/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/141119.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, November 19, 2014, Vol. 18, No. 322 Headlines 22ND CENTURY: Incurs $2.7 Million Net Loss in Third Quarter 30DC INC: Reports $31,600 Net Income in Third Quarter ADAMIS PHARMACEUTICALS: Incurs $2.1 Million Net Loss in Q2 ALASKA AIR: S&P Hikes Credit Rating From BB+, Outlook Stable ALLIED IRISH: Files Interim Management Statement APPLIED MINERALS: Incurs $2.6 Million Net Loss in Third Quarter APOLLO MEDICAL: Posts $1.5 Million Net Income in Second Quarter ASR 2401: Wants to Use Cash Collateral of Noteholder JPMCC AXION INTERNATIONAL: Posts $2.5 Million Net Income in 3rd Quarter AUXILIUM PHARMACEUTICALS: FMR No Longer an Owner as of Nov. 7 BEAZER HOMES: Brian Beazer to Step Down as Non-Executive Chairman BG MEDICINE: FMR LLC No Longer Owns Shares as of Nov. 7 BIOFUELS POWER: Delays Form 10-Q for Third Quarter BROWNIE'S MARINE: Posts $131,000 Net Income in Third Quarter CALMARE THERAPEUTICS: Needs More Time to File Quarterly Report CANCER GENETICS: Incurs $4.8 Million Net Loss in Third Quarter CATASYS INC: Incurs $210,000 Net Loss in Third Quarter CENTRAL ENERGY: Reports $133,000 Net Loss for Third Quarter CHINA GINSENG: KCG Americas Lowers Equity Stake to 9.8% CHONG HUA SHENG: Case Summary & 2 Largest Unsecured Creditors COMMUNICATION INTELLIGENCE: Incurs $1.8MM Net Loss in 3rd Qtr. COMMUNITY HOME: Lunar Heights Wants Relief from Automatic Stay CPI CORP: Files for Bankr. in Canada; Nov. 27 Creditors Meeting CRESTWOOD HOLDINGS: Cut by S&P to 'B-' & Removed From Watch Neg. CRS HOLDING: Court Denies as Moot Bid to Incur Regions DIP Loan CRS HOLDING: Gerard A. McHale Jr. Approved as Chapter 11 Trustee CRS HOLDING: Trustee Taps Johnson Pope to Assist in Investigation CRUNCHIES FOOD: Creditors Panel Taps Sheppard Mullin as Counsel CRUNCHIES FOOD: Stipulation on $180,000 Additional Loan Approved CRUNCHIES FOOD: Taps Silver Law to Advise on Sale CUBIC ENERGY: Posts $7.7 Million Net Income in Fiscal 2014 CUE & LOPEZ: Confirms Plans of Reorganization CUI GLOBAL: Reports Consolidated Loss of $348,000 for 3rd Quarter CUMULUS MEDIA: Reports $2.5 Million Net Income in Third Quarter CYCLONE POWER: Delays Q3 Form 10-Q for Review DAHL'S FOODS: Has Interim Approval of $1.3-Mil. DIP Loan DENDREON CORP: Proposes Guidelines to Protect NOLs DENDREON CORP: Prime Clerk Serving as Claims Agent DINEEQUITY INC: Fitch Affirms & Withdraws B IDR Over Refinancing DIOCESE OF HELENA: Offers Plan To Settle Abuse Claim DOLPHIN DIGITAL: Delays Third Quarter Form 10-Q DR. TATTOFF: Delays Filing of Third Quarter Form 10-Q DUKE REALTY: Fitch Affirms 'BB+' Preferred Stock Rating EAT AT JOE'S: Incurs $71,000 Net Loss in Third Quarter ECOSPHERE TECHNOLOGIES: Incurs $1.9 Million Net Loss in Q3 EDUCATION MANAGEMENT: S&P Cuts CCR to 'D' on Suspended Payments ELEPHANT TALK: Needs More Time to File Quarterly Report ELITE PHARMACEUTICALS: Posts $21 Million Net Income in Q3 EMPIRE RESORTS: Incurs $4.8 Million Net Loss in Third Quarter ENERGY FUTURE: Withdraws Application to Employ PwC ENTRANS INT'L: S&P Assigns 'B' Corp. Credit Rating EQUINIX INC: S&P Rates $1BB Senior Unsecured Notes Due 2022 'BB' EQUINOX HOLDINGS: S&P Affirms 'B' CCR & Revises Outlook to Stable ESSAR STEEL: S&P Raises CCR to 'B-' Over Refinancing EURAMAX INTERNATIONAL: Incurs $16.4 Million Net Loss in Q3 EXTERRAN HOLDINGS: S&P Affirms 'BB-' CCR Over Spin-off Plans FAIRMONT GENERAL: Suzanne Koenig Released from PCO Duties FAIRMONT GENERAL: Admin. Claims Bar Date Set for December 11 FINJAN HOLDINGS: Reports $553,000 Net Income in Third Quarter FIRST NATIONAL: Posts $3.3 Million Net Income in Third Quarter FOREVERGREEN WORLDWIDE: Posts $203,000 Net Income in 3rd Quarter FOREST OIL: Reports $106 Million Net Loss for Third Quarter GELTECH SOLUTIONS: Incurs $950,000 Net Loss in Sept. 30 Quarter GELTECH SOLUTIONS: Names Michael Reger as President GREAT PLAINS: Bid for Relief from Stay Taken Under Advisement HELLER EHRMAN: District Court Enters Scheduling Order HOWREY LLP: Judge Montali Allows Direct Appeal to 9th Circuit HUNTINGTON INGALLS: S&P Raises CCR to 'BB+'; Outlook Stable INDEX RECOVERY: Dec. 2 Confirmation Hearing of Liquidation Plan KIOR INC: Employs King & Spalding as Bankruptcy Counsel KIOR INC: Hires Richards Layton as Local Bankruptcy Counsel KIOR INC: Obtains Interim Approval of $2.5-Mil. DIP Loan KIOR INC: Employs Epiq as Administrative Advisor KLX INC: S&P Assigns 'BB' Rating to $1.2BB Sr. Unsecured Notes LAKSHMI HOSPITALITY: Court Denies EBT's Bid to Dismiss Case LAKSHMI HOSPITALITY: Friedman Replies to Issues With its Hiring LDK SOLAR: Court Okays Joint Administration of 3 Chap. 11 Cases LDR INDUSTRIES: Authorized to Incur $2MM Financing from JPMorgan LEVEL 3 COMMUNICATIONS: S&P Rates $600MM Sr. Notes Due 2023 'B' LIGHTSQUARED INC: Harbinger Urges Judge Not to Junk Suit v. Dish LLRIG TWO: Amends List of Largest Unsecured Creditors LONG BEACH: Wants Amendments to Purchase and Sale Agreements OK'd METROPOLITAN COLLEGE: Fitch Rates $68 Million Revenue Bonds 'BB' MILLENNIUM MULTIPLE: 10th Cir. Affirms Ruling in Aviva Dispute MOOG INC: S&P Rates New $250MM Unsecured Notes Due 2023 'BB' NAARTJIE CUSTOM: Court OKs Ray Quinney as Panel's Local Counsel NAARTJIE CUSTOM: Hilco to Get $50,000 TF for Disposing Assets NAARTJIE CUSTOM: Pachulski Stang Approved as Committee Counsel NEXEO SOLUTIONS: S&P Lowers CCR to 'B'; Outlook Stable NEXT 1 INTERACTIVE: Warren Kettlewell Quits as Director NORBORD INC: S&P Revises Outlook to Stable & Affirms 'BB-' CCR NOVOLEX HOLDINGS: S&P Rates Proposed $965-Mil. Loans 'B' NPS PHARMACEUTICALS: Incurs $2.1-Mil. Net Loss in Third Quarter O.W. BUNKER: Schedules and Statements Due Dec. 1 OAKLEY REDEVELOPMENT: S&P Hikes 2008A TABs Rating From 'BB' OHCMC-OSWEGO: Bid to Enforce Plan Confirmation Order Withdrawn OVERLAND STORAGE: Sphere Registration Stmt. Declared Effective OVERLAND STORAGE: Incurs $7.3 Million Net Loss in First Quarter OWENS-BROCKWAY GLASS: S&P Rates New $700MM Senior Notes 'BB+' PALM BEACH: Wants to Sell Undeveloped Land for At Least $6.3MM PHILLIPS INVESTMENT: Wants to Sell Gwinnett Station to Shang Hei PLY GEM HOLDINGS: Raging Capital Holds 5.3% Equity Stake QUANTUM CORP: To Issue 11.3 Million Shares Under Plans QUICKSILVER RESOURCES: Posts $23.7 Million Net Income in Q3 REALOGY HOLDINGS: Revises Corporate Governance Guidelines RIVER CITY: Court Approves Spotts Fain as Bankruptcy Counsel RIVER CITY: Devt. Specialist Okayed as Liquidating Representative RIVER CITY: Has Until Dec. 31 to Access Lenders' Cash Collateral RIVER CITY: Has Until Feb. 25 to Remove Pending Civil Actions RIVER CITY: U.S. Bank Balks at Employment Sperry as Auctioneer RIVER CITY: Wants Until Feb. 25 to Propose Chapter 11 Plan SABINE PASS: Amends Q3 Form 10-Q to Provide Additional Info. SANUWAVE HEALTH: Incurs $1.5 Million Net Loss in Third Quarter SCRUB ISLAND: Approved to Amend Final DIP Financing Budget SEARS HOLDINGS: Sears Canada Rights Offering Fully Subscribed SEARS HOLDINGS: S&P Rates $625MM 8% Unsecured Notes 'CCC-' SEQUENOM INC: Files Form 10-Q, Reports $6 Million Net Loss for Q3 SIMON WORLDWIDE: Posts $4.6 Million Net Loss for Third Quarter SIMPLEXITY LLC: Court Denies Fifth Third Motion to Convert Case SMART & FINAL: S&P Raises Corp. Credit Rating to 'B+' SUNRISE REAL ESTATE: Inks $1.7-Mil. Share Purchase Pact With Ace SUPER BUY: Taps Irizarry Rodriguez to Prepare Tax Returns SYNOVUS FINANCIAL: Fitch Hikes LT Issuer Default Rating to BB+ TARGETED MEDICAL: Reports $1 Million Net Loss for Third Quarter TELKONET INC: Posts $347,000 Net Income in Third Quarter TEMPLAR ENERGY: S&P Affirms 'B' CCR & Revises Outlook to Stable TLC HEALTH: Challenge Period for Committee Extended Indefinitely TODD HERTZBERG: Court Enters Show Cause Order for Ch.7 Trustee TRISTAR WELLNESS: Delays Third Quarter Form 10-Q ULTIMATE ESCAPES: Court Clears Directors of Liability UNI-PIXEL INC: Agrees to Settle Shareholder Litigations UNITEK GLOBAL: Has Interim OK to Assume Plan Support Agreement UNITEK GLOBAL: Has Interim Authority to Tap $29.2MM in DIP Loans UNIVERSAL COOPERATIVES: Seeks to Tap KGSR as Pension Advisor UNIVERSAL HEALTH: J&B to Pursue Fraudulent Transfer Claims UNIVERSITY GENERAL: Appoints Chief Revenue Officer VARIANT HOLDING: Wants to Incur $10MM Loan from Secured Lenders VUZIX CORP: Incurs $3.3 Million Net Loss in Third Quarter VISUALANT INC: Chief Technology Officer Resigns WAVE SYSTEMS: Incurs $2.1 Million Net Loss in Third Quarter WORLD SURVEILLANCE: Reports $405,000 Net Loss for Third Quarter Z TRIM HOLDINGS: Reports $1.4 Million Net Loss for Third Quarter ********* 22ND CENTURY: Incurs $2.7 Million Net Loss in Third Quarter ----------------------------------------------------------- 22nd Century Group, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.72 million on $64,431 of sale of products for the three months ended Sept. 30, 2014, compared to a net loss of $15.37 million on $52,500 of sale of products for the same period a year ago. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $10 million on $528,080 of sale of products compared to a net loss of on $18.33 million on $52,500 of sale of products for the same period during the prior year. The Company's balance sheet at Sept. 30, 2014, showed $26.68 million in total assets, $6.56 million in total liabilities and $20.12 million in total shareholders' equity. As of Sept. 30, 2014, the Company had positive working capital of approximately $13.54 million compared to positive working capital of approximately $6.76 million at Dec. 31, 2013. The $6.78 million increase in the Company's working capital position was primarily the result of an increase in net cash provided by financing activities and from proceeds received from the sales of machinery and equipment, reduced by cash used in operating and investing activities. In addition, the Company's working capital was increased by equity compensation, in the form of stock warrants, issued to Crede Capital CG III, Ltd., under a consulting agreement dated Sept. 29, 2014, in the amount of approximately $4.07 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/9VDorC About 22nd Century Clarence, New York-based 22nd Century Group, Inc., through its wholly-owned subsidiary, 22nd Century Ltd, is a plant biotechnology company using technology that allows for the level of nicotine and other nicotinic alkaloids (e.g., nornicotine, anatabine and anabasine) in tobacco plants to be decreased or increased through genetic engineering and plant breeding. 22nd Century reported a net loss of $26.15 million in 2013, a net loss of $6.73 million in 2012 and a net loss of $1.34 million in 2011. 30DC INC: Reports $31,600 Net Income in Third Quarter ----------------------------------------------------- 30DC, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $31,680 on $700,067 of total revenue for the three months ended Sept. 30, 2014, compared to net income of $736,838 on $1.94 million of total revenue for the same period a year ago. As of Sept. 30, 2014, the Company had $2.78 million in total assets, $2.03 million in total liabilities and $756,661 in total stockholders' equity. The Company had a cash balance of $144,612 at Sept. 30, 2014, and the Company had a working capital deficit of $1,492,941. To fund working capital for the next 12 months, the Company expects to raise capital and to improve the results of operations from increasing revenue as well as a reduction in operating costs. A full-text copy of the Form 10-Q is available for free at: http://is.gd/TEF18e About 30DC Inc. New York-based 30DC, Inc., provides Internet marketing services and related training to help Internet companies in operating their businesses. It operates in two divisions, 30 Day Challenge and Immediate Edge. 30DC, Inc., posted net income of $58,918 on $2.79 million of total revenue for the year ended June 30, 2014, compared to a net loss of $407,642 on $1.46 million of total revenue for the year ended June 30, 2013. MaloneBailey, LLP, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2014. The independent auditors noted that the Company has accumulated losses from operations since inception and has a working capital deficit as of June 30, 2014. These conditions raise substantial doubt about the Company's ability to continue as a going concern. ADAMIS PHARMACEUTICALS: Incurs $2.1 Million Net Loss in Q2 ---------------------------------------------------------- Adamis Pharmaceuticals Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.12 million on $0 of revenue for the three months ended Sept. 30, 2014, compared to a net loss of $31,995 on $0 of revenue for the same period a year ago. For the six months ended Sept. 30, 2014, the Company reported a net loss of $5 million on $0 of revenue compared to a net loss of $1.07 million on $0 of revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2014, showed $15.10 million in total assets, $2.32 million in total liabilities and $12.78 million in total stockholders' equity. The Company's cash and cash equivalents were $5,942,875 and $5,403,235 at Sept. 30, 2014, and March 31, 2014, respectively. "Our management intends to attempt to secure additional required funding through equity or debt financings, sales or out-licensing of intellectual property assets, seeking partnerships with other pharmaceutical companies or third parties to co-develop and fund research and development efforts, or similar transactions. However, there can be no assurance that we will be able to obtain any required additional funding. If we are unsuccessful in securing funding from any of these sources, we will defer, reduce or eliminate certain planned expenditures and delay development or commercialization of some or all of our products. If we do not have sufficient funds to continue operations, we could be required to seek bankruptcy protection or other alternatives that could result in our stockholders losing some or all of their investment in us," the Company stated in the Report. A full-text copy of the Form 10-Q is available for free at: http://is.gd/l8bUGi About Adamis San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTC QB: ADMP) is a biopharmaceutical company engaged in the development and commercialization of specialty pharmaceutical and biotechnology products in the therapeutic areas of respiratory disease, allergy, oncology and immunology. Adamis reported a net loss of $8.15 million for the year ended March 31, 2014, as compared with a net loss of $7.19 million for the year ended March 31, 2013. Mayer Hoffman McCann P.C., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2014. The independent auditors noted that the Company has incurred recurring losses from operations and has limited working capital to pursue its business alternatives. These conditions raise substantial doubt about the Company's ability to continue as a going concern. ALASKA AIR: S&P Hikes Credit Rating From BB+, Outlook Stable ------------------------------------------------------------ Standard & Poor's Ratings Services said it has raised its long- term corporate credit ratings on Seattle, Wash.-based Alaska Air Group Inc. and its subsidiary, Alaska Airlines Inc., to 'BBB-' from 'BB+'. The outlook is stable. "We base the upgrade on Alaska Air's strong operating performance, continued debt reduction, and very good credit measures," said Standard & Poor's credit analyst Betsy Snyder. "Alaska Air faces growing competition from Delta Air Lines Inc. at Alaska Air's main hub, in Seattle, Wash. However, we believe generally favorable conditions in the domestic airline market and Alaska Air's ample liquidity and strong balance sheet should enable the company to maintain credit measures consistent with our "minimal" financial risk assessment". S&P assess the company's liquidity as "strong." The company has moderate debt maturities and capital spending needs, which S&P expects to result in continued strong free cash flow generation. The company also has ample liquidity despite a large share repurchase program. Alaska Airlines is a relatively small participant in the U.S. airline industry and is Alaska Air's major operating subsidiary. The subsidiary operates hubs at Anchorage, Alaska; Los Angeles; Seattle (its main hub); and Portland, Oregon. It serves destinations primarily along the West Coast of the U.S., Canada, Mexico, and routes to Alaska from the lower 48 states. Alaska Airlines faces significant competition in its West Coast markets, principally from Southwest Airlines Co. and United Air Lines Inc., but also from JetBlue Airways Corp., unrated Virgin America Inc., Allegiant Travel Co., and more recently, Delta. During the past year, Delta has made Seattle a hub airport for trans-Pacific operations as well as for additional domestic flights to and from Seattle. Delta has indicated it has significant growth plans for Seattle, which S&P expects to result in competitive pressure for Alaska Air. However, Alaska Air does have a substantial market share on many of its routes along the West Coast, and it dominates traffic between the West Coast and Alaska. Alaska Air also benefits from alliance relationships with many airlines, including Delta, American Airlines Inc., and various non-U.S. airlines. "We assess Alaska Air's business risk profile as "fair." Although it has a "satisfactory" competitive position, the fundamental characteristics of the airline industry constrain its overall business risk. Our base-case scenario foresees further earnings gains for Alaska Air, although at a more gradual pace than recently. The company should benefit from lower fuel prices. However, we also expect fairly substantial share repurchases to slow the company's financial improvement," S&P said. The outlook is stable based on S&P's expectation of continued healthy cash generation and improving credit measures. S&P could lower its rating if economic growth is weaker than it expects, the company faces more serious revenue pressure because of increased competition at Seattle, fuel prices were to increase substantially, or the company increased its share repurchases significantly, causing FFO to debt to decline to below 75% on a consistent basis. S&P considers an upgrade unlikely given the company's narrow competitive position and the cyclical risks of the airline industry. ALLIED IRISH: Files Interim Management Statement ------------------------------------------------ Allied Irish Banks, P.L.C., highlights continued profitability with capital ratios increasing in its third quarter management update. Economic Environment The economic environment in AIB's main operating markets continued to improve with the Irish domestic economy recording broad-based growth in 2014 and economic recovery in the UK being maintained. Notwithstanding the improving operating environment, challenges remain including economic weakness in the Eurozone, high levels of leverage and impaired loans in the Irish economy and while levels of lending demand are improving, they are from low levels. Operating Performance Economic recovery is positively impacting asset quality and lending demand levels and the overall operating performance of the bank is ahead of expectations year to date. The bank continues to make tangible progress towards meeting its strategic goals and medium term targets. The bank was profitable and capital generative in the third quarter of the year. NIM expansion was as a result of lower funding costs, sustainable asset pricing and ongoing reductions in liabilities covered by the Eligible Liabilities Guarantee Scheme (ELG). Excluding the impact of the ELG, NIM was c.1.64% YTD September 2014 up from 1.60% in H1 2014. Other income year to date has been positively impacted by asset disposals, including disposals in the Available for Sale portfolio and this trend continued in Q3 2014. Underlying banking fees and commission income was in line with management expectations. Operating costs, a key focus area, reduced year on year and AIB expects to meet its EUR350m operating cost reduction target for 2014 relative to 2012 levels, excluding the impact of the c. EUR60.5m bank levy paid to the Irish State in October 2014. Notwithstanding the ongoing cost reductions, employee engagement levels have significantly increased in the bank which is supportive of improving customer service levels. Lending Overall lending approvals of c. EUR9bn year to date across the bank's loan portfolios are c.39% higher than the same period in 2013. For 2014, the bank is on track to exceed its approvals lending target of EUR7-10bn at appropriate credit quality and yields. AIB continues to actively seek lending opportunities and has the capital and funding profile to prudently grow our loan book. Excluding the UK, business and corporate drawdowns increased by 41% to c.EUR1.8bn year to date September 2014 in comparison to the same period in 2013 with higher levels of activity