/raid1/www/Hosts/bankrupt/TCR_Public/141002.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, October 2, 2014, Vol. 18, No. 274
Headlines
ABERDEEN LAND: CDD and U.S. Bank Join Debtor's Case Dismissal Bid
ABERDEEN LAND: CDD and U.S. Bank Want to Foreclose on Property
AC I INV: Court Approves GC Realty as Chief Restructuring Officer
ACCESS CIG: S&P Assigns Preliminary 'B' CCR; Outlook Stable
AFJA INVESTMENTS: Case Summary & 3 Unsecured Creditors
ALLY FINANCIAL: Signs $1 Billion Underwriting Agreement
ALPHA HOME: Appointment of Health Care Ombudsman Unnecessary
ALPHA PROTECTIVE: Suit v. Shareholders Stays in Bankr. Court
AMEREX ENVIRONMENTAL: Case Summary & 20 Top Unsecured Creditors
AMPLIPHI BIOSCIENCES: Files Amendment to FY Ended Dec. 31 Report
AMPLIPHI BIOSCIENCES: Amends Q1 Ended March 31 Report
AMPLIPHI BIOSCIENCES: Accumulated Deficit at $375MM as of June 30
ASR 2401 FOUNTAINVIEW: Voluntary Chapter 11 Case Summary
ASSOCIATED WHOLESALERS: Bid Procedures Hearing Adjourned to Oct 3
ATHLON HOLDINGS: S&P Puts 'B' CCR on CreditWatch Positive
AZIZ CONVENIENCE: Amends Schedules of Assets and Liabilities
AZIZ CONVENIENCE: To Pay Greenwich from Cash Collateral
BLACKSANDS PETROLEUM: Posts $739K Net Loss in July 31 Quarter
BROOKFIELD OFFICE: S&P Affirms 'BB+' Unsecured Debt Rating
CASH STORE: Obtains Stay Extension & Additional DIP Financing
CENTRUS ENERGY: Exits Chapter 11 Bankruptcy; NYSE Trading Begins
CHARTER FACILITIES: S&P Lowers Rating on Revenue Bonds to 'BB-'
COBALIS CORP: Dist. Court Rejects Appeal in YA Global Rift
CRS HOLDING: Court Denies JY Creative's Bid for Case Dismissal
CRUNCHIES FOOD: Taps Levene Neale as Bankruptcy Counsel
CRUNCHIES FOOD: $600,000 DIP Financing from NH Foods Approved
CRUNCHIES FOOD: Gets Court Approval to Use Cash Collateral
D&L ENERGY: Settles Disputes with Resource Land Holdings
DATARAM CORP: Has $759K Net Loss for July 31 Quarter
DENNY A. RYERSON: "Stripped" $550,000+ of Fixtures, Anaconda Says
DBSI INC: Cases v. Wavetronix et al. Go to Idaho District Court
DC ENERGY: Voluntary Chapter 11 Case Summary
DYNAMIC PRECISION: S&P Affirms 'B' CCR; Outlook Stable
ECOSPHERE TECHNOLOGIES: Amends FY Ended Dec. 31 Report
ELBIT IMAGING: BUTU Obtains EUR9 Million in Tranche B Loan
EMPRESAS OMAJEDE: BPPR Says Carriazo Property Only Worth $70K
EMPRESAS OMAJEDE: BPPR Requires 7 More Days to Complete Summary
EMPRESAS OMAJEDE: BPPR Withdraws Motion to Prohibit Cash Use
EMPRESAS OMAJEDE: Wants Approval of Settlement of SIF Claim
ENTEGRA POWER: Plan Confirmation Order Entered
EXIDE TECHNOLOGIES: JPM OKs DIP Loans Extension to March 2015
FLINTKOTE COMPANY: Time to Remove Actions Extended to Feb. 28
FORUM ENERGY: S&P Affirms 'BB' Corp. Credit Rating
GGW BRANDS: District Court Won't Dismiss GGW Marketing Case
GILES JORDAN: Inks Agreement with Galveston Shores on Stay Relief
GLENTEL INC: S&P Lowers CCR to 'B+' on Withdrawal of C$200M Notes
GLOBAL AVIATION: Court Approves Cerberus Collection Agreement
GLOBAL AVIATION: Sells Aircraft Parts to Mobility for $250K
GOBP HOLDINGS: S&P Assigns 'B' CCR & Rates $515MM Facility 'B'
GREAT HEARTS: S&P Assigns 'BB+' Rating to 2014 Revenue Bonds
HFAH CLEAR LAKE: Case Summary & Unsecured Creditor
HOVNANIAN ENTERPRISES: Gets OK to Amend 1st Lien Notes Indenture
HYPERDYNAMICS CORP: Has $17.12-Mil. Loss in FY Ended June 30
IHEARTCOMMUNICATIONS INC: Closes $250 Million Notes Offering
ITR CONCESSION: Seeks to Employ Moelis as Investment Banker
ITR CONCESSION: Can Hire KCC as Claims & Balloting Agent
ITR CONCESSION: Oct. 2 Hearing on Indiana Finance Authority Deal
ITR CONCESSION: Hearing on Bar Date Motion Set for Oct. 2
ITR CONCESSION: Court Issues Joint Administration Order
JAMMIN JAVA: Has $3.01-Mil. Net Loss for July 31 Quarter
JEVIC HOLDING: Del. Court Rejects Appeal in WARN Act Suit
KU6 MEDIA: Incurs $5.34-Mil. Net Loss for Second Quarter
LOFINO PROPERTIES: Cash Collateral Period Extended to Oct. 31
LOFINO PROPERTIES: Trustee Taps Hammerman Graf as Accountants
LONGVIEW POWER: Seeks Extension of Exclusivity Until Year-End
M.D.C. HOLDINGS: Moody's Assigns Ba1 Corp. Family Rating
MACKEYSER HOLDINGS: Court OKs Sale of Flint, Saginaw Practices
MACKEYSER HOLDINGS: Court Approves Sale of 2 Ohio Practices
MACKEYSER HOLDINGS: Sale of The Eye Gallery Approved
MACKEYSER HOLDINGS: Proposes Nov. 14 General Claims Bar Date
MACKEYSER HOLDINGS: Wants Removal Period Moved to March 17
MADELYN AVE. TOWNHOUSES: Voluntary Chapter 11 Case Summary
MAJESCO ENTERTAINMENT: Incurs $2.73-Mil. Loss in July 31 Quarter
MASCO CORP: Fitch Expects to Retain 'BB' Issuer Default Rating
MASTER AGGREGATES: Files Schedules of Assets and Liabilities
MATAGORDA ISLAND: Taps Lugenbuhl Wheaton as Bankruptcy Counsel
MEDICAL ALARM: Reports $346K Net Income in Sept. 30 Quarter
METIER TRIBECA: Investors Suit v. Ex-CEO Not Subject to Stay
METRO FUEL: Oct. 15 Deadline to File Admin Claims Objection
MID-CONTINENT UNIVERSITY: Case Summary & Top Unsecured Creditors
MIDSTATES PETROLEUM: S&P Hikes Unsecured Debt Rating to B-
MINERAL PARK: Has Until Oct. 14 to File Schedules and Statements
MOBILEBITS HOLDINGS: Incurs $1.57-Mil. Loss in July 31 Quarter
NAKED BRAND: Reports $29.03-Mil. Net Loss in July 31 Quarter
NATROL INC: Has Until Jan. 7 to Decide on Non-Residential Leases
NE OPCO: Time to Remove Civil Actions Extended to Dec. 8
NEELAM INC: Voluntary Chapter 11 Case Summary
NET ELEMENT: Amends Form S-3 Prospectus With SEC
NEW BERN RIVERFRONT: Court Rules on HHAC's Summary Judgment Bid
NEW BERN RIVERFRONT: Weaver's Indemnity Claim v. Gouras Nixed
NEW BERN RIVERFRONT: Waterproofing Wins Summary Judgment v. Weaver
NEW BERN RIVERFRONT: ECM Wins One Round Against Weaver Cooke
NEW BERN RIVERFRONT: Curenton Wins Summary Judgment v. Weaver
NEWPAGE CORP: S&P Retains 'B+' CCR on CreditWatch Negative
NICHOLS CREEK DEVELOPMENT: Files Ch. 11 with $11.6MM Debt
NICHOLS CREEK DEVELOPMENT: Proposes Jason Burgess as Counsel
NORTH TEXAS ENERGY: Has $77K Net Loss for Q2 Ended June 30
ORECK CORP: David Oreck Wants Claim Disclosed in Plan Outline
ORECK CORP: Plan Proponents Submitted Amended Plan Disclosures
PARROTT BROADCASTING: Marquee Broadcasting's Claim Deemed Timely
PHILADELPHIA SCHOOL: Fitch Cuts Rating on $1.9BB GO Bonds to 'BB-'
PHILLIPS INVESTMENTS: Has Access to Cash Collateral Until Nov. 2
PRECISION OPTICS: Incurs $1.2 Million Net Loss in Fiscal 2014
PVA APARTMENTS: Files Bare-Bones Ch. 11 Petition in Oakland
QUARTZ HILL: Must Post $2.5MM Bond to Stay Case Dismissal
REALBIZ MEDIA: Reports $830K Net Loss for July 31 Quarter
REICHHOLD HOLDINGS: Files for Bankr. to Sell to Bondholders
REICHHOLD HOLDINGS: Case Summary & 40 Largest Unsecured Creditors
RENTECH NITROGEN: S&P Cuts CCR to 'B-' on Increased Debt Leverage
REVEL AC: Brookfield Wins Auction with $110 Million Bid
RIVER CITY: Files Schedules of Assets and Liabilities
RIVER CITY: Section 341(a) Meeting Rescheduled to Oct. 10
RIVERSIDE MILITARY: Fitch Affirms 'BB+' Rating on $68.7MM Bonds
RYNARD PROPERTIES: FNMA Balks at Lender's Superpriority Status
RYNARD PROPERTIES: US Trustee Seeks Dismissal of Chapter 11 Case
RYNARD PROPERTIES: U.S. Trustee Asks Court to Deny DIP Financing
RYNARD PROPERTIES: Wants to Use Cash Collateral for 60 More Days
S S I TECHNOLOGY: Case Summary & 20 Largest Unsecured Creditors
SAN BERNARDINO, CA: Court Approves Rejection of MOU with SBCPF
SEARS METHODIST: Sears Plains Proposes Knight-Led Auction
SEGA BIOFUELS: Court Approves 60-Day Delay in Case Closing
SES INTERMEDIATE: S&P Affirms 'B+' CCR & Withdraws Rating
SEVEN ARTS: Files Second Amendment for Fiscal 2013 Report
SEVEN ARTS: Late-Filed Mar. 31 Financials Show $7.16MM Loss
SHILO INN: Says California Bank's Plan Objection Recycled
SKYLINE MANOR: Oct 6 Final Hearing on Bid for Cash Collateral Use
SOURCE INTERLINK: Sale of Assets to Cortland Capital Approved
SOURCE INTERLINK: Taps Reich Brothers to Liquidate Assets
SOURCE INTERLINK: Wants Until January 2015 to Decide on Leases
STELLAR BIOTECHNOLOGIES: CEO Holds 6.8% Equity Stake
STOCKTON, CA: Judge Pushes Back Hearing on Debt Adjustment Plan
SURTRONICS: Withdraws Notice of Reorganization Plan Effective Date
TACTICAL INTERMEDIATE: Oct. 29 Hearing on Confirmation of Plan
TAPANAM ASSOCIATES: Case Summary & 20 Largest Unsecured Creditors
TERRA-GEN FINANCE: S&P Withdraws 'B' ICR After Debt Pay-Off
TERRY EUGENE SLATE: Fails to Hold AERL and PNC Bank in Contempt
TODD-SOUNDELUX LLC: Tiger Group to Conduct Auction on Oct. 7-8
TOYS 'R' US: S&P Affirms 'B-' CCR on Refinancing; Outlook Stable
TRIGEANT HOLDINGS: Files Joint Chapter 11 Reorganization Plan
TRIGEANT HOLDINGS: Won't Solicit Plan Votes; To Pay Claims in Full
TRIGEANT HOLDINGS: Files Schedules of Assets and Liabilities
TRIGEANT HOLDINGS: Wants to Obtain $1.2 Million DIP Financing
TRIGEANT HOLDINGS: Court Okays Joint Administration of Cases
UDR INC: S&P Affirms 'BB+' Preferred Stock Rating
UNILIFE CORP: Posts $57.9-Mil. Net Loss in FY Ended June 30
WEB.COM GROUP: S&P Withdraws 'B+' CCR Following Debt Repayment
WEST TEXAS GUAR: Files Second Amended Joint Plan of Reorganization
WESTLAKE VILLAGE: Schedules Filing Extended Until October 10
WESTLAKE VILLAGE: Wants Receiver to Turn Over Principal Asset
* Brelle Rohwer Joins Upshot as Vice President of Client Services
* Recent Small-Dollar & Individual Chapter 11 Filings
*********
ABERDEEN LAND: CDD and U.S. Bank Join Debtor's Case Dismissal Bid
-----------------------------------------------------------------
Aberdeen Community Development District and U.S. Bank National
Association filed a joinder in Aberdeen Land II, LLC's motion for
voluntary dismissal of the Chapter 11 case and the Debtor's
objection to the motion by BBX Capital Asset Management, LLC for
an order converting the Chapter 11 case to a case under Chapter 7
of the Bankruptcy Code.
U.S. Bank is the trustee under the Master Trust Indenture dated as
of October 1, 2005, by and between U.S. Bank and CDD. The Movants
have a pending joint motion for relief from automatic stay.
Eric S. Golden, Esq., at Burr & Forman LLP, in Orlando, Florida --
eric.golden@burr.com -- relates that without waiving any argument
or position made by the Movants in their previous motions filed in
this case, they join in the Debtor's request for dismissal of the
case. Mr. Golden asserts that only in the event that the Court
denies the Motion to Dismiss, the Movants request relief from the
automatic stay to continue the CDD's foreclosure actions against
the Debtor's property, as requested in the Stay Relief Motion.
Mr. Golden argues that it is apparent that cause exists for the
Court to dismiss the case because of, among other things,
substantial or continuing loss to or diminution of the estate and
the absence of a reasonable likelihood of rehabilitation. He also
contends that in its Motion to Convert, BBX asserts that
conversion would be in the best interests of the creditors and the
estate, based on nothing more than the Debtor's previous, self-
serving statement that "there are 'millions in equity' in this
case, which creditors, like BBX, will not be able to realize on
account of their claims if the case is dismissed and a foreclosure
sale is permitted to proceed.
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: CDD and U.S. Bank Want to Foreclose on Property
--------------------------------------------------------------
Aberdeen Community Development District and U.S. Bank National
Association jointly seek relief from automatic stay to allow them
to proceed with all of their in rem rights and remedies, including
foreclosing on the single real estate asset owned by Aberdeen Land
II, LLC.
The Debtor's sole significant asset consists of the real property
described as 912 undeveloped single family and multi-family
residential lots in the Aberdeen Development, as well as 28.1-
acres of property zoned for the development of commercial and
retail space.
The CDD was established in connection with the development of the
community in which the Property lies. The Property is subject to
debt special assessments levied by the CDD for the construction
and development of infrastructure and improvements related to the
Property and surrounding community, as well as operation and
maintenance assessments to fund the CDD's budget. U.S. Bank
serves as trustee under a trust indenture that governs the bonds
issued by the CDD, which are secured by certain assessments on the
Property levied by the CDD.
CDD has commenced two lawsuits to foreclose the CDD Liens on the
Property. Foreclosure judgments were entered and foreclosure
sales of the Property were scheduled and were reset several times.
The most recent sale date was July 2, 2013 -- one day after the
Petition Date. Those sales did not occur due to the automatic
stay, Eric S. Golden, Esq., at Burr & Forman LLP, in Orlando,
Florida -- eric.golden@burr.com -- contends.
After mediation and settlement talks fail, and the fifth
continuance of the confirmation hearing, the Debtor determined
that a settlement cannot be reached and the Debtor filed its
motion for voluntary dismissal of the bankruptcy case. Hence, the
Movants ask the Court to grant relief from automatic stay to
reschedule and proceed with foreclosure sales of the Property.
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.
AC I INV: Court Approves GC Realty as Chief Restructuring Officer
-----------------------------------------------------------------
The Bankruptcy Court approved a stipulation and order ratifying
actions and authorizing appointment of GC Realty Advisors, LLC, as
chief restructuring officer for AC I Inv Manahawkin LLC, et al.
The stipulation provides that interested parties Tibor and Gershon
Kleins would (i) consent to GC's appointment as CRO; (ii) the
appointment of a real estate broker; and (iii) withdraw their
motion to dismiss the case upon the sale of the property and
distribution of proceeds or the refinancing of all existing debt
to the satisfaction of the interest holders.
On June 18, 2014, the Kleins filed motion to dismiss the cases on
the grounds that they had not consented to the filing of the
Chapter 11 proceedings.
The Debtors, in a separate filing, supplemented their motion in
compliance to the U.S. Trustee's request for certain
clarifications and additional disclosures with respect to the
motion.
According to the Debtor, the CRO engagement letter contained
repudiation by GC of its appointment as manager member of Inv and
manager of Mezz and AC 1. That repudiation was meant to and does
also include the transfer of any membership interests from AC
Retail Equity Fund I LLC to GC prepetition. By the repudiation,
GC will not have any further equity interests in the Debtors.
The Debtors and GC represent that neither GC nor its managing
member, David Goldwasser, was involved in the voting or decision
to appoint GC as the CRO and it was not a unilateral decision of
GC to proceed with the motion.
Objections
RCG LV Debt IV Non-REIT Assets Holdings, LLC, objected to the
motion stating that it sought to ratify GC's actions when it was
acting as the managing member or manager of the Debtors, which
actions include the filing of the cases and the selection of
counsel.
Creditor Acadia Realty Limited Partnership objected, noting that
the Debtor proposed to employ the 35% owner of Debtor AC I UNV
Manahawkin LLC and the managing member of each of the Debtors.
Acadia added that the Debtors have provided no reasoned basis on
which to use the Debtors' cash to pay the managing member to do
that which it is already obligated to do by virtue of the status
it chose to cloak itself in the day before the bankruptcy filings.
RCG LV is represented by:
Kristopher M. Hansen, Esq.
Harold A. Olsen, Esq.
STROOCK & STROOCK & LAVAN LLP
180 Maiden Lane
New York, NY 10038-4982
Tel: (212) 806-5400
Fax: (212) 806-6006
Acadia Realty is represented by:
Daniel Wallen, Esq.
Steven B. Soll, Esq.
Adam C. Silverstein, Esq.
OTTERBOURG P.C.
230 Park Avenue
New York, NY 10169
Tel: (212) 661-9100
About AC I Inv, et al.
AC I Inv Manahawkin LLC, AC I Manahawkin Mezz LLC and AC I
Manahawkin LLC filed separate Chapter 11 bankruptcy petitions
(Bankr. S.D.N.Y. Case Nos. 14-22791, 14-22792 and 14-22793) on
June 4, 2014. The petitions were signed by David Goldwasser, of
GC Realty Advisors LLC, managing member. The Debtors estimated
assets of $50 million to $100 million and debts of $0 to $50
million. Robinson Brog Leinwand Greene Genovese & Gluck, P.C.,
serves as the Debtors' counsel. Judge Robert D. Drain presides
over the cases.
Affiliates of AC I Inv., et al., have pending bankruptcy cases
before Judge Drain. NY Affordable Housing Albany Assocs. LLC
sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 13-20007)
on July 26, 2013. First Bronx LLC sought bankruptcy protection
(Bankr. S.D.N.Y. Case NO. 14-22047) on Jan. 13, 2014. Ollie Allen
Holding Company LLC sought bankruptcy (Case NO. 14-22204) on Feb.
18, 2014.
U.S. Trustee has not formed an official unsecured creditors'
committee.
ACCESS CIG: S&P Assigns Preliminary 'B' CCR; Outlook Stable
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'B'
corporate credit rating to Livermore, Calif.-based records
information management company Access CIG LLC. The outlook is
stable.
At the same time, S&P assigned the proposed $40 million senior
secured revolving credit facility due 2019 a preliminary 'B'
issue-level rating, with a recovery rating of '3', indicating
S&P's expectation for meaningful (50% to 70%) recovery of
principal for debtholders in the event of default.
In addition, S&P assigned the $342 million senior secured first-
lien loan due 2021 a preliminary 'B' issue-level rating, with a
recovery rating of '3'.
Lastly, S&P assigned the proposed $152 million senior secured
second-lien loan a preliminary 'CCC+' issue-level rating, with a
recover rating of '6', indicating S&P's expectation for negligible
(0% to 10%) recovery of principal for debtholders in the event of
default.
The 'B' preliminary corporate credit rating reflects the company's
relatively small size and niche positioning in the records
information management (RIM) industry. It also reflects the
company's "highly leveraged" financial risk profile, resulting
from the increased debt in the capital structure due to the
acquisition of the company by Berkshire Partners.
S&P views Access' business risk profile as "weak." The company is
a small player in the RIM industry and focuses exclusively on
small and midsize customers. The RIM industry benefits from low
customer turnover, high switching costs, and long-term storage
contracts that provide stable and recurring revenue. These
positive industry aspects are tempered by the company's end market
revenue concentrations and the threat of continued conversion to
digital storage, which S&P expects will negatively impact future
growth prospects.
AFJA INVESTMENTS: Case Summary & 3 Unsecured Creditors
------------------------------------------------------
Debtor: AFJA Investments, LLC
dba AFJA Investment, LLC
8671 Black Mesa Dr.
Orlando, FL 32829
Case No.: 14-11098
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: September 30, 2014
Court: United States Bankruptcy Court
Middle District of Florida (Orlando)
Debtor's Counsel: Aldo G Bartolone, Jr., Esq.
BARTOLONE LEGAL GROUP, PA
2816 E. Robinson St.
Orlando, FL 32803
Tel: (407) 294-4440
Fax: (407) 287-5544
Email: aldo@bartolonelaw.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Aboud Monayarji, managing member.
A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/flmb14-11098.pdf
ALLY FINANCIAL: Signs $1 Billion Underwriting Agreement
-------------------------------------------------------
Ally Financial Inc. entered into an underwriting agreement
incorporating Ally's Underwriting Agreement Standard Provisions
(Debt Securities) with Citigroup Global Markets Inc., Deutsche
Bank Securities Inc., Goldman, Sachs & Co. and Morgan Stanley &
Co. LLC, as representatives of several Underwriters, pursuant to
which Ally agreed to sell to the Underwriters $300,000,000
aggregate principal amount of 3.250% Senior Notes due 2017 and
$700,000,000 aggregate principal amount of 5.125% Senior Notes due
2024. The Notes were registered pursuant to Ally's shelf
registration statement on Form S-3, which became automatically
effective on Dec. 24, 2013.
The Underwriting Agreement contains customary representations,
warranties and covenants of the Company, conditions to closing,
indemnification obligations of the Company and the Underwriters,
and termination and other customary provisions.
The Notes will be issued pursuant to an Indenture dated as of as
of July 1, 1982, as supplemented and amended by the first
supplemental indenture dated as of April 1, 1986, the second
supplemental indenture dated as of June 15, 1987, the third
supplemental indenture dated as of September 30, 1996, the fourth
supplemental indenture dated as of January 1, 1998, and the fifth
supplemental indenture dated as of September 30, 1998, between the
Company and The Bank of New York Mellon (successor to Morgan
Guaranty Trust Company of New York), as trustee, and an action of
the executive committee of Ally dated as of Sept. 24, 2014.
About Ally Financial
Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/--
is one of the world's largest automotive financial services
companies. The Company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products. Ally operates as a bank
holding company.
GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3 percent stake. Private equity firm Cerberus
Capital Management LP keeps 14.9 percent, while General Motors Co.
owns 6.7 percent.
The Company's balance sheet at June 30, 2014, showed $149.93
billion in total assets, $135.05 billion in total liabilities and
$14.87 billion in total equity.
* * *
As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings
Services said it raised its issuer credit rating on Ally Financial
Inc. to 'BB' from 'B+'. "The upgrade reflects the company's
release from potential legal and financial liabilities stemming
from its ownership of ResCap," said Standard & Poor's credit
analyst Tom Connell.
In the April 3, 2014, edition of the TCR, Fitch Ratings has
upgraded Ally Financial Inc.'s long-term Issuer Default Rating
(IDR) and senior unsecured debt rating to 'BB+' from 'BB'.
The rating upgrade reflects increased clarity around Ally's
ownership structure given Ally's recent announcement that it has
launched an initial public offering those shares of its common
stock held by the U.S. Treasury (the Treasury).
As reported by the TCR on July 16, 2014, Moody's Investors Service
affirmed the Ba3 corporate family and B1 senior unsecured ratings
of Ally Financial, Inc. and revised the outlook for the ratings to
positive from stable. Moody's affirmed Ally's ratings and revised
its rating outlook to positive based on the company's progress
toward sustained improvements in profitability and repayment of
government assistance received during the financial crisis.
ALPHA HOME: Appointment of Health Care Ombudsman Unnecessary
------------------------------------------------------------
The Bankruptcy Court, according to a minute entry for the hearing
held Sept. 17, 2014, is granting Alpha Home Association of Greater
Indianapolis' motion for determination that the appointment of a
health care ombudsman in the Chapter 11 case is not required.
Alpha Home Association of Greater Indianapolis (Indiana) Inc.
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No.
14-07997) in Indianapolis on Aug. 26, 2014. The Debtor estimated
assets and debts between $500 million and $1 billion.
The case is assigned to Judge James K. Coachys. Brian D.
Salwowski, Esq., in Indianapolis, serves as counsel.
ALPHA PROTECTIVE: Suit v. Shareholders Stays in Bankr. Court
------------------------------------------------------------
Senior District Judge Hugh Lawson in Valdosta, Georgia, denied the
Motion to Withdraw the Reference filed by James Lee Harrison,
Harrison Management and Consulting Group, LLC, and Gary L.
Harrison, who are defendants in the lawsuit captioned as, NEIL C.
GORDON, as Trustee in Bankruptcy for Alpha Protective Services,
Inc., Plaintiff, v. JAMES LEE HARRISON, et al., Defendants, Case
No. 7:14-MC-1 (HL) (Bankr. M.D. Ga.).
The Defendants asked the District Court to withdraw the reference
for the adversary proceeding pending against them in the U.S.
Bankruptcy Court for the Middle District of Georgia. If the
reference were withdrawn pursuant to 28 U.S.C. Sec. 157(d), as
Defendants request, then the adversarial proceeding against them
would be carried out in the District Court.
Neil Gordon, the trustee in the bankruptcy proceeding for Alpha
Protective Services, Inc., opposes withdrawing the reference.
In 2006, James Harrison was a minority shareholder in the Debtor,
which was in the business of providing specialized security
services. Jeffrey Brinson was the majority shareholder. Harrison
Management and Consulting Group, LLC, which was wholly owned and
operated by Gary Harrison, had a management services agreement
with the Debtor under which HMCG was involved with the Debtor's
operations. In addition to this business arrangement, there was
also a personal relationship between Brinson and the Harrisons.
The relationship between Brinson and the Harrisons eventually
fractured, and in April 2006, the Debtor sought to terminate the
services contract with HMCG. These developments led to protracted
litigation with the Harrisons and HMCG making claims against
Brinson and the Debtor, and vice versa. A settlement was
eventually reached, evidently in June 2007. Brinson and the
Debtor agreed to pay several million dollars to J. Harrison and
HMCG with the money being conveyed in payments spread over 84
months. Brinson and the Debtor executed notes and guarantees in
evidence of their indebtedness.
The Debtor filed a voluntary bankruptcy petition (Bankr. M.D. Ga.
Case No. 12-70482) under Chapter 11 on April 12, 2012. At that
time, some money was still owed to J. Harrison and HMCG under the
settlement agreement with Brinson and the Debtor. In December
2012, the Debtor's bankruptcy proceeding was converted to one
under Chapter 7. In April 2014, the Debtor's Trustee sued
Defendants for recovery of payments made to them under the
settlement agreement. The Trustee's Complaint against Defendants
alleged claims of insider preference avoidance, preference
avoidance, fraudulent transfer, fraudulent transfer avoidance,
recovery against immediate transferee, and recovery as transferee.
The Defendants answered the Complaint and requested a jury trial.
They have not consented to having the jury trial in Bankruptcy
Court. In addition to the claims against the Defendants, the
Debtor's Trustee has also brought similar claims against 15 other
entities.
A copy of Judge Lawson's Sept. 25, 2014 Order is available at
http://is.gd/OZHBXlfrom Leagle.com.
AMEREX ENVIRONMENTAL: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Amerex Environmental Services, Inc.
fdba A-5 Acquisition Corp.
31 West Downer Place, Ste. 409
Aurora, IL 60506
Case No.: 14-35495
Chapter 11 Petition Date: September 30, 2014
Court: United States Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: Hon. Pamela S. Hollis
Debtor's Counsel: David A. Newby, Esq.
COMAN & ANDERSON, P.C.
650 Warrenville Rd., Suite 500
Lisle, IL 60532
Tel: 630-428-2660
Fax: 630-428-2549
Email: dnewby@comananderson.com
khaskell@comananderson.com
Total Assets: $153,325
Total Liabilities: $1.92 million
The petition was signed by Joseph Pircon, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ilnb14-35495.pdf
AMPLIPHI BIOSCIENCES: Files Amendment to FY Ended Dec. 31 Report
----------------------------------------------------------------
AmpliPhi Biosciences Corporation filed with the U.S. Securities
and Exchange Commission on Sept. 12, 2014, an amendment to its
annual report on Form 10-K for the year ended Dec. 31, 2013. A
copy of the Form 10-K/A is available at http://is.gd/ynbC1k
PBMares, LLP, expressed substantial doubt about the Company's
ability to continue as a going concern, citing that the Company
has had recurring losses from operations and has an accumulated
deficit.
The Company reported a net loss of $57.65 million on $325,000 of
total revenue for the year ended Dec. 31, 2013, compared with a
net loss of $1.11 million on $664,000 of total revenue in 2012.
The Company's balance sheet at Dec. 31, 2013, showed
$37.85 million in total assets, $53.25 million in total
liabilities, and a stockholders' deficit of $15.4 million.
AmpliPhi Biosciences Corp. is a biopharmaceutical company that
develops bacteriophage-based therapeutics. It also develops an
internally generated pipeline of naturally occurring viruses
called bacteriophage (Phage) for the treatment of bacterial
infection, such as drug-resistant strains of bacteria that are
commonly found in the hospital setting. The company's Phage
discovery also focuses on acute & chronic lung, sinus and
gastrointestinal infections. AmpliPhi Biosciences was founded in
March 1989 and is headquartered in Glen Allen, Virginia.
AMPLIPHI BIOSCIENCES: Amends Q1 Ended March 31 Report
-----------------------------------------------------
AmpliPhi Biosciences Corporation filed with the U.S. Securities
and Exchange Commission an amendment to its quarterly report on
Form 10-Q for the quarter ended March 31, 2014. A copy of the
Form 10-Q/A is available at http://is.gd/li9D6N
The Company disclosed a net loss of $12.03 million on $nil of
total revenue for the three months ended March 31, 2014, compared
with a net loss of $1.62 million on $22,000 of total revenue for
the same period last year.
The Company's balance sheet at Sept. 30, 2014, showed
$34.25 million in total assets, $61.42 million in total
liabilities, and a stockholders' deficit of $27.17 million.
The Company has incurred net losses since its inception, has
negative operating cash flows and has an accumulated deficit of
$390.1 million and $378.1 million as of March 31, 2014 and
Dec. 31, 2013, respectively. These circumstances raise
substantial doubt about the Company's ability to continue as a
going concern, according to the regulatory filing.
AmpliPhi Biosciences Corp. is a biopharmaceutical company, which
focuses on the development and commercialization of novel
bacteriophage-based therapeutics. It also develops an internally
generated pipeline of naturally occurring viruses called
bacteriophage (Phage) for the treatment of bacterial infection,
such as drug-resistant strains of bacteria that are commonly found
in the hospital setting. The company's Phage discovery also
focuses on acute & chronic lung, sinus and gastrointestinal
infections. AmpliPhi Biosciences was founded in March 1989 and is
headquartered in Glen Allen, VA.
AMPLIPHI BIOSCIENCES: Accumulated Deficit at $375MM as of June 30
-----------------------------------------------------------------
AmpliPhi Biosciences Corporation filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q,
disclosing net income of $15.4 million on $310,000 of revenue for
the three months ended June 30, 2014, compared with a net loss of
$12.81 million on $314,000 of revenue for the same in 2013.
The Company's balance sheet at Sept. 30, 2014, showed $31.26
million in total assets, $40.28 million in total liabilities, and
a stockholders' deficit of $9.02 million.
The Company has incurred net losses since its inception, has
negative operating cash flows and has an accumulated deficit of
$374.7 million as of June 30, 2014. These circumstances raise
substantial doubt about the Company's ability to continue as a
going concern, according to the regulatory filing.
A copy of the Form 10-Q is available at:
http://is.gd/lIiYn8
AmpliPhi Biosciences Corp. is a biopharmaceutical company, which
focuses on the development and commercialization of novel
bacteriophage-based therapeutics. It also develops an internally
generated pipeline of naturally occurring viruses called
bacteriophage (Phage) for the treatment of bacterial infection,
such as drug-resistant strains of bacteria that are commonly found
in the hospital setting. The company's Phage discovery also
focuses on acute & chronic lung, sinus and gastrointestinal
infections. AmpliPhi Biosciences was founded in March 1989 and is
headquartered in Glen Allen, VA.
ASR 2401 FOUNTAINVIEW: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
ASR 2401 Fountainview, LP 14-35322
2401 Fountainview, Suite 750
Houston, TX 77057
ASR 2401 Fountainview, LLC 14-35323
2401 Fountainview, Suite 750
Houston, Tx 77057
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: September 30, 2014
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Judge: Hon. Letitia Z. Paul (14-35322)
Hon. Marvin Isgur (14-35323)
Debtor's Counsel: Christopher Adams, Esq.
OKIN ADAMS & KILMER LLP
1113 Vine Street, Suite 201
Houston, TX 77002
Tel: 713-228-4100
Fax: 888-865-2118
Email: cadams@oakllp.com
Estimated Estimated
Assets Liabilities
----------- -----------
ASR 2401 Fountainview, LP $10MM-$50MM $10MM-$50MM
ASR 2401 Fountainview, LLC $10MM-$50MM $10MM-$50MM
The petitions were signed by James Hurn, general counsel and vice
president of the general partner.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
ASSOCIATED WHOLESALERS: Bid Procedures Hearing Adjourned to Oct 3
-----------------------------------------------------------------
At the behest of the Official Committee of Unsecured Creditors,
the U.S. Bankruptcy Court for the District of Delaware adjourned
the September 23, 2014 Bid Procedures Hearing until October 3,
2014 at 10:00 a.m. (Eastern Standard Time). Deadline for parties,
who previously filed objections, to submit supplemental objections
to the Bid Procedures Motion was September 30.
On the Petition Date, Associated Wholesalers, Inc., AWI Delaware,
Inc., and their debtor affiliates seek approval of bid procedures
relating to the sale of substantially all of the Debtors' assets,
and other related relief. In connection with the Bid Procedures
Motion, the Debtors also filed a motion to shorten notice with
respect to the Bid Procedures Motion.
Several parties-in-interest filed objections to the Bid Procedures
Motion and the Motion to Shorten, including the Creditors
Committee, the United States Trustee for Region 3, the Local 11
Pension Fund and Teamsters Local Unions Nos. 97, 429, 641, 776,
805 and 863.
The Objecting Parties assert various arguments. The Creditors
Committee wanted adequate time to review the Debtors' proposed
auction timeline, stalking horse selection and bid procedures to
ensure that entry of the Bid Procedures will maximize the recovery
to all of the Debtors' stakeholders, not just the Debtors' secured
creditors.
The U.S. Trustee took issue, among other things, on the fact that
the Bid Procedures Motion does not indicate the amount of the
alleged Stalking Horse Bid other than to refer readers to the
Asset Purchase Agreement, and that the Debtors' Statements and
Schedules have not been filed.
The Local 11 Pension Fund contend that the Debtors have failed to
provide any justification for binding the bankruptcy estate to the
sales procedures before creditors have had a reasonable
opportunity to review the proposed sale agreement and bidding
procedures.
Some parties, including the Teamsters, also argue that the break-
up free and expense reimbursement are excessive.
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 sought Chapter 11
bankruptcy protection on Sept. 9, 2014, 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. The
Debtors estimate trade debt of $72 million.
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. Carl Marks' Douglas A. Booth has
been tapped as chief restructuring officer. Epiq Systems serves
as the claims agent.
ATHLON HOLDINGS: S&P Puts 'B' CCR on CreditWatch Positive
---------------------------------------------------------
Standard & Poor's Ratings Services said it placed its 'B'
corporate credit rating and 'CCC+' unsecured debt rating on Fort
Worth-based oil and gas exploration and production (E&P) company
Athlon Holdings L.P. on CreditWatch with positive implications.
The CreditWatch placement reflects the potential for an upgrade to
'BBB', the same rating as Canadian E&P company EnCana Corp., which
plans to acquire Athlon for about $7.1 billion ($5.93 billion in
cash plus the assumption of $1.15 billion of debt). EnCana
intends to offer to purchase Athlon's $500 million senior
unsecured notes due 2021 within 30 days of closing and will assume
any notes not tendered along with Athlon's $650 million senior
unsecured notes due 2022. The boards of both EnCana and Athlon
have unanimously approved the transaction, which S&P expects will
close by the end of 2014. The transaction is subject to at least
a majority of Athlon's shareholders tendering their shares to the
offer. Apollo Management and Athlon senior management, who
combined own about 36% of the shares outstanding, have already
agreed to tender their shares.
"We intend to resolve the CreditWatch upon closing of the
acquisition, which we expect by year-end 2014. At that time, we
anticipate an upgrade to 'BBB', in line with EnCana's corporate
credit rating," said Standard & Poor's credit analyst Carin Dehne-
Kiley.
AZIZ CONVENIENCE: Amends Schedules of Assets and Liabilities
------------------------------------------------------------
Aziz Convenience Stores, LLC submitted to the Bankruptcy Court
amended schedules of assets and liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $30,840,000
B. Personal Property $3,226,048
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $35,703,236
E. Creditors Holding
Unsecured Priority
Claims $78,668
F. Creditors Holding
Unsecured Non-Priority
Claims $4,000,216
----------- -----------
Total $34,066,048 $39,782,120
A copy of the amended schedules is available for free at
http://bankrupt.com/misc/AzizConvenience_93_amendedSALs.pdf
As reported in the TCR on Aug. 6, 2014, the Debtor disclosed in a
prior iteration of the schedules total assets of $19,100,000, and
total liabilities of $35,100,000.
About Aziz Convenience
Aziz Convenience Stores, L.L.C., owner of convenience stores with
gas pumps in Texas, filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Tex. Case No. 14-70427) in its hometown in McAllen, Texas, on
Aug. 4, 2014, without stating a reason.
The Debtor owns properties in Mission, San Juan, Pharr, McAllen,
Sullivan City, Edinburg, La Joya, Donna, Alamo, Alton, Edinburg,
all in Texas. It appears that none of the Debtor's convenience
stores are on leased property as the schedule of unexpired leases
only shows the contract with Valero LP.
The Debtor is represented by William A Csabi, Esq., from
Harlingen, Texas. For his legal services, Mr. Csabi agreed to
accept $65,000 from the Debtor, with the $12,500 already paid
prepetition.
AZIZ CONVENIENCE: To Pay Greenwich from Cash Collateral
-------------------------------------------------------
Aziz Convenience, L.L.C., submitted a supplement to the
stipulation and agreed third interim order authorizing Aziz
Convenience Stores, LLC's use of cash collateral in which
PlainsCapital Bank asserts an interest.
At the hearing held Aug. 28, 2014, the Debtor asked the Court to
enjoin a September foreclosure of real property commonly
identified as 205.88 acres of land in Hildalgo County, Texas by
Greenwich Investors XLV Trust 2013-1. The Court enjoined the
September foreclosure sale of the real property and ordered the
Debtor to pay $34,998 to Greenwich.
The supplement provides that, among other things, the Debtor is
authorized, on an interim basis, to pay $34,998 to Greenwich in
September 2014 from cash collateral. As adequate protection for
the Debtor's payment of that $34,998 from cash collateral, PCB is
granted perfected liens and security interests in all of the
Debtor's assets.
According to a courtroom minutes for the hearing held Sept. 17,
parties said that they are to close an agreement. An Agreed order
will follow within 10 days.
As reported in the Troubled Company Reporter on Sept. 8, 2014, the
Court approved the stipulation and third interim order authorizing
the Debtor to use of cash collateral and providing adequate
protection to PCB.
The parties agreed that PlainsCapital has first-priority liens in
the Debtor's assets to secure payment of about $27.5 million in
debt and obligations.
The parties further agree to approve the limited use of cash
collateral to pay these projected cash disbursements to vendors
from August 22 through Sept. 17, 2014:
(a) payroll up to $102,052; and
(b) payment to Valero of up to $162,365 for purchases on
August 9, 2014, and up to $211,621 for purchases on
August 10, 2014.
As adequate protection for the use of cash collateral,
PlainsCapital is granted valid and automatically perfected first-
priority replacement liens and security interests in all of Aziz's
assets.
Aziz will keep insurance coverage on all collateral securing debts
owed to PlainsCapital.
If the adequate protection to PlainsCapital is insufficient,
PlainsCapital will be entitled to administrative expense with
priority over all administrative expenses and all other
protections allowable under Section 507(b) of the Bankruptcy Code
in an amount equal to the cash collateral used by the Debtor.
About Aziz Convenience
Aziz Convenience Stores, L.L.C., owner of convenience stores with
gas pumps in Texas, filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Tex. Case No. 14-70427) in its hometown in McAllen, Texas, on
Aug. 4, 2014, without stating a reason.
The Debtor owns properties in Mission, San Juan, Pharr, McAllen,
Sullivan City, Edinburg, La Joya, Donna, Alamo, Alton, Edinburg,
all in Texas. It appears that none of the Debtor's convenience
stores are on leased property as the schedule of unexpired leases
only shows the contract with Valero LP.
The Debtor is represented by William A Csabi, Esq., from
Harlingen, Texas. For his legal services, Mr. Csabi agreed to
accept $65,000 from the Debtor, with the $12,500 already paid
prepetition.
BLACKSANDS PETROLEUM: Posts $739K Net Loss in July 31 Quarter
-------------------------------------------------------------
Blacksands Petroleum, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $739,235 on $465,791 of oil and gas revenue for the
three months ended July 31, 2014, compared to a net loss of
$747,983 on $467,879 of oil and gas revenue for the same period in
2013.
The Company's balance sheet at July 31, 2014, showed $4.99 million
in total assets, $10.58 million in total liabilities and a
stockholders' deficit of $5.59 million.
The Company has incurred an accumulated deficit of $31.16 million
through July 31, 2014. In addition, at July 31, 2014, the Company
had a working capital deficit of $3.62 million and cash and cash
equivalents of $719,586. The current rate of cash usage raises
substantial doubt about the Company's ability to continue as a
going concern, absent the raising of additional capital,
restructuring or extending the terms on its current debt and/or
additional significant revenue from new oil production.
A copy of the Form 10-Q is available at:
http://is.gd/3aLF8a
Blacksands Petroleum, Inc., is engaged in the exploration,
development, exploitation and production of oil and natural gas.
The Company focuses on the acquisition and development of
conventional and unconventional oil and gas fields in North
America.
BROOKFIELD OFFICE: S&P Affirms 'BB+' Unsecured Debt Rating
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BBB-' corporate
credit rating on Brookfield Office Properties Inc. (Brookfield
Office), 'BB+' rating on the company's unsecured debt, and 'BB'
rating on its preferred stock. S&P removed all ratings on the
company from CreditWatch, where it placed them with developing
implications on Oct. 4, 2013. These actions affect roughly $1.7
billion of rated corporate debt and preferred securities.
"The ratings affirmation of Brookfield Office reflects our
expectation that the company will generally maintain its existing
operating strategy and financial profile as a wholly owned
subsidiary of Brookfield Property Partners L.P. [BPY]," said
Standard & Poor's credit analyst Lisa Sarajian. Because S&P do
not currently rate BPY, it has applied its group ratings
methodology and ascribe a group credit profile of 'BBB-' to the
group which does not affect our rating on Brookfield Office.
Brookfield Office's business risk profile is "strong" and
supported by a large, competitively positioned, high-quality
office portfolio that is increasingly global in reach. The
company's operating platform is sizable (at $26.5 billion as of
June 30, 2014) and spans the U.S. (about 65% of holdings), Canada,
Australia, and the U.K., resulting in good geographic diversity,
and tenant credit quality is strong which supports stable core
cash flows. S&P expects occupancy rates to strengthen from 90%
currently (particularly following successful releasing of large
blocks of space at the company's lower Manhattan Brookfield
Place), and as overall demand for office space continues to
recover. Despite the likelihood that some of Brookfield's larger
tenants will continue to consolidate and downsize, same-store
property performance should improve materially over the next two
years due to relatively manageable lease expirations and portfolio
in-place rents that are in the aggregate about 17% below market.
The stable outlook reflects S&P's view that the company's
competitively positioned and high=quality office portfolio, with
improving occupancy, good quality tenants, and below-market rents
(on average), will support the maintenance of leverage and fixed-
charge coverage at current levels.
S&P would lower ratings if leverage rises to 60%, fixed-charge
coverage measures deteriorate to the 1.3x level, or the common
dividend is not adequately supported by operations, since these
measures would be more reflective of an "aggressive" financial
risk profile. An increase in speculative development activity
would also pressure ratings.
S&P don't see potential for upgrade momentum over the next few
years despite the company's "strong" business risk profile until
the financial risk profile is more firmly positioned within the
"significant" category. Specifically, S&P would look for fixed-
charge coverage measures above 1.7x, debt to EBITDA of less than
10x, and stronger coverage of the common dividend. The prudent
pursuit and financing of the company's expanding development
pipeline would also be an important consideration for ratings
improvement.
CASH STORE: Obtains Stay Extension & Additional DIP Financing
-------------------------------------------------------------
The Cash Store Financial Services Inc. on Sept. 30 disclosed that
it has obtained an order from the Ontario Superior Court of
Justice (Commercial List) granting a stay extension under its
current Companies' Creditors Arrangement Act proceedings to
November 28, 2014.
The Court also authorized the Company and its subsidiaries to
enter into a further amendment to its amended and restated
debtor-in-possession financing agreement pursuant to which an
additional loan in the aggregate amount of $5 million will be
available to the Company. In addition, the Further Amended DIP
Agreement permits the Company to use $1.3 million of tax refunds
to fund operations, rather than to make an immediate repayment to
the DIP lenders. The amounts made available under the Further
Amended DIP Facility are required in order to continue going
concern operations and attempt to complete a sale of the Company's
business pursuant to the Court-approved Sale Process, under which
prospective purchasers have had the opportunity to submit a bid
for the Company's property.
Discussions and negotiations with potential bidders are ongoing
under the Sales Process. The Further Amended DIP Agreement will
provide the necessary liquidity throughout the stay extension to
continue to negotiate a sale transaction to achieve a value
maximizing going concern outcome.
The Court also on Sept. 30 approved the Ninth Report of the
Monitor, FTI Consulting Canada Inc., dated August 6, 2014. A copy
of this report, as well as other orders of the Court, including
details on the sales process, as well as other details regarding
the Company's CCAA proceedings is available on the Monitor's Web
site at http://cfcanada.fticonsulting.com/cashstorefinancial
Cash Store Financial remains open for business and will continue
to provide updates on its restructuring and the Cash Store Sale
Process as matters advance.
About Cash Store Financial
Cash Store Financial and Instaloans primarily act as lenders to
facilitate short-term advances and provide other financial
services to income-earning consumers who may not be able to obtain
them from traditional banks. Cash Store Financial also provides
private-label debit cards.
Cash Store Financial is not affiliated with Cottonwood Financial
Ltd. or the outlets Cottonwood Financial Ltd. operates in the
United States under the name "Cash Store". Cash Store Financial
does not do business under the name "Cash Store" in the United
States and does not own or provide any consumer lending services
in the United States.
Cash Store Financial reported a net loss and comprehensive loss of
C$35.53 million for the year ended Sept. 30, 2013, as compared
with a net loss and comprehensive loss of C$43.52 million for the
year ended Sept. 30, 2012. As of Sept. 30, 2013, the Company had
C$164.58 million in total assets, C$165.90 million in total
liabilities and a C$1.32 million shareholders' deficit.
CENTRUS ENERGY: Exits Chapter 11 Bankruptcy; NYSE Trading Begins
----------------------------------------------------------------
Centrus Energy Corp. on Sept. 30 disclosed that it has satisfied
all conditions for emergence from Chapter 11 bankruptcy as set
forth in its Plan of Reorganization that was approved by the U.S.
Bankruptcy Court for the District of Delaware on September 5,
2014. The Plan was set to take effect on Sept. 30, and Centrus,
formerly known as USEC Inc., emerges from restructuring in a
stronger position to supply customers with nuclear fuel and
support the energy and national security needs of the United
States.
