.caesars.com/-- is one of the world's largest casino companies. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's in mid-November 2010. Caesars Entertainment reported a net loss of $2.93 billion in 2013, as compared with a net loss of $1.50 billion in 2012. As of June 30, 2014, the Company had $27.06 billion in total assets, $29.64 billion in total liabilities and a $2.57 billion total deficit. * * * As reported by the TCR on April 9, 2013, Moody's Investors Service downgraded Caesars Entertainment Corporation's Corporate Family Rating to Caa2. "The downgrade of Caesars' ratings considers that its same store EBITDA growth in 2012-2013 has failed to materialize to any significant degree, and so Caesars' credit metrics have deteriorated and its free cash flow deficit will be higher than Moody's previous expectations," stated Moody's analyst Peggy Holloway. In the April 10, 2014, edition of the TCR, Standard & Poor's Ratings Services lowered its corporate credit ratings on Las Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned subsidiaries, Caesars Entertainment Operating Co. (CEOC) and Caesars Entertainment Resort Properties (CERP), as well as the indirectly majority-owned Chester Downs and Marina, to 'CCC-' from 'CCC+'. The downgrade reflects S&P's expectation that Caesars' capital structure is unsustainable, and the amount of cash the company will burn in 2014 and 2015 creates conditions under which S&P believes a restructuring of some form is increasingly likely over the near term absent an unanticipated significantly favorable change in operating performance. As reported by the TCR on May 1, 2014, Fitch Ratings had downgraded the Issuer Default Ratings (IDRs) of Caesars Entertainment Corp (CEC) and Caesars Entertainment Operating Company (CEOC) to 'CC' from 'CCC'. CD STORES: Wins Confirmation of Chapter 11 Plan ----------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that U.S. Bankruptcy Judge Shelley C. Chapman, on Sept. 2, signed an order confirming the reorganization plan for CD Stores LLC, a New York-based distributor and retailer of natural hair, body and skincare products under the name Carol's Daughter. According to the report, holders of $900,000 in general unsecured claims share remaining cash after creditors with higher priority are fully paid. About CD Stores Entities affiliated with beauty products company Carol's Daughter filed for Chapter 11 bankruptcy protection April 24, 2014 (Bankr. S.D.N.Y. Lead Case No. 14-11192) in Manhattan. The filing entities are CD Stores LLC and its retail affiliates: CD Store 125th, LLC; CD Store Atlantic Terminal, LLC; CD Store Roosevelt Field, LLC; CD Store Pentagon City LLC; CD Store Newport Centre, LLC; CD Store Fox Hills, LLC; and CD Store Lenox Square, LLC. The Debtors' primary business is the marketing and sales of natural hair, body, and skincare beauty products under the name "Carol's Daughter," from retail stores located in New York, New Jersey, Georgia, Virginia, and California. Carol's Daughter has been known for its natural beauty products for more than 20 years. Debtor CD Stores does not operate a retail location, and has no employees, but it is the sole member of the Retail Debtors, and guarantor with respect to certain lease agreements for Debtor 125th, Debtor Roosevelt Field, Debtor Lenox, Debtor Newport, Debtor Fox, and Debtor Pentagon. Debtor CD Stores is wholly owned by Carol's Daughter Holdings, LLC, a New York limited liability company. CD Holdings is the sole member of Debtor CD Stores, and Carol's Daughter Products, LLC, a Delaware limited liability company. Neither CD Holdings nor CD Products have sought bankruptcy protection. CD Holdings and CD Products focus on the marketing and sales of Carol's Daughter beauty products direct to consumers, through CarolsDaughter.com, a website owned and operated by Carol's Daughter Online, LLC1, as well as to wholesale vendors. The Debtors are not involved in the online marketing and sales of Carol's Daughter beauty products. CD Stores estimated assets and debts each in the $1 million to $10 million range. As of April 20, 2014, the Debtors, on an unaudited basis, had total assets with a book value of $280,435 and total liabilities of roughly $7,050,016. Judge Shelley C. Chapman presides over the cases. Gerard R. Luckman, Esq., and Adam L. Rosen, Esq., at Silverman Acampora LLP, serve as the Debtors' counsel. The petitions were signed by John D. Elmer, chief financial officer, chief operating officer. COLONIAL BANK: PwC Must Face Audit Suit, Ala. Court Says -------------------------------------------------------- Law360 reported that an Alabama federal judge declined to throw out a lawsuit brought by the trustee for defunct Colonial BancGroup Inc. accusing PricewaterhouseCoopers LLP and Crowe Horwath LLP of failing to properly audit the failed bank, finding questions of fact persist in the case. According to the report, U.S. District Judge W. Keith Watkins held that breach of contract claims against the auditors can't be tossed on a motion to dismiss the action, since Colonial has adequately alleged its performance under contracts with the accounting firms. 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. COMMUNITYONE BANCORP: CEO Brian Simpson to Step Down ---------------------------------------------------- Brian Simpson, 51, chief executive officer of CommunityOne Bancorp, as well as the CEO of CommunityOne Bank, N.A., is leaving the Company effective Sept. 30, 2014. He also is stepping down from the boards of directors of the Company and the Bank. CommunityOne's current President, Bob Reid, 58, will assume the duties of CEO going forward upon receipt of supervisory non- objection. The Boards of Directors of the Company and the Bank are reducing the size of the boards from 9 to 8 members as a result of Mr. Simpson's resignation. During his three-year tenure, Mr. Simpson, and the veteran management team that he recruited, recapitalized the two historically important North Carolina banks, dramatically reduced their levels of problem assets, returned them to profitability and merged them into CommunityOne Bank to create one of the largest community banks in the Piedmont and Western regions of North Carolina. "With the financial institution's core business strengthened, CommunityOne is increasingly focused on managing costs and growing its business lines in the competitive North Carolina community banking market," said CommunityOne Chairman Chan Martin. "As the Board began its 2015 strategic planning process, the need to reduce operating expenses to levels consistent with the company's peers was an obvious focus," Martin said. "Management presented various alternatives including consolidation at the executive management level. The Board supported the recommendation and it asked Bob to lead the consolidation. Brian has provided leadership and vision to the company, and his service is greatly appreciated by the Board." Reid has been president of CommunityOne for the past three years with responsibility for its lines of business, operations and technology, marketing, internal and external communications, community development and corporate real estate. Most recently he led CommunityOne's expansion of commercial lending activities in Greensboro, and into Winston-Salem and Raleigh. "I am pleased to follow in Brian's footsteps and lead CommunityOne as it increasingly shifts focus to the organic growth of its business," Reid said. "Brian has done a very nice job leading the company over the past three years. We certainly wish him well and thank him for the significant contributions he has made to the company." In connection with Mr. Simpson's departure, the Company, the Bank and Mr. Simpson entered into a separation agreement, dated as of Sept. 11, 2014, pursuant to which Mr. Simpson will receive a severance payment of $2 million. In addition, the Separation Agreement provides for Mr. Simpson to be subject to various restrictive covenants, including a two-year covenant relating to non-solicitation and non-competition, as well as maintaining confidentiality. In addition, Mr. Simpson, the Company and the Bank have entered into a consulting agreement, dated as of Sept. 11, 2014, pursuant to which Mr. Simpson has agreed to assist in matters as may be requested by the president and chief executive officer of the Company for a period of two years. Under the Consulting Agreement, Mr. Simpson will receive an annual consulting fee of $125,000. The Separation Agreement provides that the $2 million severance payment and the Consulting Agreement are both conditioned upon Mr. Simpson executing a release agreement. About CommunityOne CommunityOne Bancorp (formerly FNB United) is the North Carolina- based bank holding company for CommunityOne Bank, N.A. (community1.com), which offers a full range of consumer, mortgage and business banking services, including loan, deposit, cash management, wealth and online banking services through 55 branches in 44 communities throughout the central, southern and western regions of the state. CommunityOne Bancorp incurred a net loss of $1.48 million in 2013, a net loss of $40 million in 2012, and a $137.31 million net loss in 2011. CONCRETE CORING: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Concrete Coring Company of St. Louis, Inc. 5425 Manchester Ave Saint Louis, MO 63110 Case No.: 14-47256 Chapter 11 Petition Date: September 12, 2014 Court: United States Bankruptcy Court Eastern District of Missouri (St. Louis) Judge: Hon. Kathy A. Surratt-States Debtor's Counsel: John Talbot Sant, Jr., Esq. THE AFFINITY LAW GROUP 1610 Des Peres Road, Suite 100 St. Louis, Mo 63131 Tel: (314) 872-3333 Email: tsant@affinitylawgrp.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Howard H Hall III, president/owner. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/moeb14-47256.pdf CONSTAR INTERNATIONAL: Seeks Third Extension of Exclusive Periods ----------------------------------------------------------------- Capsule International Holdings LLC, f/k/a Constar International Holdings LLC, and its debtor affiliates, is asking, for the third time, the U.S. Bankruptcy Court for the District of Delaware to extend their exclusive period to file a Chapter 11 plan through and including Nov. 14, 2014, and their exclusive period to solicit acceptances of that plan through and including Jan. 13, 2015. The Official Committee of Unsecured Creditors conducted an investigation of claims and causes of action that needed to be disclosed in the disclosure statement. The Creditors' Committee has concluded its investigation and has filed a report on the findings of that investigation. The Debtors believe that, now that the Committee's investigative report has been filed, the Committee will be able to formulate and fund a Chapter 11 plan and finalize the liquidation of the company. The Debtors say the additional time is needed in order for the Committee to effectuate its proposal of the Plan and solicitation of votes in support thereof. A hearing to consider approval of the extension request will be on Oct. 15, 2014, at 11:00 a.m. Objections are due Sept. 26. The extension request was filed by Charlene D. Davis, Esq., and Evan T. Miller, Esq., at Bayard, P.A., in Wilmington, Delaware, on behalf of the Debtors. 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). CSN HOUSTON: Plan Outline Okayed; Oct. 2 Confirmation Hearing Set ----------------------------------------------------------------- Debtor Houston Regional Sports Network, L.P., Rocket Ball, Ltd., and Houston Astros, LLC, as proponents, filed with the U.S. Bankruptcy Court for the Southern District of Texas a second amended disclosure statement relating to their amended Chapter 11 plan dated Sept. 4, 2014. A copy of the Second Amended Disclosure Statement is available for free at http://bankrupt.com/misc/CSNHOUSTON_529_2ds.pdf The Proponents believe the Plan will expedite distributions to the Debtor's stakeholders efficiently and facilitate carriage of Astros' and Rockets' games throughout the local region. Certain Plan distributions will be financed from (a) the cash on hand with the Debtor at 12:00 midnight (Central Time) on the effective date and (b) the Debtor's accounts receivable accrued for the period up through 11:59 p.m. (Central Time) on the day prior to the effective date, with the Rockets and Astros also undertaking to contribute certain additional sums to fund the Plan. Rocket Ball and Astros have agreed not to object to the Debtor's rejection of the Existing Media Rights Agreements. Instead, they agreed to enter into New Media Rights Agreements which will reduce the aggregate financial obligations of the Debtor, relative to the Existing Media Rights Agreements by, among other things, not requiring the payment in full in cash of all Administrative and Priority Claims associated with the Existing Media Rights Agreements and instead each accepting a General Unsecured Claim that will be satisfied by the proceeds of the Litigation Trust. The aggregate principal amount of unpaid media rights fees under the Existing Media Rights Agreements owed to Rocket Ball and Astros exceeds $131 million, with approximately $105 million in principal amount consisting of Administrative and Priority Claims. The Plan also provides that: (a) the Comcast Affiliation Agreement will be assumed pursuant to sections 365 and 1123(b)(2) of the Bankruptcy Code; (b) the reorganized Debtor will enter into the AT&T Affiliation Agreement, pursuant to which AT&T will pay the reorganized Debtor monthly, per-subscriber rates; (c) the reorganized Debtor will enter into the DTV Affiliation Agreement, pursuant to which DTV will pay the reorganized Debtor monthly, per-subscriber rates; (d) the reorganized Debtor will enter into the Network Services Agreement with DTV Sports; (e) the Comcast Services Agreement will be deemed terminated pursuant to its terms; (f) all of the Limited Partnership Interests in the Debtor will be cancelled and the Debtor will be converted into a Delaware limited liability company; (g) AT&T Teleholdings and DTV Sports will receive 100% of the membership interests in the reorganized Debtor; (h) each trade creditor will be paid the full principal amount of its claims in cash in four separate and equal installments, beginning on the applicable Plan distribution date, without interest and receive a release by the Debtor of all avoidance actions held by the Debtor against the creditor; and (i) the Debtor will establish a litigation trust to be administered by a litigation trustee. On Sept. 4, 2014, the Court entered an order approving the Second Amended Disclosure Statement, and scheduled the confirmation hearing for Oct. 2, 2014, at 9:00 a.m. (prevailing Central Time). As reported by the Troubled Company Reporter on Sept. 5, 2014, Anders Melin, writing for The Deal, reported that Comcast Corp. filed an objection to the disclosure statement explaining Houston Regional Sports Network LP's reorganization plan, raising concerns about the regional sports network owner's treatment of its $100 million secured claim, the $1,000 purchase price to be paid by proposed buyers AT&T Inc. and DirecTV and the true motives of joint venture partners Houston Astros LLC and Rocket Ball Ltd., which have orchestrated the deal and proposed the plan with HRSN. On Aug. 28, 2014, McLane Champions, LLC and R. Drayton McLane, Jr., also filed an objection to the Disclosure Statement, saying that it is inadequate in that it fails to disclose the legal basis for the proposed subordination of the claims of the McLane Parties. The McLane Parties claims that the Disclosure Statement also fails to disclose how much the McLane Parties will receive under the Plan. On Sept. 3, 2014, Comcast supplemented its objection stating that "at the hearing on Aug. 7, 2014, during which this Court set the Aug. 28 deadline for the Plan Proponents to disclose valuation information concerning Comcast lender's secured claim, the Court made abundantly clear that the Amended Disclosure Statement needed to set forth, in reasonable detail, the value being ascribed to Comcast lender's collateral, and the basis for that valuation." A copy of the supplemental objection is available for free at: http://bankrupt.com/misc/CSNHOUSTON_514_dsobj.pdf The Plan Proponents filed on Sept. 3 a response to the Comcast entities' objection to the approval of the Disclosure Statement, saying that Comcast's objections are without merit, and are inconsistent with Comcast's own statements concerning the structure and the objective of a Plan for the Debtor. The Plan, say the Plan Proponents, is wholly in accord with Comcast's stated purpose of using the Chapter 11 process to restructure the Debtor' governance, to successfully restructure the Network, and make the Debtor profitable by obtaining additional carriage. With no help from Comcast, and through the contribution of significant value and sacrifice of substantial claims against the Debtor, the teams have negotiated a Plan that is manifestly fair, equitable, and confirmable. The Plan, according to the Plan Proponents, is the only viable alternative to liquidation, maximizes available recoveries for the Debtor's stakeholders, triples the Debtor's revenue, nearly doubles the availability of the Debtor's content in the inner-Houston market, and provides Comcast (including Comcast Lender) the recovery to which it is legally entitled. A copy of the response is available for free at: http://bankrupt.com/misc/CSNHOUSTON_519_dsresp.pdf The McLane Parties are represented by: Jackson Walker L.L.P. Matthew D. Cavenaugh, Esq. Charles L. Babcock, Esq. 1401 McKinney Street, Suite 1900 Houston, Texas 77010 Tel: (713) 752-4200 Fax: (713) 308-4184 E-mail: mcavenaugh@jw.com and Beck Redden, L.L.P. Murray Fogler, Esq. David J. Beck, Esq. 1221 McKinney Street, Suite 4500 Houston, Texas 77010 Tel: (713) 951-6235 Fax: (713) 308-43720 E-mail: mfogler@beckredden.com Mr. McLane is represented by: Fisher, Boyd, Johnson, & Huguenard, L.L.P. Wayne Fisher, Esq. Bernard G. Johnson, III, Esq. 2777 Allen Parkway, 14th Floor Houston, Texas 77019 Tel: (713) 400-4000 Fax: (713) 400-4050 E-mail: wfisher@fisherboyd.com bj@fisherboyd.com 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. DETROIT, MI: Technology Chief Describes Obsolete Computers ---------------------------------------------------------- Steven Raphael and Steven Church, writing for Bloomberg News, reported that Beth Niblock, the city of Detroit's chief information officer, testified before U.S. Bankruptcy Judge Steven Rhodes that the city's municipal computer systems are "beyond fundamentally broken" and holding back the city's recovery. According to the report, Ms. Niblock told the court, as part of the trial on Detroit's plan of debt adjustment, that the antiquated desktop computers can take 10 minutes to start up, and basic software is "generations behind." About City of Detroit, Michigan The City of Detroit, Michigan, weighed down by more than $18 billion in accrued obligations, sought municipal bankruptcy protection on July 18, 2013, by filing a voluntary Chapter 9 petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit estimated more than $1 billion in both assets and debts. Kevyn Orr, who was appointed in March 2013 as Detroit's emergency manager, signed the petition. Detroit is represented by lawyers at Jones Day and Miller Canfield Paddock and Stone PLC. Michigan Governor Rick Snyder authorized the bankruptcy filing. The filing makes Detroit the largest American city to seek bankruptcy, in terms of population and the size of the debts and liabilities involved. The City's $18 billion in debt includes $5.85 billion in special revenue obligations, $6.4 billion in post-employment benefits, $3.5 billion for underfunded pensions, $1.13 billion on secured and unsecured general obligations, and $1.43 billion on pension- related debt, according to a court filing. Debt service consumes 42.5 percent of revenue. The city has 100,000 creditors and 20,000 retirees. The Hon. Steven Rhodes oversees the bankruptcy case. Detroit is represented by David G. Heiman, Esq., and Heather Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day, in Los Angeles, California; and Jonathan S. Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone PLC, in Detroit, Michigan. Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing the American Federation of State, County and Municipal Employees and the International Union. Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is representing the United Automobile, Aerospace and Agricultural Implement Workers of America. A nine-member official committee of retired workers was appointed in the case. The Retirees' Committee is represented by Dentons US LLP. Lazard Freres & Co. LLC serves as the Retiree Committee's financial advisor. * * * Standard & Poor's Ratings Services, on Sept. 5, 2014, raised its ratings on five bond CUSIPs of Detroit's outstanding sewerage disposal and water supply revenue bonds to 'BBB+' from 'D' as S&P indicated it would do in its report dated Aug. 28, 2014. The outlook is stable. Standard & Poor's Ratings Services, on Sept. 4, 2013, lowered its ratings on five CUSIPs of Detroit's outstanding sewerage disposal and water supply revenue bonds to 'D' from 'CC', as S&P indicated it would do in its report dated Aug. 28, 2014. DETROIT, MI: Bankruptcy Legal Fees Hit $26 Million -------------------------------------------------- Reuters reported that the law firm shepherding Detroit through the biggest-ever municipal bankruptcy has charged the city just over $26 million from July 2013 to March 2014. According to Reuters, citing a report from a court-appointed fee examiner, Jones Day, the former law firm of Detroit's state-appointed emergency manager, Kevyn Orr, billed $3 million in fees and nearly $83,000 in expenses in March. About City of Detroit, Michigan The City of Detroit, Michigan, weighed down by more than $18 billion in accrued obligations, sought municipal bankruptcy protection on July 18, 2013, by filing a voluntary Chapter 9 petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit estimated more than $1 billion in both assets and debts. Kevyn Orr, who was appointed in March 2013 as Detroit's emergency manager, signed the petition. Detroit is represented by lawyers at Jones Day and Miller Canfield Paddock and Stone PLC. Michigan Governor Rick Snyder authorized the bankruptcy filing. The filing makes Detroit the largest American city to seek bankruptcy, in terms of population and the size of the debts and liabilities involved. The City's $18 billion in debt includes $5.85 billion in special revenue obligations, $6.4 billion in post-employment benefits, $3.5 billion for underfunded pensions, $1.13 billion on secured and unsecured general obligations, and $1.43 billion on pension- related debt, according to a court filing. Debt service consumes 42.5 percent of revenue. The city has 100,000 creditors and 20,000 retirees. The Hon. Steven Rhodes oversees the bankruptcy case. Detroit is represented by David G. Heiman, Esq., and Heather Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett, Esq., at Jones Day, in Los Angeles, California; and Jonathan S. Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield Paddock and Stone PLC, in Detroit, Michigan. Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing the American Federation of State, County and Municipal Employees and the International Union. Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is representing the United Automobile, Aerospace and Agricultural Implement Workers of America. A nine-member official committee of retired workers was appointed in the case. The Retirees' Committee is represented by Dentons US LLP. Lazard Freres & Co. LLC serves as the Retiree Committee's financial advisor. * * * Standard & Poor's Ratings Services, on Sept. 5, 2014, raised its ratings on five bond CUSIPs of Detroit's outstanding sewerage disposal and water supply revenue bonds to 'BBB+' from 'D' as S&P indicated it would do in its report dated Aug. 28, 2014. The outlook is stable. Standard & Poor's Ratings Services, on Sept. 4, 2013, lowered its ratings on five CUSIPs of Detroit's outstanding sewerage disposal and water supply revenue bonds to 'D' from 'CC', as S&P indicated it would do in its report dated Aug. 28, 2014. DETROIT, MI: Stockton Acts as Template for Debt Plan ---------------------------------------------------- Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that any opinion by U.S. Bankruptcy Judge Christopher M. Klein on whether retirees and their pensions can be treated better than bondholders and unsecured creditors will be helpful or a challenge to distinguish if U.S. Bankruptcy Judge Steven Rhodes in Michigan reaches an opposite result in Detroit's Chapter 9 case. According to the report, Franklin Resources Inc.'s high-yield bond funds argue that the Stockton court can't confirm a plan with full payment of the city's "massive" pre-bankruptcy liability for unfunded pensions while approving a plan that "crams down" a sub-1 percent payment on Franklin. The City of Stockton, California, filed a Chapter 9 petition (Bankr. E.D. Cal. Case No. 12-32118) in Sacramento on June 28, 2012, becoming the largest city to seek creditor protection in U.S. history. The city was forced to file for bankruptcy after talks with bondholders and labor unions failed. Stockton estimated more than $1 billion in assets and in excess of $500 million in liabilities. The city, with a population of about 300,000, identified the California Public Employees Retirement System as the largest unsecured creditor with a claim of $147.5 million for unfunded pension costs. In second place is Wells Fargo Bank NA as trustee for $124.3 million in pension obligation bonds. The list of largest creditors includes $119.2 million owing on four other series of bonds. The city is being represented by Marc A. Levinson, Esq., and John W. Killeen, Esq., at Orrick, Herrington & Sutcliffe LLP. The petition was signed by Robert Deis, city manager. Mr. Levinson also represented the city of Vallejo, Cal. in its 2008 bankruptcy. Vallejo filed for protection under Chapter 9 (Bankr. E.D. Cal. Case No. 08-26813) on May 23, 2008, estimating $500 million to $1 billion in assets and $100 million to $500 million in debts in its petition. In August 2011, Vallejo was given green light to exit the municipal reorganization. The Vallejo Chapter 9 plan restructures $50 million of publicly held debt secured by leases on public buildings. Although the Plan doesn't affect pensions, it adjusts the claims and benefits of current and former city employees. Bankruptcy Judge Michael McManus released Vallejo from bankruptcy on Nov. 1, 2011. The bankruptcy judge on April 1, 2013, ruled that the city of Stockton is eligible for municipal bankruptcy in Chapter 9. DEWEY & LEBOEUF: Executives Can't Appeal During Criminal Trial -------------------------------------------------------------- Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that the three former top executives at Dewey & LeBoeuf LLP, the defunct law firm, won't know until after their criminal trial is over whether they must also stand trial in a civil suit brought by Aviva Life & Annuity Co., a Des Moines, Iowa-based insurance company. According to the report, the U.S. Court of Appeals in St. Louis refused to allow an appeal, without giving a reason. The Iowa lawsuit is Aviva Life & Annuity Co. v. Davis, 12-cv-00603, U.S. District Court, Southern District of Iowa (Des Moines). The attempted appeal was Aviva Life & Annuity Co. v. Davis, 14-8016, U.S. Eighth Circuit Court of Appeals (St. Louis). 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. DIGITAL DOMAIN: Panel Says Fla. Tax Credits Belong to Estate ------------------------------------------------------------ Law360 reported that the Official Committee of Unsecured Creditors appointed in Digital Domain Media Group Inc.'s Chapter 11 cases urged a Delaware bankruptcy judge to decline Florida's challenge and protect at least $2 million in tax credits as part of the debtor's estate. According to the report, in its objection, the Official Committee of Unsecured Creditors of DDMG Estate challenged the Florida Department of Economic Opportunity's Aug. 1 motion that claimed $20 million in tax credits DDMG applied for weren't part of the debtor's estate because the company never met the conditions for final approval. About Digital Domain Port St. Lucie, Florida-based Digital Domain Media Group, Inc. -- http://www.digitaldomain.com/-- engaged in the creation of original content animation feature films, and development of computer-generated imagery for feature films and trans-media advertising primarily in the United States. Digital Domain Media Group, Inc. and 13 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-12568) on Sept. 11, 2012, to sell its business for $15 million to Searchlight Capital Partners LP, subject to higher and better offers. The Company disclosed assets of $205 million and liabilities totaling $214 million. The Debtors also have sought ancillary relief in Canada, pursuant to the Companies' Creditors Arrangement Act in the Supreme Court of British Columbia, Vancouver Registry. Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the Debtors. FTI Consulting, Inc.'s Michael Katzenstein is the chief restructuring officer. Kurtzman Carson Consultants LLC is the claims and notice agent. An official committee of unsecured creditors appointed in the case is represented by lawyers at Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP. At a bankruptcy auction, the principal part of the business was purchased by a joint venture between Galloping Horse America LLC, an affiliate of Beijing Galloping Horse Co., and an affiliate of Reliance Capital Ltd., based in Mumbai. The $36.7 million total value of the contact includes $3.6 million to cure defaults on contracts and $2.9 million in reimbursement of payroll costs. As the result of a settlement negotiated by the unsecured creditors' committee with secured lenders, there will be some recovery for the committee's constituency. EAGLE BULK: Files Plan Supplement; Hearing on Sept. 18 ------------------------------------------------------ Eagle Bulk Shipping Inc., filed with the Bankruptcy Court a Plan Supplement for its Prepackaged Plan of Reorganization. A combined hearing will be held on Sept. 18, 2014 at 10:00 a.m., to consider the adequacy of the Disclosure Statement and confirmation of the Plan. The Debtor related that on the Petition Date, it filed a Prepackaged Plan and the Disclosure Statement, which required the Debtor to file certain additional documents as supplements. According to the Debtor, these documents that comprise the Plan Supplement are subject to continued review and modification, which modifications may be both material and substantial: -- Exhibit A: New Eagle Charter -- Exhibit B: New Eagle By-Laws -- Exhibit C: New Eagle Equity Warrant Agreement -- Exhibit D: Registration Rights Agreement -- Exhibit E: Management Incentive Program -- Exhibit F: New Eagle MIP Primary Equity Agreements -- Exhibit G: New Eagle MIP Option Agreements -- Exhibit H: Identity and Affiliations of the Officers and Members of the New Board of the Reorganized Debtor -- Exhibit I: New CEO Employment Agreement -- Exhibit J: Exit Financing Facility Documents -- Exhibit K: Delphin Management Agreement -- Exhibit L: Rejection Schedule -- Exhibit M: List of Retained Causes of Action A copy of the supplements is available for free at: http://bankrupt.com/misc/EagleBulk_54_plansupplement.pdf About Eagle Bulk Shipping With headquarters in New York, Eagle Bulk Shipping Inc. (Nasdaq: EGLE) provides ocean-borne transportation services for a broad range of major and minor "dry bulk" cargoes, including iron ore, coal, grain, cement, and fertilizer, along worldwide shipping routes. Each of Eagle's 45 vessels is flagged in the Marshall Islands and owned by a separate wholly-owned subsidiary organized as a limited liability company under the Marshall Islands. On Aug. 6, 2014, Eagle Bulk entered into a restructuring support agreement with certain of its lenders regarding the terms of a balance sheet restructuring that will reduce debt by $975 million. To implement the restructuring, Eagle Bulk, the parent company, commenced a voluntary "prepackaged" chapter 11 case (Bankr. S.D.N.Y. Case No. No. 14-12303). The case has been assigned to the Honorable Sean H. Lane. The Chapter 11 filing does not include any of Eagle Bulk's operating or management subsidiaries. The Company estimated $850 million to $950 million in assets and debt of $1.21 billion as of the Petition Date. The Company has tapped Tyson M. Lomazow, Esq., and Matthew Brod, Esq., at Milbank, Tweed, Hadley & McCloy LLP as general bankruptcy counsel, Moelis & Company as financial advisor and investment banking advisor, Alvarez & Marsal as restructuring advisors, and PricewaterhouseCoopers LLP as its accountant and auditor. Eagle Bulk's noticing agent is Kurtzman Carson Consultants. Wilmington Trust (London) Limited, solely in its capacity as successor agent and security trustee under a 2012 credit agreement, is represented by Andrew Rosenberg, Esq., at Paul Weiss Rifkind Wharton & Garrison LLP. EAGLE BULK: Seeks Court Approval to Assume Modified RSA ------------------------------------------------------- Eagle Bulk Shipping Inc., requests the Bankruptcy Court to enter an order: (i) authorizing the Debtor to assume the Restructuring Support Agreement, dated as of Aug. 6, 2014 (as amended), by and among the Debtor and each of its direct and indirect non-debtor subsidiaries and certain lenders to the Prepetition Credit Agreement; and (ii) approving the terms and conditions of the RSA Fee. The Debtor related that after months of intensive, good faith, arm's-length negotiations, on Aug. 6, 2014, Eagle entered into the RSA with Consenting Lenders collectively holding over 85% of the outstanding loans under that certain Fourth Amended and Restated Credit Agreement, dated as of June 20, 2012, and constituting more than two-thirds of the lenders under the Prepetition Credit Agreement. The RSA establishes the framework and support for the Debtor's Prepackaged Plan that will dramatically deleverage the Debtor's financial obligations, provide immediate new liquidity through an Exit Financing Facility, and position Eagle for future growth in the dry bulk shipping industry. The RSA also paves the way for the settlement embodied in the Plan that will allow the Debtor to exit chapter 11 expeditiously, thereby preserving business operations and providing the best available opportunity for the Debtor to maximize value for its estate. Assumption of the RSA ensures that the agreement that forms the foundation for the Debtor's consensual restructuring continues to be valid and enforceable against all signatories and continues to provide the Debtor with the benefits it bargained for thereunder, namely, a deleveraged balance sheet, debtor in possession and exit financing credit facilities, and an opportunity for all stakeholders to maximize recoveries while permitting the Debtor's global business to proceed swiftly toward confirmation and emerge from bankruptcy as a healthier and more viable company. The Debtors relate that the Plan provides for, among other things: i) Prepetition Credit Facility Lenders, owed $1.2 billion, will receive 99.5% of the New Eagle Common Stock and the Prepetition Credit Facility Cash Distribution; ii) all General Unsecured Claims will be paid in full; iii) Equity Interests will be canceled and holders of such Equity Interests will receive 0.5% of the New Eagle Common Stock and the New Eagle Equity Warrants, representing 7.5% of the New Eagle Common Stock; iv) the establishment of a Management Incentive Program that provides senior management and certain employees with 2.0% of the shares of New Eagle Common Stock and two tiers of stock options; and v) entry into the Exit Financing Facility Credit Agreement, the proceeds of which will be used to pay (a) the obligations under the Debtor's contemplated debtor-in-possession financing facility, the Prepetition Credit Facility Cash Distribution, the Outstanding Trade Obligations, and the Restructuring Expenses, and (b) following the payment, or reserving for the payment, of each the foregoing, any amount necessary to fully fund a working capital reserve of $72.5 million. Eagle Bulk sought Chapter 11 protection with the support of the majority of its lenders for a plan to cut $975 million in debt from its balance sheet. As of August 7, 2014, the Company has already received affirmative votes for the Plan from lenders holding more than 85% of the loans outstanding under its credit agreement, constituting more than two-thirds of the total lenders thereunder, amounts sufficient under applicable law for the Court to confirm the Plan. The Debtor is represented by: Paul S. Aronzon, Esq. Haig M. Maghakian, Esq. MILBANK, TWEED, HADLEY & MCCLOY LLP 601 S. Figueroa St., 30th Floor Los Angeles, CA 90017 Tel: (213) 892-4000 - and - Tyson M. Lomazow, Esq. Matthew Brod, Esq. MILBANK, TWEED, HADLEY & MCCLOY LLP One Chase Manhattan Plaza New York, NY 10005 Tel: (212) 530-5000 About Eagle Bulk Shipping With headquarters in New York, Eagle Bulk Shipping Inc. (Nasdaq: EGLE) provides ocean-borne transportation services for a broad range of major and minor "dry bulk" cargoes, including iron ore, coal, grain, cement, and fertilizer, along worldwide shipping routes. Each of Eagle's 45 vessels is flagged in the Marshall Islands and owned by a separate wholly-owned subsidiary organized as a limited liability company under the Marshall Islands. On Aug. 6, 2014, Eagle Bulk entered into a restructuring support agreement with certain of its lenders regarding the terms of a balance sheet restructuring that will reduce debt by $975 million. To implement the restructuring, Eagle Bulk, the parent company, commenced a voluntary "prepackaged" chapter 11 case (Bankr. S.D.N.Y. Case No. No. 14-12303). The case has been assigned to the Honorable Sean H. Lane. The Chapter 11 filing does not include any of Eagle Bulk's operating or management subsidiaries. The Company estimated $850 million to $950 million in assets and debt of $1.21 billion as of the Petition Date. The Company has tapped Tyson M. Lomazow, Esq., and Matthew Brod, Esq., at Milbank, Tweed, Hadley & McCloy LLP as general bankruptcy counsel, Moelis & Company as financial advisor and investment banking advisor, Alvarez & Marsal as restructuring advisors, and PricewaterhouseCoopers LLP as its accountant and auditor. Eagle Bulk's noticing agent is Kurtzman Carson Consultants. Wilmington Trust (London) Limited, solely in its capacity as successor agent and security trustee under a 2012 credit agreement, is represented by Andrew Rosenberg, Esq., at Paul Weiss Rifkind Wharton & Garrison LLP. EAGLE BULK: Files Schedules of Assets and Liabilities ----------------------------------------------------- Eagle Bulk Shipping Inc., filed with the U.S. Bankruptcy Court for the Southern District of New York its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $5,401,396 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $1,188,847,632 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-Priority Claims $0 ----------- ----------- Total $5,401,396* $1,188,847,632* * plus undetermined amount Bankruptcy Judge Sean H. Lane had extended the deadline for the Debtor to file its schedules of assets and liabilities and statement of financial affairs until Sept. 3. A copy of the schedules is available for free at: http://bankrupt.com/misc/EagleBulk_57_SALs.pdf About Eagle Bulk Shipping With headquarters in New York, Eagle Bulk Shipping Inc. (Nasdaq: EGLE) provides ocean-borne transportation services for a broad range of major and minor "dry bulk" cargoes, including iron ore, coal, grain, cement, and fertilizer, along worldwide shipping routes. Each of Eagle's 45 vessels is flagged in the Marshall Islands and owned by a separate wholly-owned subsidiary organized as a limited liability company under the Marshall Islands. On Aug. 6, 2014, Eagle Bulk entered into a restructuring support agreement with certain of its lenders regarding the terms of a balance sheet restructuring that will reduce debt by $975 million. To implement the restructuring, Eagle Bulk, the parent company, commenced a voluntary "prepackaged" chapter 11 case (Bankr. S.D.N.Y. Case No. No. 14-12303). The case has been assigned to the Honorable Sean H. Lane. The Chapter 11 filing does not include any of Eagle Bulk's operating or management subsidiaries. The Company estimated $850 million to $950 million in assets and debt of $1.21 billion as of the Petition Date. The Company has tapped Tyson M. Lomazow, Esq., and Matthew Brod, Esq., at Milbank, Tweed, Hadley & McCloy LLP as general bankruptcy counsel, Moelis & Company as financial advisor and investment banking advisor, Alvarez & Marsal as restructuring advisors, and PricewaterhouseCoopers LLP as its accountant and auditor. Eagle Bulk's noticing agent is Kurtzman Carson Consultants. Wilmington Trust (London) Limited, solely in its capacity as successor agent and security trustee under a 2012 credit agreement, is represented by Andrew Rosenberg, Esq., at Paul Weiss Rifkind Wharton & Garrison LLP. EAGLE BULK: Hires PricewaterhouseCoopers as Auditors & Consultants ------------------------------------------------------------------ Eagle Bulk Shipping Inc. seeks authorization from the U.S. Bankruptcy Court for the Southern District of New York to employ PricewaterhouseCoopers LLP as independent auditors and tax consultants, nunc pro tunc to the Aug. 6, 2014 petition date. Pursuant the engagement letter between