across all sectors and in particular, the agriculture, wholesale/retail trade, manufacturing and tourism sectors. Mortgage drawdowns in RoI were c. 29% higher year to date September 2014 at c. EUR0.8bn. UK drawdown levels of c. EUR1.1bn were c. 54% higher with increased drawdown activity in the SME and mid-corporate sectors in Great Britain. Overall drawdowns year to date September 2014 were c. EUR4.0bn, a c. 40% increase on the corresponding period in 2013. Notwithstanding the increase in approvals and drawdowns, the pace of loan redemptions continued to exceed new lending demand although the pace of decline in net loans reduced. The bank has maintained its investment in the customer franchise to improve service levels and the overall customer proposition. Asset Quality Total impaired loans reduced from c. EUR26.0bn at 30 June 2014 to c. EUR24.3bn at end of September 2014 with impaired loan balances stable or lower in all loan sectors relative to June 2014 levels. Impaired loans have now reduced by c. 16% since December 2013. The reduction in impaired loans is predominantly driven by increased restructuring activity and the pace of migration to newly impaired loans declined as economic conditions improved. Specific provision to impaired loans coverage reduced marginally to c. 53% at the end of September 2014 reflecting the improving economic environment and write offs on restructured loans. The total number of accounts in arrears in the Irish residential mortgage portfolio has declined by c. 11% YTD September 2014. Total accounts in arrears for owner occupier mortgages were down c. 15% YTD and arrears levels in the Buy to Let portfolio also declined in the quarter. AIB continues to meet targets in relation to the resolution of SME and mortgage customers in arrears with accelerated progress made in relation to concluding solutions. In aggregate, restructuring activity to date with customers has been concluded at a positive variance to the bank's loan loss provisions. Given the stabilisation in the bank's asset quality, the credit impairment charge is continuing to trend towards more normalised levels. However, given the aggregate outcome to date of loan restructuring activity, AIB had an overall net writeback of provisions in the first 9 months of 2014. Balance Sheet and Funding Total assets were stable in Q3 2014. Net loans of EUR64.7bn at September 2014 were broadly unchanged from June 2014 levels reflecting improved new lending drawdowns and positive foreign exchange impacts offset by ongoing redemptions. Customer accounts at the end of September 2014 were c. EUR66bn with the bank continuing to focus on reducing its overall funding costs. As a result, the bank's loan to deposit ratio at the end of September 2014 was c. 98%, up from c. 96% at end June 2014. Funding from Monetary Authorities decreased to c. EUR2.4bn at end Q3 2014 (EUR3.7bn at 30 June 2014) including EUR1.9bn of Targeted Longer Term Refinancing Operations. The bank's Liquidity Coverage Ratio was c. 115% and the Net Stable Funding Ratio was c. 114% at end of September 2014. NAMA Senior Bonds reduced to c. EUR10.8bn at 30 September 2014 following a repayment of c. EUR1.0bn in the quarter. The bank will continue to monitor announcements by NAMA and its repayment pattern in relation to Senior Bonds in considering if positive timing adjustments are required to future NAMA Senior Bond income assumptions in Quarter 4 2014. Capital As highlighted on 26 October 2014, the European Central Bank published the results of the Comprehensive Assessment. On both a static and dynamic balance sheet basis, AIB had comfortable capital buffers to minimum requirements and no additional capital was required as a result of the assessment. AIB's transitional CET1 ratio, including the benefit of unaudited profits generated in H1 2014 was 16.1% as of 30 June 2014 and the CET1 ratio increased to c.16.5% as of 30 September 2014 as a result of unaudited profits generated in the period partly offset by a marginal increase in risk weighted assets. Capital Structure Considerations in relation to the 2009 Preference Shares and the 2016 Contingent Capital Notes are expected to continue with the Department of Finance. These considerations will reflect evolving regulatory requirements and the improving operating performance of the bank in a strengthening macroeconomic environment. Valuation AIB currently has 523,438,445,437 ordinary shares in issue, of which 99.8% are held by the National Pensions Reserve Fund Commission, with 500 billion of the ordinary shares issued to the NPRFC in July 2011 at a price of EUR0.01 per share. Based on the number of shares currently in issue and the closing share price of 7 November 2014, AIB trades on a valuation multiple of c. 7x (excluding 2009 Preference Shares) 30 June 2014 Net Asset Value (NAV). The Group continues to note that the median for comparable European banks is c.1x NAV. About Allied Irish Banks Allied Irish Banks, p.l.c. -- http://www.aibgroup.com/-- is a major commercial bank based in Ireland. It has an extensive branch network across the country, a head office in Dublin and a capital markets operation based in the International Financial Services Centre in Dublin. AIB also has retail and corporate businesses in the UK, offices in Europe and a subsidiary company in the Isle of Man and Jersey (Channel Islands). Since the onset of the global and Irish financial crisis, AIB's relationship with the Irish Government has changed significantly. As at Dec. 31, 2010, the Government, through the National Pension Reserve Fund Commission ("NPRFC"), held 49.9% of the ordinary shares of the Company (the share of the voting rights at shareholders' general meetings), 10,489,899,564 convertible non- voting ("CNV") shares and 3.5 billion 2009 Preference Shares. On April 8, 2011, the NPRFC converted the total outstanding amount of CNV shares into 10,489,899,564 ordinary shares of AIB, thereby increasing its holding to 92.8% of the ordinary share capital. In addition to its shareholders' interests, the Government's relationship with AIB is reflected through formal and informal oversight by the Minister and the Department of Finance and the Central Bank of Ireland, representation on the Board of Directors (three non-executive directors are Government nominees), participation in NAMA, and otherwise. Allied Irish reported a loss of EUR1.59 billion in 2013, a loss of EUR3.55 billion in 2012 and a net loss of $2.32 billion in 2011. At Dec. 31, 2013, the Company had EUR117.73 billion in total assets, EUR107.24 billion in total liabilities and EUR10.49 billion in total shareholders' equity. APPLIED MINERALS: Incurs $2.6 Million Net Loss in Third Quarter --------------------------------------------------------------- Applied Minerals, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.57 million on $55,681 of revenues for the three months ended Sept. 30, 2014, compared to a net loss of $3.86 million on $6,773 of revenues for the same period in 2013. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $5.96 million on $114,688 of revenues compared to a net loss of $9.55 million on $44,737 of revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2014, showed $9.04 million in total assets, $12.48 million in total liabilities and a $3.44 million total stockholders' deficiency. A full-text copy of the Form 10-Q is available for free at: http://is.gd/yJgKlI About Applied Minerals New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a leading global producer of halloysite clay used in the development of advanced polymer, catalytic, environmental remediation, and controlled release applications. The Company operates the Dragon Mine located in Juab County, Utah, the only commercial source of halloysite clay in the western hemisphere. Halloysite is an aluminosilicate clay that forms naturally occurring nanotubes. Applied Minerals incurred a net loss of $13.06 million in 2013, a net loss of of $9.73 million in 2012 and a net loss of $7.43 million in 2011. Bankruptcy Warning "The Company has had to rely mainly on the proceeds from the sale of stock and convertible debt to fund its operations. If the Company is unable to fund its operations through the commercialization of its minerals at the Dragon Mine, there is no assurance that it will be able to raise funds through the sale of equity or debt. If so, it may have to file bankruptcy," the Company said in its 2013 Annual Report. APOLLO MEDICAL: Posts $1.5 Million Net Income in Second Quarter --------------------------------------------------------------- Apollo Medical Holdings, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $1.53 million on $11.66 million of net revenues for the three months ended Sept. 30, 2014, compared to a net loss of $980,738 on $2.52 million of net revenues for the same period in 2013. For the six months ended Sept. 30, 2014, the Company reported net income of $28,384 on $15.75 million of net revenues compared to a net loss of $2.91 million on $5.13 million of net revenues for the same period a year ago. As of Sept. 30, 2014, the Company had $16.05 million in total assets, $16.56 million in total liabilities and a $504,025 total stockholders' deficit. At Sept. 30, 2014, the Company had cash equivalents and marketable securities of $4 million compared to cash and cash equivalents of $6.8 million at March 31, 2014. At Sept. 30, 2014, the Company had borrowings totaling $7.6 million compared to borrowings at March 31, 2014, of $6.7 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/kg6YkR About Apollo Medical Glendale, Calif.-based Apollo Medical Holdings, Inc., provides hospitalist services in the Greater Los Angeles, California area. Hospitalist medicine is organized around the admission and care of patients in an inpatient facility such as a hospital or skilled nursing facility and is focused on providing, managing and coordinating the care of hospitalized patients. Apollo Medical reported a net loss of $4.55 million for the year ended Jan. 31, 2014, following a net loss of $8.90 million for the year ended Jan. 31, 2013. ASR 2401: Wants to Use Cash Collateral of Noteholder JPMCC ---------------------------------------------------------- ASR 2401 Fountainview, LP, asks the Bankruptcy Court for authorization to use cash collateral in which noteholder JPMCC 2006-LDP7 Office 2401, LLC asserts an interest. The noteholder has a prepetition security interest in the Debtor's real property, related personal property, inventory, and proceeds therefrom, well as the revenues generated from the operation and leasing of the real property. The Debtor will use the cash collateral to continue the operation of its business and preserve its value as a going concern. As adequate protection from any diminution in value of the lender's collateral, the Debtor will grant the creditor replacement liens upon all categories of property of the Debtor and its estate, a superpriority administrative expense claim. Additionally, the Debtor will deliver payment to noteholder in the amount of at least $74,973 beginning within 3 days of the entry of the interim order, and monthly on the 20th day of each calendar month thereafter. About ASR 2401 ASR 2401 Fountainview, LP, and ASR 2401 Fountainview, LLC sought Chapter 11 bankruptcy protection in Houston (Bankr. S.D. Tex. Case Nos. 14-35322) on Sept. 30, 2014, without stating a reason. Each debtor, a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B), estimated assets and debt of $10 million to $50 million. Each debtor claims to have its principal assets located at 2401 Fountain View, Houston, Texas. ASR LP's Chapter 11 case is assigned to Judge Letitia Z. Paul while ASR LLC's Chapter 11 case is assigned to Judge Marvin Isgur The Debtors have tapped Christopher Adams, Esq., at Okin Adams & Kilmer LLP, in Houston, as counsel. AXION INTERNATIONAL: Posts $2.5 Million Net Income in 3rd Quarter ----------------------------------------------------------------- Axion International Holdings, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income attributable to common shareholders of $2.56 million on $3.12 million of revenue for the three months ended Sept. 30, 2014, compared to a net loss attributable to common shareholders of $1.35 million on $1.27 million of revenue for the same period in 2013. For the nine months ended Sept. 30, 2014, the Company reported a net loss attributable to common shareholders of $14.86 million on $12.02 million of revenue compared to a net loss attributable to common shareholders of $5.53 million on $4.53 million of revenue for the same period a year ago. As of Sept. 30, 2014, the Company had $18.31 million in total assets, $32.77 million in total liabilities, $6.82 million 10% convertible preferred stock and a $21.29 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/g7B7uh About Axion International New Providence, N.J.-based Axion International Holdings, Inc. (OTC BB: AXIH) - http://www.axionintl.com/-- is the exclusive licensee of patented and patent-pending technologies developed for the production of structural plastic products such as railroad crossties, pilings, I-beams, T-Beams, and various size boards including a tongue and groove design that are utilized in multiple engineered design solutions such as rail track, rail and tank bridges (heavy load), pedestrian/park and recreation bridges, marinas, boardwalks and bulk heading to name a few. AXION International reported a net loss of $24.19 million on $6.63 million of revenue in 2013, compared to a net loss of $5.43 million on $5.34 million of revenue in 2012. Following the 2013 results, BDO USA, LLP, expressed substantial doubt about the Company's ability to continue as a going concern, stating that the Company has suffered recurring losses from operations and has working capital and net capital deficiencies. BDO USA, LLP also issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. AUXILIUM PHARMACEUTICALS: FMR No Longer an Owner as of Nov. 7 ------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission on Nov. 7, 2014, FMR LLC, Edward C. Johnson 3d and Abigail P. Johnson disclosed that they do not own any shares of common stock of Auxilium Pharmaceuticals Inc. A copy of the regulatory filing is available at http://is.gd/OLL1Pe About Auxilium Auxilium Pharmaceuticals, Inc. -- http://www.Auxilium.com/-- is a fully integrated specialty biopharmaceutical company with a focus on developing and commercializing innovative products for specialist audiences. With a broad range of first- and second- line products across multiple indications, Auxilium is an emerging leader in the men's healthcare area and has strategically expanded its product portfolio and pipeline in orthopedics, dermatology and other therapeutic areas. Auxilium now has a broad portfolio of 12 approved products. Among other products in the U.S., Auxilium markets edex(R) (alprostadil for injection), an injectable treatment for erectile dysfunction, Osbon ErecAid(R), the leading device for aiding erectile dysfunction, STENDRATM (avanafil), an oral erectile dysfunction therapy, Testim(R) (testosterone gel) for the topical treatment of hypogonadism, TESTOPEL(R) (testosterone pellets) a long-acting implantable testosterone replacement therapy, XIAFLEX(R) (collagenase clostridium histolyticum or CCH) for the treatment of Peyronie's disease and XIAFLEX for the treatment of Dupuytren's contracture. The Company also has programs in Phase 2 clinical development for the treatment of Frozen Shoulder syndrome and cellulite. The balance sheet at Sept. 30, 2014, showed $1.14 billion in total assets, $983 million in liabilities, and $162 million of stockholders' equity. * * * As reported by the TCR on May 7, 2014, Moody's Investors Service downgraded the ratings of Auxilium Pharmaceuticals, Inc., including the Corporate Family Rating to B3 from B2. "The downgrade reflects Moody's expectations that declines in Testim, Auxilium's testosterone gel, will materially reduce EBITDA in 2014, resulting in negative free cash flow, a weakening liquidity profile, and extremely high debt/EBITDA," said Moody's Senior Vice President Michael Levesque. The TCR reported on Sept. 23, 2014, that Standard & Poor's Ratings Services raised its corporate credit rating on Auxilium Pharmaceuticals Inc. to 'CCC+' following the announced restructuring program and a $50 million add-on to its existing first-lien term loan. BEAZER HOMES: Brian Beazer to Step Down as Non-Executive Chairman ----------------------------------------------------------------- The Board of Directors of Beazer Homes USA, Inc., announced that Brian C. Beazer will step down as non-executive chairman of its Board of Directors in February 2015, and will be succeeded by Stephen P. Zelnak, Jr., a current member of the Beazer Homes Board of Directors. At the unanimous request of the Company's Board members, Mr. Beazer, who has served in the role of non-executive chairman since the Company's IPO in 1994, will be standing for re-election to the Board of Directors at the Company's annual meeting of stockholders scheduled for Feb. 4, 2015. If elected, Mr. Beazer has agreed to serve as a director and as chairman emeritus. "Mr. Beazer has been in the homebuilding and construction industry worldwide for over 50 years," said Laurent Alpert, Chairman of the Company's Nominating/Corporate Governance Committee. "His experience and vision have been driving forces at the Company, and we are pleased that we will continue to benefit from his knowledge and experience as we transition the Chairman's position." Mr. Alpert continued, "As we prepare for this transition, we would like to thank Mr. Beazer for his service and dedication to this Company. His knowledge of the homebuilding business, his respect for others and his tireless efforts to increase shareholder value continue to be invaluable contributions to the Company's success." "Mr. Zelnak, who has served as a Director of the Company since February 2003, was unanimously chosen by the Board of Directors to succeed Mr. Beazer as Non-Executive Chairman and carry on the traditions and values instilled since the Company's founding," said Mr. Alpert. "Mr. Zelnak has been an integral part of the Company's turnaround and return to profitability. His vast knowledge of the building industry and mentorship skills will be tremendous assets to the other Directors and to the management team of Beazer Homes." Mr. Zelnak is chairman and majority owner of ZP Enterprises, a private investment firm. Mr. Zelnak is the former non-executive chairman of Martin Marietta Materials, Inc., a producer of aggregates for the construction industry, and served as its Chief Executive Officer from 1993 to 2009. He continues to serve as a Director for Martin Marietta. He brings over 30 years of experience as a senior executive in the building materials industry and an educational background that includes business administration, organizational behavior and finance. About Beazer Homes Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/-- headquartered in Atlanta, is one of the country's 10 largest single-family homebuilders with continuing operations in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, New Jersey, New Mexico, North Carolina, Pennsylvania, South Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed on the New York Stock Exchange under the ticker symbol "BZH." Beazer Homes incurred a net loss of $33.86 million for the year ended Sept. 30, 2013, a net loss of $145.32 million for the year ended Sept. 30, 2012, and a net loss of $204.85 million for the year ended Sept. 30, 2011. As of June 30, 2014, the Company had $1.97 billion in total assets, $1.75 billion in total liabilities and $219 million in total stockholders' equity. * * * Beazer carries a 'B-' issuer credit rating, with "negative" outlook, from Standard & Poor's. In the Jan. 30, 2013 edition of the TCR, Moody's Investors Service raised Beazer Homes USA, Inc.'s corporate family rating to 'Caa1' from 'Caa2' and probability of default rating to 'Caa1-PD' from 'Caa2-PD'. The ratings upgrade reflects Moody's increasing confidence that Beazer's credit metrics, buoyed by a stregthening housing market, will gradually improve for at least the next two years and that the company may be able to return to a modestly profitable position as early as fiscal 2014. As reported by the TCR on Sept. 10, 2012, Fitch Ratings has upgraded the Issuer Default Rating (IDR) of Beazer Homes USA, Inc. (NYSE: BZH) to 'B-' from 'CCC'. The upgrade and the stable outlook reflect Beazer's operating performance so far this year, its robust cash position, and moderately better prospects for the housing sector during the remainder of this year and in 2013. The rating is also supported by the company's execution of its business model, land policies, and geographic diversity. BG MEDICINE: FMR LLC No Longer Owns Shares as of Nov. 7 ------------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission on Nov. 7, 2014, FMR LLC, Edward C. Johnson 3d and Abigail P. Johnson disclosed that they do not own any shares of common stock of BG Medicine Inc. A full-text copy of the regulatory filing is available at http://is.gd/2qSv0A About BG Medicine Waltham, Mass.