Centrus stock was expected to begin trading on the New York Stock
Exchange on Sept. 30 under the ticker symbol LEU. Throughout the
restructuring process that began March 5, 2014, the Company has
continued to meet all of its obligations to customers and vendors
and will not require external exit financing upon emergence. The
Company has maintained its NYSE listing throughout the Chapter 11
process.
"With this restructuring, we have accomplished a great deal," said
John Welch, president and chief executive officer of Centrus. "We
have dramatically improved our capital structure by replacing $530
million in debt due this October and $114 million in preferred
stock with new debt and new common stock. During this time, we
met all of our customers' needs on schedule as we have always done
and achieved important performance objectives with our advanced
uranium enrichment technology.
"Looking ahead, we will continue as a reliable supplier to our
customers with an improved financial foundation. We strongly
believe in the future value that the American Centrifuge
technology can provide for domestic uranium enrichment and will
build on the innovation of our employees, America's leading
experts on uranium enrichment, to support the national security
objectives of the United States Government."
Mr. Welch thanked Centrus customers, suppliers, creditors,
business partners and employees for their support throughout the
bankruptcy process. He said Centrus will remain positioned to
commercialize the American Centrifuge technology when market
conditions permit to supply the global fleet of commercial power
reactors.
A new board of directors consisting of up to 11 directors will
provide governance and strategic direction for Centrus. Five
members of the previous USEC Inc. board, including one member
appointed by Toshiba America Nuclear Energy Corporation, and five
newly appointed directors under the Plan approved by the
bankruptcy court will comprise the new board. One seat on the
board remains vacant, which may be filled by a person appointed by
The Babcock & Wilcox Company.
Under the Plan of Reorganization, Centrus was set to issue 9
million shares of new common stock on September 30, 2014. Centrus
was also set to issue new debt totaling $240.4 million that
matures in five years. Subject to certain conditions, the debt
can be extended an additional five years. The noteholders will
receive $200 million of the new debt and approximately 79 percent
of the new common stock. The two preferred shareholder investors,
Toshiba and B&W, will each receive $20.19 million of new debt and
approximately 8 percent of the new common stock. Current common
stockholders will receive approximately 5 percent of the new
common stock in exchange for existing common stock. Distribution
of the new common stock is subject to dilution on account of a new
management incentive plan and will be made to holders of record as
of 5:00 p.m. EDT on September 29, 2014.
Under the terms of the Plan of Reorganization, all previously
existing securities of USEC Inc. will be cancelled prior to the
opening of trading on Sept. 30. Current stockholders do not need
to take any action to receive their shares of new common stock LEU
as the new equity will be distributed electronically by
Computershare, the Company's transfer agent, or through the
Depository Trust Corp. The exchange ratio is approximately
0.0917, which means 1000 shares of USU will be exchanged for
approximately 92 shares of LEU.
About Centrus Energy Corp.
Centrus Energy Corp. is a supplier of enriched uranium fuel for a
growing fleet of international and domestic commercial nuclear
power plants. Centrus is working to deploy the American
Centrifuge technology for commercial needs and to support U.S.
energy and national security.
CHARTER FACILITIES: S&P Lowers Rating on Revenue Bonds to 'BB-'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating to
'BB-' from 'BB' on Indiana Finance Authority's $16.99 million
series 2013A educational facilities revenue bonds and $260,000
series 2013B taxable educational facilities revenue bonds, both
issued for Charter Facilities Management Indianapolis LLC (on
behalf of Lighthouse Academies of Indianapolis Inc., or LAI). The
outlook is negative.
"The downgrade and negative outlook reflect our view of the
closure of the Monument Lighthouse Charter School (MLCS), which
resulted in a substantial decline in enrollment for fall 2014,"
said Standard & Poor's credit analyst Robert Dobbins. "It also
reflects the weakening of operations in unaudited fiscal 2014
after adjusting for debt forgiveness. However, we believe the
rating is supported by good enrollment growth at the Indianapolis
Lighthouse Charter School (ILCS) and strong authorizer support for
current operations," added Mr. Dobbins.
The authorizer has allowed ILCS to expand enrollment into the
former MLCS building for fall 2014, approved a charter for a new
East Indianapolis charter school starting fall 2015, and helped
secure a third-party charter school to lease the facility for the
next two years. S&P believes these actions will partly mitigate
the impact on operations during the transition period.
COBALIS CORP: Dist. Court Rejects Appeal in YA Global Rift
----------------------------------------------------------
California District Judge Josephine L. Staton threw out the door
the appeal by Cobalis Corporation from various orders issued by
the U.S. Bankruptcy Court for the Central District of California,
in a case between Cobalis and YA Global Investments, L.P. that
spans nearly seven years of litigation. The Bankruptcy Court's
orders dismissing Cobalis' first amended complaint are affirmed,
Judge Staton decreed in her Sept. 24, 2014 Order is available at
http://is.gd/kwg95Xfrom Leagle.com.
Cobalis took an appeal from these Bankruptcy Court orders:
(1) Order Granting Weneta M.A. Kosmala's Motion for Order
Dismissing First Amended Complaint for Recovery of Usurious
Interest Paid, Abuse of Process, and Rescission, dated August 26,
2013;
(2) Order Granting YA Global Investments, L.P.'s Motion for
Order Dismissing First Amended Complaint for Recovery of Usurious
Interest Paid, Abuse of Process, and Rescission, dated September
16, 2013; and
(3) Order Denying Cobalis' Motion for Reconsideration of
Orders Granting Motions of Kosmala and YA Global to Dismiss First
Amended Complaint, dated December 5, 2013.
Cobalis is a Nevada corporation that developed PreHistin, a
healthcare product used to treat hay fever symptoms. YA Global is
a Caymans Island limited partnership that provides financing to
companies.
To acquire additional working capital, Cobalis borrowed $3.85
million from YA Global in December 2006. YA Global provided
financing to Cobalis pursuant to a Securities Purchase Agreement
in which YA Global paid Cobalis $3.85 million for secured
debentures convertible into Cobalis' common stock. Cobalis also
issued four warrants to YA Global to purchase 6,640,602 shares of
common stock for $5.5 million.
On August 1, 2007, when Cobalis failed to fully redeem the
debentures in accordance with the SPA, YA Global filed an
involuntary Chapter 7 bankruptcy petition against Cobalis. On
Nov. 16, 2007, Cobalis converted the Chapter 7 proceeding into a
Chapter 11 proceeding.
On June 9, 2010, the Bankruptcy Court issued an Order confirming
Cobalis' Third Amended Plan of Reorganization, which required
Cobalis to make monthly payments, into an Escrow Account for the
benefit of YA Global. One of the effects of confirming the Plan
was to re-vest all of the property of the Estate in the Debtor.
In July 2011, Cobalis defaulted on the Plan by failing to make an
escrow payment. Consequently, on August 22, 2011, the Bankruptcy
Court converted the action back to a Chapter 7 proceeding. On
August 23, 2011, Weneta M.A. Kosmala was appointed Trustee of the
converted Chapter 7 Estate.
On Sept. 20, 2011, YA Global and the Trustee entered into a
"Global Settlement Agreement." The Trustee agreed to release YA
Global against "any and all claims . . . known or unknown, fixed
or contingent, arising out of or related to the YA Global Released
Parties' transactions with and litigation against Cobalis or the
Estate that Cobalis or the Estate may have or claim to have."
Furthermore, the term "claims" was defined as "any and all claims
. . . whether now known or unknown, whether or not asserted . . .
including but not limited to lender liability, [or] usury. . . ."
On Oct. 21, 2011, the Bankruptcy Court ordered the escrow agent to
disburse all property in the Escrow Account, which consisted of
$1.6 million, to YA Global. On Nov. 3, 2011, the Court approved
the Global Settlement Agreement.
The Bankruptcy Court allowed a secured claim in favor of YA Global
against Cobalis in the amount of $6 million. The Court also
approved a public auction sale of the Estate's property wherein YA
Global was entitled to a credit bid of $4.5 million. The Global
Settlement Agreement provided for dismissal of all pending
adversary actions and appeals.
Cobalis did not appeal, or seek a stay of, the Bankruptcy Court's
Nov. 3, 2011 Order.
The auction took place as scheduled on Nov. 16, 2011. YA Global,
as the successful bidder, purchased the Estate's assets with a bid
of $2.1 million. On Dec. 29, 2011, the Bankruptcy Court approved
the sale. The Court held, inter alia, that: "Conversion of
Cobalis' bankruptcy case to chapter 7 caused any property that
vested with the reorganized debtor under the Plan to revest in the
Estate."
YA brought two adversary proceedings, numbered 1395 and 1416,
seeking a declaratory judgment defining the property of the
Estate. The Bankruptcy Court granted summary judgment in favor of
YA Global in both adversary proceedings. The Bankruptcy Court
held, inter alia, that "any and all assets that vested with
reorganized Cobalis revested in Cobalis' chapter 7 bankruptcy
estate (the "Estate") upon conversion of Cobalis' chapter 11 case;
Cobalis has no assets following the conversion of its bankruptcy
case to chapter 7;" and "Cobalis has no rights or standing with
respect to any legal action, appellate or otherwise, pending
against Plaintiff, as all such rights and standing have vested in
the Estate[.]"
In its First Amended Complaint, Cobalis asserts causes of action
for (1) Recovery of Usurious Interest Paid and Overpayment in
Breach of Contract and (2) Abuse of Process. Cobalis alleges that
the warrants issued to YA Global as part of the $3.85 million loan
had a combined unexercised value of at least $10 million as of the
date of the SPA, as calculated by application of the Black-Scholes
formula. The amount borrowed was therefore allegedly paid in full
at the time the initial transaction closed on Dec. 20, 2006.
Accordingly, Cobalis alleges that YA Global was never a creditor
of Cobalis, and, as a result, Cobalis seeks to vitiate the entire
bankruptcy proceeding on the ground that YA Global never had the
right to commence an involuntary Chapter 7 proceeding against it
in the first place. Cobalis also alleges the portion of the Dec.
29, 2011 Order requiring the dissolution of Cobalis is void for
"lack of due process and lack of personal jurisdiction over
Cobalis in its legal capacity as reorganized debtor."
The case is COBALIS CORPORATION, a Nevada corporation, Appellant,
v. YA GLOBAL INVESTMENTS, L.P., WENETA KOSMALA, Chapter 7 Trustee
in Bankruptcy, and DOES 1 through 10, inclusive, Appellees, AP No.
8:13-ap-01047-TA (C.D. Cal.).
Cobalis Corp. put itself in Chapter 11 October 2007 (Bankr. C.D.
Cal. Case No. 07-12347) in response to an involuntary liquidating
Chapter 7 petition filed in August by Y.A. Global Investments LP,
the holder of $3 million in secured convertible debentures. In
August 2009, Cobalis Corporation filed a "five year"
reorganization plan.
Whittier, California-based Cobalis again sought Chapter 11
protection on July 8, 2011, assigned Case No. 11-39429 (Bankr.
C.D. Cal.), represented by Blake Lindemann, Esq., at Blake
Lindemann, Attorney-At-Law.
CRS HOLDING: Court Denies JY Creative's Bid for Case Dismissal
--------------------------------------------------------------
The Bankruptcy Court denied creditor JY Creative Holdings, Inc.'s
motion to dismiss the Chapter 11 case of
CRS Holding of America, LLC, et al.
As reported in the TCR on Sept. 22, 2014, the Debtors asked that
the Court deny JY Creative's motion to dismiss because the cases
were filed in accordance with state law and the Debtors' governing
documents, and, moreover, with the authorization of the District
Court. The Debtors insisted that the receiver had the authority
to file voluntary petitions in bankruptcy on behalf of the CRS
Entities.
The Chapter 11 cases were filed by Robert Swett, as receiver.
JY Creative is a secured and unsecured creditor of the Debtors, a
member of the board of directors, and a stockholder. It argued
that the appointment of a receiver does not deprive the corporate
directors of the power to file a bankruptcy petition. JY Creative
further asserted that the Receiver is not a substitute director
and is not the corporation, and the filing of the bankruptcy
petition must have the effect of terminating the receivership.
Meanwhile, the Court granted Penske Truck Leasing Co, LP's motion
for relief from stay.
About CRS Holding of America
CRS Holding of America, LLC, operates a full service electronics
recycling business, providing e-waste recycling solutions for
organizations of all sizes. CRS's offerings are designed to meet
customers' demand for data security and environmental compliance.
CRS Holding and 21 subsidiaries sought Chapter 11 protection
(Bankr. M.D. Fla. Case No. 14-bk-10142) in Tampa, Florida, on Aug.
29, 2014.
CRS disclosed $812,470 in assets and $37,560,321 in liabilities as
of the Chapter 11 filing. The Debtors' outstanding loan balances
to secured creditors are: Regions Bank, $15 million; JY Creative
Holdings, Inc. $6.8 million; and Intersection, LLC, $250,000. The
Debtors estimate that general unsecured claims total $5 million.
The cases are assigned to Judge K. Rodney May.
The Debtors have tapped Shumaker, Loop & Kendrick, LLP, as
counsel.
CRUNCHIES FOOD: Taps Levene Neale as Bankruptcy Counsel
-------------------------------------------------------
Crunchies Food Company, LLC, asks the Bankruptcy Court for
permission to employ Leven, Neale, Bender, Yoo & Brill L.L.P. as
bankruptcy counsel.
David L. Neale, co-founding and managing partner of LNBYB, tells
the Court that the Debtor paid LNBYB the total sum of $50,000,
plus the filing fee of $1,717, prior to the bankruptcy filing.
The Debtor advised LNBYB that the source of the retainer was a
$20,000 general unsecured loan from James Lacey to the debtor and
a $30,000 general unsecured loan from Debra and Leo Reed to the
Debtor. Mr. Lacey is the Debtor's co-founder and managing member.
Debra Reed is a general unsecured creditor.
To the best of the Debtor's knowledge, LNBYB is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
About Crunchies Food
Crunchies filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal.
Case No. 14-bk-11776) in Santa Barbara, California, on Aug. 15,
2014. The case is assigned to Judge Peter Carroll.
The Debtor has tapped David L. Neale, Esq., at Levene Neale Bender
Rankin & Brill LLP, in Los Angeles, serves as counsel. For its
legal services, the firm has agreed to accept $50,000.
The U.S. Trustee continued until Sept. 23, the meeting of
creditors in the Debtor's case.
CRUNCHIES FOOD: $600,000 DIP Financing from NH Foods Approved
-------------------------------------------------------------
The Bankruptcy Court authorized Crunchies Food Company, LLC, to
obtain up to $600,000 in postpetition financing from NH Foods LLC.
The DIP Loan will bear 6% interest per annum, with a default
interest of $12%. The postpetition debt will be pari passu with
the Chung Loan ($1.5 million from Seung Chung, as trustee of the
Chung Family Trust, and then an additional $50,000 in February
2014) and secured by a lien on postpetition collateral that is
otherwise senior o the liens in existence on the Petition Date.
The Debtor would use the loan to operate its business operations.
The Debtor noted that while Chung and Donald Delaski Revocable
Trust dated Dec. 14, 2000, have agreed to the postpetition
financing. They have conditioned their support on certain terms
for cash collateral use. However, the postpetition lender is not
willing to fund the postpetion financing while the cash collateral
terms have not been ruled on.
Creditor Chaucer Foods UK Limited, in its limited objection to the
Debtor's motion, stated that it is concerned that the proposed
postpetition financing could make matters worse by limiting the
Debtor's options and saddling the estate with further debt the
Debtor cannot repay.
According to Chaucer, prepetition, the Debtor incurred substantial
trade debt, generated significant losses, and exhausted the loans
it obtained from Chung, and Delaski. The Debtor has not
articulated any business plan or reason to believe that the
pattern will change postpetition.
The Donald Delaski Revocable Trust, dated Dec. 14, 2000, joined
the Debtor's motion to: a) set hearing on postpetition
financing motion for no later than Sept. 12; and b) reschedule
hearing on cash collateral motion for no later than Sept. 12.
The Delaski Trust has loaned more funds to the Debtor than any
other creditor and its objective in this case is to insure that
the value of its collateral is preserved to the greatest extent
possible.
The hearing was held Sept. 18 which was continued from Sept. 12.
Chaucer is represented by:
Evan D. Smiley, Esq.
Philip E. Strok, Esq.
Robert S. Marticello, Esq.
SMILEY WANG-EKVALL, LLP
650 Town Center Drive, Suite 950
Costa Mesa, CA 92626
Tel: (714) 966-1000
Fax: (714) 966-1002
E-mail: esmiley@wgllp.com
pstrok@wgllp.com
rmarticello@wgllp.com
Delaski is represented by:
Sean A. O'Keefe, Esq.
OKEEFE & ASSOCIATES LAW CORPORATION, P.C.
4675 MacArthur Court, Suite 550
Newport Beach, CA 92660
Tel: (949) 334-4135
Fax: (949) 274-8639
E-mail: sokeefe@okeefelc.com
About Crunchies Food
Crunchies Food Company, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Cal. Case No. 14-bk-11776) in Santa Barbara,
California, on Aug. 15, 2014. The case is assigned to Judge Peter
Carroll.
The Debtor has tapped David L. Neale, Esq., at Levene Neale Bender
Rankin & Brill LLP, in Los Angeles, serves as counsel. For its
legal services, the firm has agreed to accept $50,000.
CRUNCHIES FOOD: Gets Court Approval to Use Cash Collateral
----------------------------------------------------------
The Bankruptcy Court entered an order authorizing Crunchies Food
Company, LLC to use cash collateral to operate, maintain and
preserve its business.
The Debtor said it has no ability to continue to operate its
business and maintain and preserve the going-concern value of its
business unless the Debtor has immediate access to and use of its
cash to pay the Debtor's ordinary operating expenses.
In December 2013, the Debtor received a loan for $1.5 million from
Seung Chung, as Trustee of the Chung Family Trust, and then an
additional $500,000 in February 2014, which loan is allegedly
secured by all of the Debtor's assets. The Debtor also received
two loans in the amounts of $300,000 and $500,000 in 2010 and a
third loan in the amount of $4.2 million in October 2011 for a
total loan amount of $5 million from the Donald Delaski Revocable
trust, which loan is allegedly secured by all of the Debtor's
assets.
The Provident Trust Group, LLC, and The Chung Family Trust, filed
an objection to the proposed use of cash collateral, complaining
that the Debtor cannot possibly satisfy its burden of
demonstrating that the senior secured lenders are adequately
protected by the collateral that secured the repayment of the
senior secured lenders' loan, or by the Debtor's prospective
profitable operations, the Debtor relies upon an enterprise value
that was apparently calculated based upon a multiple of the
Debtor's sales. The use of this valuation is not supported by the
law or any competent evidence, the senior secured lenders assert.
The Donald Delaski Revocable Trust complained that the cash
collateral motion is not accompanied by any current or historical
financial statements, and without this financial data, the Delaski
Trust cannot obtain a full understanding of the Debtor's actual
state of affairs.
Chaucer Foods UK Limited, a supplier that the Debtor failed to
pay, related that it is currently in discussions with secured
creditors Chung and Delaski and intends to submit an offer to
provide for the sale of the Debtor's assets to a to-be-formed
purchaser and would result in the waiver of Chung's $2 million
claim, DeLaski's $5 million claim, and Chaucer's $1 million claim.
Chaucer asked that the Court continue the hearing on the Cash
Collateral Motion to Aug. 25, or the earliest date that is
convenient for the Court thereafter, and pending the continued
hearing the Debtor's use of cash collateral should be limited to
the payment of only those expenses necessary to prevent
irreparable harm and should be based on the Debtor's current cash
on hand.
Senior secured lenders submitted a supplemental opposition to the
Debtor's motion for authority to use cash collateral. The senior
secured lenders related that there is no evidence that the Debtor
can obtain the necessary financing to survive beyond the week of
Sept. 8, 2014 or that, even if the Debtor could obtain that
financing, the Debtor could become profitable so as to survive
beyond the first week of November 2014 without additional
financing.
The senior secured lenders hold claims against the Debtor in the
approximate amount of $2.3 million secured by substantially all of
the Debtor's assets. Those loans were in default as of the
petition date by reason of the Debtor's failure to make the
monthly payments due on Aug. 1, 2014.
In a separate filing, the senior secured lenders included a
declaration of James Lacey.
Delaski, in its objection filed September, stated that it is
prepared to support the Debtor's reorganization and the continued
use of cash collateral, even if this use could impair, in the near
term, the value of the Delaski Trust's collateral. However,
granting the relief while existing management is in place simply
throws "good money after bad."
The senior secured lenders are represented by:
Richard W. Esterkin, Esq.
MORGAN, LEWIS & BOCKIUS LLP
300 South Grand Avenue, Twenty-Second Floor
Los Angeles, CA 90071-3132
Tel: +1.213.612.2500
Fax: +1.213.612.2501
E-mail: resterkin@morganlewis.com
About Crunchies Food
Crunchies filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal.
Case No. 14-bk-11776) in Santa Barbara, California, on Aug. 15,
2014. The case is assigned to Judge Peter Carroll.
The Debtor has tapped David L. Neale, Esq., at Levene Neale Bender
Rankin & Brill LLP, in Los Angeles, serves as counsel. For its
legal services, the firm has agreed to accept $50,000.
D&L ENERGY: Settles Disputes with Resource Land Holdings
--------------------------------------------------------
D&L Energy, Inc. and Petroflow, Inc., and Resource Land Holdings,
LLC and Bobcat Energy Resources, LLC, ask the Bankruptcy Court for
authorization to compromise the controversies that have arisen
between Debtors and RLH, and all of the claims and defenses the
parties have asserted in the adversary proceeding.
The parties have proposed a mutually agreeable settlement which
will fully resolve the controversies existing between them without
further litigation.
A general summary of the terms of the compromise/resolution are:
a. The sale of substantially all of the Debtors' assets will be
divided into two separate sales ? the private sale and the public
sale. The private sale will consist of all of Debtors' interests
in: 1) Debtors' membership units in Northstar Disposal Services,
II, LLC; 2) the Debtors' membership units in the North Lima
Entity; 3) the Debtors' membership units in Northstar Disposal
Services, VI, LLC; 4) two accounts receivable Debtors own and hold
which are owed by North Lima #4, in the total amount of $394,829;
5) an account receivable that the #2 entity owns against the North
Lima Entity in the amount of $313,655; and 6) certain other
related assets.
b. The public sale, will consist of all of the Debtors' "Non-
Disposal Well Assets," with RLH participating as stalking horse
bidder for substantially all the Debtors' "Non-Disposal Well
Assets" without bid protections.
c. RLH has executed and provided Debtors with two new separate
asset purchase agreements, which would result in either: 1) RLH
acquiring all of Debtors' assets for the total purchase price of
$12,000,000; or 2) Debtors receiving more than $12,000,000 as a
result of a third party or parties outbidding RLH at the public
sale.
d. the Debtors are holding $2,470,000 on deposit from RLH.
The earnest money will continue to be held by Roderick Linton
Belfance, LLP as "Deposit Agent" and will be divided and applied
as two separate good faith earnest money deposits between the New
APAs as: (a) $895,375 earnest money deposit for the private sale;
and (b) $1,574,625 earnest money deposit for the public sale.
e. The total purchase price RLH will pay for the private sale
is $4,350,000. The first $4,000,000 of the price is allocated to
Debtors' economic interest in the membership units in the North
Lima Entity. The remaining $350,000 is allocated to the Debtors'
interest in the receivables and the Debtors' interests in the
#2 Entity and the #6 Entity.
f. If other members of the North Lima Entity elect to exercise
their rights of first refusal and purchase proportional shares of
Debtors' membership units in said entity, RLH will in any event be
unconditionally obligated to purchase the balance of Debtors'
transferrable interest in the membership units, if any.
About D & L Energy
D & L Energy, Inc., based in Youngstown, Ohio, was formed by David
DeChristofaro, Ben Lupo, and James Beshara in 1986 to be a
conventional oil and gas well operator and producer, primarily
targeting oil and gas reserves in the Clinton Sandstone formation
throughout Northeast Ohio and Northwest Pennsylvania. D&L
currently has three (3) shareholders, Ben Lupo (80.76%
shareholder), Susan Faith (15% shareholder), and Holly Serensky
Lupo (4.24% shareholder). Nicholas C. Paparodis is the acting CEO
and President of D&L. Kathy Kaniclides is the acting Secretary
and Treasurer of D&L. Currently, Serensky Lupo is the sole
director of D&L.
Petroflow, Inc., is an Ohio corporation which is a wholly owned
subsidiary of D&L. Originally intended to operate as the
"drilling arm" of D&L, Petroflow ceased all operations prior to
the filing of these bankruptcy matters. Petroflow has no current
income, no bank accounts, and no employees. Paparodis is the
president, CEO and sole director of Petroflow.
D&L and Petroflow filed for Chapter 11 bankruptcy (Bankr. N.D.
Ohio Lead Case No. 13-40813) on April 16, 2013. Judge Kay Woods
oversees the case.
The Debtor disclosed in its amended schedules, $40,615,677 in
assets and $6,187,217 in liabilities as of the Chapter 11 filing.
Brian T. Angeloni, Esq., Kathryn A. Belfance, Esq., Steven
Heimberger, Esq., and Todd A. Mazzola, Esq., at Roderick Linton
Belfance, LLP, serve as the Debtors' counsel, and Walter
Haverfield, LLP, is the environmental counsel. SS&G Parkland
Consulting, LLC, serves as financial advisor and investment
banker.
Sherri Lynn Dahl, Esq., and Peter R. Morrison, Esq., at Squire
Sanders (US) LLP, have been tapped as counsel to the official
committee of unsecured creditors. BBP Partners LLC serves as the
panel's financial advisors.
Resource Land Holdings emerged as the winning bidder for the
substantially all of the Debtor's assets. Resource Land offered
to buy the assets for $20.4 million.
DATARAM CORP: Has $759K Net Loss for July 31 Quarter
----------------------------------------------------
Dataram Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $759,767 on $7.72 million of revenues for the three months
ended July 31, 2014, compared with a net loss of $881,630 on $7.37
million of revenues for the same period last year.
The Company's balance sheet at July 31, 2014, showed $7.07 million
in total assets, $5.09 million in total liabilities and
stockholders' equity of $1.98 million.
If current and projected revenue growth does not meet estimates,
the Company may continue to choose to raise additional capital
through debt and/or equity transactions, reduce certain overhead
costs through the deferral of salaries and other means, and settle
liabilities through negotiation. The Company cannot provide
assurances that additional financing will be available to it on
favorable terms, or at all. These factors raise substantial doubt
about the Company's ability to continue as a going concern,
according to the regulatory filing.
A copy of the Form 10-Q is available at:
http://is.gd/4eRzX6
About Dataram Corporation
Founded in 1967, Dataram -- http://www.dataram.com-- manufactures
computer memory, storage and software products. Dataram solutions
are deployed in 70 Fortune 100 companies and in mission-critical
government and defense applications around the world.
DENNY A. RYERSON: "Stripped" $550,000+ of Fixtures, Anaconda Says
-----------------------------------------------------------------
Bankruptcy Judge Terry L. Myers granted, in part, the "Request for
Adequate Protection," filed by Anaconda, LLC, in the Chapter 11
case of Denny Ryerson.
Anaconda had initiated foreclosure on the Debtor's property. Its
Request claims the Debtor "stripped" more than $550,000 worth of
"fixtures" from the property.
Anaconda acquired the notes, and the deeds of trust, by assignment
from Idaho Independent Bank. The property securing the notes is
located on the shore of Lake Coeur d'Alene. A residence and
related structures sit on two contiguous lakefront lots, and there
are two additional lots adjacent thereto. The Court in its
Decision valued the lots and residence, including improvements but
excluding moveable personal property (i.e., extensive furniture
and art) at $9,000,000.
After the Court lifted the automatic stay, Anaconda commenced
foreclosure on the deeds of trust. On April 14, 2014, for a credit
bid of $7,000,000, Anaconda obtained the property on which the
residence is located. At a separate foreclosure sale on April 15,
Anaconda obtained the two adjacent lots for a credit bid of
$145,000.
Anaconda is a single member LLC. The initial member at the time
of prior hearings was Dana Martin.
Immediately following foreclosure, Martin inspected the property.
Martin acknowledged Debtor was entitled to remove personal
property such as furniture and art, but from his inspection
believed certain "fixtures" were improperly removed. Anaconda's
Request was filed 10 days after the foreclosure.
According to Judge Myers, as to each removed item that is found to
be a fixture, the Court will order the same to be returned to
Anaconda if it has not already been returned. If an item cannot be
returned, its value will be paid to Anaconda. Such value will be
determined, if necessary, by a subsequent evidentiary hearing,
since the evidence presented in the two days' of hearing on the
Request was not adequate for the Court to reach appropriate
findings of value.
Additionally, as to each removed item found to be a fixture and,
thus, improperly removed, the Debtor will be required to pay the
cost of repair and reinstallation. If the expense of repair or
reinstallation has already been incurred and paid, the Debtor will
be required to reimburse Anaconda the reasonable expense
associated with that repair and reinstallation. As with the
question of value of an item that cannot be returned, any dispute
over the allowable cost of repair or reinstallation is subject to
further hearing.
A copy of the Court's Sept. 30, 2014 Memorandum of Decision is
available at http://is.gd/U0DkpLfrom Leagle.com.
Denny A. Ryerson filed a voluntary Chapter 11 petition (Bankr. D.
Idaho Case No. 13-20876) on Aug. 30, 2013.
DBSI INC: Cases v. Wavetronix et al. Go to Idaho District Court
---------------------------------------------------------------
Delaware District Judge Gregory M. Sleet granted the motion to
withdraw reference and motion to transfer filed by the defendants
in these proceedings:
-- JAMES R. ZAZZALI, et al., Appellants, v. WAVETRONIX LLC,
et al., Appellees.
-- WAVETRONIX LLC, et al., Appellants, v. CONRAD MYERS, as
trustee of the DBSI Liquidating Trust, Appellee.
-- JAMES R. ZAZZALI, Plaintiff, v. ADVISORY GROUP EQUITY
SERVICES LTD., et al., Defendants.
-- JAMES R. ZAZZALI, Plaintiff, v. DEWAAY FINANCIAL NETWORK
LLC, et al., Defendants.
-- JAMES R. ZAZZALI, Plaintiff, v. AFA FINANCIAL GROUP PARENT
CORP., et al., Defendants.
-- JAMES R. ZAZZALI, Plaintiff, v. ALEXANDER PARTNERS LLC, et
al., Defendants.
The cases are transferred to the District of Idaho, said Judge
Sleet in his Sept. 25, 2014 Memorandum Opinion available at
http://is.gd/0DAb9xfrom Leagle.com.
Defendants, Wavetronix LLC, David Arnold, Linda Arnold, and
Michael Jensen, filed a Motion to Withdraw Reference, and Motion
to Transfer.
The cases encompass matters related to bankruptcy proceedings and
securities litigation stemming from an alleged Ponzi scheme
perpetrated by the Directors of various Diversified Business
Services & Investments, Inc. entities.
On April 14, 2014, a federal jury in the District of Idaho
returned guilty verdicts against Douglas L. Swenson and three
other DBSI principles on multiple fraud charges.
The Trust Oversight Committee is represented by:
William D. Sullivan, Esq.
SULLIVAN, HAZELTINE ALLINSON LLC
901 N Market St #1300
Wilmington, DE 19801
Tel: (302) 428-8191
About DBSI Inc.
Headquartered in Meridian, Idaho, DBSI Inc. and its affiliates
were engaged in numerous commercial real estate and non-real
estate projects and businesses. On Nov. 10, 2008, and other
subsequent dates, DBSI and 180 of its affiliates filed for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-12687).
DBSI estimated assets and debts between $100 million and
$500 million as of the Chapter 11 filing.
Lawyers at Young Conaway Stargatt & Taylor LLP represent the
Debtors as counsel. The Official Committee of Unsecured Creditors
tapped Greenberg Traurig, LLP, as its bankruptcy counsel.
Kurtzman Carson Consultants LLC is the Debtors' notice claims and
balloting agent.
Joshua Hochberg, a former head of the Justice Department fraud
unit, served as an Examiner and called the seller and servicer of
fractional interests in commercial real estate an "elaborate shell
game" that "consistently operated at a loss" in his report
released in October 2009. McKenna Long & Aldridge LLP was counsel
to the Examiner.
On Sept. 11, 2009, the Honorable Peter J. Walsh entered an Order
appointing James R. Zazzali as Chapter 11 trustee for the Debtors'
estates. On Oct. 26, 2010, the trustee won confirmation of the
Second Amended Joint Chapter 11 Plan of Liquidation for DBSI,
paving the way for it to pay creditors and avoid years of
expensive litigation over its complex web of affiliates. The
plan, which was declared effective Oct. 29, 2010, was co-proposed
by DBSI's unsecured creditors committee.
Pursuant to the confirmed Chapter 11 plan, the DBSI Real Estate
Liquidating Trust was established as of the effective date and
certain of the Debtors' assets, including the Debtors' ownership
interest in Florissant Market Place was transferred to the RE
Trust. Mr. Zazzali and Conrad Myers were appointed as the post-
confirmation trustees. Messrs. Zazzali and Myers are represented
by lawyers at Blank Rime LLP and Gibbons P.C.
DC ENERGY: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: DC Energy, LLC
Domestic Limited Liability Company
483 Falcon View Circle
Palm Desert, CA 92211
Case No.: 14-12923
Nature of Business: Salt Water Disposal Facility
Chapter 11 Petition Date: September 30, 2014
Court: United States Bankruptcy Court
New Mexico (Albuquerque)
Judge: Hon. Robert H. Jacobvitz
Debtor's Counsel: William F. Davis, Esq.
WILLIAM F. DAVIS & ASSOCIATES, P.C.
6709 Academy NE, Suite A
Albuquerque, NM 87109
Tel: 505-243-6129
Fax: 505-247-3185
Email: daviswf@nmbankruptcy.com
- and -
Nephi D Hardman, Esq.
WILLIAM F. DAVIS & ASSOCIATES, P.C.
6709 Academy NE, Suite A
Albuquerque, NM 87109
Tel: 505-243-6129
Fax: 505-247-3185
Email: nhardman@nmbankruptcy.com
- and -
Vashti A. Lowe, Esq.
WILLIAM F. DAVIS & ASSOCIATES P.C.
6709 Academy NE, Ste A
Albuquerque, NM 87109
Tel: 505-243-6129
Fax: 505-247-3185
Email: vlowe@nmbankruptcy.com
- and -
Phyllis L. MacCutcheon, Esq.
WILLIAM F. DAVIS & ASSOCIATES, P.C.
6709 Academy Rd NE, Ste. A
Albuquerque, NM 87109
Tel: 505-243-6139
Fax: 505-247-3185
Email: pmaccutcheon@nmbankruptcy.com
- and -
Andrea D. Steiling, Esq.
WILLIAM F. DAVIS & ASSOCIATES, P.C.
6709 Academy NE, Suite A
Albuquerque, NM 87109
Tel: 505-243-6129
Fax: 505-247-3185
Email: asteiling@nmbankruptcy.com
Total Assets: $1.74 million
Total Liabilities: $2.40 million
The petition was signed by Jerome B. Richter, managing member.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
DYNAMIC PRECISION: S&P Affirms 'B' CCR; Outlook Stable
------------------------------------------------------
Standard & Poor's Ratings Services affirmed all ratings, including
its 'B' corporate credit rating, on Dynamic Precision Group (DPG).
The outlook is stable.
At the same time, S&P affirmed its 'B' issue-level rating and '3'
recovery rating on the company's $330 million senior secured
credit facility (which comprises a $70 million revolver and $260
million term loan, issued by DPG's direct subsidiary
TurboCombustor Technology Inc.). The '3' recovery rating
indicates S&P's expectation for meaningful (50%-70%) recovery in
the event of payment default.
DPG's credit metrics have improved over the past year as a result
of earnings growth and acquisition contributions. S&P expects
metrics to remain strong over the next 12 to 18 months, with debt
to EBITDA between 3x-4x and funds from operations (FFO) to debt
between 18% and 21%.
The Carlyle Group formed DPG in Dec. 2011 as a holding company to
acquire precision engine component manufacturers. Since
inception, they purchased TurboCombustor Technology (Dec. 2011),
Paradigm Precision Holdings (Jan. 2013), and Unison Engine
Components (Dec. 2013). These acquisitions were transformative
events for the company which served to increase DPG's size and
capabilities, but also required a substantial integration effort.
Over the past year, the company has demonstrated an ability to
successfully integrate the acquired companies, improve earnings
and revenues, secure new contracts and extensions, and enhance
operating efficiency such that S&P has reassessed its business
risk profile to "fair" from "weak."
Given the strength of its credit metrics and moderate debt
leverage, the company's financial policy remains the key limiting
factor in S&P's view of its financial risk profile. Although
ratios are currently strong for the rating level, S&P expects that
leverage could increase to fund acquisitions or, although less
likely, to fund dividends to its financial sponsor. S&P expects
revenue growth to be supported by the ramp up of new engine build
contracts as well as existing contract extensions, increasing
production rates on growth platforms, acquisition contributions,
with some offset on legacy platforms. Earnings and margin
improvement should benefit from acquisition synergies as well as
the company's ongoing focus on operating efficiency improvement,
which S&P expects to result in facilities consolidation, closure,
and a move to more low cost country sourcing. S&P expects modest
improvement in credit metrics in 2015, with debt to EBITDA
declining to 3x-4x and FFO to debt increasing to 18%-21%.
ECOSPHERE TECHNOLOGIES: Amends FY Ended Dec. 31 Report
------------------------------------------------------
Ecosphere Technologies, Inc., filed with the U.S. Securities and
Exchange Commission on Sept. 12, 2014, an amendment to its annual
report on Form 10-K for the year ended Dec. 31, 2013. A copy of
the Form 10-K/A is available at: http://is.gd/GpFnZF
Salberg & Company, P.A., expressed substantial doubt about the
Company's ability to continue as a going concern, citing that
Ecosphere Technologies has a loss from operations and cash used in
operations along with an accumulated deficit.
The Company reported net income of $19.17 million on $6.72 million
of total revenues for the year ended Dec. 31, 2013, compared with
net income of $1.05 million on $31.13 million of total revenues in
2012.
The Company's balance sheet at Dec. 31, 2013, showed $21.32
million in total assets, $2.52 million in total liabilities, $3.72
million in total redeemable convertible cumulative preferred stock
and total equity of $15.08 million.
About Ecosphere Technologies
Stuart, Florida-based Ecosphere Technologies (OTC BB: ESPH) --
http://www.ecospheretech.com/-- is a water engineering,
technology licensing and environmental services company that
designs, develops and manufactures wastewater treatment solutions
for industrial markets. Ecosphere, through its majority-owned
subsidiary Ecosphere Energy Services, LLC, provides energy
exploration companies with an onsite, chemical free method to kill
bacteria and reduce scaling during fracturing and flowback
operations.
Ecosphere Technologies reported net income of $19.16 million in
2013 following net income of $1.05 million in 2012. The Company's
balance sheet at June 30, 2014, showed $16.72 million in total
assets, $2.96 million in total liabilities, $3.76 million in total
redeemable convertible cumulative preferred stock, and $10 million
in total equity.
Salberg & Company, P.A., in Boca Raton, 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 had a loss from operations and cash used in
operations along with an accumulated deficit. These matters raise
substantial doubt about the Company's ability to continue as a
going concern.
"As of August 6, 2014, Ecosphere had cash on hand of approximately
$0.3 million. Due to the nature of its technology licensing
business model, Ecosphere presently does not have any regularly
recurring revenue. These factors raise substantial doubt about
the Company's ability to continue as a going concern," the Company
stated in its quarterly report for the period ended June 30, 2014.
ELBIT IMAGING: BUTU Obtains EUR9 Million in Tranche B Loan
----------------------------------------------------------
Elbit Imaging Ltd. announced that its approximately 77% holding
subsidiary, S.C. Bucharesti Turism S.A., as borrower, the Company
as a guarantor, certain other subsidiaries of the Company as
additional obligors and a leading international European bank, as
lender, have entered into an amendment to the facilities agreement
between the aforementioned parties entered into on Sept. 16, 2011,
which facilitates the drawdown of the second facility under the
Facilities Agreement and that BUTU has consummated such drawdown
in the amount of approximately Euro 9 million. The principal
amount of the loan under the Facilities Agreement following the
drawdown of the Tranche B Facility, as of Sept. 28, 2014, amounts
to approximately EUR64 million.
The proceeds of the Tranche B Facility were used in their entirety
to repay shareholders loans to the Company.
The Tranche B Facility bears the same interest rate as the Loan
and is secured by the same collateral securing the entire Loan
(including, inter-alia, the Company's corporate guarantees), as
described under the heading "Loans" in Item 5 of the Company's
Annual Report on Form 20-F for fiscal year 2013 as filed by the
Company on April 30, 2014. The Tranche B Facility will be repaid,
in one payment, at the maturity date of the Loan on June 30, 2016.
PUNTO to Terminate Franchise
Elbit Imaging disclosed that its subsidiary Elbit Fashion Ltd.
received from PUNTO FA, S.L., written notice of its intention not
to extend the term of the franchise rights of Elbit Fashion for
operation of the "Mango" retail stores in Israel, as granted under
the agreement entered between Elbit Fashion and Punto on May 3,
2005, and to terminate the Agreement such that the vast majority
of Elbit Fashion's "Mango" stores are scheduled to be closed on
May 2015 while the remaining stores are scheduled to be closed
during 2016 and 2017.
The Company and Elbit Fashion are currently reviewing and
evaluating the aforementioned notice and the implications thereof
and intend to vigorously protect and uphold their rights under the
Agreement and any applicable law.
About Elbit Imaging Ltd.
Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF)
hold investments in real estate and medical companies. The
Company, through its subsidiaries, also develops shopping and
entertainment centers in Central Europe and invests in and manages
hotels.
Since February 2013, Elbit has intensively endeavored to come to
an arrangement with its creditors. Elbit has said it has been
hanging by a thread for more than five months. It has encountered
cash flow difficulties and this burdens its day to day activities,
and it certainly cannot make the necessary investments to improve
its assets. In light of the arrangement proceedings, and
according to the demands of most of the bondholders, as well as an
agreement that was signed on March 19, 2013, between Elbit and the
Trustees of six out of eight series of bonds, Elbit is prohibited,
inter alia, from paying off its debts to the financial creditors
-- and as a result a petition to liquidate Elbit was filed, and
Bank Hapoalim has declared its debts immediately payable,
threatening to realize pledges that were given to the Bank on
material assets of the Company -- and Elbit undertook not to sell
material assets of the Company and not to perform any transaction
that is not during its ordinary course of business without giving
an advance notice to the trustees.
Accountant Rony Elroy has been appointed as expert for examining
the debt arrangement in the Company.
In July 2013, Elbit Imaging's controlling shareholders, Europe-
Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company
that the Tel Aviv District Court has appointed Adv. Giroa Erdinast
as a receiver with regards to the ordinary shares of the Company
held by Europe Israel securing Europe Israel's obligations under
its loan agreement with Bank Hapoalim B.M. The judgment stated
that the Receiver is not authorized to sell the Company's shares
at this stage. Following a request of Europe-Israel, the Court
also delayed any action to be taken with regards to the sale of
those shares for a period of 60 days. Europe Israel and
Mr. Zisser have also notified the Company that they utterly reject
the Bank's claims and intend to appeal the Court's ruling.
Elbit Imaging reported a loss of NIS1.56 billion on
NIS360.59 million of total revenues for the year ended Dec. 31,
2013, as compared with a loss of NIS483.98 million on NIS418.48
million of total revenues in 2012.
As of June 30, 2014, the Company had NIS4.05 billion in total
assets, NIS3.16 billion in total liabilities and NIS889.58 million
shareholders' equity.
Brightman Almagor Zohar & Co., a member firm of Deloitte Touche
Tohmatsu, in Tel-Aviv, Israel, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013.
EMPRESAS OMAJEDE: BPPR Says Carriazo Property Only Worth $70K
-------------------------------------------------------------
Secured creditor Banco Popular De Puerto Rico is objecting to
debtor Empresas Omajede Inc.'s proposal to value the Carriazo
Property at $290,000.
BPPR related that according to the treatment afforded at Class 2B
of the Plan, the Debtor is proposing to surrender the Carraizo
properties to BPPR in payment of the amounts due under Loan 9002
of BPPR's Claim. In this relation, the Debtor filed the motion to
determine the valuation of the Carraizo properties. The Debtor
purported that value must be approximately $290,000.
BPPR is asking the Court to determine that the correct value for
the Carraizo properties is the $70,000 liquidation value proposed
by Jose R. Colon.
BPPR is the holder of a valid and perfected claim in the amount of
$3,172,207. BPPR's Claim consists of the amounts due under Loans
9003 and 9004, respectively. The collateral which guarantees
BPPR's claims are the commercial building known as La Electronica
and three vacant parcels located in Carraizo.
About Empresas Omajede
Empresas Omajede, Inc., filed a Chapter 11 petition (Bankr. D.P.R.
Case No. 12-10113) in Old San Juan, Puerto Rico, on Dec. 21, 2012.
Nelson E. Galarza serves as financial advisor.
The Debtor disclosed $16,718,614 in assets and $4,935,883 in
liabilities in its schedules. The Debtor is a Single Asset Real
Estate as defined in 11 U.S.C. Sec. 101(51B) with principal assets
located at La Ectronica Building, 1608 Bori St., in San Juan,
Puerto Rico.
EMPRESAS OMAJEDE: BPPR Requires 7 More Days to Complete Summary
---------------------------------------------------------------
Banco Popular de Puerto Rico, secured creditor in the Chapter 11
case of Empresas Omajede, Inc., is requesting for an extension of
time to file motions for summary judgment.
At the hearing held on Aug. 4, 2014, the Court allowed BPPR and
the Debtor 45 days to file their corresponding cross motions for
summary judgment on the legal issue as to application of late fees
and default rates under the loan documents.
BPPR said that required an additional seven days in order to fully
complete its brief and discussion on the afore-mentioned legal
issue for the assistance and benefit of the Court.
About Empresas Omajede
Empresas Omajede, Inc., filed a Chapter 11 petition (Bankr. D.P.R.
Case No. 12-10113) in Old San Juan, Puerto Rico, on Dec. 21, 2012.
Nelson E. Galarza serves as financial advisor.
The Debtor disclosed $16,718,614 in assets and $4,935,883 in
liabilities in its schedules. The Debtor is a Single Asset Real
Estate as defined in 11 U.S.C. Sec. 101(51B) with principal assets
located at La Ectronica Building, 1608 Bori St., in San Juan,
Puerto Rico.
EMPRESAS OMAJEDE: BPPR Withdraws Motion to Prohibit Cash Use
------------------------------------------------------------
The Bankruptcy Court granted secured creditor Banco Popular de
Puerto Rico's motion to withdraw its motion to prohibit cash
collateral use of Empresas Omajede, Inc.
According to BPPR, on Aug. 19, 2014, due to permissible error or
omission, BPPR filed an "urgent motion for entry of order
prohibiting the use of BPPR's cash collateral and for adequate
protection" which motion actually corresponds to the pending
bankruptcy proceeding of Enterprise Business Corporation.
BPPR said that the document was mistakenly filed.
BPPR, in its motion, asked that Enterprise Business Corp.'s use of
cash collateral must be prohibited, and in addition, that the
Court grant BPPR adequate protection.
BPPR also related that the Debtor has not right to use the cash
collateral and all cash collateral must be turned over to BPPR.
About Empresas Omajede
Empresas Omajede, Inc., filed a Chapter 11 petition (Bankr. D.P.R.
Case No. 12-10113) in Old San Juan, Puerto Rico, on Dec. 21, 2012.
Nelson E. Galarza serves as financial advisor.
The Debtor disclosed $16,718,614 in assets and $4,935,883 in
liabilities in its schedules. The Debtor is a Single Asset Real
Estate as defined in 11 U.S.C. Sec. 101(51B) with principal assets
located at La Ectronica Building, 1608 Bori St., in San Juan,
Puerto Rico.
EMPRESAS OMAJEDE: Wants Approval of Settlement of SIF Claim
-----------------------------------------------------------
Empresas Omajede, Inc., asks the Bankruptcy Court to approve a
settlement agreement resolving the Debtor's objection to State
Insurance Fund's proof of claim.
On May 2, 2013, SIF filed a proof of claim of $28,260 which
relates to two debts from 2007 and 2008. The Debtor objected
contending that the debt is not owed.
To resolve the matters, the parties entered into a settlement with
operative clauses that provides for, among other things:
1. 50% of SIF's claim will be allowed as a general unsecured
claim;
2. the allowed amount of SIF's general unsecured claim,
$14,130, will be paid in full through the Debtor's Amended Plan of
Reorganization; and
3. SIF's allowed claim of $14,130 will be paid 100% and in the
same manner and timing as the payment to the other general
unsecured claims.
About Empresas Omajede
Empresas Omajede, Inc., filed a Chapter 11 petition (Bankr. D.P.R.
Case No. 12-10113) in Old San Juan, Puerto Rico, on Dec. 21, 2012.
Nelson E. Galarza serves as financial advisor.