the Debtor and PwC dated as of July 15, 2014, PwC has provided, and will continue to provide, the Debtor with certain auditing services relating to the Debtor's 2014 yearend audit, subject to Court approval, including the following: (a) auditing the consolidated financial statements of the Debtor at Dec. 31, 2014 and for the year then ending, and providing the Debtor with an audit report related to those financial statements; (b) communicating with the audit committee and management about any matters that PwC believes may require material modifications to the quarterly financial information to make it conform with accounting principles generally accepted in the United States; (c) examining evidence supporting the amounts and disclosures in the financial statements, assessing accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation; and (d) considering the Debtor's internal control over financial reporting for the purposes of determining the nature, timing and extent of auditing procedures necessary for PwC to express their opinion on the financial statements. Furthermore, subject to Court approval, PwC will provide certain tax compliance and consulting services to the Debtor, pursuant to that certain engagement letter between the Debtor and PwC dated as of Feb. 19, 2014, including the following: (a) preparing the Debtor's U.S. Corporation Income Tax Return for the tax year beginning Jan. 1, 2013 through Dec. 31, 2013, as well as preparing state corporate tax returns as requested by the Debtor; and (b) providing recurring tax consulting services, including, answers to questions on federal, state, local, and international tax matters and providing assistance with respect to matters involving the Internal Revenue Service. The Debtor will compensate PwC in accordance with the terms and conditions of the Engagement Letters, which provide a compensation structure (the "Fee and Expense Structure") in relevant part as follows: -- Audit Services - Prior to the Petition Date, the Debtor paid PwC $300,000 pursuant to the Audit Engagement Letter for Audit Services. PwC is entitled to an additional fee in the amount of $447,500 pursuant to the Audit Services Engagement Letter. Any supplemental time incurred by PwC will be billed at $230 per hour. The use of National Office and other specialists will be billed at 80% recovery rate. -- Tax Compliance Services - For tax compliance services, PwC will charge fees not to exceed $26,000. -- Tax Consulting Services - For tax consulting services, PwC will charge the Debtor on an hourly rate schedule as follows: Partner/Principal $620 Senior Associate $320 Associate $225 PwC will also be reimbursed for reasonable out-of-pocket expenses incurred. The Debtor paid PwC fees and expenses aggregating $360,000 in the 90 days prior to the Petition Date. Andre Chabanel, partner of PwC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. PwC can be reached at: Andre Chabanel PRICEWATERHOUSECOOPERS LLP 300 Madison Avenue New York, NY 10017 Tel: (973) 236-4549 Fax: (813) 741-5475 E-mail: andre.chanabel@us.pwc.com About Eagle Bulk Shipping With headquarters in New York, Eagle Bulk Shipping Inc. (Nasdaq: EGLE) provides ocean-borne transportation services for a broad range of major and minor "dry bulk" cargoes, including iron ore, coal, grain, cement, and fertilizer, along worldwide shipping routes. Each of Eagle's 45 vessels is flagged in the Marshall Islands and owned by a separate wholly-owned subsidiary organized as a limited liability company under the Marshall Islands. On Aug. 6, 2014, Eagle Bulk entered into a restructuring support agreement with certain of its lenders regarding the terms of a balance sheet restructuring that will reduce debt by $975 million. To implement the restructuring, Eagle Bulk, the parent company, commenced a voluntary "prepackaged" chapter 11 case (Bankr. S.D.N.Y. Case No. No. 14-12303). The case has been assigned to the Honorable Sean H. Lane. The Chapter 11 filing does not include any of Eagle Bulk's operating or management subsidiaries. The Company estimated $850 million to $950 million in assets and debt of $1.21 billion as of the Petition Date. The Company has tapped Tyson M. Lomazow, Esq., and Matthew Brod, Esq., at Milbank, Tweed, Hadley & McCloy LLP as general bankruptcy counsel, Moelis & Company as financial advisor and investment banking advisor, Alvarez & Marsal as restructuring advisors, and PricewaterhouseCoopers LLP as its accountant and auditor. Eagle Bulk's noticing agent is Kurtzman Carson Consultants. Wilmington Trust (London) Limited, solely in its capacity as successor agent and security trustee under a 2012 credit agreement, is represented by Andrew Rosenberg, Esq., at Paul Weiss Rifkind Wharton & Garrison LLP. ERF WIRELESS: Sells 11.4% Equity Stake -------------------------------------- From Sept. 5, 2014, through Sept. 12, 2014, ERF Wireless, Inc., issued 1,070,000 common stock shares pursuant to Convertible Promissory Notes, according to a regulatory filing with the U.S. Securities and Exchange Commission. The Shares were issued at an average of $0.053 per share. The issuance of the Shares constitutes 11.4% of the Company's issued and outstanding shares based on 9,366,523 shares issued and outstanding as of Sept. 4, 2014. About ERF Wireless Based in League City, Texas, ERF Wireless, Inc., provides secure, high-capacity wireless products and services to a broad spectrum of customers in primarily underserved, rural and suburban parts of the United States. ERF Wireless reported a net loss attributable to the Company of $7.26 million in 2013, a net loss attributable to the Company of $4.81 million in 2012 and a net loss attributable to the Company of $3.37 million in 2011. The Company's balance sheet at June 30, 2014, showed $3.59 million in total assets, $11.69 million in total liabilities and a $8.10 million total shareholders' deficit. EVERGREEN SKILLS: Moody's Lowers Rating on 1st Lien Debt to B2 -------------------------------------------------------------- Moody's Investors Service downgraded Evergreen Skills Lux S.a. r.l.'s 1st lien credit facility ratings to B2 from B1 and changed the company's ratings outlook to negative from stable. The company's 1st lien credit facility consists of a $100 million revolver and a $1,415 million (upsized from $900 million) term loan. Concurrently, Moody's affirmed Evergreen Skills' B3 corporate family rating ("CFR"), B3-PD probability of default rating ("PDR") and Caa2 rating for the $670 million (upsized from $485 million) 2nd lien term loan. Proceeds from the incremental $700 million 1st and 2nd lien term loans will be utilized to fund the proposed acquisition of SumTotal Systems, Inc. ("SumTotal") by Evergreen Skills' subsidiary Skillsoft Corporation, pay current outstanding amounts under the existing Evergreen Skills revolving credit facility and transaction fees/expenses. The downgrade of the 1st lien credit facility ratings to B2 is consistent with Moody's Loss Given Default ("LGD") methodology and reflects the change in mix within the company's capital structure which is now more heavily weighted towards 1st lien debt relative to the pre-acquisition capital structure. The change in outlook to negative from stable reflects Evergreen Skills' aggressive use of debt -- first to fund its April 2014 leveraged buyout by funds managed by Charterhouse Capital Partners LLP ("the sponsor") and then shortly thereafter -- to fund the proposed SumTotal acquisition. Pro-forma leverage, as measured by Moody's adjusted debt to EBITDA for the LTM period ended July 31, 2014 will be approximately 9.0 times, which is around the same level as that at the time of the April 2014 LBO transaction. While Moody's previously expected Evergreen Skills to approach the 7.0 times leverage level within the next 12 to 18 months, the risk that the deleveraging process will now be slower is higher given the contingent earn out payment of about $65 million (payable in cash or equity; based on attaining certain performance measures), potential operating performance disruptions as the two businesses' sales organizations and back-office operations integrate, and as the Evergreen Skills' customer base transitions over to SumTotal's technology platform. The affirmation of Evergreen Skills' B3 CFR reflects the complementary nature of the proposed acquisition as it combines the company's well regarded e-learning product and content portfolio with the comprehensive and integrated Human Capital Management ("HCM") offerings of SumTotal in the learning, talent and workforce management space. Besides the combined entity's potential for generating revenue synergies through cross-selling e-learning content to HCM customers (and vice-versa), and enhancing customer stickiness (by becoming more deeply embedded in the client's human resources systems and processes), the standalone (no revenue synergy) combination of the two companies itself (barring any unforeseen issues mentioned above) is expected to result in strong future free cash flows (estimated in the mid- single digits as a percentage of pro forma debt) and moderate EBITDA less capex coverage of interest of about 1.7 times (Moody's adjusted basis), which is supportive of the B3 CFR. The following summarizes the rating activity: Issuer: Evergreen Skills Lux S.a.r.l. Ratings lowered: $100 million first lien senior secured revolving credit facility due 2019 to B2 (LGD3) from B1 (LGD3) $1,415 million (upsized) first lien senior secured term loan due 2021 to B2 (LGD3) from B1 (LGD3) Ratings affirmed: Corporate Family Rating at B3 Probability of default rating at B3-PD $670 million (upsized) second lien senior secured term loan due 2022 at Caa2 (LGD5) Outlook: changed to Negative from Stable Ratings Rationale The B3 corporate family rating reflects Evergreen Skill's high pro forma financial leverage of about 9.0 times (as measured by Moody's adjusted debt to EBITDA for LTM July 31, 2014) and moderate EBITDA less capex coverage of interest of about 1.7 times. The rating also incorporates heightened execution risks with respect to the SumTotal acquisition, and while positive consideration is given to the company's demonstrated track record of successful integration of prior moderate sized acquisitions, the rating also recognizes that the SumTotal acquisition is sizeable and could potentially lead to management distraction and technology integration issues. The B3 rating also reflects Evergreen Skills' reduced financial flexibility (with respect to servicing an increased debt load) in case of unforeseen performance downturns or execution missteps. Furthermore, the rating recognizes the highly competitive nature of the Human Capital Management ("HCM") market as well as the enterprise e- learning market (which comprises a majority of the combined business) and has low barriers to entry in addition to relatively discretionary demand drivers. However, the B3 rating derives support from Evergreen Skill's business model which enables strong free cash flow generation due to predictable revenues generated under contracts, with high renewal rates, solid EBITDA margins, flexible cost structure and low capital expenditure requirements. The enhanced scale (as a result of the SumTotal acquisition) of the business, more diversified product offerings, as well as the eventual transition of Evergreen Skills' e-learning content and products over to a contextual and open HCM technology platform improves the company's competitive position. Furthermore, the combined entity's potential for generating revenue synergies through cross-selling e-learning content to HCM customers (and vice-versa), and enhancing customer stickiness (by becoming more deeply embedded in the client's human resources systems and processes including talent and workforce management) provides further support to the ratings. Evergreen Skills' credit profile benefits from the combined large and highly diversified customer base consisting of enterprise & small and medium businesses ("SMB"), as well as organic growth opportunities within its core business segments like compliance. The negative outlook reflects Evergreen Skills' aggressive use of debt and the company's elevated financial risk profile over the next 12 to 18 months resulting in reduced financial flexibility with regards to servicing an increasing debt load in the case of unforeseen performance downturns or execution missteps. Moody's could stabilize Evergreen Skills' ratings outlook if the company maintains good earnings growth and leverage (Moody's adjusted basis) declines and is expected to remain below 8.0 times. While a rating upgrade over the near term is highly unlikely given the company's high pro-forma financial leverage and acquisitive growth strategy, Moody's could consider an upgrade if the company demonstrates sustained organic revenue growth (at least in the mid single digit percentages) with increasing profitability, generates consistently positive free cash flow and improves credit metrics such that Moody's come to expect debt to EBITDA to be sustained below 7.0 times and free cash flow to debt in the high single digit range, respectively. A ratings upgrade would also require Evergreen Skills to successfully integrate the SumTotal acquisition without any material issues and further improve its liquidity profile. Evergreen Skill's ratings could be pressured by a sustained decline in revenues or EBITDA resulting from competitive challenges, material integration issues (with respect to SumTotal) or weak business execution. Specifically, if Moody's come to expect that the company will not be able to sustain positive free cash flow, or if the company's liquidity situation deteriorates, a downgrade is possible. The principal methodology used in this rating was Global Software Industry published in October 2012. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Evergreen Skills provides on-demand e-learning and performance support solutions for global enterprises, government, education and small to medium-sized businesses. For the last twelve month period ended July 31, 2014, the company reported approximately $426 million in revenues under U.S. GAAP. EXIDE TECH: Alvarez & Marsal's Lewis Named Vernon Project Manager ----------------------------------------------------------------- The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware authorized Exide Technologies to supplement the employment of Alvarez & Marsal North America LLC to: i) provide the Debtor with a project manager for its Vernon, California facility; and ii) designate Bob Lewis -- rlewis@alvarezandmarsal.com -- as the Vernon Project Manager. As reported in the Troubled Company Reporter on Aug. 27, 2014, the Vernon Project Manager will assume an executive officer position with Exide and provide project management oversight of various workstreams at its Vernon Facility including: a) Coordination and oversight of the implementation of the risk reduction plan at the Vernon Facility; b) Coordination and the oversight of the permit application process with the Department of Toxic Substances Control; c) Coordination and the oversight of the implementation of the soil sampling project with the Department of Toxic Substances Control; d) Coordination and the oversight of community relations and media outreach plans related to the Vernon Facility; e) Development and maintenance of a project room to centralize and coordinate the workstreams; f) Coordination of key stakeholder communications, meetings, monthly compliance reporting, and site visits; and g) Coordination with and support of Exide's legal team in connection with Vernon matters. The Debtor has agreed to compensate the firm $455 per hour in consideration for Mr. Lewis serving as the Vernon Project Manager. Robert Caruso, Managing Director of the firm, assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. 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. FLAVORS HOLDINGS: Moody's Assigns 'B2' Corporate Family Rating -------------------------------------------------------------- Moody's Investors Service, assigned a first time B2 Corporate Family Rating ("CFR") to Flavors Holdings Inc. ("Flavors Holdings" or "Flavors"), the holding company for operating subsidiaries Mafco Worldwide Corporation ("Mafco") Merisant Company ("Merisant"), which will be acquired as part of the transaction. Moody's also assigned a B2 rating to the company's new $50 million senior secured first lien revolving credit facility expiring in 2019, a B2 rating to the company's new $365 million senior secured first lien term loan maturing in 2020, and a Caa1 rating to the company's new $75 million senior secured second lien term loan maturing in 2021. Proceeds from the facilities are being used to finance Flavors Holdings' acquisition of Merisant and refinance outstanding debt obligations at Mafco. Ratings are subject to Moody's satisfactory review of the final documentation. The rating outlook is stable. The following ratings are assigned to Flavors Holdings Inc.: -- Corporate Family rating at B2; -- Probability of Default Rating at B2-PD; -- $50 million senior secured first lien revolving credit facility expiring 2019 at B2 (LGD 3); -- $365 million senior secured first lien term loan maturing 2020 at B2 (LGD 3); -- $75 million senior secured second lien term loan maturing 2021 at Caa1 (LGD 6); -- The rating outlook is stable. Ratings Rationale Flavors Holdings' B2 Corporate Family Rating reflects the company's small scale, niche product categories with varying degrees of growth potential, high financial leverage, and Moody's expectation of an aggressive financial policy. These factors are partially offset by the combined company's still strong profit margins, despite a long term decline in profitability of the Mafco business, and good geographic diversification. The company's liquidity is good. Moody's expects Flavors to be able to fund its cash obligations over the next year through internally generated cash flow without needing to draw on its revolving credit facility after repaying an initial draw to help fund the Merisant acquisition. The B2 rating on the first lien credit facilities and the Caa1 rating on the second lien credit facility reflect the expected security, capital and guarantee structure at closing, based upon Moody's review of preliminary documentation. To the extent that enhancements to the security or guarantee structure take place after closing, the instrument ratings could on the first lien facilities could be lifted (or upgraded) by one notch. The stable outlook reflects Moody's expectation for continued strong profitability and cash flow that will support delevering despite pressure on top-line growth in some of its categories. The stable outlook also reflects Moody's expectation that the company will maintain adequate liquidity and will not engage in any debt financed acquisitions or shareholder distributions. Flavors Holdings' ratings could be downgraded if profitability were to deteriorate due to changing market dynamics such as increased competition or long term sales declines if its products fall out of favor with consumers. A downgrade could also occur if margins decline on a sustained basis or if the company fails to generate positive free cash flow. A deterioration in liquidity or any large debt financed acquisitions or shareholder distributions could also lead to a downgrade. Though an upgrade is unlikely in the near term, Flavors Holdings' ratings could be upgraded if the company meaningfully increases its scale and product diversity, improves margins and sustains Debt/EBITDA below 4.5 times. Flavors Holdings Inc., is the holding company for operating subsidiaries Mafco Worldwide Corporation ("Mafco") and Merisant Company ("Merisant"). Mafco is a manufacturing and trading company engaged in the licorice extract and derivatives business, and Merisant markets and distributes low-calorie table top sweeteners primarily under the Canderel, Equal and Pure Via brands to retail and foodservice customers globally. Flavors Holdings is indirectly owned by MacAndrews & Forbes Holdings Inc. ("M&F). Pro forma revenue for the combined companies was around $365 million for the twelve months ended June 30, 2014. The principal methodology used in this rating was the Global Packaged Goods published in June 2013. Other methodologies used include Loss Give Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published June 2009. FLINTKOTE COMPANY: Plan Filing Date Extended to Feb. 2015 --------------------------------------------------------- Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware issued a 28th order extending the period during which The Flintkote Company and Flintkote Mines Limited have the exclusive right to file a Chapter 11 plan of reorganization through the earlier of (a) Feb. 28, 2015, and (b) the effective date of the Plan, and the period during which they have exclusive right to solicit acceptances of that plan through the earlier of (a) April 30, 2015, and (b) the effective date of the Plan. About The Flintkote Company Headquartered in San Francisco, California, The Flintkote Company is engaged in the business of manufacturing, processing and distributing building materials. Flintkote Mines Limited is a subsidiary of Flintkote Company and is engaged in the mining of base-precious metals. The Flintkote Company filed for Chapter 11 protection (Bankr. D. Del. Case No. 04-11300) on April 30, 2004. Flintkote Mines Limited filed for Chapter 11 relief (Bankr. D. Del. Case No. 04-12440) on Aug. 25, 2004. Kevin T. Lantry, Esq., Jeffrey E. Bjork, Esq., Dennis M. Twomey, Esq., Jeremy E. Rosenthal, Esq., and Christina M. Craige, Esq., at Sidley Austin, LLP, in Los Angeles; James E. O'Neill, Esq., and Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Del., represent the Debtors in their restructuring efforts. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, N.Y.; Peter Van N. Lockwood, Esq., Ronald E. Reinsel, Esq., at Caplin & Drysdale, Chartered, in Washington, D.C.; and Philip E. Milch, Esq., at Campbell & Levine, LLC, in Wilmington, Del., represent the Asbestos Claimants Committee as counsel. James J. McMonagle, is the legal representative for future claimants. The FCR has retained Dr. Timothy Wyant as claims evaluation consultant. The FCR is represented by James L. Patton, Jr., Esq., and Edwin J. Harron, Esq., at Young Conaway Stargatt & Taylor, LLP; and Reginald W. Jackson, Esq., at Vorys, Sater, Seymour & Pease LLP. When Flintkote filed for protection from its creditors, it estimated more than $100 million each in assets and debts. When Flintkote Mines Limited filed for protection from its creditors, it estimated assets of $1 million to $50 million, and debts of more than $100 million. The Debtors' Chapter 11 cases have been re-assigned to Judge Mary F. Walrath in line with the retirement of former Bankruptcy Judge Judith Fitzgerald. GARLOCK SEALING: Oct. 7-8 Hearing to Approve Plan Outline --------------------------------------------------------- Garlock Sealing Technologies LLC, Garrison Litigation Management Group, Ltd. and The Anchor Packing Company filed with the U.S. Bankruptcy Court for the Western District of North Carolina their first amended plan of reorganization and disclosure statement dated May 29, 2014. The hearing to consider approval of the Disclosure Statement will be held on October 7, 2014, at 9:30 a.m., and if necessary, October 8, 2014, at 9:30 a.m. The deadline to file responses to objections to the Disclosure Statement is on September 24, 2014. The Plan provides the vesting of the assets and property of the Debtors in the appropriate Reorganized Debtors, which assets and property will be free and clear of all Claims, liens, and interests except as otherwise specifically provided in the Plan and the Confirmation Order. There are 13 Classes of Claims and Interests under the Plan. The non-asbestos related Classes of Claims and Interests include Priority Claims (Class 1), Secured Claims (Class 2), General Unsecured Claims (Class 7), Convenience Class Claims (Class 8), Anchor Claims (Class 9), Intercompany Claims (Class 10), GST Equity Interests (Class 11), Garrison Equity Interests (Class 12) and Anchor Equity Interests (Class 13). Convenience Class Claims may include GST Asbestos Claims and Anchor Claims may include both asbestos-related and non-asbestos-related Claims against Anchor. Claims in Classes 1, 2, 7, 8, and 10 are unimpaired because Holders of those Claims, if Allowed, will be paid in full, in Cash, plus any accrued interest at the applicable legal rate of interest. Anchor Claims in Class 9 will receive nothing because Anchor, which has no material property, will be liquidated and dissolved. The asbestos-related Classes of Claims include Settled GST Asbestos Claims (Class 3), Current GST Asbestos Claims (Class 4), Future GST Asbestos Claims (Class 5), and Pre-Petition Judgment GST Asbestos Claims (Class 6). Claims in each of these Classes are unimpaired because Holders of these Claims, if Allowed, will be paid in full, in Cash, pursuant to the Plan, Claims Resolution Procedures, and Case Management Order, as applicable. Equity Interests in Classes 11 and 12 will be extinguished and those are impaired. The Equity Interest in Class 13 will be retained and is unimpaired. The estimated amount of Allowed Claims in each Class is: Estimated Amount Classification of Allowed Claims -------------- ----------------- Class 1 Priority Claims $70,000 Class 2 Secured Claims $250,000 Class 3 Settled GST Asbestos Claims $3.1-16.4 million Class 4 Current GST Asbestos Claims TBD Class 5 Future GST Asbestos Claims TBD Class 6 Pre-Petition Judgment GST Asbestos Claims $0-3 million Class 7 General Unsecured Claims $3.75 million Class 8 Convenience Class Claims TBD Class 9 Anchor Claims TBD Class 10 Intercompany Claims TBD Class 11 GST Equity Interests N/A Class 12 Garrison Equity N/A Class 13 Anchor Equity Interests N/A A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/GarlockSealing_AmdDS_05292014.pdf 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. GARLOCK SEALING: Wants to Establish Plan Solicitation Procedures ---------------------------------------------------------------- Garlock Sealing Technologies LLC, et al., ask the U.S. Bankruptcy Court for the Western District of North Carolina for an order: (1) establishing procedures for solicitation and tabulation of votes to accept or reject the Debtors' First Amended Plan of Reorganization, dated May 29, 2014; (2) approving forms of Ballots; (3) approving the form and content of notice, and the manner of giving notice; and (4) establishing dates and deadlines in connection with confirmation of the Plan. The Debtors propose criteria for temporary allowance that are already embodied in the Court's estimation opinion entered on January 10, 2014, estimating the Debtors' aggregate liability -- finding $25 million to be a reasonable and reliable estimate of Garlock's aggregate liability to pending mesothelioma claimants, and $100 million to future mesothelioma claimants. The Debtors do not seek a bar date for GST Asbestos Claims other than Settled GST Asbestos Claims but the Debtors propose that claimants, who wish to vote, file ballots that will serve as both their proofs of claim and ballots. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, P.A., in Charlotte, North Carolina -- gcassada@rbh.com -- explains that this process will not initiate mass adjudication of contingent and disputed GST Asbestos Claims. Instead, he notes, it will permit temporary allowance of GST Asbestos Claims (and other claims) for voting purposes only, enabling a vote on the Plan in the event the Court determines that any class of claims is impaired or that the vote is otherwise relevant to confirmation. The Debtors also propose a comprehensive notice program that will afford due process to all claimants. The Debtors will give notice of the Plan, the solicitation, and claimants' opportunity to object to confirmation of the Plan. The Debtors will provide notice by publication to unknown GST Asbestos Claimants. The Debtors further propose in the Confirmation Procedures Order a schedule that would result in a Confirmation Hearing in July 2015. The Debtors propose that the Balloting Agent distribute Solicitation Packages in the manner required by the Notice Program on or before the date that is 30 calendar days after the date on which the Court enters an order approving the adequacy of the Disclosure Statement. The Debtors request that the Court set the deadline for ballots to be received by the Balloting Agent for 150 days after entry of the Disclosure Statement Order. Prior to the Confirmation Hearing, the Debtors would have the opportunity to file objections to the temporary allowance for voting purposes of any claim, as not meeting the criteria for temporary allowance in the Voting Procedures, and notice a hearing no later than 45 days prior to the Confirmation Hearing. The hearing to consider approval of the solicitation and confirmation procedures will be held on October 7, 2014, at 9:30 a.m., and if necessary, October 8, 2014, at 9:30 a.m. The deadline to file responses to objections to the Solicitation Procedures Motion is on September 24, 2014. Claimants Committee Objects The Official Committee of Asbestos Personal Injury Claimants alleges that the Debtors have proposed a first amended plan of reorganization that is unfair to asbestos creditors because, among other things, those creditors would not be paid in full, while the Debtors' parent, Coltec Industries, Inc., would retain a significant equity interest. The proposed Plan would also grant non-consensual, third-party releases and extraordinary injunctive protection to Coltec and other non-debtor affiliates, in exchange for no real consideration and without complying with the requirements of Section 524(g) of the Bankruptcy Code. Like the proposed Plan, the procedures for solicitation and voting on the Plan that are proposed in the Debtors' Motion are unfair, unprecedented, unrealistic, and contrived to disqualify legitimate claims, Trevor W. Swett III, Esq., at Caplin & Drysdale, Chartered, in Washington, District of Columbia -- tswett@capdale.com -- tells the Court. Hence, Mr. Swett contends that through their proposed Voting Procedures, the Debtors are seeking to introduce, once again, the functional equivalent of the proof-of-claim and allowance process for asbestos claims that the Court previously rejected. He adds that there is no good reason for the Court to be required to hold temporary allowance proceedings in order to determine which claimants are entitled to vote. 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. GARLOCK SEALING: FCR Reserves Rights on Disclosure Statement ------------------------------------------------------------ Joseph W. Grier, III, the future asbestos claimants' representative, responds to the Disclosure Statement for Garlock Sealing Technologies LLC, et al.'s First Amended Plan of Reorganization, dated May 29, 2014. The FCR does not object to the Debtors' Disclosure Statement on the grounds that it does not contain "adequate information." The FCR emphasizes, however, that by not objecting to the Disclosure Statement, he is not taking a position as to the merits of the Plan, reserves all rights in that regard, and will provide his response at the appropriate time. 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. GARLOCK SEALING: Committee Objects to Plan Disclosure Statement --------------------------------------------------------------- The Official Committee of Asbestos Personal Injury Claimants objects to the proposed Disclosure Statement for Garlock Sealing Technologies LLC, et al.'s First Amended Plan of Reorganization, filed on May 29, 2014. The ACC believes that: * the U.S. Bankruptcy Court for the Western District of North Carolina's estimate of Garlock's aggregate liability for mesothelioma claims, which underlies the Plan, is unrealistic and far too low; * Asbestos Claimants are not assured of full payment for their claims under the Plan and, for this and other reasons, are impaired by the Plan and entitled to vote to accept or reject it; * the proposed Claims Resolution Procedures and Case Management Order are skewed in favor of Garlock and unfair to Asbestos Claimants, in that they would impose stringent requirements not based on applicable law but designed to insulate Garlock from legitimate claims; and * the Parent Settlement and non-debtor third party releases and the related injunction, which were not negotiated at arm's length, are unfair to Asbestos Claimants and impermissible under the Bankruptcy Code. The ACC also believes that the Plan will prove unconfirmable. Among its other flaws, the Plan would channel both current and future asbestos claims to a capped fund, and would provide extraordinary injunctive relief and third-party releases without complying with the requirements of Section 524(g) of the Bankruptcy Code, and in violation of other aspects of the bankruptcy laws and principles of equity, Trevor W. Swett III, Esq. -- tswett@capdale.com -- at Caplin & Drysdale, Chartered, in Washington, District of Columbia contends. The ACC's opinion that the Plan is unfair to Asbestos Claimants and its recommendation that Asbestos Claimants vote to reject the Plan constitute material information that Asbestos Claimants should consider in determining whether to approve the Plan, Mr. Swett says. 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. GARLOCK SEALING: Coltec Should Hire McDow as Consultant, FCR Says ----------------------------------------------------------------- Joseph W. Grier, III, the future asbestos claimants' representative, tells the U.S. Bankruptcy Court for the Western District of North Carolina that he has no objection to the appointment of a fee examiner in the bankruptcy cases of Garlock Sealing Technologies LLC, et al. Coltec Industries, Inc., parent of the Debtors, has sought the appointment of W. Clarkson McDow, Jr., as an independent fee examiner. The FCR suggests a better path forward would be for Coltec to engage Mr. McDow as consultant and not pass that burden on to the bankruptcy estate. The Debtors' review of professional fee applications since the beginning of the cases has been detailed and exhaustive but at no time during that four-year period have the Debtors objected to any professional's fees other than counsel to the Asbestos Creditors' Committee, the FCR says. He asserts that Coltec's motion reflects its two-party dispute with the ACC over the amount of the ACC's counsel's fees. Coltec complains that the ACC is using exorbitant fees as a hammer to force the Debtors to offer them a richer settlement, the FCR notes. He avers that as Coltec concedes, the total of all fees is almost equally divided between the two sides. "To be sure, Coltec did not think a fee examiner was warranted when the Debtors were spending over $50 million to make their case but it does now that the Court has ruled in the Debtors' favor. Thus, Coltec's current objection is that the ACC is spending fees on legal strategies," the FCR contends. The FCR further asserts that it is not the role of a fee examiner to second guess the legal strategy of any estate professional, whether the Debtors' or the ACC's. So, he argues, Coltec will not achieve its goal of the imprimatur of an independent fee examiner but the fight between Coltec and the ACC over litigation strategy will make it back to the Court once more, this time with another added layer of expense for the estate. 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. GARLOCK SEALING: Belluck & Fox Opposes Bid to Unseal Documents -------------------------------------------------------------- Law360 reported that a law firm and its attorneys fired back at Ford Motor Co. and numerous other companies' request that it unseal court records in Garlock Sealing Technologies LLC's asbestos-related bankruptcy case, telling a North Carolina federal judge that the bankruptcy court should first rule on the issue. According to the report, the automotive and insurance companies, including Honeywell International Inc. and Volkswagen Group, asked the court Aug. 18 to let them inspect the sealed records, but Belluck & Fox LLP and its attorneys Joseph Belluck and Jordon Fox opposed the motion. 