-based BG Medicine is a diagnostics company focused on the development and commercialization of novel cardiovascular diagnostic tests to address significant unmet medical needs, improve patient outcomes and contain healthcare costs. The Company is currently commercializing two diagnostic tests, the first of which is the BGM Galectin-3 test, a novel assay for measuring galectin-3 levels in blood plasma or serum for use as an aid in assessing the prognosis of patients diagnosed with heart failure. The Company's second diagnostic test is the CardioSCORE test, which is designed to identify individuals at high risk for near-term, significant cardiovascular events, such as heart attack and stroke. BG Medicine reported a net loss of $15.84 million on $4.07 million of total revenues for the year ended Dec. 31, 2013, as compared with a net loss of $23.76 million on $2.81 million of total revenues during the prior year. The Company's balance sheet at June 30, 2014, showed $11.24 million in total assets, $7.25 million in total liabilities and $3.98 million in total stockholders' equity. Deloitte & Touche LLP, in Boston, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company's recurring losses from operations, recurring cash used in operating cash flows and stockholders' deficit raise substantial doubt about its ability to continue as a going concern. BIOFUELS POWER: Delays Form 10-Q for Third Quarter -------------------------------------------------- Biofuels Power Corp. filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the period ended Sept. 30, 2014. According to the Company, its financial statements for the quarter ended Sept. 30, 2014, are not yet ready for distribution as a result of recent measures the Company has taken with regard to efforts to sign operating agreements which will effect subsequent events at the balance sheet date and awaiting auditors review. Biofuels Power Humble, Tex.-based Biofuels Power Corporation is a distributed energy company that is pioneering the use of biodiesel to fuel small electric generating facilities that are located in close proximity to end-users. BPC's first power plant is currently located near Houston, Texas in the city of Oak Ridge North. Biofuels Power reported a net loss of $606,556 on $0 of sales for the year ended Dec. 31, 2013, as compared with net income of $342,456 on $0 of sales in 2012. Clay Thomas, P.C., in Abilene, Texas, 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 significant losses and will require additional capital to develop its business until the Company either (1) achieves a level of revenues adequate to generate sufficient cash flows from operations; or (2) obtains additional financing necessary to support its working capital requirements. These conditions raise substantial doubt about the Company's ability to continue as a going concern. BROWNIE'S MARINE: Posts $131,000 Net Income in Third Quarter ------------------------------------------------------------ Brownie's Marine Group, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $131,365 on $805,472 of total net revenues for the three months ended Sept. 30, 2014, compared to a net loss of $110,786 on $891,372 of total net revenues for the same period a year ago. For the nine months ended Sept. 30, 2014, the Company reported net income of $178,714 on $2.25 million of total net revenues compared to a net loss of $876,909 on $2.07 million of total net revenues for the same period during the prior year. As of Sept. 30, 2014, the Company had $1.16 million in total assets, $1.44 million in total liabilities and a $284,698 total stockholders' deficit. Bankruptcy Warning "During the fourth quarter of 2011, the Company formed a joint venture with one dive entity, and in the first quarter of 2012, purchased the assets of another, with assumption of their retail location lease in Boca Raton, Florida. The Company accomplished both transactions predominantly through issuance of restricted common stock in BWMG. The Company believed these transactions would help generate sufficient future working capital. Neither endeavor did or has generated profit or positive cash-flow. Therefore, effective May 31, 2013, the Company closed and ceased operations at its retail facility. As a result, the Company does not expect that existing cash flow will be sufficient to fund presently anticipated operations beyond the fourth quarter of 2014. This raises substantial doubt about BWMG's ability to continue as a going concern. The Company will need to raise additional funds and is currently exploring alternative sources of financing. We have issued a number of convertible debentures as an interim measure to finance our working capital needs. We have historically paid for many legal and consulting services with restricted stock to maximize working capital. We intend to continue this practice in the future when possible. We have implemented some cost saving measures and will continue to explore more to reduce operating expenses. "If we fail to raise additional funds when needed, or do not have sufficient cash flows from sales, we may be required to scale back or cease operations, liquidate our assets and possibly seek bankruptcy protection. The accompanying consolidated financial statements do not include any adjustments that may result from the outcome of this uncertainty," the Company stated in the 10-Q. A full-text copy of the Form 10-Q is available for free at: http://is.gd/v86kWU About Brownie's Marine Brownie's Marine Group, Inc., does business through its wholly owned subsidiary, Trebor Industries, Inc., d/b/a Brownie's Third Lung, a Florida corporation. The Company designs, tests, manufactures and distributes recreational hookah diving, yacht based scuba air compressor and nitrox generation systems, and scuba and water safety products. BWMG sells its products both on a wholesale and retail basis, and does so from its headquarters and manufacturing facility in Fort Lauderdale, Florida. The Company's common stock is quoted on the OTC BB under the symbol "BWMG". The Company's Web site is http://www.browniesmarinegroup.com/ Brownie's Marine reported a net loss of $788,286 in 2013, as compared with a net loss of $2.01 million in 2012. CALMARE THERAPEUTICS: Needs More Time to File Quarterly Report -------------------------------------------------------------- Calmare Therapeutics Incorporated was unable, without unreasonable effort or expense, to file its quarterly report on Form 10-Q for the period ended Sept. 30, 2014, by the Nov. 14, 2014, filing date applicable to smaller reporting companies due to a delay experienced by the Company in completing its financial statements and other disclosures in the Quarterly Report. As a result, the Company is still in the process of compiling required information to complete the Quarterly Report and its independent registered public accounting firm requires additional time to complete its review of the financial statements for the period ended Sept. 30, 2014, to be incorporated in the Quarterly Report. The Company anticipates that it will file the Quarterly Report no later than the fifth calendar day following the prescribed filing date. About Calmare Therapeutics Calmare Therapeutics Incorporated, formerly known as Competitive Technologies, Inc., provides distribution, patent and technology transfer, sales and licensing services focused on the needs of its customers and matching those requirements with commercially viable product or technology solutions. Sales of the Company's Calmare(R) pain therapy medical device continue to be the major source of revenue for the Company. On Aug. 20, 2014, Competitive Technologies, Inc. changed its name to Calmare Therapeutics Incorporated, pursuant to the filing of an Amendment to the Company's Articles of Incorporation with the Secretary of State of the State of Delaware. Competitive Technologies incurred a net loss of $3 million on $546,139 of gross profit from product sales in 2012, as compared with a net loss of $3.59 million on $1.86 million of gross profit from product sales in 2011. The Company's balance sheet at June 30, 2014, showed $4.48 million in total assets, $10.89 million in total liabilities and a $6.41 million total shareholders' deficit. Mayer Hoffman McCann CPAs (The New York Practice of Mayer Hoffman McCann P.C.), in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that at Dec. 31, 2012, the Company has incurred operating losses since fiscal year 2006. CANCER GENETICS: Incurs $4.8 Million Net Loss in Third Quarter -------------------------------------------------------------- Cancer Genetics, Inc., reported a net loss of $4.79 million on $3.22 million of revenue for the three months ended Sept. 30, 2014, compared to a net loss of $3.06 million on $1.70 million of revenue for the same period in 2013. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $11.46 million on $6.16 million of revenue compared to a net loss of $9.84 million on $4.75 million of revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2014, showed $51.63 million in total assets, $13.61 million in total liabilities and $38.02 million in total stockholders' equity. "The company has significantly advanced its footprint in providing state-of-the-art genomic testing for cancer by continuing to execute growth in the clinical market and expanding our capabilities through the acquisitions of Gentris and BioServe Biotechnologies India. We have been focused on integrating our new sites in North Carolina and Hyderabad, India this past quarter so that we can immediately capture customer synergies and expand our service offering," said Panna Sharma, president and CEO of Cancer Genetics. "As our business impacts more patients, informs the outcomes of more trials, and aids in new discoveries in oncology, we are quickly becoming the partner to help personalize the treatment of cancer from bench to bedside." "This past quarter places our company in an ideal position to continue our growth from the revenue synergies derived from the acquisitions, the launch of additional tests and services, and the investments we have made in sales and marketing," added Sharma. "We are seeing extraordinary interest among community oncologists and pathologists for targeted genomic information that has been validated with leading research institutions to improve diagnosis, as well as guide and monitor patient treatment. The pace at which new combination protocols and new molecular therapeutics are being adopted is driving improved and more informed cancer care. CGI is uniquely positioned as a partner in this era of precision medicine." A full-text copy of the press release is available for free at: http://is.gd/gfH6R2 About Cancer Genetics Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage diagnostics company focused on developing and commercializing proprietary genomic tests and services to improve and personalize the diagnosis, prognosis and response to treatment (theranosis) of cancer. Cancer Genetics reported a net loss of $12.37 million in 2013 following a net loss of $6.66 million in 2012. CATASYS INC: Incurs $210,000 Net Loss in Third Quarter ------------------------------------------------------ Catasys, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $210,000 on $370,000 of healthcare services revenues for the three months ended Sept. 30, 2014, compared to net income of $680,000 on $109,000 of healthcare services revenues for the same period in 2013. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $25.51 million on $881,000 of healthcare services revenues compared to a net loss of $3.18 million on $315,000 of healthcare services revenues for the same period last year. The Company's balance sheet at Sept. 30, 2014, showed $2.64 million in total assets, $43.82 million in total liabilities and a $41.17 million total stockholders' deficit. Bankruptcy Warning "Our financial statements have been prepared on the basis that we will continue as a going concern. At September 30, 2014, cash and cash equivalents amounted to $1.5 million and we had a working capital deficit of approximately $1.5 million. In January 2014, May 2014, and September 2014, we closed on financings of approximately $1.0, $1.5, and $1.5 million, respectively. We have incurred significant operating losses and negative cash flows from operations since our inception. During the nine months ended September 30, 2014, our cash used in operating activities of continuing operations was $3.4 million. We anticipate that we could continue to incur negative cash flows and net losses for the next twelve months. The financial statements do not include any adjustments relating to the recoverability of the carrying amount of the recorded assets or the amount of liabilities that might result from the outcome of this uncertainty. As of September 30, 2014, these conditions raised substantial doubt as to our ability to continue as a going concern. We expect our current cash resources to cover expenses through the end of December 2014, however delays in cash collections, revenue, or unforeseen expenditures, could negatively impact our estimate. We are in need of additional capital, however, there is no assurance that additional capital can be timely raised in an amount which is sufficient for us or on terms favorable to us and our stockholders, if at all. If we do not obtain additional capital, there is a significant doubt as to whether we can continue to operate as a going concern and we will need to curtail or cease operations or seek bankruptcy relief. If we discontinue operations, we may not have sufficient funds to pay any amounts to stockholders." A full-text copy of the Form 10-Q is available for free at: http://is.gd/UeymKe About Catasys Inc. Based in Los Angeles, California, Hythiam, Inc., n/k/a Catasys, Inc., is a healthcare services management company, providing through its Catasys(R) subsidiary specialized behavioral health management services for substance abuse to health plans. Catasys reported a net loss of $4.67 million on $866,000 of total revenues for the 12 months ended Dec. 31, 2013, as compared with a net loss of $11.64 million on $541,000 of total revenues during the prior year. Rose, Snyder & Jacobs LLP, in Encino, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has incurred significant operating losses and negative cash flows from operations during the year ended Dec. 31, 2013. These conditions raise substantial doubt about the Company's ability to continue as a going concern. CENTRAL ENERGY: Reports $133,000 Net Loss for Third Quarter ----------------------------------------------------------- Central Energy Partners LP filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $133,000 on $1.45 million of revenues for the three months ended Sept. 30, 2014, compared to a net loss of $113,000 on $1.04 million of revenues for the same period in 2013. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $540,000 on $4 million of revenues compared to a net loss of $199,000 on $3.48 million of revenues for the same period last year. As of Sept. 30, 2014, the Company had $8.25 million in total assets, $9.05 million in total liabilities and a $806,000 total partners' deficit. Bankruptcy Warning "There is no assurance that we will have sufficient working capital to cover ongoing cash requirements for the period of time we believe is necessary to complete an acquisition that will provide additional working capital for us. If we do not have sufficient cash reserves, our ability to pursue additional acquisition transactions will be adversely impacted. Furthermore, despite significant effort, we have thus far been unsuccessful in completing an acquisition transaction. There can be no assurance that we will be able to complete an accretive acquisition or otherwise find additional sources of working capital. If an acquisition transaction cannot be completed or if additional funds cannot be raised and cash flow is inadequate, we would be required to seek other alternatives which could include the sale of assets, closure of operations, and/or protection under the U.S. bankruptcy laws." A full-text copy of the Form 10-Q is available for free at: http://is.gd/amPDqx About Central Energy Partners Dallas, Tex.-based Central Energy Partners LP is a publicly-traded Delaware limited partnership. It currently provides liquid bulk storage, trans-loading and transportation services for hazardous chemicals and petroleum products through its wholly-owned subsidiary, Regional Enterprises, Inc. ("Regional"). Central Energy reported a net loss of $521,000 on $4.75 million of revenues for the year ended Dec. 31, 2013, as compared with a net loss of $1.02 million on $5.47 million of revenues in 2012. Montgomery Coscia Greiich, LLP, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that Central has incurred recurring losses and has a deficit in working capital that raise substantial doubt about its ability to continue as a going concern. CHINA GINSENG: KCG Americas Lowers Equity Stake to 9.8% ------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, KCG Americas LLC disclosed that as of Oct. 31, 2014, it beneficially owned 4,390,767 shares of common stock of China Ginseng Holdings Inc. representing 9.89 percent of the shares outstanding. KCG Americas previously reported beneficial ownership of 7,746,500 common shares or 17.45 percent equity stake as of Aug. 29, 2014. A copy of the regulatory filing is available for free at http://is.gd/sJdEnE About China Ginseng Changchun City, China-based China Ginseng Holdings, Inc., conducts business through its four wholly-owned subsidiaries located in China. The Company has been granted 20-year land use rights to 3,705 acres of lands by the Chinese government for ginseng planting and it controls, through lease, approximately 750 acres of grape vineyards. However, recent harvests of grapes showed poor quality for wine production which indicates that the vineyards are no longer suitable for planting grapes for wine production. Therefore, the Company has decided not to renew its lease for the vineyards with the Chinese government upon expiration in 2013 and, going forward, it intends to purchase grapes from the open market in order to produce grape juice and wine. China Ginseng reported a net loss of $4.76 million on $2.61 million of revenue for the year ended June 30, 2014, compared to a net loss of $3.64 million on $3.56 million of revenue for the year ended June 30, 2013. The Company's balance sheet at June 30, 2014, showed $8.82 million in total assets, $14.42 million in total liabilities and a $5.60 million total stockholders' deficit. Cowan, Gunteski & Co., P.A., in Tinton Falls, NJ, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2014. The independent auditors noted that the Company has incurred an accumulated deficit of $14,169,335 since inception, has a working capital deficit of $11,616,962, and there are existing uncertain conditions the Company faces relative to its ability to obtain working capital and operate successfully. These conditions raise substantial doubt about its ability to continue as a going concern. CHONG HUA SHENG: Case Summary & 2 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Chong Hua Sheng Mwu Gwung Committee, Inc. dba CHSMG Committee, Inc. 6515 Ladera Drive Houston, TX 77083 Case No.: 14-36360 Chapter 11 Petition Date: November 17, 2014 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Hon. Karen K. Brown Debtor's Counsel: Matthew Brian Probus, Esq. WAUSON PROBUS One Sugar Creek Ctr Blvd, Ste 880 Sugar Land, TX 77478 Tel: 281-242-0303 Fax: 281-242-0306 Email: mbprobus@w-plaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Shean L. Wang, chairman of the Board. A list of the Debtor's two largest unsecured creditors is available for free at http://bankrupt.com/misc/txsb14-36360.pdf COMMUNICATION INTELLIGENCE: Incurs $1.8MM Net Loss in 3rd Qtr. -------------------------------------------------------------- Communication Intelligence Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to common stockholders of $1.79 million on $285,000 of total revenue for the three months ended Sept. 30, 2014, compared to a net loss attributable to common stockholders of $1.46 million on $370,000 of total revenue for the same period during the prior year. For the nine months ended Sept. 30, 2014, the Company reported a net loss attributable to common stockholders of $5.73 million on $1.05 million of total revenue compared to a net loss attributable to common stockholders of $5.15 million on $867,000 of total revenue for the same period a year ago. As of Sept. 30, 2014, the