The Debtor disclosed $16,718,614 in assets and $4,935,883 in
liabilities in its schedules. The Debtor is a Single Asset Real
Estate as defined in 11 U.S.C. Sec. 101(51B) with principal assets
located at La Ectronica Building, 1608 Bori St., in San Juan,
Puerto Rico.
ENTEGRA POWER: Plan Confirmation Order Entered
----------------------------------------------
Judge Peter J. Walsh entered an order confirming the Debtors'
Modified Prepackaged Plan of Reorganization. A hearing on the
approval of the Plan and the Disclosure Statement was held on
Sept. 19.
A black-lined version of the Plan, as modified Sept. 4, 2014, is
available for free at:
http://bankrupt.com/misc/Entegra_Plan_Blacklined_090414.pdf
A copy of the Debtors' memorandum of law in support of
confirmation of the Plan is available for free at:
http://bankrupt.com/misc/Entegra_Memo_Plan.pdf
Judge Walsh on Sept. 4 entered a final order allowing Entegra
Power Group LLC, et al., to use cash collateral and grant adequate
protection to the prepetition secured parties. Access to cash
collateral will expire Jan. 31, 2015, or earlier in the event of
any "termination events." A copy of the order is available for
free at http://bankrupt.com/misc/Entegra_Final_Cash_Order.pdf
About Entegra Power Group
Entegra Power Group LLC and its affiliates operate an independent
power company that owns one of the largest gas-fueled power plants
in the United States, located in El Dorado, Arkansas. In
addition, affiliate Gila River Energy Holdco LLC indirectly owns
one-half of another of the country's largest gas-fueled power
plants, in Gila Bend, Arizona. The Entegra entities market
electric power from the two facilities to wholesale customers in
the southeastern and southwestern United States.
Entegra, Gila, and 10 other affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 14-11859) on Aug. 4,
2014. The cases are pending before the Honorable Peter J. Walsh,
and the Debtors have requested that their cases be jointly
administered.
The Debtors have tapped Richards, Layton & Finger, P.A., as
counsel, and Prime Clerk LLC as claims and notice agent.
The Gila facility's direct owners are not debtors in the Chapter
11 cases, and the Gila Facility will not become property of the
Debtors' estates.
EXIDE TECHNOLOGIES: JPM OKs DIP Loans Extension to March 2015
-------------------------------------------------------------
Exide Technologies on Sept. 30 disclosed that it is seeking
approval from its lenders for an extension of its debtor-in-
possession (DIP) credit facility's maturity date to March 31,
2015. This extension would provide Exide additional time to
complete negotiations with its noteholders around a stand-alone
Plan of Reorganization.
Exide already has obtained consent to the maturity extension from
JPMorgan, the DIP credit facility's agent bank, along with support
from holders of a substantial percentage of the DIP facility's
term loans. Exide expects to receive approval of the amendment
from the balance of its lenders by next week. No bankruptcy court
approval is required for the maturity date extension; approval of
other elements of the amendment will be considered by the
bankruptcy court at an October 31 hearing.
The Company announced previously that it had received a Plan of
Reorganization proposal from certain noteholders holding a
substantial portion of the principal amount of its senior secured
notes and DIP term loans and continues to negotiate with the
noteholders regarding a modified version of that proposal that
would allow Exide to emerge from Chapter 11 substantially in its
current form -- operating across all business segments. Exide is
working toward a modified proposal that would pay or re-finance
the existing DIP facility and provide additional capital to fund
its reorganization. The proposed maturity extension allows
additional time to complete those negotiations.
"The extension of the maturity date of the DIP financing allows us
to pursue the stand-alone Plan of Reorganization with increased
financial flexibility," said Robert M. Caruso, President and Chief
Executive Officer of Exide Technologies. "It also supports our
ability to capitalize on the restructuring and cost containment
improvements we have achieved so far in Chapter 11 while
negotiations continue with our noteholders."
While Exide and its noteholders remain primarily dedicated to
reorganizing and emerging from Chapter 11 through a Plan of
Reorganization, the Company and its Board of Directors also intend
to explore other strategic alternatives should the parties be
unable to reach agreement for a reorganization structure by
November 17, 2014.
"Our ability to support our customers and suppliers during our
reorganization process has been of critical importance to us, and
this amendment provides the wherewithal to continue meeting those
commitments. We appreciate the continued support of our
customers, suppliers and employees as the Company works to
finalize our exit from Chapter 11," added Caruso.
Additional details regarding the DIP amendment can be found in the
Company's 8-K, filed on Sept. 30 with the U.S. Securities and
Exchange Commission, at http://ir.exide.com/sec.cfm
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.
FLINTKOTE COMPANY: Time to Remove Actions Extended to Feb. 28
-------------------------------------------------------------
Judge Mary F. Walrath enlarged the period within which The
Flintkote Company may file notices of removal of any claim or
cause of action in a civil action by five months, through the
earlier of Feb. 28, 2015, and the effective date of the Debtors'
confirmed plan of reorganization. This is the 27th order entered
in connection with an extension of the removal period.
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.
FORUM ENERGY: S&P Affirms 'BB' Corp. Credit Rating
--------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'BB'
corporate credit and senior unsecured ratings on Houston-based
Forum Energy Technologies Inc. The outlook is stable.
The affirmation reflects S&P's assessment of Forum's business risk
profile as "fair," financial risk as intermediate, and liquidity
as "strong." S&P notes that the financial risk profile improved
to intermediate from significant, to reflect its expectation of
continued strong financial performance following SCF Partners'
sale of its controlling interest in the company. As of June 30,
2014, SCF owned about 25% of outstanding common stock.
"The stable outlook reflects our expectation that Forum will
maintain its very strong financial performance, including FFO to
debt above 50% and debt to EBITDA of 2x or less, while pursuing
growth both organically and through modest acquisitions," said
Standard & Poor's credit analyst Paul Harvey.
S&P could lower ratings should Forum pursue a more aggressive
financial policy such that FFO to debt fell below 30%. This most
likely could occur if Forum pursued debt funded acquisitions and
failed to successfully integrate them and gross margins fell to
about 30%. Alternately, if Forum instituted large share
repurchases or dividends, this could lead to weaker financial
measures.
S&P does not expect an upgrade over the next 12 months given
Forum's very limited scale of operations relative to its higher
rated peers. Forum would likely need to make multiple
conservatively financed acquisitions before achieving such scale.
GGW BRANDS: District Court Won't Dismiss GGW Marketing Case
-----------------------------------------------------------
California District Judge Fernando M. Olguin tossed GGW Global
Brands, Inc.'s appeal from a bankruptcy court order that denied
its 2013 motion to dismiss the bankruptcy case of GGW Marketing.
In the Motion, Global Brands asserted that it was the sole member
of GGW Marketing, and that GGW Brands LLC, another debtor, did not
have authority to file the bankruptcy petition on behalf of GGW
Marketing, because the petition took place without Global Brands'
"requisite written consent[.]"
Joseph Francis, the creator of the "Girls Gone Wild" adult
entertainment franchise, and R. Todd Neilson, the chapter 11
trustee for the Debtors, are locked in a dispute over trademark
ownership issues.
On August 22, 2013, the Trustee filed a motion for summary
judgment, seeking to avoid the transfer of the Trademarks to Path
Media and the Termination/Re-License. In February of that year,
Path Media, through one of Francis's attorneys, terminated the
Debtors' rights to use the Trademarks, but then re-licensed the
Trademarks to the Debtors through May 31, 2013. GGW Direct paid a
fee of about $274,000 for the Re-License.
In October 2013, the bankruptcy court granted in part the
Trustee's motion for summary judgment, avoiding the transfers of
the Trademarks and the Termination/Re-License. Francis, Path
Media Holdings, LLC, Argyle Media Sales, LLC, Argyle Online, LLC,
and Fab Films, LLC appealed to the district court, which affirmed
the bankruptcy court's order.
Judge Olguin last week held he lacked jurisdiction to hear Global
Brands' appeal.
The judge noted that the Ninth Circuit has cautioned against
"piecemeal" litigation that provides "two complete trips through
the appellate process," citing In re Frontier Props., Inc., 979
F.2d at 1363. Judge Olguin said Francis and his affiliated
entities have taken one complete trip through the appellate
process, and have addressed the trademark ownership issue. Under
the circumstances, the court declines to provide a second
"complete trip" regarding duplicative subject matter. The appeal
is dismissed for lack of jurisdiction.
A copy of the District Court's September 24, 2014 ruling is
available at http://is.gd/8PmtbOfrom Leagle.com.
R. Todd Neilson is represented by:
David M Stern, Esq.
Jonathan Mark Weiss, Esq.
Robert J Pfister, Esq.
KLEE TUCHIN BOGDONAFF AND STERN LLP
1999 Avenue of the Stars, 39th Floor
Los Angeles, CA 90067-6049
Tel: 310-407-4000
E-mail: dstern@ktbslaw.com
JWeiss@ktbslaw.com
rpfister@ktbslaw.com
About GGW Brands
Santa Monica, California-based GGW Brands, LLC, the company behind
the "Gils Gone Wild" video, filed a Chapter 11 petition (Bankr.
C.D. Cal. Case No. 13-15130) on Feb. 27, 2013. Judge Sandra R.
Klein oversees the case. The company is represented by the Law
Offices of Robert M. Yaspan. The company disclosed $0 to $50,000
in estimated assets and $10 million to $50 million in estimated
liabilities in its petition.
Affiliates GGW Events LLC, GGW Direct LLC and GGW Magazine LLC
also sought Chapter 11 protection.
GGW Marketing, LLC, another affiliate, filed a voluntary Chapter
11 petition on May 22, 2013, before the Bankruptcy Court for the
Central District of California (Los Angeles). The case is assigned
Case No. 13-23452. Martin R. Barash, Esq., and Matthew Heyn,
Esq., at Klee, Tuchin, Bogdanoff and Stern, LLP, in Los Angeles,
California, represent GGW Marketing.
In April 2013, R. Todd Neilson, an ex-FBI agent, was appointed as
Chapter 11 Trustee to take over the companies. Mr. Neilson has
investigated failed solar-power company Solyndra and was involved
in the Mike Tyson and Death Row Records bankruptcy cases. He is
represented by David M Stern, Esq., Jonathan Mark Weiss, Esq., and
Robert J Pfister, Esq., at Klee Tuchin Bogdonaff and Stern LLP.
In April 2014, the Chapter 11 Trustee sold the "Girls Gone Wild"
video franchise and its assets for $1.83 million. An auction set
earlier that month was canceled because there were no bids to
compete with the so-called stalking horse, who isn't affiliated
with founder Joe Francis.
GILES JORDAN: Inks Agreement with Galveston Shores on Stay Relief
-----------------------------------------------------------------
Giles-Jordan, Inc., entered in an agreement on Galveston Shores,
L.P.'s motion for relief from stay; or alternatively, to dismiss
Chapter 11 proceeding.
The parties reached an agreement as to the debt amount of movant,
the property, and the terms for adequate protection of movant's
interest in the property. The parties agreed that, among other
things:
1. The over secured debt owed to Galveston Shores by the Debtor
has:
a. Principal and interest as of May 5, 2014 $3,740,000
b. Accrued interest at the rate of 10% $112,201
through Sept. 5, 2014
c. Total debt as of Sept. 5, 2014 $3,852,201
d. per diem at the rate of 10% $1,038
2. The debt is secured by the only asset of the Debtor,
approximately 39.16 acres of land located on the east end of the
Galveston Island in the City and County of Galveston, Texas, any
cash and accounts of the debtor and any proceeds of the sale of
any portion of the land.
3. The Debtor will fully pay off the debt, which accrued
interest and legal fees incurred by May 10, 2014. If the debtor
fails to pay the amount, the automatic stay will lift and the
secured creditor will be allowed to post property for foreclosure.
About Giles-Jordan, Inc.
Giles-Jordan, Inc., filed a Chapter 11 bankruptcy petition in its
hometown in Galveston, Texas (Bankr. S.D. Tex. Case No. 14-80173)
on May 5, 2014. The Debtor disclosed $12 million in total assets
and $4.81 million in liabilities, including $3.72 million of
secured debt. Its lone asset is a 39.16-acre property at 230 East
Beach Drive, in Galveston, Texas. Galveston Shores, LP, of
Carlsbad, California, is the holder of the secured debt.
The case is assigned to Judge Letitia Z. Paul. The Debtor is
represented by Jeffrey Wells Oppel, Esq., at Oppel & Goldberg,
PLLC, in Houston, Texas.
GLENTEL INC: S&P Lowers CCR to 'B+' on Withdrawal of C$200M Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term
corporate credit rating on Burnaby, B.C.-based telecom services
retailer Glentel Inc. one notch to 'B+' from 'BB-'. The outlook
is stable. At June 30, the company had about C$132 million of
funded debt outstanding.
At the same time, Standard & Poor's withdrew its 'BB-' issue-level
and '4' recovery ratings on the company's planned C$200 million
senior notes offering.
"The rating actions follow Glentel's decision to withdraw its
C$200 million senior notes offering -- a transaction that would
have meaningfully enhanced the company's liquidity position and
financial flexibility," said Standard & Poor's credit analyst
Madhav Hari. Although funded debt levels (and leverage) are now
about 35% lower and amortizing, the company's liquidity is tighter
and its financial flexibility is not consistent with issuers rated
in the 'BB' category, in S&P's opinion.
"The ratings on Glentel reflect our "weak" (unchanged) business
risk and "intermediate" (revised from "significant") financial
risk profile assessments of the company -- the combination of
which leads to an anchor rating of 'bb' (revised from 'bb-'), as
per our corporate ratings criteria. Our revised financial risk
profile reflects lower leverage and better cash flow ratios
underlying Glentel's existing capital structure. We apply a
downward adjustment of two notches (combined) given our view of
the company's "less-than-adequate" liquidity position and
"negative" comparable ratings view to derive our overall corporate
credit rating of 'B+' for the company," S&P said.
"Our assessment of Glentel's business risk profile reflects what
we consider an "intermediate" industry risk given the company's
participation in the retail industry as a niche retailer of
wireless communication services; the company's dependence on few
suppliers (64%-plus of revenue comes from three wireless
providers); intense competition from supplier-owned stores, large
big-box retailers, and several smaller retailers that limits
market share growth; moderate barriers to entry; a seasonal and
potentially volatile market; regulatory changes in the
communications industry; the timing and pace of technological
innovation in mobile devices, which could affect demand; lower
profit margins relative to specialty retailers as well as peers;
and, to a limited extent, weak business conditions at the
company's Australian operations," S&P added.
These factors are partially mitigated by the company's favorable
market position in Canada and the U.S. as one of the leading
independent distributors of wireless products and services;
healthy outlook for demand for wireless communications in the
medium term; history of maintaining good relationships with well-
established wireless carriers such as Rogers Wireless and Bell
Mobility in Canada, and Verizon Wireless in the U.S.; solid
distribution network with more than 1,400 owned, franchised, or
managed stores in attractive locations; varied store formats that
allow for some differentiation; good mindshare of brands; and
reasonable geographic diversity of revenue given nationwide
operations in Canada and the U.S.
As a retailer of wireless communications services and solutions,
Glentel offers a choice of network carrier and mobile products and
services. The company is the largest independent multicarrier
mobile phone retailer in Canada and sells mobile telecom offerings
of Rogers Wireless and Bell Mobility -- the No. 1 and No. 3
wireless service providers in Canada, respectively.
The stable outlook reflects expected revenue growth in Canada and
the U.S. from customer upgrade activity as well as new
subscriptions that should allow the company to modestly improve
its profitability and operating cash flow. Under these
parameters, S&P expects the company to manage its operations
despite tight liquidity and maintain an adjusted debt-to-EBITDA
ratio in the mid-2x area over the next 12-18 months.
Consideration for an upgrade would primarily depend on the company
demonstrating an improved liquidity position that includes
sustaining financial covenant cushion of more than 15%. Such a
scenario could result from the company seeking alternate sources
of longer term funding, negotiating greater financial covenant
headroom, or meaningfully improving its cash flow from operations.
S&P could downgrade the company should Glentel's liquidity
position worsen, which could result from weaker operating
performance or greater working capital requirements.
GLOBAL AVIATION: Court Approves Cerberus Collection Agreement
-------------------------------------------------------------
The Bankruptcy Court approved the stipulation for collection of
collateral between Global Aviation Holdings Inc., et al., and
Cerberus Business Finance, LLC.
Pursuant to the collection stipulation, the right of Cerberus to
enforce, collect and receive the assets is subject to any
permitted liens of Wells Fargo, N.A.
As reported in the Troubled Company Reporter on Sept. 17, 2014,
Cerberus is the collateral agent and administrative agent under
the Financing Agreement dated as of November 14, 2013, which DIP
Facility provided for a total of $51 million in financing, secured
by postpetition, first priority liens against substantially all of
the Debtors' assets.
Following the Debtors' receipt of a Default Notice on March 25,
2014, the Debtors required limited additional funding, and
negotiated an agreement with Cerberus for a limited forbearance
under the DIP Financing Order to reinstate the use of cash
collateral to fund asset sale and wind-down of the remaining
Debtors. Pursuant to the Forbearance Stipulation, Cerberus
consented to the Debtors' limited use of cash collateral.
Christopher A. Ward, Esq., at Polsinelli PC, in Wilmington,
Delaware -- cward@polsinelli.com -- says that there is a very
limited number of remaining asserts left in the Debtors' estates,
which constitute the Collateral of Cerberus under the DIP
Financing Agreement. He adds that there still substantial unpaid
amounts due Cerberus.
To facilitate the collection of the Cerberus Collateral to be
applied to the DIP Obligations, the Debtors and Cerberus entered
into the Collection Stipulation, which provides that Cerberus have
the right to enforce, collect and receive the Assets, and any
amounts collected from the Assets will be applied to satisfy the
DIP Obligations.
The Collection Stipulation also provides that any account debtor
or other party obligated to the Debtors to make payment will make
payment or render performance to Cerberus and to no other person
or entity.
A copy of the Collection Stipulation can be accessed for free at:
http://bankrupt.com/misc/GLOBALAVIATION_CollectionStip.pdf
Cash Collateral
The Bankruptcy Court authorized the fourth extension of
forbearance stipulation and consent to use cash collateral between
the Debtor, and Cerberus Business Finance, LLC.
On March 25, 2014, Cerberus, as collateral agent and
administrative agent, served the Debtors with a notice of events
of default, and carve out trigger notice to provide notice to the
Debtors of (i) the suspension of all commitment and any funding
under the DIP financing agreement; and (ii) the termination of the
right of the Debtors to use cash collateral. The actions were
results of the occurrence and continuance of that certain events
of default under the DIP financing agreement and the DIP financing
order dated Dec. 9, 2013.
Pursuant to the fourth extension, Cerberus' forbearance period
will terminate on Sept. 23. In a previous filing, Cerberus agreed
to forbear until Sept. 19.
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.
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.
GLOBAL AVIATION: Sells Aircraft Parts to Mobility for $250K
-----------------------------------------------------------
The Bankruptcy Court authorized Global Aviation Holdings Inc., to
sell, in private, assets including aircraft parts and related
assets to Mobility Air LLC for $250,000.
The Debtors are authorized to consummate the sale of the
miscellaneous assets.
As reported in the Troubled Company Reporter on June 3, 2014, the
court authorized the Debtors to sell their remaining operating
line to Omni Air International Inc.
According to Law360, the deal could bring Global Aviation as much
as $13 million. Bill Rochelle, the bankruptcy columnist for
Bloomberg News, said the sale of Global Aviation's North American
Airlines assets to Omni Air is for installments totaling $11
million. Law360 related that Judge Walrath overruled a limited
creditor objection, finding the deal merited approval based on
Global Aviation's submissions to the court and the lack of any
other opposition.
According to Mr. Rochelle, Global Aviation also got permission to
conduct several auctions for aircraft parts and other assets
Omni's not buying. In addition, the bankruptcy judge is
permitting incentive bonuses totaling about $400,000 for rank-and-
file employees.
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.
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.
GOBP HOLDINGS: S&P Assigns 'B' CCR & Rates $515MM Facility 'B'
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating to Emeryville, Calif.-based GOBP Holdings Inc. d/b/a
Grocery Outlet. The outlook is stable.
At the same time, S&P assigned its 'B' issue-level and '3'
recovery ratings to the company's $515 million first-lien credit
facility, which consists of a $75 million revolver and $440
million first-lien term loan. The '3' recovery rating, indicates
S&P's expectation of meaningful (50%-70%) recovery in the event of
a payment default.
S&P also assigned its 'CCC+' issue-level and '6' recovery ratings
to the company's $210 million second-lien term loan. The '6'
recovery rating indicates S&P's expectation for negligible
recovery (0%-10%) for the lenders in the event of a payment
default.
The company will use proceeds from the proposed transaction along
with common equity to fund Hellman & Friedman LLC's acquisition of
Grocery Outlet from its current private equity majority owner.
"The rating on Grocery Outlet reflects the company's weak credit
metrics, limited geographic diversity, and its participation in
the intensely competitive and fragmented food retail industry that
faces increasing competition and pricing pressures from
nontraditional grocers and dollar stores that also target bargain
sensitive customers," said credit analyst Samantha Stone.
"Nevertheless, we expect Grocery Outlet will be able to meet its
debt obligations and fund its growth strategy with internal free
cash flow."
The stable outlook reflects S&P's expectation that following the
proposed transaction the company will be able to meet its debt
obligations and fund its planned growth initiatives from operating
cash flow over the next 12 to 18 months. S&P's outlook also
incorporates its expectations that EBITDA growth will lead to
modestly improving credit metrics over this time period.
Downside Scenario
S&P could consider a downgrade if meaningful operating performance
erosion (i.e. negative comparable store sales) causes S&P to lower
its assessment of the company's business risk profile. S&P's
downside scenario also contemplates weaker operating performance
leading to EBITDA declining 30% and negative FOCF.
Upside scenario
An upgrade is unlikely over the next 12 to 18 months given the
company's elevated debt burden and private equity ownership.
Specifically, in order for leverage to decline below 5x on a
sustained basis the company would have to reduce forecast debt by
30%, which S&P views to be highly unlikely over the next year.
GREAT HEARTS: S&P Assigns 'BB+' Rating to 2014 Revenue Bonds
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' rating to
The Phoenix Industrial Development Authority, Ariz.'s education
facility revenue bonds, series 2014, issued for Great Hearts
Academies. The outlook is stable.
"The rating reflects our view of the organization's slim
historical and projected maximum annual debt service and very high
debt burden, combined with future construction and growth risk,
mitigated by its very good historical operations, good liquidity,
and very good demand and test scores," said Standard & Poor's
credit analyst Carlotta Mills.
These bonds are secured only by the 10 schools currently in the
obligated group. This issuance ($80.86 million) will refund
$38.54 million of current direct placement debt; purchase an
expansion campus and build it out ($18 million); build a second
expansion campus ($15 million); reimburse for some capital
expenditures on a recently constructed campus ($0.55 million); and
fund a debt service reserve ($5.21 million), capitalized interest
($1.21 million), and costs of issuance.
HFAH CLEAR LAKE: Case Summary & Unsecured Creditor
--------------------------------------------------
Debtor: HFAH Clear Lake LLC
c/o Keldar Advisors, LLC
245 Saw Mill River Rd., Suite 106
Hawthorne, NY 10532
Case No.: 14-31806
Chapter 11 Petition Date: September 30, 2014
Court: United States Bankruptcy Court
Southern District of Florida (West Palm Beach)
Judge: Hon. Erik P. Kimball
Debtor's Counsel: Debi Evans Galler, Esq.
BERGER SINGERMAN LLP
1450 Brickell Ave #1900
Miami, FL 33131
Tel: (305) 755-9500
Fax: 305.714.4340
Email: dgaller@bergersingerman.com
Total Assets: $4.22 million
Total Liabilities: $30.05 million
The petition was signed by Daniel G. Hayes, manager.
The Debtor listed the City of West Palm Beach as its largest
unsecured creditor holding a claim of $358,526.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/flsb14-31806.pdf
HOVNANIAN ENTERPRISES: Gets OK to Amend 1st Lien Notes Indenture
----------------------------------------------------------------
Hovnanian Enterprises, Inc., announced that its wholly owned
subsidiary, K. Hovnanian Enterprises, Inc., has received the
requisite consents to adopt the proposed amendments to the
indenture governing K. Hovnanian's 7.25% Senior Secured First Lien
Notes due 2020 in connection with K. Hovnanian's previously
announced solicitation of consents with respect thereto, which
expired at 5:00 p.m., New York City time, on Sept. 29, 2014.
The Consent Solicitation was made in accordance with the terms and
subject to the conditions stated in a Consent Solicitation
Statement, dated Sept. 11, 2014, as modified by the Company's
Press Release, issued Sept. 23, 2014, announcing K. Hovnanian's
initial extension of the expiration date and a Supplement to the
Consent Solicitation Statement, dated Sept. 25, 2014, and a
related Consent Form, to holders of record as of 5:00 p.m., New
York City time, on Sept. 10, 2014.
K. Hovnanian has notified Wilmington Trust, National Association,
the trustee and collateral agent under the indenture related to
the First Lien Notes, that it has received the consent of the
Holders of at least a majority in aggregate principal amount of
outstanding First Lien Notes as required to adopt the Proposed
Amendments to the indenture governing the First Lien Notes.
Accordingly, K. Hovnanian, the Company, as guarantor, the other
guarantors party thereto, and the Trustee executed on Sept. 26,
2014, a supplemental indenture to the indenture governing the
First Lien Notes effecting the Proposed Amendments. The
Supplemental Indenture is effective and constitutes a binding
agreement among K. Hovnanian, the Guarantors and the Trustee as of
its date of execution. However, the Supplemental Indenture, by
its terms, provides that the Proposed Amendments will not become
operative unless and until K. Hovnanian pays the consent
consideration to the Information and Tabulation Agent for the
consenting Holders of First Lien Notes.
Holders of the First Lien Notes who validly delivered (and did not
validly revoke) consents to the Proposed Amendments in the manner
described in the Solicitation Documents prior to the First Lien
Notes Expiration Date are eligible to receive consent
consideration equal to $5.00 per $1,000 principal amount of First
Lien Notes for which consents were validly delivered prior to the
First Lien Notes Expiration Date (and not validly revoked prior to
the date the Supplemental Indenture was executed and became
effective). Holders of First Lien Notes that provide consents
after the First Lien Notes Expiration Date will not receive
consent consideration.
J.P. Morgan Securities LLC, Citigroup Global Markets Inc. and
Credit Suisse Securities (USA) LLC acted as Solicitation Agents in
connection with the Consent Solicitation. Persons with questions
regarding the Consent Solicitation 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
Solicitation, 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.
HYPERDYNAMICS CORP: Has $17.12-Mil. Loss in FY Ended June 30
------------------------------------------------------------
Hyperdynamics Corporation filed with the U.S. Securities and
Exchange Commission on Sept. 12, 2014, its annual report on Form
10-K for the fiscal year ended June 30, 2014.
Hein & Associates LLP expressed substantial doubt about the
Company's ability to continue as a going concern, citing the
absence of cash inflows.
The Company reported a net loss of $17.12 million for the year
ended June 30, 2014, compared with a net loss of $18.46 million
last year.
The Company's balance sheet at June 30, 2014, showed $50.84
million in total assets, $5.66 million in total liabilities and
total equity of $45.18 million.
A copy of the Form 10-K is available at:
http://is.gd/RZtENS
About Hyperdynamics
Hyperdynamics -- http://www.hyperdynamics.com-- is an emerging
independent oil and gas exploration and production company that is
exploring for oil and gas offshore the Republic of Guinea in West
Africa.
IHEARTCOMMUNICATIONS INC: Closes $250 Million Notes Offering
------------------------------------------------------------
iHeartCommunications, Inc., had closed its offering of $250
million aggregate principal amount of its 9.0% Priority Guarantee
Notes due 2022. The Notes were issued at a price of 101% of their
principal amount plus accrued interest from Sept. 10, 2014. The
Notes have identical terms to, and are treated as a single class
with, the $750 million in aggregate principal amount of 9.0%
Priority Guarantee Notes due 2022 issued on Sept. 10, 2014.
The Notes are fully and unconditionally guaranteed on a senior
secured basis by iHeart's parent, iHeartMedia Capital I, LLC, and
all of iHeart's existing and future material wholly-owned domestic
restricted subsidiaries. The Notes and the related guarantees are
secured by (1) a lien on (a) the capital stock of iHeart and (b)
certain property and related assets that do not constitute
"principal property", in each case equal in priority to the liens
securing the obligations under iHeart's senior secured credit
facilities and existing priority guarantee notes and (2) a lien on
the accounts receivable and related assets securing iHeart's
receivables based credit facility junior in priority to the lien
securing iHeart's obligations thereunder.
iHeart used the net proceeds from the offering to prepay at par
$245.9 million of the loans outstanding under its term loan B
facility and $4.1 million of the loans outstanding under its term
loan C-asset sale facility, and to pay accrued and unpaid interest
with regard to such loans to, but not including, the date of
prepayment.
About iHeartCommunications
iHeartCommunications, Inc., (formerly known as Clear Channel
Communications, Inc.) is a global media and entertainment company.
The Company specializes in radio, digital, outdoor, mobile,
social, live events, on-demand entertainment and information
services for local communities, and uses its unparalleled national
reach to target both nationally and locally on behalf of its
advertising partners. The Company is dedicated to using the
latest technology solutions to transform the company's products
and services for the benefit of its consumers, communities,
partners and advertisers, and its outdoor business reaches over 40
countries across five continents, connecting people to brands
using innovative new technology.
Clear Channel reported a net loss attributable to the Company of
$606.88 million in 2013, a net loss attributable to the Company of
$424.47 million in 2012 and a net loss attributable to the Company
of $302.09 million in 2011.
The Company's balance sheet at June 30, 2014, showed $14.75
billion in total assets, $24.06 billion in total liabilities and a
$9.31 billion total shareholders' deficit.
Bankruptcy Warning
The Company said in its annual report for the year ended Dec. 31,
2013, "If our and our subsidiaries' cash flows from operations,
refinancing sources and other liquidity-generating transactions
are insufficient to fund our respective debt service obligations,
we may be forced to reduce or delay capital expenditures, sell
material assets or operations, or seek additional capital. We may
not be able to take any of these actions, and these actions may
not be successful or permit us or our subsidiaries to meet the
scheduled debt service obligations. Furthermore, these actions
may not be permitted under the terms of existing or future debt
agreements."
"The ability to refinance the debt will depend on the condition of
the capital markets and our financial condition at such time. Any
refinancing of the debt could be at higher interest rates and
increase debt service obligations and may require us and our
subsidiaries to comply with more onerous covenants, which could
further restrict our business operations. The terms of existing
or future debt instruments may restrict us from adopting some of
these alternatives. These alternative measures may not be
successful and may not permit us or our subsidiaries to meet
scheduled debt service obligations. If we or our subsidiaries
cannot make scheduled payments on indebtedness, we or our
subsidiaries, as applicable, will be in default under one or more
of the debt agreements and, as a result we could be forced into
bankruptcy or liquidation."
* * *
In May 2013, Moody's Investors Service said that Clear Channel's
upsize of the term loan D to $4 billion from $1.5 billion will not
impact the Caa1 facility rating assigned. Clear Channel's
Corporate Family Rating is unchanged at Caa2. The outlook remains
stable.
As reported by the TCR on May 21, 2013, Standard & Poor's Ratings
Services announced that its issue-level rating on San
Antonio, Texas-based Clear Channel's senior secured term loan
remains unchanged at 'CCC+' following the company's upsize of the
loan to $4 billion from $1.5 billion. The rating on parent
company CC Media Holdings remains at 'CCC+' with a negative
outlook, which reflects the risks surrounding the long-term
viability of the company's capital structure.
ITR CONCESSION: Seeks to Employ Moelis as Investment Banker
-----------------------------------------------------------
ITR Concession Company LLC, et al., seek authority from the U.S.
Bankruptcy Court for the Northern District of Illinois, Eastern
Division, to employ Moelis & Company LLC as investment banker and
financial advisor.
Moelis will perform the following services in its role as
financial advisor and investment banker:
(a) assisting the Debtors in reviewing and analyzing the
Debtors' results of operations, financial condition, and
business plan;
(b) assisting the Debtors in reviewing and analyzing a
potential Restructuring or Capital Transaction (or any
combination thereof);
(c) assisting the Debtors in negotiating a Restructuring or
Capital Transaction (or any combination thereof);
(d) advising the Debtors on the terms of securities it offers
in any potential Capital Transaction;
(e) advising the Debtors on its preparation of information
memorandum for a potential Capital Transaction; and
(f) other financial advisory and investment banking services in
connection with a Restructuring or Capital Transaction as
the Debtors and Moelis may mutually agree upon.
During the term of Moelis' engagement, the firm will be paid a
non-refundable cash fee of $200,000 per month. At the closing of
a restructuring, the firm will be paid a fee in the amount of
either: (i) $7,000,000, (ii) if a Restructuring is consummated
with the requisite consents, as applicable, from both (x) more
than 50% in number and at least 66.67% in dollar amount of holders
of claims on account of the senior secured claims under the
Company's loan agreement, dated June 26, 2006, and (y) the
existing holders of equity interests in ITR Concession Company
LLC, ITR Concession Company Holdings LLC, and/or Statewide
Mobility Partners LLC, $9,000,000; or (iii) if a Restructuring is
consummated through a pre-packaged Plan or pre-arranged Plan,
$6,000,000. Moreover, the firm will be paid, at the closing of
each Capital Transaction, a customary market-based fee mutually
agreed by the Debtors and Moelis. In addition to any fees payable
to Moelis, the Debtors will reimburse Moelis for all of its
reasonable documented out-of-pocket expenses.
Prior to the Petition Date, the Debtors paid Moelis $800,000 in
fees and $42,323 for reimbursement of expenses during the 90-day
period before the Petition Date. As of the Petition Date, the
Debtors do not owe Moelis any fees for services performed or
expenses incurred in excess of the $10,000 expense advance, which
Moelis is holding on account for prepetition expenses incurred.
William Q. Derrough, a managing director and global co-head of the
recapitalization and restructuring group of Moelis & Company LLC,
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. Mr. Derrough discloses that his firm has been engaged
within the last two years or is currently engaged by AIG, Banco
Santander, Bank of America, among others, who are potential
parties-in-interest in the Debtors' cases although in matters
unrelated to the bankruptcy.
A hearing on the application will take place on Oct. 28, 2014, at
11:00 a.m. (prevailing Central Time). Objections are due
Oct. 14.
About ITR Concession
ITR Concession Co. operates a 157-mile, four- to six-lane toll
road in Northern Indiana commonly referred to as the Indiana Toll
Road. The toll road is a vital artery for interstate commerce,
linking the City of Chicago and Lake Michigan to the interstate
highway system, as well as markets, ports, and commercial and
financial centers across the United States. The toll road opened
in 1956 and is used by nearly 130,000 vehicles per day.
ITR Concession and its affiliates filed for bankruptcy protection
(Bankr N.D. Ill. Lead Case No. 14-34284) on Sept. 21 with a plan
to restructure some $6 billion in debt by selling its assets or
reorganizing its business.
The Debtors have tapped Kirkland & Ellis LLP as counsel; Moelis &
Company LLC as investment banker; and Kurtzman Carson Consultants
LLC, as claims and notice agent.
As of the Petition Date, the Debtors have outstanding funded debt
of $6.0 billion that is comprised of approximately $3.855 billion
in principal amount of first-priority syndicated bank-debt
obligations and approximately $2.15 billion in principal amount of
pari passu first-lien interest rate hedging obligations.
ITR CONCESSION: Can Hire KCC as Claims & Balloting Agent
--------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, authorized ITR Concession Company LLC, et al.,
to employ Kurtzman Carson Consultants LLC as claims and balloting
agent.
As previously reported by The Troubled Company Reporter, prior to
the Petition Date, the Debtors provided KCC a retainer in
the amount of $30,000.
According to the services agreement, KCC will charge at these
rates for these consulting services:
Discounted
Position Hourly Rate
-------- -----------
Executive Vice President Waived
Director/Senior Managing Consultant $180
Consultant/Senior Consultant $75 to $165
Technology/Programming Consultant $65 to $120
Project Specialist $55 to $100
Clerical $30 to $50
Weekend, holidays and overtime Waived
For its noticing services, KCC will waive fees for electronic
noticing, and will charge $0.08 per page for facsimile noticing.
For claims administration and management, KCC will charge $0.10
per creditor per month for license fee and data storage. For
online claims filing (ePOC) services, the firm will charge $3.00
per claim.
About ITR Concession
ITR Concession Co. operates a 157-mile, four- to six-lane toll
road in Northern Indiana commonly referred to as the Indiana Toll
Road. The toll road is a vital artery for interstate commerce,
linking the City of Chicago and Lake Michigan to the interstate
highway system, as well as markets, ports, and commercial and
financial centers across the United States. The toll road opened
in 1956 and is used by nearly 130,000 vehicles per day.
ITR Concession and its affiliates filed for bankruptcy protection
(Bankr N.D. Ill. Lead Case No. 14-34284) on Sept. 21 with a plan
to restructure some $6 billion in debt by selling its assets or
reorganizing its business.
The Debtors have tapped Kirkland & Ellis LLP as counsel; Moelis &
Company LLC as investment banker; and Kurtzman Carson Consultants
LLC, as claims and notice agent.
As of the Petition Date, the Debtors have outstanding funded debt
of $6.0 billion that is comprised of approximately $3.855 billion
in principal amount of first-priority syndicated bank-debt
obligations and approximately $2.15 billion in principal amount of
pari passu first-lien interest rate hedging obligations.
ITR CONCESSION: Oct. 2 Hearing on Indiana Finance Authority Deal
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, will convene a hearing on Oct. 2, 2014, at 11:00
a.m. (prevailing Central Time) to consider approval of the
stipulation among ITR Concession Company LLC, et al., the
committee of secured parties, and the Indiana Finance Authority.
As previously reported by The Troubled Company Reporter, pursuant
to the stipulation, the parties agree, among other things, that
the ITR Concession Company -- as Concessionaire -- will assume,
subject to the occurrence of the Effective Date, the Indiana Toll
Road Concession and Lease Agreement Agreement with the IFA,
upon entry of the Confirmation Order and the IFA will not
oppose the assumption if the terms of the Prepackaged Plan have
not been materially modified prior to the effective date.
Under the Concession Agreement, the Concessionaire operates a 157-
mile toll road in northern Indiana that is owned by the State of
Indiana and is commonly referred to as the Indiana Toll Road.
The Debtors' Prepackaged Plan contemplates that the Debtors, with
the support of the Committee of Secured Parties and the Debtors'
existing equity sponsors, will seek to confirm a chapter 11 plan
contemplating either (x) a sale of substantially all of the
Debtors' assets, or the equity interests in the Debtors owning all
or substantially all of the Debtors' assets, following a
competitive sale process or (y) a comprehensive restructuring of
the Debtors' capital structure.
The Committee of Secured Parties are comprised of certain Holders
of Senior Secured Claims represented by Milbank, Tweed, Hadley &
McCloy LLP and Houlihan Lokey Capital, Inc.
In relation to the operation of the toll road, the Debtors have
sought and obtained Bankruptcy Court authority to honor
obligations under the skyway toll collection agreement.
About ITR Concession
ITR Concession Co. operates a 157-mile, four- to six-lane toll
road in Northern Indiana commonly referred to as the Indiana Toll
Road. The toll road is a vital artery for interstate commerce,
linking the City of Chicago and Lake Michigan to the interstate
highway system, as well as markets, ports, and commercial and
financial centers across the United States. The toll road opened
in 1956 and is used by nearly 130,000 vehicles per day.
ITR Concession and its affiliates filed for bankruptcy protection
(Bankr N.D. Ill. Lead Case No. 14-34284) on Sept. 21 with a plan
to restructure some $6 billion in debt by selling its assets or
reorganizing its business.
The Debtors have tapped Kirkland & Ellis LLP as counsel; Moelis &
Company LLC as investment banker; and Kurtzman Carson Consultants
LLC, as claims and notice agent.
As of the Petition Date, the Debtors have outstanding funded debt
of $6.0 billion that is comprised of approximately $3.855 billion
in principal amount of first-priority syndicated bank-debt
obligations and approximately $2.15 billion in principal amount of
pari passu first-lien interest rate hedging obligations.
ITR CONCESSION: Hearing on Bar Date Motion Set for Oct. 2
---------------------------------------------------------
A hearing on ITR Concession Company LLC, et al.'s motion for entry
of an order establishing bar dates will take place on Oct. 2,
2014, at 11:00 a.m., (prevailing Central Time), before the
Honorable Pamela S. Hollis of the U.S. Bankruptcy Court for the
Northern District of Illinois, Eastern Division.
As previously reported by The Troubled Company Reporter, the
Debtors asked the Court to establish:
(i) 4:00 p.m., prevailing Central Time, on the first business
day that is 35 days after the date of entry of the Bar Date Order,
as the last date and time for each entity (including individuals,
partnerships, corporations, joint ventures, and trusts) to file
proofs of claim based on Applicable Claims that arose prepetition
against any Debtor (the "General Bar Date"),
(ii) to the extent the Debtors amend, supplement, or modify
Modified Schedule F, the later of (A) the General Bar Date and (B)
4:00 p.m., prevailing Central Time, on the day that is 21 days
from the date on which the Debtors provide notice of such
amendment, supplement, or modification to Modified Schedule F, as
the last date and time for each entity affected by such amendment,
supplement, or modification to Modified Schedule F to file proofs
of claim based on Applicable Claims that arose prepetition against
any Debtor (such date, the "Amended Schedule F Bar Date"),
(iii) solely as to governmental units (as defined in section
101(27) of the Bankruptcy Code), 4:00 p.m., prevailing Central
Time, on Friday, March 20, 2015, the date that is 180 days after
the Petition Date, as the last date and time for each such
governmental unit to file proofs of claim based on Applicable
Claims that arose prepetition against any Debtor, and
(iv) for claims arising from the rejection of executory
contracts and unexpired leases of the Debtors where the claim for
such rejection is an Applicable Claim, the later of (A) 30 days
after the date on which the Court enters an order confirming the
Joint Plan of Reorganization of ITR Concession Company LLC, et
al., Pursuant to Chapter 11 of the Bankruptcy Code and (B) the
effective date of such rejection, as the last date and time for
each entity to file proofs of claim based on such rejection.
About ITR Concession
ITR Concession Co. operates a 157-mile, four- to six-lane toll
road in Northern Indiana commonly referred to as the Indiana Toll
Road. The toll road is a vital artery for interstate commerce,
linking the City of Chicago and Lake Michigan to the interstate
highway system, as well as markets, ports, and commercial and
financial centers across the United States. The toll road opened
in 1956 and is used by nearly 130,000 vehicles per day.
ITR Concession and its affiliates filed for bankruptcy protection
(Bankr N.D. Ill. Lead Case No. 14-34284) on Sept. 21 with a plan
to restructure some $6 billion in debt by selling its assets or
reorganizing its business.
The Debtors have tapped Kirkland & Ellis LLP as counsel; Moelis &
Company LLC as investment banker; and Kurtzman Carson Consultants
LLC, as claims and notice agent.
As of the Petition Date, the Debtors have outstanding funded debt
of $6.0 billion that is comprised of approximately $3.855 billion
in principal amount of first-priority syndicated bank-debt
obligations and approximately $2.15 billion in principal amount of
pari passu first-lien interest rate hedging obligations.
ITR CONCESSION: Court Issues Joint Administration Order
-------------------------------------------------------
Judge Pamela S. Hollis of the U.S. Bankruptcy Court for the
Northern District of Illinois, Eastern Division, issued an order
directing joint administration of the Chapter 11 cases of ITR
Concession Company LLC and its debtor affiliates. The Chapter 11
cases are consolidated for procedural purposes only and will be
jointly administered by the Court under Case No. 14-34284 (PSH).
About ITR Concession
ITR Concession Co. operates a 157-mile, four- to six-lane toll
road in Northern Indiana commonly referred to as the Indiana Toll
Road. The toll road is a vital artery for interstate commerce,
linking the City of Chicago and Lake Michigan to the interstate
highway system, as well as markets, ports, and commercial and
financial centers across the United States. The toll road opened
in 1956 and is used by nearly 130,000 vehicles per day.
ITR Concession and its affiliates filed for bankruptcy protection
(Bankr N.D. Ill. Lead Case No. 14-34284) on Sept. 21 with a plan
to restructure some $6 billion in debt by selling its assets or
reorganizing its business.
The Debtors have tapped Kirkland & Ellis LLP as counsel; Moelis &
Company LLC as investment banker; and Kurtzman Carson Consultants
LLC, as claims and notice agent.
As of the Petition Date, the Debtors have outstanding funded debt
of $6.0 billion that is comprised of approximately $3.855 billion
in principal amount of first-priority syndicated bank-debt
obligations and approximately $2.15 billion in principal amount of
pari passu first-lien interest rate hedging obligations.
JAMMIN JAVA: Has $3.01-Mil. Net Loss for July 31 Quarter
--------------------------------------------------------
Jammin Java Corp. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $3.01 million on $2.08 million of net revenue for the
three months ended July 31, 2014, compared with a net loss of
$715,079 on $1.6 million of net revenue for the same period in
2013.
The Company's balance sheet at July 31, 2014, showed
$4.27 million in total assets, $2.11 million in total liabilities,
and stockholders' equity of $2.16 million.
The Company incurred a net loss of $4.93 million for the six
months ending July 31, 2014, and has an accumulated deficit since
inception of $18.69 million. The Company has a history of losses
and has only recently begun to generate revenue as part of its
principal operations. These conditions raise substantial doubt
about the Company's ability to continue as a going concern. The
operations of the Company have primarily been funded by the
issuance of its common stock. The Company may, in the future,
need to secure additional funds through future equity sales. No
assurance can be given that additional financing will be
available, or if available, will be on terms acceptable to the
Company.
A copy of the Form 10-Q is available at:
http://is.gd/Etj9is
Denver-based Jammin Java Corp. (OTC QB: JAMN) provides premium,
artisan roasted coffee to the grocery, retail, online, service,
hospitality, office coffee service and big box store industry.
Under its exclusive licensing agreement with 56 Hope Road, the
company continues to develop its coffee lines under the Marley
Coffee brand.
JEVIC HOLDING: Del. Court Rejects Appeal in WARN Act Suit
---------------------------------------------------------
Delaware District Judge Sue L. Robinson tossed an appeal taken by
former employees of Jevic Transportation Inc. in their lawsuit
against the Company and Sun Capital Partners, Inc., which invested
in Jevic, over violations of the Worker Adjustment and Retraining
Notification Act, 29 U.S.C. Sec. 2101 et seq.
The former employees took an appeal from Bankruptcy Judge Brendan
L. Shannon's orders quashing their deposition notices for Sun
Capital's co-CEOs Rodger Krouse and Marc Leder. Sun Capital moved
for a protective order because Mr. Krouse and Mr. Leder did not
have personal or unique knowledge of the employment practices at
issue.
The employees also took an appeal from the bankruptcy judge's 2013
Memorandum Opinion and Order granting Sun Capital's motion for
summary judgment and denying the employees' motion for summary
judgment, holding that Sun Capital was not a "single employer" for
purposes of the claims under the WARN Act and the New Jersey WARN
Act.
The bankruptcy judge's rulings are affirmed, Judge Robinson held
in her Sept. 29, 2014 Memorandum available at http://is.gd/9Vzg4f
from Leagle.com.
On June 30, 2006, Sun Transportation, LLC, a wholly owned
subsidiary of Sun Capital, acquired Jevic from Saia Motor Freight
Line and SCS Transportation in a leveraged buyout. The buyout
included an $85 million revolving credit facility from a bank
group led by CIT Group/Business Credit, Inc. CIT's financing
agreement required the debtors to maintain assets and collateral
of at least $5 million in order to access its line of credit.
Appellee, through Sun Transportation, paid $1 million to Jevic
Holding, which was created for the acquisition of all of Jevic's
shares.
Upon the merger, Jevic and Sun Capital entered into a Management
Services Agreement, which governed the relationship between
appellee and Jevic and provided for consulting services and
compensation for such services. By the end of 2007, the debtors'
assets fell below $5 million, in default of CIT's financing
covenant. CIT and the debtors entered into a forbearance agreement
that went into effect on January 8, 2008. Under the agreement, Sun
Capital provided a $2 million guarantee. Sun Capital also
negotiated further forbearance extensions through April 2008.
In March 2008, Sun Capital chose not to invest more money in Jevic
and Jevic began an active sale process. Although Jevic retained
consulting services and implemented a reorganization plan with the
intention of realizing substantial monthly savings and maintaining
asset values above $5 million, by the end of April, Jevic's assets
again fell below $5 million, in default of CIT's financing
covenant. After meetings with two potential buyers did not lead to
a sale, Jevic's board formally authorized a bankruptcy filing on
May 16, 2008. Jevic sent its employees termination notices
pursuant to the WARN Act. The notices were received on May 19,
2008.
Sun Capital Partners Inc., Appellee, represented by:
Curtis S. Miller, Esq.
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
1201 North Market Street, 16th Floor
P.O. Box 1347
Wilmington, DE 19899-1347
Tel: (302) 351-9412
Fax: (302) 425-3080
E-mail: cmiller@mnat.com
The appellate case is, CASIMIR CZYZEWSKI, et al., Appellants, v.