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. GENAERA CORP: 3rd Cir. Asked to Revive 'Fire Sale' Investor Row --------------------------------------------------------------- Law360 reported that a Pennsylvania federal judge improperly relied on materials outside the record when agreeing that a two- year statute of limitations barred shareholders' putative class action against defunct Genaera Corp. for allegedly undervaluing company assets sold through a liquidating trust, the Third Circuit heard. According to the report, Howard Bashman, an attorney representing plaintiff Alan Schmidt, argued that U.S. District Court Judge Berle M. Schiller erred when he agreed that at the time biotech firm Genaera completed the transactions in May 2010, there was publicly available evidence that would have supported the value of the sale. GEO GROUP: Moody's Raises Senior Unsecured Rating to 'Ba3' ---------------------------------------------------------- Moody's Investors Service upgraded GEO Group's senior unsecured rating to Ba3, from B1. The rating outlook is stable. Moody's also affirmed, with a stable outlook, GEO Group's corporate family at Ba3 as the preponderance of the REIT's debt is currently unsecured debt. The following ratings were upgraded with a stable outlook: GEO Group, Inc. -- senior unsecured rating to Ba3, from B1; senior secured credit facility to Ba2, from Ba3 The following rating was affirmed with a stable outlook: GEO Group, Inc. -- corporate family rating at Ba3 Ratings Rationale The rating action reflects GEO's sound operational performance, continued improvement in operating margins, ample liquidity position, and high fixed charge coverage at 2.5x as of 2Q14. While the REIT's core business is highly vulnerable to government budgetary restraints, Moody's believes GEO's operating platform is diverse enough to absorb periods of modest deterioration in earnings without too much strain on its current rating. In the last year, GEO has expanded its footprint in the US and abroad, enhancing its position as a leader in the private corrections industry; most notably, its recent announcement to develop and operate a new 1,000 bed corrections facility in Ravenhall, Australia. This unique opportunity presents the REIT with an additional avenue of growth and utilizes the REIT's expertise in providing services across its full GEO Continuum of Care which includes rehabilitation and community re-entry programs. This project coupled with newly awarded contracts reflect the continued need for prison privatization at the federal and state levels. Moody's notes that GEO Group has negligible amounts of debt maturing through 2019 with no more than 1.2% of total debt maturing in any given year. It recently amended its $700 million credit revolver, extending its maturity date to August 2019. As outlined to Moody's, the REIT also added a A$225 million letter of credit facility maturing in August 2017 for its Ravenhall project in Australia. The stable outlook reflects Moody's expectation that GEO Group will continue to grow while maintaining its solid credit metrics and adequate liquidity profile. Moody's indicated that upward ratings movement would be dependent upon GEO Group achieving closer to $5 billion in gross assets, fixed charge coverage (EBITDAR/fixed charges (inclusive of interest expense, capitalized interest, principal amortization and rent expense)) above 2.5x on a sustainable basis, effective leverage below 40%, and operating margins above 25%. Ratings pressure would likely result from secured debt levels above 20%, net debt to EBITDA above 5.5x, fixed charge coverage below 2.0x, and or a stall in revenue growth due to major client loss. Moody's last rating action with respect to GEO Group was on March 12, 2013 when Moody's assigned a B1 to GEO's senior unsecured notes and revised the outlook to positive from stable. GEO Group, Inc. (NYSE: GEO) is a leading provider of government outsourced services focused on the management and ownership of correctional, detention and residential community based services to Federal, State, and local governments in the United States, Australia, the United Kingdom, South Africa and Canada. GLOBAL AVIATION: U.S. Trustee Objects to Ch. 7 Conversion Bid ------------------------------------------------------------- BankruptcyData reported that U.S. Trustee assigned to the cases of Global Aviation Holdings and its debtor affiliates, objected to the Debtors' motion for entry of an order converting the Chapter 11 cases to cases under Chapter 7 of the Bankruptcy Code, asking for several changes, including a change to the language that purports to relieve all current officers and directors of the Debtors from their duties as officers and directors. The U.S. Trustee said those terms should be stricken from any order approving the request. About Global Aviation Holdings Global Aviation Holdings Inc. -- http://www.glah.com-- the parent company of North American Airlines and World Airways, sought Chapter 11 bankruptcy protection on Nov. 12, 2013. North American Airlines, founded in 1989, operates passenger charter flights using B767-300ER aircraft. Founded in 1948, World Airways -- http://www.woa.com-- operates cargo and passenger charter flights using B747-400 and MD-11 aircraft. The parent of World Airways Inc. and North American Airlines Inc. implemented a prior Chapter 11 reorganization in February 2013. The new case is In re Global Aviation Holdings Inc., 13-12945, U.S. Bankruptcy Court, District of Delaware (Wilmington). The prior case was In re Global Aviation Holdings Inc., 12-bk-40783, U.S. Bankruptcy Court, Eastern District New York (Brooklyn). Peachtree City, Georgia-based Global blamed the new bankruptcy on decreased flying for the government that reduced revenue for the first nine months of this year to $354 million from $486 million in the same period of 2012. The 2013 petition shows assets and debt both exceeding $500 million. In the first bankruptcy, Global listed $589.8 million in assets and debt of $493.2 million. In the 2013 case, the Debtors are represented by Kourtney Lyda, Esq., at Haynes and Boone, LLP, in Houston, Texas; and Christopher A. Ward, Esq., at Polsinelli PC, in Wilmington, Delaware. The first lien agent is represented by Michael L. Tuchin, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California. Wells Fargo Bank, National Association, agent to the second lienholders and third lienholders, is represented by Mildred Quinones-Holmes, Esq., at Thompson Hines LLP, in New York. The Deal reported that World Airways Inc. ceased operations on March 27, 2014, after its bankrupt parent was unable to secure necessary funding to keep the charter operator airborne. GOLDEN LAND: Creditors Have Until Oct. 14 to File Claim ------------------------------------------------------- The Bankruptcy Court established Oct. 14, 2014, as the deadline for any individual or entity to file proofs of claim against Golden Land LLC. Governmental units, meanwhile, must file proofs of claim by March 31, 2015. Lawrence Litwack, Esq, receiver in possession, and secured creditor 37 Avenue Realty Associates LLC, requested for the Claims Bar Date. Proofs of claim must be submitted to: Clerk of the Court U.S. Bankruptcy Court Eastern District of New York Conrad B. Duberstein U.S. Bankruptcy Courthouse 271-C Cadman Plaza East, Suite 1595 Brooklyn, NY 11201-1800 About Golden Land LLC Golden Land LLC filed for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 14-42315) in Brooklyn, New York, on May 8, 2014. The Debtor disclosed $15,423,997 in assets and $13,459,740 in lianbilities as of the Chapter 11 filing. Xiangan Gong, Esq., at Xiangan Gong serves as the Debtor's counsel. Judge Nancy Hershey Lord presides over the case. Lawrence Litwack is the receiver of the Debtor's property. GRAND CENTREVILLE: Court Modifies Receiver Authorization Order -------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Virginia granted a motion filed by Raymond A. Yancey, the Chapter 11 trustee for the jointly administered chapter 11 estates of Min S. Kang and Man S. Kang, to (a) modify receiver authorization order; (b) authorize procedures for conditional dismissal of the bankruptcy case; and (c) provide limited relief from the automatic stay, subject to certain procedures and provisions. The objection to the motion is overruled. All parties-in-interest are authorized to carry out the provisions of the Settlement Agreement dated June 30, 2014, by and between the Kang Trustee and James Y. Sohn. The order authorizing Black Creek Consulting, Ltd., the receiver of Grand Centreville, LLC, to remain in possession, custody and control of the Debtor's property, is modified to provide that the Receiver is authorized to take all actions required of its under the Settlement Agreement on behalf of the Debtor and Grand Formation, Inc. In the event that the Settlement Payment is not timely delivered to the Trustee, the Centreville Case will continue for the purposes of winding down and liquidating the assets of Centreville. To the extent required, the Court authorized Centreville, the Receiver, the Trustee and Mr. Sohn to take actions that are necessary or appropriate to set aside the Centreville Deed of Trust and the Centreville Note. They are also authorized to take all actions as are necessary or appropriate to facilitate and enable Mr. Sohn to accomplish a refinance of the secure loan of Wells Fargo Bank, N.A., as Trustee, and to timely pay the Settlement Amount. The Court ruled that upon the sale of the Debtor's assets, and only if the proceeds of sale are sufficient to pay all creditors in full, the proceeds will be distributed as set forth in the Settlement Agreement. If the proceeds of the sale are not sufficient to pay all creditors in full, the proceeds may only be distributed upon further Court order. The order also provides, among other things, that the Debtor or any party to the Settlement Agreement may file a motion to approve the refinance of the Loan and to dismiss the bankruptcy case to facilitate the refinance pursuant to the Settlement Agreement. A copy of the order, including the Settlement Agreement, is available for free at http://is.gd/BHBaOV About Grand Centreville Grand Centreville, LLC, filed a Chapter 11 petition (Bankr. E.D. Va. Case No. 13-13590) on Aug. 2, 2013. The petition was signed by Michael L. Schuett, principal of Black Creek Consulting Ltd., the receiver. Judge Robert G. Mayer presides over the case. Paula S. Beran, Esq., and Lynn L. Tavenner, Esq., at Tavenner & Beran, PLC, in Richmond, Va., represent the Debtor as counsel. The Debtor owns the real property located at 13810-13860 Braddock Road, Centreville, Virginia. In its schedules, the Debtor disclosed $40,550,046 in assets and $26,247,602 in liabilities as of the petition date. Grand Centreville's chapter 11 proceeding is related to the Chapter 11 proceedings of Min S. Kang and Man S. Kang (Bankr. E.D. Va. Case No. 10-18839-RGM) filed on Oct. 19, 2010. Prior to March 16, 2009, the Kangs indirectly owned 100% of the economic interests in the Debtor and, through their 100% ownership of Grand Formation, controlled all management rights with respect to Grand Centreville. On Jan. 7, 2013, the Court entered an Order directing the United States Trustee to appoint a chapter 11 trustee for the Kangs' case. On the same date, the U.S. Trustee appointed Raymond A. Yancey as chapter 11 trustee for the Kangs' case, which appointment the Court approved on Jan. 16, 2013. Wells Fargo Bank N.A., the secured creditor, is represented by William C. Crenshaw, Esq., and Mona M. Murphy, Esq., at Akerman LLP. Special Counsel to Raymond A. Yancey, Chapter 11 Trustee in the Kangs' Bankruptcy Case is Bradford F. Englander, Esq., at Whiteford Taylor & Preston, L.L.P. Counsel for Yeon K. Han is Timothy J. McGary, Esq. Counsel for James Y. Sohn is James R. Schroll, Esq., at Bean, Kinney & Korman, P.C. GREENBRIER WHALEY: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: Greenbrier Whaley Group 2, LLC 3909 Snyder Road Kodak, TN 37764 Case No.: 14-51523 Chapter 11 Petition Date: September 12, 2014 Court: United States Bankruptcy Court Eastern District of Tennessee (Greeneville) Judge: Hon. Phillips Parsons Debtor's Counsel: Dean B. Farmer, Esq. HODGES, DOUGHTY & CARSON, PLLC P. O. Box 869 Knoxville, TN 37901 Tel: 865-292-2307 Fax: 865-292-2252 Email: dfarmer@hdclaw.com Total Assets: $2.86 million Total Liabilities: $3.39 million The petition was signed by Kenneth P. Whaley, sole shareholder. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. HORNBECK OFFSHORE: S&P Raises Corp. Credit Rating to 'BB-' ---------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Covington, La.-based Hornbeck Offshore Services to 'BB-' from 'B+'. The outlook is stable. At the same time, S&P revised the recovery rating on the company's senior unsecured notes to '3' from '2', indicating S&P's expectation of meaningful (50% to 70%) recovery in the event of payment default. S&P affirmed the 'BB-' rating on the company's senior unsecured debt. The upgrade on Hornbeck reflects S&P's expectation that the company will see improvement in day rates and utilization of its vessels, resulting in improved operating performance and credit measures. Activity levels in the Gulf of Mexico have been improving since the end of the Macondo-related moratorium, with approximately 38 deepwater rigs now active, and S&P expects several additional deepwater rigs to be delivered to the Gulf over the next 12 months. "The stable outlook is based on our expectation that drilling in the Gulf of Mexico will remain at healthy levels for the next one to two years," said Standard & Poor's credit analyst Stephen Scovotti. "We foresee leverage remaining in the 2.5x to 3.5x range and funds from operations (FFO) to debt in the 20% to 30% range over the next 12 to 24 months, which we consider appropriate for the 'BB-' corporate credit rating, given the company's fair business risk profile." S&P could lower the rating if Hornbecks's day rates, utilization, and cash flow generation fell below S&P's current expectations, such that FFO to debt weakened to less than 20% with no near-term remedy. This scenario could occur if Gulf of Mexico drilling subsided. Given current healthy drilling in the deepwater Gulf of Mexico, S&P considers such a decline unlikely over the next year. S&P could also consider a lower rating if the company pursued a more aggressive financial policy that hurt projected key credit measures. Given the company's current size and scope, S&P do not anticipate an upgrade in the next 12 months. An upgrade would require an improvement in Hornbeck's business risk profile and a more favorable view of the company's competitive position. S&P would consider this if Hornbeck continues to build its scale and size relative to its oilfield services peers while maintaining credit measures consistent with S&P's current expectations. HOVNANIAN ENTERPRISES: Seeks Bondholder Consent to Incur More Debt ------------------------------------------------------------------ Hovnanian Enterprises Inc.'s wholly owned subsidiary, K. Hovnanian Enterprises, Inc., has commenced solicitation of consents to amend each of the indentures governing K. Hovnanian's 7.25% Senior Secured First Lien Notes due 2020 and 9.125% Senior Secured Second Lien Notes due 2020. The purpose of the Consent Solicitations is to obtain from Holders approval of the Proposed Amendments to modify the definition of "Permitted Indebtedness" in each Indenture to permit K. Hovnanian, the Company and its Restricted Subsidiaries to incur additional Indebtedness in an amount not to exceed $300 million. K. Hovnanian and the Company continue to evaluate their capital structure and may, subject to market conditions and other considerations, including the terms of the Indentures, seek to raise additional debt capital. Neither Consent Solicitation is conditioned upon the consummation of any such debt offering. Adoption of the Proposed Amendments would not provide the Company with additional secured debt capacity under either Indenture. The Consent Solicitation with respect to each Series of Notes is a separate Consent Solicitation and is not conditioned upon the other Consent Solicitation. The Consent Solicitations are being made in accordance with the terms and subject to the conditions stated in a Consent Solicitation Statement, dated Sept. 11, 2014, and in a related Consent Form, to holders of record as of 5:00 p.m., New York City time, on Sept. 10, 2014. As of the Record Date, the aggregate outstanding principal amount of the First Lien Notes was $577,000,000, and the aggregate outstanding principal amount of the Second Lien Notes was $220,000,000. Each Consent Solicitation is scheduled to expire at 5:00 p.m., New York City time, on Sept. 22, 2014, unless extended or earlier terminated. Holders of Notes who validly deliver consents to the applicable Proposed Amendments in the manner described in the Consent Solicitation Statement will be eligible to receive consent consideration equal to $2.50 per $1,000 principal amount of Notes for which consents have been validly delivered prior to the applicable Expiration Date (and not validly revoked). Holders providing consents after the applicable Expiration Date will not receive consent consideration. Consent consideration will be paid to consenting Holders as promptly as practicable after the satisfaction or waiver of the conditions to the Consent Solicitations. The consummation of each Consent Solicitation is subject to a number of conditions that are set forth in the Consent Solicitation Statement, including, without limitation, (i) the receipt of the consent of the Holders of at least a majority in aggregate principal amount of the outstanding Notes of the applicable Series prior to the applicable Expiration Date and (ii) the execution and effectiveness of a supplemental indenture effecting the Proposed Amendments to the applicable Indenture. Consents may be revoked prior to the date the applicable supplemental indenture giving effect to the Proposed Amendments is executed and becomes effective. If the Requisite Consents for a Series of Notes are received and the applicable supplemental indenture is executed and becomes effective, upon payment by K. Hovnanian of the consent consideration to the consenting Holders of Notes of the applicable Series, the applicable Proposed Amendments will be operative and be binding upon all holders of Notes of the applicable Series, whether or not such holders have delivered Consents. J.P. Morgan Securities LLC, Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC are the Solicitation Agents in connection with the Consent Solicitations. Persons with questions regarding the Consent Solicitations should contact J.P. Morgan Securities LLC at (212) 270-1200 (collect) or (800) 245-8812 (toll-free) (Attention: Liability Management Group), Citigroup Global Markets Inc. at (212) 723-6106 (collect) or (800) 558-3745 (toll-free) (Attention: Liability Management Group) or Credit Suisse Securities (USA) LLC at (212) 325-2476 (collect) or (800) 820-1653 (toll-free) (Attention: Liability Management Group). Requests for copies of the Solicitation Documents and other related materials should be directed to Global Bondholder Services Corporation, the Information and Tabulation Agent for the Consent Solicitations, at (212) 430-3774 (collect) or (866) 470-4200 (toll-free). About Hovnanian Enterprises Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV) -- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian, is one of the nation's largest homebuilders with operations in Arizona, California, Delaware, Florida, Georgia, Illinois, Kentucky, Maryland, Minnesota, New Jersey, New York, North Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and West Virginia. The Company's homes are marketed and sold under the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton Homes, Parkwood Builders, Town & Country Homes, Oster Homes and CraftBuilt Homes. As the developer of K. Hovnanian's Four Seasons communities, the Company is also one of the nation's largest builders of active adult homes. Hovnanian Enterprises posted net income of $31.29 million on $1.85 billion of total revenues for the year ended Oct. 31, 2013, as compared with a net loss of $66.19 million on $1.48 billion of total revenues during the prior year. As of July 31, 2014, the Company had $1.89 billion in total assets, $2.33 billion in total liabilities and a $443.12 million total deficit. * * * As reported by the Troubled Company Reporter on April 25, 2013, Standard & Poor's Ratings Services said it raised its corporate credit rating on Hovnanian Enterprises Inc. to 'B-' from 'CCC+'. "The upgrade reflects strengthening operating performance supported by the broader recovery in the housing market that, we believe, should support modest profitability in 2013," said Standard & Poor's credit analyst George Skoufis. In the Dec. 9, 2013, edition of the TCR, Fitch Ratings upgraded the Issuer Default Rating (IDR) of Hovnanian Enterprises to 'B-' from 'CCC'. The upgrade and the Stable Outlook reflects HOV's operating performance year-to-date (YTD), adequate liquidity position, and moderately better prospects for the housing sector during the remainder of this year and in 2014. As reported by the TCR on Jan. 9, 2014, Moody's Investors Service raised the Corporate Family Rating of Hovnanian Enterprises, Inc., to B3 from Caa1. The upgrade of the Corporate Family Rating to B3 reflects Hovnanian's improved financial performance including improvement in interest coverage to slightly above 1x and finally turning net income positive for the fiscal year 2013. IBCS MINING: Taps Dove and Associates as Accountant --------------------------------------------------- IBCS Mining, Inc., et al., ask the U.S. Bankruptcy Court for the Western District of Virginia for permission to employ Dove and Associates PC as their accountant to prepare and file the Debtors' 2013 Federal and State business tax returns. The firm charges a flat fee of $2,500 for its accounting services, and $3,250 for corporate tax preparation. The firm's professionals and their compensation rates: Professional Hourly Rate ------------ ----------- Paul Dove, CPA $225 Diane Bolton, CPA $150 The Debtors assure the Court that the firm is "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: Paul Dove, CPA Diane Bolton, CPA DOVE AND ASSOCIATES PC 292 S. Main St., Suite 600 Alpharetta, GA 30009 Tel: 770-740-9240 Fax: 770-740-0853 Email: paul@dovepc.com diane@dovepc.com 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. IBCS MINING: Court Approves Michael Dean as CFO ----------------------------------------------- The U.S. Bankruptcy Court for the Western District of Virginia authorized IBCS Mining, Inc., et al., to appoint Michael Dean as chief financial officer. As reported in the Troubled Company Reporter on Aug. 18, 2014, pursuant to the employment agreement, Mr. Dean will receive an annual base salary of $240,000, well as incentive compensation. In the event of a sale, the incentive bonus will equal 2.25% of the gross proceeds of the sale. In the event of a confirmed plan of reorganization, the incentive bonus will equal 2.25% of the total monetary value derived by the bankruptcy estates from the reorganization. The incentive compensation requires Mr. Dean's involvement in the negotiation and preparation of any such sale or proposed plan of reorganization. A full-text copy of the employment agreement of Michael Dean is available for free at http://is.gd/YGMoxl 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. IBCS MINING: Gets Final Approval to Use $1.5-Mil. CTB DIP Loan -------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Virginia authorized IBCS Mining, Inc., et al. to obtain, on a final basis, senior secured debtor-in-possession postpetition financing from Community Trust Bank, Inc., consisting of a $1.5 million term loan secured by a first lien on all assets of the Debtors; and use cash collateral. As reported in the Troubled Company Reporter on Aug. 22, 2014, the material terms of the DIP financing include, among other things: DIP lender: Community Trust Bank Commitments: $1.5 million superpriority senior secured term loan, to be drawn upon entry of the interim order. Maturity Date: the DIP Loan will be due on the earliest of (i) Dec. 15, 2014, (ii) the occurrence of an event of default; (iii) the closing of a sale pursuant to an order authorizing a sale of all or substantially all of the Debtors' assets; or (iv) the effective date of any confirmed plan of reorganization Interest Rates: base rate: 7.5% per annum default interest rate: 3% per annum above the otherwise applicable interest rates. A copy of the financing terms is available for free at http://bankrupt.com/misc/IBCSMINING_101_financing.pdf Limited Postpetition Financing The Court also authorized the Debtors to incur, on a final basis, a limited postpetition financing up to an aggregate principal amount not to exceed $25,000 to fund the operational and working capital needs of the Debtors on a temporary basis until the Debtors are able to finalize the terms of more extensive DIP financing. According to the Debtors, they were in negotiations with a lender regarding new DIP financing. The terms are: Interest Rate: 0% Maturity Date: Matures upon funding of subsequently approved debtor-in- possession financing and is to be paid through any subsequently approved DIP financing Events of Default: None Liens: None Borrowing Limits: $25,000 Borrowing Conditions: None Callidus Capital DIP Loan On July 7, the Bankruptcy Court authorized, in an interim basis, the Debtor to (i) obtain senior secured DIP financing from Callidus Capital Corporation, the DIP lender, consisting of a $1 million revolving DIP facility and a $2.5 term loan each secured by a first lien on all assets; and (ii) use of the DIP Lender's cash collateral. A copy of the terms of financing is available for free at http://bankrupt.com/misc/IBCSMINING_44_financingord.pdf As reported in the TCR on July 10, 2014, the Debtor related that Callidus Capital committed to provide a $2.5 million superpriority senior secured term loan and a $1 million revolving loan. The DIP Loan will bear interest at a rate of 18% per annum. From and after an event of default, the DIP Loan will accrue interest at 3% per annum above the otherwise applicable interest rates. The DIP Loan will be due on the earliest of: (i) Dec. 15, 2014; (ii) the occurrence of an event of default; (iii) closing of a sale; or (iv) the effective date of any confirmed plan of reorganization. The Debtors also sought authority to assume an agreement, confirmation and amendment with Virginia Electric and Power Company, because assumption of the agreement is a condition precedent to the DIP Financing. The Debtors said assumption of the agreement ensures that IBCS will be able to resume operations and generate income. Without assumption of the agreement, IBCS will be unable to generate sufficient cash flow required by the terms of the DIP Financing Facility, will be unable to resume operations, and will likely be forced to liquidate. Branch Banking and Trust Company, as a secured creditor of the Debtors, objected to the approval of the DIP financing and the use of use of cash collateral, and asked the Court to issue an order directing the Debtors to provide adequate protection of BB&T's interests in certain property owned by the Debtors. BB&T complains that the offer of adequate protection fails to meet the standards set forth in the Bankruptcy Code as the value of the as- extracted coal as of the Petition Date will decline as it is used and a replacement lien will be of no value. Wells Fargo Bank Northwest, N.A., as indenture trustee, also objected to the Debtors' bid to obtain DIP financing, and to use cash collateral, stating that the request to grant senior lender Callidus a senior priming lien on the GOB Coal, if approved, would constitute an indenture event of default. 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. IBCS MINING: US Trustee Says Unsecured Committee Dissolved ---------------------------------------------------------- Judy A. Robbins, the U.S. Trustee for Region 4, informed the U.S. Bankruptcy Court for the Western District of Virginia that the original members of the Official Committee of Unsecured Creditors for IBCS Mining Inc. and IBCS Mining Inc. (Kentucky Division) is dissolved, citing the number of persons or entities eligible or willing to serve on a committee has become insufficient to allow for continuing function of the committee. The U.S. Trustee said it will appoint members upon the request of an adequate number of unsecured creditors. As reported in the Troubled Company Reporter on Aug. 18, 2014, the Committee consists of: 1. R. Thomas Hopkins, VP Virginia Community Bank P.O. Box 888 Louisa, VA 23093 2. Timothy M. Campoy, president Environmental Design Consultants, Inc. 43 Village Street Pikeville, KY 41501 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. INERGETICS INC: Amends 24.6-Mil. Shares Resale Prospectus --------------------------------------------------------- Inergetics, Inc., filed an amended Form S-1 registration statement with the U.S. Securities and Exchange Commission relating to the offer and sale of up to 24,656,000 shares of common stock, par value $0.001, of the Company by 31 Group LLC. The shares of common stock being offered by the Selling Stockholder have been or may be issued pursuant to conversion of a Subordinated Secured Convertible Promissory Note dated July 14, 2014, and exercise of a Common Stock Purchase Warrant dated July 14, 2014. There are no underwriting arrangements to sell the shares of common stock that are being offered by the Selling Stockholder. The prices at which the Selling Stockholder may sell shares will be determined by the prevailing market price for the shares or in privately negotiated transactions. The Company is not selling any securities under this prospectus and will not receive any of the proceeds from the sale of shares by the Selling Stockholder. However, the Company may receive proceeds from the exercise of the Warrant. The Company will pay the expenses incurred in registering the shares, including legal and accounting fees. The Company's common stock is currently quoted on the Over-the- Counter Bulletin Board, or the OTCBB, under the symbol "NRTI". On Sept. 5, 2014, the last reported sale price of the Company's common stock on the OTCBB was $0.04. A full-text copy of the amended prospectus is available at: http://is.gd/j1dino About Inergetics Inc. Paramus, N.J.-based Inergetics, Inc., formerly Millennium Biotechnologies Group, Inc., is a holding company for its subsidiary Millennium Biotechnologies, Inc. Millennium is a research based bio-nutraceutical corporation involved in the field of nutritional science. Millennium's principal source of revenue is from sales of its nutraceutical supplements, Resurgex Select(R) and Resurgex Essential(TM) and Resurgex Essential Plus(TM) which serve as a nutritional support for immuno-compromised individuals undergoing medical treatment for chronic debilitating diseases. Millennium has developed Surgex for the sport nutritional market. The Company's efforts going forward will focus on sales of Surgex in powder, bar and ready to drink forms. The Company's balance sheet at June 30, 2014, showed $3.01 million in total assets, $12.68 million in total liabilities, $9.09 million in preferred stock and a stockholders' deficit of $18.76 million total stockholders' deficit. The Company stated in its quarterly report for the period ended June 30, 2014, that "The Company's future success is dependent upon its ability to achieve profitable operations and generate cash from operating activities, and upon additional financing. Management believes they can raise the appropriate funds needed to support their business plan and develop an operating company which is cash flow positive. "However, the Company has a working capital deficit, significant debt outstanding, incurred substantial net losses for the six months ended June 30, 2014 and 2013 and has accumulated a deficit of approximately $91 million at June 30, 2014. The Company has not been able to generate sufficient cash from operating activities to fund its ongoing operations. There is no guarantee that the Company will be able to generate enough revenue and/or raise capital to support its operations. These factors raise substantial doubt about the Company's ability to continue as a going concern." INT'L MANUFACTURING: Ch.11 Trustee Hires Davis Wright as Counsel ---------------------------------------------------------------- Beverly N. McFarland, the Chapter 11 Trustee of International Manufacturing Group, Inc., seeks authorization from the U.S. Bankruptcy Court for the Eastern District of California to employ Davis Wright Tremaine LLP as her special labor and employment law counsel, effective Aug. 10, 2014. The Chapter 11 Trustee anticipates needing labor and employment law advice, including the following legal services: (a) assisting the Trustee concerning employment law obligations and policies with respect to IMG; (b) assisting the Trustee with employment issues related to the sale of IMG's business; and (c) advising the Trustee regarding IMG's 401k plan. Davis Wright will be paid at these hourly rates: Jeffrey S. Bosley, Partner $495 Dipa Sudra, Associate $425 Colin D. Wells, Associate $360 Davis Wright will also be reimbursed for reasonable out-of-pocket expenses incurred. Jeffrey S. Bosley, partner of Davis Wright, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Davis Wright can be reached at: Jeffrey S. Bosley, Esq. DAVIS WRIGHT TREMAINE LLP Suite 800, 505 Montgomery Street San Francisco, CA 94111-6533 Tel: (415) 276-6594 Fax: (415) 276-6599 E-mail: jeffbosley@dwt.com About International Manufacturing Deepal Wannakuwatte, the mastermind of a $150 million Ponzi scheme, put himself and his company, International Manufacturing Group Inc., into Chapter 11 after he pleaded guilty to one count of wire fraud and agreed to a 20-year prison sentence. The bankruptcy filing was part of his plea bargain with federal prosecutors. Mr. Wannakuwatte is the former owner of the Sacramento Capitols tennis team. International Manufacturing Group, Inc., filed a bare-bones Chapter 11 bankruptcy petition (Bankr. E.D. Cal. Case No. 14-25820) in Sacramento, on May 30, 2014. The case is assigned to Judge Robert S. Bardwil. The Debtor has tapped Marc A. Caraska, in Sacramento, as counsel. In June 2014, Beverly N. McFarland was appointed as Chapter 11 trustee for the Debtor. She has tapped Felderstein Fitzgerald Willoughby & Pascuzzi LLP as her bankruptcy counsel; Diamond McCarthy LLP as her special litigation counsel; Gabrielson & Company as accountant; and Karen Rushing as bookkeeper outside the ordinary course of business. According to the docket, governmental entities have until Nov. 26, 2014, to file claims. The U.S. Trustee for Region 7 appointed a three-member unsecured creditors panel comprising of Byron Younger, Janine Jones, and Steve Whitesides. INTRAWEST RESORTS: Blue Mountain Deal No Impact on Moody's B2 CFR ----------------------------------------------------------------- Moody's Investors Service said that Intrawest Resorts Holdings, Inc.'s purchase of the remaining 50% equity interest in Blue Mountain Ski Resorts that is not already owned by the company is a credit positive, but it does not immediately impact the company's B2 Corporate Family Rating (CFR) or stable outlook. Intrawest Resorts Holdings, Inc., headquartered in Denver, Colorado, is one of North America's premier mountain resort and adventure companies and is publicly traded under the symbol "SNOW" on the NASDAQ stock exchange following its February 2014 IPO. Intrawest operates three reportable segments through its subsidiaries including Mountain (68% of FY14 reported segment revenues), Adventure (20%), and Real Estate (11%). The Mountain segment includes six ski resorts in the US and Canada including; Steamboat and Winter Park in Colorado, Stratton in Vermont, Snowshoe in West Virginia, Tremblant in Quebec, and Blue Mountain in Ontario. The company also owns a 15% interest in Mammoth Mountain in California, as well as Canadian Mountain Holidays (CMH), which is a heli-skiing operator and aviation business, as well as a comprehensive set of real estate businesses. Real estate includes the management, marketing and sales of vacation club properties through Intrawest Resort Club Group (IRCG), management of condo/hotel properties through Intrawest Hospitality Management (IHM), and sales and marketing of residential real estate through Playground. Following the IPO Intrawest remains beneficially owned by Fortress Investment Group, which maintains 60.1% of the voting and economic equity interests of the company. During the twelve month period ended June 30, 2014 the company generated $527 million in revenues. INTRAWEST RESORTS: S&P Affirms 'B' CCR on Incremental Debt Add-On ----------------------------------------------------------------- Standard & Poor's Ratings Services said that it affirmed its 'B' corporate credit rating on Denver-based mountain resort operator and real estate manager Intrawest Resorts Holdings Inc. The rating outlook is stable. At the same time, S&P affirmed the rating on subsidiary Intrawest Operations Group LLC's (Operations) $25 million revolver due 2018 at 'BB-', with a recovery rating of '1', indicating S&P's expectation for very high (90% to 100%) recovery for lenders in the event of a payment default. In addition, S&P affirmed the ratings on Operation's upsized $600 million first-lien term loan due 2020 and $55 million letter of credit facility due 2018 at 'B+', with a recovery rating of '2', indicating S&P's expectation for substantial (70% to 90%) recovery for lenders in the event of a payment default. Intrawest plans to use the proceeds from the $60 million incremental add-on to purchase the remaining 50% equity interest in Blue Mountain Ski Resort, to partially reimburse capital spending from the prior equity owners, for transaction fees, and to add a modest amount of cash on the balance sheet. "The 'B' corporate credit rating on Intrawest reflects our assessment of the company's business risk profile as 'weak' and its financial risk profile as 'highly leveraged,' according to our criteria," said Standard & Poor's credit analyst Stephen Pagano. The stable outlook reflects S&P's expectation for adjusted interest coverage to improve to around 3x, adjusted FFO to debt to improve to 12%, and for adjusted debt to EBITDA (excluding financial sponsor owned debt) to improve to the mid-5x area in fiscal 2016. S&P could consider lowering the ratings if operating performance deteriorates and drives EBITDA coverage of cash interest expense toward the mid-1x area, or the company faces an inability to internally fund maintenance capital expenditures. Alternatively, S&P could also lower the ratings if adjusted debt to EBITDA (excluding financial sponsor owned debt) were to increase to the mid-7x level and remain at that level over the foreseeable future. S&P could consider a higher rating if it believes the financial policy of the company's majority financial sponsor owner would result in adjusted debt to EBITDA remaining below 5x and EBITDA coverage of cash interest is sustained over 2x. IOWA GAMING: Chapter 11 Case Dismissed -------------------------------------- Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that a bankruptcy judge in Pennsylvania dismissed the Chapter 11 case of Penn National Gaming Inc.'s subsidiary Iowa Gaming Co. LLC after unsuccessfully obtaining a gaming license. As previously reported by The Troubled Company Reporter, the Debtor sought voluntary dismissal of its bankruptcy case, saying it has sufficient assets to satisfy all valid claims and that dismissal will lead to a more cost-effective measure in settling all the liabilities. About Iowa Gaming Iowa Gaming Company, LLC, and Belle of Sioux City, L.P., sought Chapter 11 protection (Bankr. E.D. Pa. Lead Case No. 14-13904) in Reading, Pennsylvania, on May 14, 2014 following a decision by the Iowa Racing and Gaming Commission to close down Belle's casino by July 2014. Belle of Sioux City has owned and operated the Argosy riverboat casino in Sioux City, Iowa since 1994. Iowa Gaming is Belle's general partner, and it is an indirect subsidiary of Penn National Gaming, Inc. Iowa Gaming and Penn manage Belle, and they operate out of Penn's corporate offices located in Wyomissing, Pennsylvania. The Debtors have tapped Stevens & Lee, P.C. as counsel; Quinn Emanuel Urquhart & Sullivan, LLP, as co-counsel; and Province, Inc. as financial advisor. In their schedules, Iowa Gaming disclosed $57,866,300 in total assets and $4,710,258 in total liabilities, while Belle disclosed $58,450,809 in total assets and $4,710,258 in total liabilities. According to Belle's financial records, Belle has an intercompany receivable of $47 million from Penn National. ISHARES FUNDS: Moody's Withdraw Ratings of 15 Funds --------------------------------------------------- Moody's Investors Service has withdrawn the bond fund ratings of 15 iShares funds managed by BlackRock, Inc. Moody's withdrew the ratings for its own business reasons. The bond fund ratings of the following iShares funds were withdrawn: iShares $ Corporate Bond UCITS ETF, withdrawn at Baa-bf iShares $ TIPS UCITS ETF, withdrawn at Aaa-bf iShares $ Treasury Bond 1-3yr UCITS ETF, withdrawn at Aaa-bf iShares $ Treasury Bond 7-10yr UCITS ETF, withdrawn at Aaa-bf iShares GBP Corporate Bond UCITS ETF, withdrawn at Baa-bf iShares GBP Index-Linked Gilts UCITS ETF, withdrawn at Aa-bf iShares Euro Corporate Bond Large Cap UCITS ETF, withdrawn at Baa-bf iShares Euro Government Bond 1-3yr UCITS ETF, withdrawn at Baa-bf iShares Euro Government Bond 15-30yr UCITS ETF, withdrawn at A-bf iShares Euro Government Bond 3-5yr UCITS ETF, withdrawn at A-bf iShares Euro Government Bond 7-10yr UCITS ETF, withdrawn at A-bf iShares Euro Inflation Linked Government Bond UCITS ETF, withdrawn at Aa-bf iShares Global Inflation Linked Government Bond UCITS ETF, withdrawn at Aa-bf iShares J.P. Morgan $ Emerging Markets Bond UCITS ETF, withdrawn at Ba-bf iShares UK Gilts UCITS ETF, withdrawn at Aa-bf The iShares ETFs are managed by BlackRock, Inc. (A1, stable), a global asset management company with assets under management of US$4.594 trillion as of June 30, 2014. IVANHOE RANCH: Hearing on Case Conversion Continued Wednesday ------------------------------------------------------------- The Bankruptcy Court has continued until Sept. 17, 2014, at 10:00 a.m. the hearing to consider the U.S. Trustee's motion to convert the Chapter 11 case of Ivanhoe Ranch Partners LLC to one under Chapter 7 of the Bankruptcy Code. Pursuant to a minute order for the Sept. 3 hearing, Essel Enterprises, Henry Gamboa and Rainbow Steel were to file document regarding settlement terms by Sept. 10. The U.S. Trustee was to file document regarding the Sept. 17 hearing by Sept. 12. Responses were due by noon on Sept. 16. As reported in the Troubled Company Reporter on Aug. 27, 2014, the case conversion request was filed by Tiffany L. Carroll, the acting U.S. trustee. She argued that conversion to Chapter 7 is in the best interests of the estate and creditors because of the Debtor's gross mismanagement and losses. The U.S. Trustee, in her 13-page motion filed on July 25, cited: -- Illegal Use of the Debtor's Property and Dangerous Conditions -- Mismanagement of the Debtor and the Use of the Property for Third Parties -- The Debtor's Failure to Comply with Reporting Requirements, Disclosure Obligations, and its Lack of Progress Towards Reorganization "Allowing an opportunity for a Chapter 7 trustee to conduct an investigation is in the best interest of the estate and creditors," Ms. Carroll said. Essel Enterprises, LLC, the Debtor's secured lender, supports the U.S. Trustee's motion to convert. The Debtor filed a 3-page opposition to the Conversion Motion. That filing also seeks, as an alternative, continuance of the motion to convert. The Debtor stated that the intention "To file Motion to Convert" was announced in court on July 11, 2014 together with the U.S. Trustees attorney's announcement that counsel for the debtor had not yet been approved by the court to serve as counsel, in spite of the fact that he has served as general counsel since September 23, 2014 and had fees approved without opposition. The Debtor noted that since July 11, 2014, its general counsel, Kenneth C. Hoyt, Esq., has been attempting to get approved as counsel Nunc Pro Tunc. The U.S. Trustee has not yet issued a position and a hearing for approval has yet to be set. The Debtor also said that the facts are that the general state of the physical property has remained the same since filing Chapter 11 in September 2013. In fact, the Debtor continued, whenever, a "problem" has been noted by the trustee's office and/or its personnel, the problem has been corrected or addressed at no charge to the Debtor's estate. Henry Gamboa, a creditor, and the sole manager and member of the Debtor, opposed the U.S. Trustee's Motion to Convert. "The Trustee's motion fails to establish good cause for an order converting this case from a Chapter 11 reorganization proceeding into Chapter 7 liquidation proceeding. Mr. Gamboa, as manager of the Ivanhoe Property, has already addressed many of the concerns raised in the Trustee's motion, regarding the management of the debtor's real property. Many of the Trustee's concerns regarding the management of the real property are overstated and not a significant cause for further concern. Because the motion fails to make an adequate showing of "cause" within the meaning of 11 U.S.C. [Sec.] 1102(b) to convert this case to Chapter 7, the action should continue under Chapter 11," Mr. Gamboa's Memorandum states. Additionally, the Sept. 3 minute order provided that: 1. the Court approved, on a limited basis, the amended application to employ Kenneth C. Hoyt as general counsel for the Debtor. The order will be without prejudice to the U.S. Trustee's right to raise issues again in connection with the final fee application. 