Company had $2 million in total assets, $1.23 million in total liabilities and $768,000 in total stockholders' equity. At Sept. 30, 2014, cash and cash equivalents totaled $641,000 compared to cash and cash equivalents of $945,000 at Dec. 31, 2013. A full-text copy of the Form 10-Q is available for free at: http://is.gd/OoZa85 About Communication Intelligence Redwood Shores, California-based Communication Intelligence Corporation is a supplier of electronic signature products and the recognized leader in biometric signature verification. Communication Intelligence reported a net loss attributable to common stockholders of $8.09 million following a net loss attributable to common stockholders of $6.74 million in 2012. PMB Helin Donovan, LLP, in San Francisco, CA, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent accounting firm noted that the Company's significant recurring losses and accumulated deficit raise substantial doubt about its ability to continue as a going concern. COMMUNITY HOME: Lunar Heights Wants Relief from Automatic Stay -------------------------------------------------------------- Foreclosure sale purchaser, Lunar Heights, LLC, asks the Bankruptcy Court for relief from the automatic stay in the Chapter 11 case of Community Home Financial Services, Inc. Under Hernando County, Florida Circuit Court Case No. 2012-2946, Lunar was the highest and best bidder at foreclosure sale for a piece of real estate: Lot 7, Block 590 Spring Hill, Unit 9 also known as 3054 Marwill Avenue Spring Hill, FL 34609 While a Certificate of Sale was issued in favor of Lunar, based upon information and belief that CS was a nullity due to the automatic stay in bankruptcy, as Hernando public record shows a skeletal UCC1 filing in favor of Debtor on the subject property and Debtor was a joined party to the foreclosure case. Given the lack of any equity in the subject property and the nature of the bankruptcy estate's interest, neither Debtor nor any creditor herein will be prejudiced by the granting of the motion for nunc pro tunc relief from the automatic stay in Bankruptcy to retroactively authorize the May 15, 2014 sale of the subject property, but Lunar will be prejudiced if said relief is not granted. Lunar Heights is represented by: Thomas Ryan Rumfelt, PLLC 129B S. President St. Jackson, MS 39201 Tel: (601) 992-3388 Fax: 601-949-3358 E-mail: ryan@rumfeltlegal.com About Community Home Community Home Financial Services, Inc., filed a Chapter 11 petition (Bankr. S.D. Miss. Case No. 12-01703) on May 23, 2012. Community Home Financial is a specialty finance company located in Jackson, Mississippi, providing contractors with financing for their customers. CHFS operates from one central location providing financing through its dealer network throughout 25 states, Alabama, Delaware, and Tennessee. The Debtor scheduled $44,890,581 in total assets and $30,270,271 in total liabilities. Judge Edward Ellington presides over the case. The Debtor was first represented by Roy H. Liddell, Esq., and Jonathan Bissette, Esq., at Wells, Marble, & Hurst, PPLC as Chapter 11 counsel. Wells Marble was terminated Nov. 13, 2013. The Debtor is now being represented by Derek A. Henderson, Esq., in Jackson, Miss. In 2013, the Debtor sought to employ David Mullin, Esq., at Mullin Hoard & Brown LLP, as special counsel. On Jan. 9, 2014, Kristina M. Johnson was appointed as Chapter 11 Trustee for the Debtor. Jones Walker LLP serves as counsel to the Chapter 11 trustee, while Stephen Smith, C.P.A., acts as accountant. * * * On Aug. 8, 2013, the Court approved the Disclosure Statement explaining the Debtor's Plan of Reorganization dated Jan. 29, 2013. In the first quarter of 2014, the Court entered an order holding in abeyance the (i) confirmation of the Debtor's Chapter 11 Plan; and (ii) the objection and amended objection to the confirmation of Plan pending further Court order. CPI CORP: Files for Bankr. in Canada; Nov. 27 Creditors Meeting --------------------------------------------------------------- CPI Corp. and CPI Portrait Studios of Canada Corp. filed for bankruptcy on Nov. 6, 2014, and will hold a first meeting of creditors on Nov. 27, 2014, at 11:00 a.m., at the offices of the trustee: Duff & Phelps Canada Restructuring Inc. 333 Bay Street 14th Floor Toronto, Ontario M5H2R2 Canada Tel: 416-932-6228 CRESTWOOD HOLDINGS: Cut by S&P to 'B-' & Removed From Watch Neg. ---------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit and senior secured issue ratings on Crestwood Holdings LLC to 'B-' from 'B'. S&P removed the ratings from CreditWatch, where it placed them with negative implications on Sept. 24, 2014. The outlook is stable. The downgrade reflects the implementation of the master limited partnership (MLP) and general partnership (GP) criteria. The 'B-' corporate credit rating reflects a four-notch negative ratings differential relative to the rating of the MLP, Crestwood Midstream Partners L.P. (CMLP). As of Sept. 30, 2014, Crestwood Holdings owned about 29% of the GP, Crestwood Equity Partners L.P.'s (CEQP) common limited partner (LP) interests (which has a 4% LP interest in CMLP). They also owned about 10% of CMLP's LP interests. CEQP owns 100% of CMLP's incentive distribution rights (IDR) (which entitles them to receive 50% of all distributions paid by CMLP in excess of its initial quarterly distribution). "In the recent criteria, we developed an approach to establish a stand alone credit profile of the GP. We typically rate the GP two to five notches below the MLP when they do not constitute a group, as is the case here with Crestwood Holdings," said Standard & Poor's credit analyst Mike Llanos. The notching differential reflects the structural subordination of the GP relative to the MLP's underlying cash flows, and takes into consideration S&P's assessment (positive, neutral, negative, or very negative) on cash flow interruption risk, stand alone debt leverage, and cash flow diversity. The stable outlook on Crestwood Holdings reflects S&P's expectation of stand alone leverage of about 5.5x for 2015 and reliance on distribution payments from CEQP and operating partnership CMLP. S&P anticipates these distributions will cover debt service by more than 2x over the next 12 to 24 months. S&P could lower the rating if Crestwood Holdings' liquidity becomes constrained, warranting a downgrade into the 'CCC' category. Higher ratings are unlikely in the near term, but S&P could consider an upgrade if Crestwood Holdings' stand alone leverage falls below 4x, or if S&P raised CMLP's issuer credit rating. CRS HOLDING: Court Denies as Moot Bid to Incur Regions DIP Loan --------------------------------------------------------------- Bankruptcy Judge K. Rodney May, in a final order, denied as moot CRS Holding of America, LLC, et al.'s motion to incur postpetition debtor-in-possession financing. The Court was advised that on Sept. 24, 2014, Regions Bank terminated the DIP Facility. 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 August 29, 2014. CRS estimated total assets of $50 million to $100 million and debt of $10 million to $50 million. 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. CRS Holding of America, LLC, reported $812,470 in total assets, and $37,560,321 in total liabilities. CRS HOLDING: Gerard A. McHale Jr. Approved as Chapter 11 Trustee ---------------------------------------------------------------- Bankruptcy Judge K. Rodney May approved the appointment of Gerard A. McHale Jr. as Chapter 11 trustee for CRS Holding of America, LLC, et al. As reported in the Troubled Company Reporter on Oct. 28, 2014, the U.S. Trustee, in its motion to approve appointment of Mr. McHale, said that Mr. McHale's connections with the Debtors, creditors, any other parties-in-interest, their respective attorneys and accountants, the U.S. Trustee, are limited to the connections set forth in the verified statement filed in support of the application. As reported in the TCR on Sept. 8, 2014, Guy G. Gebhart, the Acting U.S. Trustee for Region 21, asked the Court to direct the appointment of a trustee for the Debtors. The U.S. Trustee asserted that the appointment of a trustee better serves the interests of the Debtors' estates and is more consistent with the policy of the Bankruptcy Code, pointing out that the scheme of the Bankruptcy Code is hostile to the concept of a receiver in bankruptcy. The U.S. Trustee specifically points to Section 105(b) which expressly prohibits a bankruptcy court from appointing a receiver. A receiver has been appointed for the Debtors, but the U.S. Trustee contends that the receivership is the creation of another court and, therefore, the receiver answers to that court, and not to the Bankruptcy Court. Moreover, the U.S. Trustee said the receiver's appointment resulted from an action by a secured creditor and the method by which the receiver was selected likely did not follow a procedure with similar safeguards designed to insure disinterestedness. 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 estimated total assets of $50 million to $100 million and debt of $10 million to $50 million. 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. CRS Holding of America, LLC, reported $812,470 in total assets, and $37,560,321 in total liabilities. CRS HOLDING: Trustee Taps Johnson Pope to Assist in Investigation ----------------------------------------------------------------- Gerard A. McHale, Jr., Chapter 11 trustee for CRS Holding Of America, LLC, et al., asks the Bankruptcy Court for permission to employ the law firm of Johnson, Pope, Bokor, Ruppel & Burns, LLP as his counsel nunc pro tunc Oct. 10, 2014. JP will render such legal services including: i) providing legal advice and all legal services necessary to assist the trustee in her investigation of the Debtors' assets and financial affairs; ii) pursuing actions under Chapter 5 of the Bankruptcy Code, if any; iii) prosecuting objections to claims or exemptions designated by the trustee as subject to objection; and iv) performing additional necessary legal services as may be required by the trustee. To the best of the trustee's knowledge, JP is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael C. Markham, Esq. Angelina E. Lim, Esq. JOHNSON, POPE, BOKOR, RUPPEL & BURNS, LLP 403 E. Madison Street (33602) P.O. Box 1100 Tampa, FL 33601-1100 Tel: (813) 225-2500 Fax: (813) 223-7118 E-mails: Mikem@jpfirm.com AngelinaL@jpfirm.com 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 August 29, 2014. CRS estimated total assets of $50 million to $100 million and debt of $10 million to $50 million. 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. CRS Holding of America, LLC, reported $812,470 in total assets, and $37,560,321 in total liabilities. CRUNCHIES FOOD: Creditors Panel Taps Sheppard Mullin as Counsel --------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 case of Crunchies Food Company, LLC, asks the Bankruptcy Court for permission to retain Sheppard, Mullin, Richter & Hampton LLP as its counsel. The hourly rates of the firm's personnel with primary responsibilities in the case are: Ori Katz, partner $695 Adam J. McNeile, associate $495 Sheppard Mullin has agreed to discount Mr. Katz's rate to $595 per hour. Sheppard Mullin did not receive a retainer with respect to its representation of the Committee. To the best of the Committee's knowledge, Sheppard Mullin is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Adam J. McNeile, Esq. Ori Katz, Esq. SHEPPARD, MULLIN, RICHTER & HAMPTON LLP A Limited Liability Partnership Four Embarcadero Center, 17th Floor San Francisco, CA 94111-4109 Tel: (415) 434-9100 Fax: (415) 434-3947 E-mail: amcneile@sheppardmullin.com okatz@sheppardmullin.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 August 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: Stipulation on $180,000 Additional Loan Approved ---------------------------------------------------------------- The Bankruptcy Court approved a stipulation among Crunchies Food Company, LLC, The Provident Trust Group, LLC, The Chung Family Trust, Chaucer Foods Limited, and the Official Committee of Unsecured Creditors authorizing the Debtor to incur an additional loan. The loan of $180,000 will be comprised of (i) $100,000 in cash and $80,000 of freeze dried strawberries to be supplied to the Debtor at cost. The loan will be on the same terms and conditions as set forth in the existing Postpetition Financing Order and Loan Agreement. The postpetiton financing order will be deemed modified solely to reflect the additional $180,000 in postpetition financing. The Court also ordered that any reference to the purchase price and initial overbid amount in the sale motion, asset purchase agreement and bidding procedures order will be deemed modified to reflect an increased purchase price of $3,810,000 and increased initial overbid amount of $4,030,000. In addition to the conditions set forth in the postpetition financing order, Chaucer will not be required to fund the additional $180,000, or any portion thereof, unless these have occurred: a) the Bankruptcy Court has entered the order; b) the Provident Group and Chaucer have executed amendments to the Term Sheet and Intercreditor Creditor to reflect the additional postpetition financing; and c) the Debtor has executed a First Amendment to Loan and Security Agreement, and Note for $180,000, and any other documents reasonably requested by Chaucer to reflect the additional postpetition financing. About Crunchies Food Crunchies filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 14-bk-11776) in Santa Barbara, California, on August 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: Taps Silver Law to Advise on Sale ------------------------------------------------- Crunchies Food Company, LLC, asks the Bankruptcy Court for permission to employ Silver Law Group, P.C. as special corporate counsel nunc pro tunc to Aug. 15, 2014. SLG will advise the Debtor on (i) sale of its business as a going concern; (ii) sale negotiations and (iii) potential deal alternatives with outside investors. On Oct. 18, 2013, Chaucer Foods Ltd., a United Kingdom limited Company, filed a lawsuit against the Debtor in Ventura County superior Court, claiming that the Debtor owed at least $1,537,828 for unpaid invoices. Chaucer supplied the Debtor with freeze dried strawberries. Supplier Shandong Searsport Foods, Co., Ltd., also filed a lawsuit against the Debtor claiming that it is owed at least $845,661. SLG has represented the Debtor prior to the Petition Date in connection with its dealings with the Debtor's secured creditors, unsecured creditors and equity holders, including Chung, Delaski and Chaucer. As of the Petition Date, the Debtor does not owe SLG any fees or costs for their services. Since the Petition Date, SLG has performed services for the Debtor, and the fees and costs for those services total $31,009. However, SLG has received no compensation for postpetition services or costs. SLG's personnel with primary responsibilities in the case and their hourly rates are: Perry Silver, Esq. $390 Stuart Y. Kim, Esq., of counsel $490 Attorneys $295 - $690 Law Clerks, Paralegal Assistants Consultants $145 - $210 To the best of the Debtor's knowledge, SLG is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The Debtor is represented by: David L. Neale, Esq. J.P. Fritz, Esq. LEVENE, NEALE, BENDER, YOO & BRILL L.L.P. 10250 Constellation Blvd., Suite 1700 Los Angeles, CA 90067 Tel: (310) 299-1234 Fax: (310) 229-1244 E-mails: DLN@LNBYB.COM JPF@BYB.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 August 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. CUBIC ENERGY: Posts $7.7 Million Net Income in Fiscal 2014 ---------------------------------------------------------- Cubic Energy, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing net income attributable to common shareholders of $7.70 million on $15.84 million of total revenues for the year ended June 30, 2014, compared to a net loss attributable to common shareholders of $6.85 million on $3.84 million of total revenues during the prior year. The Company's balance sheet at June 30, 2014, showed $124.97 million in total assets, $126.65 million in total liabilities, $988,000 in redeemable preferred stock, and a $1.68 million total stockholders' deficit. BDO USA, LLP, in Dallas, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2014. The independent accounting firm noted that the Company has suffered recurring losses from operations, has violated covenants of its debt agreements, has a working capital deficit and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: http://is.gd/YVGtAk About Cubic Energy Cubic Energy, Inc., headquartered in Dallas, Texas, is an independent upstream energy company engaged in the development and production of, and exploration for, crude oil and natural gas. Its oil and gas assets and activities are concentrated in Louisiana. CUE & LOPEZ: Confirms Plans of Reorganization --------------------------------------------- Bankruptcy Judge Brian K. Tester confirmed Cue & Lopez Construction Inc.'s Amended Plans of Reorganization and its supplements. The Court's ruling was also in accordance with the stipulation between the Debtor and Oriental Bank, filed on Aug. 4, 2014. As reported in the Troubled Company Reporter on Oct. 29, 2014, the Debtor has filed with the Court a third amendment to its Plan dated Oct. 22, 2014. Under the Third Amended Plan, Class 3 (Oriental Bank) claims, shall be paid on or before the Effective Date, by the transfer to Oriental Bank of the above properties, with a combined estimated value of $856,372.99, and the assignment of the remaining the retainage set forth above. In addition, Debtor will pay Oriental Bank $100,000.00 arising from the retainage assigned by Debtor to Oriental Bank as to the Casa Maggiore Project, not property of Debtor's estate, paid by Casa Maggiore, Inc. to Debtor and returned by Debtor thereto. The $100,000 will be paid by a payment of $25,000 on the Effective Date, the balance to be paid through twelve consecutive equal monthly payments of $3,125.00 due on the 30th day of the subsequent twelve month and a balloon payment for $37,500 on the 30th day of the thirteen (13) month after the Effective Date. Oriental Bank's Class 5 Claim for $4,192,778.24 which includes Oriental Bank's deficiency claim under Class 3 and Oriental Bank's current unsecured claim, will he dealt with under Class 5 of the Plan. The Debtor will submit quarterly operating reports to Oriental detailing Debtor's revenues, expenses, and results of operations, during the term of the Plan. The Holders of Allowed General Unsecured Claims, including the deficiency claims of the secured creditors set forth above, will be paid in full satisfaction of their claims 5% thereof, through 60 consecutive monthly installments of $12,157.51, commencing on the Effective Date and continuing on the 30th day of the subsequent 59 months. A copy of the Third Amended Plan is available for free at: http://bankrupt.com/misc/CUE_LOPEZ_378_3plan.pdf About Cue & Lopez San Juan, Puerto Rico-based Cue & Lopez Construction, Inc., sought protection under Chapter 11 of the Bankruptcy Code on October 4, 2013 (Case No. 13-08297, Bankr. D.P.R.). The case is assigned to Judge Brian K. Tester. Cue & Lopez Contractors, Inc., filed a separate Chapter 11 petition (Case No. 13-08299) on the same date. The Debtors are represented by Charles Alfred Cuprill, Esq., at Charles A Curpill, PSC Law Office, in San Juan, Puerto Rico. CPA Luis R. Carrasquillo & Co., P.S.C., serves as accountant. Cue & Lopez Construction scheduled $13,334,151 in total assets and $17,520,089 in total liabilities. The Chapter 11 petitions were signed by Frank F. Cue Garcia, president. CUI GLOBAL: Reports Consolidated Loss of $348,000 for 3rd Quarter ----------------------------------------------------------------- CUI Global, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a consolidated net loss of $348,568 on $21.37 million of total revenue for the three months ended Sept. 30, 2014, compared to net income of $737,286 on $17.21 million of total revenue for the same period a year ago. For the nine months ended Sept. 30, 2014, the Company reported a consolidated net income of $902,948 on $57.49 million of total revenue compared to a consolidated net income of $712,427 on $45.42 million of total revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2014, showed $98.23 million in total assets, $26.57 million in total liabilities and $71.66 million in total stockholders' equity. As of Sept. 30, 2014, CUI Global held cash and cash equivalents of $17,100,165 and investments of $10,433,644. Operations, acquisitions, investments, patents, equipment, land and buildings have been funded through cash on hand, and cash from operations. A full-text copy of the Form 10-Q is available for free at: http://is.gd/JQ5j8P About CUI Global Tualatin, Ore.