SUN CAPITAL PARTNERS, INC., Appellee, Civ. No. 13-1127-SLR (D.
Del.).
About Jevic Transportation
Based in Delanco, New Jersey, Jevic Transportation Inc. --
http://www.jevic.com/-- provided trucking services. Two
affiliates -- Jevic Holding Corp. and Creek Road Properties --
have no assets or operations. Jevic et al. sought Chapter 11
protection (Bankr. D. Del. Case No. 08-11008) on May 20, 2008.
Domenic E. Pacitti, Esq., and Michael W. Yurkewicz, Esq., at Klehr
Harrison Harvey Branzburg & Ellers, in Wilmington, Del., represent
the Debtors. The U.S. Trustee for Region 3 appointed five
creditors to serve on an Official Committee of Unsecured
Creditors. Robert J. Feinstein, Esq., Bruce Grohsgal, Esq., and
Maria A. Bove, Esq., at Pachulski Stang Ziehl & Jones LLP, in
Wilmington, Del., represent the Official Committee of Unsecured
Creditors.
Before filing for bankruptcy, the Debtors initiated an orderly
wind-down process. As a part of the wind-down process, the
Debtors ceased substantially all of their business and
terminated roughly 90% of their employees. The Debtors continue
to manage the wind-down process in an attempt to deliver all
freight in their system and to retrieve their assets.
When the Debtors sought protection from their creditors, they
estimated assets and debts between $50 million and $100 million.
At Oct. 31, 2010, the Debtor had total assets of $424,567, total
liabilities of $12.2 million, and a stockholders' deficit of
$11.8 million. The Debtor ended the period with $362,104 in cash,
which includes restricted cash of $66,977.
KU6 MEDIA: Incurs $5.34-Mil. Net Loss for Second Quarter
--------------------------------------------------------
Ku6 Media Co., Ltd., filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 6-K, disclosing a net loss
of US$5.34 million (RMB33.15 million) on US$696,000 (RMB4.32
million) of total revenues for the three months ended June 30,
2014, compared to a net loss of US$2.54 million on US$3.42 million
of total revenues for the same period in 2013.
The Company's balance sheet at June 30, 2014, showed $5.83 million
(RMB36.19 million) in total assets, $9.4 million (RMB58.34
million) in total liabilities and total stockholders' deficit of
$3.57 million (RMB22.15 million).
According to the regulatory filing, substantial doubt exists as to
the Company's ability to continue as a going concern, primarily
due to (1) severely lower than expected revenues and cash flows
from Shengyue and Qinhe; (2) continuous net operating cash
outflows; and (3) uncertainties as to the availability and timing
of additional financing with terms acceptable to the Company.
A copy of the Form 6-K is available at:
http://is.gd/M3kwUe
About Ku6 Media Co., Ltd.
Ku6 Media Co., Ltd. -- http://ir.ku6.com-- is an Internet video
company in China focused on User-Generated Content. Through its
premier online brand and online video website, www.ku6.com , Ku6
Media provides online video uploading and sharing service, video
reports, information and entertainment in China.
LOFINO PROPERTIES: Cash Collateral Period Extended to Oct. 31
-------------------------------------------------------------
The Chapter 11 Trustee for Lofino Properties, LLC, and creditor
First Financial Bank, NA, provided notice that the termination
date for the Debtors' cash collateral period is extended through
October 31, 2014.
As the parties do not yet know which of two alternative sales will
be consummated, the parties agreed on budgets that provide for
either alternative:
-- The budget for the extended cash collateral period
contemplates the sale to BOW Sugarcreek on or before October 17,
2014, of the real property subject to lease of Breads of the
World, LLC from Lofino Properties, LLC and the sale to BOW
Sugarcreek of Cub Foods II; and
-- The budget for the extended cash collateral period
contemplates that the sale to BOW Sugarcreek of the the real
property subject to the lease of Breads of the World, LLC from
Lofino Properties, LLC and the sale to BOW Sugarcreek of Cub Foods
II will not close, and that the sale to Glicny Real Estate
Holding, LLC, of Cub Foods II.
A copy of the budget is available for free at:
http://bankrupt.com/misc/Lofino_Cash_Budget_Oct2014.pdf
A hearing was slated Sept. 30 to consider approval of the Second
Amended Joint Plan of Reorganization proposed by Henry E.
Menninger, Jr., the Chapter 11 Trustee.
First Financial is represented by:
Jason V. Stitt, Esq.
Robert G. Sanker, Esq.
KEATING MUETHING & KLEKAMP PLL
One East Fourth Street, Suite 1400
Cincinnati, OH 45202
Tel: (513) 579-6400
Fax: (513) 579-6457
E-mail: rsanker@kmklaw.com
jstitt@kmklaw.com
About Lofino Properties & Southland 75
Dayton, Ohio-based Lofino Properties, LLC, which owns retail
stores, sought bankruptcy protection (Bankr. S.D. Ohio Case No.
13-34099) on Oct. 4, 2013. Lofino Properties listed assets of
$19.91 million and liabilities of about $13.15 million.
A sister company, Southland 75 LLC, which owns a strip shopping
center, sought bankruptcy protection (Bankr. S.D. Ohio Case No.
13-34100) on the same day. Southland 75 listed assets of $8.09
million and liabilities of $5.62 million.
The Hon. Judge Lawrence S. Walter presides over the cases.
According to the petitions, attorneys at Pickrel, Schaeffer, and
Ebeling, in Dayton, Ohio, represent the Debtors as counsel. The
petitions were signed by Michael D. Lofino, managing member.
In re Southland 75, LLC, case no. 13-34100, has been substantively
consolidated on lead case no. 13-34099.
Henry E. Menninger, Jr., has been appointed the chapter 11
trustee, and is represented by Raymond J. Pikna, Jr., Esq., at
Wood & Lamping LLP.
Attorneys for lender, First Financial Bank, N.A., can be reached
at Robert G. Sanker, Esq., and Jason V. Stitt, Esq., at Keating
Muething & Klekamp PLL.
Maria Mariano Guthrie, Esq., and Leon Friedberg, Esq., at Carlile
Patchen & Murphy, represent Jamie Hadac at Foresite Realty, as
Receiver.
Larry J. McClatchey, Esq., at Kegler Brown Hill + Ritter,
represents LCM Investments Management LLC.
GLICNY Real Estate Holding, LLC, is represented by Isaac M.
Gabriel, Esq., at Quarles & Brady LLP; and Gilbert E. Blomgren,
Esq., at Blomgren & Bobka Co., L.P.A.
LOFINO PROPERTIES: Trustee Taps Hammerman Graf as Accountants
-------------------------------------------------------------
Henry E. Menninger, Jr., as Chapter 11 trustee for Lofino
Properties, LLC, and Southland 75, LLC, asks the Bankruptcy Court
for permission to employ Hammerman, Graf, Hughes & Company, Inc.
as accountants.
HGHC, as accountants, nunc pro tunc as of Aug. 15, 2014, will
prepare and file the 2013 tax returns for the Debtors.
HGHC has previously been employed by the Debtors and their
affiliates, including Lofino Food Stores, Inc., Dayton Foods,
Ltd., Dayton Mall Foods, LLC, Cub Stores, CML Investments, LLC,
Sugarcreek Plaza Foods, LLC, Lofino's, Inc., Lofino's Columbus
Foods, Inc., Lofino's Columbus Foods II LLC, Lofino Dayton Foods,
Inc., Lofino Indiana Foods, LLC, Charles J. Lofino Trust,
Pinelane, LLC, Lofino Family, LTD, Michael D. Lofino, Sr. and
Christine M. Lofino, Michelle Lofino and Giancarlo Pala, Michael
D. Lofino, Jr., Anna Mae Lofino, Beaver Valley Shopping Centers,
Inc., and 5011 Ocean Boulevard, for preparation of tax returns and
assistance with financial statements.
HGHC will perform tax accounting services and charge for them on
an hourly basis, at its hourly rates, plus reimbursement of
reasonable and necessary expenses. Current hourly rates for
HGHC's accountants likely to be involved are:
Richard P. Graf $150
Other Accountants $90 - $120
To the best of the trustee's motion, HGHC and its accountants are
"disinterested persons" as that term is defined in Section 101(14)
of the Bankruptcy Code.
About Lofino Properties & Southland 75
Dayton, Ohio-based Lofino Properties, LLC, which owns retail
stores, sought bankruptcy protection (Bankr. S.D. Ohio Case No.
13-34099) on Oct. 4, 2013. Lofino Properties listed assets of
$19.91 million and liabilities of about $13.15 million.
A sister company, Southland 75 LLC, which owns a strip shopping
center, sought bankruptcy protection (Bankr. S.D. Ohio Case No.
13-34100) on the same day. Southland 75 listed assets of $8.09
million and liabilities of $5.62 million.
The Hon. Judge Lawrence S. Walter presides over the cases.
According to the petitions, attorneys at Pickrel, Schaeffer, and
Ebeling, in Dayton, Ohio, represent the Debtors as counsel. The
petitions were signed by Michael D. Lofino, managing member.
In re Southland 75, LLC, case no. 13-34100, has been substantively
consolidated on lead case no. 13-34099.
Henry E. Menninger, Jr., has been appointed the chapter 11
trustee, and is represented by Raymond J. Pikna, Jr., Esq., at
Wood & Lamping LLP.
Attorneys for lender, First Financial Bank, N.A., can be reached
at Robert G. Sanker, Esq., and Jason V. Stitt, Esq., at Keating
Muething & Klekamp PLL.
Maria Mariano Guthrie, Esq., and Leon Friedberg, Esq., at Carlile
Patchen & Murphy, represent Jamie Hadac at Foresite Realty, as
Receiver.
Larry J. McClatchey, Esq., at Kegler Brown Hill + Ritter,
represents LCM Investments Management LLC.
GLICNY Real Estate Holding, LLC, is represented by Isaac M.
Gabriel, Esq., at Quarles & Brady LLP; and Gilbert E. Blomgren,
Esq., at Blomgren & Bobka Co., L.P.A.
LONGVIEW POWER: Seeks Extension of Exclusivity Until Year-End
-------------------------------------------------------------
Longview Power, LLC, et al., ask the U.S. Bankruptcy Court for the
District of Delaware to further extend their exclusive right to
file a Chapter 11 plan through and including Dec. 31, 2014, and to
solicit votes thereon through and including March 2, 2015.
According to the Debtors, extension of the exclusivity periods
will facilitate their concurrent efforts to drive the Chapter 11
cases to a successful conclusion and to maintain stability with
their employees, business partners, and creditors.
The Debtors relate that they are focused on obtaining confirmation
of the Amended Plan, for which they are currently soliciting votes
and for which they hope to seek confirmation in the near term. To
prosecute the Amended Plan, the Debtors tell the Court that they
are vigorously engaged in crucial litigation with First American
Title Insurance Company regarding the Debtors' property interest
in, and the availability of coverage under, the Policy of Title
Insurance, policy number A40008468, issued on March 9, 2007. The
Debtors add that they continue to pursue good-faith mediation with
the Contractors, the Backstoppers, and First American to resolve
the contingencies that remain in the Chapter 11 cases.
A hearing on the extension request is scheduled for Oct. 30, 2014,
at 11:30 a.m. (ET). Objections are due Oct. 14.
About Longview Power LLC
Longview Power LLC is a special purpose entity created to
construct, own, and operate a 695 MW supercritical pulverized
coal-fired power plant located in Maidsville, West Virginia, just
south of the Pennsylvania border and approximately 70 miles south
of Pittsburgh. The project is owned 92% by First Reserve
Corporation (First Reserve or sponsor), a private equity firm
specializing in energy industry investments, through its affiliate
GenPower Holdings (Delaware), L.P., and 8% by minority interests.
Longview Power, LLC, filed a Chapter 11 (Bank. D. Del. Lead Case
13-12211) on Aug. 30, 2013. The petitions were signed by Jeffery
L. Keffer, the Company's chief executive officer, president,
treasurer and secretary. The Debtor estimated assets and debts of
more than $1 billion. Judge Brendan Linehan Shannon presides over
the case. Kirkland & Ellis LLP and Richards, Layton & Finger,
P.A., serve as the Debtors' counsel. Lazard Freres & Company LLC
acts as the Debtors' investment bankers. Alvarez & Marsal North
America, LLC, is the Debtors' restructuring advisors. Ernst &
Young serves as the Debtors' accountants. The Debtors' claims
agent is Donlin, Recano & Co. Inc.
The Debtor disclosed assets of $1,717,906,595 plus undisclosed
amounts and liabilities of $1,075,748,155 plus undisclosed
amounts.
Roberta A. DeAngelis, U.S. Trustee for Region 3, disclosed that as
of September 11, 2013, a committee of unsecured creditors has not
been appointed in the case due to insufficient response to the
U.S. Trustee's communication/contact for service on the committee.
M.D.C. HOLDINGS: Moody's Assigns Ba1 Corp. Family Rating
--------------------------------------------------------
Moody's Investors Service lowered the Baa3 senior unsecured rating
of M.D.C. Holdings, Inc. and assigned the company a corporate
family rating of Ba1 and a probability of default rating of Ba1-
PD. The four issues of senior unsecured notes were lowered to Ba1
as well. In addition, Moody's assigned MDC a speculative grade
LIQUIDITY rating of SGL-2. This action concludes the review for
downgrade that commenced on September 11, 2014. The outlook is
stable.
The following ratings were affected by this action:
Ba1 Corporate Family Rating assigned;
Ba1-PD Probability of Default Rating assigned;
Senior Unsecured Ratings downgraded to Ba1 (LGD4, 51%) from Baa3
SGL-2 Speculative Grade LIQUIDITY Rating assigned;
Ratings Rationale
The downgrades reflect that contrary to Moody's previous
expectations, MDC will be unable to restore any of its key credit
metrics to investment grade levels, with the possible exception of
adjusted DEBT leverage, for at least two more years, without
having the formerly very strong mitigant of a sizable net cash
position. After holding a net cash position for five years, which
had been a distinguishing strength of the company, MDC now has a
net DEBT position that is likely to widen, largely because of
increasing land spend. While Moody's still expect MDC to report
progress in improving its key credit metrics, the gains will
simply not be fast enough or strong enough to restore them to
investment grade levels within the ratings horizon.
The Ba1 corporate family rating considers MDC's conservative
financial policy, cautious land strategy, and clean and
transparent balance sheet, notably its lack of off-balance sheet
recourse obligations such as joint venture debt and specific
performance lot option contracts. Additionally the rating
incorporates positive net income generation and Moody's view that
positive industry conditions will result in further expansion of
earnings in 2015.
At the same time, Moody's recognize that while improving, many of
the company's traditional credit metrics remain weak for a Ba1
credit, although they have improved nicely from the lows reached
at the depth of the downturn. MDC's rating is also constrained by
the accelerating land spend due to its strenuous efforts to grow
its community count and the resulting negative cash flow
generation.
MDC's good liquidity profile is reflected in its SGL-2
speculative-grade liquidity rating, which balances the company's
unrestricted homebuilding cash and investments position of $592
million at June 30, 2014 and the availability under its $450
million senior unsecured revolving credit facility due December
2018 against Moody's expectation for negative cash flow
generation, the need for the company to maintain covenant
compliance, and its somewhat limited opportunities to monetize
excess assets quickly. The revolver has an accordion feature that
would allow its total capacity to be increased to $1.0 billion.
The financial covenants with which MDC will need to maintain
compliance include a tangible net worth test, leverage ratio, and
interest coverage ratio. In Moody's view, the company's liquidity
is likely to weaken somewhat from its increasing land spend and
negative cash flow, which will result in a growing net debt
position. Nevertheless, Moody's still expect MDC to maintain its
covenant compliance relatively easily over the next 12 to 18
months.
The outlook could be changed to positive if the company
demonstrates significantly stronger than expected progress in
restoring key credit metrics to investment grade levels while
maintaining strong liquidity.
The ratings could come under pressure if the company's earnings
growth slows, homebuilding DEBT leverage does not continue to
decline and stay in the low 40% range, EBIT interest coverage
remains below 5.0x, gross margins remain below 20%, and/or if
liquidity weakens significantly. Further, the ratings could be
lowered if the company made a sizable debt-financed acquisition or
instituted a material share repurchase program.
The principal methodology used in this rating was Global
Homebuilding Industry published in March 2009. Other methodologies
used include Loss Given Default for Speculative-Grade Non-
Financial Companies in the U.S., Canada and EMEA published in June
2009.
Based in Denver, Colorado, MDC, whose subsidiaries build homes
under the name "Richmond American Homes," is a mid-sized national
homebuilder. The company also provides mortgage financing,
primarily for MDC's HOME BUYERS, through its wholly owned
subsidiary, HomeAmerican Mortgage Corporation. MDC has
homebuilding divisions across the country, including Denver,
Colorado Springs, Salt Lake City, Las Vegas, Phoenix, Tucson,
California, Northern Virginia, Maryland, Philadelphia/Delaware
Valley, Jacksonville and Orlando, South Florida, and Seattle. For
the trailing 12 months ended June 30, 2014, total revenues were
approximately $1.6 billion and consolidated net income was $100
million.
MACKEYSER HOLDINGS: Court OKs Sale of Flint, Saginaw Practices
--------------------------------------------------------------
Judge Christopher S. Sontchi entered an order approving the sale
of the optical assets of the Flint, Michigan, and Saginaw,
Michigan practices of MacKeyser Holdings, LLC, et al., to DaVinci
Equity Group, LC. An auction for the assets was conducted on Aug.
26, and the Debtors selected DaVinci as the highest and best
bidder with an offer of $1.29 million for the assets. A sale
hearing was held Sept. 3.
About MacKeyser Holdings, LLC
MacKeyser Holdings, LLC and its operating affiliates -- American
Optical Services, LLC, and Exela Hearing Services, LLC -- manage
integrated eye care and hearing systems providers with over 80
optical retail, optometry and ophthalmology locations in 14
states. Within certain of the Company's locations, dedicated
audiology and dispensing staff conduct diagnostics, fitting and
dispensing of hearing systems.
MacKeyser Holdings, LLC, American Optical Services, Inc. and their
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
Nos. 14-11528 to 14-11550) on June 20, 2014. David R. Hurst,
Esq., and Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, PA. The Debtors' financial advisor is GlassRatner
Advisory & Capital Group. The investment banker is Hammond Hanlon
Camp LLC. The noticing and claims management agent is American
Legal Claim Services, LLC.
In its petition, MacKeyser Holdings estimated $50 million to $100
million in both assets and liabilities.
The petitions were signed by Thomas J. Allison, authorized
officer.
The U.S. Trustee for Region 3 has appointed three creditors
to serve on the official committee of unsecured creditors.
MACKEYSER HOLDINGS: Court Approves Sale of 2 Ohio Practices
-----------------------------------------------------------
Judge Christopher S. Sontchi entered an order approving the sale
of the assets of the Warren, Ohio and Austintown, Ohio practices
of MacKeyser Holdings, LLC, et al., to DaVinci Equity Group, LC.
Pursuant to the asset purchase agreement with debtors American
Optical Services, LLC, and AOS-OMS, LLC, DaVinci has agreed to pay
$134,000 for the assets. An auction for the assets was conducted
openly, and the Debtors selected DaVinci as the highest and best
bidder. A sale hearing was held Sept. 3.
About MacKeyser Holdings, LLC
MacKeyser Holdings, LLC and its operating affiliates -- American
Optical Services, LLC, and Exela Hearing Services, LLC -- manage
integrated eye care and hearing systems providers with over 80
optical retail, optometry and ophthalmology locations in 14
states. Within certain of the Company's locations, dedicated
audiology and dispensing staff conduct diagnostics, fitting and
dispensing of hearing systems.
MacKeyser Holdings, LLC, American Optical Services, Inc. and their
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
Nos. 14-11528 to 14-11550) on June 20, 2014. David R. Hurst,
Esq., and Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, PA. The Debtors' financial advisor is GlassRatner
Advisory & Capital Group. The investment banker is Hammond Hanlon
Camp LLC. The noticing and claims management agent is American
Legal Claim Services, LLC.
In its petition, MacKeyser Holdings estimated $50 million to $100
million in both assets and liabilities.
The petitions were signed by Thomas J. Allison, authorized
officer.
The U.S. Trustee for Region 3 has appointed three creditors
to serve on the official committee of unsecured creditors.
MACKEYSER HOLDINGS: Sale of The Eye Gallery Approved
----------------------------------------------------
Judge Christopher S. Sontchi entered an order approving the sale
of MackKeyser Holdings, LLC, and American Optical Services, LLC's
The Eye Gallery and The Artful Eye business to Emerging Vision,
Inc.
Emerging Vision has agreed to pay $4,925,000 -- which is the
highest and best offer -- to purchase the seller's optical eye
care business commonly known as "The Eye Gallery" and "The Artful
Eye" with 10 branches at Atlanta, Georgia; Marietta, Georgia;
Alpharetta, Georgia; Norcross; Georgia; Destin, Florida; Panama
City Beach, Florida; and Santa Rosa Beach, Florida.
The sale order was entered following a hearing on Sept. 18.
A copy of the sale order and the asset purchase agreement is
available for free at:
http://bankrupt.com/misc/MacKeyser_Sale_Order_TEG.pdf
About MacKeyser Holdings, LLC
MacKeyser Holdings, LLC and its operating affiliates -- American
Optical Services, LLC, and Exela Hearing Services, LLC -- manage
integrated eye care and hearing systems providers with over 80
optical retail, optometry and ophthalmology locations in 14
states. Within certain of the Company's locations, dedicated
audiology and dispensing staff conduct diagnostics, fitting and
dispensing of hearing systems.
MacKeyser Holdings, LLC, American Optical Services, Inc. and their
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
Nos. 14-11528 to 14-11550) on June 20, 2014. David R. Hurst,
Esq., and Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, PA. The Debtors' financial advisor is GlassRatner
Advisory & Capital Group. The investment banker is Hammond Hanlon
Camp LLC. The noticing and claims management agent is American
Legal Claim Services, LLC.
In its petition, MacKeyser Holdings estimated $50 million to $100
million in both assets and liabilities.
The petitions were signed by Thomas J. Allison, authorized
officer.
The U.S. Trustee for Region 3 has appointed three creditors
to serve on the official committee of unsecured creditors.
MACKEYSER HOLDINGS: Proposes Nov. 14 General Claims Bar Date
------------------------------------------------------------
MacKeyser Holdings, LLC, et al., filed a motion asking the
bankruptcy court to enter an order establishing deadlines for
filings of claims against the Debtors in the Chapter 11 cases.
Specifically, the Debtors propose to set:
-- Nov. 14, 2014 at 5:00 p.m. as the deadline for all persons
and entities, other than governmental units, holding a claim
arising on or before the Petition Date, to file proofs of claims;
-- Dec. 17, 2014 at 5:00 p.m. (Eastern Time) as the deadline
for governmental units holding a claim arising on or before the
Petition Date to file proofs of claims;
-- Nov. 14, 2014, at 5:00 p.m. (Eastern Time) as the deadline
for all persons and entities holding a claim arising under 11
U.S.C. Sec. 503(b)(1) through (8) and 507(a)(2) that may have
arisen subsequent to the Petition Date but on or before Sept. 30,
2014, to file claims the Chapter 11 cases.
Each claim form must be actually received on or before the
applicable bar date associated with the claim by American Legal
Service, the court-approved claims and noticing agent, at this
address:
Claim Forms Sent Via First-Class Mail:
MacKeyser Claim Processing
c/o American Legal Claim Services
P.O. Box 23650
Jacksonville, FL 32241-3650
Claim Forms Sent Via Messenger or Overnight Courier:
MacKeyser Claim Processing
c/o American Legal Claims Services
5985 Richard St., Suite 3
Jacksonville, FL 32216
About MacKeyser Holdings, LLC
MacKeyser Holdings, LLC and its operating affiliates -- American
Optical Services, LLC, and Exela Hearing Services, LLC -- manage
integrated eye care and hearing systems providers with over 80
optical retail, optometry and ophthalmology locations in 14
states. Within certain of the Company's locations, dedicated
audiology and dispensing staff conduct diagnostics, fitting and
dispensing of hearing systems.
MacKeyser Holdings, LLC, American Optical Services, Inc. and their
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
Nos. 14-11528 to 14-11550) on June 20, 2014. David R. Hurst,
Esq., and Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, PA. The Debtors' financial advisor is GlassRatner
Advisory & Capital Group. The investment banker is Hammond Hanlon
Camp LLC. The noticing and claims management agent is American
Legal Claim Services, LLC.
In its petition, MacKeyser Holdings estimated $50 million to
$100 million in both assets and liabilities.
The petitions were signed by Thomas J. Allison, authorized
officer.
The U.S. Trustee for Region 3 has appointed three creditors
to serve on the official committee of unsecured creditors.
MACKEYSER HOLDINGS: Wants Removal Period Moved to March 17
----------------------------------------------------------
MacKeyser Holdings, LLC, et al., are asking the bankruptcy court
to extend the period within which they may remove pending
proceedings pursuant to 28 U.S.C. Sec. 1452 until the later of (a)
March 17, 2015, or (b) 30 days after entry of an order terminating
the automatic stay with respect to any particular action sought to
be removed. The Debtors say that they may find it appropriate and
beneficial to their estates to remove certain judicial and
administrative proceedings to federal court; however, they have
not yet completed their analysis with respect to the actions.
About MacKeyser Holdings, LLC
MacKeyser Holdings, LLC and its operating affiliates -- American
Optical Services, LLC, and Exela Hearing Services, LLC -- manage
integrated eye care and hearing systems providers with over 80
optical retail, optometry and ophthalmology locations in 14
states. Within certain of the Company's locations, dedicated
audiology and dispensing staff conduct diagnostics, fitting and
dispensing of hearing systems.
MacKeyser Holdings, LLC, American Optical Services, Inc. and their
affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
Nos. 14-11528 to 14-11550) on June 20, 2014. David R. Hurst,
Esq., and Marion M. Quirk, Esq., at Cole, Schotz, Meisel, Forman &
Leonard, PA. The Debtors' financial advisor is GlassRatner
Advisory & Capital Group. The investment banker is Hammond Hanlon
Camp LLC. The noticing and claims management agent is American
Legal Claim Services, LLC.
In its petition, MacKeyser Holdings estimated $50 million to
$100 million in both assets and liabilities.
The petitions were signed by Thomas J. Allison, authorized
officer.
The U.S. Trustee for Region 3 has appointed three creditors
to serve on the official committee of unsecured creditors.
MADELYN AVE. TOWNHOUSES: Voluntary Chapter 11 Case Summary
----------------------------------------------------------
Debtor: Madelyn Ave. Townhouses, LLC
8035 NW Ridgewood
Corvallis, OR 97330
Case No.: 14-63583
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: September 30, 2014
Court: United States Bankruptcy Court
District of Oregon
Judge: Hon. Thomas M Renn
Debtor's Counsel: Rex K Daines, Esq.
OLSENDAINES
POB 12829
Salem, OR 97309-0829
Tel: (503) 362-9393
Email: rdaines@olsendaines.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Alan Hutchinson, president.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
MAJESCO ENTERTAINMENT: Incurs $2.73-Mil. Loss in July 31 Quarter
----------------------------------------------------------------
Majesco Entertainment Company filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $2.73 million on $2.91 million of net revenues for
the three months ended July 31, 2014, compared with a net loss of
$3.64 million on $3.99 million of net revenues for the same period
last year.
The Company's balance sheet at July 31, 2014, showed $18.08
million in total assets, $7.82 million in total liabilities and
stockholders' equity of $10.26 million.
The Company has suffered losses that raise substantial doubt about
its ability to continue as a going concern.
A copy of the Form 10-Q is available at:
http://is.gd/y3fo6i
Majesco Entertainment Co. ? http://www.majescoentertainment.com/-
- is a provider of video games for the mass market. Building on
20 years of operating history, Majesco is focused on developing
and publishing a wide range of casual and family oriented video
games on leading console and portable systems. Product
highlights include Cooking Mama TM and Cake Mania(R)2 for
Nintendo DS TM and Cooking Mama World Kitchen and Jillian
Michaels' Fitness Ultimatum 2009 for Wii TM Majesco's shares are
traded on the Nasdaq Stock Market under the symbol: COOL.
Majesco is headquartered in Edison, NJ and has an international
office in Bristol, UK.
MASCO CORP: Fitch Expects to Retain 'BB' Issuer Default Rating
--------------------------------------------------------------
Fitch expects the ratings and Outlook for Masco Corporation (NYSE:
MAS), including the company's Issuer Default Rating (IDR) of 'BB'
and Positive Outlook, will be unaffected by the company's
announcement of a number of strategic initiatives to drive
shareholder value.
SPINOFF OF INSTALLATION BUSINESS
Masco announced the spin-off of 100% of its Installation and Other
Services businesses into an independent, publicly traded company
through a tax-free stock distribution to Masco shareholders. This
business had $1.4 billion of revenues in 2013 and $66 million of
EBITDA. Masco estimates approximately 80% of this segment's sales
go the new home construction market, while repair and remodel
accounts for about 20%.
Fitch estimates that the spin-off of this business will increase
leverage by about 25 to 30 bps. For the LTM period ending June
30, 2014, debt to EBITDA is estimated to increase from 3.4x to
about 3.7x on a pro forma basis. Similarly, interest coverage is
estimated to decline from 4.4x to 4.1x for the LTM period ending
June 30, 2014.
While the spin-off will result in some loss of EBITDA, Masco's
credit profile will benefit from lower exposure to the more
volatile new home construction market. Masco estimates that its
sales to the new home construction market will be reduced from 28%
to 17% once the spin-off is completed.
CAPITAL ALLOCATION
Masco also announced the implementation of a share repurchase
program for an aggregate of 50 million shares of its common stock,
representing about $1.2 billion at the current share price. Masco
expects to execute the share repurchase program over a multi-year
period starting in fourth quarter-2014.
In May 2014, Masco's board approved a 20% increase in its
quarterly common stock dividend, from $0.075 per common share to
$0.09 per share. The increased dividend was paid in July 2014.
The company remains committed to reducing debt by about $300 -
$500 million by 2016. Management has indicated that it is
committed to an investment grade rating over the long term and
will continue to focus on strengthening the company's balance
sheet.
LIQUIDITY
Fitch is comfortable with the company's capital allocation
strategy given Masco's liquidity position. The company ended the
second-quarter 2014 with cash of $1.2 billion, $228 million of
short-term bank deposits and about $1.2 billion of availability
under its revolving credit facility. (Note: Of the $1.4 billion of
cash and short-term bank deposits, $620 million is held in foreign
subsidiaries.) Additionally, Masco expects to receive about $200
million from the spin-off of the Installation business. The
company also generates strong free cash flow, totaling about $419
million for the LTM period ending June 30, 2014.
During the past housing downturn, Masco was disciplined with its
share repurchase program in order to preserve its liquidity
position. Fitch expects the company will pull back on share
repurchases to strengthen its liquidity if macro conditions
deteriorate.
CORPORATE EXPENSE REDUCTION
Furthermore, Masco is implementing initiatives to reduce corporate
costs and simplify its organizational structure. These actions
will result in about $30 million of charges over the next several
quarters with anticipated company-wide savings of $35 - 40 million
annually.
PREVIOUS RATING ACTIONS
In February 2014, Fitch affirmed the ratings of Masco, including
the company's Issuer Default Rating (IDR), at 'BB'. The rating
Outlook was also revised from Stable to Positive. The Positive
Outlook reflected Fitch's expectation that Masco will continue to
improve its financial and credit metrics this year, including
leverage at roughly 3x and interest coverage of approximately 5x.
Fitch now expects the company's leverage will be between 3.0x -
3.5x and interest coverage will be between 4.5x and 5.0x at the
end of 2014, and further improvement in these metrics by year-end
2015.
Fitch currently rates Masco as follows with a Positive Outlook:
-- IDR 'BB';
-- Senior unsecured debt 'BB';
-- Unsecured revolving credit facility 'BB'.
MASTER AGGREGATES: Files Schedules of Assets and Liabilities
------------------------------------------------------------
Mini Master Concrete Services, Inc., also known as Master
Aggregates filed with the Bankruptcy Court District of Puerto Rico
its schedules of assets and liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $7,525,436
B. Personal Property $7,754,176
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $5,965,829
E. Creditors Holding
Unsecured Priority
Claims $51,394
F. Creditors Holding
Unsecured Non-Priority
Claims $8,349,538
----------- -----------
Total $15,279,612 $14,366,761
A copy of the schedules is available for free at
http://bankrupt.com/misc/MASTERAGGREGATES_178_sal_amended.pdf
About Mini Master Concrete
Mini Master Concrete aka Mini Master aka Empresas Master filed a
Chapter 11 petition (Bankr. D.P.R. Case No. 13-10302) on Dec. 11,
2013, in Old San Juan, Puerto Rico. Charles A. Cuprill, PSC Law
Office, also serves as counsel to Mini Master Concrete. The
petition was signed by Carmen Betancourt, president.
Affiliate Master Aggregates Toa Baja Corporation also filed a
Chapter 11 petition (Bankr. D.P.R. Case No. 13-10305) in Old San
Juan, Puerto Rico on Dec. 11, 2013. The Debtor disclosed
$11,125,939 in assets and $10,148,437 in liabilities.
MATAGORDA ISLAND: Taps Lugenbuhl Wheaton as Bankruptcy Counsel
--------------------------------------------------------------
Matagorda Island Gas Operations asks the Bankruptcy Court for
permission to employ Stewart F. Peck and Lugenbuhl, Wheaton, Peck,
Rankin & Hubbard as counsel under a general retainer.
The hourly rates of the firm's personnel responsible for the
engagement are:
Mr. Peck $400
Christopher T. Caplinger $300
Benjamin W. Kadden $295
Joseph P. Briggett and other associates $235
Paralegals $90
Lugenbuhl has agreed to accept $25,000 as a retainer to be paid
from available funds which will be held by Lugenbuhl to pay for
services rendered and costs incurred on and subsequent to Aug. 29.
About Matagorda Island
Matagorda Island Gas Operations, LLC, filed a Chapter 11
bankruptcy petition (Bankr. W.D. La. Case No. 14-51099) in
Lafayette, Louisiana, on Sept. 3, 2014. The case is assigned to
Judge Robert Summerhays. The Debtor has tapped Lugenbuhl,
Wheaton, Peck, Rankin & Hubbard as counsel.
In its amended petition, the Debtor said its estimated assets
range from $100,000,001 to $500,000,000, while its estimated
liabilities range from $10,000,001 to $50,000,000.
MEDICAL ALARM: Reports $346K Net Income in Sept. 30 Quarter
-----------------------------------------------------------
Medical Alarm Concepts Holding, Inc., filed with the U.S.
Securities and Exchange Commission its quarterly report on Form
10-Q, disclosing a net income of $346,022 on $264,860 of revenue
for the three months ended Sept. 30, 2013, compared with a net
loss of $11,416 on $144,652 of revenue for the same period in
2012.
The Company's balance sheet at Sept. 30, 2014, showed $1.26
million in total assets, $6.23 million in total liabilities, and a
stockholders' deficit of $4.97 million.
The Company has working capital deficit of $2.71 million; did not
generate significant cash from its operations; and had operating
loss for prior three years. These circumstances, among others,
raise substantial doubt about the Company's ability to continue as
a going concern, according to the regulatory filing.
A copy of the Form 10-Q is available at:
http://is.gd/AAERE1
About Medical Alarm
Plymouth Meeting, Pa.-based Medical Alarm Concepts Holding, Inc.,
utilizes new technology in the medical alarm industry to provide
24-hour personal response monitoring services and related products
to subscribers with medical or age-related conditions.
METIER TRIBECA: Investors Suit v. Ex-CEO Not Subject to Stay
------------------------------------------------------------
LE METIER BEAUTY INVESTMENT PARTNERS LLC, and UNATTAINABLE BEAUTY,
LLC, Plaintiffs, v. METIER TRIBECA, LLC, and RICHARD Blanch,
Defendants, No. 13 Civ. 4650 (JFK)(S.D.N.Y.), was automatically
stayed as against Metier Tribeca, LLC in accordance with Section
362(a) of the Bankruptcy Code by the filing of Metier Tribeca's
petition for relief in the United States Bankruptcy Court for the
Southern District of New York on Feb. 14, 2014. Plaintiffs
subsequently sought discovery in this litigation from Richard
Blanch and other nonparties.
Blanch, the former CEO of Metier Tribeca, moves to stay the action
against him, claiming that (1) an identity of interest exists
between Defendants such that the prosecution of the action against
Blanch would create an immediate liability to the Debtor; (2)
Plaintiffs' discovery requests attempt to inappropriately
circumvent the automatic stay and the intention of the bankruptcy
court; and (3) Blanch would suffer severe prejudice if the stay is
denied, because he will be unable to obtain documents from the
Debtor needed for his defense.
"Blanch's motion is denied," District Judge John F. Keenan held in
her Sept. 25 Opinion and Order available at http://is.gd/9pHRXv
from Leagle.com.
Le Metier and Unattainable Beauty commenced the action on July 3,
2013, alleging securities fraud under section 10(b) of the
Exchange Act and Rule 10b-5, common law fraud, and fraudulent
inducement with respect to both Defendants; violation of section
20(a) of the Exchange Act and breach fiduciary duties against
Blanch; and breach of contract against Metier Tribeca.
Le Metier invested $3.05 million and Unattainable invested $2.175
million in Metier Tribeca in October 2012. They allege that they
based their investments on contractual agreements and explicit
representations by Blanch and Metier Tribeca that Metier Tribeca
had millions of dollars in projected sales and anticipated orders
and that the money would be used for the sole purpose of funding
Metier Tribeca's capital requirements and would not be used to
repay existing company debt. Despite these representations,
Plaintiffs allege that Defendants used more than 80% of the
investment to pay, inter alia, aged debt and back salary,
including $395,000 transferred to Blanch's and other insiders'
bank accounts; that Blanch altered Metier Tribeca's books and
records to conceal the fraud; and that Metier Tribeca took out a
loan without fulfilling the conditions required by Plaintiffs in
exchange for their consent.
Metier Tribeca and Richard Blanch are represented by:
Jordan Michael Kam, Esq.
Richard Alan Roth, Esq.
THE ROTH LAW FIRM, PLLC
295 Madison Ave, FL 22
New York, NY 10017
Tel: (212) 542-8882
Fax: (212) 542-8883
Metier Tribeca, LLC, dba Le Metier de Beaute, filed for Chapter 11
bankruptcy (Bankr. S.D.N.Y. Case No. 14-10325) on Feb. 14, 2014 in
Manhattan. Judge Stuart M. Bernstein presides over the Chapter 11
case. Michael L. Moskowitz, Esq., and Richard E. Weltman, Esq.,
at Weltman & Moskowitz, LLP, serve as the Debtor's counsel. In
its petition, Metier Tribeca estimated $1 million to $10 million
in both assets and liabilities. The petition was signed by Gerard
Mastellon, manager.
METRO FUEL: Oct. 15 Deadline to File Admin Claims Objection
-----------------------------------------------------------
In the Chapter 11 case of Metro Fuel Oil Corp et al., the
Bankruptcy Court on Sept. 23, 2014, entered an Order Granting
Debtors' Motion for Entry of Order (A) Approving Procedures for
Allowance of Administrative Claims, (B) Establishing an
Administrative Claims Objection Deadline and Approving the Form
and Notice Thereof, (C) Authorizing the Distribution of Estate
Funds and (D) Granting Certain Related Relief.
Pursuant to the Order, the Debtors have served on parties in
interest Administrative Claims Schedules reflecting:
-- Undisputed Administrative Claims;
-- Disputed Administrative Claims, wherein the Debtors
dispute the Claim with respect to amount, priority,
liability, enforceability, validity, status or in any
other respect.
Parties-in-interest that (i) dispute the Proposed Allowed Claim
Amount or (iii) believes that it holds an administrative claim
(subject to the Administrative Expense Bar Date Order and the Bar
Date Order) but the claim is not listed on an Administrative
Claims Schedule, then that party is required to promptly contact
the Debtors' co-counsel:
CURTIS MALLET-PREVOST, COLT & MOSLE LLP
Shaya Rochester, Esq.
E-mail: srochester@curtis.com
Tel: 212-696-6037
and attempt to resolve the objection on a consensual basis without
the need to file a formal objection.
If the objection is not resolved a consensual basis, parties-in-
interest may file a formal objection on or before Oct. 15, 2014 at
4:00 p.m. (prevailing Eastern Time).
The Administrative Claim Objection must be served upon:
(i) co-counsel to the Debtors:
Shaya Rochester, Esq.
CURTIS, MALLET-PREVOST, COLT & MOSLE LLP
101 Park Avenue
New York, NY 10178
(ii) counsel to the Creditors' Committee:
James S. Carr, Esq.
Jason Alderson, Esq.
KELLEY DRYE & WARREN LLP
101 Park Avenue
New York, NY 10178
(iii) the United States Trustee for Region 2:
Alicia Leonhard, Esq.
William E. Curtin, Esq.
Marylou Martin, Esq.
United States Trustee for Region 2
Eastern District of New York (Brooklyn Division)
U.S. Federal Office Building
201 Varick Street, Suite 1006
New York, NY 10014
A hearing to consider any unresolved Administrative Claim
Objections will be held on Oct. 28, 2014 at 2:30 p.m. (prevailing
Eastern Time) or soon as reasonably practicable thereafter before
the Honorable Elizabeth S. Stong of the United States Bankruptcy
Court for the Eastern District of New York, 271 Cadman Plaza East,
Courtroom 3585, Brooklyn, New York 11201, to resolve any Claim
Objections.
The Debtors may adjourn the Administrative Claims Hearing if addi-
tional time is necessary to resolve Administrative Claim
Objections on a consensual basis.
Parties-in-interest, whose claim is on the schedule, and who don't
respond to the Notice, will have an allowed claim and any
remaining disputed portion of the claim will not be entitled to
share in any distribution made to holders of allowed
administrative claims.
To enable the Debtors to make distributions in the most timely and
cost-effective manner, parties-in-interest who believe they are
entitled to a distribution on account of an Administrative Claim
must provide the Debtors with wire instructions as to where wish
the pro rata distribution of Estate Funds, if any, to be directed.
The wire instructions must be sent to the Debtors' co-counsel, or
by e-mail, at:
CURTIS, MALLET-PREVOST, COLT & MOSLE LLP
Co-counsel for the Debtors
101 Park Avenue
New York, NY 10178-0061
Attn: John T. Weber, Esq.
E-mail: jweber@curtis.com
About Metro Fuel
Metro Fuel Oil Corp., is a family-owned energy company, founded in
1942, that supplies and delivers bioheat, biodiesel, heating oil,
central air conditioning units, ultra low sulfur diesel fuel,
natural gas and gasoline throughout the New York City metropolitan
area and Long Island. Owned by the Pullo family, Metro has 55
delivery trucks and a 10 million-gallon fuel terminal in Brooklyn.
Financial problems resulted in part from cost overruns in building
an almost-complete biodiesel plant with capacity of producing 110
million gallons a year.
Based in Brooklyn, New York, Metro Fuel Oil Corp., fka Newtown
Realty Associates, Inc., and several of its affiliates filed for
Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Lead Case No.
12-46913) on Sept. 27, 2012. Judge Elizabeth S. Stong presides
over the case. Nicole Greenblatt, Esq., at Kirkland & Ellis LLP,
represents the Debtor. The Debtor selected Epiq Bankruptcy
Solutions LLC as notice and claims agent. Th Debtor tapped Carl
Marks Advisory Group LLC as financial advisor and investment
banker, Curtis, Mallet-Prevost, Colt & Mosle LLP as co-counsel, AP
Services, LLC as crisis managers for the Debtors, and David
Johnston as their chief restructuring officer.
The petition showed assets of $65.1 million and debt totaling
$79.3 million. Liabilities include $58.8 million in secured debt,
with $48.3 million owing to banks and $10.5 million on secured
industrial development bonds. Metro Terminals Corp., affiliate of
Metro Fuel Oil Corp., disclosed $38,613,483 in assets and
$71,374,410 in liabilities as of the Chapter 11 filing.
The U.S. Trustee appointed a seven-member creditors committee.
Kelley Drye & Warren LLP represents the Committee. The Committee
tapped FTI Consulting, Inc. as its financial advisor.
On Feb. 15, 2013, the Bankruptcy Court entered an order approving
the sale of substantially all of the assets of the Debtors to
United Refining Energy Corp., for the base purchase price of
$27,000,000, subject to adjustments.
MID-CONTINENT UNIVERSITY: Case Summary & Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Mid-Continent University, Inc.
99 Powell Road East
Mayfield, KY 42066
Case No.: 14-50687
Nature of Business: Education
Chapter 11 Petition Date: September 30, 2014
Court: United States Bankruptcy Court
Western District of Kentucky (Paducah)
Judge: Hon. Thomas H. Fulton
Debtor's Counsel: Mark C. Whitlow, Esq.
WHITLOW, ROBERTS, HOUSTON & STRAUB, PLLC
P.O. Box 995
300 Broadway
Paducah, KY 42002-0995
Tel: 270-443-4516
Fax: 270-443-4571
Email: lhuff@whitlow-law.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Tom Walden, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/kywb14-50687.pdf
MIDSTATES PETROLEUM: S&P Hikes Unsecured Debt Rating to B-
----------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B'
corporate credit rating on Midstates Petroleum Co. Inc. The
outlook is stable.
At the same time, S&P raised its rating on Midstates' unsecured
debt to 'B-' from 'CCC+' and revised S&P's recovery rating on this
debt to '5' from '6'. The '5' recovery rating reflects S&P's
expectation of modest (10% to 30%) recovery in the event of a
payment default.
"The stable outlook reflects our expectation that Midstates'
operational performance will continue to improve as it develops
its Mississippian Lime and Anadarko Basin properties, helping to
lower debt leverage below 4x and increase FFO to debt above 15% in
2014," said Standard & Poor's credit analyst Paul Harvey.
S&P could lower the rating if debt leverage exceeds 5x or FFO to
debt falls below 12% with no near-term remedy. In addition, S&P
could lower ratings if liquidity declines to less than $50 million
with no near-term solution. Both of these scenarios would likely
follow weak operating results combined with a prolonged period of
realized crude oil prices below $65 per barrel. In addition, S&P
could lower the ratings if Midstates were to pursue debt-financed
cash dividends or repurchase shares.
An upgrade is possible if Midstates can continue to strengthen its
operational performance such that the scale of its reserves and
production are more consistent with a "weak" business risk
profile. At the same time, Midstates would need to maintain
adequate liquidity without requiring asset sales or other
liquidity sources outside traditional capital markets. Finally,
debt leverage and cash flow measures would need to remain
consistent with an aggressive financial risk, including FFO to
debt above 20% and debt to EBITDA below 4x on a sustained basis.
MINERAL PARK: Has Until Oct. 14 to File Schedules and Statements
----------------------------------------------------------------
The Bankruptcy Court extended until Oct. 14, 2014, the time for
Mineral park, Inc., et al., to file their schedules of assets and
liabilities and statement of financial affairs.
Mineral Park, Inc., Bluefish Energy Corp. and two affiliates
commenced proceedings under Chapter 11 of the Bankruptcy Code in
Delaware on Aug. 25, 2014. The cases are pending before the
Honorable Kevin J. Carey and are jointly administered under Case
No. 14-11996.
Mineral Park and its affiliated debtors are subsidiaries of
Mercator Minerals Ltd. ("MML"), a mineral resource company engaged
through various subsidiaries in the mining, exploration,
development and operation of its mineral properties in Mohave
County, Arizona, and Sonora, Mexico.
Mineral Park's principal asset is the Mineral Park Mine, a
producing copper-molybdenum mine located near Kingman, Arizona.
Bluefish is the owner and operator of the industrial gas turbine
power generator at the Mine.
British Columbia, Canada-based MML, which has shares trading on
the Toronto Stock Exchange under the trading symbol "ML", is not
included in the bankruptcy filing.
The Debtors have tapped Pachulski Stang Ziehl & Jones LLP as
counsel, Evercore Group LLC as investment banker, FTI Consulting,
Inc., as financial advisor, FTI's David J. Beckman as CRO, and
FTI's Paul Hansen as assistant CRO. Prime Clerk LLC is the claims
and noticing agent.
Mineral Park estimated $100 million to $500 million in assets and
debt.
MOBILEBITS HOLDINGS: Incurs $1.57-Mil. Loss in July 31 Quarter
--------------------------------------------------------------
MobileBits Holdings Corporation filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $1.57 million on $297,027 of total revenues for the
three months ended July 31, 2014, compared with a net loss of
$1.26 million on $284,056 of total revenues for the same period
last year.
The Company's balance sheet at July 31, 2014, showed $6.65 million
in total assets, $1.67 million in total liabilities and
stockholders' equity of $4.98 million.
The Company has a net loss of $6.05 million, a working capital
deficit of $1.61 million and net cash used in operations of
$975,215 for the nine months ended July 31, 2014; and an
accumulated deficit of $43.59 million at July 31, 2014. In
addition, the Company has not completed its efforts to establish a
stable recurring source of revenues sufficient to cover its
operating costs for the next twelve months. These factors raise
substantial doubt regarding the Company's ability to continue as a
going concern.