2. status conference on the Debtor's Chapter 11 petition is continued until Sept. 17. About Ivanhoe Ranch Partners LLC Based in El Cajon, California, Ivanhoe Ranch Partners LLC aka Ivanhoe Development Corp. filed for Chapter 11 bankruptcy case (Bankr. S.D. Cal. Case No. 13-09397) on Sept. 23, 2013. Judge Laura S. Taylor presides over the Debtor's bankruptcy case. Kenneth C. Hoyt, Esq., at Hoyt Law Firm, represents the Debtor as counsel. The Debtor estimated assets between $10 million and $50 million and debts between $1 million and $10 million. On April 1, 2014, the Court entered an order granting relief from the automatic stay in favor of Essel Enterprises, LLC, the secured lender, with respect to the Debtor's key asset, which consists of a series of non-contiguous parcels of real property in rural east county, San Diego. IXIA: Nasdaq Extends Listing Compliance Deadline to November 13 --------------------------------------------------------------- Ixia on Sept. 10 disclosed that a NASDAQ Hearings Panel has determined to extend the date by which the company must become current in filing its required periodic financial reports with the Securities and Exchange Commission from September 12, 2014 to November 13, 2014. As a result, The NASDAQ Stock Market will continue the listing of Ixia's common stock subject to the condition that, on or before November 13th, Ixia become current in its filings and also demonstrate that it is in compliance with all other requirements for continued listing on Nasdaq. If the company is unable to satisfy these conditions, the company's common stock will be delisted. Ixia is currently delinquent in filing with the SEC its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2014 and June 30, 2014. The company requested the extension after determining that it likely would not be in a position to file the Quarterly Reports by September 12th, the date previously established by the Panel as the date by which the company must become compliant with Nasdaq's listing requirements. The Panel does not have discretion to grant the company any further extensions beyond November 13th. "We are pleased that the Panel has granted us this extension," commented Brent Novak, Ixia's acting chief financial officer. "We are continuing to devote substantial resources to complete and file the Quarterly Reports and expect to become current before the November 13th date set by the Panel." About Ixia Ixia (Nasdaq: XXIA) -- http://www.ixiacom.com-- develops amazing products so its customers can connect the world. Ixia helps its customers provide an always-on user experience through fast, secure delivery of dynamic, connected technologies, and services. Through actionable insights that accelerate and secure application and service delivery, Ixia's customers benefit from faster time to market, optimized application performance and higher-quality deployments. IZEA INC: CEO Buys 8,000 Common Shares -------------------------------------- Edward H. Murphy, president and chief executive officer of Izea, Inc., purchased 8,000 shares of the Company's common stock in the open market for a total purchase price of $2,592 ($0.324 per share) for investment purposes. About IZEA, Inc. IZEA, Inc., headquartered in Orlando, Fla., considers itself the world leader in social media sponsorships ("SMS"), a rapidly growing segment within social media where a company compensates a social media publisher to share sponsored content within their social network. The Company accomplishes this by operating multiple marketplaces that include its platforms SocialSpark, SponsoredTweets and WeReward, as well as its legacy platforms PayPerPost and InPostLinks. IZEA reported a net loss of $3.32 million on $6.62 million of revenue for the 12 months ended Dec. 31, 2013, as compared with a net loss of $4.67 million on $4.95 million of revenue during 2012, and a net loss of $3.98 million in 2011. As of June 30, 2014, the Company had $12.18 million in total assets, $13.27 million in total liabilities and a $1.09 million total stockholders' deficit. LAKSHMI HOSPITALITY: Section 341(a) Meeting Set for Oct. 7 ---------------------------------------------------------- A meeting of creditors in the bankruptcy case of Lakshmi Hospitality Group, LLC, will be held on Oct. 7, 2014, at 9:00 a.m. at 402 W. Broadway, Emerald Plaza Building, Suite 660 (B), Hearing Room B, in San Diego, Calif. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. Lakshmi Hospitality Group, LLC, owner of a hotel in Fenton, Missouri, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Cal. Case No. 14-07199) in San Diego, California, on Sept. 5, 2014. Plyush Mehta signed the petition as authorized signatory. The Debtor disclosed total assets of $12.7 million and total liabilities of $8.1 million. The case is assigned to Judge Margaret M. Mann. The Debtor has tapped J. Bennett Friedman, Esq., at Friedman Law Group, P.C., in Los Angeles, as counsel. LOUDOUN HEIGHTS: Court Won't Review Ruling Against Case Dismissal ----------------------------------------------------------------- Judge Brian F. Kenney of the U.S. Bankruptcy Court for the Eastern District of Virginia denied Little Piney Run, LLC's motion asking the Court to reconsider its decision denying LPR's motion to dismiss the bankruptcy case and approving a settlement between Loudoun Heights, LLC and M&T Bank. LPR raises two arguments in its Motion: (i) LPR argues that the corporate existence of Loudoun Mitigation Bank has expired pursuant to the terms of its Operating Agreement, and therefore, LMB is legally incapable of carrying out the sale of stream bank credits, as contemplated by the settlement, and (ii) LPR next argues that, under the terms of the First Amendment to LMB's Operating Agreement, Ms. Bane's capital contribution consists in part of the stream credits from the LPR properties, and that contribution "is made on the understanding that the sale must be approved by the members of Little Piney Run, LLC." LPR does not consent to the sale of the stream credits, and therefore, it asserts a condition precedent to the sale of the stream credits cannot be fulfilled. Tamara Klinefelter Bane owns a 52.7% interest in LMB. Ms. Bane is the wife of Joe Bane, the Debtor's sole manager. The Court finds that LPR has waived both arguments by not having raised them before. The Court further finds that there is no clear error of law, and no manifest injustice, as a result of the approval of the settlement motion. About Loudoun Heights Loudoun Heights, LLC, filed a Chapter 11 petition (Bankr. E.D. Va. Case No. 13-15588) on Dec. 16, 2013. The Debtor disclosed total assets of $13.10 million and total debts of $4.84 million. The petition was signed by Joe Bane as sole manager. Frank Bredimus, Esq., at Law Office of Frank Bredimus, serves as the Debtor's counsel. Judge Brian F. Kenney presides over the case. As reported in the Troubled Company Reporter on April 22, 2014, the Debtor in early April filed an amended disclosure statement explaining its proposed plan of reorganization. According to the disclosure statement, all classes of creditors will be paid in full. The proceeds from the sale of the Debtor's assets will be sufficient to pay the Claims of all secured, priority unsecured and general unsecured creditors, and court-approved professionals. The Debtor expects $4.37 million to $9.92 million in revenue from the sale of all assets. LOUDOUN HEIGHTS: Plan Confirmation Hearing Scheduled for Oct. 23 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Virginia will commence a hearing on October 23, 2014, at 9:30 a.m., to consider confirmation of Loudoun Heights LLC's fourth amended Chapter 11 Plan. The Plan contemplates the liquidation of all of the Debtor's assets, including tangible assets, general intangible assets, and real property. In accordance with the Plan, the Debtor intends to use the proceeds from the sales to pay toward the Allowed Claims of all Classes of Secured and Unsecured Creditors. The Debtor's Plan provides that M&T Bank has been granted immediate relief from stay, and that this creditor will foreclose on the secured 166-Acre Property no earlier than Oct. 22, 2014. Additionally, this Claim will receive 80% of the Debtor's share of proceeds generated by the sale of stream mitigation credits relating to the 166-Acre Property. A copy of the Plan is available for free at: http://bankrupt.com/misc/LOUDOUNHEIGHTS_208_4plan.pdf About Loudoun Heights Loudoun Heights, LLC, filed a Chapter 11 petition (Bankr. E.D. Va. Case No. 13-15588) on Dec. 16, 2013. The Debtor disclosed total assets of $13.10 million and total debts of $4.84 million. The petition was signed by Joe Bane as sole manager. Frank Bredimus, Esq., at Law Office of Frank Bredimus, serves as the Debtor's counsel. Judge Brian F. Kenney presides over the case. As reported in the Troubled Company Reporter on April 22, 2014, the Debtor in early April filed an amended disclosure statement explaining its proposed plan of reorganization. According to the disclosure statement, all classes of creditors will be paid in full. The proceeds from the sale of the Debtor's assets will be sufficient to pay the Claims of all secured, priority unsecured and general unsecured creditors, and court-approved professionals. The Debtor expects $4.37 million to $9.92 million in revenue from the sale of all assets. LOUDOUN HEIGHTS: Says It Won't Fund Exit Plan Illegally ------------------------------------------------------- Loudoun Heights, LLC, responds to Little Piney Run Estates, LLC's objection to the Debtor's Fourth Amended Plan of Reorganization dated July 31, 2014. LPR is the 93% owner of the Debtor. Contrary to LPR's allegations, the Debtor does not propose to fund the Plan through a means forbidden by law, Frank Bredimus, Esq., at The Law Office of Frank Bredimus, PLC, in Hamilton, Virginia -- fbredimus@aol.com -- tells the U.S. Bankruptcy Court for the Eastern District of Virginia. He contends that if the Court approves the Debtor to sign a contract for the sale of Stream Credits through the Loudoun Mitigation Bank, the Debtor could possibly receive funds from LMB for LMB's creation and sale of those Stream Credits and these funds would not be generated through a means forbidden by law. If the Court does not approve the Debtor's contract to sell the Stream Credits or if LMB is unable to create and sell Stream Credits then the Debtor will receive no funds from the sale of the Stream credits and the Debtor will still have free and clear assets with which to fund its Plan, Mr. Bredimus asserts. To resolve LPR's issue over the Debtor's failure to identify Joe Bane as an insider that would be employed as the Manager of the Debtor after Plan confirmation, the Debtor says it will file through BOPS an order, amending the Plan to show that Mr. Bane will continue as the Sole Manager of the Debtor and that to date, he has not been compensated in any way for his work for the Debtor. LPR is mistaken that all classes of creditors must accept the plan in order for the Debtor to receive confirmation of its Plan, Mr. Bredimus further contends. He argues that the Plan is confirmable using the cramdown powers contained in Section 1129(b) of the Bankruptcy Code. About Loudoun Heights Loudoun Heights, LLC, filed a Chapter 11 petition (Bankr. E.D. Va. Case No. 13-15588) on Dec. 16, 2013. The Debtor disclosed total assets of $13.10 million and total debts of $4.84 million. The petition was signed by Joe Bane as sole manager. Frank Bredimus, Esq., at Law Office of Frank Bredimus, serves as the Debtor's counsel. Judge Brian F. Kenney presides over the case. As reported in the Troubled Company Reporter on April 22, 2014, the Debtor in early April filed an amended disclosure statement explaining its proposed plan of reorganization. According to the disclosure statement, all classes of creditors will be paid in full. The proceeds from the sale of the Debtor's assets will be sufficient to pay the Claims of all secured, priority unsecured and general unsecured creditors, and court-approved professionals. The Debtor expects $4.37 million to $9.92 million in revenue from the sale of all assets. LOVE CULTURE: Salus Financing Wins Final Court Approval ------------------------------------------------------- Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that Love Culture Inc., a clothing chain for young women and girls, got final approval of a financing package from pre-bankruptcy secured lender Salus Capital Partners LLC that was initially opposed by the official committee of unsecured creditors. According to the report, U.S. Bankruptcy Judge Novalyn L. Winfield signed an order Sept. 4 giving Love Culture access to as much as $12 million on a revolving loan from Salus and allowing the debtor to use cash representing the secured lender's collateral on a final basis. About Love Culture Love Culture Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. N.J. Case No. 14-24508) on July 16, 2014. J.E. Rick Bunka signed the petition as chief restructuring officer. The Debtor estimated assets of $10 million to $50 million and liabilities of at least $10 million. Judge Novalyn L. Winfield presides over the case. Lowenstein Sander LLP acts as the Debtor's counsel. PricewaterhouseCoopers LLP serves as the Debtor's financial advisor. Epiq Systems is the Debtor's claims and noticing agent. Consensus Advisory Service LLC and Consensus Securities LLC is the Debtor's investment banker. On July 23, 2014, the U.S. Trustee for Region 3 appointed GGP Limited Partnership, Simon Property Group Inc. and Washington Prime Group Inc., The Macerich Co., Lux Design & Construction Limited, and Touch Me Fashion Inc. to serve as members of the official committee of unsecured creditors. New York-based law firm Cooley, LLP serves as the committee's counsel. FTI Consulting, Inc., serves as the Committee's financial advisors. MEE APPAREL: Court Confirms Liquidation Plan -------------------------------------------- The U.S. Bankruptcy Court has entered an order (i) approving the Disclosure Statement as containing adequate information for Mee Apparel LLC's and Mee Direct LLC's Plan of Orderly Liquidation; and (ii) confirming the Plan. To address the objection of Artech Print S.A.S. and C.I. Techniprint S.A.S and the informal objections received from the Office of the U.S. Trustee, the Texas Comptroller of Public Accounts and the Michigan Department of Treasury, the Court said the Plan is modified as, among other things: (a) The following sentence will be added to Article 2.1 of the Plan: "Notwithstanding the foregoing, pursuant to 11 U.S.C. Sec. 501(b)(1)(D), Governmental Units are not required to file requests for payment of Administrative Expense Claims." (b) The following sentence will be added to Article 2.3 of the Plan: "In the event the Michigan Department of Treasury's Priority Tax Claim is not satisfied on the Effective Date, such Priority Tax Claim will accrue interest at the Michigan Treasury's current interest rate." (c) The following sentence will also be added to Article 2.3 of the Plan: "Upon the Debtors' failure to make any payment due to the Michigan Department of Treasury that is not cured within 30 days of the mailing of a written notice of default, Michigan Department of Treasury will be permitted to seek appropriate relief from the Bankruptcy Court for authority to exercise its rights and remedies as against the Debtors." Michigan Treasury's Objection Assistant Attorney General Margaret A. Bartindale, Esq., representing Michigan Treasury, related that Michigan Treasury filed two claims against MEE Direct LLC. The claims are (1) a priority tax claim in the amount of $54,609.08; and (2) a general unsecured claim in the amount of $6,007. Michigan Treasury objected to the extent that the Plan attempts to disallow Michigan Treasury's general unsecured claim for the penalties related to the debt on its priority tax claim. Further, Michigan Treasury complains that the Debtors' Plan fails to provide for the payment of interest on all priority tax claims that are not paid in full on the effective date. Michigan Treasury also objected to the Debtors' Plan to the extent that it attempts to extinguish Michigan Treasury's setoff rights. Michigan Treasury's setoff rights survive confirmation of a plan. In addition, Michigan Treasury objected to the extent that the Debtors' Plan attempts to discharge liabilities of corporate officers and/or other non-debtors, which violates Section 524(e) of the Bankruptcy Code. Such language precludes confirmation of the Plan because a court cannot discharge the liabilities of a non-debtor. Michigan Treasury objected to the Debtors' Plan to the extent that it attempts to waive Treasury's statutory rights to enforce their claims against corporate officers. According to Michigan Treasury, it is inappropriate and in contravention of Michigan law for the Debtors to attempt to release, waive, or restrict the Michigan Treasury's rights against those third-parties. Michigan Treasury related that its priority and general unsecured tax claims are based, in large part, upon estimated tax liabilities. In order to assess actual debt, Michigan Treasury requests that that Debtor file annual returns for sales, use, and withholding taxes (with supporting schedules and monthly worksheets) for December 2009 through March 2014. Artech and CIT's Objection Artech and CIT filed Claim Nos. 181, 182, 183 and 184. Each of the claims were filed "with a full reservation of [its] rights and remedies" in an action pending in the Supreme Court of the State of New York. Representing Artech and CIT, Harlan M. Lazarus, Esq., of Lazarus & Lazarus P.C., told the Court that "Article 8.1 Term of Bankruptcy Injunction or Stays" of the Debtors' Plan is overbroad as written. Article 8.1 of the Plan impermissibly seeks a third party release in connection with the State Court Defendants or others as to Artech and CIT and others. The Debtors have made no showing as to the appropriateness of the third party release and, accordingly, the Plan, as written, should not be approved. About MEE Apparel Founded in 1993 by Marc Ecko, Gerszberg and Marci Tapper, MEE Apparel LLC and MEE Direct LLC are providers of youth apparel and streetwear under the "Ecko Unltd." and "Unltd." brands. Evolving from just six t-shirts and a can of spray paint, MEE has become a full scale global fashion and lifestyle company. In 2013, MEE Apparel generated gross sales of approximately $50 million. MEE Apparel LLC and MEE Direct LLC filed Chapter 11 bankruptcy petitions (Bankr. D.N.J. Case Nos. 14-16484 and 14-16486) on April 2, 2014. As of the Petition Date, the Debtors had assets of approximately $30 million and liabilities of $62 million, including $25 million of debt outstanding to unsecured creditors. Judge Christine M. Gravelle presides over the Chapter 11 cases. The petitions were signed by Jeffrey L. Gregg as chief restructuring officer. Cole, Schotz, Meisel, Forman & Leonard, P.A., serves as the Debtor's counsel. Prime Clerk LLC is the Debtor's claims and noticing agent. Innovation Capital, LLC, acts as the Debtor's investment banker. Suchman LLC closed the purchase of substantially all of MEE's assets pursuant to the asset purchase agreement dated May 30, 2014. The sale was valued at $12 million. The U.S. Trustee for Region 3 has appointed five members to the Official Committee of Unsecured Creditors. Counsel for Committee is David M. Posner, Esq., Otterbourg, P.C., in New York. The Committee also retains Capstone Advisory Group LLC as financial advisor. MF GLOBAL: Former Officers Spent $48-Mil. in Defense Costs ---------------------------------------------------------- Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that former officers and directors of MF Global Holdings Ltd. have already spent more than $48 million defending themselves in lawsuits. According to the report, U.S. Bankruptcy Judge Martin Glenn, who called the amount "staggering," nevertheless gave the former executives almost unlimited access to the remainder of $225 million in directors' and officers' liability insurance. The Bloomberg report related that Judge Glenn said the insurance policy lost status as "estate property" given the advanced stage of the bankruptcies, and since the insurance isn't estate property, he can no longer regulate how it's used. About MF Global New York-based MF Global -- http://www.mfglobal.com/-- was one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm also was one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058), after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. On Nov. 7, 2011, the United States Trustee appointed the statutory creditors' committee in the Debtors' cases. At the behest of the Statutory Creditor's Committee, the Court directed the U.S. Trustee to appoint a chapter 11 trustee. On Nov. 28, 2011, the Bankruptcy Court entered an order approving the appointment of Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC, as Chapter 11 trustee. On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services LLC and MF Global FX Clear LLC filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and 11-15810). On Dec. 27, the Court entered an order installing Mr. Freeh as Chapter 11 Trustee of the New Debtors. On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr. Freeh also was installed as its Chapter 11 Trustee. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan LLP, as investigative counsel; (ii) FTI Consulting Inc., as restructuring advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel; and (iv) Pepper Hamilton as special counsel. The Official Committee of Unsecured Creditors has retained Capstone Advisory Group LLC as financial advisor, while lawyers at Proskauer Rose LLP serve as counsel. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. In April 2013, the Bankruptcy Court approved MF Global Holdings' plan to liquidate its assets. Bloomberg News reported that the court-approved disclosure statement initially told creditors with $1.134 billion in unsecured claims against the parent holding company why they could expect a recovery of 13.4% to 39.1% from the plan. As a consequence of a settlement with JPMorgan, supplemental materials informed unsecured creditors their recovery was reduced to the range of 11.4% to 34.4%. Bank lenders will have the same recovery on their $1.174 billion claim against the holding company. As a consequence of the settlement, the predicted recovery became 18% to 41.5% for holders of $1.19 billion in unsecured claims against the finance subsidiary, one of the companies under the umbrella of the holding company trustee. Previously, the predicted recovery was 14.7% to 34% on bank lenders' claims against the finance subsidiary. MISSION NEW ENERGY: Appoints Non-Executive Director --------------------------------------------------- Mission NewEnergy Limited appointed Mr. Mohd Azlan bin Mohammed as a non-independent non-executive director of the Company effective Sept. 15, 2014. Mr. Mohd Azlan was nominated by Karisma Integrasi Sdn Bhd, a Malaysian incorporated company in which he holds a major equity interest and serves as a director. Karisma Integrasi Sdn Bhd owns a 19.33% equity interest in Mission NewEnergy Limited. Mr. Mohd Azlan, aged 53, is a Malaysian and is currently the managing director of Wasco Oilfield Services Sdn Bhd, which is principally involved in the provision of oil and gas services internationally. He is responsible for overseeing the business operations of Wasco, a subsidiary of Bursa Malaysia listed Wah Seong Corporation Berhad and also sits on the board of its various subsidiaries. He is also the Chairman of Indra Technology Solutions Malaysia Sdn Bhd, a subsidiary of Indra Sistemas, S.A. of Spain. The company designs, develops, produces, integrates, and maintains systems, solutions, and services based on advanced information technologies. In August 2014, Mr. Mohd Azlan was appointed as an Independent Non-Executive Director of Multi-Purpose Insurans Bhd, a leading Malaysian insurance company. Mr. Mohd Azlan holds a Bachelor of Arts Degree (Honours) majoring in Accounting and Business. In welcoming Mr Mohd Azlan to the board, Datuk Zain Yusuf, Chairman of Mission NewEnergy said, "I am delighted to welcome Azlan to the Mission Board. Azlan brings with him a wealth of industry knowledge, relationships and experience and will add significant value to Mission especially at a time when the Company has almost completed its restructure and is ready to embark on a new business strategy." Mr. Mohd Azlan commented, "I am looking forward to joining the Board and making a positive contribution to Mission's future success at an exciting time for the company." About Mission NewEnergy Based in Subiaco, Western Australia, Mission NewEnergy Limited is a producer of biodiesel that integrates sustainable biodiesel feedstock cultivation, biodiesel production and wholesale biodiesel distribution focused on the government mandated markets of the United States and Europe. The Company is not operating its biodiesel refining segment. The refineries are being held in care and maintenance either awaiting a return to positive operating conditions or the sale of assets. The Company has materially diminished its Jatropha contract farming operation and the company is now focused on divesting the remaining Indian assets. The Company intends to cease all Indian operations. BDO Audit (WA) Pty Ltd, in Perth, Western Australia, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2013. The independent auditors noted that the Company incurred operating cash outflows of $3.7 million during the year ended 30 June 2013 and, as of that date the consolidated entity's total liability exceeded its total assets by $12.5 million. These conditions, along with other matters, raise substantial doubt the Company's ability to continue as a going concern. MOLYCORP INC: Obtains $260 Million Credit Pact With Oaktree ----------------------------------------------------------- Molycorp, Inc., unveiled a series of financing arrangements with OCM MLYCo CTB Ltd., an exempted company formed under the laws of the Cayman Islands, an affiliate of Oaktree Capital Management, L.P., as administrative agent and first priority collateral agent. Molycorp on Sept. 11, 2014, entered into a credit agreement with OCM. The Credit Agreement provides for, among other things, a term loan facility in an amount of $185 million, consisting of: $50.167 million term loan advanced at the initial funding and $134.833 million of delayed draw term loans to be advanced, subject to the satisfaction of certain conditions, including: (i) consolidated adjusted EBITDA of not less than $20 million for each of two consecutive fiscal quarters; and (ii) evidence that production at the mineral and chemical manufacturing facility owned by Molycorp Minerals, LLC, and located in Mountain Pass, California is equal to or greater than 4,000 metric tons for each of two consecutive fiscal quarters, in each case prior to, but including, the fiscal quarter ending on March 31, 2016. Draws on the delayed draw term loans must be in minimum amounts of $50 million and may be drawn at any time after meeting the applicable conditions until April 30, 2016. The daily average unused amount of the delayed draw term loan commitment is subject to an unused commitment enhancement payment of 1.00% per annum. The proceeds of the loans advanced under the Parent Credit Agreement will be used to fund capital expenditures, pay interest expense, and for general corporate purposes. The interest rates per annum applicable to the loans under the Credit Agreements are: (i) from the closing date through June 14, 2016, 7.00% per annum payable in cash and 5.00% per annum payable in kind; and (ii) from June 15, 2016, and thereafter, 12.00% per annum payable in cash, unless the 3.25% Convertible Senior Notes of the Company Due 2016 have been repaid in full with the proceeds of the sale of common equity of the Company or by the exchange of such Notes for common equity of the Company, or any combination thereof, in which case, interest shall accrue as provided in clause (i). The Credit Agreements mature on Sept. 11, 2019, with springing maturity dates at (i) April 30, 2016, if the Company has not repaid, escrowed or extended an amount of cash sufficient to repay when due and payable the 2016 Notes, down to $40 million in the aggregate and (ii) March 31, 2017, if the Company has not repaid or escrowed an amount of cash sufficient to repay when due and payable (a) the 6.00% Convertible Senior Notes of the Company Due 2017, down to $80.0 million in the aggregate and (b) the 5.50% Convertible Senior Notes of the Company Due 2018, down to $40 million in the aggregate. In connection with the completion of the Financings, the Company issued warrants to Oakree to purchase up to an aggregate of 24,477,395 shares of the Company's common stock. Warrants to purchase up to an aggregate of 18,358,019 shares of Common Stock have an exercise price of $.01 per share, and Warrants to purchase up to an aggregate of 6,119,340 shares of Common Stock have an exercise price of $2.04 per share. About Molycorp Molycorp -- http://www.molycorp.com-- produces a wide variety of specialized products from 13 different rare earths (lights, mids and heavies), the transition metal yttrium, and five rare metals (gallium, indium, rhenium, tantalum and niobium). With 26 locations across 11 countries, Molycorp also produces rare earth magnetic materials through its Molycorp Magnequench subsidiary, including neodymium-iron-boron ("NdFeB") magnet powders, used to manufacture bonded NdFeB permanent rare earth magnets. Through its joint venture with Daido Steel and the Mitsubishi Corporation, Molycorp manufactures next-generation, sintered NdFeB permanent rare earth magnets. The Company also markets and sells a line of rare earth-based water treatment products. The Company's balance sheet at June 30, 2014, showed $2.83 billion in total assets, $1.61 billion in total liabilities and $1.21 billion in total stockholders' equity. * * * As reported by the TCR on June 23, 2014, Moody's Investors Service downgraded the corporate family rating (CFR) of Molycorp, Inc. to Caa2 from Caa1. The downgrade reflects continued weakness in rare earths pricing environment, ongoing negative free cash flows, weak liquidity and high leverage. In July, 2014, Standard & Poor's Rating Services lowered its corporate credit rating on Greenwood Village, Colo.-based Molycorp Inc. to 'CCC' from 'CCC+. The downgrade reflects S&P's view of the company's deteriorating liquidity position. MOLYCORP INC: Magnequench Unit Gets $75MM Term Loan From Oaktree ---------------------------------------------------------------- Magnequench, Inc., an indirect subsidiary of Molycorp, Inc., on Sept. 11, 2014, entered into a credit agreement with the lenders party thereto and OCM MLYCo CTB Ltd., an exempted company formed under the laws of the Cayman Islands, an affiliate of Oaktree Capital Management, L.P., as administrative agent and first priority collateral agent. The Magnequench Credit Agreement provides for, among other things, a term loan facility in an amount of $75 million, consisting of: $60 million term loan advanced at the initial funding and $15 million of delayed draw term loans to be advanced, subject to the satisfaction of certain conditions, in minimum amounts of $5 million after the closing date and until April 30, 2016. The daily average unused amount of the delayed draw term loan commitment is subject to an unused commitment enhancement payment of 1.00% per annum. The proceeds of the loans advanced under the Magnequench Credit Agreement shall be used to satisfy certain intercompany obligations and to make certain intercompany loans. The interest rates per annum applicable to the loans under the Credit Agreements are: (i) from the closing date through June 14, 2016, 7.00% per annum payable in cash and 5.00% per annum payable in kind; and (ii) from June 15, 2016, and thereafter, 12.00% per annum payable in cash, unless the 3.25% Convertible Senior Notes of the Company Due 2016 have been repaid in full with the proceeds of the sale of common equity of the Company or by the exchange of such Notes for common equity of the Company, or any combination thereof, in which case, interest shall accrue as provided in clause (i). The Credit Agreements mature on Sept. 11, 2019, with springing maturity dates at (i) April 30, 2016, if the Company has not repaid, escrowed or extended an amount of cash sufficient to repay when due and payable the 2016 Notes, down to $40 million in the aggregate and (ii) March 31, 2017, if the Company has not repaid or escrowed an amount of cash sufficient to repay when due and payable (a) the 6.00% Convertible Senior Notes of the Company Due 2017, down to $80.0 million in the aggregate and (b) the 5.50% Convertible Senior Notes of the Company Due 2018, down to $40 million in the aggregate. About Molycorp Molycorp -- http://www.molycorp.com-- produces a wide variety of specialized products from 13 different rare earths (lights, mids and heavies), the transition metal yttrium, and five rare metals (gallium, indium, rhenium, tantalum and niobium). With 26 locations across 11 countries, Molycorp also produces rare earth magnetic materials through its Molycorp Magnequench subsidiary, including neodymium-iron-boron ("NdFeB") magnet powders, used to manufacture bonded NdFeB permanent rare earth magnets. Through its joint venture with Daido Steel and the Mitsubishi Corporation, Molycorp manufactures next-generation, sintered NdFeB permanent rare earth magnets. The Company also markets and sells a line of rare earth-based water treatment products. The Company's balance sheet at June 30, 2014, showed $2.83 billion in total assets, $1.61 billion in total liabilities and $1.21 billion in total stockholders' equity. * * * As reported by the TCR on June 23, 2014, Moody's Investors Service downgraded the corporate family rating (CFR) of Molycorp, Inc. to Caa2 from Caa1. The downgrade reflects continued weakness in rare earths pricing environment, ongoing negative free cash flows, weak liquidity and high leverage. In July, 2014, Standard & Poor's Rating Services lowered its corporate credit rating on Greenwood Village, Colo.-based Molycorp Inc. to 'CCC' from 'CCC+. The downgrade reflects S&P's view of the company's deteriorating liquidity position. MOLYCORP INC: Minerals Inks Sale-Leaseback Deal With Oaktree Unit ----------------------------------------------------------------- Molycorp, Inc., disclosed that in connection with the Credit Agreements with the lenders led by OCM MLYCo CTB Ltd. -- an exempted company formed under the laws of the Cayman Islands, an affiliate of Oaktree Capital Management, L.P., as administrative agent and first priority collateral agent -- Molycorp Minerals, the Company's subsidiary, entered into a sale and leaseback transaction with OCM as lessor. As part of the Sale Leaseback Transaction, Molycorp Minerals entered into a purchase and sale agreement with OCM, dated Sept. 11, 2014, pursuant to which Molycorp Minerals sold certain equipment it owned located at the Mountain Pass Facility and, in exchange, received proceeds of $139.833 million. The proceeds of the purchase price received by Molycorp Minerals will be, to the extent they have not already been, used for the development and improvement of the Equipment and other assets of the Company and its subsidiaries at the Mountain Pass Facility, provided that, to the extent permitted under the indenture governing the Senior Notes, such proceeds may also be used for interest expense and other general corporate purposes. Concurrently with entering into the Purchase and Sale Agreement, Molycorp Minerals and OCM, as Lessor, entered into an equipment lease agreement, whereby Molycorp Minerals leased back all of the Equipment. The Equipment Lease Agreement is structured as a triple net, full payment, financing lease with a five-year term and a $1 purchase option at the end of the lease term. There is no early termination option contained in the Equipment Lease Agreement except that under certain circumstances constituting an event of loss, Molycorp Minerals will be allowed to terminate the Equipment Lease Agreement by paying all outstanding amounts due and payable under the lease plus the appropriate stipulated value noted therein. Rent will be due and payable quarterly in arrears during the lease term. The Equipment Lease Agreement calls for the payment of approximately $10.115 million in the first year, $10.667 million in the second year, $11.188 million in the third year, $11.766 million in the fourth year and $12.374 million in the fifth year with an additional payment of approximately $179.911 million on the fifth anniversary of the lease commencement date; provided, that unless the 2016 Notes Equity Refinancing has occurred by June 15, 2016, rent will be adjusted to require higher annualized rent payments from years two through five with a reduced additional payment on the fifth anniversary of the lease commencement date. About Molycorp Molycorp -- http://www.molycorp.com-- produces a wide variety of specialized products from 13 different rare earths (lights, mids and heavies), the transition metal yttrium, and five rare metals (gallium, indium, rhenium, tantalum and niobium). With 26 locations across 11 countries, Molycorp also produces rare earth magnetic materials through its Molycorp Magnequench subsidiary, including neodymium-iron-boron ("NdFeB") magnet powders, used to manufacture bonded NdFeB permanent rare earth magnets. Through its joint venture with Daido Steel and the Mitsubishi Corporation, Molycorp manufactures next-generation, sintered NdFeB permanent rare earth magnets. The Company also markets and sells a line of rare earth-based water treatment products. The Company's balance sheet at June 30, 2014, showed $2.83 billion in total assets, $1.61 billion in total liabilities and $1.21 billion in total stockholders' equity. * * * As reported by the TCR on June 23, 2014, Moody's Investors Service downgraded the corporate family rating (CFR) of Molycorp, Inc. to Caa2 from Caa1. The downgrade reflects continued weakness in rare earths pricing environment, ongoing negative free cash flows, weak liquidity and high leverage. In July, 2014, Standard & Poor's Rating Services lowered its corporate credit rating on Greenwood Village, Colo.-based Molycorp Inc. to 'CCC' from 'CCC+. The downgrade reflects S&P's view of the company's deteriorating liquidity position. MOMENTIVE PERFORMANCE: BOKF Wants Payment of Fees and Expenses -------------------------------------------------------------- BOKF, NA, in its capacity as first lien trustee, asks the Bankruptcy Court to compel MPM Silicones, LLC, et al., to comply with the Court's final order authorizing the Debtors to obtain postpetition financing; use cash collateral; and grant adequate protection to prepetition secured lenders. Specifically, the First Lien Trustee requests that the Court (i) compel the Debtors to comply through payment of all reasonable fees and expenses of legal counsel to the First Lien Trustee that are payable under the First Lien Documents. BOKF, NA, as successor indenture trustee, under the indenture dated as of Oct. 25, 2012, as supplemented by the supplemental indenture, dated as of Nov. 12, 2012, for the 8.875% First- Priority Senior Secured Notes due 2020 issued by Debtor Momentive Performance Materials Inc. and guaranteed by certain of the debtors, said that the final DIP order provides -- as adequate protection in favor of the First Lien Trustee and the holders of the First Lien Notes, among other things -- the payment of all reasonable fees and expenses of legal counsel to the First Lien Trustee that are payable under the First Lien Documents. The First Lien Trustee noted that the Debtors have made payments in respect of professional fees for other non-estate retained professionals, including the respective legal and financial advisors to Apollo and the Ad Hoc Committee of Second Lien Noteholders. BOKF is represented by: Michael J. Sage, Esq. Brian E. Greer, Esq. Mauricio A. Espana, Esq. DECHERT LLP 1095 Avenue of the Americas New York, NY 10036-6797 Tel: (212) 698-3500 Fax: (212) 698-3599 - and - Jeffrey M. Reisner, Esq. Alan J. Friedman, Esq. Michael H. Strub, Jr., Esq. IRELL & MANELLA LLP 840 Newport Center Drive, Suite 400 Newport Beach, CA 92660 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. MORGANS HOTEL: Director Derex Walker Quits ------------------------------------------ Derex Walker provided notice to Morgans Hotel Group Co. of his resignation from the Board of Directors of the Company, effective Sept. 11, 2014, according to a Form 8-K report filed with the U.S. Securities and Exchange Commission. About Morgans Hotel Group Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) -- http://www.morganshotelgroup.com/-- is widely credited as the creator of the first "boutique" hotel and a continuing leader of the hotel industry's boutique sector. Morgans Hotel Group operates and owns, or has an ownership interest in, Morgans, Royalton and Hudson in New York, Delano and Shore Club in South Beach, Mondrian in Los Angeles and South Beach, Clift in San Francisco, Ames in Boston, and Sanderson and St Martins Lane in London. Morgans Hotel Group and an equity partner also own the Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans Hotel Group also manages hotels in Isla Verde, Puerto Rico and Playa del Carmen, Mexico. Morgans Hotel Group has other property transactions in various stages of completion, including projects in SoHo, New York and Palm Springs, California. Morgans Hotel has been in the red the past five years. It reported a net loss attributable to common stockholders of $57.48 million on $236.48 million of total revenues for the year ended Dec. 31, 2013, as compared with a net loss attributable to common stockholders of $66.81 million on $189.91 million of total revenues in 2012. Morgans Hotel posted a net loss of $87.95 million on $207.33 million of total revenues in 2011, a net loss of $83.64 million on $236.37 million of total revenues in 2010, and a net loss of $101.60 million on $225.05 million of total revenues in 2009. As of June 30, 2014, the Company had $684.79 million in total assets, $896.03 million in total liabilities, $5.38 million in redeemable noncontrolling interest and a $216.62 million total deficit. NAARTJIE CUSTOM: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Naartjie Custom Kids, Inc. 3676 W California Ave., Suite D-100 Salt Lake City, UT 84104 Case No.: 14-29666 Type of Business: Designs, manufactures and sells children's clothing, accessories and footwear for ages newborn through 10 years old. Chapter 11 Petition Date: September 12, 2014 Court: United States Bankruptcy Court District of Utah (Salt Lake City) Judge: Hon. William T. Thurman Debtor's Counsel: Annette W. Jarvis, Esq. Jeffrey M. Armington, Esq. DORSEY & WHITNEY LLP 136 South Main Street, Suite 1000 Salt Lake City, UT 84101-1655 Tel: (801) 933-7360 Fax: (801) 933-7373 Email: jarvis.annette@dorsey.com armington.jeff@dorsey.com - and - Benjamin J. Kotter, Esq. DORSEY & WHITNEY, LLP 136 South Main Street, Suite 1000 Salt Lake City, UT 84101-1655 Tel: (801) 933-7360 Fax: (801) 933-7373 Email: kotter.benjamin@dorsey.com - and - Michael F. Thomson tr, Esq. DORSEY & WHITNEY LLP 136 South Main Street, Suite 1000 Salt Lake City, UT 84101-1685 Tel: (801) 933-7360 Fax: (801) 933-7373 Email: thomson.michael@dorsey.