-based CUI Global, Inc., formerly known as Waytronx, Inc., is a platform company dedicated to maximizing shareholder value through the acquisition, development and commercialization of new, innovative technologies. CUI Global reported a net loss allocable to common stockholders of $1.75 million in 2013, a net loss allocable to common stockholders of $2.52 million in 2012 and a net loss allocable to common stockholders of $48,763 in 2011. CUMULUS MEDIA: Reports $2.5 Million Net Income in Third Quarter --------------------------------------------------------------- Cumulus Media Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing income attributable to common shareholders of $2.54 million on $313.88 million of net revenue for the three months ended Sept. 30, 2014, compared to income attributable to common shareholders of $2.66 million on $262.53 million of net revenue for the same period a year ago. For the nine months ended Sept. 30, 2014, the Company reported income attributable to common shareholders of $8.40 million on $934.17 million of net revenue compared to income attributable to common shareholders of $14.47 million on $750.68 million of net revenue for the same period during the prior year. As of Sept. 30, 2014, the Company had $3.74 billion in total assets, $3.21 billion in total liabilities and $533.22 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/IRmWQ7 About Cumulus Media Cumulus Media Inc. (CMLS) combines high-quality local programming with iconic, nationally syndicated media, sports and entertainment brands in order to deliver premium choices for listeners, provide substantial reach for advertisers and create opportunities for shareholders. As the largest pure-play radio broadcaster in the United States, Cumulus provides exclusive content that is fully distributed through approximately 460 owned-and-operated stations in 90 U.S. media markets (including eight of the top 10), more than 10,000 broadcast radio affiliates and numerous digital channels. Cumulus is well-positioned in the widening digital audio space through a significant stake in the Rdio digital music service, featuring 30 million songs on-demand in addition to custom playlists and exclusive curated channels. Cumulus is also the leading provider of country music and lifestyle content through its NASH brand, which will serve country fans through radio programming, NASH magazine, concerts, licensed products and television/video. For more information, visit www.cumulus.com Cumulus Media put AR Broadcasting Holdings Inc. and three other units to Chapter 11 protection (Bankr. D. Del. Lead Case No. 11-13674) in 2011 after struggling to pay off debts that topped $97 million as of June 30, 2011. Cumulus Media reported net income attributable to common shareholders of $165.40 million in 2013 following a net loss attributable to common shareholders of $54.16 million in 2012. Bankruptcy Warning "The lenders under the Credit Agreement have taken security interests in substantially all of our consolidated assets, and we have pledged the stock of certain of our subsidiaries to secure the debt under the Credit Agreement. If the lenders accelerate the required repayment of borrowings, we may be forced to liquidate certain assets to repay all or part of such borrowings, and we cannot assure you that sufficient assets will remain after we have paid all of the borrowings under such Credit Agreement. If we were unable to repay those amounts, the lenders could proceed against the collateral granted to them to secure that indebtedness and we could be forced into bankruptcy or liquidation," the Company said in the 2013 Annual Report. * * * Standard & Poor's Ratings Services, in September 2014, revised its rating outlook on Atlanta, Ga.-based Cumulus Media Inc. to stable from positive. S&P also affirmed its 'B' corporate credit and existing debt ratings on the company. As reported by the TCR on April 3, 2013, Moody's Investors Service downgraded Cumulus Media, Inc.'s Corporate Family Rating to B2 from B1 and Probability of Default Rating to B2-PD from B1-PD. The downgrades reflect Moody's view that the pace of debt repayment and delevering will be slower than expected. Although EBITDA for 4Q2012 reflects growth over the same period in the prior year, results fell short of Moody's expectations. CYCLONE POWER: Delays Q3 Form 10-Q for Review --------------------------------------------- Cyclone Power Technologies, Inc., disclosed with the U.S. Securities and Exchange Commission that it was unable to file its quarterly report on Form 10-Q for the period ended Sept. 30, 2014, because the Company's financial review with its auditors is in process and has not been completed. In accordance with Rule 12b-25 of the Securities Exchange Act of 1934, the Company said it will file its Form 10-Q no later than the fifth calendar day following the prescribed due date. About Cyclone Power Pompano Beach, Fla.-based Cyclone Power Technologies, Inc. (Pink Sheets: CYPW) is a clean-tech engineering company, whose business is to develop, commercialize and license its patented Rankine cycle engine technology for applications ranging from renewable power generation to transportation. The Company is the successor entity to the business of Cyclone Technologies LLLP, a limited liability limited partnership formed in Florida in June 2004. Cyclone Technologies LLLP was the original developer and intellectual property holder of the Cyclone engine technology. Cyclone Power reported a net loss of $3.79 million on $715,382 of revenues for the year ended Dec. 31, 2013, as compared with a net loss of $3 million on $1.13 million of revenues for the year ended Dec. 31, 2012. Mallah Furman, in Fort Lauderdale, 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's dependence on outside financing, lack of sufficient working capital, and recurring losses raises substantial doubt about its ability to continue as a going concern. DAHL'S FOODS: Has Interim Approval of $1.3-Mil. DIP Loan -------------------------------------------------------- Judge Anita L. Shodeen of the U.S. Bankruptcy Court for the Southern District of Iowa, gave Foods, Inc., d/b/a Dahl's Foods, Inc., and its debtor affiliates, interim authority to obtain up to $1,300,000 in senior secured, superpriority debtor-in-possession credit financing from Associated Wholesale Grocers, Inc. The Debtors have requested that the Lender provide a senior secured, super-priority term credit facility of up to $6,649,623 in the aggregate to fund the working capital requirements of the Debtors during the pendency of the Chapter 11 cases and to refinance the Prepetition Loan Obligations. As of the Petition Date, Debtors owe AWG the aggregate amount of approximately $3.2 million. The DIP Loan and any outstanding Guaranty Reimbursement Obligations accrues interest at a fixed rate equal to 6% per annum. The Debtors were also given interim authority to use cash collateral securing their indebtedness from AWG. The Iowa Department of Revenue objected to the financing motion to the extent that it might be construed to grant the Debtors' lenders a lien or security interest in funds held in trust for the IDR. The objection filed by the Iowa Revenue Department is sustained. The following terms and conditions are applicable to any collateral and amounts subject to collection by the taxing authority, notwithstanding any language in the interim DIP order to the contrary: "This Order does not preclude the Iowa Department of Revenue (IDR) from attempting to establish that funds held or received by the debtor in possession or any secured creditor are held in trust and are not part of the bankruptcy estate, and shall not preclude the IDR from seeking additional relief with respect to such claims. Nothing in this paragraph, however, shall preclude the debtor-in-possession or any secured creditor from challenging any such assertions or contending that such funds are not held in trust for the IDR. The security interests provided for in the Order shall not diminish in any way the rights of the IDR as a trust fund claimant, if any, to obtain possession of funds subject to its trust claims. In addition, any funds that the Court, after notice and hearing, determines are trust funds of the IDR shall not constitute collateral of any secured creditor." The final hearing is scheduled for Nov. 25, 2014, at 1:00 p.m. AWG is represented by: Christopher J. Rockers, Esq. HUSCH BLACKWELL LLP 4801 Main Street Suite 1000 Kansas City, MO 64112 Tel: (816) 283-4608 Fax: (816) 983-8080 E-mail: christopher.rockers@huschblackwell.com About Dahl's Foods Dahl's Foods owns and operates 10 full-line grocery stores in and around the Des Moines, Iowa area. Since the 1970s, Dahl's has been employee owned pursuant to an ESOP with 97% of the ownership held by the ESOP. The remaining 3% is owned by certain past and present members of management and other former employees. Individual grocery store square footage ranges from 28,820 to 70,000 and averages 55,188. Dahl's employs over 950 people. For the 52 weeks ended June 28, 2014, Dahl's generated sales of $136.8 million. Foods, Inc. dba Dahl's Foods, Dahl's Food Mart, Inc., and Dahl's Holdings I, LLC, sought bankruptcy protection (Bankr. S.D. Iowa Lead Case No. 14-02689) in Des Moines, Iowa on Nov. 9, 2014, with a deal to sell to Associated Wholesale Grocers Inc. for $4.8 million. The Debtors have tapped Bradshaw, Fowler, Proctor & Fairgrave, P.C., as bankruptcy counsel, Crowe & Dunlevy, P.C., as special reorganization and conflicts counsel, and Foods Partners, LLC as financial advisor and investment banker. Associated Wholesale Grocers, Inc., the Debtors' prepetition lender, committed to provide a senior secured, super-priority term credit facility of up to $6,649,623. As of the Petition Date, Debtors owe AWG the aggregate amount of approximately $3.2 million. AWG is represented by Christopher J. Rockers, Esq., at Husch Blackwell LLP, in Kansas City, Missouri. DENDREON CORP: Proposes Guidelines to Protect NOLs -------------------------------------------------- Dendreon Corporation and its U.S. subsidiaries filed a motion asking the Bankruptcy Court to establish notice and hearing procedures that must be satisfied before certain transfers of equity securities in Dendreon, or of any beneficial interest therein, are deemed effective. The Debtors have generated, and are currently generating, a significant amount of significant net operating loss carryforwards and other tax attributes for U.S. federal income tax purposes. For example, as of Dec. 31, 2013, the Debtors had approximately $1.8 billion of NOLs that were available to offset taxable income and approximately $25 million of research credits available to offset tax liability. Because an "ownership change" may negatively impact the Debtors' utilization of their NOLs, the Debtors proposed these procedures: * Any "substantial shareholder" -- entity that has direct or indirect beneficial ownership of owns at least 4.5% of all issued and outstanding shares -- equal to, as of September 30, 2014, approximately 7,148,678 shares -- of the common stock of Dendreon -- must serve and file a declaration on or before the later of (i) 20 calendar days after the date of the notice of the order approving the procedures and (ii) 10 days after becoming a substantial shareholder. * At least 30 calendar days prior to effectuating any transfer of the equity securities that would result in another entity becoming a substantial shareholder, the parties to such transaction must serve and file a notice of the intended stock transaction. * The Debtors have 30 calendar days after receipt of the stock transaction notice to object to the proposed transaction. * If the Debtors do not object, the proposed transaction may proceed. * Any transfer of the equity securities in violation of the procedures will be null and void ab initio. About Dendreon With corporate headquarters in Seattle, Washington, Dendreon Corporation -- http://www.dendreon.com/-- a biotechnology company focused on the discovery, development and commercialization of novel cellular immunotherapies to significantly improve treatment options for cancer patients. Dendreon's first product, PROVENGE (sipuleucel-T), was approved by the U.S. Food and Drug Administration (FDA) and became commercially available for the treatment of men with asymptomatic or minimally symptomatic castrate-resistant (hormone-refractory) prostate cancer in April 2010. Dendreon is traded on the NASDAQ Global Market under the symbol DNDN. Dendreon and its U.S. subsidiaries filed for Chapter 11 bankruptcy protection (Bankr. D. Del.) on Nov. 10, 2014. The Debtors have requested that their cases be jointly administered under Case No. 14-12515. Judge Peter J. Walsh presides over the cases. The petitions were signed by Gregory R. Cox, interim chief financial officer and treasurer. Dendreon sought bankruptcy protection after it reached agreements on the terms of a financial restructuring with certain holders of the Company's 2.875% Convertible Senior Notes due 2016 representing 84% of the $620 million aggregate principal amount of the 2016 Notes. The financial restructuring may take the form of a stand-alone recapitalization or a sale of the Company or its assets. The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP, as counsel; Lazard Freres & Co. LLC, as investment banker; AlixPartners, as restructuring advisors; and Prime Clerk LLC as claims and noticing agent. The Debtors disclosed $365 million in total assets and $664 million in total liabilities as of June 30, 2014. To date, no creditors' committee has been appointed in the Chapter 11 Cases by the Office of the United States Trustee for the District of Delaware. There's an organizational meeting on Nov. 19, 2014, at 10:00 a.m. to appoint a committee. DENDREON CORP: Prime Clerk Serving as Claims Agent -------------------------------------------------- Dendreon Corporation and its U.S. subsidiaries asked the Bankruptcy Court for approval to hire Prime Clerk LLC as their claims and noticing agent in the chapter 11 cases. The Debtors have tapped Prime Clerk to, among other things, assume full responsibility for the distribution of notices and the maintenance, processing and docketing of proofs of claim filed in the Debtors' chapter 11 cases. For its claims and noticing services, Prime Clerk will charge the Debtors at these hourly rates: Hourly Rate ----------- Analyst $45 Technology Consultant $125 Consultant $140 Senior Consultant $170 Director $195 For the firm's solicitation, balloting and tabulation services, the rates are: Hourly Rate ----------- Solicitation Consultant $195 Director of Solicitation $210 The firm will charge $0.10 per page for printing, $0.10 per page for fax noticing, and no charge for e-mail noticing. The case Web site hosting and setup and the on-line claim filing services are free of charge. For data administration and management, the firm will charge $0.10 per record per month for data storage, maintenance and security. Prior to the Petition Date, the Debtors provided Prime Clerk a retainer in the amount of $40,000. The claims agent can be reached at: PRIME CLERK LLC 830 3rd Avenue, 9th Floor New York, NY 10022 Attn: Shai Waisman Tel: (212) 257-5450 E-mail: swaisman@primeclerk.com About Dendreon With corporate headquarters in Seattle, Washington, Dendreon Corporation -- http://www.dendreon.com/-- a biotechnology company focused on the discovery, development and commercialization of novel cellular immunotherapies to significantly improve treatment options for cancer patients. Dendreon's first product, PROVENGE (sipuleucel-T), was approved by the U.S. Food and Drug Administration (FDA) and became commercially available for the treatment of men with asymptomatic or minimally symptomatic castrate-resistant (hormone-refractory) prostate cancer in April 2010. Dendreon is traded on the NASDAQ Global Market under the symbol DNDN. Dendreon and its U.S. subsidiaries filed for Chapter 11 bankruptcy protection (Bankr. D. Del.) on Nov. 10, 2014. The Debtors have requested that their cases be jointly administered under Case No. 14-12515. Judge Peter J. Walsh presides over the cases. The petitions were signed by Gregory R. Cox, interim chief financial officer and treasurer. Dendreon sought bankruptcy protection after it reached agreements on the terms of a financial restructuring with certain holders of the Company's 2.875% Convertible Senior Notes due 2016 representing 84% of the $620 million aggregate principal amount of the 2016 Notes. The financial restructuring may take the form of a stand-alone recapitalization or a sale of the Company or its assets. The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP, as counsel; Lazard Freres & Co. LLC, as investment banker; AlixPartners, as restructuring advisors; and Prime Clerk LLC as claims and noticing agent. The Debtors disclosed $365 million in total assets and $664 million in total liabilities as of June 30, 2014. To date, no creditors' committee has been appointed in the Chapter 11 Cases by the Office of the United States Trustee for the District of Delaware. There's an organizational meeting on Nov. 19, 2014, at 10:00 a.m. to appoint a committee. DINEEQUITY INC: Fitch Affirms & Withdraws B IDR Over Refinancing ---------------------------------------------------------------- Fitch Ratings has affirmed and withdrawn the 'B' Long-term Issuer Default Rating (IDR) for DineEquity, Inc. (DineEquity; NYSE: DIN). The rating withdrawal follows DineEquity's refinancing of its secured credit facility and 9.5% senior unsecured notes with a whole business securitization. At Sept. 30, 2014, DineEquity had approximately $1.4 billion of total debt. KEY RATING DRIVERS High Financial Leverage DineEquity's credit metrics are in line with Fitch's forecast and are expected to remain reflective of a 'B' rated restaurant company over the near-term. For the latest 12-month (LTM) period ended Sept. 30, 2014, total adjusted debt-to-operating EBITDAR was 5.8, operating EBITDAR-to-interest plus rent was 1.9x and FFO fixed charge coverage was 1.7x. Good Cash Flow Generation DineEquity's cash flow is supported by the firm's 99% franchised system, which provides a steady source of royalty-based high- margin revenue and has minimal capital requirements. Cash flow will benefit from the firm's recent refinancing as management expects annual pre-tax interest savings to approximate $34 million. DineEquity revised its 2014 operating cash flow and FCF guidance upward as a result of the refinancing and management's improved same-restaurant sales (SRS) outlook, discussed below. Shareholder Friendly Financial Strategy DineEquity increased its quarterly dividend by 17% to $3.50 annually and availability under its share repurchase authorization to $100 million due to the interest savings resulting from its securitization transaction. The firm's stated financial strategy is to maximize the business in order to return significant FCF to shareholders. DineEquity's dividend payout as a percentage of earnings is one of the highest in the industry. Significant Scale and Diversification DineEquity benefits from the scale and diversification provided by its two national brands. At Dec. 31, 2013, DineEquity's system consisted of 3,631 restaurants, of which 2,011 were Applebee's Neighborhood Grill and Bar (Applebee's) and 1,620 were International House of Pancakes (IHOPs). Total system-wide sales approximated $7.4 billion with average annual restaurant sales for franchised units being about $2.4 million for Applebee's and $1.8 million for IHOP. DineEquity is exploring the acquisition of a third non-competing brand to scale its shared services infrastructure and provide additional new unit development opportunities for existing franchisees. Management has indicated that nothing is imminent. Same-Restaurant Sales Applebee's domestic system-wide SRS increased 1.7% and 0.6% during the quarter and nine months ended Sept. 30, 2014, respectively. In each case a higher average check was partially offset by a decline in traffic. IHOP's domestic system-wide SRS rose 2.4% and 3.2% during the quarter and nine months ended Sept. 30, 2014, respectively. Traffic was slightly positive in the quarter, after being negative for the nine-month period. For the full year, DineEquity projects that Applebee's SRS will be flat to 1%, versus the firm's prior expectations of between negative 2% and positive 1%. Management has guided for 2.5% to 3.5% for IHOP, an increase from its previous guidance of 1% to 2%. Sales are benefitting from menu innovation and effective marketing, which are helping to differentiate Applebee's and IHOP from the competition. Examples include Applebee's All You Can Eat Crosscut Ribs and IHOP's numerous holiday pancake varieties and Thanksgiving meals limited time offers. Liquidity and Maturities DineEquity's