A copy of the Form 10-Q is available at:
http://is.gd/TAOSx7
MobileBits Holdings Corporation is a direct mobile marketing and
engagement software supplier based in Sarasota, Florida. The
Company offers a mobile marketing and loyalty network solution
called SAMY, which provides enterprise software tools to merchants
and retailers brands.
NAKED BRAND: Reports $29.03-Mil. Net Loss in July 31 Quarter
------------------------------------------------------------
Naked Brand Group Inc. filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net
loss of $29.03 million on $164,986 of net sales for the three
months ended July 31, 2014, compared with a net loss of $2.04
million on $203,785 of net sales for the same period last year.
The Company's balance sheet at July 31, 2014, showed $4.98 million
in total assets, $35.18 million in total liabilities and a
stockholders' deficit of $30.2 million.
As at July 31, 2014, the Company had not yet achieved profitable
operations and expects to incur significant further losses in the
development of its business, which casts substantial doubt about
the Company's ability to continue as a going concern.
A copy of the Form 10-Q is available at:
http://is.gd/B24Tau
Naked Brand Group Inc. designs, manufactures, and sells men's
innerwear and lounge apparel products in the United States and
Canada. It offers various innerwear products, including trunks,
briefs, boxer briefs, undershirts, T-shirts, and lounge pants
under the Naked brand, as well as under the NKD sub-brand for men.
The company sells its products to consumers and retailers through
wholesale relationships and direct-to-consumer channel, which
consists of an online e-commerce store, thenakedshop.com. Naked
Brand Group Inc. is based in New York, New York.
NATROL INC: Has Until Jan. 7 to Decide on Non-Residential Leases
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware extended
until Jan. 7, 2014, the period for Natrol Inc., et al., to assume
and reject leases of non-residential real property.
As reported in the Troubled Company Reporter on Sept 11, 2014, the
Debtors said they have commenced and been focused on their
restructuring through their Chapter 11 cases to comply with terms
of a compromise and settlement agreement with the Official
Committee of Unsecured Creditors, Cerberus Business Finance LLC,
Natrol Global FZE LLC. The settlement was approved on July 30,
2014.
Accordingly, the Debtor said they have had limited resources
available to devote to analyzing leases. Further, even if that
were not the case, due to the fact that they only recently began
to focus beyond the settlement towards implementing their
organization as by the settlement, it would be premature to make a
decision at this initial stage regarding leases, the Debtors
notes.
About Natrol, Inc.
Headquartered in Chatsworth, Calif., Natrol, Inc. --
http://www.natrol.com-- is a wholly owned subsidiary of Plethico
Pharmaceuticals Limited. Plethico Pharmaceuticals Limited (BSE:
532739. BO: PLETHICO) engages in the manufacturing, marketing and
distribution of pharmaceutical and allied healthcare products
around the world. Natrol products are made in the U.S.
Established in 1980, Natrol, Inc. has been a global leader in the
nutrition industry, and a trusted manufacturer and marketer of a
superior quality of herbs and botanicals, multivitamins, specialty
and sports nutrition supplements made to support health and
wellness throughout all ages and stages of life. Natrol products
are available in health food stores, drug and grocery stores, and
mass-market retailers, and through Natrol.com and other online
retailers. Natrol distributes products nationally through more
than 54,000 retailers as well as internationally in over 40 other
countries through distribution partners.
Natrol, Inc., and its six affiliates sought bankruptcy protection
on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.). The case is
assigned to Judge Brendan Linehan Shannon. The Debtors are
represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq.,
at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and
Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J.
Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in
Wilmington, Delaware. The Debtors' Claims and Noticing Agent is
EPIQ SYSTEMS INC.
The Debtors requested that the Court approve the employment of (i)
Jeffrey C. Perea of the firm Conway MacKenzie Management Services,
LLC as chief financial officer and for CMS to provide temporary
employees to assist Mr. Perea in carrying out his duties; (ii)
Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda &
Williamson LLP as chief restructuring officer and for CMS to
provide temporary employees to assist Mr. Milner in carrying out
his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as
tax services provider.
The U.S. Trustee for Region 3 on June 19 appointed five creditors
of Natrol, Inc. to serve on the official committee of unsecured
creditors. The Committee tapped to retain Otterbourg P.C. as lead
counsel; (ii) Pepper Hamilton LLP as Delaware counsel; and (iii)
CMAG as financial advisors.
The Debtors reported total assets of $83,932,462 and total
liabilities of $87,174,387.
NE OPCO: Time to Remove Civil Actions Extended to Dec. 8
--------------------------------------------------------
Judge Christopher S. Sontchi entered an order granting NE OPCO,
Inc., et al., an extension until Dec. 8, 2014, of the deadline by
which the Debtors may file notices of removal of any and all civil
actions.
About NE OPCO, Inc.
National Envelope is the largest privately-held manufacturer of
envelopes in North America. Headquartered in Frisco, Texas,
National Envelope has eight plants and 15 percent of the envelope
market. Revenue of $427 million in 2012 resulted in a $60.1
million net loss, continuing an unbroken string of losses since
2007.
NE OPCO, Inc., doing business as National Envelope, along with
affiliate NEV Credit Holdings, Inc., filed petitions seeking
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Lead Case No. 13-11483) on June 10, 2013.
The company disclosed liabilities including $148.4 million in
secured debt, with $37.5 million owing on a revolving credit and
$15.6 million on a secured term loan. There is a $55.7 million
second-lien debt 82 percent held by a Gores Group LLC affiliate.
National Envelope, then known as NEC Holdings Corp., first sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 10-11890) on
June 10, 2010. The business was bought by Gores Group LLC for
$208 million in a bankruptcy sale.
National Envelope, through NE OPCO, has returned to bankruptcy to
pursue a plan of reorganization or sell the assets as a going
concern via 11 U.S.C. Sec. 363. The Debtor plans to facilitate a
sale of the business with publicly traded competitor Cenveo Inc.
In the 2013 case, the company tapped the law firm Richards, Layton
& Finger as counsel, PricewaterhouseCoopers LLP as financial
adviser, and Epiq Bankruptcy Solutions as claims and notice agent.
The Gores Group is represented by Weil, Gotshal and Manges LLP and
Lowenstein Landler LLP. Salus Capital Partners, the DIP agent, is
represented by Choate, Hall & Stewart LLP and Morris Nichols Arsht
& Tunnell LLP. Wells Fargo Capital Finance, LLC, the prepetition
senior agent, is represented by Goldberg Kohn Ltd and DLA Piper.
The Official Committee of Unsecured Creditors is represented by
Pachulski Stang Ziehl & Jones LLP's Laura Davis Jones, Esq.,
Bradford J. Sandier, Esq., Robert J. Feinstein, Esq., and Peter J.
Keane, Esq. Guggenheim Securities, LLC, serves as its investment
banker and financial advisor.
National Envelope won court approval on July 19, 2013, for a
global settlement permitting a sale of the company without
objection from the official unsecured creditors' committee. The
settlement ensures some recovery for unsecured creditors. The
Company also won final approval for $67.5 million in bankruptcy
financing being supplied by Salus Capital Partners LLC.
Judge Christopher Sontchi authorized three buyers to acquire
National Envelope's business for a total of about $70 million.
Connecticut-based printer Cenveo Inc. acquired National Envelope's
operating assets for $25 million, Hilco Receivables LLC picked up
accounts receivable for $25 million and Southern Paper LLC took on
its inventory for $15 million.
NEELAM INC: Voluntary Chapter 11 Case Summary
---------------------------------------------
Debtor: Neelam Inc.
776 NE Alsbury Blvd
Burleson, Tx 76028
Case No.: 14-43919
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: September 30, 2014
Court: United States Bankruptcy Court
Northern District of Texas (Ft. Worth)
Judge: Hon. Russell F. Nelms
Debtor's Counsel: John J. Gitlin, Esq.
LAW OFFICES OF JOHN GITLIN
5323 Spring Valley Road, Suite 150
Dallas, TX 75254
Tel: (972) 385-8450
Fax: (972) 385-8460
Email: johngitlin@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Salim Lalani, president.
The Debtor did not file a list of its largest unsecured creditors
when it filed the petition.
NET ELEMENT: Amends Form S-3 Prospectus With SEC
------------------------------------------------
Net Element, Inc., had amended its registration statement with the
U.S. Securities and Exchange Commission relating to:
* the resale from time to time by Arco Group LLC, ACM
Investments LLC, David P Kelley II, et al., of up to
4,334,000 warrants that were originally issued by Cazador
Acquisition Corporation Ltd., a blank check company
incorporated as a Cayman Islands exempted company and the
Company's predecessor, to Cazador Sub Holdings Ltd., in
connection with a private placement prior to Cazador's
initial public offering;
* the issuance and sale by the Company of up to 4,334,000
shares of Warrant Stock upon the exercise of the Warrants so
long as those Warrants are exercised by transferees who
acquired those Warrants in registered transactions following
the effective date of the registration statement of which
this prospectus forms a part;
* the resale from time to time by the selling securityholders
of up to 4,334,000 shares of Warrant Stock that are issuable,
in transactions exempt from registration under the Securities
Act of 1933, as amended, upon exercise of the Warrants by the
selling securityholders; and
* the resale from time to time by the selling securityholders
of up to 6,538,544 shares of Additional Stock.
Each Warrant entitles the holder thereof to purchase one share of
our common stock upon payment of the exercise price of $7.50 per
share. The Company will receive the proceeds from the exercise of
the Warrants, but not from the resale of the Warrant Stock.
Additionally, the Company will not receive proceeds from the
resale of the Warrants or the Additional Stock.
The Company's common stock is listed on The NASDAQ Capital Market
under the symbol "NETE." The Warrants are quoted on the Over-the-
Counter Bulletin Board under the symbol "NETEW." On Sept. 25,
2014, the closing sale prices of the Company's common stock and
the Warrants were $2.26 and $0.21, respectively.
A copy of the Form S-3/A is available for free at:
http://is.gd/5d9YMO
About Net Element
Miami, Fla.-based Net Element International, Inc. (formerly Net
Element, Inc.,) currently operates several online media Web sites
in the film, auto racing and emerging music talent markets.
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 BERN RIVERFRONT: Court Rules on HHAC's Summary Judgment Bid
---------------------------------------------------------------
Bankruptcy Judge Stephani W. Humrickhouse ruled on the motion for
summary judgment filed by Humphrey Heating and Air Conditioning,
Inc. regarding the third-party complaint of Weaver Cooke
Construction, LLC, related to the alleged defective construction
of the SkySail Luxury Condominiums located in New Bern, North
Carolina.
New Bern Riverfront Development, LLC, the owner and developer of
the SkySail Project, hired Weaver Cooke was the Project's general
contractor. Weaver Cooke subcontracted with HHAC in October 2006,
to install the Project's HVAC system.
HHAC did not receive final payment for its work. HHAC brought a
complaint in Craven County, North Carolina, for enforcement of
liens against Weaver Cooke and New Bern.
On March 30, 2009, New Bern initiated an action in Wake County
Superior Court against nine individual defendants regarding their
roles in the construction of the SkySail Condos. The named
defendants in the State Action included: Weaver Cooke; Travelers;
National Erectors Rebar, Inc. f/k/a National Reinforcing Systems,
Inc., and certain subcontractors of the general contractor,
including HHAC. New Bern's claims against the subcontractors
related to the subcontractors' contentions that they had not been
paid by Weaver Cooke for work they performed on the Project.
To resolve HHAC's Craven County Action, Weaver Cooke agreed to
make payments to HHAC and entered into a settlement agreement with
HHAC on May 27, 2009. Although HHAC asserted a claim of lien and
a payment bond claim in the amount of $98,771.48, Weaver Cooke
disputed that amount and agreed to pay HHAC $93,152. Upon the
receipt of Weaver Cooke's final payment under the terms of the the
Settlement Agreement, HHAC, on October 2, 2009, filed voluntary
dismissals of its claims against Weaver Cooke with prejudice, and
without prejudice as to New Bern in the Craven County Action.
Thereafter, on October 22, 2009, New Bern dismissed its claims
against HHAC in the State Action without prejudice.
On November 30, 2009, New Bern filed a chapter 11 petition. The
State Action was removed to the United States District Court for
the Eastern District of North Carolina on December 16, 2009, and
subsequently transferred to this court on February 3, 2010. After
voluntarily dismissing its causes of action as to the other
subcontractors named as defendants in the State Action, New Bern
filed its first amended complaint on May 6, 2010, asserting claims
against Weaver Cooke, Travelers, NER, and the additional parties
of J. Davis Architects, PLLC, and Fluhrer Reed, PA.
On May 27, 2010, Weaver Cooke filed an answer to New Bern's first
amended complaint and a third-party complaint against Wachovia
Bank, National Association and Wells Fargo & Company f/d/b/a
Wachovia Corporation. Absent as third-party defendants in Weaver
Cooke's third-party complaint were any of the subcontractors it
hired during the construction of the SkySail Project, including
HHAC.
On June 14, 2012, Weaver Cooke filed its second, third-party
complaint asserting claims of negligence, contractual indemnity
and breach of express warranty against many of the subcontractors
hired during the construction of the SkySail Project, including
HHAC. HHAC filed an answer to Weaver Cooke's second, third-party
complaint on July 12, 2012.
On December 6, 2013, HHAC filed a motion for summary judgment
regarding Weaver Cooke's second, third-party complaint. As grounds
for summary judgment, HHAC argues: (1) the Settlement Agreement
bars all of Weaver Cooke's claims; (2) the expiration of the
statute of limitations bars Weaver Cooke's negligence and breach
of warranty claims; (3) the expiration of the one-year express
warranty provided by HHAC bars Weaver Cooke's breach of warranty
action; (4) the economic loss rule is a bar to Weaver Cooke's
negligence claim; and, (5) the Settlement Agreement bars Weaver
Cooke's indemnity action as it supercedes the parties prior
indemnity agreement. In this order, the court will address the
statute of limitations defense to the negligence and breach of
warranty claims, as well as Weaver Cooke's indemnity claim.
In her ruling, Judge Humrickhouse said: "There appearing to be no
dispute between the parties that the installation of PVC piping
rather than copper piping could not wholly be the responsibility
of HHAC, summary judgment on the indemnity claim relating to that
alleged defect is ALLOWED. The indemnity claim is appropriate,
however, relating to any damages that are wholly the
responsibility of HHAC. It appears that any water damage to the
floors as a result of condensation or standing water could be
wholly the responsibility of HHAC, so the indemnity claim will
survive as to that damage only. Therefore, summary judgment is
DENIED on the indemnity claim relating to water damage to the
flooring."
A copy of the Court's Sept. 26 Order is available at
http://is.gd/jpwGVPfrom Leagle.com.
About New Bern Riverfront
Cary, North Carolina-based New Bern Riverfront Development, LLC,
is the developer of SkySail Condominium, consisting of 121
residential condominiums (plus 1 commercial/non-residential unit)
located on Middle Street on the waterfront in historic downtown
New Bern, North Carolina, and sells the SkySail Condominiums in
the ordinary course of business. New Bern Riverfront filed for
Chapter 11 bankruptcy protection (Bankr. E.D.N.C. Case No.
09-10340) on Nov. 30, 2009. John A. Northen, Esq., at Northen
Blue, LLP, represents the Debtor. The Company disclosed
$31,515,040 in assets and $25,676,781 in liabilities as of the
Chapter 11 filing.
New Bern Riverfront has filed an Amended Plan of Reorganization,
which represents a consensual plan negotiated with the Debtor's
secured creditor, Wells Fargo Bank, N.A. The Debtor contemplates
selling properties.
NEW BERN RIVERFRONT: Weaver's Indemnity Claim v. Gouras Nixed
-------------------------------------------------------------
Bankruptcy Judge Stephani W. Humrickhouse ruled on the indemnity
component of the motion for summary judgment filed by third-party
defendant Gouras, Inc. against Weaver Cooke Construction, LLC, in
its capacity as third-party plaintiff related to a lawsuit over
the alleged defective construction of the SkySail Luxury
Condominiums located in New Bern, North Carolina.
New Bern Riverfront Development, LLC, the owner and developer of
the SkySail Project, hired Weaver Cooke was the Project's general
contractor. Weaver Cooke subcontracted with Gouras.
The Court already entered an order denying Gouras's motion for
summary judgment with respect to two of Weaver Cooke's three
claims against it (for negligence and breach of express warranty),
which Gouras sought on grounds that the claims were barred by the
applicable statutes of limitation or the economic loss rule. This
order addresses the remaining claim, in which Weaver Cooke asserts
that Gouras must indemnify it for its losses.
On August 22, 2014, the court entered summary judgment with
respect to Weaver Cooke's indemnity claim against defendants Stock
Building Supply, LLC and PLF of Sanford, Inc. (formerly dba Lee
Window & Door Co.) on grounds that are equally applicable to
Gouras.
In her Sept. 26 Order, Judge Humrickhouse entered summary judgment
in favor of Gouras on this claim as well. A copy of that order is
available at http://is.gd/Hz5jTafrom Leagle.com.
About New Bern Riverfront
Cary, North Carolina-based New Bern Riverfront Development, LLC,
is the developer of SkySail Condominium, consisting of 121
residential condominiums (plus 1 commercial/non-residential unit)
located on Middle Street on the waterfront in historic downtown
New Bern, North Carolina, and sells the SkySail Condominiums in
the ordinary course of business. New Bern Riverfront filed for
Chapter 11 bankruptcy protection (Bankr. E.D.N.C. Case No.
09-10340) on Nov. 30, 2009. John A. Northen, Esq., at Northen
Blue, LLP, represents the Debtor. The Company disclosed
$31,515,040 in assets and $25,676,781 in liabilities as of the
Chapter 11 filing.
New Bern Riverfront has filed an Amended Plan of Reorganization,
which represents a consensual plan negotiated with the Debtor's
secured creditor, Wells Fargo Bank, N.A. The Debtor contemplates
selling properties.
NEW BERN RIVERFRONT: Waterproofing Wins Summary Judgment v. Weaver
------------------------------------------------------------------
Bankruptcy Judge Stephani W. Humrickhouse ruled on the final
component of the motion for summary judgment filed by third-party
defendant Waterproofing Specialties against Weaver Cooke
Construction, LLC, in its capacity as third-party plaintiff
related to a lawsuit over the alleged defective construction of
the SkySail Luxury Condominiums located in New Bern, North
Carolina.
New Bern Riverfront Development, LLC, the owner and developer of
the SkySail Project, hired Weaver Cooke was the Project's general
contractor. Weaver Cooke subcontracted with Waterproofing
Specialist.
The court already entered an order granting summary judgment with
respect to two of Weaver Cooke's three claims against
Waterproofing Specialties (for negligence and breach of express
warranty) on grounds that the claims were barred by the applicable
statutes of limitation. The Court now addressed the remaining
claim, in which Weaver Cooke asserts that Waterproofing
Specialties must indemnify it for its losses.
On August 22, 2014, the court entered summary judgment with
respect to Weaver Cooke's indemnity claim against defendants Stock
Building Supply, LLC and PLF of Sanford, Inc. (formerly dba Lee
Window & Door Co.) on grounds that are equally applicable to
Waterproofing Specialties. In her Sept. 26 Order, Judge
Humrickhouse also entered summary judgment in favor of
Waterproofing Specialties on this claim as well.
Among others, the judge held that Weaver Cooke did not timely
assert a claim for contractual indemnity implied-in-fact; that
even if to some limited extent it had done so, it still failed to
allege the necessary "special circumstances" required to support
such a claim; and finally, that undisputed material facts of
record (i.e. the existence of an existing indemnity provision)
would, under controlling case law, preclude such a claim in this
case, such that [defendant] would have been entitled to summary
judgment on this ground as well.
A copy of her Sept. 26 Order is available at http://is.gd/QWlX4F
from Leagle.com.
About New Bern Riverfront
Cary, North Carolina-based New Bern Riverfront Development, LLC,
is the developer of SkySail Condominium, consisting of 121
residential condominiums (plus 1 commercial/non-residential unit)
located on Middle Street on the waterfront in historic downtown
New Bern, North Carolina, and sells the SkySail Condominiums in
the ordinary course of business. New Bern Riverfront filed for
Chapter 11 bankruptcy protection (Bankr. E.D.N.C. Case No.
09-10340) on Nov. 30, 2009. John A. Northen, Esq., at Northen
Blue, LLP, represents the Debtor. The Company disclosed
$31,515,040 in assets and $25,676,781 in liabilities as of the
Chapter 11 filing.
New Bern Riverfront has filed an Amended Plan of Reorganization,
which represents a consensual plan negotiated with the Debtor's
secured creditor, Wells Fargo Bank, N.A. The Debtor contemplates
selling properties.
NEW BERN RIVERFRONT: ECM Wins One Round Against Weaver Cooke
------------------------------------------------------------
Bankruptcy Judge Stephani W. Humrickhouse ruled on the indemnity
component of the motion for summary judgment filed by third-party
defendant East Carolina Masonry, Inc. against Weaver Cooke
Construction, LLC, in its capacity as third-party plaintiff,
related to a lawsuit over the alleged defective construction of
the SkySail Luxury Condominiums located in New Bern, North
Carolina.
New Bern Riverfront Development, LLC, the owner and developer of
the SkySail Project, hired Weaver Cooke was the Project's general
contractor. Weaver Cooke subcontracted with ECM.
The court already entered an order denying ECM's motion for
summary judgment with respect to two of Weaver Cooke's three
claims against it (for negligence and breach of express warranty),
which ECM sought on grounds that the claims were barred by the
applicable statutes of limitation, and allowing in part and
denying in part ECM's motion for summary judgment on the economic
loss rule. The court now addressed a remaining claim, in which
Weaver Cooke asserts that ECM must indemnify it for its losses.
On August 22, 2014, the court entered summary judgment with
respect to Weaver Cooke's indemnity claim against defendants Stock
Building Supply, LLC and PLF of Sanford, Inc. (formerly dba Lee
Window & Door Co.) on grounds that are equally applicable to ECM.
Accordingly, the Court, in a Sept. 26 Order available at
http://is.gd/YbV7d0from Leagle.com, entered summary judgment in
favor of ECM on this claim as well.
Among others, Judge Humrickhouse said Weaver Cooke did not timely
assert a claim for contractual indemnity implied-in-fact; that
even if to some limited extent it had done so, it still failed to
allege the necessary "special circumstances" required to support
such a claim; and finally, that undisputed material facts of
record (i.e. the existence of an existing indemnity provision)
would, under controlling case law, preclude such a claim in this
case, such that [defendant] would have been entitled to summary
judgment on this ground as well.
About New Bern Riverfront
Cary, North Carolina-based New Bern Riverfront Development, LLC,
is the developer of SkySail Condominium, consisting of 121
residential condominiums (plus 1 commercial/non-residential unit)
located on Middle Street on the waterfront in historic downtown
New Bern, North Carolina, and sells the SkySail Condominiums in
the ordinary course of business. New Bern Riverfront filed for
Chapter 11 bankruptcy protection (Bankr. E.D.N.C. Case No.
09-10340) on Nov. 30, 2009. John A. Northen, Esq., at Northen
Blue, LLP, represents the Debtor. The Company disclosed
$31,515,040 in assets and $25,676,781 in liabilities as of the
Chapter 11 filing.
New Bern Riverfront has filed an Amended Plan of Reorganization,
which represents a consensual plan negotiated with the Debtor's
secured creditor, Wells Fargo Bank, N.A. The Debtor contemplates
selling properties.
NEW BERN RIVERFRONT: Curenton Wins Summary Judgment v. Weaver
-------------------------------------------------------------
Bankruptcy Judge Stephani W. Humrickhouse ruled on the final
component of the motion for summary judgment filed by third-party
defendant Curenton Concrete Works, Inc. against Weaver Cooke
Construction, LLC, in its capacity as third-party plaintiff
related to a lawsuit over the alleged defective construction of
the SkySail Luxury Condominiums located in New Bern, North
Carolina.
New Bern Riverfront Development, LLC, the owner and developer of
the SkySail Project, hired Weaver Cooke was the Project's general
contractor. Weaver Cooke subcontracted with Curenton.
The Court already entered an order granting summary judgment with
respect to two of Weaver Cooke's three claims against Curenton
(for negligence and breach of express warranty) on grounds that
the claims were barred by the applicable statutes of limitation.
This order addresses the remaining claim, in which Weaver Cooke
asserts that Curenton must indemnify it for its losses. On August
22, 2014, the Court entered summary judgment with respect to
Weaver Cooke's indemnity claim against defendants Stock Building
Supply, LLC and PLF of Sanford, Inc. (formerly dba Lee Window &
Door Co.) on grounds that are equally applicable to Curenton. In
her Sept. 26 Order, the Court entered summary judgment in favor of
Curenton on this claim as well.
A copy of Judge Humrickhouse's order is available at
http://is.gd/xHFK65from Leagle.com.
About New Bern Riverfront
Cary, North Carolina-based New Bern Riverfront Development, LLC,
is the developer of SkySail Condominium, consisting of 121
residential condominiums (plus 1 commercial/non-residential unit)
located on Middle Street on the waterfront in historic downtown
New Bern, North Carolina, and sells the SkySail Condominiums in
the ordinary course of business. New Bern Riverfront filed for
Chapter 11 bankruptcy protection (Bankr. E.D.N.C. Case No.
09-10340) on Nov. 30, 2009. John A. Northen, Esq., at Northen
Blue, LLP, represents the Debtor. The Company disclosed
$31,515,040 in assets and $25,676,781 in liabilities as of the
Chapter 11 filing.
New Bern Riverfront has filed an Amended Plan of Reorganization,
which represents a consensual plan negotiated with the Debtor's
secured creditor, Wells Fargo Bank, N.A. The Debtor contemplates
selling properties.
NEWPAGE CORP: S&P Retains 'B+' CCR on CreditWatch Negative
----------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on
Memphis, Tenn.-based paper producer NewPage Corp., including the
'B+' corporate credit rating, remain on CreditWatch with negative
implications. S&P placed the ratings on CreditWatch on Jan. 8,
2014, after the company announced it had reached an agreement to
be acquired by competitor Verso Paper Holdings LLC.
NewPage had agreed to be acquired by lower-rated competitor Verso
for $1.4 billion. The transaction, which S&P expects to close in
the second half of 2014, is subject to certain conditions,
including a Department of Justice review and the successful
consummation of exchange offers for Verso's fixed-rate second-lien
notes and subordinated notes.
The 'B+' corporate credit rating currently reflects S&P's view of
NewPage's stand-alone business risk profile as "vulnerable" and
its stand-alone financial risk profile as "significant." S&P
views NewPage to have adequate liquidity, with $271 million of
cash and committed borrowing capacity, manageable capital
spending, and no near-term maturities.
Both NewPage and Miamisburg, Ohio-based Verso are large coated
paper manufacturers. Combined, S&P expects the companies will
have about $4.5 billion of annual sales. A substantial portion of
these sales is to catalog and magazine end users that S&P believes
are susceptible to substitution risk due to growing consumer
preference for electronic content.
"We expect to resolve the CreditWatch placement on NewPage when
Verso completes its acquisition, which we expect to occur later in
2014. At that time, it is likely we would lower our rating on
NewPage by at least one notch," said Standard & Poor's credit
analyst James Fielding.
NICHOLS CREEK DEVELOPMENT: Files Ch. 11 with $11.6MM Debt
---------------------------------------------------------
Nichols Creek Development, LLC, sought Chapter 11 bankruptcy
protection (Bankr. M.D. Fla. Case No. 14-04699) on Sept. 26, 2014,
in Jacksonville, Florida.
The Debtor owns property at 9596 New Berlin Court, Jacksonville,
Florida, which is valued at $21.8 million and pledged as
collateral to secured creditors owed a total of $11.6 million.
Hancock Bank is owed $5.99 million, secured by a first mortgage;
Stokes Holding LLP is owed $1.5 million secured by a second
mortgage; Hawkins Avenue Corp. is owed $2.94 million, secured by a
third mortgage; and R2S, LLC, is owed $550,000, secured by a
fourth mortgage. There is no unsecured debt.
Hancock Bank has a pending foreclosure action (Case No. 3:13-cv-
00026-HMW-JBT) against the Debtor in the Middle District of
Florida, Jacksonville Division.
According to the statement of financial affairs, the property
generated $44,300 gross income in 2012, $40,700 in 2013, and $0 in
2014 (year to date).
The Debtor's summary of schedules of assets and liabilities shows:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $21,770,000
B. Personal Property $3,457
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $11,556,211
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $0
----------- -----------
TOTAL $21,773,457 $11,556,211
The Debtor has tapped Jason A Burgess, Esq., from Jacksonville,
FL, as counsel.
According to the docket, the Debtor's Chapter 11 plan and
disclosure statement are due Jan. 24, 2015.
NICHOLS CREEK DEVELOPMENT: Proposes Jason Burgess as Counsel
------------------------------------------------------------
Nichols Creek Development, LLC seeks approval from the bankruptcy
court to employ Jason A. Burgess as general counsel, nunc pro tunc
to the Petition Date.
To the best of the Debtor's knowledge, except as otherwise
disclosed, Mr. Burgess has no connection with the creditors or
other parties in interest, does not represent any interest adverse
to the Debtor, and is disinterested as required by Section 327(a)
of the Bankruptcy Code.
Prior to the Petition Date, the Debtor and Mr. Burgess agreed to a
minimum fee for representation, subject to Court approval, in the
Chapter 11 bankruptcy case. The agreed minimum fee is $15,000.
A total of $16,717 has been paid, and Mr. Burgess acknowledges
receipt of the retainer, and that $1,717 was paid on behalf of the
Debtor for the required filing fee.
The Debtor's attorney can be reached at:
Jason A. Burgess
118 West Adams Street, Suite 900
Jacksonville, Florida 32204
Tel: (904) 354-5065
Fax: (904) 354-5069
E-mail: jason@jasonaburgess.com
About Nichols Creek
Nichols Creek Development, LLC, sought Chapter 11 bankruptcy
protection (Bankr. M.D. Fla. Case No. 14-04699) on Sept. 26, 2014,
in Jacksonville, Florida.
The Debtor owns property at 9596 New Berlin Court, Jacksonville,
Florida, which is valued at $21.8 million and pledged as
collateral to secured creditors owed a total of $11.6 million.
There is no secured debt.
The Debtor has tapped Jason A Burgess, Esq., from Jacksonville,
FL, as counsel.
NORTH TEXAS ENERGY: Has $77K Net Loss for Q2 Ended June 30
----------------------------------------------------------
North Texas Energy, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $77,846 on $20,410 of revenues for the three months
ended June 30, 2014, compared with a net loss of $37,950 on $nil
of revenues for the same period last year.
The Company's balance sheet at June 30, 2014, showed $1.4 million
in total assets, $424,575 in total liabilities, and stockholders'
equity of $979,820.
The Company has incurred losses from operations and has generated
limited revenue at this time. These factors raise substantial
doubt about the Company's ability to continue as a going concern,
according to the regulatory filing.
A copy of the Form 10-Q is available at:
http://is.gd/re5dAo
North Texas Energy, Inc., a development stage company, engages in
the exploration and production of crude oil and natural gas in the
United States. It owns title to oil and natural gas leases in
Milam and Upshur counties in the state of Texas. The company is
based in Addison, Texas.
ORECK CORP: David Oreck Wants Claim Disclosed in Plan Outline
-------------------------------------------------------------
Party-in-interest David Oreck objected to the Disclosure Statement
explaining Oreck Corporation, et al.'s Chapter 11 Plan.
According to Mr. Oreck, the Disclosure Statement lacks sufficient
information to adequately inform creditors of the estate because
it fails to provide a description of Mr. Oreck's claim and how it
relates to the California Class Action.
More specifically, the Disclosure Statement, Mr. Oreck relates,
does not inform creditors of how the claims against Mr. Oreck in
the California Class Action could potentially affect the projected
distribution to unsecured claim holders.
Mr. Oreck asked that the Court direct the amendment of the
Disclosure Statement to provide information regarding Mr. Oreck's
claim and the California Class Action.
Mr. Oreck has been named individually as a defendant in the
California Class Action. Mr. Oreck was left out of the settlement
referenced in the Disclosure Statement.
The Chapter 11 Plan
As reported in the TCR, according to the Disclosure Statement
dated Aug. 13, 2014, the Plan of Liquidation proposed by the
Debtors and the Official Committee of Unsecured Creditors, among
other things:
-- Each holder of an allowed general unsecured claim will
receive in full and final satisfaction, its pro rata share of the
liquidating trust assets;
-- Each holder of an allowed convenience claim will receive in
full and final satisfaction, cash in the amount of 50% of its
allowed convenience claim, up to a maximum amount of $1,000; and
-- Holders of interests will receive no distributions under the
Plan and are deemed to have rejected the Plan because the Plan
cancels all interests in the Debtors.
A copy of the Disclosure Statement is available for free at
http://bankrupt.com/misc/Oreck_1438_DS_aug13.PDF
The Plan Proponents also propose that ballots accepting or
rejecting the Plan be received by 4:00 p.m., on Oct. 14. Ballots
must be submitted to:
LOWENSTEIN SANDLER LLP
Attn: Sharon L. Levine, Esq.
S. Jason Teele, Esq.
65 Livingston Avenue
Roseland, NJ 07068,
About Oreck Corp.
Oreck Corporation and eight affiliates sought Chapter 11
protection (Bankr. M.D. Tenn. Lead Case No. 13-04006) in
Nashville, Tennessee, on May 6, 2013, with plans to sell the
business as a going concern.
Oreck has been in the business of manufacturing, marketing and
selling vacuum cleaners and related products since the late 1960s.
The corporate offices are located in Nashville, and the
manufacturing and call center is located in Cookeville, Tennessee.
Oreck has 70 employees in Nashville, 250 employees at its plant in
Cookeville and 325 employees operating 96 company-owned and
managed retail stores. The Debtor disclosed $18,013,249 in assets
and $14,932,841 plus an unknown amount in liabilities as of the
Chapter 11 filing.
William L. Norton III, Esq., and Alexandra E. Dugan, Esq., at
Bradley Arant Boult Cummings LLP, serve as counsel to the Debtor.
BMC Group Inc. is the claims and notice agent. Sawaya Segalas &
Co., LLC serves as financial advisor.
The U.S. Trustee appointed six creditors to the Official Committee
of Unsecured Creditors. Daniel H. Puryear, Esq., at Puryear Law
Group, and Sharon L. Levine, Esq., and Kenneth A. Rosen, Esq., at
Lowenstein Sandler LLP represent the Committee. The Committee
tapped to retain Gavin/Solmonese LLC as its financial advisor.
In July 2013, Royal Appliance Mfg. Co. (RAM), a subsidiary of the
TTI Group, finalized the purchase of Oreck Corp.'s assets. The
Bankruptcy Court approved the sale on July 16, 2013.
Royal, the maker of Dirt Devil floor-care products, won the
auction for Oreck Corp. The second-place bidder was the Oreck
family, which sold the business in a $272 million transaction in
2003. The Oreck family made the first bid at auction at
$21.9 million, including $14.5 million cash.
The terms of Royal's winning bid weren't disclosed publicly,
according to a Bloomberg News report. Royal was acquired in 2003
by Hong Kong-based Techtronic Industries Co., the maker of Hoover
vacuum cleaners.
ORECK CORP: Plan Proponents Submitted Amended Plan Disclosures
--------------------------------------------------------------
Oreck Corporation submitted to the Bankruptcy Court an Amended
Disclosure Statement explaining the Joint Plan of Liquidation
dated Sept. 22, 2014.
According to the Disclosure Statement, under the Plan, among other
things, each holder of an Allowed General Unsecured Claim will
receive in full and final satisfaction, settlement, release and
discharge and in exchange for such Allowed General Unsecured
Claim, its Pro Rata share of the Committee funds available for
distribution by each Debtor.
The Plan cancels all interests in the Debtors. Holders of
interests will receive no distributions under the Plan and are
deemed to have rejected the Plan.
In a separate filing, the Debtors filed a corrective notice of
changes to the Disclosure Statement and Joint Plan of Liquidation,
noting of the changes made by the Debtors and the Official
Committee of Unsecured Creditors to their Amended Disclosure
Statement and Joint Plan.
The Debtors said that that notice filed Sept. 19, 2014, did not
contain a comparison of the earlier versions to the Plan and
Disclosure Statement.
As reported in the TCR, according to the Disclosure Statement
dated Aug. 13, 2014, the Plan proposed that, among other things:
-- Each holder of an allowed general unsecured claim will
receive in full and final satisfaction, its pro rata share of the
liquidating trust assets;
-- Each holder of an allowed convenience claim will receive in
full and final satisfaction, cash in the amount of 50% of its
allowed convenience claim, up to a maximum amount of $1,000; and
-- Holders of interests will receive no distributions under the
Plan and are deemed to have rejected the Plan because the Plan
cancels all interests in the Debtors.
A copy of the Disclosure Statement is available for free at
http://bankrupt.com/misc/Oreck_1438_DS_aug13.PDF
The Plan Proponents also propose that ballots accepting or
rejecting the Plan be received by 4:00 p.m., on Oct. 14. Ballots
must be submitted to:
LOWENSTEIN SANDLER LLP
Attn: Sharon L. Levine, Esq.
S. Jason Teele, Esq.
65 Livingston Avenue
Roseland, NJ 07068,
About Oreck Corp.
Oreck Corporation and eight affiliates sought Chapter 11
protection (Bankr. M.D. Tenn. Lead Case No. 13-04006) in
Nashville, Tennessee, on May 6, 2013, with plans to sell the
business as a going concern.
Oreck has been in the business of manufacturing, marketing and
selling vacuum cleaners and related products since the late 1960s.
The corporate offices are located in Nashville, and the
manufacturing and call center is located in Cookeville, Tennessee.
Oreck has 70 employees in Nashville, 250 employees at its plant in
Cookeville and 325 employees operating 96 company-owned and
managed retail stores. The Debtor disclosed $18,013,249 in assets
and $14,932,841 plus an unknown amount in liabilities as of the
Chapter 11 filing.
William L. Norton III, Esq., and Alexandra E. Dugan, Esq., at
Bradley Arant Boult Cummings LLP, serve as counsel to the Debtor.
BMC Group Inc. is the claims and notice agent. Sawaya Segalas &
Co., LLC serves as financial advisor.
The U.S. Trustee appointed six creditors to the Official Committee
of Unsecured Creditors. Daniel H. Puryear, Esq., at Puryear Law
Group, and Sharon L. Levine, Esq., and Kenneth A. Rosen, Esq., at
Lowenstein Sandler LLP represent the Committee. The Committee
tapped to retain Gavin/Solmonese LLC as its financial advisor.
In July 2013, Royal Appliance Mfg. Co. (RAM), a subsidiary of the
TTI Group, finalized the purchase of Oreck Corp.'s assets. The
Bankruptcy Court approved the sale on July 16, 2013.
Royal, the maker of Dirt Devil floor-care products, won the
auction for Oreck Corp. The second-place bidder was the Oreck
family, which sold the business in a $272 million transaction in
2003. The Oreck family made the first bid at auction at
$21.9 million, including $14.5 million cash.
The terms of Royal's winning bid weren't disclosed publicly,
according to a Bloomberg News report. Royal was acquired in 2003
by Hong Kong-based Techtronic Industries Co., the maker of Hoover
vacuum cleaners.
PARROTT BROADCASTING: Marquee Broadcasting's Claim Deemed Timely
----------------------------------------------------------------
Idaho Bankruptcy Judge Jim D. Pappas granted Marquee Broadcasting,
Inc.' motion to deem its proof of claim against Parrott
Broadcasting Limited Partnership as timely filed.
Marquee argues it filed an "informal" proof of claim before the
filing deadline. Hugh Gordon, the successor in interest to
creditor Hilo Broadcasting, Inc., objected to Marquee's motion.
A copy of the Court's Sept. 30, 2014 Memorandum of Decision is
available at http://is.gd/pOJ4VHfrom Leagle.com.
Parrott was formed in 2007 by Scott Daryl Parker with his mother
and brother. Scott served as Parrott's general manager, which
allegedly entitled him to a management fee. Parrott filed for a
Chapter 11 petition (Bankr. D. Idaho Case No. 10-40017) on Jan. 7,
2010. While Mr. Parker was the responsible officer in the Parrott
case, he did not list himself as a creditor in the case nor did
operating reports disclose any amounts due to him. On Feb. 10,
2011, the case was converted to a Chapter 7 case and Gary L.
Rainsdon was appointed as trustee. The Chapter 7 Trustee is
represented by:
Brett Cahoon, Esq.
RACINE, OLSON, NYE, BUDGE & BAILEY, CHTD
201 East Center Street
P. O. Box 1391
Pocatello, ID 83201
Tel: (208) 232-6101
E-mail: brc@racinelaw.net
On May 24, 2011, Mr. Parker filed a personal Chapter 7 bankruptcy
case (Case No. 11-40823) and R. Sam Hopkins was appointed as
trustee in his case.
PHILADELPHIA SCHOOL: Fitch Cuts Rating on $1.9BB GO Bonds to 'BB-'
------------------------------------------------------------------
Fitch Ratings downgrades to 'BB-' from 'BB' the underlying rating
on these bonds:
-- $1.9 billion Philadelphia School District (the district)
general obligation (GO) bonds;
-- $1.1 billion State Public School Building Authority
(Commonwealth of Pennsylvania) (The School District of
Philadelphia Project) school lease revenue bonds.
The Rating Outlooks for the underlying district and authority
ratings remain Negative.
All of the bonds have an 'A+' enhanced rating based on the
Pennsylvania School Credit Enhancement Direct-Pay Intercept
Program (the program). The Rating Outlook for the program is
Stable, reflecting the Stable Outlook on the Commonwealth of
Pennsylvania's GO bonds.
SECURITY
All of the bonds are secured by protections under the Pennsylvania
School Credit Enhancement Law as well as the district's full faith
and credit and taxing power.
KEY RATING DRIVERS
WEAKENING UNDERLYING CREDIT PROFILE: The downgrade of the
underlying rating largely reflects the continued deterioration of
the district's already tenuous financial position.
UNCERTAIN RECOVERY PROSPECTS: The district's plans to achieve
structural balance rely heavily on its continued ability to
achieve dramatic expenditures savings, particularly gaining
significant negotiated concessions from the teacher's union.
Fitch believes the level of cooperation needed to fully realize
these plans will likely not be forthcoming, resulting in continued
negative operations and increased accumulated deficits.
RAPID CHARTER SCHOOL GROWTH: The number of students enrolled in
charter schools has almost doubled in the past four years.
Further growth is expected, increasing the challenges of the
district's financial environment.
LIMITED ABILITY TO RAISE REVENUE: As is typical for school
districts, the majority of funding is from state sources. Raising
locally generated revenue requires city council approval. The
state's increasingly challenged financial position limits the
likelihood of increased state aid.
ELEVATED DEBT LEVELS: The district's overall debt burden is high
relative to the tax base, although annual debt service
expenditures consume a moderate share of the district's operating
budget. Payments for other long-term liabilities are modest but
growing.
STABLE SERVICE AREA: Demographic and economic indicators are weak,
although the city's economy is anchored by the presence of several
large healthcare and higher education institutions. However, the
district is challenged by the migration of students to charter
schools.
SOUND INTERCEPT PROGRAM: The enhanced, programmatic 'A+' rating is
based on the Pennsylvania School Credit Enhancement Direct-Pay
Intercept Program (Intercept Program) under state law. The
program requires the withholding of state appropriations and their
direct payment to bondholders or their paying agents.
SOLID COVERAGE: For fiscal 2014, budgeted commonwealth subsidies
to the district cover annual debt service obligations, including
short-term debt, by 2.38 times (x). This exceeds the 1.25x
required for eligibility under Fitch's criteria for the use of
this intercept program's rating.
RATING SENSITIVITIES
FURTHER FINANCIAL DETERIORATION: Additional reductions in
financial flexibility over the medium term due to an inability to
make at least modest progress in stemming operating deficits would
lead to a further downgrade.
CREDIT PROFILE
LARGE URBAN DISTRICT WITH WEAK SOCIOECONOMICS
The Philadelphia School District is the nation's eighth largest
school district and the largest in the commonwealth, with fiscal
year 2014 enrollment of 203,000 students, including charter school
students. District enrollment has shown growth in recent years
primarily because charter school enrollment continues to escalate
at a healthy rate. The current population of 66,000 is almost
double the fiscal 2010 level. Non-charter school enrollment has
declined fairly rapidly.
As both a city and county and with an estimated population of
almost 1.5 million residents, Philadelphia benefits from its role
as a regional economic center with a stable employment base
weighted in higher education and health care sectors. Led by the
University of Pennsylvania, Jefferson Health System and Temple
University, the city is home to several large colleges and
universities and is anchored by multiple hospitals and health
systems.
Though well down from past levels, the city's May 2014
unemployment rate of 7.7% remains high as does the poverty rate at
over 26% of the population. Income levels on both a per capita
and median household level are well below the state and national
averages.
DEFICIT FINANCING OFFSETS LARGE FISCAL 2013 OPERATING DEFICIT
Fiscal 2013 results show an operating deficit of almost $250
million across the district's three operating funds. The deficit
was driven largely by increases in debt service payments following
fiscal 2012 restructurings and payments to charter schools.
Increased charter school enrollment has caused financial pressure
for the district, and Fitch expects this trend to continue.
Results would have been even weaker without a favorable outcome in
the district's negotiations with its blue collar unions. The
district bridged the $250 million operating gap with the issuance
of deficit bonds. The $300 million in proceeds yielded a surplus
of $59 million but were not sufficient to eliminate the
accumulated unrestricted fund deficit, which stood at -$63 million
or -2% of expenditures at fiscal year-end.
FISCAL 2014 CONTINUES NEGATIVE OPERATIONS
Preliminary fiscal 2014 results show a further operating deficit,
with an estimated $67 million decline in fund balance, worse than
the budgeted $39 million deficit. The district closed 24 schools
and laid off 3,800 employees before hiring back almost 1,900 when
some funding was restored. The deficit was exacerbated by further
increases in payments to charter schools and revenues from
building sales coming in under budget. Fitch expects the
accumulated unrestricted general fund deficit to double to about
4% of spending.
PLAN DEPENDS ON LABOR SAVINGS AND OUTSIDE AID
The district's fiscal 2015 budget was balanced through a number of
measures. The district laid off over 300 employees this summer.
A one percent sales tax previously directed to the city was
extended, with the first $120 million going to the district, and a
$2 per pack cigarette tax within the city was recently enacted,
estimated to generate $49 million in fiscal 2015. The city is
planning to borrow an additional $30 million for the district.
District officials note that these efforts bring them to a bare
minimum service level, and are seeking significant additional
funding to provide more optimal educational opportunities. For
the second consecutive year the state advanced the district some
of its annual funding, helping the district to bridge its cash
flow gap and reduce its short-term borrowing needs.
The district reached an agreement in 2012 with the Service
Employees International Union (SEIU) that provides $100 million in
savings over the four year life of the contract, largely from an
approximately 10% reduction in wages. Earlier this year the
district also reached agreement with its administrators for a new
contract that includes 12 - 16% pay cuts, a shorter work year, and
increased health care contributions, netting $20 million a year in
savings.
The district's contract with the Philadelphia Federation of
Teachers (PFT) expired in Aug. 2013. The district was requesting
large wage cuts similar to those agreed to by SEIU, but has since
shifted to seeking benefit and work rule changes. PFT is not
legally permitted to strike.
ELEVATED DEBT LEVELS
Overall debt ratios are above average at over $4,800 per capita
and a very high 17.3% of market value. The market value ratio is
overstated due to antiquated property assessment practices, which
the city recently updated. Based on the city's revised market
value, debt would still be a high 6.5% of market value.
Amortization is slightly below average at approximately 43% in 10
years.
The district will be faced with a more than doubling of pension
costs from fiscal 2012 to fiscal 2017. The district is hoping for
relief from the state as the state pursues pension reform. The
district participates in a state-sponsored plan with approximately
67% of employer contributions made by the state. The plan is
currently approximately 63% funded using a Fitch-adjusted 7%
return level, and the funding level has been deteriorating as the
state has consistently underfunded its annual required
contribution (ARC). The increased costs are partially caused by
the plan shifting towards full funding of the ARC by 2017, which
Fitch views favorably. Other post-employment benefits are
minimal. Carrying costs are a moderate 15% of governmental
spending, though this is expected to grow with increased pension
costs.
PHILLIPS INVESTMENTS: Has Access to Cash Collateral Until Nov. 2
----------------------------------------------------------------
Bankruptcy Judge Mary Grace Diehl authorized, in a third interim
order, Phillips Investments, LLC's use of cash collateral until
the earlier of (i) Nov. 2, 2014; (ii) occurrence of the
termination date; or (iii) the entry of a final order authorizing
the use of cash collateral.
The Debtor would use the cash collateral to operate certain
parcels of improved commercial real estate from which it operates
two retail shopping centers, commonly known as Gwinnett Station
and Gwinnett Prado.
Unless East West will otherwise agree in writing, the amount of
cash collateral which the Debtor may use during the usage period
will not exceed 115% in aggregate or 105% of any line item set
forth in the budget; provided, however, that in addition to items
set forth in the budget, the Debtor will be permitted to pay the
actual expenses incurred for utility deposits required to be paid
pursuant to Section 366 of the Bankruptcy Code and the actual U.S.