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Jeff Nerland, chief restructuring officer. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Affiliate Traction Marketing $8,834 American Express Credit Card $10,448 BCNY International, Inc. Product $177,867 Bill Rudisill Conv. Debenture $118,862 George Rankin Conv. Debenture $36,411 Inetz Media Group Web services $7,418 Joyce Summervillle Conv. Debenture $21,433 Julian Trust (Julian Marcus) Conv. Debenture $12,285 Mark S. Rzepczynski Conv. Debenture $59,066 Mid-America Overseas, Inc. Shipping $237,652 Patricia Chatham Conv. Debenture $172,150 Precision Graphics Graphic services $6,336 Richard J. Burks Conv. Debenture $10,798 Rita Wood Conv. Debenture $25,553 Shannon Miller Conv. Debenture $56,855 Soxnet, Inc. Product $32,317 Target Ease International Product $3,432,331 11/F., Winful Industrial Bldg. 1517 Tai Yip Street, Kwun Tong, HK Hong Kong The Travelers Indemnity Company Insurance $9,031 U.S. Customs Services Import fees $147,632 UPS Shipping $70,537 NET ELEMENT: Presented at SeeThruEquity Conference -------------------------------------------------- Net Element, Inc., gave a presentation at the SeeThruEquity Conference on Sept. 11, 2014. Topics of the presentation included: * Family brands * Investment highlights * Management team * Business segments * Sales and marketing * Operations groups * Financial performance A copy of the presentation materials is available at: http://is.gd/lAoXdB About Net Element Miami, Fla.-based Net Element, Inc. (formerly Net Element International, Inc.) is a financial technology-driven group specializing in mobile payments and other transactional services in emerging countries and in the United States. Through TOT Group Russia and Net Element Russia, the Company operates the Company's international segment focused on transactional services, mobile payments transactions and other payment technologies in emerging countries including Russian Federation and the Commonwealth of Independent States ("CIS"). Net Element reported a net loss of $48.31 million in 2013, as compared with a net loss of $16.38 million in 2012. The Company's balance sheet at June 30, 2014, showed $16.57 million in total assets, $22.79 million in total liabilities and a $6.21 million total stockholders' deficit. BDO USA, LLP, in Miami, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring losses from operations and has used substantial amounts of cash to fund its operating activities that raise substantial doubt about its ability to continue as a going concern. NET ELEMENT: Amends Public Offering Prospectus With SEC ------------------------------------------------------- Net Element, Inc., filed a post-effective amendment to its registration statement on Form S-4 relating to the public offering by the Company's common stock upon exercise of certain warrants issued in connection with the Registrant's initial public offering. The amendment was filed in order to maintain the effectiveness of the Prior Registration Statement to the extent that such Prior Registration Statement pertains to the shares of the Company's common stock issuable upon exercise of those warrants. The prospectus relates to the issuance and sale by the Company of up to 4,598,900 shares of its common stock, par value $0.0001 per share, upon the exercise of warrants that were originally issued by Cazador Acquisition Corporation Ltd., a blank check company incorporated as a Cayman Islands exempted company, in connection with its initial public offering and that became exercisable for shares of the Company's common stock upon the consummation of the transactions contemplated by that certain Agreement and Plan of Merger, dated as of June 12, 2012, by and between Cazador and the previous legal entity known as Net Element, Inc. Each Warrant entitles the holder thereof to purchase one share of the Company's common stock upon payment of the exercise price of $7.50 per share. The Company will receive the proceeds from the exercise of the Warrants, but not from the resale of the underlying shares of common stock. The Company's common stock is listed on The NASDAQ Capital Market under the symbol "NETE." The Warrants are quoted on the Over-the- Counter Bulletin Board under the symbol "NETEW." On Sept. 10, 2014, the closing sale prices of the Company's common stock and the Warrants were $3.80 and $0.22, respectively. A copy of the amended prospectus is available at: http://is.gd/8bI6qu About Net Element Miami, Fla.-based Net Element, Inc. (formerly Net Element International, Inc.) is a financial technology-driven group specializing in mobile payments and other transactional services in emerging countries and in the United States. Through TOT Group Russia and Net Element Russia, the Company operates the Company's international segment focused on transactional services, mobile payments transactions and other payment technologies in emerging countries including Russian Federation and the Commonwealth of Independent States ("CIS"). Net Element reported a net loss of $48.31 million in 2013, as compared with a net loss of $16.38 million in 2012. The Company's balance sheet at June 30, 2014, showed $16.57 million in total assets, $22.79 million in total liabilities and a $6.21 million total stockholders' deficit. BDO USA, LLP, in Miami, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring losses from operations and has used substantial amounts of cash to fund its operating activities that raise substantial doubt about its ability to continue as a going concern. NEW LIFE INT'L: Gets Final Chapter 11 Plan Approval --------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that New Life International, a Nashville, Tennessee-based charitable organization, received final approval of its Chapter 11 liquidating plan on Sept. 2 after the state attorney general withdrew objection. According to the report, the final approval follows a conditional approval given by the bankruptcy court in August, subject to further review by the attorney general. About New Life New Life International, a religious corporation originally incorporated under the name "World Bible Society", sought Chapter 11 bankruptcy protection (Bankr. M.D. Tenn. Case No. 13-bk-10974) in Nashville, Tennessee, on Dec. 31, 2013. The Debtor disclosed $44,651,301 in assets and $46,362,805 in liabilities as of the Chapter 11 filing. NLI's sources of revenue include donations of goods, money and other property, investment earnings, sale of Christian-themed merchandise and earnings from other real estate and operating entities. Other names used by the Debtor are the National Community Foundation, The New Life Group, and Band Angels. The Debtor has tapped Gullett Sanford Robinson & Martin, PLLC as attorneys and Kraft CPAs Turnaround & Restructuring Group, PLLC, as financial consultant. The U.S. Trustee for Region 8 appointed an official committee of unsecured creditors consisting of Robert T. Abbotts, Dorothy F. Mack, James D. Rice, Richard M. Taylor, and Sharon L. Upton-Rice. Bradley, Arant, Boult, Cumming LLP serves as counsel to the Committee. NEW WORLD RESOURCES: Pushes Through EUR255-Mil. Restructuring ------------------------------------------------------------- Law360 reported that a New York bankruptcy judge allowed Central Europe-focused coal producer New World Resources PLC to effectuate a consensual agreement with bondholders that will trim EUR255 million (US$330 million) in debt from its balance sheet. According to the report, ruling from the bench, U.S. Bankruptcy Judge Stuart M. Bernstein granted full force and effect to NWR's insolvency proceeding in the U.K., where the company had obtained court approval of a so-called consensual scheme of arrangement with secured and unsecured noteholders. About New World Resources New World Resources N.V. is owned and controlled by New World Resources Plc, an English public limited company domiciled in the Netherlands that is admitted for trading on the London Stock Exchange, where it maintains a Premium Listing, along with the Warsaw Stock Exchange and the Prague Stock Exchange. The ultimate parent and indirect majority owner of NWR is CERCL Mining B.V., a privately-held Dutch company, which owns a controlling majority of the shares of NWR Plc. NWR's primary role in its corporate group has been to issue debt (primarily in the form of secured and unsecured notes) and to loan the corresponding proceeds to its wholly-owned operating subsidiaries. These operating subsidiaries conduct coal mining and exploration operations in the Czech Republic and Poland. The operating subsidiary conducting mining operations in the Czech Republic is critical to the local economy in that country. Collectively, these operating subsidiaries employee over 11,500 workers (and utilize an additional 3,000 contractors), and many major steel groups -- including some operating in the U.S. -- are reliant on their coal. As of July 15, 2014, NWR had outstanding gross external debt of approximately EUR825 million (exclusive of amounts it owes under certain intercompany obligations). Of this debt, EUR500 million in principal amount plus accrued interest is owed to the beneficial holders of the 7.875% Senior Secured Notes due May 1, 2018. NWR also owes EUR275 million in principal amount plus accrued interest to the beneficial holders of its 7.875% Senior Unsecured Notes due January 15, 2021. NWR applied to the Chancery Division (Companies Court) of the High Court of Justice of England and Wales, on July 28, 2014, for an order directing it to convene separate meetings for two classes of creditors only, namely, the existing senior secured noteholders on the one hand, and the existing senior unsecured noteholders. NWR filed a Chapter 15 bankruptcy petition (Bankr. S.D.N.Y. Case No. 14-12226) in Manhattan, New York on July 30, 2014, to seek recognition of the UK proceeding. Neither the Debtor's parent nor any of its operating subsidiaries have commenced insolvency proceedings in the UK Court or any other court within any jurisdiction. The U.S. case is assigned to Judge Stuart M. Bernstein. NII HOLDINGS: US and Luxembourg-Based Units Seek Chapter 11 ----------------------------------------------------------- NII Holdings, Inc. and eight of its U.S. and Luxembourg domiciled subsidiaries, including NII Capital Corp. and NII International Telecom S.C.A., filed on September 15, 2014, voluntary petitions seeking relief under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the Southern District of New York, as the first step to restructuring its debt obligations and to improve the Company's liquidity. The Company has been in discussions with its major stakeholders over the last several months and is optimistic that those discussions will lead to a debt restructuring plan that will be reflected in a plan of reorganization that will be submitted in the proceedings in the near future. In August, Standard & Poor's Ratings Services downgraded the Company's corporate credit rating to default 'D' from 'CC'; and Moody's Investors Service cut its corporate family rating to Caa2 from Caa1, following the Company's failure to pay interest due Aug. 15, 2014, on $4.4 billion of debt issued by intermediate holding companies NII Capital Corp. and NII International Telecoms S.C.A. The missed interest payment on the debt, S&P noted, follows the Company's deteriorating operating performance, weak liquidity, and breach of its financial maintenance covenants for the bank loans in Brazil and vendor facilities in Brazil and in Mexico, although it did receive a temporary waiver to the vendor facilities' covenants for the June 30, 2014 measurement date. As reported by the Troubled Company Reporter, NII Holdings reported net loss of $623.31 million on $968.75 million of operating revenues for the three months ended June 30, 2014, compared to a net loss of $396.35 million on $1.26 billion of operating revenues for the same period last year. 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. The Company's operating subsidiaries in Brazil, Mexico and Argentina are not part of the U.S. bankruptcy proceedings and will continue to operate on a "business as usual" basis. The Debtors will continue to operate as "debtors-in-possession" under the jurisdiction of the Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Court. The Company is expected to maintain normal, day-to-day operations during the course of the Chapter 11 Cases. The commencement of the Chapter 11 Cases constitutes an event of default that accelerated the Company's obligations under these debt instruments: -- Indenture governing $800,000,000 in outstanding principal amount of 10% senior notes due 2016, dated as of August 18, 2009, by and between NII Capital Corp., the guarantors parties thereto and Wilmington Savings Fund Society, FSB, as successor trustee to Wilmington Trust Company, as supplemented by that certain Supplemental Indenture No. 1, dated as of February 8, 2010, that certain Supplemental Indenture No. 2, dated as of March 8, 2010, and that certain Supplemental Indenture No. 3, dated as of May 28, 2010; -- Indenture governing $500,000,000 in outstanding principal amount of 8.875% senior notes due 2019, dated as of December 15, 2009, by and between NII Capital Corp., the guarantors parties thereto and U.S. Bank National Association, as successor trustee to Wilmington Trust Company, as supplemented by that certain Supplemental Indenture No. 1, dated as of March 8, 2010, and that certain Supplemental Indenture No. 2, dated as of May 28, 2010; -- Indenture governing $1,450,000,000 in outstanding principal amount of 7.625% senior notes due 2021, dated as of March 29, 2011, by and between NII Capital Corp., the guarantors parties thereto and Wilmington Savings Fund Society, FSB, as successor trustee to Wilmington Trust Company, as supplemented by that certain First Supplemental Indenture, dated as of December 8, 2011; -- Indenture governing $900,000,000 in outstanding principal amount of 11.375% senior notes due 2019, dated as of February 19, 2013, by and between NII International Telecom S.C.A., NII Holdings, Inc. and Wilmington Trust, National Association, as trustee, as supplemented by that certain First Supplemental Indenture, dated April 15, 2013; and -- Indenture governing $700,000,000 in outstanding principal amount of 7.875% senior notes due 2019, dated May 23, 2013, among NII International Telecom, S.C.A., NII Holdings, Inc. and Wilmington Trust, National Association, as trustee. The Debt Documents provide that as a result of the commencement of the Chapter 11 Cases the principal and accrued interest due thereunder shall be immediately due and payable. Any efforts to enforce those payment obligations under the Debt Documents are automatically stayed as a result of the filing of the Petitions and the holders' rights of enforcement in respect of the Debt Documents are subject to the applicable provisions of the Bankruptcy Code. About NII Holdings NII Holdings, Inc. [NASDAQ: NIHD] -- http://www.nii.com/-- a publicly held company based in Reston, Va., provides differentiated mobile communication services for businesses and high value consumers in Latin America. NII Holdings, operating under the Nextel brand in Brazil, Mexico and Argentina, offers fully integrated wireless communications tools with digital cellular voice services, data services, wireless Internet access and Nextel Direct Connect(R) and International Direct ConnectSM, a digital two-way radio. NII Holdings is a Fortune 500 and Barron's 500 company, and has also been named one of the best places to work among multinationals in Latin America by the Great Place to Work(R) Institute. The Company trades on the NASDAQ market under the symbol NIHD. NII HOLDINGS: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- NII Holdings, Inc. 14-12611 1875 Explorer Street, Suite 1000 Reston, VA 20190 Nextel International (Services), Ltd. 14-12612 NII Capital Corp. 14-12613 NII Aviation, Inc. 14-12614 NII Funding Corp. 14-12615 NII Global Holdings, Inc. 14-12616 NII International Holdings S.a r.l. 14-12617 NII International Services S.a r.l. 14-12618 NII International Telecom S.C.A. 14-12619 Type of Business: NII Holdings, Inc., is the ultimate parent and holding company for its debtor and non-debtor affiliates. Certain of the Debtors' non-debtor affiliates provide wireless communication services under the NextelTM brand name for businesses and consumers in Latin America. Chapter 11 Petition Date: September 15, 2014 Court: United States Bankruptcy Court Southern District of New York Judge: Hon. Shelley C. Chapman Debtors' Counsel: Scott Greenberg, Esq. JONES DAY 222 East 41st Street New York, NY 10017 Tel: (212) 326-3939 Fax: (212) 755-7306 Email: sgreenberg@jonesday.com - and - David G. Heiman, Esq. Carl E. Black, Esq. JONES DAY North Point 901 Lakeside Avenue Cleveland, Ohio 44114 Tel: (216) 586-3939 Debtors' ALVAREZ & MARSAL NORTH AMERICA, LLC Restructuring Two Alhambra Plaza, Suite 1101 Advisors: Miami, FL 33134 Tel: 305-704-6700 Fax: 305-704-6701 Attn: Byron Smyl E-mail: bsmyl@alvarezandmarsal.com Debtors' ROTHSCHILD, INC. Financial Advisors: Debtors' MCKINSEY RECOVERY & TRANSFORMATION SERVICES Management U.S., LLC Consultants: Debtors' PRIME CLERK LLC Claims and Noticing Agent: Total Assets: $2.88 billion as of June 30, 2014 Total Debts: $3.47 billion as of June 30, 2014 The petition was signed by Daniel E. Freiman, treasurer, vice- president- corporate development & investor relations. Consolidated List of Debtors' 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Wilmington Savings Fund Bond Debt- $1,500,674,479 Society, FSB 7.625% Notes 500 Delaware Avenue Attn: Patrick J. Healy, VP and Director Tel: 302-888-7420 Fax: 302-421-9137 Email: phealy@wsfsbank.com Wilmington Trust, National Bond Debt- $961,728,125 Association as Trustee 11.375% Notes Rodney Square North 1100 North Market Street Wilmington, DE 19890 Attn: Joshua C. Jones, CCTS Tel: 302-636-6484 Fax: 302-636-4149 Email: jjones2@wilmingtontrust.com Wilmington Savings Fund Bond Debt- $846,666,667 Society, FSB 10% Notes 500 Delaware Avenue Wilmington, DE 19801 Attn: Patrick J. Healy VP and Director Tel: 302-888-7420 Fax: 302-421-9137 Email: phealy@wsfsbank.com Wilmington Trust Bond Debt- $732,746,875 National Association 7.875% Notes as Trustee Rodney Square North 1100 North Market Street Wilmington, DE 19890 Attn: Joshua C. Jones, CCTS Tel: 302-636-6481 Fax: 302-636-4149 Email: jjones2@wilmingtontrust.com U.S. Bank National Association Bond Debt- $511,093,750 1420 Fifth Avenue, 7th Floor 8.875% Notes Seattle, WA 98101 Attn: Diana Jacobs Vice President Fax: 206-344-4694 Email: diana.jacobs@usbank.com China Development Bank Guaranty Undetermined Shenzhen Branch No. 1093 Shennan Zhong Road, Shenzhen 518031 P.R. China Attn: Che Nan, Deputy Director Client Division II Tel: 86-755-25942783 Fax: 86-755-25987725 Email: chenan@cdb.com American Tower Guaranty Undetermined Do Brazil-Cessao De Infra-Estrutrua-LTDA c/o American Tower Corporation 116 Huntington Avenue Boston, MA 02116 Attn: Ed Disanto Tel: 617-375-7500 Fax: 617-375-7575 Ericsson, Inc. Trade Debt $840,405 Attn: Nina Macpherson General Counsel 1300 E Woodfield Rd Schaumburg, IL 60173 Tel: 847-619-6227 Fax: 972-583-2273 American Express Company Trade Debt $52,903 Corporate Services Operations AESP-P 20022 North 31st Ave Mail Code AZ-08-03-11 Phoenix, AZ 85027 Attn: Thomas Tierney Senior Vice President Fax: 623-492-3884 UBS Securites, LLC Trade Debt $32,076 Wilmington Trust National Association as Trustee Bond Debt- $23,082 2.875% Notes Verizon Trade Debt $20,092 Caten McGuire Trade Debt $14,656 Amazon Web Services, Inc. Trade Debt $8,135 Tata Communications Trade Debt $6,233 Expesite, LLC Trade Debt $3,914 Concur Technologies Trade Debt $3,319 Offix, LC Trade Debt $3,142 Clearwater Analytics Trade Debt $2,218 Impact Office Products Trade Debt $1,997 NPS PHARMACEUTICALS: FDA Recommends Approval of Natpara(R) ---------------------------------------------------------- NPS Pharmaceuticals, Inc., said the U.S. Food and Drug Administration's (FDA) Endocrinologic and Metabolic Drugs Advisory Committee voted 8 to 5 that the available data support the approval of Natpara(R) (rhPTH [1-84]) for the long-term treatment of Hypoparathyroidism, a rare endocrine disorder characterized by insufficient levels of parathyroid hormone, or PTH. The Committee's recommendation will be considered by the FDA in its review of the Company's Biologics License Application (BLA) for Natpara, which has a Prescription Drug User Fee Act (PDUFA) date of Oct. 24, 2014. "We are very pleased with the Committee's vote. Their recommendation reinforces our belief in the favorable benefit-risk profile of Natpara and its potential as a long-term treatment option for Hypoparathyroidism," said Francois Nader, MD, president and chief executive officer of NPS Pharma. "As a bioengineered replacement therapy targeting the underlying cause of the disorder, Natpara has been shown in clinical studies to maintain serum calcium while demonstrating similar physiologic effects to the native parathyroid hormone. We look forward to working with the FDA to complete the final stages of review of our BLA for Natpara." The Committee reviewed data from the Natpara clinical development program for Hypoparathyroidism, consisting of one pharmacology study and four efficacy and safety studies. The pivotal Phase 3 study, known as REPLACE, was a randomized, double-blind, placebo controlled study and the largest clinical trial conducted to date in Hypoparathyroidism. Natpara is a bioengineered replacement therapy for endogenous PTH that NPS Pharma has developed for the treatment of Hypoparathyroidism. The FDA has granted orphan drug status for Natpara for the treatment of Hypoparathyroidism. The European Medicines Agency has also granted orphan drug status for the drug under the trade name Natpar. About NPS Pharmaceuticals Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq: NPSP) -- http://www.npsp.com/-- is developing new treatment options for patients with rare gastrointestinal and endocrine disorders. NPS Pharmaceuticals reported a net loss of $13.50 million in 2013, a net loss of $18.73 million in 2012 and a net loss of $36.26 million in 2011. The Company posted consolidated net loss of $31.44 million in 2010 and a net loss of $17.86 million in 2009. The Company's balance sheet at June 30, 2014, showed $286.96 million in total assets, $157.96 million in total liabilities and $129 million in total stockholders' equity. OVERLAND STORAGE: Sphere Hikes Loan Commitment to $10 Million ------------------------------------------------------------- Overland Storage, Inc., entered into an Agreement and Plan of Merger with Sphere 3D Corporation, and 3D Acquisition Company Inc., a wholly owned subsidiary of Sphere. In connection with the Merger Agreement, Sphere agreed to loan the Company up to $5 million pursuant to a promissory note issued to Sphere by the Company dated May 15, 2014. Effective as of Sept. 8, 2014, Sphere and the Company agreed to amend and restate the Note, and entered into an Amended and Restated Promissory Note pursuant to which Sphere agreed to loan the Company up to $10 million. The Amended Note is subordinated to certain existing indebtedness of the Company and is secured by inventory of the Company and shares of common stock of Sphere owned by the Company. To date, Sphere has advanced a total of $7 million to the Company under the Amended Note. Immediately prior to the closing of merger, the number of shares of common stock of Sphere owned by the Company equal in value to the total borrowings under the Amended Note will be transferred to Sphere as payment against the Amended Note. To the extent the Amended Note is not repaid in full by such transfer of shares, any remaining portion of the Company's obligations to Sphere under the Amended Note will remain outstanding following the completion of the merger without adjustment to the merger consideration. About Overland Storage San Diego, Cal.-based Overland Storage, Inc. (Nasdaq: OVRL) -- http://www.overlandstorage.com/-- is a global provider of unified data management and data protection solutions designed to enable small and medium enterprises (SMEs), corporate departments and small and medium businesses (SMBs) to anticipate and respond to change. Overland Storage incurred a net loss of $19.64 million on $48.02 million of net revenue for the fiscal year ended June 30, 2013, as compared with a net loss of $16.16 million on $59.63 million of net revenue during the prior fiscal year. Moss Adams LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2013, citing recurring losses and negative operating cash flows which raise substantial doubt about the Company's ability to continue as a going concern. OVERSEAS SHIPHOLDING: Court Enters Modification Order ----------------------------------------------------- In the High Court of Justice, Chancery Division, Companies Court (case numbers 403-406/2013; 408-419/2013 and 421-425/2013) On August 13, 2014, modification orders have been made in respect of each of the recognition orders made on January 29, 2013 in relation to Overseas Shipholding Group, Inc., OSG International, Inc., Aqua Tanker Corp., Crown Tanker Corporation, Delta Aframax Corporation, Epsilon Aframax Corporation, Front President, Inc., International Seaways, Inc., Maple Tanker Corporation, Oak Tanker Corporation, OSG Lightering LLC, 1372 Tanker Corporation, Leyte Product Tanker Corporation, Rosalyn Tanker Corporation, Samar Product Tanker Corporation, Shirley Tanker SRL, Alcesmar Limited, Alcmar Limited, Andromar Limited, Antigmar Limited and Ariadmar Limited in the following terms: -- the automatic stay granted pursuant to Article 20(1) of the Model Law as a result of the recognition granted in paragraph 1 of each Recognition Order shall not apply to Claims against the debtor that are permitted by the provisions of the Confirmation Order and the Plan. -- Paragraph 1 of the Recognition Order made in respect of each Debtor, and the first sentence of Paragraph 1 of the Recognition Order made in respect of International Seaways, is modified and replaced with the following paragraph "Pursuant to article 21(1) (a) of the Model Law that the commencement or continuation of all individual actions or individual proceedings, including arbitral proceedings, concerning the debtor's assets, rights, obligations or liabilities are stayed, other than in respect of Claims that are permitted by the provision of the Confirmation Order and the Plan." -- Paragraph 3 of each Recognition Order is modified and replaced with the following paragraph: "Pursuant to article 21(1)(b) of the Model Law that any execution against the debtor's assets is stayed, including, without limitation, any seizure, arrest, foreclosure upon, or levy against the debtor's vessels or other property, other than in respect of Claims that are permitted by the provisions of the Confirmation Order and the Plan." -- For the purposes of each Modification Order and each Recognition Order, "Claim" shall mean: (1) A right to payment, whether or not such right is reduced to judgment, liquidated, unliquidated, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured, or unsecured; or (2) A right to an equitable remedy for breach of performance if such breach gives rise to a right payment, whether or not such right to an equitable remedy is reduced to judgment, fixed, contingent, matured, unmatured, disputed, undisputed, legal, equitable, secured, or unsecured. -- For the purposes of each Modification Order, the foreign representative is not required to serve the application upon the Debtor at its registered office. These orders were made following the entry of an order on August 5, 2014 in respect of the Debtors' joint proceedings under Chapter 11 of the United States Bankruptcy Code approving a plan of reorganization of the Debtors and their affiliates. The Debtors can be reached at: 1301 Avenue of the Americas, 42nd Floor New York, NY 10019 United States of America The foreign representative can be reached at: John J. Ray III c/o Cleary Gottlieb Steen & Hamilton LLP City Place House 55 Basinghall Street London EC2V 5EH About Overseas Shipholding Overseas Shipholding Group, Inc. (OTC: OSGIQ), headquartered in New York, is one of the largest publicly traded tanker companies in the world, engaged primarily in the ocean transportation of crude oil and petroleum products. OSG owns or operates 111 vessels that transport oil and petroleum products throughout the world. Overseas Shipholding Group and 180 affiliates filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67 billion in liabilities. Greylock Partners LLC Chief Executive John Ray serves as chief reorganization officer. James L. Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary Gottlieb Steen & Hamilton LLP serve as OSG's Chapter 11 counsel. Derek C. Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr., at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel. Chilmark Partners LLC serves as financial adviser. Kurtzman Carson Consultants LLC is the claims and notice agent. The Export-Import Bank of China, owed $312 million used for the construction of five tankers, is represented by Louis R. Strubeck, Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at Fulbright & Jaworski in New York; and John Knight, Esq., and Christopher Samis, Esq., at Richards Layton & Finger PA. Chilmark Partners, LLC serves as financial and restructuring advisor. Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve as co-counsel to the official committee of unsecured creditors. FTI Consulting, Inc., is the financial advisor and Houlihan Lokey Capital, Inc., is the investment banker. U.S. Bank National Association is the successor administrative agent under the $1.5 billion credit agreement, dated as of February 9, 2006 by and among (a) OSG, OSG Bulk Ships, Inc., and OSG International, Inc., as joint and several borrowers, (b) the Administrative Agent and (c) various lenders party thereto. Counsel to the Administrative Agent are Milbank, Tweed, Hadley & McCloy LLP; Holland & Knight LLP; and Drinker Biddle & Reath LLP. Lazard Freres & Co. LLC serves as advisor to the Administrative Agent. An official committee of Equity Security Holders has been appointed in the case. It is represented by Brown Rudnick LLP's Steven D. Pohl, Esq., James W. Stoll, Esq. and Jesse N. Garfinkle, Esq.; Fox Rothschild LLP's Jeffrey M. Schlerf, Esq., John H. Strock, Esq. and L. John Bird, Esq. Judge Walsh signed on July 18, 2014, a findings of fact, conclusions of law, and order confirming the First Amended Joint Plan of Reorganization of OSG and its debtor-affiliates. A blacklined version of the Plan dated July 17, 2014, is available at http://bankrupt.com/misc/OSGplan0716.pdf A full-text copy of Judge Walsh's Confirmation Order is available at http://bankrupt.com/misc/OSGplanord0718.pdf * * * The Troubled Company Reporter, on Aug. 14, 2014, reported that Moody's Investors Service assigned Caa1 ratings to the unsecured notes of Overseas Shipholding Group, Inc. ("OSG") that are being reinstated pursuant to its plan of reorganization which becomes effective. Moody's also affirmed the B2 Corporate Family Rating and all of the other debt ratings it assigned to OSG on June 12, 2014 in anticipation of the conclusion of the Chapter 11 reorganization. The rating outlook is stable. The TCR, on Aug. 19, 2014, also reported that Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to Overseas Shipholding Group Inc. (OSG). The outlook is stable. PALM BEACH FINANCE: Funds Pay 10% Lawyers' Fee to Settle Suit ------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the U.S. Bankruptcy Court in West Palm Beach, Florida, approved a $6.25 million settlement with Fulbright & Jaworski LLP, a Houston-based firm that had represented bankrupt Palm Beach Finance Partners LP and Palm Beach Finance II LP, and the 10% contingency fee for Meland Russin & Budwick PA, a Miami law firm, for bringing in the settlement. According to the report, Barry Mukamal, the liquidating trustee for the two funds that were among many investors victimized by Thomas Petters, alleged in lawsuit against Fulbright that the firm didn't advise the client to file bankruptcy soon enough. The lawsuit is Mukamal v. Fulbright & Jaworski LLP (In re Palm Beach Finance LP), 12-02123, U.S. Bankruptcy Court, Southern District of Florida (West Palm Beach). About Palm Beach Funds Palm Beach Gardens, Florida-based Palm Beach Finance Partners, L.P., was a hedge fund. The Company solicited capital contributions from third-party limited partners, and proceeded to invest substantial amounts of the capital with the Petters Company, Inc. The Company filed for Chapter 11 on Nov. 30, 2009 (Bankr. S.D. Fla. Case No. 09-36379.) The Debtor's affiliate, Palm Beach Finance II, L.P., also filed for bankruptcy (Bankr. S.D. Fla. Case No. 09-36396). Paul A. Avron, Esq., and Paul Steven Singerman, Esq., assisted the Debtors in their restructuring efforts. Palm Beach Finance II estimated $500 million to $1 billion in assets and liabilities in its petition. In October 2010, Judge Paul G. Hyman confirmed the Plan of Liquidation for Palm Beach Finance Partners, L.P., and Palm Beach Finance II, L.P., proposed by Barry Mukamal, as Chapter 11 trustee and Geoffrey Varga, as joint official liquidator of the Debtors. The Chapter 11 trustee is represented by Michael S. Budwick, Esq. -- mbudwick@melandrussin.com -- at Meland Russin & Budwick, P.A. PARADIGM EAST: Files Schedules of Assets and Liabilities -------------------------------------------------------- Paradigm East Hanover LLC filed a summary of its schedules of assets and liabilities with the U.S. Bankruptcy Court for the District of New Jersey, disclosing total assets of $10,700,000 and total liabilities of $3,491,826. A full-text copy of the schedules is available for free at http://is.gd/eTQvBe Paradigm East Hanover, LLC, sought Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 14-25017) in Newark, New Jersey, on July 23, 2014. The Debtor, a Single Asset Real Estate as defined in 11 U.S.C. Secf. 101(51B), disclosed assets of between $10 million and $50 million, and debt of less than $10 million. The company is owned by entities held by Paradigm Capital Funding, LLC. The case is assigned to Judge Donald H. Steckroth. Morris S. Bauer, Esq., at Norris McLaughlin & Marcus, PA, in Bridgewater, New Jersey, serves as counsel. PHOENIX PAYMENT: Files Schedules of Assets and Liabilities ---------------------------------------------------------- Phoenix Payment Systems, Inc., filed with the U.S. Bankruptcy Court for the District of Delaware its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $7,230,399 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $6,300,345 E. Creditors Holding Unsecured Priority Claims $72,133 F. Creditors Holding Unsecured Non-Priority Claims $7,711,167 ----------- ----------- Total $7,230,399 $14,083,645 A copy of the schedules is available for free at: http://bankrupt.com/misc/PhoenixPayment_129_SALs.pdf 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. PHOENIX PAYMENT: Defends Bid to Hire Raymond James as Banker ------------------------------------------------------------ Phoenix Payment Systems, Inc., responded to Raymond Moyer's objection to the application to employ Raymond James & Associates, Inc. as investment banker. The Debtor stated that Mr. Moyer's objection is unfounded, unfair and ignores the realities of the case. Based on the engagement terms that a stalking horse bidder was locked down with a purchase price of $50 million, Mr. Moyer argued that Raymond James' fee will be too high, especially because NAB made an offer to purchase the Debtor's assets before Raymond James was retained. But he left out that the pre-engagement offer by NAB was more than 350% lower -- a level that would not have even paid unsecured creditors in full, much less provided a sizable return to equity. This would not have been obtained without the assistance of Raymond James. As reported in the Troubled Company Reporter on Aug. 18, 2014, in consideration of Raymond James' agreement to provide services to the Debtor, the Debtor proposed to compensate Raymond James with a $50,000 monthly fee and transaction fees at the closing of certain transactions. At the closing of a Financing Transaction, Raymond James would be paid a cash fee, in the amount of the lesser of (x) $500,000 or (y) the sum of (i) 3.0% of the Aggregate Gross Proceeds of all senior secured notes and bank debt raised and (ii) 6.0% of the Aggregate Gross Proceeds of all second lien or junior secured debt financing raised, unsecured, non-senior and subordinate debt raised and all equity or equity-linked securities raised which fees will be paid immediately out of the proceeds of the placement. The Debtor would pay Raymond James a cash fee in conjunction with a Restructuring Transaction in an amount equal to $700,000. At the closing of any Business Combination Transaction, the Debtor would pay a cash fee out of proceeds as a cost of sale at the closing of a Business Combination Transaction, equal to the sum of (i) $500,000 and (ii) 5% of Consideration paid, payable or received, in an amount between $8 million and $15 million, plus 7.5% of Consideration paid, payable or received, an amount between $15 million and $20 million, plus 10% of Consideration paid, payable or received, in an amount greater than $20 million. Michael Pokrassa, a senior vice president of Raymond James & Associates, Inc., assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The firm may be reached at: Michael Pokrassa RAYMOND JAMES & ASSOCIATES, INC. 277 Park Avenue, Suite 410 New York, NY 10172 E-mail: michael.pokrassa@raymondjames.com 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. PLATINUM PROPERTIES: Bankruptcy Court Confirms Liquidation Plan --------------------------------------------------------------- The Bankruptcy Court, according to a minute entry, confirmed Platinum Properties LLC's Plan of Liquidation. As reported in the Troubled Company Reporter on Sept. 1, 2014, the Indiana-based real estate developer on July 15 won court approval of the disclosure statement, which describes in detail its proposed liquidation plan. According to the disclosure statement, assets of Platinum and PPV LLC, a joint venture between the company and Pittman Partners, Inc., will be liquidated. The net proceeds realized from the sale will be used to pay creditors. The liquidation plan also provides for the treatment of creditors' claims. Under the plan, administrative expense claims, secured claims and priority tax claims will be paid in cash in full. General unsecured claims will receive a pro rata distribution of Platinum's remaining property. Meanwhile, holders of equity interests may not receive payment "based upon reasonable projections," according to court filings. The plan will be funded by available cash on the effective date, and funds available after the effective date from the liquidation of Platinum's remaining assets. Earlier, Platinum sought court approval of a private sale of its personal property to Platinum Properties Management Company LLC as part of the plan sale. The plan sale will close within 30 days after court approval of the liquidation plan. About Platinum Properties and PPV LLC Indianapolis, Indiana-based Platinum Properties, LLC, is a residential real estate developer. Platinum acquires land, designs the projects, obtains zoning and other approvals, and constructs roads, drainage, utilities, and other infrastructure of residential subdivisions. Platinum then sells the finished, platted lots. Platinum also has an ownership interest in several special purpose entities that in turn own, operate and manage individual projects. PPV LLC is a joint venture between Platinum and a non-debtor entity, Pittman Partners, Inc., each of whom hold an equity interest in PPV. PPV owned four projects directly and owns 100% of the membership interest of Sweet Charity Estates, LLC. Platinum Properties and PPV LLC filed for Chapter 11 protection (Bankr. S.D. Ind. Case Nos. 11-05140 and 11-05141) on April 25, 2011. Lawyers at Baker & Daniels LLP, in Indianapolis, Indiana, serve as the Debtors' bankruptcy counsel. Platinum Properties disclosed $14,624,722 in assets and $181,990,960 in liabilities as of the Chapter 11 filing. The U.S. Trustee has not appointed a creditors committee in the Debtors' case. The U.S. Trustee reserves the right to appoint such a committee should interest developed among the creditors. PRM FAMILY: Bro-Pack Balks at Plan, Seeks Ch.7 Conversion --------------------------------------------------------- Bro-Pack Enterprises, a creditor and 503(b)(9) claimant in the Chapter 11 cases of PRM Family Holding Company, L.L.C., et al., objected to the approval of the Disclosure Statement explaining the Debtors' Joint Plan of Liquidation. Bro-Pack also requested that the Court convert the case to one under Chapter 7 of the Bankruptcy Code. According to Bro-Pack, the Disclosure Statement relating to the Plan dated July 25, 2014, proposed jointly by the Debtors and the Official Committee of Unsecured Creditors is patently unconfirmable on its face and impairs certain administrative creditors, while proposing to pay other administrative creditors -- namely, professionals -- in full. Bro-Pack related that the Debtors sold substantially all of their assets via Bankruptcy Code Section 363 in February 2014. In the motions proposing the asset sale, the Debtors persuaded creditors to support the asset sale because the sale would result in cash proceeds sufficient to pay all administrative claims in full and leave some additional funds for partial payment of unsecured claims. The Debtors, in their Disclosure Statement, acknowledged -- for the first time -- that there are insufficient funds to pay administrative claims. As reported in the Troubled Company Reporter on Aug. 19, 2014, the Bankruptcy Court will convene a hearing on Sept. 17, 2014, at 1:30 p.m., to consider adequacy of information in the Disclosure Statement. As reported in the TCR on Aug. 6, 2014, the Plan provides that holders of allowed CNG Secured Claims, allowed secured tax claims and allowed other secured claims will be paid in full. The holders of administrative claims will be paid with proceeds as assets of the estates are liquidated by a creditor trustee, or as agreed between the creditor trustee and the claim holder. Holders of allowed priority tax claims and other priority claims will be paid in order of priority from a creditor trust. Allowed general unsecured claims will be deemed to hold unsecured creditor trust interests and will receive pro rata distributions from the Creditor Trust, and the Debtors' equity securities will be cancelled and terminated. The Plan will be funded in part by a contribution from related third parties, Provenzano Family members and their respective trusts, in exchange for an acknowledgement, affirmation and ratification that the estates and their creditors hold no claims and fully release any claims against the Plan Funding Source. The Creditor Trustee will be charged with: (i) pursuing claims and causes of action on behalf of the Creditor Trust; (ii) analyzing and reconciling claims that have been filed against the Debtors' estates; and (iii) making distributions on account of allowed claims in accordance with the Plan and the creditor trust agreement entered into with respect thereto. The cost of distributing the Plan and Disclosure Statement as well as the costs, if any, of soliciting acceptances, will be paid from property of the estates. Professional fees of the plan proponents' counsel are not contingent upon the acceptance of the Plan, and are payable as a cost of administration, upon court approval. All remaining assets of the Debtors' estates will be transferred to the Creditor Trust and will be held for the benefit of the holders of (i) allowed administrative claims, allowed priority tax claims and allowed priority claims, and (ii) allowed general unsecured claims. The provisions of the Creditor Trust will be implemented under the direction of the Creditor Trustee, who will be designated prior to the confirmation hearing. Prior to the Effective Date, the Committee will select three creditors to serve on an advisory board. The Creditor Advisory Board will: (a) select a successor Creditor Trustee in the event that the initial Creditor Trustee needs or is required to resign or is unable to complete its duties as Creditor Trustee; (b) advise the Creditor Trustee with respect to his or her duties, including the reconciliation of claims, distributions to beneficiaries of the Creditor Trust and avoidance actions; and (c) file any necessary pleadings with the Court challenging any actions of the Creditor Trustee as permitted under the Creditor Trust Agreement. The Creditor Trustee will provide the Creditor Advisory Board with quarterly reports. On the Effective Date, all of the equity securities in the Debtors will be and are deemed to be cancelled. Upon receipt by the Debtors (or the Creditor Trust) of the plan funding Contribution with a value of $1.6 million from the Plan Funding Source, the guarantor release parties are fully released from any claims or causes of action held by the Debtors and the Creditor Trust. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/PRMFAMILY_1171_ds.pdf Bro-Pack is represented by: Isaac M. Gabriel, Esq. Kelly Singer, Esq. Jason D. Curry, Esq. QUARLES & BRADY LLP Renaissance One Two North Central Avenue Phoenix, AZ 85004-2391 Tel: (602) 229-5200 E-mail: isaac.gabriel@quarles.com kelly.singer@quarles.com jason.curry@quarles.com About PRM Family PRM Family Holding Company, L.L.C., operator of 11 Pro's Ranch Markets grocery stores in Arizona and Texas and New Mexico, sought Chapter 11 protection (Bankr. D. Ariz. Case No. 13-09026) on May 28, 2013. As of the bankruptcy filing, PRM Family Holding operates seven grocery stores in Phoenix, two in El Paso, Texas, and two in New Mexico. Its corporate office is in California and it has warehouses and distribution facilities in California and Phoenix. Its Pro's Ranch Markets feature produce, baked goods, and other general grocery items with a Hispanic flair and theme. The company has more than 2,200 employees. PRM Family blamed its woes on, among other things, the adverse effect of the perception in Arizona towards immigrants including the passage of SB 1070 and an immigration audit to which no other competitor was subjected. It also blamed a decline in the U.S. economy and an increase competition from other grocery store chains. Bank of America, the secured lender, declared a default in February 2013. PRM Family estimated liabilities in excess of $10 million. Judge Sarah Sharer Curley oversees the case. Michael McGrath, Esq., Scott H. Gan, Esq., Frederick J. Petersen, Esq., Kasey C. Nye, Esq., David J. Hindman, Esq., and Isaac D. Rothschild, Esq., at Mesch, Clark & Rothschild, P.C., serve as the Debtor's counsel. HG Capital Partners' Jim Ameduri serves as financial advisor. PRM Family submitted to the Bankruptcy Court on Sept. 23, 2013, a Joint Disclosure Statement in support of Plan of Reorganization. The Disclosure Statement says the Debtor will continue the operation of a long-standing business, which currently employs approximately 2,300 people. Continuing the business will allow the Debtors to repay creditors and maintain trading relationships with long-term trade vendors. Attorneys at Freeborn & Peters LLP, in Chicago, Ill., represent the Official Committee of Unsecured Creditors as lead counsel. Attorneys at Schian Walker, P.L.C., in Phoenix, Arizona, represent the Committee as local counsel. O'Keefe & Associates Consulting, LLC, serves as financial advisor to the Committee. Robert J. Miller, Esq., Bryce A. Suzuki, Esq., and Justin A. Sabin, Esq., at Bryan Cave LLP, in Phoenix, serve as counsel for Bank of America, N.A., as administrative agent and a lender under an amended and restated credit agreement dated July 1, 2011. QCE FINANCE: Wants Former Execs' Indemnification Claims Tossed -------------------------------------------------------------- Law360 reported that several Quiznos subsidiaries asked the Delaware Chancery Court to find they have no liability for the legal woes of the sandwich shop's former executives, including former CEO Greg MacDonald and former Chief Financial Officer Dennis Smythe, who are facing fraud suit filed by former equity holders, saying those obligations died during the restaurant's bankruptcy. About Quiznos Denver-based Quiznos -- http://www.quiznos.com-- is a chain designed for today's busy consumers who are looking for a high quality, tasty, freshly prepared alternative to traditional fast- food restaurants. With locations in 50 states and 30 countries, Quiznos is one of the world's premier quick-service restaurant chains and pioneer of the toasted sandwich; Quiznos restaurants offer creative, chef-created sandwiches and salads using premium ingredients. Quiznos was founded in 1981 by chefs who discovered that toasting brought out the best in every sandwich ingredient. QCE Finance LLC and its affiliates sought protection under Chapter 11 of the Bankruptcy Code on March 14, 2014. The lead case is QCE Finance LLC (Case No. 14-10543, Bankr. D.Del.). The case is assigned to Judge Peter J. Walsh. The Debtors' lead counsel are Ira S. Dizengoff, Esq., Philip C. Dublin, Esq., Jason P. Rubin, Esq., and Kristine G. Manoukian, Esq., at AKIN GUMP STRAUSS HAUER & FELD LLP, in New York. The Debtors' local counsel is Mark D. Collins, Esq., and Amanda Steele, Esq., at RICHARDS, LAYTON & FINGER, P.A., in Wilmington, Delaware. The Debtors' investment banker and financial advisor is Matthew J. Hart of LAZARD FRERES & CO. LLC. Paul Ruh, Mark A. Roberts, and Jonathan Tibus of Alvarez & Marsal serves as the Debtors' restructuring advisors. Prime Clerk LLC serves as the Debtors' claims and noticing agent. The lead debtor, QCE Finance LLC, scheduled $736,858 in total assets plus "undetermined amounts". It scheduled $618,437,362 plus "undetermined amounts" as liabilities. The U.S. Trustee has appointed a seven-member official committee of unsecured creditors. The Committee has tapped Cousins Chipman & Brown LLP's Scott D. Cousins, Esq., and Ann Kashishian, Esq.; and Otterbourg P.C.'s Scott L. Hazan, Esq., Jenette A. Barrow- Bosshart, Esq., and David M. Posner, Esq., as counsel. Avenue Capital Management II, L.P. and its affiliates are represented by John J. Rapisardi, Esq., and Joseph Zujkowski, Esq., at O'Melveny & Myers LLP in New York. Fortress Investment Group and its affiliates are represented by Skadden Arps Slate Meagher & Flom's Van C. Durrer, Esq. Co-counsel to the Consenting First Lien Lenders are Milbank Tweed Hadley & McCloy's Thomas R. Kreller, Esq., and David B. Zolkin, Esq., and Morris Nichols Arsht & Tunnell's Robert J. Dehney. Counsel to the First Lien Agent is Ropes & Gray's Mark R. Somerstein. Counsel to the Second Lien Agent is Pillsbury Winthrop's Bart Pisella, Esq., and Timothy P. Kober, Esq. Counsel to Vectra Bank Colorado, National Association, is Kasowitz Benson's Adam L. Shiff, Esq. Quiznos' Plan of Reorganization was confirmed by the U.S. Bankruptcy Court in Wilmington, Delaware on May 12, 2014. The company on July 1, 2014, disclosed that it has successfully completed its financial restructuring and emerged from Chapter 11. QUANTUM FUEL: Amends Lease Agreement With Braden Court ------------------------------------------------------ Quantum Fuel Systems Technologies Worldwide, Inc., and Braden Court Associates, as landlord, entered into an Amended and Restated Lease Agreement for certain real property located in Lake Forest, California, according to the Company's regulatory filing with the U.S. Securities and Exchange Commission. The Amended and Restated Lease Agreement was effective as of Sept. 1, 2014, and amends and fully restates into a single lease agreement the terms of the lease agreements between the Company and Landlord dated Nov. 1, 2007, as amended on Sept. 18, 2009, and April 1, 2009. The leased real property includes three buildings consisting of approximately 156,374 square feet in the aggregate. The aggregate monthly base rent for the Leased Real Property (assuming the Company does not exercise its option to extend the lease term for Building C) is as follows: Period Monthly Base Rent ------ ----------------- September 1, 2014 - December 31, 2014 $158,711 January 1, 2015 - May 31, 2015 $163,472 June 1, 2015 - May 31, 2016 $125,419 June 1, 2016 - May 31, 2017 $129,181 June 1, 2017 - May 31, 2018 $133,060 June 1, 2018 - May 31, 2019 $62,903 June 1, 2019 - May 31, 2020 $64,790 The lease term expires on May 31, 2020, for Building A and May 31, 2018 for Building B and Building C. The Company has the option to extend the lease term through May 31, 2025, for Building A and through May 31, 2020, for Building B and Building C. If the Company exercises its option to extend the lease term for Building A through 2025, then the monthly base rent for the first year of the extended term will be the greater of (A) $64,790 or (B) fair rental value, and the monthly base rent for the remaining four years of the extended term will be equal to 103% of the monthly base rent in effect in May of the preceding year. If the Company exercises its option to extend the lease term for Building B and Building C through 2020, then the monthly base rent for the first year of the extended term will be the greater of (A) $71,989 or (B) fair rental value, and the monthly base rent for the remaining year of the extended term will be equal to 103% of the monthly base rent in effect in May of the preceding year. The Company will receive up to $234,561 over the lease term for tenant improvements. About Quantum Fuel Lake Forest, Cal.-based Quantum Fuel Systems Technologies Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced vehicle propulsion systems, fuel storage technologies, and alternative fuel vehicles. Quantum's portfolio of technologies includes electronic and software controls, hybrid electric drive systems, natural gas and hydrogen storage and metering systems and other alternative fuel technologies and solutions that enable fuel efficient, low emission, natural gas, hybrid, plug-in hybrid electric and fuel cell vehicles. Quantum Fuel reported a net loss attributable to stockholders of $23.04 million in 2013, a net loss attributable to stockholders of $30.91 million in 2012 and a net loss attributable to common stockholders of $38.49 million in 2011. As of June 30, 2014, the Company had $72.42 million in total assets, $39.35 million in total liabilities and $33.07 million in total stockholders' equity. RADIOSHACK CORP: Fitch Lowers Issuer Default Rating to 'C' ---------------------------------------------------------- Fitch Ratings has downgraded the Long-term Issuer Default Rating (IDR) for RadioShack Corporation (RadioShack) to 'C' from 'CC'. KEY RATING DRIVERS The downgrade reflects the high likelihood that RadioShack will need to restructure its debt in the next couple of months. There has been a material deterioration in its liquidity in the last quarter and Fitch believes there will be a funding shortfall going into the holiday season. Management indicated today that it is exploring options for overhauling its balance sheet and that it is in advanced discussions with a number of parties. Possible outcomes include a debt restructuring, store base consolidation program and other measures to make significant reductions in its cost structure. Fitch believes that this may result in a bankruptcy filing or in another outcome that is detrimental to bondholders. Per Fitch's recovery analysis outlined below, Fitch believes that the $585 million senior secured ABL facility is well secured and would receive a full recovery. The $250 million term loan has superior recovery prospects (71-90%), and the $325 million of senior unsecured notes have poor recovery prospects (0-10%). There was significant erosion in RadioShack's liquidity during the second quarter of 2014, with total liquidity of $183 million as of Aug. 2, 2014 ($31 million in cash and $152 million of availability on the revolving credit facility) down from $424 million at the end of the first quarter. Revolver availability was constrained by additional discretionary reserves of $104 million put in place by the lenders, drawings on the revolver of $43 million (up from no borrowings at the end of Q1), an increase in letters of credit, and a lower borrowing base due to lower inventories and receivables. Fitch estimates that RadioShack will have liquidity needs of up to $300 million during the second half of 2014, including negative free cash flow (FCF) of around $200 million and a seasonal inventory build-up of an estimated $100 million. The negative FCF projection is based on second half 2014 EBITDA of negative $150 million, interest expense of $30 million and capex of $20 million, and assumes flat working capital. As such, there is a funding shortfall versus currently available liquidity of $100 million or more. In Fitch's view, RadioShack does not have material sources of liquidity beyond its revolver as virtually all of its assets have been pledged to its credit facilities. RadioShack reported a 17.5% revenue decline in the first half of 2014, and a 16.9% decline in comparable (comp) store sales. EBITDA for the LTM period was negative $272 million, compared with negative $161 million in 2013 and positive $48 million in 2012. Weak underlying trends in RadioShack's mobility and consumer electronics businesses have been responsible for this material decline in profitability. Within RadioShack's U.S. Company-Operated Stores Segment, comparable store mobility sales (52% of revenue; includes postpaid and prepaid wireless handsets, commissions and residual income, prepaid wireless airtime, e-readers, tablet devices, wireless accessories, and tablet accessories) were down 24% in the first half mainly due to unit declines in its post-paid wireless business, and comparable store retail sales (consumer electronics, batteries, etc.) were down 8.9%. Fitch projects continued negative trends in these businesses. Recovery Analysis The ratings on the various securities reflect Fitch's recovery analysis, which is based on a liquidation value of RadioShack in a distressed scenario of $530 million as of Aug. 2, 2014. Most of the value comes from inventories, half of which are assumed to be mobile phones which are assigned a liquidation value of 80%, and the balance is other inventories at a liquidation value of 50%. Fitch uses a liquidation value of 30% for receivables to reflect the netting out of estimated payables to the wireless carriers. The $585 million ABL facility, including a $535 million revolver (current borrowing base of $284 million) and a $50 million term loan, has outstanding recovery prospects (91% - 100%), and a rating of 'CCC/RR1'. The ABL facility is secured by a first lien on current assets and a second lien on fixed assets, intellectual property and equity interests in subsidiaries. The $250 million secured term loan has superior recovery prospects (71% - 90%) and a rating of 'CCC-/RR2'. This loan is secured by a second lien on current assets and a first lien on fixed assets, intellectual property and equity interests in subsidiaries. Fitch expects that the loan could have a recovery at the high end of the range or better given the value of the underlying collateral and the limits that have been placed on the amount the company can borrow against the revolver. The $325 million of senior unsecured notes due in May 2019 are rated 'C/RR6', reflecting poor recovery prospects (0% - 10%). RATING SENSITIVITIES An upgrade of RadioShack is unlikely at this point with no apparent catalyst for a turnaround. RadioShack would need to generate a minimum EBITDA of $80 million to $100 million to service interest expense and maintenance capex. A downgrade would occur in the event of a default or distressed debt exchange. Fitch has taken the following rating actions: RadioShack Corporation -- Long-term IDR downgraded to 'C' from 'CC' -- $535 million senior secured ABL revolver downgraded to 'CCC/RR1' from 'CCC+/RR1'; -- $50 million senior secured ABL term loan downgraded to 'CCC/RR1' from 'CCC+/RR1' -- $250 million secured term loan downgraded to 'CCC-/RR2' from 'CCC/RR2' -- Senior unsecured notes are affirmed at 'C/RR6'. RECYCLING SERVICES: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Recycling Services, Inc. P.O. Box 305 Claremont, NH 03743 Case No.: 14-11755 Chapter 11 Petition Date: September 12, 2014 Court: United States Bankruptcy Court District of New Hampshire (Manchester) Debtor's Counsel: Eleanor Wm Dahar, Esq. VICTOR W. DAHAR PROFESSIONAL ASSOCIATION 20 Merrimack Street Manchester, NH 03101 Tel: (603) 622-6595 Email: edahar@att.net vdaharpa@att.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Amanda C. Silvers, president and sole shareholder. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/nhb14-11755.pdf SAN BERNARDINO, CA: Firefighters, CalPERS Respond to CBA Motion --------------------------------------------------------------- The City of San Bernardino, California on March 4, 2013, sought the Bankruptcy Court's authority to reject its collective bargaining agreement with the San Bernardino City Professional Firefighters, Local 891. The City has filed a supplement to its request, as authorized by the Court. The collective bargaining agreement expired on its own terms on June 30, 2010, but it contained an evergreen clause which provided that all of the provisions remain in effect until a new agreement is negotiated. Paul R. Glassman, Esq., at Stradling Yocca Carlson & Rauth, P.C., in Santa Monica, California, relates that the City has been unable to negotiate voluntary modifications to the agreement. The only way for the City to get out of the deal is to negotiate to impasse, and only after that can it impose changes. However, labor law impasse procedures burden the ability of a debtor to exercise its rights under Section 365 of the Bankruptcy Code to reject the contract. Rather, a debtor seeking to reject a collective bargaining agreement must make reasonable efforts to negotiate voluntary modifications. Mr. Glassman points out that for more than a two-year period, the City made numerous efforts to get the firefighters to help the City deal with its financial crisis through modifications to the terms and conditions of employment controlled by the agreement. According to Mr. Glassman, the City was in dire financial straits and was forced to significantly reduce and contain the cost of providing services to its residents. Employee compensation comprises 75% of the general fund budget and public safety employees represent 80% of total general fund employee compensation. The City had already cut back many services to bare-bones. Mr. Glassman argues that without modifications to the agreement and reductions in the cost of operating the fire department, the City would have an unbalanced budget and would require the use of operating capital to meet its obligations and make the budget insolvent. Mr. Glassman assures the Court that the City is not seeking to reduce salaries and it is not proposing to impair pension benefit. Rather, it is trying to: (a) get control over skyrocketing overtime costs associated with an outmoded staffing model that cost the fire department over $6.3 million of overtime pay in the last fiscal year; and (b) rein in the costs of pension benefit through employee cost sharing authorized in 2012 by the California Legislature. Mr. Glassman argues that when compared to the compensation paid to members, the cost of participating in cost sharing is not an unreasonable burden. Until the City began implementing cost-sharing in February 2013 for all employees, the members had not been paying anything for their pension benefits. The City believes its proposed modifications are fair and reasonable and should be approved. Firefighters Respond David M. Goodrich, Esq., at SulmeyerKupetz, PC, in Los Angeles, California, contends that the City has failed to provide admissible evidence of its efforts to negotiate voluntary modifications to the agreement. The firefighters has taken limited discovery and learned that the City's expert cannot confirm that the agreement is a burden on the City. Mr. Goodrich notes that there is no statutory authority for the implementation of terms of employment on a collective bargaining unit. It also appears the City is asking for an order authorizing it to violate state law, i.e. cost sharing, under the guise of contract rejection. Bankruptcy law, however, does not preempt these state laws, argues Mr. Goodrich. Mr. Goodrich stresses that the City has failed to demonstrate it is entitled to an order, on a nunc pro tunc basis, blessing its unilateral imposition of modifications to the agreement in February 2013. The City has had an ample opportunity to provide additional argument in support of this novel approach, says Mr. Goodrich, yet has failed to do so. Accordingly, the firefighters ask the Court to deny the City's request. CalPERS Respond The California Public Employees' Retirement System clarifies that the City's request go beyond a simple rejection of the agreement but seeks to make changes to the agreement, including increases in the amount of contributions that employees must pay towards the pension plan. Michael B. Lubic, Esq., at K&L Gates LLP, in Los Angeles, California, argues that nothing in Section 365 of the Bankruptcy Code authorizes a bankruptcy court to approve or bless changes to an executory contract. Section 365 merely allows assumption or rejection, not modification. Mr. Lubic further argues that there is currently no controversy for the Court to adjudicate, and the City's desire for the Court to approve its past and possible future actions amounts to a request for an impermissible advisory opinion. Mr. Lubic notes that the propriety of the City's modifications are better left to be addressed another day. The Court should abstain from ruling on a matter of first impression involving an interpretation of State law, particularly where the matter involves State governmental matters like the pensions of public employees, suggests Mr. Lubic. Even if it were appropriate for the Court to approve modifications to contribution amounts, the increases exceed the amounts that California law allows to be imposed on employees, he adds. To the extent that the City is asserting that applicable California law is preempted, it is premature to consider preemption, Mr. Lubic says. The City is represented by: Paul R. Glassman, Esq. Fred Neufeld, Esq. Laura L. Buchanan, Esq. Kathleen D. Devaney, Esq. STRADLING YOCCA CARLSON & RAUTH, P.C. 100 Wilshire Blvd., 4th Floor Santa Monica, CA 90401 Telephone: (424) 214-7000 Facsimile: (424) 214-7010 E-mail: pglassman@sycr.com fneufeld@sycr.com lbuchanan@sycr.com kdevaney@sycr.com - and - Gary D. Saenz, Esq. Office of the City Attorney 300 N. "D" STREET, Sixth Floor San Bernardino, CA 92418 Telephone: (909) 384-5355 Facsimile: (909) 384-5238 E-mail: saenz_ga@sbcity.org The firefighters are represented by: David M. Goodrich, Esq SULMEYERKUPETZ, A PROFESSIONAL CORPORATION 333 South Hope Street, Thirty-Fifth Floor Los Angeles, CA 90071-1406 Telephone: 213-626-2311 Facsimile: 213-629-4520 E-mail: dgoodrich@sulmeyerlaw.com - and - Corey W. Glave, Esq. Attorney at Law 1042 2nd Street Hermosa Beach, CA 90254 Telephone: (323) 547-0472 Facsimile: (310) 379-0456 E-mail: SBCPFattorney@gmail.com CalPERS is represented by: Michael J. Gearin, Esq. Michael B. Lubic, Esq. Michael K. Ryan, Esq. K&L GATES LLP 10100 Santa Monica Boulevard, Seventh Floor Los Angeles, CA 90067 Telephone: 310-552-5000 Facsimile: 310-552-5001 Email: michael.gearin@klgates.com michael.lubic@klgates.com michael.ryan@klgates.com About San Bernardino, Calif. San Bernardino, California, filed an emergency petition for municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 12-28006) on Aug. 1, 2012. San Bernardino, a city of about 210,000 residents roughly 65 miles (104 km) east of Los Angeles, estimated assets and debts of more than $1 billion in the bare-bones bankruptcy petition. The city council voted on July 10, 2012, to file for bankruptcy. The move lets San Bernardino bypass state-required mediation with creditors and proceed directly to U.S. Bankruptcy Court. The city is represented that Paul R. Glassman, Esq., at Stradling Yocca Carlson & Rauth. San Bernardino joined two other California cities in bankruptcy: Stockton, an agricultural center of 292,000 east of San Francisco, and Mammoth Lakes, a mountain resort town of 8,200 south of Yosemite National Park. The City was granted Chapter 9 protection on Aug. 28, 2013. SCRUB ISLAND: Creditors to Vote on Chapter 11 Plan -------------------------------------------------- Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that Scrub Island Resort, Spa & Marina in the British Virgin Islands obtained conditional approval of the disclosure statement explaining its Chapter 11 reorganization plan. According to the report, U.S. Bankruptcy Judge Michael G. Williamson in Tampa, Florida, will convene a hearing to consider final approval of the disclosure statement and the confirmation of the plan on Nov. 3. Deadlines to vote and file objections to the disclosure statement and confirmation of the plan are Oct. 24, the report related. Bloomberg said the confirmation hearing will be conducted alongside the trial of a lawsuit in which Scrub Island is asserting so-called lender-liability claims against pre-bankruptcy secured lender FirstBank Puerto Rico. The lawsuit is Scrub Island Development Group Limited v. FirstBank Puerto Rico, 14-ap-00534. About Scrub Island Scrub Island Development Group Ltd., the owner of a British Virgin Islands luxury resort, and its affiliate, Scrub Island Construction Limited, sought bankruptcy protection (Bankr. M.D. Fla. Case Nos. 13-15285 and 13-15286) on Nov. 19, 2013, to end a receivership Scrub Island claims was secretly put in place by its lender. The bankruptcy case is assigned to Judge Michael G. Williamson. The 230-acre resort operates as a Marriott Autograph Collection property. It has 52 rooms and suites, a spa and a 55-slip marina. Scrub Island Development Group scheduled $125,569,235 in total assets and $130,695,731 in total liabilities. The Debtors are represented by Charles A. Postler, Esq., and Harley E. Riedel, Esq., at Stichter, Riedel, Blain & Prosser, in Tampa, Florida. FirstBank Puerto Rico, the prepetition secured lender, is represented by W. Keith Fendrick, Esq., at Holland & Knight LLP, in Tampa, Florida. The Debtors are represented by Charles A. Postler, Esq., and Harley E. Riedel, Esq., at Stichter, Riedel, Blain & Prosser, in Tampa, Florida. FirstBank Puerto Rico, the Debtor's prepetition secured lender, is represented by W. Keith Fendrick, Esq., at Holland & Knight LLP, in Tampa, Florida. The Official Committee of Unsecured Creditors appointed in Scrub Island's cases has retained Robert B. Glenn, Esq., Edwin G. Rice, Esq., and Victoria D. Critchlow, Esq., at Glenn Rasmussen, P.A., as general counsel. SEANERGY MARITIME: Plaza and Comet Report 25% Equity Stake ---------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Plaza Shipholding Corp., Comet Shipholding Inc., et al., disclosed that as of June 27, 2014, they beneficially owned 3.4 million shares of common stock of Seanergy Maritime Holdings Corp. representing 25% of the shares outstanding. Plaza and Comet are each reporting the beneficial ownership of an additional 945,000 shares of Common Stock, or 1,890,000 shares of Common Stock in the aggregate pursuant to a Share Purchase Agreement entered into among the Company, Plaza and Comet on June 24, 2014. Plaza and Comet acquired the shares for $1,134,000, at a price of $0.60 per share. The shares acquired by the Plaza and Comet are being held for investment purposes. A copy of the regulatory filing is available at: http://is.gd/XTQIEg About Seanergy Athens, Greece-based Seanergy Maritime Holdings Corp. is an international company providing worldwide seaborne transportation of dry bulk commodities. The Company owns and operates a fleet of seven dry bulk vessels that consists of three Handysize, two Supramax and two Panamax vessels. Its fleet carries a variety of dry bulk commodities, including coal, iron ore, and grains, as well as bauxite, phosphate, fertilizer and steel products. Seanergy Maritime reported net income of $10.90 million on $23.07 million of net vessel revenue for the year ended Dec. 31, 2013, as compared with a net loss of $193.76 million on $55.61 million of net vessel revenue for the year ended Dec. 31, 2012. As of June 30, 2014, the Company had $3.52 million in total assets, $554,000 in total liabilities and $2.96 million in total shareholders' equity. Ernst & Young (Hellas) Certified Auditors Accountants S.A., in Athens, Greece, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company, as of December 31, 2013 continued to be in breach of certain terms and covenants of the loan facility with its remaining lender, and had a working capital deficit and an accumulated deficit. Following the disposal of its entire fleet subsequent to December 31, 2013 in the context of its restructuring plan, the Company is unable to generate sufficient cash flow to meet its obligations and sustain its continuing operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SEVEN COUNTIES: Sept. 30 Deadline for Administrative Claims Filing ------------------------------------------------------------------ The Bankruptcy Court established Sept. 30, 2014, as the deadline for any holder of an administrative claim against Seven Counties Services, Inc., to file proofs of claim. Seven Counties Services Inc., a not-for-profit behavioral services provider from Louisville, Kentucky, filed for Chapter 11 protection (Bankr. W.D. Ky. Case No. 13-31442) on April 4, 2013. The agency generates more than $100 million a year in revenue and employs a staff of 1,400 providing services at 21 locations and 120 schools and community centers. The petition was signed by Anthony M. Zipple as president/CEO. The Debtor scheduled assets of $45,603,716 and scheduled liabilities of $232,598,880. Judge Joan A. Lloyd presides over the case. David M. Cantor, Esq., Neil C. Bordy, Esq., Charity B. Neukomm, Esq., Tyler R. Yeager, Esq., and James E. McGhee III, Esq., at SEILLER WATERMAN LLC, serve as counsel to the Debtor. Bingham Greenebaum Doll LLP and Wyatt, Tarrant & Combs LLP have been retained by the Debtor as special counsel. Hall, Render, Killian, Heath & Lyman, PLLC, is special counsel to represent and advise it in the implementation of its new software system. Peritus Public Relations, LLC, has been tapped to provide public relations and public affairs support in Kentucky. Fifth Third Bank, the cash collateral lender, is represented by Brian H. Meldrum, Esq., at STITES & HARBISON PLLC; and Robert C. Goodrich, Jr., Esq., at STITES & HARBISON PLLC. SIMPLEXITY LLC: Fifth Third Says Creditors Rushing Lien Challenge ----------------------------------------------------------------- Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that the Official Committee of Unsecured Creditors appointed in the Chapter 11 case of Simplexity LLC wants the debtor to sue lender Fifth Third Bank or allow the panel to do so. According to the report, the committee wants the exclusive right to sue Fifth Third because the bank acted with "hostility" toward the Chapter 11 process to the detriment of unsecured creditors. Law360 reported that Fifth Third Bank blasted the Committee's request to fast-track its bid to lodge a challenge to the bank's post-petition liens, arguing unsecured creditors are just trying to control the terms of any potential settlement. According to the report, in a motion before the Delaware bankruptcy court, FTB, which is both Simplexity's senior prepetition and debtor-in- possession lender, argued that the official committee of unsecured creditors' request is a collateral attack on a claims investigation process. About Simplexity Simplexity, LLC, a defunct cellphone activator, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 14-10569) on March 16, 2014. The case is before Judge Kevin Gross. The Debtors' counsel is Kenneth J. Enos, Esq., and Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor, LLP, in Wilmington, Delaware. Prime Clerk LLC serves as claims and noticing agent. Simplexity hired Rutberg & Co. as investment banker. Simplexity LLC and Simplexity Services LLC both estimated $10 million to $50 million in assets, and $50 million to $100 million in liabilities. The U.S. Trustee for Region 3 appointed five members to an official committee of unsecured creditors. Peter S. Partee, Sr., Esq., and Michael P. Richman, Esq., at Hunton & Williams LLP, in New York; and Christopher A. Ward, Esq., and Shanti M. Katona, Esq., at Polsinelli PC, in Wilmington, Delaware, represent the Committee. SKYLINE MANOR: Smart Devine Okayed to Perform Forensic Accounting ----------------------------------------------------------------- Ron Ross, the Chapter 11 Trustee of Skyline Manor, Inc., sought and obtained permission from the U.S. Bankruptcy Court for the District of Nebraska to employ Smart Devine of Philadelphia, PA to perform certain forensic accounting work. The Chapter 11 Trustee said certain financial dealings and transactions transpired while the Debtor was under prior management which may have been improper and actionable, and that those transactions and others which may be discovered should be scrutinized more closely. These matters include, but are not limited to, significant, unexplained cash payments made to companies related to those working in a management capacity for Skyline, the apparent failure of prior management to pay or cause to be paid payroll taxes, other unexplained bank account debits and incomplete financial record-keeping. The Trustee desires to retain Smart Devine to undertake certain forensic accounting tasks in order to better understand these and other transactions. This engagement would be led by Ricardo Zayas and Francis Brulenski on behalf of Smart Devine. Mr. Zayas will charge the Trustee a discounted hourly billing rate of $360 per hour. In addition, Smart Devine would set a maximum cost for its services at $50,000 to undertake the accounting work requested by the Trustee, and would not exceed $50,000 in fees and costs without further permission and approval from Trustee. Mr. Zayas assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Smart Devine can be reached at: Ricardo J. Zayas SMART DEVINE OF PHILADELPHIA, PA 1600 Market St., Ste 3200 Philadelphia, PA 19103-7210 Tel: (267) 670-7356 E-mail: RZayas@smartdevine.com About Skyline Manor Skyline Manor Inc. is a Nebraska non-profit corporation that operates a 199-unit continuing care retirement community and a 140 unit independent living facility in Omaha. Skyline Manor filed a Chapter 11 bankruptcy petition (Bankr. D. Neb. Case No. 14-80934) on May 8, 2014. The petition was signed by John W. Bartle as chief restructuring officer. Judge Thomas L. Saladino presides over the case. The Debtor estimated assets of at least $10 million and liabilities between $10 million to $50 million. Mr. Ross has been appointed as the Chapter 11 trustee for Skyline Manor. SOUNDVIEW ELITE: Investment Advisor Wants Stay in Proceedings ------------------------------------------------------------- Gerti Muho asks the Bankruptcy Court to temporarily stay proceedings in relation to the Chapter 11 case of Soundview Elite, Ltd., et al. He said fraud had been committed on the Court, specifically the parties that have filed for bankruptcy had done fraudulently for the sole purpose of stealing assets that Mr. Muho, in his role as investment advisor for his investors, solely controls. He said a temporary stay of all proceedings in the Court would be beneficial and practical and may prevent unnecessary efforts by the parties and the Court. About Soundview Elite Six mutual funds originally created by Citco Group of Cos., including Soundview Elite Ltd., filed petitions for Chapter 11 protection on Sept. 24, 2013, in Manhattan to avoid undergoing bankruptcy liquidation in the Cayman Islands, where they are incorporated. The funds are Soundview Elite (Bankr. S.D.N.Y. Case No. 13-13098) Soundview Premium, Ltd. (Case No. 13-13099); Soundview Star Ltd. (Case No. 13-13101); Elite Designated (Case No. 13-13102); Premium Designated (Case No. 13-13103); and Star Designated (Case No. 13-13104). The petitions were signed by Floyd Saunders as corporate secretary. By order dated Oct. 16, 2013, the Court directed that the Debtors' bankruptcy cases be procedurally consolidated and jointly administered. SoundView Elite Ltd. and two similarly named funds were the target of a winding-up petitions in the Cayman Islands filed in August by Citco, which had sold its interest in the funds' manager years before. An investor, who was removed from the funds' board in June, filed a different winding-up petition in August, aimed at three funds created later to hold illiquid assets. Soundview Elite estimated assets and debts of at least $10 million. The funds said in a court filing their total cash assets of about $20 million are held in the U.S., where the funds are managed. Court papers list the funds' total assets as $52.8 million, against debt totaling $28 million. Judge Robert E. Gerber presides over the U.S. cases. Warren J. Martin, Jr., Esq., Mark J. Politan, Esq., Terri Jane Freedman, Esq., and Rachel A. Segall, Esq., at Porzio, Bromberg & Newman, PC, serve as the Debtors' counsel. CohnReznick LLP serves as financial advisor. Peter Anderson and Matthew Wright, as Joint Official Liquidators of the Debtors, are represented in the U.S. proceedings by John A. Pintarelli, Esq., James J. Beha, II, Esq., William H. Hildbold, Esq., at Morrison & Foerster LLP. The U.S. Trustee solicited for the formation of an official committee of unsecured creditors, but to date one has not been formed. SOURCEGAS LLC: Fitch Affirms 'BB+' IDR & Revises Outlook to Pos. ---------------------------------------------------------------- Fitch Ratings has affirmed SourceGas LLC's (SGL) 'BB+' long-term Issuer Default Rating (IDR) and 'BBB-' senior unsecured debt rating. The Rating Outlook is revised to Positive from Stable. Approximately $325 million of senior notes is affected by today's rating action. KEY RATING DRIVERS Low-Risk Utility Business: SGL conducts its regulated natural gas distribution businesses in four states: Arkansas, Colorado, Nebraska, and Wyoming. Regulated activities account for over 90% of gross margin. Commodity costs are a straight pass-through to customers via recovery mechanisms. Fixed service charges and base load represent over 60% of revenues and SGL has weather normalization in Arkansas, further reducing earnings and cash flow volatility. Elevated Capital Investment Program: SGL's capital investment budget is expected to remain elevated over the five-year forecast period, with customer growth averaging approximating 1.5% annually and organic growth projects including the recently approved system build-out to connect the Big River Steel project in northeast Arkansas. Management projects capital investment at approximately $160 million in 2014 and $140 million in 2015, levels approximately 50% above historical capital investments from 2010 to 2013. Rate base growth is projected at 50% over the five-year period from 2014 to 2018. Utility Leverage Pressured: The elevated capex spend will continue to pressure leverage. Fitch expects SGL's equity base to be maintained at 50% to 51 % over the forecast period, modestly stronger than the prior capitalization estimate of 48% to 50% equity. While the higher equity component will modestly alleviate leverage pressure, the continued lag in recovery on new capital investments will weigh on key leverage and coverage. SGL benefits from recovery riders on capital investments for system upgrades for meter and pipe replacements that cover approximately 60% of capital investments but the rapid growth will continue to result in a timing lag between investment and recovery on investment. Stable Credit Metrics: SGL's profitability and interest coverage metrics are generally strong for the ratings category while leverage metrics are modestly below peers. Fitch expects EBITDAR- to-Interest to average around 4.5x over its forecast period while Debt-to-EBITDA will approximate 4.8x. Using a quarterly outstanding debt average rather than a Dec. 31 period-end balance, which neutralizes the impact of seasonal debt for working capital needs, leverage measures improve by approximately 30 basis points. Further modest improvement in leverage is expected as the capex cycle matures and investments enter rate base. Leveraged Holding Company Structure: SGL is a wholly-owned subsidiary of SourceGas Holding LLC (SGH, not rated by Fitch), the ownership vehicle created by affiliates of General Electric and Alinda Investments LLC to execute the leveraged buyout of the regulated natural gas business from Kinder Morgan in 2007. SGH is managed to a total debt-to-capitalization level of 70%. SGH is reliant on dividends from SGL to service its debt; SGL in-turn is reliant on SGH for equity to support its capital structure during the elevated capex spend period. Ultimately, General Electric and Alinda, the owners, will need to provide sufficient equity for SGH to be capitalized at 30% equity and SGL to be capitalized with 50% to 51% equity. Financial Flexibility: Fitch considers SGL's financial flexibility as somewhat constrained as a private company limiting capital access and by a relatively short-dated debt maturity structure. SGL's debt maturities, primarily consisting of $150 million of term debt due in 2016 and $325 million of notes due in 2017 present a degree of market risk at the time of refinancing. Liquidity Fitch considers SGL's liquidity to be adequate, supported by a $175 million revolving credit facility due in 2016 to fund cyclical working capital needs, fund capital investments not met by internally generated funds, and general corporate purposes. Covenants include a debt to capital limit of 65%. RATING SENSITIVITIES Positive: Future, developments that may, individually or collectively lead to a positive rating action include: -- The Positive Outlook incorporates Fitch's expectation of an improving financial profile as the capital investment cycle peaks in 2014 and new investments enter rate base. Funds from operations adjusted leverage sustained below 4.75x to 5.25x (Fitch models 5.2x in 2014) could lead to a one-notch upgrade. Negative: Future, developments that may, individually or collectively lead to a negative rating action include: -- A meaningful increase in leverage at either SGL or SGH; -- Higher up-stream dividends from SGL to SGH; -- Deterioration in operating performance from regulatory outcomes that prevent timely and adequate recovery of invested capital. Fitch has affirmed these ratings with a Positive Outlook: SourceGas LLC -- Long-term IDR at 'BB+'; -- Senior unsecured notes at 'BBB-'. SPIRE CORP: CEO LaFavre Elected to Board of Directors ----------------------------------------------------- The Board of Directors of Spire Corporation elected Rodger W. LaFavre, the Company's chief executive officer and president, to the Board, effective Sept. 9, 2014. Mr. LaFavre will hold office until the next Annual Meeting of Stockholders and until his successor is duly elected. As an employee director, Mr. LaFavre will not receive compensation for his service on the Board. About Spire Corp Bedford, Massachusetts-based Spire Corporation currently develops, manufactures and markets customized turn-key solutions for the solar industry, including individual pieces of manufacturing equipment and full turn-key lines for cell and module production and testing. Spire Corporation reported a net loss of $8.52 million in 2013, as compared with a net loss of $1.85 million in 2012. As of June 30, 2014, the Company had $9.34 million in total assets, $14.19 million in total liabilities and a $4.85 million total stockholders' deficit. McGladrey 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 incurred an operating loss from continuing operations of $8.4 million and cash used in operating activities of continuing operations was $5.2 million. The Company's credit agreement with a bank is due to expire on April 30, 2014. These factors raise substantial doubt about its ability to continue as a going concern. STANFORD GROUP: SEC Drops Fight to Compel SIPC Repay Victims ------------------------------------------------------------ Law360 reported that the U.S. Securities and Exchange Commission won't be challenging the D.C. Circuit's July ruling preventing the SEC from ordering Securities Investor Protection Corp. to compensate victims of Robert Allen Stanford's $7 billion Ponzi scheme, a spokesman for the agency said. According to the report, the statement said that, after "very careful deliberation," the SEC decided not to seek further review of the appellate court's decision that upheld a district court ruling on the SIPC. The case is SEC v. Securities Investor Protection, Case No. 12-5286. About Stanford Group The Stanford Financial Group was a privately held international group of financial services companies controlled by Allen Stanford, until it was seized by United States (U.S.) authorities in early 2009. Domiciled in Antigua, Stanford International Bank Limited -- http://www.stanfordinternationalbank.com/-- is a member of Stanford Private Wealth Management, a global financial services network with US$51 billion in deposits and assets under management or advisement. Stanford Private Wealth Management served more than 70,000 clients in 140 countries. On Feb. 16, 2009, the United States District Court for the Northern District of Texas, Dallas Division, signed an order appointing Ralph Janvey as receiver for all the assets and records of Stanford International Bank, Ltd., Stanford Group Company, Stanford Capital Management, LLC, Robert Allen Stanford, James M. Davis and Laura Pendergest-Holt and of all entities they own or control. The February 16 order, as amended March 12, 2009, directs the Receiver to, among other things, take control and possession of and to operate the Receivership Estate, and to perform all acts necessary to conserve, hold, manage and preserve the value of the Receivership Estate. The case in district court was Securities and Exchange Commission v. Securities Investor Protection Corp., 11-mc-00678, U.S. District Court, District of Columbia (Washington). The U.S. Securities and Exchange Commission, on Feb. 17, charged before the U.S. District Court in Dallas, Texas, Mr. Stanford and three of his companies for orchestrating a fraudulent, multi- billion dollar investment scheme centering on an US$8 billion Certificate of Deposit program. A criminal case was pursued against him in June before the U.S. District Court in Houston, Texas. Mr. Stanford pleaded not guilty to 21 charges of multi-billion dollar fraud, money- laundering and obstruction of justice. Assistant Attorney General Lanny Breuer, as cited by Agence France-Presse News, said in a 57-page indictment that Mr. Stanford could face up to 250 years in prison if convicted on all charges. Mr. Stanford surrendered to U.S. authorities after a warrant was issued for his arrest on the criminal charges. STOCKTON, CA: Franklin Templeton Blasts Treatment In Plan --------------------------------------------------------- Law360 reported that holdout creditor Franklin Templeton Investments urged a California bankruptcy judge to reject the city of Stockton's plan to exit Chapter 9 bankruptcy, arguing the plan is unfair because it would pay the city's prepetition liabilities for unfunded pensions in full while forcing Franklin to accept a recovery of less than 1 percent. According to the report, in a post-trial brief, Franklin asserted that the court should deny confirmation of Stockton's plan of adjustment and "send the city back to the drawing board." Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that any opinion by U.S. Bankruptcy Judge Christopher M. Klein on whether retirees and their pensions can be treated better than bondholders and unsecured creditors will be helpful or a challenge to distinguish if U.S. Bankruptcy Judge Steven Rhodes in Michigan reaches an opposite result in Detroit's Chapter 9 case. About Stockton, Calif. The City of Stockton, California, filed a Chapter 9 petition (Bankr. E.D. Cal. Case No. 12-32118) in Sacramento on June 28, 2012, becoming the largest city to seek creditor protection in U.S. history. The city was forced to file for bankruptcy after talks with bondholders and labor unions failed. Stockton estimated more than $1 billion in assets and in excess of $500 million in liabilities. The city, with a population of about 300,000, identified the California Public Employees Retirement System as the largest unsecured creditor with a claim of $147.5 million for unfunded pension costs. In second place is Wells Fargo Bank NA as trustee for $124.3 million in pension obligation bonds. The list of largest creditors includes $119.2 million owing on four other series of bonds. The city is being represented by Marc A. Levinson, Esq., and John W. Killeen, Esq., at Orrick, Herrington & Sutcliffe LLP. The petition was signed by Robert Deis, city manager. Mr. Levinson also represented the city of Vallejo, Cal. in its 2008 bankruptcy. Vallejo filed for protection under Chapter 9 (Bankr. E.D. Cal. Case No. 08-26813) on May 23, 2008, estimating $500 million to $1 billion in assets and $100 million to $500 million in debts in its petition. In August 2011, Vallejo was given green light to exit the municipal reorganization. The Vallejo Chapter 9 plan restructures $50 million of publicly held debt secured by leases on public buildings. Although the Plan doesn't affect pensions, it adjusts the claims and benefits of current and former city employees. Bankruptcy Judge Michael McManus released Vallejo from bankruptcy on Nov. 1, 2011. The bankruptcy judge on April 1, 2013, ruled that the city of Stockton is eligible for municipal bankruptcy in Chapter 9. STRADELLA INVESTMENT: Bankruptcy Case Converted to Chapter 7 ------------------------------------------------------------ The U.S. Bankruptcy Court converted the Chapter 11 case of Stradella Investments, Inc., to one under Chapter 7 of the Bankruptcy Code. Peter C. Anderson, U.S. Trustee, sought case conversion. The Chapter 11 trustee for the Debtor consented to the conversion of the case. San Juan Capistrano, California-based Stradella Investments, Inc., filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 10-23193) on Sept. 19, 2010. Timothy J. Yoo, Esq., at Levene Neale Bender Rankin & Brill LLP, assists the Debtor in its restructuring effort. The Debtor disclosed $25,000,000 in assets and $121,000,671 in liabilities in its schedules. The Debtor's primary assets is a $25 million promissory note in its favor made out by RM Eagle, LLC, in connection with the purchase of certain real property. RM Eagle defaulted on a construction loan with respect to the development of the Property, and the lender foreclosed on RM Eagle. An affiliate of Stark Investments is currently the title holder of the Property. The Note is secured by a deed of trust on the Property. Under the Plan filed by the Debtor in February 2013, creditors are to be paid in full over time from the proceeds of the Debtor's assets. General unsecured creditors will be paid from any amounts remaining from the proceeds of the note after Secured Creditors are paid. Holders of equity interests in the Debtor will retain their interests. TAMRAC INC: Sells Business, Gets More Time to File Exit Plan ------------------------------------------------------------ Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that Tamrac Inc., has sold its business to Gura Gear LLC for $5.6 million and won an extension of its exclusive right to propose a Chapter 11 plan until January next year. According to the report, the sale probably will allow full payment to unsecured creditors. Tamrac Inc., a maker of bags for high-end photographic equipment, filed for Chapter 11 bankruptcy (Bankr. C.D. Cal. Case No. 14-bk- 10076) in Woodland Hills on January 6, 2014. Judge Maureen Tighe presides over the case. The Debtor's counsel is Michael I Gottfried, Esq., and Roye Zur, Esq., at Landau Gottfried & Berger LLP, in Los Angeles, California. The Debtor said it had $1 million to $10 million in assets and around the same amount of liabilities. The petition was signed by Jesselyn T. Cyr, president. TEC/GULL CREEK: WMD Asset Management Wins Auction ------------------------------------------------- Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that an affiliate of WMD Asset Management LLC was named the winning bidder with an offer of about $8 million cash plus assumption of specified liabilities for the nonprofit, 86- unit Gull Creek Retirement Community in Berlin, Maryland. According to the report, sale and Gull Creek's liquidating plan are both up for approval at a Sept. 17 confirmation hearing. TEC/Gull Creek, Inc., which provides both independent and assisted living services to its residents, sought protection under Chapter 11 of the Bankruptcy Code on June 27, 2014. The case is In re TEC/Gull Creek, Inc., Case No. 14-20311 (Bankr. D. Md.). The case is assigned to Judge Duncan W. Keir. The Debtor's counsel is James Edward Van Horn, Jr., Esq., at McGuirewoods LLP, in Baltimore, Maryland. The Debtor's financial advisor is Weinsweigadvisors LLC, while its investment banker is Cassidy Turley Commercial Real Estate Services, Inc. The Debtor has estimated assets of $1 million to $10 million and estimated liabilities of $10 million to $50 million. The petition was signed by Lloyd R. Kitchen, Jr., executive vice president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/mdb14-20311.pdf TECHNA-FIT INC: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Techna-Fit Inc. 486 Southpoint Circle, Suite 104 Brownsburg, IN 46112 Case No.: 14-08524 Chapter 11 Petition Date: September 12, 2014 Court: United States Bankruptcy Court Southern District of Indiana (Indianapolis) Judge: Hon. Robyn L. Moberly Debtor's Counsel: Erin Casey Nave, Esq. TAFT STETTINIUS & HOLLISTER, LLP One Indiana Square Suite 3500 Indianapolis, IN 46204 Tel: 317-713-3500 Fax: 317-713-3699 Email: enave@taftlaw.com - and - Michael P. O'Neil, Esq. TAFT STETTINIUS & HOLLISTER LLP 1 Indiana Square, Suite 3500 Indianapolis, IN 46204 Tel: 317-713-3500 Email: moneil@taftlaw.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Stuart Trotter, president. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. TN-K ENERGY: Reduces CEO's Annual Salary to $42,000 --------------------------------------------------- TN-K Energy Group, Inc., entered into an amended employment agreement with Mr. Ken Page, its chief executive officer, on Aug. 21, 2014, according to a regulatory filing with the U.S. Securities and Exchange Commission. Under the terms of the amendment, Mr. Page's base salary was reduced from $46,000 annually to $42,000 annually, and the Company agreed to pay his health insurance premiums initially at the rate of $524 per month, which amount may be increased or decreased upon a change in the cost of that insurance based upon a subsequent policy providing identical coverage. The amendment memorialized an oral agreement between the parties entered into in May 2014. About TN-K Energy Crossville, Tenn.-based TN-K Energy Group, Inc., an independent oil exploration and production company, engaged in acquiring oil leases and exploring and developing crude oil reserves and production in the Appalachian basin. TN-K Energy disclosed net income of $3.97 million on $1.88 million of total revenue for the year ended Dec. 31, 2012, as compared with net income of $1.25 million on $1.88 million of total revenue in 2011. As of June 30, 2014, the Company had $2.21 million in total assets, $3.92 million in total liabilities, and a $1.71 million total stockholders' deficit. Liggett, Vogt & Webb, P.A., in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has incurred recurring operating losses and will have to obtain additional financing to sustain operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. TRANS-LUX CORP: Carlisle Investments Reports 11% Equity Stake ------------------------------------------------------------- In a Schedule 13D filed with the U.S. Securities and Exchange Commission, Carlisle Investments Inc. disclosed that as of June 20, 2014, it beneficially owned 180,366 shares of common stock of Trans-Lux Corporation representing 11 percent of the shares outstanding. On June 20, 2014, the Company entered into a securities purchase agreement with Carlisle pursuant to which Carlisle purchased 166,666 shares of the Company's Common Stock at a price of $6.00 per share, for an aggregate purchase price of $1,000,000. A copy of the regulatory filing is available for free at: http://is.gd/qlfUnS About Trans-Lux Corporation Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a designer and manufacturer of digital signage display solutions for the financial, sports and entertainment, gaming and leasing markets. Trans-Lux Corporation reported a net loss of $1.86 million on $20.90 million of total revenues for the year ended Dec. 31, 2013, as compared with a net loss of $1.36 million on $23.02 million of total revenues in 2012. The Company's balance sheet at June 30, 2014, showed $18.54 million in total assets, $16.47 million in total liabilities, and a stockholders' equity of $2.07 million. BDO USA, LLP, in Melville, NY, 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 a significant working capital deficiency that raise substantial doubt about its ability to continue as a going concern. Further, the Company is in default of the indenture agreements governing its outstanding 9 1/2 Subordinated debentures which was due in 2012 and its 8 1/4 percent Limited convertible senior subordinated notes which was due in 2012 so that the trustees or holders of 25 percent of the outstanding Debentures and Notes have the right to demand payment immediately. Additionally, the Company has a significant amount due to their pension plan over the next 12 months. TRAVELPORT WORLDWIDE: To Sell 30 Million Shares of Common Stock --------------------------------------------------------------- Travelport Worldwide Limited intends to offer 30,000,000 of its common shares, according to a filing with the Securities and Exchange Commission. This is the Company's initial public offering and no public market currently exists for its common shares. The Company anticipates that the initial public offering price will be between $14.00 and $16.00 per share. The Company has applied to list its common shares on the New York Stock Exchange under the symbol TVPT. The Company estimates that the net proceeds to the Company from this offering, after deducting underwriting discounts and commissions and estimated offering expenses payable by the Company, will be approximately $417 million (or $480 million if the underwriters exercise in full their option to purchase additional common shares). The Company intends to use the net proceeds to reduce its outstanding indebtedness and certain other liabilities. A copy of the amended prospectus is available at: http://is.gd/swk4d8 About Travelport Worldwide Travelport Worldwide Limited is a travel commerce platform providing distribution, technology, payment and other solutions for the global travel and tourism industry. As of June 30, 2014, the Company had $3.01 billion in total assets, $4.08 billion in total liabilities and a $1.07 billion total deficit. The Company reported a net loss of $203 million in 2013 following a net loss of $292 million in 2012. * * * As reported by the TCR on Sept. 8, 2014, Standard & Poor's Ratings Services raised to 'B-' from 'CCC+' its long-term corporate credit ratings on U.K.-based travel services provider Travelport Worldwide Limited and its new wholly owned financing entity, Travelport Finance (Luxembourg) S.a.r.l. (Travelport Finance). The outlook is stable. TRI COUNTY CONTRACTORS: Voluntary Chapter 11 Case Summary --------------------------------------------------------- Debtor: Tri County Contractors, Inc. 115 Riley Drive Jackson, MS 39209 Case No.: 14-02915 Chapter 11 Petition Date: September 12, 2014 Court: United States Bankruptcy Court Southern District of Mississippi (Jackson-3 Divisional Office) Judge: Hon. Edward Ellington Debtor's Counsel: James G McGee, Jr., Esq. LAW OFFICE OF JAMES G. MCGEE, JR., PLLC 125 South Congress St. Capitol Towers, Suite 1240 Jackson, MS 39201 Tel: (601) 965-6157 Fax: (601) 956-6166 Email: jmcgee@mcgeetaxlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by John K. Hunter, president. The Debtor did not file a list of its largest unsecured creditors when it filed the petition. TRIPLANET PARTNERS: Hearing on Case Dismissal Moved to Oct. 15 -------------------------------------------------------------- The Bankruptcy Court adjourned to Oct. 15, 2014, at 10:00 a.m., the hearing to consider creditor Benjamin Roberts' motion to dismiss the Chapter 11 case of Triplanet Partners LLC, or, alternatively, for relief from the automatic stay. The hearing was previously adjourned to Sept. 8. As reported by the Troubled Company Reporter, prior to filing the Chapter 11 petition, the Debtor and its management team were named as defendants in a civil case filed by Roberts in Connecticut State Court. Roberts contends that the Debtor has violated the state wage statute, committed fraud, breached fiduciary duties, and converted assets of nearly $9 million. Roberts obtained a Prejudgment Attachment Order against the Debtor and its managers, and attempted to seize the Debtor's assets. The Debtor then filed its Chapter 11 Petition in an attempt to reorganize its business and pay all creditors their proportional shares of the Debtor's estate. The Debtor intended to name a chief restructuring officer to act as its principle decision-maker in its reorganization efforts. Mr. Roberts has opposed the CRO appointment. While Mr. Roberts contended that the case is a two-party dispute and that he is the primary creditor, in actuality the Debtor has fifteen creditors who hold more than $32 million in claims against the Debtor. The Debtor argued that contrary to Mr. Roberts' assertions, it did not file its Chapter 11 case in bad faith, and as a means to re- litigate the state court action. The Debtor filed its petition so that it could attempt to reorganize before Roberts could marwill all of its assets. Additionally, the Debtor argued it is not improperly utilizing Chapter 11. It is, in fact, using Chapter 11 legitimately in an attempt to reorganize and pay its just debts. The Debtor pointed out that the burden is on Mr. Roberts to prove bad faith on the part of the Debtor, and he has failed to do so. About Triplanet Partners LLC Triplanet Partners LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 14-22643) on May 8, 2014. Sophien Bennaceur signed the petition as manager. The Debtor disclosed $19,946,560 in assets and $33,663,525 in liabilities. Arnold Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck, P.C., serves as the Debtor's counsel. Judge Robert D. Drain oversees the case. No official committee of unsecured creditors has been appointed in the case. TRIPLANET PARTNERS: Lease Extension Hearing Moved to Oct. 15 ------------------------------------------------------------ The Bankruptcy Court adjourned until Oct. 15, 2014, the hearing on Triplanet Partners LLC's motion extension of its time to assume or reject non-residential real property lease. The Debtor asked for an extension until Dec. 4. The Debtor filed their request for an extension before the lease decision period was set to expire on Sept. 5. Triplanet Partners LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 14-22643) on May 8, 2014. Sophien Bennaceur signed the petition as manager. The Debtor disclosed $19,946,560 in assets and $33,663,525 in liabilities. Arnold Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck, P.C., serves as the Debtor's counsel. Judge Robert D. Drain oversees the case. No official committee of unsecured creditors has been appointed in the case. TRIPLANET PARTNERS: Files Exhibit on Stamell & Schager Hiring ------------------------------------------------------------- Triplanet Partners, LLC, filed with the Bankruptcy Court an exhibit of the settlement in connection with the motion to employ Stamell & Schager, LLP as special litigation counsel. Benjamin Roberts had objected to the Debtor's application to hire the firm. To address the objection, the Debtor said that, among other things: 1. prior to any increases in S&S' rates for any individual employed or retained by S&S and providing services in the case, S&S will file a supplemental affidavit with the Court and provide ten business days' notice to the Debtor, the U.S. Trustee and any official committee; 2. notwithstanding anything to the contrary in the application, S&S will not withdraw as Debtor's counsel prior to the effective date of any chapter 11 plan confirmed in the Chapter 11 case without prior approval of the Court in accordance with Local Bankruptcy Rule 2090-1(e); and 3. S&S will be compensated for fees and reimbursed for reasonable and necessary expenses and will file interim and final fee applications for allowance of its compensation and expenses. As reported in the Troubled Company Reporter on Aug. 12, 2014, as special litigation counsel, Stamel & Schager is expected to render these services: a. represent the Debtor in adversary and other proceedings concerning claims by alleged employers, members or shareholders of amounts due to or due from the Debtor; b. advise in preparing tax returns and appearing before various tax authorities to work out the amount and payment of taxes owed by the Debtor; c. marshal the Debtor's documents and other information in connection with the Debtor's financial statements; and d. performing all other legal services for the Debtor that may be necessary in connection with Roberts' contested claim and any contested claim. Customary rates of the Firm's professionals are: Professional Hourly Rate ------------ ----------- Jared B. Stamell $725 per hour Andrew Goldenberg $475 per hour Paraprofessionals $250 per hour Jared B. Stamell, Esq., attests that his Firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Triplanet Partners LLC Triplanet Partners LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 14-22643) on May 8, 2014. Sophien Bennaceur signed the petition as manager. The Debtor disclosed $19,946,560 in assets and $33,663,525 in liabilities. Arnold Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck, P.C., serves as the Debtor's counsel. Judge Robert D. Drain oversees the case. No official committee of unsecured creditors has been appointed in the case. TRIPLANET PARTNERS: Wants Until Jan. 5 to Propose Chapter 11 Plan ----------------------------------------------------------------- Triplanet Partners LLC asks the Bankruptcy Court to extend its exclusive periods to file a plan of reorganization until Jan. 5, 2015, and solicit acceptances for that plan until March 6. This is the Debtor's first request for extension. The Debtor filed their request for an extension before the exclusive periods was set to expire on Sept. 5. The Debtor says it needs more time as it has been embroiled in litigation with a former employee, Benjamin Roberts, who has moved to dismiss the case. About Triplanet Partners LLC Triplanet Partners LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 14-22643) on May 8, 2014. Sophien Bennaceur signed the petition as manager. The Debtor disclosed $19,946,560 in assets and $33,663,525 in liabilities. Arnold Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck, P.C., serves as the Debtor's counsel. Judge Robert D. Drain oversees the case. No official committee of unsecured creditors has been appointed in the case. VAIL RESORTS: Park City Deal No Impact on Moody's 'Ba2' CFR ----------------------------------------------------------- Moody's Investors Service said that Vail Resorts' (NYSE: MTN) acquisition of Park City Mountain Resort (PCMR) is a credit positive, but it does not immediately impact the company's Ba2 Corporate Family Rating (CFR) or stable outlook. Vail Resorts Inc. is a publicly-traded holding company (NYSE:MTN) that owns and operates nine premier ski resort properties through its subsidiaries, including four in the Colorado Rocky Mountains (Vail, Breckenridge, Keystone and Beaver Creek), three in the Lake Tahoe area of California and Nevada (Heavenly, Northstar and Kirkwood), and two in Park City, Utah (Canyons and Park City Mountain). Vail also owns two urban ski areas, one in Minnesota and another in Michigan, and runs ancillary businesses at all of its resorts including ski school, dining and retail/rental operations. The company also owns and/or manages a number of lodging properties and condominiums located in proximity to its ski resorts. In addition, Vail owns and develops real estate in and around its resort communities. Operations are grouped into three reportable segments: Mountain, Lodging, and Real Estate, which represented approximately 78%, 19%, and 3% of net revenues for the twelve months ended April 30, 2014. Net revenues during the same period were approximately $1.23 billion. VERIS GOLD: Wins Chapter 15 Protection in Nevada ------------------------------------------------ During a hearing held August 29, 2014, the United States Bankruptcy Court for the District of Nevada (i) recognized Veris Gold Corp.'s proceedings under the Companies' Creditors Arrangement Act as a foreign main proceeding pursuant to Chapter 15 of the U.S. Bankruptcy Code, (ii) determined that Canada was Veris' center of main interest, and (iii) recognized the Monitor as Veris' foreign representative. The US Court also approved the CCO which allows the Company to continue to operate throughout these proceedings in accordance with the parameters established therein. By order dated September 9, 2014, the US Court also recognized the Canadian Claims Order. About Veris Gold Corp. Veris Gold Corp. is a growing mid-tier North American gold producer in the business of developing and operating gold mines in geo-politically stable jurisdictions. The Company's primary assets are the permitted and operating Jerritt Canyon processing plant and gold mines located 50 miles north of Elko, Nevada, USA. The Company's primary focus is on the re-development of the Jerritt Canyon mining and processing plant. The Company also holds a portfolio of precious metals properties in British Columbia and the Yukon Territory, Canada, including the Ketza River Property. The Company has been operating under creditor protection pursuant to the Companies' Creditors Arrangement Act since June 9, 2014. Ernst & Young, Inc. has been appointed as CCAA Monitor. VERIS GOLD: Obtains Extension of CCAA Stay Period Thru October -------------------------------------------------------------- Veris Gold Corp. on Sept. 12 disclosed that it has obtained an order from the Supreme Court of British Columbia as of September 4, 2014 extending the period of the Court-ordered stay of proceeding against Veris and its subsidiaries under the Companies' Creditors Arrangement Act up to and including October 10, 2014. All inquiries regarding Veris' CCAA proceeding should be directed to the Monitor, Ernst & Young, Inc.: Mr. Rocky Ho at (604) 891-8425. Information about the CCAA proceeding, including copies of all court orders and the Monitor's reports, is available on the Monitor's website: http://www.ey.com/ca/verisgold About Veris Gold Corp. Veris Gold Corp. is a growing mid-tier North American gold producer in the business of developing and operating gold mines in geo-politically stable jurisdictions. The Company's primary assets are the permitted and operating Jerritt Canyon processing plant and gold mines located 50 miles north of Elko, Nevada, USA. The Company's primary focus is on the re-development of the Jerritt Canyon mining and processing plant. The Company also holds a portfolio of precious metals properties in British Columbia and the Yukon Territory, Canada, including the Ketza River Property. The Company has been operating under creditor protection pursuant to the Companies' Creditors Arrangement Act since June 9, 2014. Ernst & Young, Inc. has been appointed as CCAA Monitor. VERIS GOLD: Cash Collateral Use, Claims Process Approved -------------------------------------------------------- Veris Gold Corp. disclosed that the Supreme Court of British Columbia recognized the Final Cash Collateral Order conditioning the use of cash collateral and providing adequate protection to Deutsche Bank AG, London Branch, and approved a claim process for creditors to file claims against Veris. All inquiries regarding Veris' CCAA proceeding should be directed to the Monitor, Ernst & Young, Inc.: Mr. Rocky Ho at (604) 891-8425. Information about the CCAA proceeding, including copies of all court orders and the Monitor's reports, is available on the Monitor's website: http://www.ey.com/ca/verisgold About Veris Gold Corp. Veris Gold Corp. is a growing mid-tier North American gold producer in the business of developing and operating gold mines in geo-politically stable jurisdictions. The Company's primary assets are the permitted and operating Jerritt Canyon processing plant and gold mines located 50 miles north of Elko, Nevada, USA. The Company's primary focus is on the re-development of the Jerritt Canyon mining and processing plant. The Company also holds a portfolio of precious metals properties in British Columbia and the Yukon Territory, Canada, including the Ketza River Property. The Company has been operating under creditor protection pursuant to the Companies' Creditors Arrangement Act since June 9, 2014. Ernst & Young, Inc. has been appointed as CCAA Monitor. WEATHERBEE INVESTMENT: Case Summary & 7 Top Unsecured Creditors --------------------------------------------------------------- Debtor: Weatherbee Investment, LLC 2112 South Congress Ave, Suite 208 West Palm Beach, FL 33406 Case No.: 14-30471 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: September 12, 2014 Court: United States Bankruptcy Court Southern District of Florida (West Palm Beach) Judge: Hon. Erik P. Kimball Debtor's Counsel: David W. Langley, Esq. DAVID W. LANGLEY 8551 W Sunrise Blvd # 303 Fort Lauderdale, FL 33322 Tel: 954-356-0450 Fax: 954-356-0451 Email: dave@flalawyer.