liquidity is adequate given the firm's FCF and limited near-term maturities. At Sept. 30, 2014, DineEquity had over $200 million of liquidity inclusive of $133 million of cash and availability under the firm's $75 million revolver which has been terminated. DineEquity's $1.3 billion of new securitized notes have a 30-year legal final maturity and a 7-year anticipated repayment date resulting in no upcoming maturities. DIOCESE OF HELENA: Offers Plan To Settle Abuse Claim ---------------------------------------------------- Daily Bankruptcy Review, citing the Associated Press, reported that the Roman Catholic Diocese of Helena has filed a bankruptcy reorganization plan that proposes a $16.4 million settlement for hundreds of people who said clergy members sexually abused them for decades while the church covered it up. According to the DBR report, the plan, filed on Nov. 17, calls for the 362 victims identified in two lawsuits filed in 2011 to receive a minimum payment of $2,500 each. An abuse-claims reviewer will determine the actual payment based on the severity and long-term effects of the abuse, the report related. About the Diocese of Helena The Roman Catholic Bishop of Helena, Montana, a Montana Religious Corporation Sole (a/k/a Diocese of Helena) sought protection under Chapter 11 of the Bankruptcy Code on Jan. 31, 2014, to resolve more than 350 sexual-abuse claims. The Chapter 11 case (Bankr. D. Mont. Case No. 14-60074) was filed in Butte, Montana. Attorneys at Elsaesser Jarzabek Anderson Elliott & MacDonald, Chtd., serve as counsel to the Debtor. Gough, Shanahan, Johnson & Waterman PLLP has been tapped as special counsel to provide legal advice relating to sexual abuse claims. Several Roman Catholic dioceses in the U.S. have filed for bankruptcy to settle claims from current and former parishioners who say they were sexually molested by priests. The Roman Catholic Bishop of Helena filed its schedules of assets and liabilities, which show assets with a value of more than $16.037 million against debt totaling $33.6 million. The filings also showed that the diocese has $4.7 million in secured debt. Creditors of the diocese assert $28.89 million in unsecured non-priority claims. The U.S. Trustee for Region 18 appointed seven creditors to serve on the Official Committee of Unsecured Creditors. The Committee has retained Pachulski Stang Ziehl & Jones LLP as counsel. The Court installed Michael R. Hogan as the legal representative for these sex abuse victims: (a) are under 18 years of age before the Claims Bar Date; (b) neither discovered nor reasonably should have discovered before the Claims Bar Date that his or her injury was caused by an act of childhood abuse; or (c) have a claim that was barred by the applicable statute of limitations as of the Claims Bar Date but is no longer barred by the applicable statute of limitations for any reason, including for example the passage of legislation that revives such claims. DOLPHIN DIGITAL: Delays Third Quarter Form 10-Q ----------------------------------------------- Dolphin Digital Media, Inc., filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the quarter ended Sept. 30, 2014. The Company said the Form 10-Q could not be filed within the prescribed time because additional time is required by the Company's management and auditors to prepare certain financial information to be included in that report. About Dolphin Digital Coral Gables, Florida-based Dolphin Digital Media, Inc., is dedicated to the twin causes of online safety for children and high quality digital entertainment. By creating and managing child-friendly social networking websites utilizing state-of the- art fingerprint identification technology, Dolphin Digital Media, Inc. has taken an industry-leading position with respect to internet safety, as well as digital entertainment. As of June 30, 2014, Dolphin Digital had $1.09 million in total assets, $8.95 million in total liabilities, all current, and a $7.85 million total stockholders' deficit. Dolphin Digital incurred a net loss of $2.46 million in 2013 following a net loss of $3.38 million in 2012. Crowe Horwath LLP, in Fort Lauderdale, 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 incurred net losses, negative cash flows from operations and does not have sufficient working capital. These events raise substantial doubt about the Company's ability to continue as a going concern. DR. TATTOFF: Delays Filing of Third Quarter Form 10-Q ----------------------------------------------------- Dr. Tattoff filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the quarter ended Sept. 30, 2014. The Company said it was not able to file the Form 10-Q within the prescribed time period because of issues with the timing and availability of its outside accounting firm and the need to collect certain information that would make the report on the Form 10-Q complete which could not be done in a timely manner. About Dr. Tattoff Beverly Hills, Calif.-based Dr. Tattoff, Inc., currently operates or provides management services to five laser tattoo and hair removal clinics located in Texas and California, all of which operate under the Company's registered trademark "Dr. Tattoff." Dr. Tattoff reported a net loss of $4.30 million on $3.65 million of revenues for the year ended Dec. 31, 2013, as compared with a net loss of $2.83 million on $3.20 million of revenues during the prior year. As of June 30, 2014, the Company had $2.54 million in total assets, $8.95 million in total liabilities and a $6.41 million total shareholders' deficit. SingerLewak LLP, in Los Angeles, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company's current liabilities exceeded its current assets by approximately $5,435,000, has shareholders' deficit of approximately $4,013,000, has suffered recurring losses and negative cash flows from operations, and has an accumulated deficit of approximately $11,708,000 at Dec. 31, 2013. This raises substantial doubt about the Company's ability to continue as a going concern. DUKE REALTY: Fitch Affirms 'BB+' Preferred Stock Rating ------------------------------------------------------- Fitch Ratings has assigned a 'BBB' rating to the $300 million 3.750% senior unsecured notes due Dec. 1, 2024 issued by Duke Realty Limited Partnership, the operating partnership of Duke Realty Corp. (NYSE: DRE) (Duke). The issue priced at 98.795% of par, representing a 3.896% yield to maturity and a 153 basis point spread to the benchmark treasury rate. Duke will use the proceeds from the offering and planned asset sales to pay down revolver borrowings, repay its $250 million 7.375% senior notes due Feb. 15, 2015, redeem all of its 6.6% Series L preferred shares outstanding and help fund its $252 million of committed development expenditures at Sept. 30, 2014. The Rating Outlook is Stable. KEY RATING DRIVERS The ratings take into account Duke's large pool of diversified industrial, office, and medical office properties, strong access to various forms of capital, and adequate unencumbered asset coverage of unsecured debt. These credit strengths are tempered by a modest pro forma liquidity surplus over the next several years and execution risk tied to asset sales in the near term. Asset Sales Improve Credit Profile Duke sold $877 million of properties during 2013 at a 6.8% in- place cap rate. The transactions furthered previous portfolio repositioning consistent with a 60%, 25% and 15% mix of bulk industrial, suburban office, and medical office building (MOB) assets, respectively. The company has disposed of an additional $532 million of assets year-to-date through Sept. 30, 2014 at a blended cap rate of 7.2% on in-place net operating income (NOI). The company's systematic disposition program has accelerated de- levering while strengthening the durability of Duke's cash flows, in Fitch's view. Additional single asset and portfolio sales (predominantly comprised of suburban office assets) are likely during next 12-24 months, which should further improve Duke's financial flexibility and reduce its portfolio capital intensity. Appropriate Leverage for Ratings Duke's leverage was 6.6x at Sept. 30, 2014 based on trailing 12- month (TTM) recurring operating EBITDA compared to 6.8x at Dec. 31, 2013 and 8.0x at Dec. 31, 2012. Fitch expects that leverage will stabilize around 6.5x during its two- to three-year rating horizon, helped by pre-leased development completions in 2014 and a 60%/40% mix between equity and debt to fund net investments. The 6.5x leverage is appropriate for a 'BBB' rated REIT focused primarily on high-quality bulk industrial properties. Fitch defines leverage as consolidated debt, net of readily available cash over recurring operating EBITDA, including cash distributions from unconsolidated joint ventures (JVs). Adequate Fixed Charge Coverage Fixed charge coverage (FCC) was 2.1x for the TTM ending Sept. 30, 2014, an increase from 1.9x and 1.6x during 2013 and 2012. Fitch expects that FCC will exceed 2.0x over the next 12-24 months and sustain in the low 2.0x range, driven by low single-digit same- store net operating income (SSNOI) growth, incremental NOI from development deliveries and lower recurring capex given a reduced suburban office footprint. Duke's preferred equity repurchases have also helped its FCC. Projected FCC is consistent with the 'BBB' IDR. Fitch defines FCC as recurring operating EBITDA, less recurring capital expenditures and straight-line rent adjustments, divided by total interest incurred and preferred dividends. Pre-Leasing Mitigates Development Risk Duke's committed development expenditures represented 2.7% of gross assets at Sept. 30, 2014. This is down from 3.9% at Dec. 31, 2013 due to recent deliveries, but up from its 0.7% cycle low in 2009. Fitch is comfortable with Duke's development exposure in the context of improving U.S. industrial fundamentals and 59% pre-leasing for its total pipeline, including Duke's share in unconsolidated JVs. Fitch expects the company to generally emphasize pre-leased projects over the near term -- a credit positive -- with a measured appetite for speculative development depending on individual submarket fundamentals. Improving Fundamentals Duke's SSNOI increased by 3.8% for the TTM ending Sept. 30, 2014, with its three core property types - bulk distribution, suburban office and medical office - growing in excess of 3%. The company's small retail portfolio showed a 6% decline in SSNOI during the same period. Duke's in-service portfolio occupancy was 95.4% at the end of the third quarter, up from 94.2% at Dec. 31, 2013. Spreads on renewal leases were positive 8% year-to-date (YTD) through Sept. compared with 3.1% during 2013 and 1.5% in 2012 and (0.9%) in 2011. Stronger occupancy rates have improved Duke's pricing flexibility across all property types, though suburban office rent spreads continue to lag (+5.6% YTD). Adequate Financial Flexibility The company's liquidity profile is also adequate with total sources of liquidity covering total uses by 1.2x for the Oct. 1, 2014 to Dec. 31, 2016 period. Including the cost to complete its development pipeline reduces Duke's coverage to an adequate 1.0x. On a pro forma basis, adjusting for the company's $300 million 3.750% senior unsecured issuance, Duke's liquidity ratio improves to 1.2x, including development. Fitch defines liquidity coverage as sources of liquidity divided by uses of liquidity. Sources of liquidity include unrestricted cash, availability under the unsecured revolving credit facility, and projected retained cash flow from operating activities after dividends. Uses of liquidity include pro rata debt maturities, expected recurring capital expenditures, and remaining development costs. DRE's liquidity profile is also supported by 2.1x pro forma unencumbered asset coverage of unsecured debt assuming a stressed 8.25% cap rate, which is adequate for the 'BBB' rating. Duke has a well-balanced debt maturity schedule. Following the repayment of its 7.375% senior unsecured notes due Feb. 15, 2015 with proceeds from this issuance, Duke's next unsecured maturity is not until March 1, 2016 when its $150 million 5.500% senior unsecured notes mature. Conservative Dividend Payout Fitch expects Duke's dividend to increase moderately over the next 12-24 months given higher earnings from development completions, improved operational stability from the realigned portfolio, and fact that the quarterly dividend has remained at $0.17/share since 2009, which is inconsistent with peers. Nonetheless, Fitch expects the adjusted funds from operations (AFFO) payout ratio to remain in a prudent range. The company's AFFO payout ratio has improved to 68% for the nine months ending Sept. 30, 2014 from 74% in 2013 and 84% in 2012. Growth in property operating cash flows and the lack of dividend increases have driven the improvement in Duke's payout ratio. Fitch estimates that the company's low dividend payout ratio allows it to retain roughly $75 million of internally generated cash flow that can be used to satisfy its financial obligations and fund external investments. Stable Outlook The Stable Rating Outlook is based on Fitch's expectation that leverage will stabilize around 6.5x, that coverage will exceed 2.0x, and that the company will maintain adequate financial flexibility over the near to medium term. Preferred Stock Notching The two-notch differential between DRE's IDR and preferred stock rating is consistent with Fitch's criteria for corporate entities with a 'BBB' IDR. These preferred securities are deeply subordinated and have loss absorption elements that would likely result in poor recoveries in the event of a corporate default. Rating Sensitivities These factors may have a positive impact on the ratings and/or Rating Outlook: -- Fitch's expectation of leverage sustaining below 6.0x (leverage was 6.6x for the TTM ended Sept. 30, 2014); -- Fitch's expectation of FCC sustaining above 2.5x (TTM coverage was 2.1x). These factors may have a negative impact on the ratings and/or Rating Outlook: -- Fitch's expectation of leverage sustaining above 7.0x; -- Fitch's expectation of FCC sustaining below 1.5x. Fitch currently rates Duke Realty Corp. and Duke Realty Limited Partnership as: Duke Realty Corporation -- Issuer Default Rating (IDR) at 'BBB'; -- Preferred stock at 'BB+'. Duke Realty Limited Partnership -- IDR at 'BBB'; -- Senior unsecured line of credit at 'BBB'; -- Senior unsecured term loan at 'BBB'; -- Senior unsecured notes at 'BBB'. EAT AT JOE'S: Incurs $71,000 Net Loss in Third Quarter ------------------------------------------------------ Eat at Joe's Ltd. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $70,942 on $361,575 of revenues for the three months ended Sept. 30, 2014, compared to a net loss of $532,874 on $364,924 of revenues for the same period a year ago. For the nine months ended Sept. 30, 2014, the Company reported net income of $3.72 million on $1.09 million of revenues compared to a net loss of $475,610 on $968,992 of revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2014, showed $15.67 million in total assets, $12.02 million in total liabilities and $3.65 million in total stockholders' equity. The Company has generated income before income taxes for the nine months ended Sept. 30, 2014, of $5,387,533, however it had a loss from operations of $481,659. As of Sept. 30, 2014, the Company had an accumulated deficit of $11,934,042. These conditions continue to raise substantial doubt as to the Company's ability to continue as a going concern, according to the filing. A full-text copy of the Form 10-Q is available for free at: http://is.gd/sIbaLI About Eat at Joe's Scarsdale, N.Y.-based Eat at Joe's, Ltd., presently owns and operates one theme restaurant located in Philadelphia, Pennsylvania. Eat at Joe's reported a net loss of $1.38 million in 2013 following net income of $2.84 million on in 2012. Robison, Hill & Co., in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has suffered recurring losses from operations raising substantial doubt about its ability to continue as a going concern. ECOSPHERE TECHNOLOGIES: Incurs $1.9 Million Net Loss in Q3 ---------------------------------------------------------- Ecosphere Technologies, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.94 million on $550,632 of total revenues for the three months ended Sept. 30, 2014, compared to a net loss of $2.79 million on $2.38 million of total revenues for the same period last year. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $7.74 million on $688,452 of total revenues compared to net income of $21.99 million on $4.22 million of total revenues for the same period during the prior year. As of Sept. 30, 2014, the Company had $16.79 million in total assets, $3.59 million in total liabilities, $3.78 million in total redeemable convertible cumulative preferred stock, and $9.41 million in total equity. As of Oct.31, 2014, Ecosphere had cash on hand of approximately $0.1 million. Due to the nature of its technology licensing business model, Ecosphere presently does not have any regularly recurring revenue. These factors, the Company said, raise substantial doubt about its ability to continue as a going concern. To support its operations, the Company has a number of plans to monetize its intellectual property. A full-text copy of the Form 10-Q is available for free at: http://is.gd/zuD6bJ * * * Ecosphere Technologies earlier a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the period ended Sept. 30, 2014. The Company disclosed it had received a significant award from a major consumer magazine whereby its Ecos PowerCube has been named one of the best new products of the year. The Company understands that the magazine will be on newsstands on Nov. 12, 2014, and has been required to refrain from disclosure until that date. The Company believes this information should be disclosed in its Form 10-Q so it will file the report that day. 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. EDUCATION MANAGEMENT: S&P Cuts CCR to 'D' on Suspended Payments --------------------------------------------------------------- Standard & Poor's Ratings Services said that it lowered its corporate credit rating on Pittsburgh-based for-profit post- secondary school operator Education Management LLC (EDMC) to 'D' from 'CC'. At the same time, S&P lowered its issue-level rating on the company's senior secured credit facility to 'D' from 'CC'. The '3' recovery rating on the debt remains unchanged. S&P also lowered its issue-level rating on the company's senior unsecured debt to 'D' from 'C'. The '6' recovery rating on the debt remains unchanged. The rating actions follow the amendment to the company's credit facilities that waived all financial covenants and substituted the originally agreed upon cash interest and principal payments for a payment-in-kind (PIK structure). "We assign a 'D' rating when we believe that the obligor will fail to pay all or substantially all of its obligations as they come due," said Standard & Poor's credit analyst Christopher Thompson. "EDMC is in the process of an ongoing, multistage out-of-court restructuring, which it expects to be finalized in 2015." The company has reached an agreement with nearly all of its lenders to restructure $1.5 billion of existing debt for $400 million in new debt and equity. "Given the company's distressed financial condition, we believe the investors are receiving less than the agreed upon promise of the original securities." ELEPHANT TALK: Needs More Time to File Quarterly Report ------------------------------------------------------- Elephant Talk Communications Corp. filed a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the period ended Sept. 30, 2014. The Company said it needs additional time to complete the presentation of its financial statements, and its analysis thereof. The Company has accordingly delayed the filing of its Form 10-Q. The Company expects to file its Form 10-Q with the U.S. Securities and Exchange Commission on or before the fifth calendar day as described in Rule 12b-25 under the Securities Exchange Act of 1934. Elephant Talk expects to report a net loss of $2.4 million for the three months ended Sept. 30, 2014, compared to a net loss of $3.2 million for the same period a year ago. Revenue for the third quarter of 2014 is expected to increase to approximately $7.3 million compared to $5.2 million for the same quarter of 2013. Mr. Steven van der Velden, chairman and CEO of Elephant Talk, stated, "The third quarter of 2014 continues to demonstrate the positive sequential growth trends established by Elephant Talk over the past year, driven by increased utilization of our ET Software DNA 2.0 platform with our key customers. We are pleased with the increased cash provided from operations as well as the positive EBITDA achieved, which validates the scalability of our monthly recurring revenue platform." About Elephant Talk Lutz, Fla.