Trustee quarterly fees.
As adequate protection from any diminution in value of the
lender's collateral, the Debtor will grant East West adequate
protection liens on all postpetition assets of the Debtor of the
same type and to the same extent and validity as secured the
Debtor's indebtedness to East West prior to the Petition Date.
About Phillips Investments
Phillips Investments, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Ga. Case No. 14-61444) on June 11, 2014. Ly Phillips
signed the petition as managing member.
Phillips Investments owns several parcels of improved commercial
real estate from which it operates two retail shopping centers.
The Debtor disclosed $29,558,424 in assets and $28,667,234 in
liabilities as of the Chapter 11 filing. Scroggins & Williamson,
P.C., serves as the Debtor's counsel. Judge Mary Grace Diehl
presides over the case.
PRECISION OPTICS: Incurs $1.2 Million Net Loss in Fiscal 2014
-------------------------------------------------------------
Precision Optics Corporation, Inc., filed with the U.S. Securities
and Exchange Commission its annual report on Form 10-K disclosing
a net loss of $1.16 million on $3.65 million of revenues for the
year ended June 30, 2014, compared to a net loss of $1.78 million
on $2.51 million of revenues for the year ended June 30, 2013.
Precision Optics reported a net loss of $380,434 for the quarter
ended March 31, 2014.
The Company's balance sheet at June 30, 2014, showed $1.83 million
in total assets, $1.09 million in total liabilities, all current,
and $740,584 in total stockholders' equity.
"At June 30, 2014, receivables from our three largest customers
were 30%, 17% and 11%, respectively, of the total accounts
receivable. While we believe we have a varied customer base and
have experienced strong collections in the past, we may experience
changes in our customer base, including reductions in purchasing
commitments, which could also have a material adverse effect on
our revenues and liquidity. We have not purchased insurance on
our accounts receivable balances," the Company stated in the
Report.
A copy of the Form 10-K is available for free at:
http://is.gd/grM7sp
About Precision Optics
Headquartered in Gardner, Massachusetts, Precision Optics
Corporation, Inc., has been a developer and manufacturer of
advanced optical instruments since 1982. The Company designs and
produces high-quality micro-optics, medical instruments and other
advanced optical systems. The Company's medical instrumentation
line includes laparoscopes, arthroscopes and endocouplers and a
world-class product line of 3-D endoscopes for use in minimally
invasive surgical procedures.
PVA APARTMENTS: Files Bare-Bones Ch. 11 Petition in Oakland
-----------------------------------------------------------
PVA Apartments LLC sought Chapter 11 bankruptcy protection (Bankr.
N.D. Cal. Case No. 14-43966) in Oakland on Sept. 29, 2014, without
stating a reason.
The Oakland-based debtor estimated $10 million to $50 million in
assets and less than $10 million in debt.
The Debtor has tapped the Law Offices of Sydney Jay Hall, in
Burlingame, California, as counsel. The case is assigned to Judge
Roger L. Efremsky.
According to the docket, the meeting of creditors under 11 U.S.C.
Sec. 341(a) is slated for Oct. 27, 2104. The deadline for filing
claims against the Debtor is Jan. 26, 2015.
No documents other than the bankruptcy petition were filed by the
Debtor on the Petition Date.
QUARTZ HILL: Must Post $2.5MM Bond to Stay Case Dismissal
---------------------------------------------------------
Bankruptcy Judge A. Jay Cristol entered an order denying Quartz
Hill Mining, LLC and Superior Gold, LLC's motion for
reconsideration of the court's order dismissing their Chapter 11
cases with prejudice.
Judge Cristol said that the Chapter 11 cases "do not pass the
smell test" and his Aug. 4 dismissal order properly stated that
the Chapter 11 cases were "filed in bad faith as well as other
reasons."
The judge did grant the Debtors' motion for a stay pending appeal
of the order provided that the Debtors post an approved
supercedeas bond in the amount of $2,500,000. If the bond is
posted, Debtors shall immediately: (1) notice all interested
parties of their posting of the bond; (2) provide copies to all
interested parties; and, (3) file proof of the bond's posting in
all appropriate courts.
About Quartz Hill
Quartz Hill Mining, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Case No. 14-15419, Bankr. S.D.Fla.) on March 7,
2014. The case was initially assigned to Judge Robert A. Mark,
but later transferred to Judge A. Jay Cristol's chambers. The
Debtor is represented by Robert P. Charbonneau, Esq., and
Jacqueline Calderin, Esq., at Ehrenstein Charbonneau Calderin, in
Miami, Florida. The Debtor's special counsel is John A. Moffa,
Esq., at Moffa & Bonacquisti, P.A., in Plantation, Florida. The
Debtor said it has $58 million in assets and $7.5 million in
debts.
Affiliate Superior Gold, LLC, also sought Chapter 11 protection.
The judge approved the joint administration of the two cases.
REALBIZ MEDIA: Reports $830K Net Loss for July 31 Quarter
---------------------------------------------------------
RealBiz Media Group, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net loss of $830,512 on $274,712 of real estate media revenue
for the three months ended July 31, 2014, compared to a net loss
of $597,655 on $272,853 of real estate media revenue for the same
period last year.
The Company's balance sheet at July 31, 2014, showed $5.62 million
in total assets, $1.98 million in total liabilities and
stockholders' equity of $3.64 million.
The Company has incurred a net loss of $3.15 million for the nine
months ended July 31, 2014. At July 31, 2014, the Company had a
working capital deficit of $1.88 million, and an accumulated
deficit of $13.88 million. It is management's opinion that these
facts raise substantial doubt about the Company's ability to
continue as a going concern without additional debt or equity
financing.
A copy of the Form 10-Q is available at:
http://is.gd/6OmpOq
RealBiz Media Group, Inc. formerly Webdigs, Inc. is a Weston,
Florida-based provider of digital media and marketing services to
the real estate industry. The Company develops advertising
campaigns of property listings on multiple formats for web,
mobile, interactivity on TV and Video on Demand.
REICHHOLD HOLDINGS: Files for Bankr. to Sell to Bondholders
-----------------------------------------------------------
Privately-held resins supplier Reichhold sent its U.S. operations
to bankruptcy with plans to sell the U.S. business to secured
bondholders in exchange for debt, absent higher and better offers,
and to allow the bondholders to take over foreign operations in
order to save the business.
Reichhold, Inc., which conducts the "Reichhold" family line of
international companies' U.S. operations, sought bankruptcy
protection in Delaware with three other U.S. affiliates.
Reichhold has arranged $130 million in financing from its
bondholders to fund continuing operations, of which $100 million
will be available to Reichhold in the form of debtor-in-possession
(DIP) financing. The financing will also be used in part to repay
the Company's and its affiliates' existing secured financing in
North America and Europe.
The bondholders will also serve as the stalking horse bidder for
the U.S. business in an 11 U.S.C. Sec. 363 sale process to be
conducted over the next few months, according to a company press
release.
"Given the Debtors' severe liquidity constraints, these Chapter 11
cases were commenced to maximize the value for the benefit of all
stakeholders. The Debtors believe that the comprehensive
transaction that underlies the commencement of the Chapter 11
cases (including, perhaps most notably, the access to necessary
debtor-in-possession financing and the willingness of the holders
of the Senior Secured Notes to serve as a stalking horse bidder
and establish a floor price for the U.S. operations that will
hopefully lead to a robust auction with participation by other
bidders) is a transaction that will benefit all stakeholders. The
Debtors, thus, believe these Chapter 11 filings and the pursuit of
a sale process involving substantially all of the Debtors' assets
under Sec. 363 of the U.S. Bankruptcy Code is in the best interest
of the Debtors' creditors and other stakeholders. If, as
contemplated, the holders of the Senior Secured Notes move forward
with a foreclosure on their security interests in the common and
preferred stock in RHL, and they are the winning bidder in the 363
sale, the Reichhold Companies would be kept together, which the
Debtors believe will maximize recoveries for all creditors as well
as saving the jobs of many employees," Roger L. Willis, the CFO
and treasurer, said in a court filing.
Prepetition Capital Structure
As of the Petition Date, the Debtors had outstanding debt of
obligations of $287.3 million, of which $64.3 million is on
account of secured debt.
There's $73 million outstanding on a senior secured facility
provided by an affiliate of Oaktree Capital Management, L.P., of
which $64.3 million is owed by debtor Reichhold Inc., and $8.7
million is owed by non-debtor affiliate Reichhold Industries
Limited.
The Debtors also guaranteed the $255 million in outstanding senior
secured notes due 2017 issued by non-debtor Reichhold Industries
Inc.
The Debtors have aggregate outstanding unsecured debt of
$223 million arising in connection with accounts payables and
other liabilities.
Road to Bankruptcy
Mr. Willis says that the Debtors' revenues have been impacted by
changes in the U.S. economy particularly the decline in housing
levels in 2005 and 2006 and the financial crisis of 2008. This
decline is in line with industry trends, with US UPR production
having fallen 34% from its peak of 1.9 billion pounds in 2005 to
1.2 billion pounds in 2012.
As of Aug. 31, 2014, the Debtors generated year-to-date net sales
of $320,997,000. For the 12-motnh period ending Aug. 31, 2014, the
Debtors generated net sales of $458,928,000.
In recent years, the Debtors generated large net losses and
experienced negative cash flows. Since 2010, the Debtors'
significant cash needs have been satisfied primarily from
intercompany loans received from their foreign affiliates. But
ultimately, the non-debtor foreign affiliates determined that they
could not continue to afford to support both their own operations
and those of the U.S. operations.
On April 17, 2014, Standard and Poor's downgraded Reichhold
Industries' credit rating from B- to CCC, and thereafter issued a
further downgrade on July 28 to CCC-. The credit downgrades have
had a significant impact on the Debtors' liquidity as they lost a
total of $10 million of liquidity since April 17, 2014 due to
reduced credit limits and tightening of trade terms from many of
their vendors. By September 2014, the Debtors were fully drawn
under the Oaktree facility and facing liquidity problems.
The Debtors are heirs to an 85+ year history of involvement in the
specialty chemicals industry and carry with them exceedingly
burdensome liabilities related to that legacy. As of June 30,
2014, the Debtors' unfunded pension and retirement liability
exceeded $71 million, and reserves on account of environmental
liabilities were approximately $32 million.
After completing an offer to exchange senior unsecured notes for
senior secured notes in 2012, the Reichhold Companies expended
significant time meeting with potential equity partners but no
equity deal materialized.
Upon securing the Oaktree term loans in May 2014, the Reichhold
Companies again focused their efforts to secure a transaction with
a leading, global industry player. Their financial position,
however, continued to decline. Despite their best efforts, the
Reichhold Companies were unable to secure a combination with
another industry player.
The Debtors received four proposals for DIP financing, all of
which require security from the Reichhold Companies' rest of the
world businesses (rather than just the Debtors' collateral) to fun
the cash needs of the Debtors.
After careful review and extensive negotiation of the DIP
financing proposals, the Debtors' board of directors determined in
its business judgment that the proposal from Third Avenue, JP
Morgan and Black Diamond represented the best option for the
Debtors. The DIP loan provides for a comprehensive transaction
that allows the Reichhold Companies to emerge with continuing
business operations, a delivered balance sheet and significantly
enhanced financial condition across the Debtors worldwide
operations. Additionally, the DIP Loan provides for a stalking
horse bid for the Reichhold Companies' U.S. operations thereby
ensuring a clear path towards emergence while providing the
liquidity needed to run a marketing process and encourage
overbidding to increase value for the Debtors' estates.
The DIP Loan makes the original principal amount of $106,380,000
available to the Debtors and to one of their non-debtor
affiliates, which affiliate, will, in turn, loan a portion of such
funds to the Debtors to be used to satisfy the Oaktree term loans
and provide the Debtors with sufficient liquidty to pursue a sale
of their assets pursuant to Sec. 363 of the Bankruptcy Code. The
DIP Loan solves the Reichhold Companies' liquidity needs while
providing a stalking horse bid and allowing for a complete sale
process for the U.S. operations. Additionally, the DIP Loan
provides for incremental liquidity to the Reichhold Companies'
rest of the world businesses, which will allow the Reichhold
Companies' to stabilize global operations. As a result of the
foregoing, the DIP Loan allows the Reichhold Companies to continue
operations post-emergence with a delivered balance sheet on
stronger financial footing. Furthermore, the DIP Loan is being
provided by parties who are the Reichhold Companies' largest
economic constituents, including the three largest holders of the
Senior Secured Notes and the potential for additional bondholders
to participate. This provides the added benefit that the DIP Loan
eliminates the risk of significant litigation with the bondholders
during the Chapter 11 cases as well as provides for funding for an
orderly wind down of the Debtors' estates.
According to Mr. Willis, the DIP Loan is one element of a larger
transaction under which the Debtors and their non-debtor, non-U.S.
affiliates intend to sell their businesses and assets. The
Debtors intend, promptly following the commencement of the Chapter
11 cases, to negotiate stalking horse documents with the holders
of the Senior Secured Notes with respect to a sale transaction
that has two elements:
(i) a consensual foreclosure by the holders of the Senior
Secured Notes on their security interests in the common and
preferred stock in Reichhold Holdings Luxembourg, S.a.r.l.
("RHL"), the ultimate holding company of all of the non-debtor
affiliates that operate outside the U.S., and
(ii) a purchase of certain assets of Reichhold Industries by
Reichhold Holdings International B.V. through a credit bid
(subject, of course, to appropriate approvals of this Court
pursuant to Section 363 of the Bankruptcy Code with the
opportunity of other parties to bid for those assets).
First Day Motions
Reichhold has filed a number of customary motions seeking court
authorization to continue to support its business operations
during the bankruptcy process, including the payment of employee
salaries and health benefits without interruption. The goal is to
continue its relationships with customers and suppliers in the
ordinary course of business.
The Debtors have filed motions to:
-- prohibit utilities from discontinuing service;
-- pay prepetition sales and use taxes;
-- pay prepetition insurance obligations;
-- continue their customer programs and practices;
-- pay certain prepetition shipping and warehousing claims;
-- pay employee wages and benefits;
-- pay critical trade vendor claims; and
-- continue their existing cash management system.
Non-U.S. Operations
Reichhold affiliates located outside the U.S. are not included in
the filings. These entities will continue to function outside of
the Chapter 11 process and they have the necessary liquidity to
continue their operations in the ordinary course of business.
"For over 85 years, Reichhold has provided value to our global
customers. All of Reichhold's operations are open and serving
customers as usual. We have the full support of our bondholders
and will emerge from this process even more capable of developing
and delivering the innovative products and services that our
customers value," said John S. Gaither, Chairman, President and
CEO of Reichhold Industries, Inc.
About Reichhold
Founded in 1927, Reichhold, with its world headquarters and
technology center in Durham, North Carolina, USA, is one of the
world's largest manufacturer of unsaturated polyester resins and a
leading supplier of coating resins for the industrial,
transportation, building and construction, marine, consumer and
graphic arts markets. Reichhold -- http://www.Reichhold.com/--
has manufacturing operations throughout North America, Latin
America, the Middle East, Europe and Asia.
As of June 30, 2014, the Reichhold companies had consolidated
assets of $538 million and liabilities of $631 million. In 2013,
the companies generated $1.08 billion in net revenue, and as of
the year-to-date August 2014, $750 million in net revenues.
Reichhold Holdings US, Inc., Reichhold, Inc., and two U.S.
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-12237) on Sept. 30, 2014.
Cole, Schotz, Meisel, Forman & Leonard, P.A. (legal advisor) and
CDG Group LLC (financial advisor) are representing Reichhold, Inc.
Latham & Watkins LLP (legal advisor) and Moelis & Company
(investment banker) are serving Reichhold Industries, Inc.
Logan & Company is the company's claims and noticing agent.
The cases are assigned to Judge Mary F. Walrath.
REICHHOLD HOLDINGS: Case Summary & 40 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Reichhold Holdings US, Inc. 14-12237
1035 Swabia Ct.
Durham, NC 27703-5543
Reichhold, Inc. 14-12238
Canadyne Corporation 14-12239
Canadyne-Georgia Corporation 14-12240
Type of Business: Supplier of unsaturated polyester resins used to
fabricate composites and advanced composites
products.
Chapter 11 Petition Date: September 30, 2014
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Hon. Mary F. Walrath
Debtors' Counsel: Norman L. Pernick, Esq.
David R. Hurst, Esq.
Marion M. Quirk, Esq.
COLE SCHOTZ MEISEL FORMAN & LEONARD, PA
500 Delaware Avenue, Suite 1410
Wilmington, DE 19801
Tel: 302-652-3131
Fax: 302-652-3117
Email: npernick@coleschotz.com
bankruptcy@coleschotz.com
Debtors' CDG Group, LLC
Financial
Advisor/
Investment
Banker:
Debtors' HUNTON & WILLIAMS LLP
Special
Counsel on
Environmental
Issues:
Debtors' KELLY GARFINKLE STRATEGIC
Special RESTRUCTURING LLC
Pension
Advisor:
Debtors' DICKSTEIN SHAPIRO LLP
Special
Asbestos
Counsel:
Debtors' LOGAN & COMPANY, INC.
Noticing,
Claims and
Mgmt. Services
Provider:
Debtors' Consolidated Assets: $538-Mil. as of June 30, 2014
Debtors' Consolidated Liabilities: $631-Mil. as of June 30, 2014
The petitions were signed by Roger L. Willis, authorized officer.
Consolidated List of Debtors' 40 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Reichhold Investment B.V. Intercompany Loan $93,870,000
Attn: Abby Ho
Lichtenauerlaan 102-120
3062 ME Rotterdam
The Netherlands
Tel:+31 10 204 5543
Fax: +31 10 204 5894
Email: abby.ho@reichhold.com
Pension Benefit Guaranty Pension Plan $54,000,000
Corporation
Attn: Mr. Israel Goldowitz
Chief Counsel
Office of the Chief Counsel
1200 K Street, N.W.
Washington, D.C. 20005-4026
Tel: 202-326-4020
Fax: 202-326-4112
Stepan Company Trade Payable $3,296,906
Attn: Andy Britt
Sales Representative
22 W Frontage Rd
Northfield, IL 60093-3407
Tel: 847-446-7500
Fax: 847-446-2843
Email: abritt@stephan.com
Americas Styrenics LLC Trade Payable $2,055,857
Attn: Tom Jeanson
Business Manager
24 Waterway Ave, Ste 1200
The Woodlands, TX 77380
Tel: 281-203-5448
Fax: 281-203-5472
Email: tajeanson@amstyrenics.com
Nexeo Solutions LLC Trade Payable $2,041,777
Diann Craig
Corporate Account Manager
62190 Collections Center DR
Chicago, IL 60693-0621
Tel: 248-568-7646
Fax: 614-790-3021
Email: dcraig@nexeosolutions.com
Archer Daniels Midland Company Trade Payable $1,851,257
Matt Fray
Product Manager Industrial Oils
77 West Wacker Dr., Ste 4600
Chicago, IL 60601
Tel: 612-770-7531
Fax: 651-388-9488
Email: matthew.fray@adm.com
CITGO Petroleum Corp. Trade Payable $1,642,057
Jim Denshaw
Senior Credit Manager
1293 Eldridge Pkwy
Houston, TX 77077
Tel: 832-486-4178
Fax: 713-570-5375
Email: jdenshaw@citgo.com
Sherwin Williams Company Trade Payable $1,607,317
Attn: Accounts Receivable
101 Prospect Ave. NW
Cleveland, OH 44115
Tel: 216-515-8780
Fax: 216-830-4287
Email: cfs@sherwin.com
Huntsman Petrochemical LLC Trade Payable $1,213,139
Fred Serrett
Sr. Credit Manager
10003 Woodloch Forest Dr.
The Woodlands, TX 77380
Tel: 281-719-4378
Fax: 281-719-4093
Email: fred_serrett@hunstman.com
Lyondell Chemical Company Trade Payable $1,174,187
Don Hamilton
Global Head of Credit
1221 McKinney
Ste 700
Houston, TX 77010
Tel: 713-309-4980
Fax: 713-652-4542
Email: don.hamilton@lyondellbasell.com
Texmark Chemicals Inc. Trade Payable $1,090,444
Ed Windell
VP Marketing
900 Clinton Dr.
Galena Park, TX 77547
Tel: 281-660-1680
Fax: 713-455-8959
Email: ewindell@texmark.com
StanChem Inc. Trade Payable $963,063
Attn: D. Erickson
401 Berlin St.
East Berlin, CT 06023-1127
Tel: 860-828-0571
Fax: 860-828-3297
Email: derickson@stanchem-inc.com
Hewlett Packard Company IT Services $927,670
Attn: Accounts Receivable
3000 Hanover Street
Polo Alto, CA 94304-1185
Tel: 402-758-3163
Fax: 402-758-3610
Email: usar@hp.com
Bayer Corp. Trade Payable $902,583
Jason D. Ward
Sr. Commercial Sales Specialist
100 Bayer Rd
Pittsburgh, PA 15205-9741
Tel: 412-400-7595
Fax: 412-777-3422
Email: jason.ward@bayer.com
Evonik Corporation Trade Payable $831,087
Attn: Tom Lahey
Sales Director
379 Interpace Pkwy
Parsippany, NJ 07054-0677
Tel: 678-230-7248
Fax: 251-443-4918
Email: thomas.lahey@evonik.com
MEGlobal Americas Inc. Trade Payable $767,183
Attn: Jim Ashworth
Commercial Director
2030 Dow Center
Midland, MI 48674
Tel: 704-907-2778
Fax: 989-636-1790
Email:jimashworth@meglobal.biz
Evonik Cyro LLC Trade Payable $765,737
Attn: Hilary Tait
Business Segment Manager
379 Interpace Pkwy.
Parsippany, NJ 07054-0677
Tel: 973-229-0822
Fax: 973-541-8439
Email: Hilary.tait@evonik.com
CEPSA Quimica Montreal LP Trade Payable $652,651
Attn: Stephane Pageua
Manager Industrial Accounts
10200 Sherbrooke East
Montreal East QC H1B 1B4
Canada
Tel: 514-645-7887 Ext 225
Fax: 514-645-9115
Email: stephane.pageu@cepsa.com
Alnor Oil Co. Inc. Trade Payable $630,809
Attn: Marjorie Klayman, President
70 E Sunrise Highway
Ste. 418
Valley Stream, NY 11581-1221
Tel: 516-561-6123
Fax: 516-561-6123
Email: marge@alnoroil.com
Greif Inc. Trade Payable $623,925
Attn: Karen Holley-Dillard
Accounts Receivable
1225 Davies St.
Lockport, IL 60441-2895
Tel: 740-657-6619
Fax: 740-657-6695
Email: Karen.holley-dillard@grief.com
BASF Corp. Trade Payable $574,522
Attn: Gary R. Lambert
National Account Manager
100 Campus Dr.
Florham Park, NJ 07932-1089
Tel: 313-570-9864
Fax: 973-245-6779
Email: Gary.lambert@basf.com
American Road Lines Inc. Transportation $525,944
Attn: T. Pittman Services
Accounts Receivable
2250 15th Ave.
Gary, IN 46402
Tel: 219-882-3986
Fax: 219-882-6811
Email: traepittman@netscape.net
Reichhold Industries Ltd. Intercompany $424,312
Attn: Bob Cicciari
Finance Director
1035 Swabia Ct.
Durham, NC 27703-5543
Tel: 919-990-7629
Fax: 919-767-8534
Email: Bob.cicciari@reichhold.com
TransWood Inc. Transportation $418,520
Attn: Accounts Receivable Services
P.O. Box 189
2565 St. Mary's Ave.
Omaha, NE 68105
Tel: 402-346-8092
Fax: 402-341-2112
Email: dsmejkal@transwood.com
Eastman Chemicals Inc. Trade Payable $402,664
Attn: Phillip Younis
200 S. Wilcox Dr.
Kingsport, TN 37660-5280
Tel: 704-219-1128
Fax: 423-229-1191
Email: pyounis@eastman.com
Coal City Cob Company Inc. Transportation $388,442
Attn: Mike Clooen Services
President
4300 135E
North Waxahacie, TX 75165
Tel: 972-923-7500
Fax: 972-923-7599
Email: moc@cccob.com
GreenChem Industries LLC Trade $354,443
Jennifer Ritz Murrin Payable
Sales Representative
222 Clematis St., Suite 207
West Palm Beach, FL 33401
Tel: 561-414-1954
Fax: 561-659-2237
Email: Jennifer@greenchemindustries.com
US Chemicals LLC Trade Payable $339,246
Attn: Carol Piccaro
President
16 Thordal Circle
Darien, CT 06820
Tel: 203-655-8878
Fax: 203-662-3277
Email: cpiccaro@uschemicals.com
Oxea Corp. Trade Payable $308,399
Attn: Bill Parker
North American Sales
Director
1505 W LBJ Freeway
Dallas, TX 75234-9998
Tel: 404-808-9074
Fax: 972-481-2777
Email: Bill.parker@oxea-chemicals.com
AFCO Credit Corporation Insurance $283,860
Attn: P. J. Higgins Payable
4501 College Blvd. Ste. 320
Leawood, KS 66211-2328
Tel: 972-669-8870
Fax: 913-491-6638
Email: pjhiggins@afco.com
Berryman Chemical Inc. Trade Payable $261,303
Attn: B. Berryman
626 W Alabama St.
Houston, TX 77006
Tel: 713-520-0805
Fax: 713-520-8413
Email: bberryman@berrymanchemical.com
R&L Truckload Transportation $258,759
Attn: Marty Griffin, Sales services
7290 College Pkwy., Ste. 200
Fort Myers, FL 33907
Tel: 877-510-9133
Fax: 937-283-3902
Email: Marty.griffin@rlcarriers.com
Aceto Corp. Trade Payable $257,396
Attn: Keith Wilkenson
Vice President
4 Tri Harbor Ct.
Port Washington, NY 11051
Tel: 516-478-9544
Fax: 516-627-6093
Email: kwilkinson@aceto.com
CH2M Hill Engineers Inc. Environmental $251,668
Attn: Judy Rives
Accounts Receivable
1500 International Dr.
Location Code: Spb
Spartanburg, SC 29303
Tel: 864-578-2000
Fax: 864-599-6400
Email: judy.rives@ch2m.com
Chemical Transfer Co. Inc. Transporation $232,380
Services
Ascend Performance Trade Payable $230,390
CVC Thermoset Specialties Trade Payable $226,770
Almermale Corp. Trade Payable $224,430
General Steel Drum LLC Trade Payable $218,981
Cabot Corporation Trade Payable $215,637
RENTECH NITROGEN: S&P Cuts CCR to 'B-' on Increased Debt Leverage
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Rentech Nitrogen Partners L.P. (RNP) to 'B-' from 'B'.
The outlook is stable. At the same time, S&P lowered its issue
rating on the company's $320 million second-lien notes to 'B-'
from 'B'. The recovery rating on the notes remains unchanged at
'3'.
"The rating action reflects our view that the company's credit
metrics, which have demonstrated greater volatility than we
previously anticipated, are now more consistent with a 'highly
leveraged' financial profile," said Standard & Poor's credit
analyst Paul Kurias. Specifically, debt to EBITDA increased to
6.6x for the 12 months ended June 30, 2014, from 4.8x in fiscal
2013. The company's credit metrics weakened mainly because of a
fire in one of its two manufacturing plants in the fourth quarter
of 2013. Both plants are reported to be fully operational
currently. High manufacturing plant concentration could contribute
to volatility in profitability in the future and is a one of the
risks contributing to S&P's assessment of a "vulnerable" business
risk profile.
The company has a small market share in nitrogen fertilizer
(estimated in the low single digits) relative to larger and more
diversified domestic competitors and to imports. The company's
focus on a single commodity product category also poses a credit
risk. Earnings and cash flow in nitrogen-based fertilizer
businesses can be volatile as a result of unexpected declines in
demand, uncertain pricing, and weather-related events. Still, the
outlook for domestic nitrogen producers over the next several
years is favorable, with domestic demand likely to continue to
exceed domestic supply despite some capacity increase. S&P
believes domestic nitrogen fertilizer producers will remain
advantaged relative to imported nitrogen, which is estimated to
constitute about half of domestic consumption. This competitive
advantage reflects the low cost (relative to the rest of the
world) of domestic natural gas, which is a key input in the
production of nitrogen fertilizer.
The stable outlook reflects S&P's expectation that favorable
conditions in domestic agricultural end markets will support
modest EBITDA growth such that leverage drops to around 5x by the
end of 2014. S&P also expects operating cash flow to turn
positive in 2015, though liquidity will remain thin. A key
assumption supporting the stable outlook is S&P's understanding
that the company will not use additional debt to fund dividends.
S&P could lower ratings in the next 12 months if liquidity
weakened so that sources of funds were likely to be below uses of
funds, resulting in debt-financed distributions to the parent.
S&P would also lower ratings if the company was unable to comply
with covenants or had any other issues that prevented access to
its credit facility.
S&P would consider an upgrade if credit metrics were at the
stronger end of ranges consistent with an "aggressive" financial
risk profile including total debt to EBITDA at the lower end of
the 4x and 5x range. Stronger ratios would provide cushion
against volatility in the future. An upgrade would also be
contingent upon improved liquidity, with sources of cash
sufficient to cover uses by at least 1.2x over the following 12
months.
REVEL AC: Brookfield Wins Auction with $110 Million Bid
-------------------------------------------------------
Patrick Fitzgerald and Tom Corrigan, writing for The Wall Street
Journal, reported that Brookfield Property Partners has won the
bankruptcy auction for the Revel Casino Hotel in Atlantic City,
N.J., with a bid of $100 million in cash.
According to the Journal, Florida developer Glenn Straub, who was
the stalking horse bidder with a $94 million bid, plans to contest
the results of the bidding for the hotel and casino. Kelsey
Butler, writing for The Deal, reported that Mr. Straub's Polo
North County Club Inc. requested Revel to provide it information
about all other bids submitted and that the court adjourn the
auction to Oct. 2 and mete out sanctions against Revel and its
counsel.
An Oct. 7 hearing is scheduled to consider approval of the sale,
The Deal said.
As previously reported by The Troubled Company Reporter, citing
Daily Bankruptcy Review, four bidders emerged at the auction to
sell bankrupt Revel Casino Hotel.
About Revel AC
Revel AC, Inc. -- http://www.revelresorts.com/-- owns and
operates Revel, a Las Vegas-style, beachfront entertainment resort
and casino located on the Boardwalk in the south inlet of Atlantic
City, New Jersey.
Revel AC Inc. and five of its affiliates sought bankruptcy
protection (Bankr. D.N.J. Lead Case No. 14-22654) on June 19,
2014, to pursue a quick sale of the assets.
The Chapter 11 cases are assigned to Judge Gloria M. Burns. The
Debtors' Chapter 11 cases are jointly consolidated for procedural
purposes.
Revel AC estimated assets ranging from $500 million to $1 billion,
and the same amount of liabilities.
White & Case, LLP, and Fox Rothschild, LLP, serve as the Debtors'
Counsel, and Moelis & Company, LLC, is the investment banker. The
Debtors' solicitation and claims agent is Alixpartners, LLP.
The prepetition first lenders are represented by Cadwalader,
Wickersham & Taft LLP. The prepetition second lien lenders are
represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP. The
DIP agent is represented by Milbank, Tweed, Hadley & McCloy LLP.
This is Revel AC's second trip to bankruptcy. The company first
sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 13-
16253) on March 25, 2013, with a prepackaged plan that reduced
debt by $1.25 billion. Less than two months later on May 15,
2013, the 2013 Plan was confirmed and became effective on May 21,
2013.
RIVER CITY: Files Schedules of Assets and Liabilities
-----------------------------------------------------
River City Renaissance, LC filed with the U.S. Bankruptcy Court
its schedules of assets and liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $27,187,000
B. Personal Property $166,274
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $28,950,702
E. Creditors Holding
Unsecured Priority
Claims $208,988
F. Creditors Holding
Unsecured Non-Priority
Claims $27,134
----------- -----------
Total $27,353,274 $29,186,824
A copy of the schedules is available for free at
http://bankrupt.com/misc/RIVERCITY_76_sal.pdf
About River City
River City Renaissance, LC, and River City Renaissance III, LC,
sought Chapter 11 protection (Bankr. E.D. Va. Case Nos. 14-34080
and 14-34081) in Richmond, Virginia, on July 30, 2014. The cases
are assigned to Judge Keith L. Phillips. Richmond, Virginia-based
River City Renaissance estimated $10 million to $50 million in
assets and debts. Renaissance III estimated less than $10 million
in assets and debts. The Debtors have tapped Spotts Fain PC as
counsel.
* * *
The Debtor filed an amended list of its largest unsecured
creditors. A copy of the document is available for free at
http://bankrupt.com/misc/RIVERCITY_57_amendedcreditorslist.pdf
RIVER CITY: Section 341(a) Meeting Rescheduled to Oct. 10
---------------------------------------------------------
The U.S. Trustee rescheduled to Oct. 10, 2014, at 10:00 a.m., the
meeting of creditors in the Chapter 11 cases of River City
Renaissance, LC, and River City Renaissance III, LC.
River City Renaissance, LC, and River City Renaissance III, LC,
sought Chapter 11 protection (Bankr. E.D. Va. Case Nos. 14-34080
and 14-34081) in Richmond, Virginia, on July 30, 2014. The cases
are assigned to Judge Keith L. Phillips. Richmond, Virginia-based
River City Renaissance estimated $10 million to $50 million in
assets and debts. Renaissance III estimated less than $10 million
in assets and debts. The Debtors have tapped Spotts Fain PC as
counsel.
* * *
The Debtor filed an amended list of its largest unsecured
creditors. A copy of the document is available for free at
http://bankrupt.com/misc/RIVERCITY_57_amendedcreditorslist.pdf
RIVERSIDE MILITARY: Fitch Affirms 'BB+' Rating on $68.7MM Bonds
---------------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' rating on approximately $68.7
million of Gainesville Redevelopment Authority's series 2007
revenue refunding bonds issued on behalf of Riverside Military
Academy (RMA, or the academy).
The Rating Outlook is Stable.
SECURITY
The bonds are an absolute and unconditional obligation of RMA,
secured by a first lien on the academy's campus and a cash-funded
debt service reserve sized to maximum annual debt service (MADS).
KEY RATING DRIVERS
SOUND BALANCE SHEET LIQUIDITY: The 'BB+' rating primarily reflects
RMA's balance sheet resources that, while depleted from previous
years, still provide the academy with a sound financial cushion
relative to operating expenses and outstanding debt, and partially
offset its recurring operating deficits, revenue concentration,
and high debt burden.
NARROWING OPERATING DEFICITS: The academy's operating deficits
have narrowed over the past few fiscal years, although it's
operating margin (on a full accrual basis) remains deeply
negative. Enrollment growth, tuition increases, and careful
expense management have enabled RMA to continue to reduce its
deficit.
SUSTAINED ENROLLMENT GROWTH: RMA's student demand profile has
improved, with steady annual enrollment growth over the past few
years, despite annual tuition increases. Enrollment growth has so
far exceeded the academy's multi-year business plan that was
implemented in fiscal 2010 to improve operations.
HIGH DEBT BURDEN: RMA's debt burden remains very high, with MADS
representing 31.7% of fiscal 2014 unrestricted operating revenues
and the academy still reliant on endowment spending to cover
annual debt service. Partially mitigating RMA's high leverage
position are its lack of additional debt plans and limited capital
needs, with fundraising expected to support future capital
expenditure.
RATING SENSITIVITIES
ENROLLMENT STABILITY: Rating stability is predicated on RMA's
ability to maintain stable to growing enrollment levels, as
student-derived tuition and fees represent the academy's dominant
revenue source and are expected to support continued operating
improvement. Lack of margin improvement could place downward
pressure on the rating and/or outlook.
BALANCE SHEET LIQUIDITY: Continued erosion of balance sheet
resources, absent sustained operating improvement, will further
limit RMA's financial flexibility and could yield negative rating
pressure.
CREDIT PROFILE
Founded in 1907, RMA is as a military-style college preparatory
school for boys, offering boarding and day school programs for
grades 7-12. The academy is located on a 206-acre campus in
Gainesville, Georgia, about 60 miles northeast of Atlanta.
BALANCE SHEET SUPPORTS RATING
RMA's balance sheet resources continue to provide the academy with
a sound financial cushion for the rating category. However, at
$36.5 million as of May 31, 2014, available funds declined for the
fourth consecutive year from $50.1 million as of May 31, 2010.
The decline is attributable to some investment losses, as well as
continued endowment spending to support operations and cover
annual debt service. Available funds still covered fiscal 2014
operating expenses ($20.6 million) by a solid 177% and outstanding
debt ($70.9 million) by an adequate 51.5%.
Over the past few years, RMA reduced its exposure to alternative
and equity investments, and as of fiscal 2014 no longer had any
exposure to alternatives and limited exposure to equity markets.
Fitch views the academy's shift to a more conservative investment
strategy positively due to its ongoing operating deficits and
reliance on endowment spending for operating support.
RMA's current liquidity position, although reduced from previous
levels, remains a stabilizing factor for the rating. However,
further balance sheet erosion, absent sustained operating
improvement, could yield negative rating pressure. Conversely,
strengthening balance sheet liquidity, coupled with continued
operating improvement, could result in upward rating momentum over
time.
OPERATING DEFICITS CONTINUE TO NARROW
RMA's fiscal 2014 operating margin remained negative but continued
its trend of improvement. The margin improved to negative 15.4%
from negative 18.9% in fiscal 2013 and negative 32.7% in fiscal
2010. Based on the academy's business plan, it is not anticipated
to achieve a GAAP-based surplus for another few years. However,
the fiscal 2014 margin was well ahead of the negative 28.6%
average of the prior five-year period (2009-2013). Margins
include the annual endowment draw, which was 7.4% (or $3.5
million) for fiscal 2014. Management's goal is to continue
reducing this draw to around 5%, but that may also take a few
years. Fitch considers a 7+% draw as unsustainable over the long
term and will continue to monitor RMA's ability to continue
reducing this.
Fitch notes positively that operating revenues continue to grow
and are ahead of plan, due mostly to enrollment growth and steady
tuition increases, with moderate, albeit growing, tuition
discounting. At the same time, RMA continued to manage expenses,
holding fiscal 2014 operating expenses flat with the prior year.
However, expenses also exceeded the plan as RMA added new faculty
and staff to accommodate its growing enrollment. The academy's
fiscal 2015 budget shows continued improvement based on an average
enrollment of 462 cadets compared to 454 in its fiscal 2014
budget.
SUSTAINED ENROLLMENT GROWTH
Enrollment typically fluctuates throughout the school year. RMA
measures its initial fall enrollment, as well as tracks rolling
enrollment levels as cadets leave and enroll during the year.
Following a few years of enrollment declines in the mid-latter
part of the last decade (2005-2008), enrollment grew steadily over
the past few years. Initial fall enrollment grew to 435 in
September 2013 from 423 the prior year and 292 in September 2008.
Cumulative enrollment grew to 553, up from 546 in the 2012-2013
school year and up from 363 in 2008-2009. Final enrollment was
486, up from 460 in 2012-2013 and 319 in 2008-2009.
Initial enrollment increased to 472 as of September 2014 compared
to a budget of 461. Current enrollment is 467 as students either
withdrew, or were dismissed or expelled. Fitch notes positively
that enrollment has grown faster than forecasted in RMA's business
plan that was implemented in fiscal 2010. For 2013-2014, average
and ending enrollment was 454 and 486 students, respectively,
compared to a forecasted 401 and 450. Rating stability is partly
predicated on RMA's ability to maintain stable to growing
enrollment levels due to its high reliance on tuition and fee
revenue; 82.5% of fiscal 2014 unrestricted operating revenue.
HIGH DEBT BURDEN
Debt outstanding of approximately $70.9 million as of May 31,
2014, consisted of the series 2007 bonds ($68.7 million) and a
bank line of credit ($1 million drawn against a $2.5 million
limit). The series 2007 bonds are fully amortizing fixed-rate
debt, with level debt service of about $5.6 million. RMA's debt
burden remains very high, with MADS consuming 31.7% of fiscal 2014
unrestricted operating revenues of $17.8 million. While still
very high, this is the lowest the burden has been in several
years, as revenues continue to grow modestly and no new debt has
been issued or is planned. The burden was 41.1% in fiscal 2009.
Debt service coverage remains weak at under 1x. However, this
also slightly improved from prior years. MADS coverage was 0.7x
in fiscal 2014 after averaging 0.5x over the prior five fiscal
years (2009-2013). Coverage continues to be met through endowment
spending. RMA's high leverage position is partially offset by its
lack of additional debt plans and limited capital needs.
The academy's capital plans remain moderate, with no major
projects planned. Deferred maintenance items include some campus
renovations and gradual replacement of RMA's aging bus fleet.
However, these are expected to be fundraised for, which is viewed
positively as Fitch believes the academy has no capacity for
additional debt at the current rating level. Another housing
facility may be needed if enrollment continues to grow. However,
there are no immediate plans and management advised that if they
were to add another facility it would be fully donor-funded.
RYNARD PROPERTIES: FNMA Balks at Lender's Superpriority Status
--------------------------------------------------------------
Fannie Mae objects to Rynard Properties Ridgecrest, LP's motion
for authority to secure $6 million in postpetition financing on a
superpriority basis from Paragon National Bank.
Fannie Mae is the Debtor's primary lender to whom the Debtor owe
approximately $5,000,000, which is secured by a first priority
Deed of Trust encumbering the Ridgecrest Apartment Complex
operated by the Debtor as well as related collateral, including
improvements, fixtures and cash collateral.
Representing Fannie Mae, Geoffrey B. Treece, Esq., at Quattlebaum,
Grooms, Tull & Burrow, PLLC, in Little Rock, Arkansas --
gtreece@qgtb.com -- contends that other than the assertion made in
the DIP Motion, the Debtor has provided no evidence that it is
unable to obtain credit by any means other than by making the
lender a superpriority lienholder. Though the Debtor does not
have a "duty to seek credit from every possible lender," the
Debtor should at least contact multiple lending institutions, he
notes. Hence, he asserts, the Debtor has failed to prove it has
met the first requirement under Section 364(d) of the U.S.
Bankruptcy Code.
Though the Debtor asserted that the proceeds of the DIP Loan would
satisfy the debt owed to Fannie Mae, the Debtor has provided
nothing other than a few terms and conditions from a possible
refinancing agreement with Paragon as proof, Mr. Treece contends.
He points out that the Debtor can provide adequate protection by
granting relief that results in the indubitable equivalent of the
interest in property. He adds that Fannie Mae cannot determine
whether the DIP Loan would completely satisfy the indebtedness.
Given that Fannie Mae currently holds first priority liens in all
real and personal property related to the Ridgecrest Apartment
Complex and the collateral, granting Paragon superpriority liens
in the real and personal property would result in serious harm to
Fannie Mae if the DIP Loan did not fully satisfy the indebtedness,
Mr. Treece tells the Court.
About Rynard Properties Ridgecrest
Rynard Properties Ridgecrest LP is a Tennessee limited
partnership. Its principal place of business is 2881 Rangeline
Road, Memphis, TN 38127, and the Debtor operates a 256 unit
multifamily apartment complex of Section 8 housing named
Ridgecrest Apartments and currently has TESCO operating the
complex as leasing agent.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. W.D.
Tenn. Case No. 14-22674) on March 13, 2014. John Bartle signed
the petition as secretary/treasurer of Ridgecrest LLC, general
partner of the Debtor. In its schedules, the Debtor disclosed
$16,231,959 in total assets and $8,734,000 in total liabilities.
Toni Campbell Parker serves as the Debtor's counsel. Judge Jennie
D. Latta oversees the case.
The U.S. Trustee for Region 8 has notified the Bankruptcy Court
that it was unable to appoint an official committee of unsecured
creditors.
RYNARD PROPERTIES: US Trustee Seeks Dismissal of Chapter 11 Case
----------------------------------------------------------------
Samuel K. Crocker, the United States Trustee for Region 8, asks
the U.S. Bankruptcy Court for the Western District of Tennessee to
dismiss the Chapter 11 case of Rynard Properties Ridgecrest, LP,
or in the alternative, convert the Chapter 11 case to a
liquidation under Chapter 7 of the Bankruptcy Code. The U.S.
Trustee also asks the Court to schedule an expedited hearing on
the Motion.
The U.S. Trustee alleges that the Debtor has engaged in gross
mismanagement, which can be a ground for dismissal or conversion
under Section 1112 (b)(4)(B) of the Bankruptcy Code. The U.S.
Trustee explains that he has requested, on multiple times, that
the Debtor follow an important procedure in preparing its Monthly
Operating Report: that the Debtor must disclose critical
information about its disbursements.
In its Monthly Operating Reports, however, the Debtor appended
various documents that bear upon disbursements but none of those
MORs has all of the essential information elicited by Form 2-H,
the U.S. Trustee alleges.
The Court will convene a hearing on October 15, 2014, to consider
the Dismissal Motion.
About Rynard Properties Ridgecrest
Rynard Properties Ridgecrest LP is a Tennessee limited
partnership. Its principal place of business is 2881 Rangeline
Road, Memphis, TN 38127, and the Debtor operates a 256 unit
multifamily apartment complex of Section 8 housing named
Ridgecrest Apartments and currently has TESCO operating the
complex as leasing agent.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. W.D.
Tenn. Case No. 14-22674) on March 13, 2014. John Bartle signed
the petition as secretary/treasurer of Ridgecrest LLC, general
partner of the Debtor. In its schedules, the Debtor disclosed
$16,231,959 in total assets and $8,734,000 in total liabilities.
Toni Campbell Parker serves as the Debtor's counsel. Judge Jennie
D. Latta oversees the case.
The U.S. Trustee for Region 8 has notified the Bankruptcy Court
that it was unable to appoint an official committee of unsecured
creditors.
RYNARD PROPERTIES: U.S. Trustee Asks Court to Deny DIP Financing
----------------------------------------------------------------
Samuel K. Crocker, the United States Trustee for Region 8, asks
the U.S. Bankruptcy Court for the Western District of Tennessee to
deny Rynard Properties Ridgecrest, LP's motion for authority to
secure $6 million postpetition financing on a superpriority basis
from Paragon National Bank.
The U.S. Trustee tells the Court he understands through informal
communications with the Debtor's counsel that dismissal of the
bankruptcy case would be sought by the Debtor ultimately should
the Court grant the relief sought in the DIP Motion. He contends
that the DIP Motion, however, does not address dismissal,
especially the impact on non-priority unsecured creditors.
The U.S. Trustee further understands that the sought refinancing
would be sufficient to result in a 100% dividend to be paid to
non-priority unsecured creditors. He asserts that the DIP Motion,
however, does not adequately affirm or demonstrate that the
granting of the DIP Motion would have that result.
Moreover, the U.S. Trustee would object to the awarding of any
superpriority administrative expense senior to the provisions of
Section 1930(a)(6) of the Judiciary and Judicial Procedures Code.
If creditors will be paid during the pendency case if the DIP
Motion is granted, then payment of Section 1930(a)(6) fees should
be required at closing, he adds.
About Rynard Properties Ridgecrest
Rynard Properties Ridgecrest LP is a Tennessee limited
partnership. Its principal place of business is 2881 Rangeline
Road, Memphis, TN 38127, and the Debtor operates a 256 unit
multifamily apartment complex of Section 8 housing named
Ridgecrest Apartments and currently has TESCO operating the
complex as leasing agent.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. W.D.
Tenn. Case No. 14-22674) on March 13, 2014. John Bartle signed
the petition as secretary/treasurer of Ridgecrest LLC, general
partner of the Debtor. In its schedules, the Debtor disclosed
$16,231,959 in total assets and $8,734,000 in total liabilities.
Toni Campbell Parker serves as the Debtor's counsel. Judge Jennie
D. Latta oversees the case.
The U.S. Trustee for Region 8 has notified the Bankruptcy Court
that it was unable to appoint an official committee of unsecured
creditors.
RYNARD PROPERTIES: Wants to Use Cash Collateral for 60 More Days
----------------------------------------------------------------
Rynard Properties Ridgecrest, LP, asks the U.S. Bankruptcy Court
for the Western District of Tennessee for an order extending the
Debtor's authority to use cash collateral, which ended on
September 30, 2014, for an additional 60 days.
The Debtor's income is derived from the operation and management
of the 256 unit multifamily apartment complex known as Ridgecrest
Apartments. The Debtor owe its primary lender, Fannie Mae,
approximately $6 million and Tennessee Housing Development Agency
holds second mortgage behind Fannie Mae in the approximate amount
of $2.5 million. Fannie Mae holds a security interest in all the
Debtor's accounts, accounts receivable, rents and real property.
The Debtor contends that its continued use of its cash, accounts
receivable and rents is necessary to ensure that the Debtor has
adequate working capital to fund operations.
Adequate working capital is essential to the maintenance and
upkeep of the apartment complex and payment of vendors, Toni
Campbell Parker, Esq., in Memphis, Tennessee -- Tparker002@att.net
-- tells the Court. The use of cash collateral will ensure that
the Debtor is able to pay the ongoing expenses that arise in the
ordinary course of its business and to ensure the continuous
operation of the business during the pendency of the chapter 11
case. The Debtor further seeks approval for any expenditure as
necessary, including appliances necessary for new tenants before
moving in to the apartments.