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Gregg Wexler, manager. A list of the Debtor's seven largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb14-30471.pdf WEST TEXAS GUAR: Disclosure Statement Hearing Set for Sept. 24 -------------------------------------------------------------- A hearing on the approval of West Texas Guar, Inc.'s joint disclosure statement explaining its proposed plan of reorganization will be held on September 24, 2014, at 1:30 p.m. The Debtor filed with the U.S. Bankruptcy Court for the Northern District of Texas the Plan and Disclosure Statement on August 25, 2014. The Plan, which the Debtor co-proposed with Scopia Windmill Fund LP, would allow the Company to continue to operate, process guar beans, and sell them for money to pay creditors while the Court litigates the lien rights of Scopia and the guar bean producers. Edgar Montalvo, who has been working as West Texas Guar's chief restructuring officer since April 9, will continue to manage the operations of the Company, which will be owned by Scopia. Farmers, who supplied beans to West Texas Guar during the 2013- 2014 growing season, will receive a percentage distribution based on the outcome of current pending litigation in connection with the validity and priority of their liens. A copy of the Disclosure Statement is available for free at http://is.gd/P1ju6r. About West Texas Guar Representatives of 24 farms filed an involuntary Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 14-50056) on March 14, 2014, against West Texas Guar Inc. The farmers claim they are owed nearly $4 million for seed they've delivered on the 2013 harvest but haven't been paid for. Guar is a seed crop that has a variety of uses in human and animal food production, textiles and fracking for oil and gas wells. Judge Robert L. Jones oversees the case. The farmers are represented by R. Byrn Bass, Jr., Esq., Attorney at Law. WTG is represented by Samuel M. Stricklin, Esq., Tricia R. DeLeon, Esq., and Lauren C. Kessler, Esq., at Bracewell & Giuliani LLP, in Dallas, Texas. WTG and Scopia Windmill Fund LP filed a Joint Plan of Reorganization and Disclosure Statement on August 25, 2014. The Disclosure Statement hearing is currently scheduled for September 24, 2014. WEST TEXAS GUAR: Hearing on Bid to Appoint Trustee on Sept. 18 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas schedules a hearing for September 18, 2014, at 10:00 a.m., to consider a motion asking for the appointment of a trustee to monitor the involuntary Chapter 11 case of West Texas Guar, Inc. The request is filed by creditors who are local farmers -- Circle B. Farms, Inc., Bill and Lisa Barnes Joint Venture, Joe D. Barnes Farm Company, 2B Farms, Inc., B&B Harlan Farms, Tommy Mason, Short Farms, Danny Cook, David Cook, Rustin Knight, James Bridwell, Brad Cude, Chad Raines, Key Farms, Inc., and Harvey Dell Knight. The Debtor objected to the motion, arguing that no cause exists to appoint a trustee under the facts of the case. The Debtor contends that appointing a trustee is an extraordinary remedy and there is a strong presumption in favor of allowing it to remain in possession of the bankruptcy estate. About West Texas Guar Representatives of 24 farms filed an involuntary Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 14-50056) on March 14, 2014, against West Texas Guar Inc. The farmers claim they are owed nearly $4 million for seed they've delivered on the 2013 harvest but haven't been paid for. Guar is a seed crop that has a variety of uses in human and animal food production, textiles and fracking for oil and gas wells. Judge Robert L. Jones oversees the case. The farmers are represented by R. Byrn Bass, Jr., Esq., Attorney at Law. WTG is represented by Samuel M. Stricklin, Esq., Tricia R. DeLeon, Esq., and Lauren C. Kessler, Esq., at Bracewell & Giuliani LLP, in Dallas, Texas. WTG and Scopia Windmill Fund LP filed a Joint Plan of Reorganization and Disclosure Statement on August 25, 2014. The Disclosure Statement hearing is currently scheduled for September 24, 2014. WEST TEXAS GUAR: Toyota Seeks to Repossess Tundra Vehicle --------------------------------------------------------- Toyota Motor Credit Corporation asks the U.S. Bankruptcy Court for the Northern District of Texas for relief from the automatic stay imposed pursuant to Section 362 of Bankruptcy Code. Toyota, a corporation doing business in Texas, is a lessor of a 2014 Toyota Tundra, Vehicle Identification No. 5TFAW5F1XEX341209, to the Debtor. The lease payments are $869 per month. Stephen G. Wilcox, Esq., at Wilcox Law, PLLC, in Fort Worth, Texas -- swilcox@wilcoxlaw.net -- informs the Court that as of August 15, 2014, the account is due for the March 23, 2014 payment and all payments due since that time. He asserts that because of the automatic stay, Toyota could and would repossess the vehicle. Accordingly, Toyota asks the Court: * for relief from automatic stay and compel West Texas Guar, Inc., to reject the lease; * for authority to take immediate possession of the vehicle and dispose of the vehicle without further notice to the Debtor or any other party-in-interest, and to require the Debtor to provide Toyota with the location of the vehicle; or * in the alternative, to require the Debtor to provide Toyota with adequate protection of its interest and to promptly cure existing arrearage to Toyota and remain current on the Debtor's obligations to Toyota; Mr. Wilcox contends that Toyota does not have and the Debtor is not able to offer adequate protection of Toyota's interest in the vehicle. He adds that the Debtor has no equity in the vehicle and it is not necessary for an effective reorganization. A hearing on the motion will be held on October 22, 2014, at 1:30 p.m. Objections to the request are due on September 23. About West Texas Guar Representatives of 24 farms filed an involuntary Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 14-50056) on March 14, 2014, against West Texas Guar Inc. The farmers claim they are owed nearly $4 million for seed they've delivered on the 2013 harvest but haven't been paid for. Guar is a seed crop that has a variety of uses in human and animal food production, textiles and fracking for oil and gas wells. Judge Robert L. Jones oversees the case. The farmers are represented by R. Byrn Bass, Jr., Esq., Attorney at Law. WTG is represented by Samuel M. Stricklin, Esq., Tricia R. DeLeon, Esq., and Lauren C. Kessler, Esq., at Bracewell & Giuliani LLP, in Dallas, Texas. WTG and Scopia Windmill Fund LP filed a Joint Plan of Reorganization and Disclosure Statement on August 25, 2014. The Disclosure Statement hearing is currently scheduled for September 24, 2014. WINDSOR QUALITY: Moody's Affirms 'B2' Corporate Family Rating ------------------------------------------------------------- Moody's Investors Service, Inc. affirmed the ratings of Windsor Quality Food Co. Ltd. and revised the outlook to developing from positive after Ajinomoto Co. Inc., a Tokyo-based seasoning and food company, announced that it had entered into an agreement to acquire Windsor's frozen foods business for $800 million. Ratings affirmed include the B1 Corporate Family Rating, B1-PD Probability of Default Rating, and B2 instrument rating on the company's $350 million senior secured term loan. The companies expect the transaction to close by November 2014. The proposed sale includes only Windsor's frozen processed foods business, which generates approximately $670 million in sales. Windsor's Quality Sausage division, which produces pre-cooked meats and pizza toppings, will be spun off to Windsor's shareholders prior to the sale. Quality Meats generates annual sales of approximately $130 million. Upon closing, Windsor will retire all of its debt -- principally, the $350 million senior secured Term Loan B -- and all of Windsor's ratings will be withdrawn. Ratings Rationale Windsor's B1 Corporate Family Rating reflects the company's leading US market position in ethnic frozen foods, modest financial leverage and solid liquidity profile. These positives are offset by the company's relatively small scale and limited product diversity, recent operational challenges in some plants, high dairy and protein costs that have hurt gross margins, and softness in the frozen appetizer category due partly to weak US consumer discretionary spending this year. Windsor Quality Food Co. Ltd.: Ratings affirmed: Corporate Family Rating at B1; Probability of Default Rating at B1-PD; $350 million senior secured Term Loan B due 2020 at B2, LGD4. The outlook is Developing. All ratings will withdrawn upon the completion of the proposed sale. The principal methodology used in this rating was Global Packaged Goods published in June 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. Windsor Quality Food Company Ltd. ("Windsor") based in Houston Texas, is a privately-held manufacturer of branded and private label frozen foods. The company's two major divisions are Windsor Foods, which specializes in ethnic and other frozen food categories (e.g., Mexican, Asian, Italian, and coated appetizers) sold through foodservice, consumer and industrial distribution channels and Quality Sausage, which produces pre-cooked meats and pizza toppings for industrial and foodservice channels. The company generated net sales of approximately $800 million for the twelve months ended June 28, 2014. Windsor is controlled in all material aspects by HM International, LLC, a privately held partnership of the Hojel and Meinig families. Ajinomoto Co., Inc. (Ajinomoto Co.) is a global manufacturer of high-quality seasonings, processed foods, beverages, amino acids, pharmaceuticals and specialty chemicals. Founded in 1909 and now operating in 26 countries and regions, Ajinomoto Co. had consolidated net sales of JPY 991.3 billion (USD 11.0 billion) in fiscal 2013. WORLD IMPORTS: Courts Approves Cash Collateral Stipulation ---------------------------------------------------------- The Bankruptcy Court approves a 10th final stipulation allowing World Imports, Ltd., World Imports South, LLC, World Imports South, LLC, World Imports Chicago, LLC, and 11000, LLC, to use the cash collateral of PNC Bank, NA, PNC Equipment Finance, LLC. The parties agree that the outstanding amounts due to the banks include: (a) $11,174,488 and interest of $6,053 for prepetition line of credit loans, together with undrawn letters of credit for $153,088; (b) $278,395 and interest of $363 for a prepetition term loan; and (c) $32,964, $51,820, and $388,482 for prepetition leases and loans under various schedules. The banks have duly perfected, valid, first priority liens on and security interests in the prepetition collateral to secure those prepetition obligations. As detailed in the stipulation, the banks are adequately protected. World Imports will use the cash collateral to fund operations. They have prepared and submitted budgets to enumerate in detail projected collections and cash expenses of operations. World Imports is represented by: John E. Kaskey, Esq. BRAVERMAN KASKEY PC 1650 Market Street 56th Floor Philadelphia, PA 19103 The banks are represented by: Matthew E. Tashman, Esq. Brian M. Schenker, Esq. REED SMITH LLP 1717 Arch Street, Suite 3100 Philadelphia, PA 19103 About World Imports World Imports, Ltd., filed a Chapter 11 petition (Bankr. E.D. Pa. Case No. 13-15929) on July 3, 2013, in Philadelphia. Debtor- affiliates World Imports South, LLC (Bankr. E.D. Pa. Case No. 13-15933), 11000 LLC (Bankr. E.D. Pa. Case No. 13-15934, and World Imports Chicago, LLC (Bankr. E.D. Pa. Case No. 13-15935) filed separate petitions for Chapter 11 relief. The cases are jointly administered under Case No. 13-15929. John E. Kaskey, Esq., at Braverman Kaskey, P.C., in Philadelphia, serves as counsel to the Debtors. World Imports, Ltd., estimated assets and debts of $10 million to $50 million. World Imports South, LLC, estimated assets of $1 million to $10 million. Roberta A. DeAngelis, United States Trustee for Region 3, appointed a 3-member Committee of Unsecured Creditors. Fox Rothschild LLP as counsel. WORLDWIDE MIXED: Court Dismisses Involuntary Chapter 11 Case ------------------------------------------------------------ The Hon. Rosemary Gambrella of the U.S. Bankruptcy Court for the District of New Jersey on Sept. 5 dismissed the involuntary Chapter 11 bankruptcy case of Worldwide Mixed Martial Arts Sports Inc. About Worldwide Mixed Martial Arts Lawrence C. May, Edward M. Daspin, and Luigi Agostini filed an involuntary Chapter 11 case against Boonton, New Jersey-based Worldwide Mixed Martial Arts Sports, Inc., aka Worldwide Mixed Martial Arts Sports, Inc. and its subsidiary Worldwide MMA, USA, Inc. and its parent WMMA Holdings, Inc. (Bankr. D. N.J. Case No. 13-35006) on Nov. 14, 2013. The Hon. Rosemary Gambardella presides over the case. The Court later appointed a Chapter 11 Trustee. The Chapter 11 Trustee, Alfred T. Giuliano, is represented by Michael G. Menkowitz, Esq. and Magdalena Schardt, Esq. of Fox Rothschild LLP of Philadelphia, PA. YELLOWSTONE MOUNTAIN: $41MM Judgment v. Blixseth Declared Final --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a U.S. district judge in Las Vegas has ruled that a bankruptcy court had the power to enter a final judgment assessing $41 million in damages against Timothy Blixseth, the former owner of the bankrupt Yellowstone Mountain Club LLC. According to the report, the $41 million judgment resulted from a ruling by the bankruptcy judge that Blixseth misapplied cash and property belonging to the club. Blixseth is already facing a $219.9 million judgment entered against him in June by a federal district judge in Los Angeles, the report related. About Yellowstone Mountain Located near Big Sky, Montana, Yellowstone Mountain Club LLC -- http://www.theyellowstoneclub.com/-- is a private golf and ski community with more than 350 members, including Bill Gates and Dan Quayle. The Company was founded in 1999. Yellowstone Club and its affiliates filed for Chapter 11 bankruptcy (Bankr. D. Montana, Case No. 08-61570) on Nov. 10, 2008. The Company's owner affiliate, Edra D. Blixseth, filed a separate Chapter 11 petition on March 27, 2009 (Case No. 09-60452). Attorneys at Bullivant Houser Bailey PC and Bekkedahl & Green PLLC represented Yellowstone. The Debtors hired FTI Consulting Inc. and Ronald Greenspan as CRO. The official committee of unsecured creditors were represented by Parsons, Behle and Latimer; and James H. Cossitt, Esq., as counsel. Credit Suisse, the prepetition first lien lender, was represented by Skadden, Arps, Slate, Meagher & Flom. In June 2009, the Bankruptcy Court entered an order confirming Yellowstone's Chapter 11 Plan. Pursuant to the Plan, CrossHarbor Capital Partners LLC acquired equity ownership in the reorganized Club for $115 million. Marc S. Kirschner, Esq., was appointed the Trustee of the Yellowstone Club Liquidating Trust created under the Plan. ZUERCHER TRUST: Wants to Sell 2400-2424 Bayshore Bvld. Property --------------------------------------------------------------- Peter S. Kravitz, Chapter 11 Trustee for the bankruptcy case of The Zuercher Trust of 1999, asks the Hon. Hannah L. Blumenstiel of the U.S. Bankruptcy Court for the Northern District of California to approve the auction of certain real property asset of the Debtor's estate located at 2400-2424 Bayshore Boulevard, San Francisco, CA 94134. The Court will conduct on Oct. 2, 2014, at 10:00 a.m. a hearing to consider the Chapter 11 Trustee's motion to sell. The Chapter 11 Trustee will also conduct an auction of the Bayshore Property on the same date. The Chapter 11 Trustee seeks approval of the sale agreement with Rasmi Zeidan, subject to overbid at auction. Under that agreement, the Bayshore Property will be sold to Mr. Zeidan for $3.05 million. Mr. Zeidan has tendered $105,000 to the Chapter 11 Trustee. If a party other than Mr. Zeidan is determined to be the successful bidder of the Bayshore Property, then the Chapter 11 Trustee will refund the $105,000 to Mr. Zeidan. Any party wishing to bid on the Bayshore Property must submit an offer by actually received no later than 5:00 p.m. (prevailing Pacific Time) five business days (Sept. 25, 2014). The minimum bid amount for a party seeking to overbid is $3.15 million. Each subsequent overbid must be in an increment of at least $25,000. The Chapter 11 Trustee must receive a deposit by certified check or other verifiable means, in the amount of $200,000 so that such funds are received concurrent with the proposed Offer. If the sale to the successful bidder fails to close within 45 calendar days upon entry of an order approving the sale, for any reason other than the inability of the Chapter 11 Trustee to transfer good title, the deposit will be deemed liquidated damages and forfeit to the bankruptcy estate. The Chapter 11 Trustee will be authorized to accept back-up offers from any qualified bidder for the purchase of the Bayshore Property. In the event the sale of the Bayshore Property to the successful bidder fails to close, the Chapter 11 Trustee may close a sale to the back-up bidder without further motion or court order. About The Zuercher Trust of 1999 San Mateo, California-based The Zuercher Trust of 1999 filed for Chapter 11 bankruptcy (Bankr. N.D. Cal. Case No. 12-32747) on Sept. 26, 2012. Bankruptcy Judge Hannah L. Blumenstiel presides over the case. Derrick F. Coleman, Esq., at Coleman Frost LLP, served as the Debtor's counsel. The Debtor is now represented by Bradley Kass, Esq., at Kass & Kass Law Offices. The Debtor, a business trust, estimated assets and debts of $10 million to $50 million. The Debtor owns property in 621 S. Union Avenue, in Los Angeles. The property is currently in REAP for alleged city health code violations. In its schedules, the Debtor disclosed $28,450,000 in total assets and $12,084,015 in total liabilities. The petition was signed by Monica H. Hujazi, trustee of the Zuercher Trust. As reported in the TCR on March 22, 2013, August B. Landis, Acting U.S. Trustee for Region 17, obtained authorization from the U.S. Bankruptcy Court to appoint Peter S. Kravitz as Chapter 11 Trustee for The Zuercher Trust of 1999. Steven T. Gubner, Esq., and Richard D. Burstein, Esq., at Ezra Brutzkus Gubner LLP, represent the Chapter 11 Trustee as bankruptcy counsel. ZUERCHER TRUST: Oct. 2 Auction for 2400-2420 Bayshore Property -------------------------------------------------------------- The Hon. Hannah L. Blumenstiel of the U.S. Bankruptcy Court for the Northern District of California scheduled for Oct. 2, 2014, at at 10:00 a.m. the hearing on the motion filed by Peter S. Kravitz, Chapter 11 Trustee for the bankruptcy case of The Zuercher Trust of 1999, to sell the estate's real and personal property located at 2400-2420 Bayshore Boulevard, San Francisco, CA 94134. The Court approved on Aug. 19, 2014, the sale procedures and overbid protections in connection with the sale. Rasmi Zeidan has been identified as the proposed purchaser for the purchase of the Bayshore Property for $3.05 million. Potential purchasers interested in submitting a bid on the Bayshore Property must send an offer by 5:00 p.m. (prevailing Pacific Time) five business days (Sept. 25, 2014) before the scheduled sale hearing and auction date. The minimum bid amount for a party seeking to overbid is $3.15 million. Each subsequent overbid must be in an increment of at least $25,000. The Chapter 11 Trustee must receive a deposit by certified check or other verifiable means, in the amount of $200,000 so that the funds are received concurrent with the proposed Offer. If the sale to the successful bidder fails to close within 45 calendar days of entry of an order approving the sale, for any reason other than the inability of the Chapter 11 Trustee to transfer good title, the deposit will be deemed liquidated damages and forfeit to the bankruptcy estate. The Chapter 11 Trustee will be authorized to accept back-up Offers from any qualified bidder for the purchase of the Bayshore Property. In the event the sale of the Bayshore Property to the successful bidder fails to close, the Chapter 11 Trustee may close a sale to the back-up bidder without further motion or court order. Sterling Heatley, the minority co-owner of the Bayshore Property, filed an objection to the sale motion on July 22, 2014. Sterling demanded that the Chapter 11 Trustee provide notice of the auction/sale date set by the Court and the terms of the overbid requirements on the multiple listing service and any other similar platforms the Trustee has used to market the Bayshore Property. According to Sterling, the Court should not approve a minimum 25% of the offer deposit in order for a potential over-bidder to become a qualified bidder. There is no reason for the Court to require a potential over-bidder to tie up at least $650,000 in cash to ensure that a potential over-bidder is qualified. By contrast, the Chapter 11 Trustee has agreed to accept a deposit from Mr. Zeidan in the amount of $105,000. Sterling is available for free at: LAW OFFICES OF DAVID M. WISEBLOOD David M. Wiseblood, Esq. 601 Montgomery Street, Suite 2000 San Francisco, CA 94111 Tel: (415) 547-2700 Fax: (415) 547-2701 E-Mail: dwiseblood@wisebloodlaw.com On July 25, 2014, the Debtor and Monica Hujazi submitted a memorandum of points and authorities in opposition to the Chapter 11 Trustee's motion for court approval of sale procedures for the Bayshore Property. According to the Chapter 11 Trustee, he has had three different contingent buyers for the Bayshore Property, all of whom have backed out. The Bayshore Property, says the Chapter 11 Trustee, is not a prime piece of real estate with a line of buyers fighting for the chance to purchase the property. "Any contention otherwise is nothing more than wishful thinking. The condition of the property is 'as-is with all faults.' However, the Trustee has a buyer under contract and willing to commit to the purchase of the property for a reasonable and fair market price in an 'as-is' condition. If bid procedures are not approved, this sale will also fall through and the estate will be back at square one. The Trustee therefore asks the Court to approve bid procedures and allow this sale to move forward to the next stage in a timely manner," the Chapter 11 Trustee said in a filing dated July 25. A copy of the response is available for free at: http://is.gd/DjWg8K About The Zuercher Trust of 1999 San Mateo, California-based The Zuercher Trust of 1999 filed for Chapter 11 bankruptcy (Bankr. N.D. Cal. Case No. 12-32747) on Sept. 26, 2012. Bankruptcy Judge Hannah L. Blumenstiel presides over the case. Derrick F. Coleman, Esq., at Coleman Frost LLP, served as the Debtor's counsel. The Debtor is now represented by Bradley Kass, Esq., at Kass & Kass Law Offices. The Debtor, a business trust, estimated assets and debts of $10 million to $50 million. The Debtor owns property in 621 S. Union Avenue, in Los Angeles. The property is currently in REAP for alleged city health code violations. In its schedules, the Debtor disclosed $28,450,000 in total assets and $12,084,015 in total liabilities. The petition was signed by Monica H. Hujazi, trustee of the Zuercher Trust. As reported in the TCR on March 22, 2013, August B. Landis, Acting U.S. Trustee for Region 17, obtained authorization from the U.S. Bankruptcy Court to appoint Peter S. Kravitz as Chapter 11 Trustee for The Zuercher Trust of 1999. Steven T. Gubner, Esq., and Richard D. Burstein, Esq., at Ezra Brutzkus Gubner LLP, represent the Chapter 11 Trustee as bankruptcy counsel. * Case Remanded to Determine Fraudulent Intent ---------------------------------------------- Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that U.S. District Judge Joseph F. Bianco, in a case involving a couple in which the husband claimed he transferred all his interest in the home to his wife several years before bankruptcy, reversed a bankruptcy judge's decision and remanded the case to the bankruptcy court for a determination as to whether there was required fraudulent intent. The case is United General Title Insurance Co. v. Karanasos, 13- cv-7153, U.S. District Court, Eastern District of New York (Brooklyn). * Chicago District Court Upholds Chapter 13 Lien Stripping ---------------------------------------------------------- Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported that U.S. District Judge Marvin E. Aspen ruled is the latest to rule that a Chapter 13 consumer bankrupt can "strip off" a subordinate mortgage when a home is worth less than prior mortgages. According to the report, Judge Aspen quoted the U.S. Court of Appeals in Chicago as saying there is a "broad consensus" allowing a bankruptcy court to remove a subordinate mortgage when the property is worth less than prior mortgages. The case is Brendan Mortgage Inc. v. Hall, 13-cv-5870, U.S. District Court, Northern District Illinois (Chicago). * CFTC Said to Alert Justice Department of Criminal Rate Rigging ---------------------------------------------------------------- Matthew Leising and Tom Schoenberg, writing for The Wall Street Journal, reported that derivatives regulators told the U.S. Justice Department they've found evidence of criminal behavior following an investigation into banks' alleged manipulation of ISDAfix, a benchmark used to set rates for trillions of dollars of financial products. According to the report, the U.S. Commodity Futures Trading Commission, which first sent subpoenas to the world's largest banks in November 2012 to determine whether ISDAfix was rigged, has flagged its findings to prosecutors, according to a person familiar with the matter. * Credit Card Industry Heightens Security Efforts ------------------------------------------------- Robin Sidel, writing for The Wall Street Journal, reported that the credit-card industry is accelerating efforts to keep sensitive customer information out of the hands of merchants, as a rash of data breaches at major U.S. retailers erodes confidence in electronic payment systems. According to the report, Visa Inc. and MasterCard Inc. are rolling out technology that replaces cardholder information such as account numbers and expiration dates with a unique series of numbers that validates the customer's identity. The move is part of a broader push by card- issuing banks and merchants to improve security for electronic payments, the Journal said. * S&P Faces Squeeze After $1.3 Billion Countrywide Fine ------------------------------------------------------- Edvard Pettersson, writing for Bloomberg News, reported that Standard & Poor's chances of settling the government's lawsuit over mortgage-bond ratings for less than $1 billion may have slipped away after Bank of America Corp.'s Countrywide unit was socked with a $1.3 billion fine. According to the report, the Countrywide ruling, the first to lay out what penalties financial institutions could face under a 1989 bank-fraud law the Obama administration is using against alleged culprits of the subprime mortgage crisis, has strengthened the government's hand against McGraw Hill Financial Inc.'s S&P, said Peter Henning, a law professor at Wayne State University. * Hopkins & Carley Adds Family Wealth, Tax Planning Vets -------------------------------------------------------- Hopkins & Carley, a law firm serving Silicon Valley businesses and individuals, adds estate planning veterans John P. Golden and James M. Hager. Joining as Of Counsel in the Family Wealth & Tax Planning Department, Golden will be practicing at the firm's Palo Alto, Calif. office and Hager in the San Jose, Calif. office. "Today Hopkins & Carley provides a broad range of services to businesses and individuals, but the firm's roots lie in tax and estate planning, and our practice in that area remains one of the most robust in the region," said Hopkins & Carley's Managing Shareholder Jeffrey Essner. "We are very pleased to continue that legacy by adding two very well-respected and accomplished attorneys to our team. Their extensive background and years of experience in estate planning will undoubtedly benefit our clients, as well as increase our reach across the entire peninsula." With more than 35 years of experience in estate planning, Golden joins the firm from Basye & Golden. A California Certified Specialist in Probate, Estate Planning & Trust Law, he counsels clients on estate planning and administration of estates and trusts. Golden also advises clients on business formation, preparation and audit of estate, gift, generation-skipping, and fiduciary income tax returns, as well as planned charitable gifts, transactional real estate work and trust and estate litigation. "The reputation of Hopkins & Carley's Family Wealth & Tax Planning Department is well known and their synergy among practices will be a great benefit to my clients. I am eager to be part of an environment in which I will have the opportunity to work with the best in the field," said Golden. A frequent speaker on estate planning, estate and trust administration and tax, Golden is a member of the Peninsula Estate Planning Council's board of directors. He is also a member of the American Bar Association (Real Property, Probate & Trust Law Section, Law Practice Management Sections), State Bar of California (Trust and Estate Section) and San Mateo County Bar (Estate Planning & Probate Section). Golden received his J.D. from the University of California, Hastings College of the Law (1978) and a B.S. from the University of Southern California (1975). Previously an attorney at Hopkins & Carley, Hager returns to the firm after most recently practicing as a principal with the accounting firm Moss Adams LLP. He represents a wide variety of clients, including venture capitalists, corporate executives, family businesses, real estate developers, business leaders, philanthropists, sports agents, athletes and sports franchises. Hager counsels high-net-worth individuals and families, and their business enterprises, on tax, business and strategic planning as well as trusts, family enterprises, business entities and charitable giving vehicles. "I have always held the firm in the highest regard for the caliber of its attorneys and its quality of work. In returning to the firm, the expertise and depth of Hopkins & Carley's attorneys will provide me with extensive resources to service my client base," said Hager. Practicing in Silicon Valley since 1981, Hager earned his J.D. from the Santa Clara University School of Law (1979), an LL.M. in Taxation from the Golden Gate University School of Law (1981) and a B.A. from the University of California, Los Angeles (1976). Hopkins & Carley -- http://www.hopkinscarley.com/-- is a premiere law firm with its primary offices in San Jose and Palo Alto. Meeting the legal needs of high-net-worth individuals, entrepreneurs, business owners, and growth and midsize companies in a variety of industries for more than 40 years, Hopkins & Carley specializes in the areas of litigation, intellectual property, real estate, employment, estate planning, and corporate, tax and business transactions. * Mesch Clark Attorney Appointed as Federal Bankruptcy Judge ------------------------------------------------------------ Phil Villarreal, writing for KGUN9-TV, reported that Tucson attorney Scott H. Gan has been appointed as a judge at the U.S. Bankruptcy Court for the District of Arizona, according to an announcement made by Chief Judge Alex Kozinski of the U.S. Court of Appeals. Gan, 59, is a shareholder and partner at Mesch, Clark & Rothschild, P.C., where he worked on the firm's bankruptcy section, the report related. * Sedgwick Snaps Up Ex-Lubin Olson Real Estate Pro -------------------------------------------------- Sedgwick LLP announced that Paula Crow, Esq. -- paula.crow@sedgwicklaw.com -- has joined Sedgwick as partner in the San Francisco office, effective August 25. Joining from Lubin Olson & Niewiadomski LLP (formerly Stein & Lubin), Paula brings more than 30 years of experience to the Real Estate & Finance practice, where she will reunite with her former Stein & Lubin colleague, Laurie Gustafson. Paula's understanding of transactional real estate law will be a great asset to support the Land Use practice and others, including real estate litigation, business litigation, bankruptcy, construction, workouts, foreclosure, affordable housing and redevelopment. Paula's representation of major publicly held companies in their leasing and purchase and sale transactions includes representing the tenant on the second largest commercial lease in San Francisco last year. Her work for these clients extends throughout the U.S. and Canada and to major international business centers. She handles a variety of projects ranging from multi-family rental housing and commercial condominiums to class A corporate headquarters office space, and has gained specialized knowledge working with Oversight Boards in connection with the termination and winding down of redevelopment agencies in California. Paula will be a valuable addition to the firm as the transactional practice grows and we take on more complex projects. She also has experience with live entertainment venue leasing and looks forward to cross-marketing with our Live Entertainment Task Force. In addition to commercial real estate, Paula has significant experience in technology business development and legal transactions in energy and environmental technologies. She is well connected in the Bay Area through her work with CREW SF (Commercial Real Estate Women San Francisco) and is a 1980 graduate of Berkeley Law. * Large Companies With Insolvent Balance Sheet ---------------------------------------------- Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE OU1 GR 129.2 (9.4) 0.4 ABSOLUTE SOFTWRE ALSWF US 129.2 (9.4) 0.4 ABSOLUTE SOFTWRE ABT CN 129.2 (9.4) 0.4 ADVANCED CELL TE ACTCD US 5.6 (20.7) (19.6) ADVANCED CELL TE T2N1 GR 5.6 (20.7) (19.6) ADVANCED EMISSIO ADES US 106.4 (46.1) (15.3) ADVANCED EMISSIO OXQ1 GR 106.4 (46.1) (15.3) ADVENT SOFTWARE AXQ GR 452.2 (86.0) (99.3) ADVENT SOFTWARE ADVS US 452.2 (86.0) (99.3) AEMETIS INC AMTX US 95.4 (1.1) (18.1) AEMETIS INC DW51 GR 95.4 (1.1) (18.1) AGILE THERAPEUTI AGRX US 66.3 48.3 48.9 AIR CANADA-CL A AIDIF US 10,522.0 (1,822.0) (226.0) AIR CANADA-CL A ADH TH 10,522.0 (1,822.0) (226.0) AIR CANADA-CL A ADH GR 10,522.0 (1,822.0) (226.0) AIR CANADA-CL A AC/A CN 10,522.0 (1,822.0) (226.0) AIR CANADA-CL B AIDEF US 10,522.0 (1,822.0) (226.0) AIR CANADA-CL B AC/B CN 10,522.0 (1,822.0) (226.0) ALLIANCE HEALTHC AIQ US 468.1 (131.0) 59.7 AMC NETWORKS-A 9AC GR 3,685.9 (396.1) 689.3 AMC NETWORKS-A AMCX US 3,685.9 (396.1) 689.3 AMC NETWORKS-A AMCX* MM 3,685.9 (396.1) 689.3 AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0 AMYRIS INC AMRS US 236.8 (112.5) 33.5 AMYRIS INC 3A0 TH 236.8 (112.5) 33.5 AMYRIS INC 3A0 GR 236.8 (112.5) 33.5 ANGIE'S LIST INC ANGI US 128.4 (36.6) (54.9) ANGIE'S LIST INC 8AL GR 128.4 (36.6) (54.9) ARRAY BIOPHARMA ARRY US 139.1 (25.7) 68.9 ASPEN AEROGELS I ASPN US 88.2 (80.7) (5.2) ASPEN AEROGELS I AP1 GR 88.2 (80.7) (5.2) ASTERIAS BIO ASTY US 1.9 (5.1) (6.7) AUTOZONE INC AZO US 7,371.8 (1,808.2) (1,016.1) AUTOZONE INC AZ5 TH 7,371.8 (1,808.2) (1,016.1) AUTOZONE INC AZOEUR EU 7,371.8 (1,808.2) (1,016.1) AUTOZONE INC AZ5 GR 7,371.8 (1,808.2) (1,016.1) AVALANCHE BIOTEC AAVL US 1.1 (0.7) (0.9) AVALANCHE BIOTEC AVU GR 1.1 (0.7) (0.9) AXIM BIOTECHNOLO AXIM US 0.1 (0.1) (0.1) BENEFITFOCUS INC BNFT US 141.0 (14.6) 52.3 BENEFITFOCUS INC BTF GR 141.0 (14.6) 52.3 BERRY PLASTICS G BP0 GR 5,419.0 (118.0) 654.0 BERRY PLASTICS G BERY US 5,419.0 (118.0) 654.0 BRP INC/CA-SUB V B15A GR 1,895.9 (44.8) 133.6 BRP INC/CA-SUB V BRPIF US 1,895.9 (44.8) 133.6 BRP INC/CA-SUB V DOO CN 1,895.9 (44.8) 133.6 BURLINGTON STORE BURL US 2,555.3 (140.1) 102.3 BURLINGTON STORE BUI GR 2,555.3 (140.1) 102.3 CABLEVISION SY-A CVC US 6,701.1 (5,133.2) 338.4 CABLEVISION SY-A CVY GR 6,701.1 (5,133.2) 338.4 CABLEVISION-W/I 8441293Q US 6,701.1 (5,133.2) 338.4 CABLEVISION-W/I CVC-W US 6,701.1 (5,133.2) 338.4 CADIZ INC 2ZC GR 57.9 (45.6) 4.7 CADIZ INC CDZI US 57.9 (45.6) 4.7 CAESARS ENTERTAI C08 GR 27,069.4 (2,578.4) 1,716.6 CAESARS ENTERTAI CZR US 27,069.4 (2,578.4) 1,716.6 CALLIDUS CAPITAL CBL CN 444.5 (4.3) - CALLIDUS CAPITAL 28K GR 444.5 (4.3) - CAPMARK FINANCIA CPMK US 20,085.1 (933.1) - CASELLA WASTE CWST US 656.6 (7.6) (11.6) CATALENT INC 0C8 GR 3,041.6 (387.0) 268.2 CATALENT INC 0C8 TH 3,041.6 (387.0) 268.2 CATALENT INC CTLT US 3,041.6 (387.0) 268.2 CC MEDIA-A CCMO US 14,752.2 (9,315.2) 1,225.6 CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1) CHOICE HOTELS CZH GR 628.4 (412.5) 184.3 CHOICE HOTELS CHH US 628.4 (412.5) 184.3 CIENA CORP CIEN TE 2,100.4 (45.2) 889.3 CIENA CORP CIEN US 2,100.4 (45.2) 889.3 CIENA CORP CIE1 TH 2,100.4 (45.2) 889.3 CIENA CORP CIE1 GR 2,100.4 (45.2) 889.3 CINCINNATI BELL CBB US 2,176.9 (556.0) 337.7 CORINDUS VASCULA CVRS US 0.0 (0.0) (0.0) CROWN BAUS CAPIT CBCAE US 0.0 (0.0) (0.0) DENNY'S CORP DENN US 284.2 (0.0) (21.5) DENNY'S CORP DE8 GR 284.2 (0.0) (21.5) DEX MEDIA INC DXM US 2,084.0 (864.0) 139.0 DEX MEDIA INC 9DX GR 2,084.0 (864.0) 139.0 DIRECTV DTV US 22,126.0 (6,127.0) (624.0) DIRECTV DTV CI 22,126.0 (6,127.0) (624.0) DIRECTV DTVEUR EU 22,126.0 (6,127.0) (624.0) DIRECTV DIG1 GR 22,126.0 (6,127.0) (624.0) DOMINO'S PIZZA EZV GR 495.7 (1,289.7) 105.0 DOMINO'S PIZZA EZV TH 495.7 (1,289.7) 105.0 DOMINO'S PIZZA DPZ US 495.7 (1,289.7) 105.0 DUN & BRADSTREET DNB US 1,773.4 (1,077.1) (60.3) DUN & BRADSTREET DB5 GR 1,773.4 (1,077.1) (60.3) EDGEN GROUP INC EDG US 883.8 (0.8) 409.2 EMPIRE RESORTS I NYNY US 46.1 (9.5) (7.2) EMPIRE STATE -ES ESBA US 1,122.2 (31.6) (925.9) EMPIRE STATE-S60 OGCP US 1,122.2 (31.6) (925.9) FAIRPOINT COMMUN FONN GR 1,524.8 (360.6) 20.9 FAIRPOINT COMMUN FRP US 1,524.8 (360.6) 20.9 FERRELLGAS-LP FEG GR 1,589.9 (88.9) 89.0 FERRELLGAS-LP FGP US 1,589.9 (88.9) 89.0 FREESCALE SEMICO FSL US 3,265.0 (3,728.0) 1,334.0 FREESCALE SEMICO 1FS GR 3,265.0 (3,728.0) 1,334.0 FREESCALE SEMICO 1FS TH 3,265.0 (3,728.0) 1,334.0 GAMING AND LEISU 2GL GR 2,581.7 (72.9) (41.1) GAMING AND LEISU GLPI US 2,581.7 (72.9) (41.1) GENCORP INC GCY GR 1,675.6 (49.0) 86.7 GENCORP INC GY US 1,675.6 (49.0) 86.7 GENTIVA HEALTH GHT GR 1,250.6 (285.7) 112.2 GENTIVA HEALTH GTIV US 1,250.6 (285.7) 112.2 GLG PARTNERS INC GLG US 400.0 (285.6) 156.9 GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9 GLOBALSTAR INC GSAT US 1,327.4 (204.5) (8.9) GOLD RESERVE INC GDRZF US 29.9 (4.2) 9.9 GOLD RESERVE INC GOD GR 29.9 (4.2) 9.9 GOLD RESERVE INC GRZ CN 29.9 (4.2) 9.9 GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5 HCA HOLDINGS INC 2BH GR 29,822.0 (6,588.0) 2,877.0 HCA HOLDINGS INC HCA US 29,822.0 (6,588.0) 2,877.0 HCA HOLDINGS INC 2BH TH 29,822.0 (6,588.0) 2,877.0 HD SUPPLY HOLDIN 5HD GR 6,714.0 (701.0) 1,438.0 HD SUPPLY HOLDIN HDS US 6,714.0 (701.0) 1,438.0 HERBALIFE LTD HOO GR 2,435.7 (404.1) 552.4 HERBALIFE LTD HLF US 2,435.7 (404.1) 552.4 HERBALIFE LTD HLFEUR EU 2,435.7 (404.1) 552.4 HOVNANIAN ENT-A HOV US 1,893.7 (443.1) 1,107.3 HOVNANIAN ENT-A HO3 GR 1,893.7 (443.1) 1,107.3 HOVNANIAN ENT-B HOVVB US 1,893.7 (443.1) 1,107.3 HOVNANIAN-A-WI HOV-W US 1,893.7 (443.1) 1,107.3 HUGHES TELEMATIC HUTC US 110.2 (101.6) (113.8) HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8) IMPRIVATA INC I62 GR 35.6 (4.3) (10.8) IMPRIVATA INC IMPR US 35.6 (4.3) (10.8) INCYTE CORP ICY GR 679.1 (171.0) 464.6 INCYTE CORP INCY US 679.1 (171.0) 464.6 INCYTE CORP ICY TH 679.1 (171.0) 464.6 INFOR US INC LWSN US 6,778.1 (460.0) (305.9) INTERTAIN GROUP IT CN 0.0 (0.3) (0.3) IPCS INC IPCS US 559.2 (33.0) 72.1 ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2 JUST ENERGY GROU JE US 1,511.6 (169.0) 230.1 JUST ENERGY GROU JE CN 1,511.6 (169.0) 230.1 JUST ENERGY GROU 1JE GR 1,511.6 (169.0) 230.1 KINAXIS INC KXS CN 44.6 (70.4) (6.4) KINAXIS INC KXSCF US 44.6 (70.4) (6.4) KINAXIS INC 9KX GR 44.6 (70.4) (6.4) L BRANDS INC LTD GR 6,870.0 (503.0) 1,119.0 L BRANDS INC LTD TH 6,870.0 (503.0) 1,119.0 L BRANDS INC LB US 6,870.0 (503.0) 1,119.0 LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9 LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9 LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9 LEE ENTERPRISES LEE US 828.2 (165.0) (26.0) LORILLARD INC LO US 2,893.0 (2,228.0) 900.0 LORILLARD INC LLV GR 2,893.0 (2,228.0) 900.0 LORILLARD INC LLV TH 2,893.0 (2,228.0) 900.0 MANNKIND CORP NNF1 TH 236.3 (46.4) (74.3) MANNKIND CORP NNF1 GR 236.3 (46.4) (74.3) MANNKIND CORP MNKD US 236.3 (46.4) (74.3) MARRIOTT INTL-A MAQ TH 6,830.0 (1,720.0) (1,153.0) MARRIOTT INTL-A MAQ GR 6,830.0 (1,720.0) (1,153.0) MARRIOTT INTL-A MAR US 6,830.0 (1,720.0) (1,153.0) MDC PARTNERS-A MDZ/A CN 1,685.0 (87.5) (228.9) MDC PARTNERS-A MD7A GR 1,685.0 (87.5) (228.9) MDC PARTNERS-A MDCA US 1,685.0 (87.5) (228.9) MERITOR INC MTOR US 2,810.0 (527.0) 373.0 MERITOR INC AID1 GR 2,810.0 (527.0) 373.0 MERRIMACK PHARMA MP6 GR 129.8 (77.1) 13.0 MERRIMACK PHARMA MACK US 129.8 (77.1) 13.0 MICHAELS COS INC MIM GR 1,716.0 (2,734.0) 493.0 MICHAELS COS INC MIK US 1,716.0 (2,734.0) 493.0 MONEYGRAM INTERN MGI US 4,784.5 (142.0) 119.2 MORGANS HOTEL GR MHGC US 684.8 (211.2) 124.9 MORGANS HOTEL GR M1U GR 684.8 (211.2) 124.9 MOXIAN CHINA INC MOXC US 4.1 (0.4) (3.2) MPG OFFICE TRUST 1052394D US 1,280.0 (437.3) - NATIONAL CINEMED XWM GR 1,005.2 (188.3) 79.1 NATIONAL CINEMED NCMI US 1,005.2 (188.3) 79.1 NAVISTAR INTL NAV US 7,702.0 (4,046.0) 1,126.0 NAVISTAR INTL IHR TH 7,702.0 (4,046.0) 1,126.0 NAVISTAR INTL IHR GR 7,702.0 (4,046.0) 1,126.0 NEKTAR THERAPEUT NKTR US 478.1 (35.4) 213.9 NEKTAR THERAPEUT ITH GR 478.1 (35.4) 213.9 NET ELEMENT INC NETE US 16.6 (6.2) 0.3 NEW ENG RLTY-LP NEN US 179.7 (24.5) - NORTHWEST BIO NWBO US 12.6 (29.9) (30.0) NORTHWEST BIO NBYA GR 12.6 (29.9) (30.0) NYMOX PHARMACEUT NYMX US 0.8 (5.8) (4.0) OMEROS CORP OMER US 41.0 (10.6) 26.8 OMEROS CORP 3O8 GR 41.0 (10.6) 26.8 OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0) PALM INC PALM US 1,007.2 (6.2) 141.7 PHIBRO ANIMAL HE PAHC LN 473.3 (78.7) 177.3 PHIBRO ANIMAL HE PAO EU 473.3 (78.7) 177.3 PHIBRO ANIMAL HE PAO GR 473.3 (78.7) 177.3 PHIBRO ANIMAL-A PB8 GR 473.3 (78.7) 177.3 PHIBRO ANIMAL-A PAHC US 473.3 (78.7) 177.3 PHILIP MORRIS IN 4I1 GR 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN PM FP 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN 4I1 TH 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN PM US 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN PMI SW 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN PM1CHF EU 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN PM1EUR EU 36,325.0 (7,847.0) 1,130.0 PHILIP MORRIS IN PM1 TE 36,325.0 (7,847.0) 1,130.0 PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9) PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9) PLY GEM HOLDINGS PG6 GR 1,096.8 (91.4) 217.3 PLY GEM HOLDINGS PGEM US 1,096.8 (91.4) 217.3 PROTALEX INC PRTX US 1.7 (8.2) 1.2 PROTECTION ONE PONE US 562.9 (61.8) (7.6) QUALITY DISTRIBU QDZ GR 445.6 (35.6) 115.6 QUALITY DISTRIBU QLTY US 445.6 (35.6) 115.6 QUINTILES TRANSN QTS GR 2,978.6 (621.6) 511.6 QUINTILES TRANSN Q US 2,978.6 (621.6) 511.6 RADIOSHACK CORP RSH* MM 1,149.2 (63.0) 559.2 RADNET INC RDNT US 737.2 (9.3) 61.4 RADNET INC PQI GR 737.2 (9.3) 61.4 RAYONIER ADV RYQ GR 1,225.0 (38.8) 136.3 RAYONIER ADV RYAM US 1,225.0 (38.8) 136.3 REGAL ENTERTAI-A RGC US 2,675.7 (750.5) 26.2 REGAL ENTERTAI-A RETA GR 2,675.7 (750.5) 26.2 RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4) RENTPATH INC PRM US 208.0 (91.7) 3.6 REVLON INC-A RVL1 GR 1,938.7 (571.8) 275.3 REVLON INC-A REV US 1,938.7 (571.8) 275.3 RITE AID CORP RAD US 6,946.5 (2,046.4) 1,643.0 RITE AID CORP RTA TH 6,946.5 (2,046.4) 1,643.0 RITE AID CORP RTA GR 6,946.5 (2,046.4) 1,643.0 ROCKWELL MEDICAL RMTI US 25.9 (3.9) 6.4 ROCKWELL MEDICAL RWM GR 25.9 (3.9) 6.4 RURAL/METRO CORP RURL US 303.7 (92.1) 72.4 RYERSON HOLDING RYI US 1,989.5 (114.5) 754.6 RYERSON HOLDING 7RY GR 1,989.5 (114.5) 754.6 RYERSON HOLDING 7RY TH 1,989.5 (114.5) 754.6 SALLY BEAUTY HOL S7V GR 1,983.6 (362.8) 616.8 SALLY BEAUTY HOL SBH US 1,983.6 (362.8) 616.8 SEQUENOM INC SQNM US 131.6 (49.3) 51.4 SILVER SPRING NE SSNI US 534.3 (111.7) 83.2 SILVER SPRING NE 9SI TH 534.3 (111.7) 83.2 SILVER SPRING NE 9SI GR 534.3 (111.7) 83.2 SIRIUS XM CANADA SIICF US 409.2 (78.8) (157.0) SIRIUS XM CANADA XSR CN 409.2 (78.8) (157.0) SPORTSMAN'S WARE 06S GR 292.3 (44.5) 76.1 SPORTSMAN'S WARE SPWH US 292.3 (44.5) 76.1 SUNGAME CORP SGMZE US 2.2 (3.6) (3.9) SUPERVALU INC SJ1 TH 4,354.0 (682.0) 106.0 SUPERVALU INC SJ1 GR 4,354.0 (682.0) 106.0 SUPERVALU INC SVU* MM 4,354.0 (682.0) 106.0 SUPERVALU INC SVU US 4,354.0 (682.0) 106.0 THERAVANCE THRX US 605.6 (187.5) 303.2 THERAVANCE HVE GR 605.6 (187.5) 303.2 THRESHOLD PHARMA THLD US 84.2 (28.3) 42.8 THRESHOLD PHARMA NZW1 GR 84.2 (28.3) 42.8 TOWN SPORTS INTE CLUB US 412.2 (55.1) 25.1 TRANSDIGM GROUP TDG US 6,711.0 (1,591.5) 1,073.0 TRANSDIGM GROUP T7D GR 6,711.0 (1,591.5) 1,073.0 TRINET GROUP INC TNETEUR EU 1,333.0 (36.7) 70.3 TRINET GROUP INC TN3 GR 1,333.0 (36.7) 70.3 TRINET GROUP INC TNET US 1,333.0 (36.7) 70.3 TRUPANION INC TPW GR 49.0 (5.5) 7.2 TRUPANION INC TRUP US 49.0 (5.5) 7.2 ULTRA PETROLEUM UPM GR 2,958.1 (123.5) (352.9) ULTRA PETROLEUM UPL US 2,958.1 (123.5) (352.9) ULTRA PETROLEUM UPLEUR EU 2,958.1 (123.5) (352.9) UNISYS CORP UIS1 SW 2,336.1 (628.5) 369.7 UNISYS CORP USY1 TH 2,336.1 (628.5) 369.7 UNISYS CORP UISEUR EU 2,336.1 (628.5) 369.7 UNISYS CORP USY1 GR 2,336.1 (628.5) 369.7 UNISYS CORP UISCHF EU 2,336.1 (628.5) 369.7 UNISYS CORP UIS US 2,336.1 (628.5) 369.7 VECTOR GROUP LTD VGR US 1,642.7 (31.1) 560.0 VECTOR GROUP LTD VGR GR 1,642.7 (31.1) 560.0 VENOCO INC VQ US 736.8 (139.5) (777.3) VERISIGN INC VRSN US 2,322.6 (632.9) (246.0) VERISIGN INC VRS GR 2,322.6 (632.9) (246.0) VERISIGN INC VRS TH 2,322.6 (632.9) (246.0) VERSO PAPER CORP VRS US 1,037.1 (549.4) 28.0 VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3) WEIGHT WATCHERS WTW US 1,526.4 (1,397.9) 13.8 WEIGHT WATCHERS WTWEUR EU 1,526.4 (1,397.9) 13.8 WEIGHT WATCHERS WW6 GR 1,526.4 (1,397.9) 13.8 WEIGHT WATCHERS WW6 TH 1,526.4 (1,397.9) 13.8 WEST CORP WT2 GR 3,876.0 (672.7) 264.3 WEST CORP WSTC US 3,876.0 (672.7) 264.3 WESTMORELAND COA WME GR 1,583.7 (260.6) 50.8 WESTMORELAND COA WLB US 1,583.7 (260.6) 50.8 XERIUM TECHNOLOG TXRN GR 633.4 (8.9) 104.5 XERIUM TECHNOLOG XRM US 633.4 (8.9) 104.5 XOMA CORP XOMA GR 89.9 (7.6) 45.9 XOMA CORP XOMA US 89.9 (7.6) 45.9 XOMA CORP XOMA TH 89.9 (7.6) 45.9 YRC WORLDWIDE IN YRCW US 2,179.5 (362.4) 201.2 YRC WORLDWIDE IN YEL1 GR 2,179.5 (362.4) 201.2 YRC WORLDWIDE IN YEL1 TH 2,179.5 (362.4) 201.2 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers' public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com by e-mail. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to the nation's bankruptcy courts. The list includes links to freely downloadable of these small-dollar petitions in Acrobat PDF documents. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2014. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-241-8200. *** End of Transmission ***