-based Elephant Talk Communications, Inc. (OTC BB: ETAK) -- http://www.elephanttalk.com/-- is an international provider of business software and services to the telecommunications and financial services industry. Elephant Talk reported a net loss of $22.13 million in 2013, a net loss of $23.13 million in 2012 and a net loss of $25.31 million in 2011. As of June 30, 2014, the Company had $44.72 million in total assets, $23.24 million in total liabilities and $21.47 million in total stockholders' equity. "If the Company is unable to achieve its anticipated revenues or financing arrangements with its major vendors, the Company will need to attract further debt or equity financing. Although the Company has been successful in the past in meeting its cash needs, there can be no assurance that proceeds from additional revenues, vendor financings or debt and equity financings, where required, will be received in the required time frames. If the Company is unable to achieve its anticipated revenues or obtain financing it may need to delay and restructure its operations. As of June 30, 2014, these conditions 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. ELITE PHARMACEUTICALS: Posts $21 Million Net Income in Q3 --------------------------------------------------------- Elite Pharmaceuticals, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income attributable to common shareholders of $21.37 million on $1.25 million of total revenues for the three months ended Sept. 30, 2014, compared to a net loss attributable to common shareholders of $9.63 million on $1.15 million of total revenues for the same period in 2013. For the six months ended Sept. 30, 2014, the Company reported net income attributable to common shareholders of $16.97 million on $2.41 million of total revenues compared to a net loss attributable to common shareholders of $8.71 million on $1.88 million of total revenues for the same period last year. As of Sept. 30, 2014, the Company had $23.88 million in total assets, $79.25 million in total liabilities and a $55.36 million total stockholders' deficit. As of Sept. 30, 2014, the Company had cash on hand of $7.6 million and a working capital surplus of $7.9 million. The Company believes that those resources, combined with the Company's access to amounts available pursuant to the $40 million equity line with Lincoln Park, and approximately $0.4 million available under the Hakim Credit Line are sufficient to fund operations through the current operating cycle. A full-text copy of the Form 10-Q is available for free at: http://is.gd/DhVcyF About Elite Pharmaceuticals Northvale, New Jersey-based Elite Pharmaceuticals, Inc., is a specialty pharmaceutical company principally engaged in the development and manufacture of oral, controlled-release products, using proprietary technology and the development and manufacture of generic pharmaceuticals. The Company has one product, Phentermine 37.5mg tablets, currently being sold commercially. Elite Pharmaceuticals disclosed a net loss attributable to common shareholders of $96.57 million on $4.60 million of total revenues for the year ended March 31, 2014, as compared with net income attributable to common shareholders of $1.48 million on $3.40 million of total revenues for the year ended March 31, 2013. EMPIRE RESORTS: Incurs $4.8 Million Net Loss in Third Quarter ------------------------------------------------------------- Empire Resorts, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $4.84 million on $18.77 million of net revenues for the three months ended Sept. 30, 2014, compared to a net loss of $743,000 on $19.67 million of net revenues for the same period in 2013. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $20.49 million on $49.59 million of net revenues compared to a net loss of $2.29 million on $55.43 million of net revenues for the same period during the prior year. The Company's balance sheetat Sept. 30, 2014, showed $42.39 million in total assets, $56.66 million in total liabilities and a $14.27 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/JJNw00 About Empire Resorts Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY) -- http://www.empireresorts.com/-- owns and operates Monticello Casino & Raceway, a video gaming machine and harness racing track and casino located in Monticello, New York, 90 miles northwest of New York City. Empire Resorts reported a net loss applicable to common shares of $27.05 million in 2013 following a net loss applicable to common shares of $2.26 million in 2012. ENERGY FUTURE: Withdraws Application to Employ PwC -------------------------------------------------- Energy Future Holdings Corp., et al., have withdrawn their motion to employ PricewaterhouseCoopers LLP as internal audit, information security and tax consultants nunc pro tunc the Petition Date. About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4 billion in book value and total liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. ENTRANS INT'L: S&P Assigns 'B' Corp. Credit Rating -------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to Houston-based EnTrans International LLC. The outlook is stable. At the same time, S&P assigned its 'B' issue- level rating to EnTrans' proposed $250 million senior secured notes due 2020. The recovery rating on the notes is '3', indicating S&P's expectation for meaningful (50% to 70%) recovery to creditors in the event of a payment default. "EnTrans International will use proceeds from the proposed secured notes to refinance existing debt at Heil Trailer International and SERVA Financing LLC, both of which are majority-owned portfolio companies of private equity firm American Industrial Partners," said Standard & Poor's credit analyst Carin Dehne-Kiley. EnTrans will also enter into a new $70 million asset-based loan revolving credit facility due 2019 and availability will be subject to a borrowing base. S&P expects the revolver to be undrawn at the close of the transaction. The ratings on EnTrans reflect S&P's view of the company's "vulnerable" business risk and "highly-leveraged" financial risk profiles, "favorable" comparable ratings analysis, and S&P's assessment of liquidity as "adequate." The stable outlook reflects S&P's expectation that EnTrans will successfully integrate and grow the combined businesses, while maintaining FFO to debt above 12%. S&P could lower the rating if it expected FFO/debt to fall below 12% or debt/EBITDA to exceed 5x with no near-term remedy, or if liquidity deteriorated. This would most likely occur if North American E&P companies reduced drilling and completion capital expenditures by more than S&P currently anticipates due to lower oil prices. S&P would consider a higher rating if EnTrans were able to improve profitability more in line with its oilfield services peers, or if the company were able to bring and maintain FFO/debt above 20% for a sustained period. EQUINIX INC: S&P Rates $1BB Senior Unsecured Notes Due 2022 'BB' ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB' issue-level rating to Equinix Inc.'s aggregate $1 billion senior unsecured notes due 2022. The recovery rating is capped at '3' due to the company's ability to incur additional debt and indicates S&P's expectation for meaningful (50% to 70%) recovery for unsecured creditors in the event of a payment default. S&P expects most of the proceeds will be used to repay the $750 million senior notes due 2021 and associated costs and for general corporate purposes. Since the transaction does not materially alter the company's credit metrics, the 'BB' corporate credit rating and stable outlook are not affected by the refinancing. Equinix also intends to refinance its secured credit facilities later this year. The proposed $1.5 billion facilities comprise a $500 million term loan and $1 billion revolving line of credit, both maturing in 2019. The new credit facilities will not affect ratings, including the '3' recovery rating on the new $1 billion of unsecured notes, which already incorporates the refinanced credit facilities. Redwood City, Calif.-based Equinix is a data center operator providing colocation and interconnection servicers to internet content providers, small- to medium-sized enterprises, larger global enterprises, financial services companies, and network service providers primarily in the Americas, Europe, and Asia Pacific. S&P considers its business risk profile to be "satisfactory," given its global reach, substantial set of facilities in favorable locations, and large base of customers under multi-year contracts, which constrains customer churn. S&P expects leverage to be in the mid-3x area in 2015, which is its midpoint for an "aggressive" financial risk profile. Equinix's conversion to a REIT in 2015 requires significant, ongoing cash distributions and will limit the prospect for material improvement in financial metrics. RATING ACTIONS Equinix Inc. Corporate credit rating BB/Stable/-- New Ratings $1 bil. sr. unsec nts due 2022 BB Recovery rating 3 EQUINOX HOLDINGS: S&P Affirms 'B' CCR & Revises Outlook to Stable ----------------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B' corporate credit rating on New York City-based fitness club operator Equinox Holdings Inc. and revised the outlook to stable from positive. At the same time, S&P affirmed the 'B' issue-level rating, with a recovery rating of '3', on Equinox's aggregate $745 million senior secured credit facility due 2020, including the proposed $150 million incremental term loan. The '3' recovery rating reflects S&P's expectation for meaningful (50%-70%) recovery in the event of a payment default. S&P also affirmed the 'CCC+' issue-level rating, with a recovery rating of '6', on the company's second- lien term loan. The '6' recovery rating reflects S&P's expectation for negligible (0%-10%) recovery in the event of a payment default. The company plans to raise the additional $150 million term loan under its existing senior secured credit facility. This incremental debt will have the same 2020 maturity as Equinox's existing facility and the aggregate size of the first lien facility will be $745 million upon closing. Equinox plans to use $57 million to redeem stock options and add the remainder as cash on the balance sheet. Pro forma for this transaction, the company's controlling stake in SoulCycle Holdings LLC will be excluded from the collateral package that supports Equinox's credit facilities. In S&P's view, this is offset by the value added to the collateral package related to the acquisition of six Sports Club/LA branded gyms from Millennium Partners in July 2014. In addition, S&P raised its emergence EBITDA multiple on Equinox to 6x from 5x to reflect the relative strength of the company's brand, which offsets the incremental term loan debt and resulted in S&P's affirming the 'B' issue-level rating, with a recovery rating of '3', on the first-lien facility. "The revision of the outlook to stable from positive reflects incremental leverage from the proposed transaction and our expectation for adjusted operating lease-adjusted leverage to remain above 6x through 2015," said Standard & Poor's credit analyst Shivani Sood. Under S&P's base-case forecast, the company will not reduce leverage over the near term below the 6x threshold S&P believes is in line with a one-notch higher rating on Equinox. In addition, S&P believes management will likely continue to add modest balance sheet leverage to periodically fund growth, including executing operating leases for new club locations that S&P capitalizes for debt calculation purposes. S&P's corporate credit rating on Equinox reflects S&P's assessment of its business risk profile as "fair" and its financial risk profile as "highly leveraged." The stable outlook reflects S&P's expectation that moderate consumer spending growth will support good same-club operating performance, and that strong EBITDA growth partially offsets incremental leverage from the proposed transaction and newly executed leases for club openings. Under S&P's base-case forecast, it expects adjusted leverage over the near term to remain above the 6x threshold that S&P believes is in line with a one-notch higher rating on Equinox. S&P would consider a one-notch upgrade if it was confident that operating lease-adjusted debt to EBITDA would remain below 6x and adjusted FFO to debt could improve above 12%. An upgrade would also be contingent on S&P's belief that management would size future expansion plans in a leverage-neutral manner, such that leverage could be sustained below 6x. S&P would consider a downgrade if operating performance significantly underperforms its base-case forecast such that adjusted interest coverage falls to below 1.5x. ESSAR STEEL: S&P Raises CCR to 'B-' Over Refinancing ---------------------------------------------------- Standard & Poor's Ratings Services said it raised its long-term corporate credit rating on Essar Steel Algoma Inc. (ESA) to 'B-' from 'SD' (selective default) following completion of the company's refinancing and recapitalization process. The outlook is stable. At the same time, Standard & Poor's finalized its 'B+' issue-level rating and '1' recovery rating on ESA's US$50 million senior secured revolving asset-based loan (ABL), US$375 million term loan, and US$375 million notes. A '1' recovery rating indicates S&P's expectation of very high (90%-100%) recovery in its default scenario. The issue-level ratings are no longer preliminary as the debt issuances (about US$1 billion in total), parent equity injection, and sale of ESA's port facilities are now complete, and will facilitate the company's emergence from creditor protection. Standard & Poor's has also assigned its 'CCC+' issue-level rating and '5' recovery rating to the company's new US$252 million junior secured payment-in-kind (PIK) notes, which replace the previously proposed junior secured notes. A '5' recovery rating indicates S&P's expectation of modest (10%-30%) recovery in the event of default (in the lower half of the recovery range). In addition, S&P withdrew its preliminary 'B-' issue-level rating and '4' recovery rating on the company's previously proposed junior secured notes, which were not issued. Finally, S&P withdrew its 'D' ratings on ESA's senior secured and senior unsecured debt, along with S&P's respective '1' and '5' recovery ratings on the debt. "The upgrade on ESA reflects the completion of the company's debt refinancing and other restructuring-related transactions, which will facilitate ESA's emergence from creditor protection with a new capital structure," said Standard & Poor's credit analyst Jarrett Bilous. "The company complied with the terms of its court supervised restructuring by completing the refinancing and related restructuring transactions before Nov. 15," Mr. Bilous added. "Our assessment of ESA's business risk profile as "vulnerable" primarily reflects our view of the company's high exposure to historically volatile steel industry conditions and limited operating diversity. ESA mainly manufactures flat-rolled carbon steel, which makes up about 80% of total shipments, and competes in cyclical and capital-intensive end markets. A large share of its steel production is commodity hot-rolled sheet, which limits differentiation from competitions. Nearly all of ESA's production is sold at spot prices or short-term contracts based on spot prices rather than fixed prices, which has resulted in significant historical volatility in profitability. Although this provides earnings upside during periods of rising steel prices, the company is also exposed to periods of weak and declining prices. Weaker prices, high input costs, and one-time items led to losses in 2014 and contributed to the company's court-supervised restructuring," S&P said. "In our view, ESA has limited operating diversity based on its single-site production facilities and focus on volatile North American steel market. The company has been operating only one of its blast furnaces, blast furnace No. 7, following a sharp drop in steel prices in 2009. The reliance on one blast furnace -- the key facility of an integrated steel mill -- exposes ESA to operating risk, which was highlighted by unscheduled downtime in 2011 and 2012. In our view, the potential restart of its blast furnace No. 6, which could increase capacity by more than 25% (or about 1 million net tons annually), and efficiency gains primarily from the company's recently revised iron ore contract with Cliffs Natural Resources, should result in a sustained improvement in profitability. However, we expect the company's limited operating diversity will remain a key constraint on our business risk assessment of ESA," S&P noted. The stable outlook reflects S&P's expectation that ESA's core credit ratios, including adjusted debt-to-EBITDA and funds from operations (FFO)-to-debt, gradually improve beyond the levels commensurate with a highly leveraged financial risk profile. The outlook also takes into account the potential for significant earnings and cash flow volatility due to the company's high sensitivity to fluctuating steel industry conditions. S&P expects ESA to generate an adjusted debt-to-EBITDA ratio of close to 5.5x and an FFO-to-debt ratio of just below 10% in fiscal 2015, with improvement in fiscal 2016. S&P could lower the ratings on ESA in the event that weaker steel prices or higher-than-expected operating costs lead to deterioration in earnings and cash flow, and result in liquidity that S&P considers "less than adequate." S&P could raise the rating if ESA materially exceeds its base-case operating results expectations, which could result from stronger steel prices and cost reductions considered to be permanent through a business cycle. In this scenario, S&P would expect the company to generate adjusted debt-to-EBITDA at or below 3x on a sustainable basis. EURAMAX INTERNATIONAL: Incurs $16.4 Million Net Loss in Q3 ---------------------------------------------------------- Euramax Holdings, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $16.40 million on $239.94 million of net sales for the three months ended Sept. 26, 2014, compared to net income of $16.25 million on $227.83 million of net sales for the three months ended Sept. 27, 2013. For the nine months ended Sept. 26, 2014, the Company reported a net loss of $38.79 million on $642.83 million of net sales compared to a net loss of $13.41 million on $630.24 million of net sales for the nine months ended Sept. 27, 2013. As of Sept. 26, 2014, the Company had $598.93 million in total assets, $746.10 million in total liabilities and a $147.17 million total shareholders' deficit. Hugh Sawyer, interim president of Euramax Holdings, Inc., and a professional in Huron Consulting Group's Business Advisory Practice, commented, "Our operating performance for the third quarter of 2014 reflects a second consecutive quarter of improvement in net sales, operating income and Adjusted EBITDA versus the corresponding prior year quarter. Our U.S. Residential and U.S. Commercial Products segments benefited from higher demand compared to the third quarter of 2013. Despite weakening economic conditions in Western Europe, operating income in our international segments improved due to the realization of cost savings from operational initiatives undertaken in both the current and prior year. The Company has implemented operational efficiencies, pursued business development initiatives and continues to aggressively manage costs in our international business segments as end market demand thus far remains uncertain." A full-text copy of the Form 10-Q is available for free at: http://is.gd/F0VMAL About Euramax Based in Norcross, Georgia, Euramax International, Inc., is an international producer of aluminum, steel, vinyl and fiberglass products for original equipment manufacturers, distributors, contractors and home centers in North America and Western Europe. The Company was acquired for $1 billion in 2005 by management and Goldman Sachs Capital Partners. Euramax Int'l has subsidiaries in Canada (Euramax Canada, Inc.), United Kingdom (Ellbee Limited and Euramax Coated Products Limited), and The Netherlands (Euramax Coated Products B.V.), and France (Euramax Industries S.A.). Euramax Holdings reported a net loss of $24.89 million in 2013, a net loss of $36.76 million in 2012 and a net loss of $62.71 million in 2011. Bankruptcy Warning "Any default under the agreements governing our indebtedness, including a default under the ABL Credit Facility and the Senior Unsecured Loan Facility, that is not waived by the required holders of such indebtedness, could leave us unable to pay principal, premium, if any, or interest on the Notes and could substantially decrease the market value of the Notes. If we are unable to generate sufficient cash flow and are otherwise unable to obtain funds necessary to meet required payments of principal, premium, if any, or interest on such indebtedness, or if we otherwise fail to comply with the various covenants, including financial and operating covenants, in the instruments governing our existing and future indebtedness, including the ABL Credit Facility and the Senior Unsecured Loan Facility, we could be in default under the terms of the agreements governing such indebtedness. In the event of such default, the holders of such indebtedness could elect to declare all the funds borrowed thereunder to be due and payable, together with any accrued and unpaid interest, the lenders under the ABL Credit Facility could elect to terminate their commitments, cease making further loans and institute foreclosure proceedings against the assets securing such facilities and we could be forced into bankruptcy or liquidation," the Company said in the 2013 Annual Report. * * * As reported by the TCR on Dec. 13, 2012, Moody's Investors Service downgraded Euramax International, Inc.'s corporate family rating and probability of default rating to Caa2 from Caa1. The downgrade reflects Moody's expectation that the turmoil in global financial markets and weakness in Europe will continue to hamper Euramax's revenues and operating margins as well as weaken key credit metrics. The TCR, in its July 31, 2014, report, stated that Standard & Poor's Ratings Services had revised its rating outlook on Norcross, Ga.