About Rynard Properties Ridgecrest
Rynard Properties Ridgecrest LP is a Tennessee limited
partnership. Its principal place of business is 2881 Rangeline
Road, Memphis, TN 38127, and the Debtor operates a 256 unit
multifamily apartment complex of Section 8 housing named
Ridgecrest Apartments and currently has TESCO operating the
complex as leasing agent.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. W.D.
Tenn. Case No. 14-22674) on March 13, 2014. John Bartle signed
the petition as secretary/treasurer of Ridgecrest LLC, general
partner of the Debtor. In its schedules, the Debtor disclosed
$16,231,959 in total assets and $8,734,000 in total liabilities.
Toni Campbell Parker serves as the Debtor's counsel. Judge Jennie
D. Latta oversees the case.
The U.S. Trustee for Region 8 has notified the Bankruptcy Court
that it was unable to appoint an official committee of unsecured
creditors.
S S I TECHNOLOGY: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: S S I Technology, Inc.
1235 Spartan Dr.
Madison Heights, MI 48071
Case No.: 14-55306
Chapter 11 Petition Date: September 30, 2014
Court: United States Bankruptcy Court
Eastern District of Michigan (Detroit)
Judge: Hon. Marci B McIvor
Debtor's Counsel: Richard F. Fellrath, Esq.
LAW OFFICES OF RICHARD F. FELLRATH
4056 Middlebury Drive
Troy, MI 48085
Tel: (248) 519-5064
Fax: (248) 519-5065
Email: lawfell@wowway.com
Total Assets: $2.29 million
Total Liabilities: $8.37 million
The petition was signed by Robert A. Bloom, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mieb14-55306.pdf
SAN BERNARDINO, CA: Court Approves Rejection of MOU with SBCPF
--------------------------------------------------------------
A bankruptcy judge entered an order granting in part, and denying
in part City Of San Bernardino's motion authorizing rejection of
collective bargaining agreement with San Bernardino City
Professional Firefighters City of San Bernardino, California.
On March 4, 2013, the City filed a motion to reject the collective
bargaining agreement between the City and the SBCPF. The SBCPF
filed an opposition and the City filed a reply. The California
Public Employees Retirement System also filed briefs. Several
other creditors filed briefs or statements. A preliminary hearing
was held on April 4, 2013. The Court subsequently authorized the
parties to file supplemental briefs.
The order stated that:
1. the motion is granted in part and denied in part with
respect to relief sought against the SBCPF;
2. the rejection part of the motion is granted and the MOU is
rejected;
3. the City's request for (1) an order approving the Feb. 1,
2013 modifications to the MOU, and (2) an order authorizing the
City to implement proposed modifications to the MOU, are denied;
On Sept. 18, the City responded to the objection, stating that:
i. paragraph 2 of the City's order is necessary and appropriate
because it satisfies the condition on which CalPERS agreed to
withdraw its opposition to the motion, and paragraph 4 of the
SBCPF alternative order should be rejected;
ii. paragraph 1 of the City's order is consistent with the
Court's tentative ruling, and paragraphs 1 and 3 of the SBCPF
alternative order are not.
iii. paragraph 2 of the alternative order should be rejected.
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
Tel: (424) 214-7000
Fax: (424) 214-7010
E-mail: pglassman@sycr.com
fneufeld@sycr.com
lbuchanan@sycr.com
kdevaney@sycr.com
Gary D. Saenz, Esq., City Attorney
300 North "D" Street, Sixth Floor
San Bernardino, CA 92418
Tel: (909) 384-5355
Fax: (909) 384-5238
E-mail: saenz_ga@sbcity.org
The Motion
As reported in the Troubled Company Reporter on Sept 17, 2014, the
City has filed a supplement to its request, as authorized by the
Court. The firefighters and the California Public Employees
Retirement System have each responded to the supplement.
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 substantially all of the
legal argument in the firefighters' opposition brief is mistakenly
focused on the notion that the City seeks to assume the agreement,
but revised to suit the City's purposes. However, he asserts, the
City does not seek to assume all or any portion of the agreement.
He insists that the City understands the no cherry-picking cum
onere doctrine as it is applied in Section 365 proceedings.
By the CBA Motion, the City wants to reject and agreement, Mr.
Glassman says. He contends that the City is not seeking "ride
through" of the agreement but City seeks rejection of the
agreement. He argues that the City is not seeking to (a) force
the firefighters to sign the revised agreement that the City
proposes, or (b) have the Court order that the revised agreement
is the new "contract." He points out that a contract is a
bilateral agreement and there will be no bilateral agreement if
the CBA is rejected.
Mr. Glassman reminds the Court that the City has proposed
modifications to the agreement in the hope that the firefighters
would cooperate with the City's restructuring efforts. He
contends that the firefighters will not agree to the City's
proposed modifications to the agreement, therefore, the City has
no option but to seek rejection of the agreement because the City
needs to implement its cost-cutting restructuring of the Fire
Department as part of the City's financial rehabilitation.
Finally, Mr. Glassman avers that the City is not attempting to
effect an end run around the requirements of the Fair Labor
Standards Act or the City Charter with respect to the payment of
overtime. He insists that the City is merely seeking the
flexibility to staff the Fire Department in the most efficient
manner possible to reduce overtime.
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.
SEARS METHODIST: Sears Plains Proposes Knight-Led Auction
---------------------------------------------------------
Debtor Sears Plains Retirement Corporation, a unit of Sears
Methodist Retirement System Inc., asks the Bankruptcy Court to
approve proposed bid procedures in connection with the sale of all
of its assets and provide certain bid protections to Knight Health
Holdings LLC, a Nevada limited liability company, the stalking
horse bidder.
The $6,240,000 offer of the stalking horse bidder will become the
opening bid at the auction.
The Debtor also requests that the Court approve (a) the payment in
cash of a break-up fee in the amount of $180,000; (b) the payment
in cash of expense reimbursements in an amount up to $25,000.
The APA provides:
-- purchase of significantly all of assets of The Mildred and
Shirley L. Garrison Geriatric Education and Care Center, a
geriatric learning center and nursing facility located in Lubbock,
Texas on the campus of Texas Tech University (except for cash);
-- payment by the stalking horse of the purchase price of
$6,240,000 in cash at closing;
-- payment by the stalking horse of a $1,000,000 earnest money
deposit within five business days after the APA is fully executed;
-- assumption of the TTU Lease;
-- purchase of the Garrison free and clear of all encumbrances
(with the option to assume the Plains Loan); and
-- in the event a higher and better bid is ultimately chosen by
Plains, payment to the stalking horse of a break up fee in the
amount of $180,000, and the payment in cash of expense
reimbursements in an amount up to $25,000.
About Sears Methodist
As a leading Texas senior living icon established on Christian
principles, Sears Methodist Retirement System Inc. provides
secure, rewarding, and luxurious residency to seniors. The system
includes: (i) eight senior living communities located in Abilene,
Amarillo, Lubbock, Odessa and Tyler, Texas; (ii) three veterans
homes located in El Paso, McAllen and Big Spring, Texas, managed
by Senior Dimensions, Inc., pursuant to contracts between SDI and
the Veterans Land Board of Texas; and (iii) Texas Senior
Management, Inc. ("TSM"), Senior Living Assurance, Inc. ("SLA")
and Southwest Assurance Company, Ltd. ("SWAC"), which provide, as
applicable, management and insurance services to the System.
Sears Methodist Senior Housing, LLC, is the general partner of,
and controls .01% of the interests in, Canyons Senior Living, L.P.
("CSL").
Sears Methodist and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 14-
32821) on June 10, 2014. The cases are assigned to Judge Stacey
G. Jernigan.
The Debtors' counsel is Vincent P. Slusher, Esq., and Andrew
Zollinger, Esq., at DLA Piper LLP (US), in Dallas, Texas; and
Thomas R. Califano, Esq., Gabriella L. Zborovsky, Esq., and Jacob
S. Frumkin, Esq., at DLA Piper LLP (US), in New York. The
Debtors' financial advisor is Alvarez & Marsal Healthcare Industry
Group, LLC, while the Debtors' investment banker is Cain Brothers
& Company, LLC. The Debtors' notice, claims and solicitation
agent is GCG Inc.
The Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases.
The U.S. Trustee has appointed five members to the Official
Committee of Unsecured Creditors. The Committee is represented by
Clifton R. Jessup, Jr., Esq., and Bryan L. Elwood, Esq., at
Greenberg Traurig, LLP, in Dallas, Texas.
SEGA BIOFUELS: Court Approves 60-Day Delay in Case Closing
----------------------------------------------------------
The Bankruptcy Court authorized Sega Biofuels, LLC to delay
closing of its Chapter 11 case.
The Court ordered that the clerk will delay entering the order
requiring filing of final applications for fees and expenses and
final report of the Debtor for 60 days.
The Debtor, in its motion, stated that its plan was confirmed on
July 18, 2014, and it is in the process of determining whether and
to what extent a modification of that plan will be necessary in
order to accommodate the need for substantial additional funding.
The need for the funding for capital improvements has become
evident since the plan was confirmed.
As reported in the TCR on July 10, 2014, the Debtor filed a plan
that proposes to pay creditors in full. The Debtor estimated that
claims will total $19,331,457, with secured claims totaling
$11,897,747 and general unsecured claims totaling $1,804,710. The
Amended Plan also contained agreements with certain parties-in-
interest, including Logistec USA, Inc., which provides storage and
handling services to the Debtor; Ogle Engineering; James Huntley;
and United Forest Products.
The Debtor said it will be unable to make payments due under its
agreement with Logistec but that it is negotiating another
agreement with the service provider, which agreement is
anticipated to be in place by the time the of Plan confirmation.
The Debtor added that it will extend the proceedings related to
its objection to the claim of Ogle Engineering and James Huntley
to allow for the parties to determine which amounts in the claims
filed may be substantiated to the satisfaction of the Debtor. It
is possible that some or all of the claims of these creditors will
be allowed and will become part of the group of general unsecured
claims.
United Forest filed a claim in an unspecified amount. The Debtor
agreed that United Forest may file an amended proof of claim in
the amount of $73,722, and that the Debtor will not object to that
amended claim becoming part of the Class of General Unsecured
Claims.
The Debtor has obtained Court authority to enter into a premium
finance agreement with Premium Assignment Corporation, which
agreement provides for the financing of the insurance premiums to
be paid for the Debtor's insurance policies. The policies will
bear a total premium of $156,000. PAC is granted a first and only
priority security interest in (i) all unearned premiums and
dividends which may become payable under the financed insurance
policies for whatever reason; and (ii) loss payments which reduce
the unearned premiums, subject to any mortgage or loss payee
interests. The Bankruptcy Court, separately, issued an order
granting the motion of Deere Credit, Inc., to reinstate the
consent order requiring the Debtor to cure default and to assume
or reject lease between the Debtor and Deere.
A full-text copy of the May 2 Amended Disclosure Statement is
available at http://bankrupt.com/misc/SEGAds0502.pdf
About Sega Biofuels
Sega Biofuels LLC, the owner of a wood-pellet plant in Nahunta,
Georgia, filed a petition for Chapter 11 protection (Bankr. S.D.
Ga. 13-50694) on Sept. 11 in Waycross, Georgia. The Company
listed assets worth $10.6 million and debt totaling $13.7 million.
C. James McCallar, Jr., Esq., at McCallar Law Firm, in Savannah,
Georgia.
The U.S. Trustee has not appointed an official committee in the
Debtor's bankruptcy case.
SES INTERMEDIATE: S&P Affirms 'B+' CCR & Withdraws Rating
---------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B+' long-
term corporate credit and senior secured debt ratings on SES
Intermediate Holdings Ltd. The '3' recovery rating on the senior
secured debt is unchanged, and indicates S&P's expectation of
meaningful (50%-70%) recovery in a default scenario. At the same
time, Standard & Poor's is withdrawing the ratings at the
company's request.
Standard & Poor's bases its ratings on SES primarily on the group
ratings methodology criteria and S&P assess the company's
operations as "moderately strategic" to Schlumberger Ltd. (AA-
/Stable/A-1+). This assessment reflects S&P's beliefs that
Schlumberger is unlikely to sell SES in the near term, SES is
reasonably successful in its land-drilling operations and will
integrate with Schlumberger's major projects worldwide, and it
will likely receive financial support when needed.
SEVEN ARTS: Files Second Amendment for Fiscal 2013 Report
---------------------------------------------------------
Seven Arts Entertainment, Inc., filed with the U.S. Securities and
Exchange Commission on Sept. 15, 2014, a second amendment to its
annual report on Form 10-K for the fiscal year ended June 30,
2013. A copy of the Form 10-K/A is available at:
http://is.gd/kOnX9o
For the year ended June 30, 2013, the Company recorded a loss from
operations of $18.23 million and utilized cash in operations of
$2.44 million. As of June 30, 2013, the Company had a working
capital deficit of approximately $19.84 million. These factors,
among others, raise substantial doubt about the Company's ability
to continue as a going concern. The Company's ability to continue
as a going concern is dependent upon its ability to return to
profitability or to develop additional sources of financing or
capital.
The Company reported a net loss of $22.42 million on $1.52 million
of total revenue for the fiscal year ended June 30, 2013, compared
with a net loss of $11.15 million on $4.06 million of total
revenue in 2012.
The Company's balance sheet at June 30, 2013, showed $15.61
million in total assets, $22.67 million in total liabilities and a
stockholders' deficit of $7.07 million.
About Seven Arts
Los Angeles-based Seven Arts Entertainment, Inc. (OTC QB: SAPX)
was founded in 2002 as an independent motion picture production
and distribution company engaged in the development, acquisition,
financing, production and licensing of theatrical motion pictures
for exhibition in domestic (i.e., the United States and Canada)
and foreign theatrical markets, and for subsequent worldwide
release in other forms of media, including home video and pay and
free television.
The Hall Group, CPAs, in Dallas, Texas, expressed substantial
doubt about the Company's ability to continue as a going concern
following the financial results for the year ended June 30, 2013,
citing the Company's recurring losses from operations and net
capital deficiency.
SEVEN ARTS: Late-Filed Mar. 31 Financials Show $7.16MM Loss
-----------------------------------------------------------
Seven Arts Entertainment, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing
a net income of $461,467 on $12,958 of total revenue for the three
months ended Dec. 31, 2013, compared with a net loss of $1.8
million on $182,797 of total revenue for the same period in 2012.
A copy of the Form 10-Q is available at:
http://is.gd/m4Jp6I
Seven Arts also filed its quarterly report on Form 10-Q,
disclosing a net loss of $7.16 million on $111,458 of total
revenue for the three months ended March 31, 2014, compared with a
net loss of $2.44 million on $372,260 of total revenue for the
same period in 2013. A copy of the Form 10-Q is available at:
http://is.gd/KM48ma
The Company's balance sheet at March 31, 2014, showed $9.46
million in total assets, $23.85 million in total liabilities and
total stockholders' deficit of $14.39 million.
For the nine months ended March 31, 2014 the Company recorded a
loss from operations of approximately $7.66 million, utilized cash
in operations of approximately $3.94 million and had a working
capital deficit of approximately $23.45 million. These factors,
among others, raise substantial doubt about the Company's ability
to continue as a going concern.
About Seven Arts
Los Angeles-based Seven Arts Entertainment, Inc. (OTC QB: SAPX)
was founded in 2002 as an independent motion picture production
and distribution company engaged in the development, acquisition,
financing, production and licensing of theatrical motion pictures
for exhibition in domestic (i.e., the United States and Canada)
and foreign theatrical markets, and for subsequent worldwide
release in other forms of media, including home video and pay and
free television.
The Company reported a net loss of $22.4 million on $1.5 million
of total revenue for the fiscal year ended June 30, 2013, compared
with a net loss of $11.2 million on $4.1 million of total revenue
for the fiscal year ended June 30, 2012.
The Hall Group, CPAs, in Dallas, Texas, expressed substantial
doubt about the Company's ability to continue as a going concern
following the financial results for the year ended June 30, 2013,
citing the Company's recurring losses from operations and net
capital deficiency.
SHILO INN: Says California Bank's Plan Objection Recycled
---------------------------------------------------------
Shilo Inn Twin Falls LLC, responded to California Bank & Trust's
omnibus objection to the Debtor' Second Amended Disclosure
Statement explaining the Second Amended Chapter 11 Plan.
According to the Debtors, with a few exceptions, the objections of
CBT raised in its opposition are the same objections that it
raised in its previous opposition to the First Amended Disclosure
Statement.
The Debtors tell the Court that it has become clear that CBT is
pursuing a strategy aimed not at acquiring adequate information
for voting on the Plan but aimed at preventing the Debtors from
being able to reach a plan confirmation hearing before Nov. 7,
2014, the date that the relief from stay will go effective.
On Sept. 8, CB&T submitted evidentiary objections to Debtors'
Second Amended Disclosure Statements and Second Amended Plan.
The Plans
As reported in the Troubled Company Reporter on Sept. 15, 2014,
Shilo Inn and six of its affiliates on Aug. 28 filed separate
restructuring plans, which contain revisions to address issues
raised by U.S. Bankruptcy Judge Vincent Zurzolo at the hearing on
Aug. 7.
Judge Zurzolo previously denied earlier versions of the disclosure
statements after determining that they didn't have enough
information that would help voting creditors make an informed
decision on the proposed plans. The bankruptcy judge, however,
allowed the companies to revise the documents.
One problem cited by the judge was the lack of information on why
assets are valued less under Chapter 7 than under the proposed
restructuring plans. Another was the lack of information about
the sources of payments to creditors. These and other problems
cited by the judge have been addressed in the latest disclosure
statements, Shilo Inn said in court filings.
Judge Zurzolo will hold a hearing on Sept. 18 to consider approval
of the disclosure statements as well as the solicitation
procedures proposed by the company.
Treatment of Claims, Equity Interests
Shilo Inn's latest plan divides claims and equity interest into
seven classes and proposes how each class would be treated.
Twin Falls County Treasurer's secured claim of $64,934 for
property taxes was placed in Class 1. The claim will be paid in
full from the income generated by the company after confirmation
of the plan.
California Bank & Trust, whose secured claim was placed in Class
2, will receive payment of more than $4.98 million, plus a
balloon payment in the amount of $6.045 million at end of life of
the plan. Payments to the bank will also come from income
generated by Shilo Inn after confirmation of the plan.
Meanwhile, CB&T will receive $1.98 million under the plan on
account of its Class 4 general unsecured deficiency claim, which
is comprised of the $5 million line of credit to Shilo Inn's
owner.
Class 4 claim will be eliminated if the company and its affiliates
prevail in a lawsuit they filed against the bank, according to the
plan.
Classes 5 and 6 are composed of general unsecured claims of non-
insiders and insiders, respectively. Non-insiders will be paid in
full from post-confirmation income of Shilo Inn while insiders
have to wait until Classes 4 and 5 claims are paid in full.
Equity interests in Shilo Inn, which were placed in Class 7, will
be extinguished when the company exits bankruptcy. In exchange
for the "new value" contribution from Shilo Inn's principals, 100%
equity interest in the reorganized company will be transferred to
Mark Hemstreet and Shannon Hemstreet or their designees.
Meanwhile, Class 3 is an empty class without claims or creditors.
It exists in Shilo Inn's plan to keep track of the Class 4 claim,
which may be eliminated completely, and to track the payments of
the Class 4 claim by the company's affiliates under their
respective plans. Class 4 claim appears in four out of five of
the separate plans of reorganization.
In the restructuring plans filed by Shilo Inn's affiliates, Class
3 in those plans is the unsecured deficiency claim for CB&T
on account of its first deed of trust where its claim is greater
than the value of the hotel that serves as its collateral.
Shilo Inn's proposed plan applies only to the company and doesn't
apply to its affiliates going through bankruptcy. Full-text
copies of the latest plans are available without charge at:
http://bankrupt.com/misc/ShiloInn_2DS_Twin.pdf
http://bankrupt.com/misc/ShiloInn_2DS_Boise.pdf
http://bankrupt.com/misc/ShiloInn_2DS_Rose.pdf
http://bankrupt.com/misc/ShiloInn_2DS_Nampa&Newberg.pdf
http://bankrupt.com/misc/ShiloInn_2DS_Seaside&Moses.pdf
About Shilo Inn, Twin Falls
Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013.
Judge Richard M. Neiter presides over the case. Shilo Inn, Twin
Falls, estimated assets of at least $10 million and debts of at
least $1 million.
Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn,
Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake,
Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a
hotel. California Bank and Trust is the primary, senior secured
lender for each of the Debtors.
The Debtors sought Chapter 11 protection after CBT on May 1, 2013,
filed for receiverships in district court.
David B. Golubchick, Esq., Kurt Ramlo, Esq., and J.P. Fritz, Esq.,
at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles,
represent the Debtors in their restructuring effort.
The Debtors' Joint Plan of Reorganization dated Aug. 29, 2013,
provides for payment of all claims in full, unless otherwise
agreed with the claimholder, with unsecured claims to be paid over
a three-month period from the Plan Effective Date.
SKYLINE MANOR: Oct 6 Final Hearing on Bid for Cash Collateral Use
-----------------------------------------------------------------
The Bankruptcy Court will convene a final hearing on Oct. 6, 2014,
at 1:30 p.m., to consider the motion of Ron Ross, the Chapter 11
trustee for Skyline Manor, Inc., to use cash collateral.
On Sept. 17, Oxford Finance LLC consented to the trustee's interim
use of cash collateral until, among other things, the earlier of
(i) Oct. 6; and (ii) the termination date.
As reported in the Troubled Company Reporter on Sept. 11, 2014,
the Court previously entered a fifth interim order authorizing the
Debtor to cash collateral through Sept. 2. Prior to that, the
Court entered a cash collateral order on Aug. 4.
In his capacity as the chapter 11 trustee, Mr. Ross, on June 4
2014, sought Court approval to use cash collateral on an interim
basis. Oxford expressed its consent to the use of cash
collateral.
Oxford made certain loans and other financial accommodations
available to the debtor. It asserts that the loans are secured by
first priority liens on and security interests in all of the
debtor's property. Hence, proceeds of Oxford's loan and the
proceeds received therefrom are deemed as cash collateral.
Mr. Ross contends that it is to the best interest of the debtor,
the debtor's estate and its creditors that he be permitted to use
the cash collateral to operate the healthcare facility.
Otherwise, immediate and irreparable injury will result.
About Skyline Manor
Skyline Manor Inc. is a Nebraska non-profit corporation that
operates a 199-unit continuing care retirement community and a 140
unit independent living facility in Omaha. Skyline Manor filed a
Chapter 11 bankruptcy petition (Bankr. D. Neb. Case No. 14-80934)
on May 8, 2014. The petition was signed by John W. Bartle as
chief restructuring officer. Judge Thomas L. Saladino presides
over the case.
The Debtor disclosed $19,892,926 in assets and $13,732,877 in
liabilities as of the Chapter 11 filing.
Mr. Ross has been appointed as the Chapter 11 trustee for Skyline
Manor.
SOURCE INTERLINK: Sale of Assets to Cortland Capital Approved
-------------------------------------------------------------
The Bankruptcy Court approved an asset purchase agreement between
Source Interlink Entertainment, LLC, et al., and Cortland Capital
Market Services, LLC.
As reported in the Troubled Company Reporter on Sept. 22, 2014,
Law360 reported that the Debtor canceled its bankruptcy auction
after no competing bid was received by the deadline and said it
was prepared to sell its retail display business to senior secured
lender Cortland Capital for $24 million. Corland is owed
$52 million on a prepetition loan, Law360 further reported.
The Court also approved a stipulation among the Debtors, the
Official Committee of Unsecured Creditors and Cortland Capital in
relation to the objection on the sale of certain assets. The
Committee had asserted that the agent has no right to credit bid
against the real estate.
The stipulation provides that:
1. the Committee consents to the entry of the sale order in a
form acceptable to the parties; and
2. until termination of the stipulation, the Committee will not
file or otherwise asset the sale objection.
About Source Home Entertainment
and Source Interlink
Headquartered in Bonita Springs, Florida, Source Home
Entertainment, LLC, manufactures front-end retail checkout
displays and is a leading distributor of books, periodicals, and
other printed material. Its distribution network spans over
32,500 retail locations in the U.S. and abroad.
In the twelve months ended April 30, 2014, Source Home generated
revenues totaling approximately $600 million on a consolidated
basis. As of March 31, 2014, Source Home had assets (not
including goodwill or intangibles) of $205 million and liabilities
of approximately $290 million. Source Interlink Distribution, LLC
disclosed $82,729,238 in assets and $104,521,951 in liabilities.
Source Home, Source Interlink Manufacturing, LLC, and other
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-11553) on June 23, 2014, to sell their front-end retail
display fixtures business to lenders, absent higher and better
offers. The Debtors are winding down their books distribution
business.
The Debtors have tapped Kirkland & Ellis LLP as general bankruptcy
and corporate counsel; Young Conaway Stargatt & Taylor, LLP, as
co-counsel, FTI Consulting, Inc., as crisis and turnaround
advisor; and Kurtzman Carson Consultants, LLC, as claims agent.
Stephen Dube has been designated by the Debtors to act as chief
restructuring officer and Joshua Korsower to act as chief
financial officer.
The United States Trustee for Region 3 appointed seven creditors
to serve on the Official Committee of Unsecured Creditors. The
Committee is represented by Lowenstein Sandler LLP, and Duane
Morris LLP. The Committee tapped PricewaterHouseCoopers LLP as
its financial advisor.
SOURCE INTERLINK: Taps Reich Brothers to Liquidate Assets
---------------------------------------------------------
Source Home Entertainment, LLC, et al., ask the Bankruptcy Court
for permission to employ Reich Brothers, LLC as sales agent, nunc
pro tunc to Sept. 17, 2014.
The Debtors relate that their primary goal from the outset of the
Chapter 11 cases has been to monetize their assets for the benefit
of their creditors and consummate a plan of liquidation in a
timely fashion.
In this relation, Reich Brothers will, among other things:
1. implement a strategy to maximize the recoverable value
associated with the liquidation assets through a systematic
marketing and sales process;
2. develop an advertising and marketing plan for all of the
liquidation assets in consultation with the Debtors; and
3. implement an advertising and marketing plan in consultation
with the Debtors.
The fee structure provides for these compensation:
a. The gross proceeds of the sales of the Liquidation Assets,
excluding the buyer's Premium, will be divided between the Debtors
and Reich as shown below:
Sale Proceeds Reich's Allocation
$0 - $415,000 0%
$415,001 - $554,500 100% of the amount of sale
proceeds in excess of
$415,000 up to $139,500
$554,501 and up $139,500, plus 10% of the
amount of sale proceeds
in excess of $554,500
b. Reich will be entitled to a buyer's premium equal to
15%, or, in the case of online purchasers, 18% of the total
purchase price paid in connection with a sale of any of the
liquidation assets; provided, however, that the Debtors will not
be responsible for any unpaid portion of the buyer's premium.
c. Reich will advance all reasonable expenses incurred in
connection with the performance of the services.
To the best of the Debtors' knowledge, Reich is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The Court will consider the matter on Oct. 8, at 3:00 p.m.
Objections, if any, are due Oct. 1, at 4:00 p.m.
About Source Home Entertainment
and Source Interlink
Headquartered in Bonita Springs, Florida, Source Home
Entertainment, LLC, manufactures front-end retail checkout
displays and is a leading distributor of books, periodicals, and
other printed material. Its distribution network spans over
32,500 retail locations in the U.S. and abroad.
In the twelve months ended April 30, 2014, Source Home generated
revenues totaling approximately $600 million on a consolidated
basis. As of March 31, 2014, Source Home had assets (not
including goodwill or intangibles) of $205 million and liabilities
of approximately $290 million. Source Interlink Distribution, LLC
disclosed $82,729,238 in assets and $104,521,951 in liabilities.
Source Home, Source Interlink Manufacturing, LLC, and other
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-11553) on June 23, 2014, to sell their front-end retail
display fixtures business to lenders, absent higher and better
offers. The Debtors are winding down their books distribution
business.
The Debtors have tapped Kirkland & Ellis LLP as general bankruptcy
and corporate counsel; Young Conaway Stargatt & Taylor, LLP, as
co-counsel, FTI Consulting, Inc., as crisis and turnaround
advisor; and Kurtzman Carson Consultants, LLC, as claims agent.
Stephen Dube has been designated by the Debtors to act as chief
restructuring officer and Joshua Korsower to act as chief
financial officer.
The United States Trustee for Region 3 appointed seven creditors
to serve on the Official Committee of Unsecured Creditors. The
Committee is represented by Lowenstein Sandler LLP, and Duane
Morris LLP. The Committee tapped PricewaterHouseCoopers LLP as
its financial advisor.
SOURCE INTERLINK: Wants Until January 2015 to Decide on Leases
--------------------------------------------------------------
The Bankruptcy Court will convene a hearing on Oct. 8, 2014, at
3:00 p.m., to consider Source Home Entertainment, LLC, et al.'s
motion for extension of lease decision period. Objections, if
any, were due Oct. 1.
The Debtors are requesting an extension until Jan. 19, 2015, their
time to assume or reject unexpired leases of nonresidential real
property.
The Debtors are currently party to approximately five unexpired
leases. To date, the Debtors have not yet had an opportunity to
determine conclusively whether their unexpired leases be assumed
or rejected as part of their overall objectives for the chapter 11
cases. The Debtors require additional time to complete their
analysis of the unexpired leases in light of their overall goals.
About Source Home Entertainment
and Source Interlink
Headquartered in Bonita Springs, Florida, Source Home
Entertainment, LLC, manufactures front-end retail checkout
displays and is a leading distributor of books, periodicals, and
other printed material. Its distribution network spans over
32,500 retail locations in the U.S. and abroad.
In the twelve months ended April 30, 2014, Source Home generated
revenues totaling approximately $600 million on a consolidated
basis. As of March 31, 2014, Source Home had assets (not
including goodwill or intangibles) of $205 million and liabilities
of approximately $290 million. Source Interlink Distribution, LLC
disclosed $82,729,238 in assets and $104,521,951 in liabilities.
Source Home, Source Interlink Manufacturing, LLC, and other
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-11553) on June 23, 2014, to sell their front-end retail
display fixtures business to lenders, absent higher and better
offers. The Debtors are winding down their books distribution
business.
The Debtors have tapped Kirkland & Ellis LLP as general bankruptcy
and corporate counsel; Young Conaway Stargatt & Taylor, LLP, as
co-counsel, FTI Consulting, Inc., as crisis and turnaround
advisor; and Kurtzman Carson Consultants, LLC, as claims agent.
Stephen Dube has been designated by the Debtors to act as chief
restructuring officer and Joshua Korsower to act as chief
financial officer.
The United States Trustee for Region 3 appointed seven creditors
to serve on the Official Committee of Unsecured Creditors. The
Committee is represented by Lowenstein Sandler LLP, and Duane
Morris LLP. The Committee tapped PricewaterHouseCoopers LLP as
its financial advisor.
STELLAR BIOTECHNOLOGIES: CEO Holds 6.8% Equity Stake
----------------------------------------------------
In a Schedule 13D filed with the U.S. Securities and Exchange
Commission, Frank R. Oakes disclosed that as of Sept. 1, 2014, he
beneficially owned 5,343,846 common shares of Stellar
Biotechnologies, Inc., representing 6.8%, based on 78,268,850
common shares of the Company issued and outstanding as of Sept. 1,
2014.
Mr. Oakes initially acquired 4,005,979 common shares and 1,075,000
stock options to purchase the Company's common shares as a result
of the Company's qualifying transaction in April 2010 through a
reverse merger transaction with Stellar of which Mr. Oakes was
affiliated, and has since disposed of an aggregate of 618,333
common shares. He received 801,200 stock options to purchase the
Company's common shares through his employment with the Company
during the period commencing April 2010 to present. On June 14,
2012, using personal funds, Mr. Oakes exercised options to
purchase 40,000 common shares at price per share of C$0.28. He
purchased 40,000 common shares and warrants to purchase 40,000
common shares in the Company's January 2013 private placement.
Mr. Oakes is president and chief executive officer of Stellar and
a member of the Company's board of directors.
A copy of the regulatory filing is available for free at:
http://is.gd/8M2NmU
About Stellar
Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s
business is to commercially produce and market Keyhole Limpet
Hemocyanin ("KLH") as well as to develop new technology related to
culture and production of KLH and subunit KLH ("suKLH")
formulations. The Company markets KLH and suKLH formulations to
customers in the United States and Europe.
KLH is used extensively as a carrier protein in the production of
antibodies for research, biotechnology and therapeutic
applications.
Stellar Biotechnologies incurred a loss and comprehensive loss of
$14.88 million on $545.46 million of revenues for the year ended
Aug. 31, 2013, as compared with a loss and comprehensive loss of
$5.19 million on $286.05 million of revenues for the year ended
Aug. 31, 2012.
The Company's balance sheet at May 31, 2014, showed $15.50 million
in total assets, $4.35 million in total liabilities and
$11.15 million in total shareholders' equity.
STOCKTON, CA: Judge Pushes Back Hearing on Debt Adjustment Plan
---------------------------------------------------------------
Mary Williams Walsh, writing for The New York Times' DealBook,
reported that U.S. Bankruptcy Judge Christopher M. Klein of the
Eastern District of California has postponed his ruling on the
city of Stockton's plan of debt adjustment, saying he need time to
reflect on the city's situation especially in relation to its
pensions. According to the report, Judge Klein did not order the
city to cut its pension plan or take any action but said he would
convene a hearing again on Oct. 30 to decide whether the city
could emerge from bankruptcy.
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.
* * *
The Troubled Company Reporter, on Sep. 26, 2014, reported that
Moody's Investors Service has affirmed the long-term ratings of
the city of Stockton's (CA) water and sewer enterprises' debts at
Ba1. Moody's have also changed the outlook on the city's water
bond rating to developing from stable, while the developing
outlook on the sewer system's rating remains the same.
SURTRONICS: Withdraws Notice of Reorganization Plan Effective Date
------------------------------------------------------------------
Surtronics, Inc., has withdrawn the notice of Effective Date filed
on Sept. 4, 2014.
Creditor Smith & Wade objected and moved to strike the notice of
Effective Date, stating that the confirmed Plan, have not fully
and completely been satisfied and that, therefore, the Effective
Date has not occurred. The hearing on the matter was held on
Sept. 24.
The Debtor's Second Amended Plan of Reorganization filed June 25,
2014 was confirmed on Aug. 20, 2014.
As reported in the Troubled Company Reporter, on Oct. 8, 2013, the
debtor filed a Plan of Reorganization. The Debtor amended the
Plan on Jan. 15, 2014, and a confirmation hearing took place on
Jan. 27.
About Surtronics, Inc.
Raleigh, North Carolina-based Surtronics, Inc., filed a Chapter 11
bankruptcy petition in Wilson, North Carolina (Bankr. E.D.N.C.
Case No. 13-05672) on Sept. 9, 2013. Founded in 1965, Surtronics
is in the business of providing electroplating and anodizing
services to base-metal alloys for use across various industries,
including but not limited to aerospace, defense, medical,
telecommunications, and automotive. Surtronics' primary
production facility and corporate office are located in a series
of buildings at 4001 and 4025 Beryl Drive, and 508 Method Road,
Raleigh, North Carolina.
The Debtor is represented by David A. Matthews, Esq., at Shumaker,
Loop & Kendrick, LLP, in Charlotte, North Carolina. Carr
Riggs & Ingram PLLC, serves as its accountants.
In its schedules, the Debtor disclosed $16,300,878 in total assets
and $3,507,088 in total liabilities.
The Bankruptcy Administrator has been unable to organize and
recommend to the Bankruptcy Court the appointment of a committee
of creditors holding unsecured claims against Surtronics Inc.
TACTICAL INTERMEDIATE: Oct. 29 Hearing on Confirmation of Plan
--------------------------------------------------------------
The Bankruptcy Court will convene a hearing on Oct. 29, 2014, at
10 a.m., to consider the confirmation of Tactical Intermediate
Holdings, Inc.'s liquidating Plan.
According to a minute entry, the Court approved the certification
of no objection document.
Approval of the adequacy of the Disclosure Statement paved wave
for the Debtor to begin solicitation of votes on the Plan.
As reported in the Troubled Company Reporter on July 14, 2014, the
Debtor filed a liquidating plan premised on the terms of a plan
support agreement reached with secured lenders.
The Plan is a waterfall plan and the proceeds of the sales will be
applied in the order of absolute priority. The Plan contemplates
that the assets of the estates at the time of confirmation will
remain property of the Debtors' estates and be subject to
administration by a plan administrator. The plan administrator
will establish the appropriate reserves and then make
distributions that follow the distribution priority scheme set
forth in the Bankruptcy Code. The recoveries under the Plan will
largely be determined by the results of the sales, which are
unknown at this point.
The current version of the Plan indicates that holders of allowed
interests will receive no distributions on account of their
interests under the Plan.
A copy of the Plan is available for free at:
http://bankrupt.com/misc/Tactical_Liquidating_Plan.pdf
About Tactical Intermediate
Tactical Intermediate Holdings, Inc., and its affiliates'
operations are comprised of two major lines of business -- a
footwear line, and a fabric and clothing line, including flame
resistant material ("Massif").
Footwear is comprised of the Altama group ("Altama") and the
Wellco Group ("Wellco"). Wellco was founded in 1941 and
manufactures and sells combat boots, primarily for the United
States Military as well as commercial uniform and work boots for a
variety of customers. Altama was founded in 1969 and manufactures
and sells boots for the United States and international militaries
as well as for federal, state and local agencies, military
schools, police, uniform shops and Army/Navy retailers.
Headquartered in Ashland, Oregon, Massif was founded in 1999 by a
group of veteran search and rescue team members and alpine
climbers who believed that the options for sanctioned fire
resistant protective gear at the time were too limited. Massif is
a world leader in supplying flame resistant and high performance
outdoor apparel to the military, law enforcement, search and
rescue professionals, and the wildland firefighting community.
Tactical Intermediate Holdings, Inc., and its affiliates sought
Chapter 11 protection in Delaware on July 8, 2014, with plans to
quickly sell their assets.
Judge Kevin Gross is assigned to the Chapter 11 cases. The
Debtors have requested joint administration of the cases under
Case No. 14-11659.
The Debtors have tapped Klehr Harrison Harvey Branzburg LLP as
counsel, FTI Consulting, Inc., as financial advisor, Houlihan
Lokey Capital, Inc., as investment banker, and PrimeClerk as
claims and noticing agent.
Massif Apparel Enterprises LLC, the entity formed by Sun Capital
Partners Group V LLC, to serve as stalking horse bid for Massif's
assets, is represented by Corey Fox, Esq., Brad Weiland, Esq., and
Gregory F. Fesce, Esq., at Kirkland & Ellis LLP.
Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
three members to serve in the official committee of unsecured
creditors in the Chapter 11 cases of Tactical Intermediate
Holdings, Inc., et al.
TAPANAM ASSOCIATES: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: TapanAm Associates, Inc.
201 West 135th Street
Kansas City, MO 64145
Case No.: 14-43351
Chapter 11 Petition Date: September 30, 2014
Court: United States Bankruptcy Court
Western District of Missouri (Kansas City)
Judge: Hon. Dennis R. Dow
Debtor's Counsel: Ronald S. Weiss, Esq.
BERMAN DELEVE KUCHAN & CHAPMAN
1100 Main Street, Suite 2850
Kansas City, MO 64105
Tel: 816-471-5900
Fax: 816-842-9955
Email: rweiss@bdkc.com
Total Assets: $74,599
Total Liabilities: $1.57 million
The petition was signed by Tapan Banerjee, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mowb14-43351.pdf
TERRA-GEN FINANCE: S&P Withdraws 'B' ICR After Debt Pay-Off
-----------------------------------------------------------
Standard & Poor's Ratings Services said it withdrew its 'B' issuer
credit rating on Terra-Gen Finance Co. LLC.
Terra-Gen recently completed the sale of its interest in Alta Wind
Holdings LLC to NRG Yield Inc. for about $870 million. It used
proceeds to repay its outstanding debt obligations. As a result,
S&P has withdrawn the issuer credit rating on Terra-Gen.
TERRY EUGENE SLATE: Fails to Hold AERL and PNC Bank in Contempt
---------------------------------------------------------------
Bankruptcy Judge Randy D. Doub in Raleigh, North Carolina, denied
the emergency motion filed by Terry Eugene Slate and Lynn Skipper
Slate, in which they seek to hold AERL, L.C. and PNC Bank, NA in
contempt.
On August 27, 2014, after a lengthy hearing, the Court approved
two leases, one for a building located at 8013 Purfoy Rd. Fuquay-
Varina, NC -- larger building -- and the other for a building
located 8005 and 8009 Purfoy Rd. Fuquay-Varina, NC -- smaller
building -- over the objections of AERL and PNC Bank. The Orders
Granting the Motions to Approve Lease Agreements were entered on
September 5, 2014. Both leases contain an Article XIX titled
"Subordination, Non-Disturbance and Attornment Agreement," which
is commonly known as an "SNDA". The final sentence in Article XIX
states that "Landlord shall be obligated to obtain an SNDA, in a
form and content satisfactory to Landlord's lender and Tenant, and
Tenant's receipt of such SNDA executed by Landlord's lender shall
be a condition precedent to Tenant's obligation to pay rent under
this Lease."
While the Orders of September 5, 2014, approved the leases, they
did not specifically set forth whether AERL and PNC Bank were
required to execute SNDAs. It was, however, implied within the
Court's order that AERL and PNC Bank were required to execute
SNDA's as the lease agreements before the Court required the
"Landlord . . . to obtain an SNDA."
Following the hearing on the lease Motions, AERL and PNC Bank
began negotiating the SNDA terms with Column & Post, Inc., the
tenant under the leases. However, the two secured lenders
expressed their uncertainty regarding whether the Court intended
to require them to affirmatively sign SNDAs and if so, whether
they were required to execute SNDAs in any particular form or how
any disagreement regarding the proposed terms of the SNDA should
be resolved.
After unsuccessful attempts to reach resolution, on September 8,
2014, the Debtors filed an Emergency Motion to Hold AERL and PNC
Bank in Contempt and to Delay Adequate Protection Payments.
At the hearing on the Contempt motion, counsel for the Debtors
stated that he had no wish for AERL and PNC Bank to be held in
contempt, provided that the SNDAs were signed. Counsel for all
parties in interest present at the hearing indicated that progress
had been made toward negotiating the terms of SNDAs satisfactory
in form and content to AERL and PNC Bank, but that clarification
was needed as to whether the Court intended to require the secured
lenders to sign SNDAs over their objection, and if so, in what
form.
In his ruling, Judge Doub also ruled that the Orders Granting
Motions to Approve Lease Agreements between the Debtors and Column
& Post, Inc. are approved and clarified to require AERL and PNC
Bank to execute SNDAs and deliver the signed SNDAs to the Debtors.
A copy of the Court's Sept. 29, 2014 Order is available at
http://is.gd/YfoABIfrom Leagle.com.
Terry Eugene Slate and Lynn Skipper Slate filed a joint Chapter 11
petition (Bankr. E.D.N.C. Case No. 14-03302) earlier this year.
TODD-SOUNDELUX LLC: Tiger Group to Conduct Auction on Oct. 7-8
--------------------------------------------------------------
By order of the U.S. Bankruptcy Court, Tiger Group's Remarketing
Services Division and GA Global Partners will conduct a public
webcast auction at 10:30 a.m. (PT) on Oct. 7 and 8 to sell all of
the sound mixing, mobile editing, recording, computer networking,
projection and other equipment, as well as office furniture and
furnishings from the Todd-Soundelux bankruptcy. More than 3,000
lots of equipment and other assets from the company's Lantana,
Burbank, Seward and Hollywood facilities will be available at this
two-day online event.
Interested parties can pre-bid, starting October 1, and/or follow
along real time with the webcast auction on October 7 and 8 at
http://www.soldtiger.com/
Previews of the various assets being offered will be held on
October 3, 4 and 6 from 10:00 a.m. to 4:00 p.m. (PT) at three
locations: the Burbank studio at 2901 W Alameda Ave; the Hollywood
facility at 7080 Hollywood Blvd., Los Angeles; and at 1121
Chestnut St., Burbank, which houses the equipment formerly
maintained at the Seward and Lantana facilities.
"Todd-Soundelux grew through the consolidation of several high-end
post production studios, bringing together a deep and vast
selection of sound, projection and editing gear," noted
Jeff Tanenbaum, President of Tiger Remarketing. "This sale
features equipment that will suit the broad tastes of pro-sound
engineers and production facilities, as well as A/V enthusiasts
and the general public."
Key sound assets featured in the auction include Avid Icon dual
operator consoles and hundreds of Pro Tools HD systems, eight
System 5 dual operator Euphonics consoles, hundreds of Euphonics
interface components, and more than 50 mobile editorial rigs.
Also available is a wide selection of microphones from companies
like Beyer, Sony, Neumann, and Sennheiser; and outboard gear from
Aphex, Amek, Dolby, Eventide, and others.
Monitors and loudspeakers include gear manufactured by Auratone,
Bag End, and BMS. Amplifiers and speaker management systems
include units from Alesis, Bryston, Cinepro, and Martinsound.
Metering, audio recorders and decoders and projection and display
equipment will also be offered.
Computer and networking equipment includes more than 200 Apple Mac
Pro dual and quad core units, Mac XServer and XRaid units, Acer
and Samsung monitors, and more.
Furniture, furnishings and business equipment include Herman
Miller Aeron chairs, reception and sound stage sofas, club chairs,
office furniture from the Burbank facility, as well as printers
and full-featured copiers.
Todd-Soundelux provided postproduction services for notable
titles, including Black Sails, Game of Thrones, Mad Men, NCIS, and
CSI. Its roots go back to the 1950s, when Todd-Soundelux was
known as Todd-AO, originally promoting the then-revolutionary
widescreen cinema format developed by Broadway producer Mike Todd.
The company later shifted its focus to the sound business and went
through multiple owners before being acquired by Florida-based
Empire Investment Holdings. But a significant decline in
revenues, primarily in the feature film segment, hurt the
independent postproduction sound business in the Los Angeles area.
Todd-Soundelux LLC filed for Chapter 11 bankruptcy on May 21, 2014
in the California Central District Bankruptcy Court (case number
2:14-bk-19980).
About Tiger Group
Tiger Group -- http://www.TigerGroup.com-- provides asset
valuation, advisory and disposition services to a broad range of
retail, wholesale, and industrial clients. With over 40 years of
experience and significant financial backing, Tiger offers a
uniquely nimble combination of expertise, innovation and financial
resources to drive results. Tiger's seasoned professionals help
clients identify the underlying value of assets, monitor asset
risk factors and, when needed, provide capital or convert assets
to capital quickly and decisively. Tiger's collaborative,
straight-forward approach is the foundation for its many long-term
'partner' relationships and decades of success. Tiger operates
main offices in Boston, Los Angeles and New York.
About Todd-Soundelux
Todd-Soundelux, LLC, sought protection under Chapter 11 of the
Bankruptcy Code on May 21, 2014 (Case No. 14-19980, Bankr. C.D.
Calif.). The case is assigned to Judge Sandra R. Klein.
The Debtor's counsel is Leslie A Cohen, Esq., at Leslie Cohen Law
PC, in Santa Monica, California.
TOYS 'R' US: S&P Affirms 'B-' CCR on Refinancing; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B-' corporate
credit rating on Wayne, N.J.-based Toys "R" Us Inc.(Toys). The
outlook is stable. At the same time, S&P assigned a 'B+' issue-
level rating and '1' recovery rating to the $350 million FILO term
loan (the borrowers will be Toy "R" Us-Delaware Inc. (Delaware)
and Toys "R" Us (Canada) Ltd.) and a 'B' issue level rating and
'2' recovery rating to the $1.025 billion term loan B-4 (the
borrower will be Toys "R" Us-Delaware Inc.).
The '1' recovery rating on the term loan indicates S&P's
expectation of very high (90%-100%) recovery of principal in the
event of default, and the '2' recovery rating indicates S&P's
expectation of substantial (70%-90%) recovery of principal in the
event of default. S&P expects the company to use the proceeds of
the loans to repay its term loan B-1 borrowings due in 2016, $350
million of senior secured notes due in 2016, and a portion of term
loan B-2 and B-3 borrowings due in 2018.
"The affirmation reflects the company's operational trends that
have mostly stabilized in the first half 2014," said credit
analyst Charlies Pinson-Rose. "We believe that the company can
maintain these trends for the remainder of this year and into next
year. Nonetheless, the transaction will increase the company's
interest costs and cash flows will be weaker than previously
expected, but not to the extent for a negative rating action.
Moreover, the transaction means that the company does not have
material maturities over the next two years."
The rating outlook on Toys "R" Us Inc. is stable. S&P expects
moderate profit growth this year driven by at least low-single-
digit profit growth and moderate margin expansion. The company
may be moderately cash flow negative as a result of the higher
interest cost and likely capital spending levels, but has the
liquidity sources to fund those uses over the near term.
Downside scenario
S&P would consider a lower rating if it believed the company's
performance indicated that it has an unsustainable capital
structure. For example, S&P would likely lower the rating if
EBITDA (before operating lease adjustments) remained below $490
million and cash use continued. The company does have meaningful
maturities in 2017, so credit market conditions remain an
important risk factor.
Upside scenario
Given the company's weak credit metrics and industry competition,
S&P do not expect to consider a higher rating over at least the
next year. Nonetheless, S&P would do so if adjusted leverage was
in the mid-5x area, with current adjusted debt levels. S&P would
need to believe the company could reach unadjusted EBITDA in the
range of $750 million before an upgrade. However, this level is
considerably above S&P's near term performance expectations.
TRIGEANT HOLDINGS: Files Joint Chapter 11 Reorganization Plan
-------------------------------------------------------------
Trigeant, Ltd., Trigeant Holdings, Ltd. and Trigeant, LLC filed
with the U.S. Bankruptcy Court for the Southern District of
Florida their proposed Joint Plan of Reorganization under Chapter
11 of the Bankruptcy Code on September 16, 2014.
The Plan provides that holders of Allowed Claims will be paid in
full, in cash. With respect to Disputed Claims, the Plan provides
that the Debtors will establish a cash reserve equal to the amount
of the Disputed Claim, plus interest at the applicable rate, until
the claim becomes an Allowed Claim. In addition, all classes of
Equity Interests will be reinstated pursuant to the Plan.
The Plan is premised on the sale of substantially all of the
Debtors' assets to Gravity Midstream Corpus Christi, LLC pursuant
to the Plan, that Asset Purchase Agreement, dated September 16,
2014, between the Debtors and Buyer, and that Plan Support
Agreement, dated September 16, 2014, between Trigeant, Ltd., the
Buyer, and the indirect majority owners of Trigeant, Ltd.
Pursuant to the sale, the Buyer will pay $100 million. The
Purchased Assets will be free and clear of all Liens, Claims,
charges, or other encumbrances.
The Claims against the bankruptcy estates are divided into nine
Classes:
(1) Class 1 Priority Claims;
(2) Class 2 Disputed Secured Claim of BTB;
(3) Class 3 Secured Claim of PDVSA;
(4) Class 4 Miscellaneous Secured Claims;
(5) Class 5 General Unsecured Claims against Trigeant;
(6) Class 6 Equity Interests in Trigeant;
(7) Class 7 Claims Against LLC and Holdings;
(8) Class 8 Equity Interests in LLC; and
(9) Class 9 Equity Interests in Holdings
All of the Classes are Unimpaired under the Plan. Pursuant to
Section 1126(f) of the Bankruptcy Code, because each Class is
Unimpaired, the holders of Allowed Interests and Claims in all
Classes "are conclusively presumed to have accepted the plan, and
solicitations of acceptances with respect to such class from the
holders of claims or interest of such class is not required."
Accordingly, no votes will be solicited.
The Debtors or the Reorganized Debtors, as the case may be, will
use the Purchase Price to make all required Distributions or
payments to the Disputed Claim Reserve as the case may be.
Except as otherwise provided in the Plan, the APA or the other
Plan Documents, on the Effective Date, all property of the Estate,
excluding the Purchased Assets but including the Purchase Price,
will vest in the Reorganized Debtors free and clear of all Liens,
Claims, charges, or other encumbrances.
As of the Effective Date, the Reorganized Debtors may operate
their business and use, acquire, and dispose of their property,
free of any restrictions of the Bankruptcy Code or the Bankruptcy
Rules, other than those restrictions expressly imposed by the Plan
and the Confirmation Order. All privileges with respect to the
property of the Estate, including the attorney/client privilege,
to which the Debtors are entitled will automatically vest in, and
may be asserted by or waived on behalf of, the Reorganized
Debtors.
A full-text copy of the Plan is available for free at:
http://bankrupt.com/misc/TrigeantHoldings_Plan.pdf
About Trigeant Holdings
Trigeant Holdings, Ltd., and Trigeant, LLC, filed separate Chapter
11 bankruptcy petitions (Bankr. S.D. Fla. Case Nos. 14-29027 and
14-29030, respectively) on Aug. 25, 2014. Berger Singerman LLP
serves as the Debtor's counsel. Trigeant Holdings estimated both
assets and liabilities of $50 million to $100 million.
The Debtors filed on Sept. 16, 2014, their Joint Plan of
Reorganization under Chapter 11 of the Bankruptcy Code. The Plan
is premised on the sale of substantially all of the Debtors'
assets to Gravity Midstream Corpus Christi, LLC. The Plan
provides that holders of Allowed Claims will be paid in full, in
cash.
TRIGEANT HOLDINGS: Won't Solicit Plan Votes; To Pay Claims in Full
------------------------------------------------------------------
Trigeant Holdings Ltd., Trigeant, LLC and Trigeant, Ltd. ask the
U.S. Bankruptcy Court for the Southern District of Florida to
enter an order:
(i) determining that the Debtors are not required to solicit
acceptances to their proposed Joint Plan of Reorganization dated
September 16, 2014, or file a Disclosure Statement;
(ii) establishing notice and objection procedures with respect
to confirmation; and
(iii) establishing a procedure and deadline for the
establishment of cure amounts related to the assumption and
assignment of executory contracts.
The Plan provides that holders of Allowed Claims will be paid in
full, in cash. With respect to Disputed Claims, the Plan provides
that the Debtors will establish a cash reserve equal to the amount
of the Disputed Claim, plus interest at the applicable rate, until
the claim becomes an Allowed Claim. Therefore, the Plan proposes
to pay, or reserve for, all Claims in full, in cash. In addition,
all classes of Equity Interests will be reinstated pursuant to the
Plan.
Because there are no impaired classes under the Plan, the Debtors
request an order declaring that they are not required to solicit
acceptances of the Plan or file and serve a Court-approved
disclosure statement.
Accordingly, the Debtors propose these schedules in connection
with confirmation of the Plan:
(1) Deadline to serve the Plan and the Confirmation Scheduling
Order: September 22, 2014;
(2) Deadline for filing objections to confirmation of the
Plan: October 31, 2014 (10 days prior to confirmation);
(3) Deadline to serve any written discovery October 10, 2014:
* Last date for depositions October 24, 2014;
* The deadline to respond to all written discovery is 14
days from the date of service; and
* The notice period for any deposition shall be 7 days
prior to the deposition;
(4) Deadline for filing responses to confirmation objections:
November 7, 2014 (3 days before confirmation);
(5) Deadline to file applications for compensation by estate
professionals: November 6, 2014; and
(6) Hearing to consider confirmation and objections to
confirmation: November 12, 2014.
BTB Refining and Harry Sargeant Object
BTB Refining, LLC and Harry Sargeant, III, contend that the Motion
is predicated on a multitude of questionable assumptions that:
-- all Classes of Claims and Interests are unimpaired, even
though the Plan imposes more onerous payment terms on the
claims and interests of BTD and Sargeant III, and fails to
ensure that the value of Sargeant III's equity interests
are maximized through a competitive bidding process for the
Debtors' primary asset;
-- the Court should proceed with a confirmation hearing in
advance of determining whether the conditions precedent for
consummating the proposed sale have been or can be
satisfied, and then revoke confirmation if the sale does
not close;
-- the parties can complete discovery on the highly contested
issues relating to the proposed sale and the Plan in only
30 days, and be ready to have a trial on those issues in
less than 60 days; and
-- there is some extraordinary urgency to the sale of the
Debtors' primary asset that necessitates the breakneck
pace.
BTB holds a valid enforceable lien against Trigeant's refinery in
Corpus Christi, Texas, which secures a debt in excess of $23
million. Sargeant III, who ultimately owns BTB, owns
approximately 29% of Trigeant Holdings, Ltd., which owns 99% of
the ownership interests of Trigeant, Ltd.
About Trigeant Holdings
Trigeant Holdings, Ltd., and Trigeant, LLC, filed separate Chapter
11 bankruptcy petitions (Bankr. S.D. Fla. Case Nos. 14-29027 and
14-29030, respectively) on Aug. 25, 2014. Berger Singerman LLP
serves as the Debtor's counsel. Trigeant Holdings estimated both
assets and liabilities of $50 million to $100 million.
The Debtors filed on Sept. 16, 2014, their Joint Plan of
Reorganization under Chapter 11 of the Bankruptcy Code. The Plan
is premised on the sale of substantially all of the Debtors'
assets to Gravity Midstream Corpus Christi, LLC. The Plan
provides that holders of Allowed Claims will be paid in full, in
cash.
TRIGEANT HOLDINGS: Files Schedules of Assets and Liabilities
------------------------------------------------------------
Trigeant Holdings, Ltd., has filed with the U.S. Bankruptcy Court
for the Southern District of Florida its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property
B. Personal Property $12,130,983
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $11,999,303
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $1,007,861
------------ ------------
TOTAL $12,130,983 $13,007,165
Trigeant filed on September 24, 2014, an amended schedule of its
personal property. The total amount of Trigeant's personal
property is still $12,130,983.
A copy of the schedules is available for free at:
http://bankrupt.com/misc/TrigeantHoldings_SALs.pdf
A copy of the amended Schedule B is available for free at:
http://bankrupt.com/misc/TrigeantHoldings_SkedB_09242014.pdf
About Trigeant Holdings
Trigeant Holdings, Ltd., and Trigeant, LLC, filed separate Chapter
11 bankruptcy petitions (Bankr. S.D. Fla. Case Nos. 14-29027 and
14-29030, respectively) on Aug. 25, 2014. Berger Singerman LLP
serves as the Debtor's counsel. Trigeant Holdings estimated both
assets and liabilities of $50 million to $100 million.
The Debtors filed on Sept. 16, 2014, their Joint Plan of
Reorganization under Chapter 11 of the Bankruptcy Code. The Plan
is premised on the sale of substantially all of the Debtors'
assets to Gravity Midstream Corpus Christi, LLC. The Plan
provides that holders of Allowed Claims will be paid in full, in
cash.
TRIGEANT HOLDINGS: Wants to Obtain $1.2 Million DIP Financing
-------------------------------------------------------------
Trigeant Holdings, Ltd., et al., seek permission from the U.S.
Bankruptcy Court for the Southern District of Florida to borrow up
to a principal amount of $1.2 million, plus any interest
capitalized and added to principal, from Gulf Coast Asphalt
Company, L.L.C. or its designee, successor or assignee.
Contemporaneously with the filing of the DIP Motion, the Debtors
have filed their joint plan of reorganization, which provides for
the sale of Trigeant, Ltd.'s assets to the Gravity Midstream
Corpus Christi, LLC for $100 million (plus assumed liabilities),
an amount sufficient to pay, or reserve for, all claims asserted
against the Debtors and make a distribution to equity holders.
Isaac M. Marcushamer, Esq., at Berger Singerman LLP, in Miami,
Florida imarcushamer@bergersingerman.com -- informs the Court that
the Debtors have insufficient working capital to finance their
operations pending court approval of the sale.
Therefore, the Debtors seek entry of interim and final orders
authorizing them to obtain postpetition financing to pay necessary
expenses, including Trigeant, Ltd.'s payroll, insurance and
utilities. The Debtors request that the Court consider this
motion as quickly as the Court's calendar permits.
The key terms of the DIP Facility are:
-- Commitment Amount: Up to $1.2 million in principal amount
to be funded in periodic weekly advances in accordance with
a budget delivered to the DIP Lender (subject to allowed
variance).
-- Interest; Interest Rate: 8.5% per annum, payable monthly
in-kind; from and after the occurrence of an Event of
Default, the interest rate will increase by an additional
2%.
-- Maturity Date: The obligations under the DIP Facility
mature on the earlier of:
* December 12, 2014;
* the termination of the Plan Support Agreement;
* 30 days after the entry of the Interim Order, if the
entry of a final order approving the DIP Financing has
not occurred prior to the expiration of the period; or
* the effective date of a confirmed Chapter 11 plan of
reorganization for any one or more of the Debtors.
-- Guarantors: The obligations under the DIP Credit Facility
owed to the DIP Lender will be guaranteed by Dan Sargeant,
Harry Sargeant, Jr., and Janet Sargeant.
-- Events of Default: The DIP Loan Documents include usual and
customary "Events of Default," including nonpayment of
principal, interest, fees or any other amounts, any
representation or warranty proving to have been incorrect
in any material respect when made or confirmed and failure
to perform or observe covenants set forth in the Interim
Order and the Final Order.
-- Priority: The obligations under the DIP Credit Facility
owing to the DIP Lender will constitute superpriority
administrative expense claims against each of the Debtors
and their estates.
-- Repayment Terms: Interest is payable monthly, in-kind,
during the term of DIP Credit Facility, with balance of all
obligations owing to the DIP lending under the DIP Credit
Facility due at maturity; and
-- Origination Fee and other Fees: None.
Interim DIP Order
The Court entered an interim order granting the DIP Motion. The
Final Hearing will be held on October 8, 2014, at 2:00 p.m.
(prevailing Eastern time). Objections are due on October 6, 2014,
at 2:00 p.m.
About Trigeant Holdings
Trigeant Holdings, Ltd., and Trigeant, LLC, filed separate Chapter
11 bankruptcy petitions (Bankr. S.D. Fla. Case Nos. 14-29027 and
14-29030, respectively) on Aug. 25, 2014. Berger Singerman LLP
serves as the Debtor's counsel. Trigeant Holdings estimated both
assets and liabilities of $50 million to $100 million.
The Debtors filed on Sept. 16, 2014, their Joint Plan of
Reorganization under Chapter 11 of the Bankruptcy Code. The Plan
is premised on the sale of substantially all of the Debtors'
assets to Gravity Midstream Corpus Christi, LLC. The Plan
provides that holders of Allowed Claims will be paid in full, in
cash.
TRIGEANT HOLDINGS: Court Okays Joint Administration of Cases
------------------------------------------------------------
Judge Erik P. Kimball of the U.S. Bankruptcy Court for the
Southern District of Florida entered an order authorizing the
joint administration of the bankruptcy cases of Trigeant Holdings,
Ltd., and Trigeant, LLC.
The bankruptcy cases will be jointly administered with Case No.
14-29027-EPK is designated as the "lead case." A single case
docket and court file will be maintained under the "lead case"
number and hearings in these cases will be joint hearings unless
otherwise specified.
About Trigeant Holdings
Trigeant Holdings, Ltd., and Trigeant, LLC, filed separate Chapter
11 bankruptcy petitions (Bankr. S.D. Fla. Case Nos. 14-29027 and
14-29030, respectively) on Aug. 25, 2014. Berger Singerman LLP
serves as the Debtor's counsel. Trigeant Holdings estimated both
assets and liabilities of $50 million to $100 million.
The Debtors filed on Sept. 16, 2014, their Joint Plan of
Reorganization under Chapter 11 of the Bankruptcy Code. The Plan
is premised on the sale of substantially all of the Debtors'
assets to Gravity Midstream Corpus Christi, LLC. The Plan
provides that holders of Allowed Claims will be paid in full, in
cash.
UDR INC: S&P Affirms 'BB+' Preferred Stock Rating
-------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on UDR Inc.
to positive from stable. At the same time, S&P affirmed its 'BBB'
corporate credit rating on the company and its 'BBB' rating on the
senior unsecured notes. In addition, S&P affirmed its 'BB+'
rating on the preferred stock.
"The positive outlook reflects favorable multifamily fundamentals
in most of UDR's core markets, a more conservative development and
balance sheet strategy than in previous years, and lower
volatility in the company's operating results through the last
cycle," said Standard & Poor's credit analyst Matthew Lynam. S&P
believes credit measures will continue to improve as the bulk of a
largely funded development pipeline is completed and leased over
the next 12 months.
"We consider UDR's business risk profile to be "satisfactory,"
based on our view of a large and relatively diversified portfolio
of apartment properties with above-average asset quality. The
company continues to benefit from healthy multifamily
fundamentals, with steady demand and limited new supply in many of
the company's submarkets. The metro D.C. submarket has been among
the most effected by new supply and carries the highest
concentration for UDR, with 12.9% of net operating income (NOI) as
of June 30, 2014. However, UDR's higher mix of older, suburban
assets in this market appear less susceptible to competition from
new construction has helped to mute this impact. As a result,
UDR's same-store results have outperformed most peers in this
market over the near term. The company's diversity within the
broader portfolio with respect to geography and asset quality
(approximately 45% "A" property quality/55% "B" property quality)
has also helped drive relatively stable operating results over the
last cycle. We believe a more conservative development strategy
should also result in stronger and more stable credit metrics
going forward. The company's plan to maintain a $1.0 billion to
$1.2 billion pipeline with $400 million to $450 million of annual
funding commitments financed with noncore asset sales will reduce
the overall risk to the company while enhancing the portfolio
quality," S&P noted.
The outlook is positive. S&P believes favorable multifamily
fundamentals will persist over the near term, with steady demand
and manageable new supply in most of UDR's core markets. S&P
expects a more conservative development and balance sheet strategy
should result in stronger and more stable credit metrics going
forward.
S&P could raise its rating over the next 12 months if the company
continues to execute on a more conservative balance sheet
strategy, such that leverage metrics continue to strengthen and
debt-to-EBITDA continues on a path below 7x. A ratings upgrade
would also require development funding obligations to remain
manageable and a proven commitment to run the balance sheet at
lower leverage over the long term.
S&P believes there is limited downside to the current rating, due
to its expectation for healthy apartment fundamentals over the
near term. S&P could revise the outlook to stable if the company
materially ramps up its unfunded development pipeline or if weaker
than expected operating results lead to credit metrics below S&P's
forecasts.
UNILIFE CORP: Posts $57.9-Mil. Net Loss in FY Ended June 30
-----------------------------------------------------------
Unilife Corporation filed with the U.S. Securities and Exchange
Commission on Sept. 15, 2014, its annual report on Form 10-K for
the fiscal year ended June 30, 2014.
KPMG LLP expressed substantial doubt about the Company's ability
to continue as a going concern, citing that the Company has
incurred recurring losses from operations and has limited cash
resources.
The Company reported a net loss of $57.9 million on $14.69 million
of revenue for the fiscal year ended June 30, 2014, compared with
a net loss of $63.2 million on $2.74 million of revenue in 2013.
The Company's balance sheet at June 30, 2014, showed $81.77
million in total assets, $75.64 million in total liabilities, and
stockholders' equity of $6.13 million.
A copy of the Form 10-K is available at:
http://is.gd/ifZf8E
Unilife Corporation is a developer, manufacturer and supplier of
injectable drug delivery systems, based in York, Pennsylvania.
The Company manufactures and supplies proprietary devices in a
format that can be filled and packaged with an injectable therapy
to pharmaceutical and biotechnology companies.
WEB.COM GROUP: S&P Withdraws 'B+' CCR Following Debt Repayment
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it withdrew its
ratings on Web.com Group Inc., including the 'B+' corporate credit
rating, at the company's request. The company refinanced its
credit facilities prior to the withdrawal.
WEST TEXAS GUAR: Files Second Amended Joint Plan of Reorganization
------------------------------------------------------------------
West Texas Guar Inc. has filed a Second Amended Joint Plan of
Reorganization dated Sept. 23, 2014. In support of the plan,
Scopia Windmill Fund LP, Scopia Capital Management LLC, Scopia
Holdings LLC, Corcapital Group LLC, and the Debtor executed the
attached Term Sheet for Proposed Purchase/Restructuring
Transaction that provides the basic terms for a transaction that
would be implemented through a confirmed plan of reorganization
for the Debtor.
Scopia Windmill Fund LP, Scopia Capital Management LLC, Scopia
Holdings LLC, CorCapital Group LLC and the Debtor executed the
attached Term Sheet for Proposed Purchase/Restructuring
Transaction that provides the basic terms for a transaction that
would be implemented through a confirmed plan of reorganization
for the Debtor.
The capital structure of the reorganized Debtor is Senior Secured
Term Loan of $8 million and Junior Secured Term Loan of $1.5
million, both of which will be issued by Scopia, and CorCapital
Preferred Interests of $7.1 million. 10% of the outstanding
fully-diluted total common interest of the Reorganized Debtor will
be issued to Scopia in full and complete satisfaction of Scopia's
claims against the Debtor in the amount of approximately $6
million plus accrued interest. As additional consideration for
providing the $8 million Senior Secured Term Loan, Scopia will be
provided with warrants exercisable for 12% of the fully diluted
total common interests of Reorganized WTG at a price of $l.
The Debtor seeks approval of a breakup fee for the sole benefit of
Cor Capital in the amount of $500,000 and over-bid protections of
$250,000.
The estimated recoveries under the Second Amended Plan are:
Claimant Type % Recovery
------------- ----------
Administrative Expense Claims 100%
Other Priority Claims 100%
Bean Storage and Handling 100%
Growers Accepting the Plan 75%, not to exceed
$14,703,803
Growers Not Accepting the Plan 100% paid over 4 years in
equal quarterly installments
Other Unsecured Creditors 25-75%
Total Estimated Plan Payment up to $17,736,670
On the Effective Date of the Plan, all existing equity interests
in WTG will be canceled and no WTG equity holder will receive any
distribution under the Plan on account of its existing equity
interests in WTG.
The Plan of Reorganization for WTG is being proposed to allow WTG
to emerge from bankruptcy, process the beans it holds and sell
them for money to pay creditors. Because there is no settlement,
the various lien rights of Scopia and the farmers will have to be
litigated and determined by the Bankruptcy Court, a process that
could take months, or if appeals are involved, even years.
The Plan allows WTG to continue to operate and process guar beans
while that litigation proceeds to conclusion. Edgar Montalvo will
continue to manage the operations. WTG will continue to put aside
the net proceeds for the beans processed, from the sale of splits
or powder. Except for the money needed to pay back a bankruptcy
exit loan, net proceeds from selling produced guar splits and
powder will be held in a separate account until all the lawsuits
are finished to determine the various lien rights of the parties,
including appeals. In this way, over a period of about 20 months,
WTG should process all the guar beans from the 2013-2014 crop, and
projects it will generate approximately $12 million of net
proceeds from bean processing to pay creditors and the bankruptcy
exit loan. However, without a settlement the money will have to be
held until after the litigation is finished regarding the various
parties' lien rights. Thus, WTG will convert its guar beans to
cash, so that the parties are litigating over cash and not guar
beans.
WTG will reserve the net proceeds from the sale of processing guar
beans, net of WTG's operating costs for such processing and
shipping costs (the net proceeds currently estimated at 30 cents
per pound). WTG believes the raw guar beans are worthless unless
processed and the resulting product sold. WTG knows of no other
way to convert the raw guar beans to cash, other than processing
them and selling the product. WTG has asked if any other party
has any other alternative way to sell the beans and realize more
money for them. No party has identified any other way to realize
money for the beans, other than processing them and selling the
processed products to WTG's existing customers. There is no other
buyer for raw guar beans in the United States. WTG remains open
to any other method to convert the raw beans to cash, but absent
someone coming forward with an alternate way to get money for the
raw beans WTG believes processing the beans and selling the
product is the best way to maximize the value of the beans.
Any lawsuits the farmers believe they have against Scopia will not
be barred by the Plan. In fact, WTG will take any lawsuits WTG
may have against Scopia or that WTG may have against certain other
third parties and assign those lawsuits to a trust for the benefit
of creditors. Scopia has indicated it believes others are
responsible for what happened here and that it will vigorously
defend any litigation filed against Scopia. Be that as it may,
the Plan leaves open pursuing litigation against Scopia.
Scopia has indicated a willingness to make a loan and capital
contribution to WTG to allow WTG to continue to operate. Scopia
will put in a bankruptcy exit loan and capital contribution that
will total $3 million. WTG needs that money to pay the costs to
emerge from bankruptcy protection, to make improvements at the
plant, and to have a working capital cushion so that the Debtor's
bean inventory can be processed and sold for maximum value.
Scopia will own 100% of WTG after the plan is confirmed, although
both Scopia and WTG are actively seeking a buyer for the company.
A copy of the Second Amended Plan is available for free at:
http://bankrupt.com/misc/WESTTEXAS_224_2plan.pdf
Guar Growers Object to Plan
A group of Guar Growers objects to the Joint Plan of
Reorganization and Joint Disclosure Statement in Support of Joint
Plan of Reorganization of Debtor West Texas Guar, Inc. (?WTG?) and
Scopia Windmill Fund, LP.
The Debtor, through its management, has operated under an inherent
conflict of interest from the outset of this case. The Debtor and
its Co-Sponsor Scopia Windmill Fund, LP acting by and through its
Investment Manager, Scopia Capital Management's proposed Plan,
along with the Disclosure Statement remain tainted with this
conflict and numerous. For this reason, Certain Guar Growers seek
the appointment of a Chapter 11 Trustee to manage the affairs of
the Debtor, so that a neutral third-party can evaluate the affairs
of the Debtor and thereafter determine the best way to proceed.
Following the appointment of a neutral trustee, Scopia is, of
course, free to seek termination of the exclusivity period and
thereafter propose its own plan of reorganization. Whatever the
case may be, it is apparent that the proposed plan and disclosure
statement are woefully insufficient and should not be approved.
The growers are represented by:
BUSTOS LAW FIRM, P.C.
Fernando M. Bustos, Esq.
Aaron M. Pier, Esq.
P.O. Box 1980
Lubbock, Texas 79408
Tel: (806) 780-3976
Fax: (806) 780-3800
E-mail: fbustos@bustoslawfirm.com
McCLESKEY HARRIGER BRAZILL & GRAF, LLP
Dustin Burrows, Esq.
Rion Sanford, Esq.
P.O. Box 6170
Lubbock Texas, 79401
Tel: (806) 687-0630
Fax: (806) 796-7365
E-mail: dustinburrows@mhbg.com
STOKES LAW OFFICE LLP
Craig A. Stokes, Esq.
3330 Oakwell Court, Suite 225
San Antonio, TX 78218
Tel: (210) 804-0011
Fax: (210) 822-2595
E-mail: cstokes@stokeslawoffice.com
THE SEGER FIRM, P.C.
Andrew R. Seger, Esq.
4825 50th St., Ste. A
Lubbock, Texas 79401
Tel: (806) 793-1906
Fax: (806) 793-1979
E-mail: aseger@thesegerfirm.com
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.
WESTLAKE VILLAGE: Schedules Filing Extended Until October 10
------------------------------------------------------------
The United States Bankruptcy Court for the Central District of
California granted Westlake Village Property, LP's motion to
extend deadline to file schedules or provide required information.
The Debtor's schedules of assets and liabilities, related
schedules, and Statement of Financial Affairs must be filed with
the Court no later than October 10, 2014.
About Westlake Village
Westlake Village Property, LP, sought Chapter 11 bankruptcy
protection (Bankr. C.D. Cal. Case No. 14-bk-11980) in Santa
Barbara, California, on Sept. 9, 2014.
The case is assigned to Judge Deborah J. Saltzman.
The Westlake Village, California-based entity, Single Asset Real
Estate as defined in 11 U.S.C. Sec. 101(51B), estimated $10
million to $50 million in assets and $1 million to $10 million in
debt.
The Company is represented by Leslie A Cohen, Esq., at Leslie
Cohen Law PC, in Santa Monica, California, as counsel.
The schedules of assets and liabilities and the statement of
financial affairs are due Sept. 23, 2014.
An affiliate, Mid-Wilshire Property, LP sought bankruptcy
protection on Sept. 7, 2014 (Case No. 14-11960), which case is
also pending before Judge Saltzman.
WESTLAKE VILLAGE: Wants Receiver to Turn Over Principal Asset
-------------------------------------------------------------
Westlake Village Property, LP asks the U.S. Bankruptcy Court for
the Central District of California for an order requiring turnover
of property being held by a receiver appointed by a state court,
who remains in possession of the Debtor's property.
The Debtor owns the commercial property (medical building) located
at 250 Fairview Road, in Westlake Village, California 91361. The
Westlake Property is Debtor's principal asset.
Prior to the Petition Date, an affiliated entity known as Mid-
Wilshire Property, LP also filed a voluntary Chapter 11 petition,
pending in the same division and before the same Bankruptcy Court.
In the interest of disclosure, each debtor shares similar
partners. Mid-Wilshire is the owner of three commercial
properties (medical buildings) located in California.
Mid-Wilshire's Properties and the Westlake Property are cross-
collateral for loans initially originating with Tomato Bank, N.A.,
with the cross-collateralization meaning equity exists in the
properties.
Dr. Leevil, LLC, is an entity formed by attorney Ronald Richards,
Esq., in July 2014 for the sole purpose of purchasing various
notes of Tomato Bank, allegedly including those notes relating to
the Tustin Property and Westlake Property.
Following a state court proceeding, a receiver was appointed over
the Westlake Property. Kenneth Krasne of Krasne & Company Res,
Inc., not in his personal capacity but in his capacity as a
receiver, was appointed receiver on June 4, 2014, by order of the
California State Court (Ventura County), Case No. 56-2014-
00450995-CU-OR-VTA.
Promptly after the filing of the Debtor's bankruptcy case, the
Debtor made formal written demand upon the Receiver for turnover
of any and all property, including the "proceeds, product,
offspring, rents, or profits of such property" that is in
possession, custody, or control of the Receiver (or its successors
or assigns). The Receiver confirmed response of this
correspondence.
The Turnover Demand set a response deadline for Sept. 16 but the
Debtor received no reply by the deadline.
A similar demand was issued in the Mid-Wilshire bankruptcy case,
to which a reply was received. In that case, the Receiver replied
to the turnover demand declining to turn over any property,
alleging the order from the State Court Action (the same order as
applicable to the Westlake Property) allows him to remain in
possession pending resolution of bankruptcy disputes surrounding
the automatic stay and custodian turnover obligations.
The Receiver indicated in his reply correspondence in the Mid-
Wilshire case that he was "informed in writing by the successor
Plaintiff" that the alleged successor plaintiff would be "filing
an immediate and timely relief" [sic] but failed to attach any
evidence, nor has any motion been filed by Tomato Bank or Mr.
Richards.
Leslie A. Cohen, Esq., at Leslie Cohen Law, PC, in Santa Monica,
California -- leslie@lesliecohenlaw.com -- proposed attorney for
the Debtor, contends that the tenants at the Properties keep
creditors, utilities and taxing authorities current, but the
Debtor, as a debtor-in-possession charged with properly
administering the bankruptcy estate, needs its property returned
to maintain proper accounting, open bank accounts in accordance
with the U.S. Trustee requirements, pay quarterly fees, and
effectuate a distribution pursuant to the Bankruptcy Code.
Ms. Cohen contends that the Receiver's arguments against turnover
are not accurate, as the State Court Order does not preempt
federal law. The Receiver's purported reliance on the State
Court's order (in the Mid-Wilshire case and, presumably, this
case) regarding his appointment does not avail the Receiver in his
failure to abide by the Bankruptcy Code and federal law, she adds.
A hearing on the Motion is scheduled for October 7, 2014, at
3:00 p.m.
Dr. Leevil Objects
Dr. Leevil, LLC, a secured creditor, filed an opposition to the
Turnover Motion. The Opposition is filed in identical form in the
Debtor's case and in Mid-Wilshire's case.
Ronald Richards, Esq., at Law Offices of Ronald Richards &
Associates, APC, in Beverly Hills, California --
ron@ronaldrichards.com -- says that the Court should excuse the
Receiver from the turnover requirements with respect to both
Receivership Properties. He contends that the Debtors' owners and
officers, Jeoung (aka Joan) Lee and Il Hie Lee are irresponsible
fiduciaries. The Debtors' business is the ownership of real
properties that are leased to Lee-owned non-debtor tenants, who
operate the properties as senior assisted living centers.
Mr. Richards also alleges that the Lees have engaged in gross
mismanagement of the Receivership Properties. He adds that the
Lee-controlled Debtors will not use the Receivership Properties,
or Dr. Leevil's cash collateral rents generated therefrom, for the
benefit of creditors.
About Westlake Village
Westlake Village Property, LP, sought Chapter 11 bankruptcy
protection (Bankr. C.D. Cal. Case No. 14-bk-11980) in Santa
Barbara, California, on Sept. 9, 2014.
The case is assigned to Judge Deborah J. Saltzman.
The Westlake Village, California-based entity, Single Asset Real
Estate as defined in 11 U.S.C. Sec. 101(51B), estimated $10
million to $50 million in assets and $1 million to $10 million in
debt.
The Company is represented by Leslie A Cohen, Esq., at Leslie
Cohen Law PC, in Santa Monica, California, as counsel.
The schedules of assets and liabilities and the statement of
financial affairs are due Sept. 23, 2014.
An affiliate, Mid-Wilshire Property, LP sought bankruptcy
protection on Sept. 7, 2014 (Case No. 14-11960), which case is
also pending before Judge Saltzman.
* Brelle Rohwer Joins Upshot as Vice President of Client Services
-----------------------------------------------------------------
UpShot Services LLC, a claims and noticing firm serving companies
undergoing corporate bankruptcy, on Oct. 1 disclosed that it has
hired bankruptcy attorney Brelle Rohwer as vice president of
client services. In her new role, Brelle will oversee and manage
the needs of UpShot's growing roster of clients and contribute to
the firm's business development initiatives.
"As UpShot continues to expand, Brelle is an outstanding addition
to our team and will be instrumental to maintaining our firm's
focus on client service," commented Travis Vandell, UpShot's
co-founder and CEO. "Her background as a corporate restructuring
professional gives her first-hand perspective on the issues and
challenges facing our clients and enables her to provide the
value-added support they need."
Prior to joining UpShot, Ms. Rohwer had more than 17 years of
experience as a corporate bankruptcy attorney. During that time,
she represented clients from every major constituency in corporate
restructuring, including debtors, creditors' committees, ad hoc
committees, indenture trustees, Chapter 11 trustees, Chapter 7
trustees, landlords and secured creditors.
She has spent the majority of her legal career practicing at
Pachulski Stang Ziehl & Jones LLP, and she also worked with
Kelley, Drye & Warren, LLP and Danning, Gill, Diamond & Kolitz,
LLC. Ms. Rohwer started her career as a law clerk for the
Honorable Thomas B. Donovan in the Central District of California.
She later clerked for the District of Colorado under the direction
of the Honorable Howard Tallman, former Chief Judge, as a law
clerk and in the special capacity of a legal specialist in charge
of rewriting the Colorado Local Bankruptcy Rules in response to
the Bankruptcy Abuse Prevention and Consumer Protection Act
(BAPCPA).
Ms. Rohwer has been involved in some of the largest cases in the
country, including Lyondell Chemical Corp., Trident Microsystems,
Blockbuster Corp., Movie Gallery, Pacific Gas & Electric Corp.,
Webvan.com, and Tri Valley Growers in jurisdictions from
California to New York, and a host of places in between.
She received her Bachelor Degree in economics from the University
of California, Berkeley and her Juris Doctorate from the
University of California, Los Angeles School of Law. Ms. Rohwer
has been admitted to practice in California, Colorado and New
York.
About UpShot Services LLC
Headquartered in Denver, Colo., UpShot Services LLC is a claims
and noticing firm founded by industry veterans who pioneered a new
standard of efficiency to serve the administrative needs of
companies in corporate bankruptcy. UpShot helps debtors and their
professionals navigate the intricacies of claims, noticing,
balloting and other Chapter 11 milestones without the burden of
high administrative costs. Its easy-to-use, scalable technology
and industry expertise enable corporate debtors and their
professionals to do more with less, with 24/7 support from
experienced experts at every stage of corporate restructuring.
* Recent Small-Dollar & Individual Chapter 11 Filings
-----------------------------------------------------
In re Maria De Jesus Gutierrez
Bankr. C.D. Cal. Case No. 14-14354
Chapter 11 Petition filed September 23, 2014
In re Leo L Somerset, Jr.
Bankr. C.D. Cal. Case No. 14-28094
Chapter 11 Petition filed September 23, 2014
In re TK Restaurant Management, Inc.
dba Catch 15
Bankr. D. D.C. Case No. 14-00562
Chapter 11 Petition filed September 23, 2014
See http://bankrupt.com/misc/dcb14-00562.pdf
represented by: Steven H. Greenfeld, Esq.
COHEN, BALDINGER & GREENFELD, LLC
E-mail: steveng@cohenbaldinger.com
In re Brannen-NeSmith, LLC
dba Brannen-NeSmith Funeral Home
Bankr. M.D. Ga. Case No. 14-52253
Chapter 11 Petition filed September 23, 2014
See http://bankrupt.com/misc/gamb14-52253.pdf
represented by: Wesley J. Boyer, Esq.
KATZ, FLATAU, POPSON AND BOYER, LLP
E-mail: wjboyer_2000@yahoo.com
In re USA Construction Company Incorporated
Bankr. D. Nebr. Case No. 14-81783
Chapter 11 Petition filed September 23, 2014
See http://bankrupt.com/misc/neb14-81783.pdf
represented by: David Grant Hicks, Esq.
POLLAK, HICKS, & ALHEJAJ, P.C.
E-mail: dhicks@bankruptcynebraska.com
In re Mohsen Niroomand-Rad
Bankr. D. Nebr. Case No. 14-81784
Chapter 11 Petition filed September 23, 2014
In re Glenmar Corporation
Bankr. W.D.N.Y. Case No. 14-12189
Chapter 11 Petition filed September 23, 2014
See http://bankrupt.com/misc/nywb14-12189.pdf
represented by: James M. Joyce, Esq.
E-mail: jmjoyce@lawyer.com
In re Buffalo Bartainer, Inc.
Bankr. W.D.N.Y. Case No. 14-12191
Chapter 11 Petition filed September 23, 2014
See http://bankrupt.com/misc/nywb14-12191.pdf
represented by: James M. Joyce, Esq.
E-mail: jmjoyce@lawyer.com
In re Kenwood Square Inc.
Bankr. W.D.N.Y. Case No. 14-12192
Chapter 11 Petition filed September 23, 2014
See http://bankrupt.com/misc/nywb14-12192.pdf
represented by: Matthew Allen Lazroe, Esq.
LAW OFFICE OF MATTHEW ALLEN LAZROE
E-mail: lazroebankruptcy@gmail.com
In re K & M Investment
Bankr. E.D. Pa. Case No. 14-17671
Chapter 11 Petition filed September 23, 2014
See http://bankrupt.com/misc/paeb14-17671.pdf
represented by: John A. Gagliardi, Esq.
WETZEL GAGLIARDI & FETTER, LLC
E-mail: jgagliardi@wgflaw.com
In re Majestic Building Products INC
Bankr. E.D. Va. Case No. 14-13535
Chapter 11 Petition filed September 23, 2014
See http://bankrupt.com/misc/vaeb14-13535.pdf
represented by: Nancy D. Greene, Esq.
GREENE LAW FIRM, PLLC
E-mail: ndg@ndglaw.com
In re Paula A. Arnold
Bankr. E.D. Ark. Case No. 14-15129
Chapter 11 Petition filed September 24, 2014
In re Lydia R. Forrest
Bankr. C.D. Cal. Case No. 14-14361
Chapter 11 Petition filed September 24, 2014
In re Kimberly F. Wood
Bankr. M.D. Ga. Case No. 14-71216
Chapter 11 Petition filed September 24, 2014
In re Daniel Joseph Mulcah
Bankr. C.D. Ill. Case No. 14-71727
Chapter 11 Petition filed September 24, 2014
In re DCJ, LLC
Bankr. D. Mass. Case No. 14-42085
Chapter 11 Petition filed September 24, 2014
See http://bankrupt.com/misc/mab14-42085.pdf
represented by: Gregory D. Oberhauser, Esq.
LAW OFFICE OF GREGORY D. OBERHAUSER
E-mail: gregory@oberhauserlaw.com
In re Z-Brite Metal Finishing, Inc.
Bankr. W.D. Mich. Case No. 14-06204
Chapter 11 Petition filed September 24, 2014
See http://bankrupt.com/misc/miwb14-06204.pdf
represented by: Kerry D. Hettinger, Esq.
KERRY HETTINGER, PLC
E-mail: khett57@hotmail.com
In re Jorge Almaraz and Leticia Amescua
Bankr. D. Nev. Case No. 14-16381
Chapter 11 Petition filed September 24, 2014
In re Wendy Florez and Carlos j. Florez
Bankr. D. Nev. Case No. 14-16391
Chapter 11 Petition filed September 24, 2014
In re The Bayou Cafe, Inc.
Bankr. N.D.N.Y. Case No. 14-12094
Chapter 11 Petition filed September 24, 2014
See http://bankrupt.com/misc/nynb14-12094.pdf
represented by: Robert J. Rock, Esq.
TULLY RINCKEY, PLLC
E-mail: rrock@1888law4life.com
In re Taylor Metal Works and Pipe Company, Inc.
Bankr. E.D. Tex. Case No. 14-10474
Chapter 11 Petition filed September 24, 2014
See http://bankrupt.com/misc/txeb14-10474.pdf
represented by: Frank J. Maida, Esq.
MAIDA LAW FIRM
E-mail: maidalawfirm@gt.rr.com
In re ODIN Demolition & Asset Recovery, LLC
Bankr. S.D. Tex. Case No. 14-35211
Chapter 11 Petition filed September 24, 2014
See http://bankrupt.com/misc/txsb14-35211.pdf
represented by: Margaret Maxwell McClure, Esq.
LAW OFFICE OF MARGARET M. MCCLURE
E-mail: margaret@mmmcclurelaw.com
In re EQD Corporation
Bankr. C.D. Cal. Case No. 14-15778
Chapter 11 Petition filed September 25, 2014
See http://bankrupt.com/misc/cacb14-15778.pdf
represented by: Kent Salveson, Esq.
E-mail: kent@eexcel.com
In re Ron Holguin, Inc.
Bankr. C.D. Cal. Case No. 14-21990
Chapter 11 Petition filed September 25, 2014
See http://bankrupt.com/misc/cacb14-21990.pdf
represented by: Thomas J. Tedesco, Esq.
LAW OFFICES OF THOMAS J. TEDESCO
E-mail: ttedesco@pacbell.net
In re Caddo Designs, Inc.
dba Caddo Solutions
Bankr. D. Colo. Case No. 14-23098
Chapter 11 Petition filed September 25, 2014
See http://bankrupt.com/misc/cob14-23098.pdf
represented by: Aaron A. Garber, Esq.
KUTNER BRINEN GARBER, P.C.
E-mail: aag@kutnerlaw.com
In re A.M. Total Being Fitness, LLC
Bankr. E.D. Mich. Case No. 14-55116
Chapter 11 Petition filed September 25, 2014
See http://bankrupt.com/misc/mieb14-55116.pdf
represented by: Ethan D. Dunn, Esq.
MAXWELL DUNN, PLC
E-mail: bankruptcy@maxwelldunnlaw.com
In re Bonnie Marie Fleming
Bankr. D. Minn. Case No. 14-43904
Chapter 11 Petition filed September 25, 2014
In re Deliverance Evangelistic Center Inc.
Bankr. D.N.J. Case No. 14-29602
Chapter 11 Petition filed September 25, 2014
represented by: Robert Pickett, Esq.
PICKETT & GRAIG, ESQ., ATTORNEY AT LAW
In re Bridal Design by P.V., CORP
Bankr. S.D. Tex. Case No. 14-35237
Chapter 11 Petition filed September 25, 2014
See http://bankrupt.com/misc/txsb14-35237.pdf
represented by: Susan Tran, Esq.
CORRAL TRAN SINGH, LLP
E-mail: susan.tran@ctsattorneys.com
In re White Eagle, Inc.
Bankr. M.D. Fla. Case No. 14-04697
Chapter 11 Petition filed September 26, 2014
See http://bankrupt.com/misc/flmb14-04697.pdf
represented by: Donald Appignani, Esq.
DONALD APPIGNANI, P.A.
E-mail: appignani@aol.com
In re CBA INV, Inc.
Bankr. M.D. Fla. Case No. 14-11385
Chapter 11 Petition filed September 26, 2014
See http://bankrupt.com/misc/flmb14-11385.pdf
represented by: Jake C. Blanchard, Esq.
BLANCHARD LAW, P.A.
E-mail: jake@jakeblanchardlaw.com
In re Highway 300 Properties, LLC
Bankr. M.D. Ga. Case No. 14-11336
Chapter 11 Petition filed September 26, 2014
See http://bankrupt.com/misc/gamb14-11336.pdf
represented by: Wesley J. Boyer, Esq.
KATZ, FLATAU, POPSON AND BOYER, LLP
E-mail: wjboyer_2000@yahoo.com
In re Faith Roofing Company, Inc.
Bankr. D. Kans. Case No. 14-41124
Chapter 11 Petition filed September 26, 2014
See http://bankrupt.com/misc/ksb14-41124.pdf
represented by: Paul D. Post, Esq.
LAW OFFICE OF PAUL D. POST, P.A.
E-mail: paulpost@paulpost.com
In re Lourdes Flores
Bankr. D. Nev. Case No. 14-16505
Chapter 11 Petition filed September 26, 2014
In re Bataan Post No. 4 American Legion, Deming, New Mexico, Inc.
Bankr. D. N.M. Case No. 14-12886
Chapter 11 Petition filed September 26, 2014
See http://bankrupt.com/misc/nmb14-12886.pdf
represented by: Michael K. Daniels, Esq.
E-mail: mdaniels@nm.net
In re Kypros S Diacou
Bankr. N.D. Ohio Case No. 14-33546
Chapter 11 Petition filed September 26, 2014
In re Gilberto Oliveras Soto and Itzia Edmee Gonzalez Muriel
Bankr. D.P.R. Case No. 14-07899
Chapter 11 Petition filed September 26, 2014
In re John E. Kunish and Shirley M. Kunish
Bankr. E.D. Tenn. Case No. 14-33136
Chapter 11 Petition filed September 26, 2014
In re Rose Pearl, Ltd.
Bankr. N.D. Tex. Case No. 14-34605
Chapter 11 Petition filed September 26, 2014
represented by: Joyce W. Lindauer, Esq.
E-mail: joyce@joycelindauer.com
In re Gary Lee Leonard
Bankr. W.D. Wash. Case No. 14-17142
Chapter 11 Petition filed September 26, 2014
In re Arlene A. Smith-Scott
Bankr. D. Md. Case No. 14-25022
Chapter 11 Petition filed September 28, 2014
In re Raj Business Ventures, LLC
Bankr. D. Md. Case No. 14-25024
Chapter 11 Petition filed September 28, 2014
See http://bankrupt.com/misc/mdb14-25024.pdf
represented by: Chidiebere Onukwugha, Esq.
ONUKWUGHA & ASSOCIATES, LLC
E-mail: chidi@oandalaw.com
In re Jeffrey R. Pocaro, Esq.
Bankr. D.N.J. Case No. 14-29752
Chapter 11 Petition filed September 28, 2014
In re Laura Lee Hagenauer
Bankr. D. Orl. Case No. 14-63530
Chapter 11 Petition filed September 28, 2014
In re Adam Sheafe and Jane Sheafe
Bankr. D. Ariz. Case No. 14-14794
Chapter 11 Petition filed September 29, 2014
In re Aerial Gym Stars Enterprises, Inc.
Bankr. N.D. Ill Case No. 14-35241
Chapter 11 Petition filed September 29, 2014
See http://bankrupt.com/misc/ilnb14-35241.pdf
represented by: Joshua D. Greene, Esq.
DAVIS & GREENE LAW, LLC
E-mail: jgreene@davisgreenelaw.com
In re Gary D. Roland and Rene A. Roland
Bankr. E.D. Ky. Case No. 14-52221
Chapter 11 Petition filed September 29, 2014
In re Steven V. Sann
Bankr. D. Nev. Case No. 14-16535
Chapter 11 Petition filed September 29, 2014
In re The New Good Samaritan Baptist Church
Bankr. D. Md. Case No. 14-25075
Chapter 11 Petition filed September 29, 2014
See http://bankrupt.com/misc/mdb14-25075.pdf
represented by: Aryeh E. Stein, Esq.
MERIDIAN LAW, LLC
E-mail: astein@meridianlawfirm.com
In re Milham Family Chiropractic, P.C.
Bankr. E.D.N.C. Case No. 14-05611
Chapter 11 Petition filed September 29, 2014
See http://bankrupt.com/misc/nceb14-05611.pdf
represented by: Danny Bradford, Esq.
PAUL D. BRADFORD, PLLC
E-mail: dbradford@bradford-law.com
In re Esser Family Dental, Inc.
Bankr. W.D. Pa. Case No. 14-11051
Chapter 11 Petition filed September 29, 2014
See http://bankrupt.com/misc/pawb14-11051.pdf
represented by: Guy C. Fustine, Esq.
KNOX MCLAUGHLIN GORNALL & SENNETT, P.C.
E-mail: mwernick@kmgslaw.com
In re Esser Realty
Bankr. W.D. Pa. Case No. 14-11052
Chapter 11 Petition filed September 29, 2014
See http://bankrupt.com/misc/pawb14-11052.pdf
represented by: Guy C. Fustine, Esq.
KNOX MCLAUGHLIN GORNALL & SENNETT, P.C.
E-mail: mwernick@kmgslaw.com
In re Vanko Trading, Inc.
Bankr. W.D. Pa. Case No. 14-23934
Chapter 11 Petition filed September 29, 2014
See http://bankrupt.com/misc/pawb14-23934.pdf
represented by: Christopher M. Frye, Esq.
STEIDL & STEINBERG
E-mail: chris.frye@steidl-steinberg.com
In re Christopher Allen Buckingham
Bankr. W.D. Tenn. Case No. 14-12540
Chapter 11 Petition filed September 29, 2014
*********
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 ***