-based Euramax International Inc. to negative from stable and affirmed its 'B-' corporate credit rating. EXTERRAN HOLDINGS: S&P Affirms 'BB-' CCR Over Spin-off Plans ------------------------------------------------------------ Standard & Poor's Ratings Services said it affirmed its 'BB-' corporate credit and issue-level ratings on Houston, Texas-based Exterran Holdings Inc. (Holdings). The '3' recovery rating is unchanged. At the same time, S&P affirmed the 'B+' corporate credit rating and 'B' issue-level rating on master limited partnership (MLP) Exterran Partners L.P. (EXLP). The '3' recovery rating is unchanged. The outlook for both is stable. Holdings announced that it intends to spin off its international contract operations, international aftermarket services, and global fabrication businesses into a stand-alone, publicly traded company, resulting in two independent companies. S&P expects Holdings will retain its ownership interest (currently 37%), as well as all of the incentive distribution rights in EXLP. S&P reviewed the announced transaction and are affirming its ratings on Holdings and EXLP. S& expects to withdraw the rating on Holdings when the transaction is complete because all debt will be repaid. S&P also believes that EXLP's credit profile will be unchanged. Its stand-alone credit profile (SACP) remains b+. Pro forma for the proposed transaction, S&P expects Holdings to be outside EXLP's group, and EXLP's SACP becomes its issuer credit rating. "The partnership continues to improve its size and scale organically and through acquisitions, such as the recent acquisition of a portion of Chesapeake Energy's compression assets," said Standard & Poor's credit analyst Mike Llanos. The stable rating outlook on Holdings reflects S&P's expectation that the company will pay off its debt and complete the transaction as announced while maintaining credit measures at current levels until then. S&P expects to withdraw the ratings when the debt is paid off. The stable outlook on EXLP reflects S&P's expectation of stable demand for compression services and equipment, adequate liquidity, and total adjusted debt to EBITDA in the 4x area. FAIRMONT GENERAL: Suzanne Koenig Released from PCO Duties --------------------------------------------------------- The Bankruptcy Court entered an order discharging Suzanne Koenig from the duties of the patient care ombudsman for Fairmont General Hospital, Inc., et al. The Court also said that neither the ombudsman nor the Professionals will have any liability with respect to any act or omission, statement or representation arising out of, relating to, or involving in any way, the Debtors, the cases, the ombudsman's evaluation, her reports or any pleadings or other writings filed by the ombudsman or her professionals in connection with the cases other than acts or omissions involving or arising out of gross negligence, willful misconduct or a violation of applicable disciplinary or ethical rules. About Fairmont General Hospital Inc. Fairmont General Hospital Inc. and Fairmont Physicians, Inc., which operate a 207-bed acute-care facility in Fairmont, West Virginia, sought Chapter 11 bankruptcy protection (Bankr. N.D. W.Va. Case No. 13-01054) on Sept. 3, 2013. The fourth-largest employer in Marion County, West Virginia, filed for bankruptcy as it looks to partner with another hospital or health system. The Debtors are represented by Rayford K. Adams, III, Esq., and Casey H. Howard, Esq., at Spilman Thomas & Battle, PLLC, in Winston-Salem, North Carolina; David R. Croft, Esq., at Spilman Thomas & Battle, PLLC, in Wheeling, West Virginia, and Michael S. Garrison, Esq., at Spilman Thomas & Battle, PLLC, in Morgantown, West Virginia. The Debtors' financial analyst is Gleason & Associates, P.C. The Debtors' claims and noticing agent is Epiq Bankruptcy Solutions. Hammond Hanlon Camp, LLC, has been engaged as investment banker and financial advisor. UMB Bank is represented by Nathan F. Coco, Esq., and Suzanne Jett Trowbridge, Esq., at McDermott Will & Emery LLP. The Committee of Unsecured Creditors is represented by Andrew Sherman, Esq., and Boris I. Mankovetskiy, Esq., at Sills Cummis & Gross P.C. and Kirk B. Burkley, Esq., Bernstein Burkley, P.C. Janet Smith Holbrook, Esq., at Huddleston Bolen LLP, represents the Committee as local counsel. The Bankruptcy Court has named Suzanne Koenig at SAK Management Services, LLC, as patient care ombudsman. Ms. Koenig has hired her own firm as medical operations advisor; and Greenberg Traurig, LLP, as her counsel. The Debtors have scheduled $48,568,863 in total assets and $54,774,365 in total liabilities. FAIRMONT GENERAL: Admin. Claims Bar Date Set for December 11 ------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of West Virginia set Dec. 11, 2014, at 5:00 p.m. (prevailing Eastern Time) as deadline for creditors of Fairmont General Hospital Inc. and its debtor-affiliates to file proofs of administrative claim. All proofs of claim must be filed with: SPILMAN THOMAS & BATTLE PLLC c/o Rayford K. Adams, III, Esq. 110 Oakwood Drive, Suite 500 Winston-Salem, NC 27103 Tel: (336) 725-4710 Email: tadams@spilmanlaw.com Fairmont General Hospital Inc. and Fairmont Physicians, Inc., which operate a 207-bed acute-care facility in Fairmont, West Virginia, sought Chapter 11 bankruptcy protection (Bankr. N.D. W.Va. Case No. 13-01054) on Sept. 3, 2013. The fourth-largest employer in Marion County, West Virginia, filed for bankruptcy as it looks to partner with another hospital or health system. The Debtors are represented by Rayford K. Adams, III, Esq., and Casey H. Howard, Esq., at Spilman Thomas & Battle, PLLC, in Winston-Salem, North Carolina; David R. Croft, Esq., at Spilman Thomas & Battle, PLLC, in Wheeling, West Virginia, and Michael S. Garrison, Esq., at Spilman Thomas & Battle, PLLC, in Morgantown, West Virginia. The Debtors' financial analyst is Gleason & Associates, P.C. The Debtors' claims and noticing agent is Epiq Bankruptcy Solutions. Hammond Hanlon Camp, LLC, has been engaged as investment banker and financial advisor. UMB Bank is represented by Nathan F. Coco, Esq., and Suzanne Jett Trowbridge, Esq., at McDermott Will & Emery LLP. The Committee of Unsecured Creditors is represented by Andrew Sherman, Esq., and Boris I. Mankovetskiy, Esq., at Sills Cummis & Gross P.C. and Kirk B. Burkley, Esq., Bernstein Burkley, P.C. Janet Smith Holbrook, Esq., at Huddleston Bolen LLP, represents the Committee as local counsel. The Bankruptcy Court has named Suzanne Koenig at SAK Management Services, LLC, as patient care ombudsman. Ms. Koenig has hired her own firm as medical operations advisor; and Greenberg Traurig, LLP, as her counsel. The Debtors have scheduled $48,568,863 in total assets and $54,774,365 in total liabilities. FINJAN HOLDINGS: Reports $553,000 Net Income in Third Quarter ------------------------------------------------------------- Finjan Holdings, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $553,000 on $5.37 million of revenues for the three months ended Sept. 30, 2014, compared to a net loss of $1.37 million on $394,000 of revenues for the same period in 2013. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $4.69 million on $6.18 million of revenues compared to a net loss of $3.33 million on $592,000 of revenues for the same period last year. The Company's balance sheet at Sept. 30, 2014, showed $26.12 million in total assets, $2.70 million in total liabilities and $23.42 million in total stockholders' equity. As of Sept. 30, 2014, the Company had approximately $20.4 million of cash and cash equivalents and $20.2 million of working capital. The decrease in the Company's cash and cash equivalents of approximately $4.2 million from Dec. 31, 2013, is primarily attributable to approximately $3.8 million used in operations, net of $4 million received from licensing agreements entered into in 2012 and the third quarter of 2014, a $0.5 million capital commitment called by the Israel-based limited partnership venture capital fund and approximately $0.1 million received from exercises of stock options by certain former employees. A full-text copy of the Form 10-Q is available for free at: http://is.gd/d8dib8 About Finjan Finjan, formerly known as Converted Organics, is a leading online security and technology company which owns a portfolio of patents, related to software that proactively detects malicious code and thereby protects end-users from identity and data theft, spyware, malware, phishing, trojans and other online threats. Founded in 1997, Finjan is one of the first companies to develop and patent technology and software that is capable of detecting previously unknown and emerging threats on a real-time, behavior-based basis, in contrast to signature-based methods of intercepting only known threats to computers, which were previously standard in the online security industry. Finjan Holdings reported a net loss of $6.07 million in 2013 following net income of $50.98 million in 2012. The Company reported a net loss of $2 million on $175,000 of revenues for the three months ended March 31, 2014. FIRST NATIONAL: Posts $3.3 Million Net Income in Third Quarter -------------------------------------------------------------- First National Community Bancorp, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $3.35 million on $8.31 million of total interest income for the three months ended Sept. 30, 2014, compared to net income of $1.88 million on $8.18 million of total interest income for the same period a year ago. For the nine months ended Sept. 30, 2014, the Company reported net income of $13.45 million on $24.65 million of total interest income compared to net income of $4.33 million on $24.56 million of total interest income for the same period in 2013. As of Sept. 30, 2014, the Company had $982.13 million in total assets, $931.81 million in total liabilities and $50.32 million in total shareholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/01ofFx About First National Headquartered in Dunmore, Pa., First National Community Bancorp, Inc., is a Pennsylvania corporation, incorporated in 1997 and is registered as a bank holding company under the Bank Holding Company Act ("BHCA") of 1956, as amended. The Company became an active bank holding company on July 1, 1998, when it acquired ownership of First National Community Bank (the "Bank"). The Bank is a wholly-owned subsidiary of the Company. The Company's primary activity consists of owning and operating the Bank, which provides customary retail and commercial banking services to individuals and businesses. The Bank provides practically all of the Company's earnings as a result of its banking services. First National reported net income of $6.38 million on $32.95 million of total interest income for the year ended Dec. 31, 2013, as compared with a net loss of $13.71 million on $37.02 million of total interest income for the year ended Dec. 31, 2012. Regulatory Matters The Bank is under a Consent Order from the Office of the Comptroller of the Currency dated Sept. 1, 2010. The Company is also subject to a Written Agreement with the Federal Reserve Bank of Philadelphia dated Nov. 24, 2010. The Bank, pursuant to a Stipulation and Consent to the Issuance of a Consent Order dated Sept. 1, 2010, without admitting or denying any wrongdoing, consented and agreed to the issuance of the Order by the OCC, the Bank's primary regulator. The Order requires the Bank to undertake certain actions within designated timeframes, and to operate in compliance with the provisions thereof during its term. The Order is based on the results of an examination of the Bank as of March 31, 2009. Since the examination, management has engaged in ongoing discussions with the OCC and has taken steps to improve the condition, policies and procedures of the Bank. Compliance with the Order is monitored by a committee of at least three directors, none of whom is an employee or controlling shareholder of the Bank or its affiliates or a family member of any such person. The Committee is required to submit written progress reports to the OCC on a monthly basis. The Committee has submitted each of the required monthly progress reports with the OCC. The members of the Committee are John P. Moses, Joseph Coccia, Joseph J. Gentile and Thomas J. Melone. FOREVERGREEN WORLDWIDE: Posts $203,000 Net Income in 3rd Quarter ---------------------------------------------------------------- Forevergreen Worldwide Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $203,343 on $15.88 million of net revenues for the three months ended Sept. 30, 2014, compared to net income of $326,929 on $4.79 million of net revenues for the same period last year. For the nine months ended Sept. 30, 2014, the Company reported net income of $839,250 on $40.54 million of net revenues compared to net income of $110,090 on $11.49 million of net revenues for the same period during the prior year. As of Sept. 30, 2014, the Company had $6.69 million in total assets, $7.16 million in total liabilities and a $467,508 total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/uAjrf0 About ForeverGreen Worldwide Orem, Utah-based ForeverGreen Worldwide Corporation is a holding company that operates through its wholly owned subsidiary, ForeverGreen International, LLC. The Company's product philosophy is to develop, manufacture and market the best of science and nature through innovative formulations as it produces and manufactures a wide array of whole foods, nutritional supplements, personal care products and essential oils. Forevergreen reported net income of $116,843 on $17.46 million of net product revenues for the year ended Dec. 31, 2013, as compared with a net loss of $790,199 on $12.49 million of net product revenues in 2012. Sadler, Gibb & Associates, LLC, in Salt Lake City, UT, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company had accumulated losses of $35,247,620 and a working capital deficit of $2,366,781 at Dec. 31, 2013, which raises substantial doubt about its ability to continue as a going concern. FOREST OIL: Reports $106 Million Net Loss for Third Quarter ----------------------------------------------------------- Forest Oil Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $105.84 million on $62.05 million of total revenues for the three months ended Sept. 30, 2014, compared to net earnings of $2.21 million on $118.19 million of total revenues for the same period in 2013. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $209.56 million on $187.68 million of total revenues compared to a net loss of $32.29 million on $353.18 million of total revenues for the same period a year ago. The Company's balance sheet at Sept. 30, 2014, the Company had $927.48 million in total assets, $1.07 billion in total liabilities and a $148.03 million total shareholders' deficit. "On May 5, 2014, we entered into an Agreement and Plan of Merger with Sabine Oil & Gas LLC, under which Forest and Sabine are expected to combine their businesses in an all-stock transaction. This agreement was amended on July 9, 2014 primarily to change the structure of the transaction. If the transaction is completed, the Credit Facility will be terminated before any breach of the financial covenant occurs. Accordingly, we elected to defer seeking an amendment or waiver to address a potential breach rather than incurring the expense of doing so solely to avoid a "going concern" audit opinion with respect to the financial statements included in our Form 10-K/A filed on October 1, 2014. If, prior to year end, it appears the combination transaction will not be completed, we will attempt to undertake mitigating actions with respect to the Credit Facility that we feel are most appropriate. However, there can be no assurance that any particular actions will be available to us, or that even if available, we will be able to complete them. If the combination transaction is not completed, failure to take appropriate mitigating actions in the event we are in breach of the covenant may have severely negative effects on our financial condition including, potentially, bankruptcy," the Company stated in the Report. A full-text copy of the Form 10-Q is available for free at: http://is.gd/r3I2mq About Forest Oil Forest Oil is an independent oil and gas company engaged in the acquisition, exploration, development, and production of oil, natural gas, and natural gas liquids ("NGLs") primarily in North America. Ernst & Young LLP, in Denver, Colorado, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent accounting firm noted that the Company has determined that it expects to fail a financial covenant in its Credit Facility sometime prior to the end of 2014, which could result in the acceleration of all borrowings thereunder and the Company's senior unsecured notes due 2019 and 2020. This raises substantial doubt about the Company's ability to continue as a going concern. * * * As reported by the TCR on Aug. 25, 2014, Standard & Poor's Ratings Services said that its 'B-' corporate credit rating and its other ratings on Denver-based Forest Oil Corp. remain on CreditWatch with positive implications, pending the close of a merger transaction with Sabine Oil & Gas LLC. GELTECH SOLUTIONS: Incurs $950,000 Net Loss in Sept. 30 Quarter --------------------------------------------------------------- GelTech Solutions, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $950,093 on $110,867 of sales for the three months ended Sept. 30, 2014, compared to a net loss of $1.91 million on $530,812 of sales for the same period last year. As of Sept. 30, 2014, the Company had $1.35 million in total assets, $2.78 million in total liabilities and a $1.43 million total stockholders' deficit. As of Nov. 14, 2014, the Company had approximately $640,000 in available cash. A full-text copy of the Form 10-Q is available for free at: http://is.gd/N04DeX About GelTech Jupiter, Fla.-based GelTech Solutions. Inc., is a Delaware corporation organized in 2006. The Company markets four products: (1) FireIce(R), a water soluble fire retardant used to protect firefighters, structures and wildlands; (2) Soil2O(R) 'Dust Control', its new application which is used for dust mitigation in the aggregate, road construction, mining, as well as, other industries that deal with daily dust control issues; (3) Soil2O(R), a product which reduces the use of water and is primarily marketed to golf courses, commercial landscapers and the agriculture market; and (4) FireIce(R) Home Defense Unit, a system for applying FireIce(R) to structures to protect them from wildfires. Salberg & Company, P.A., expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has net cash used in operating activities in 2014 of $5.13 million and has an accumulated deficit of $35.13 million at June 30, 2014. The Company reported a net loss of $7.11 million for the fiscal year ended June 30, 2014, following a net loss of $5.22 million for the fiscal year ended June 30, 2013. GELTECH SOLUTIONS: Names Michael Reger as President --------------------------------------------------- GelTech Solutions, Inc., appointed Mr. Michael Reger as its president and Mr. Daniel Simon as its chief operating officer, replacing Mr. Reger, according to a regulatory filing with the U.S. Securities and Exchange Commission. Mr. Reger has been GelTech's chief operating officer since March 25, 2013. For over 20 years, Mr. Reger has been a partner at III Associates, a registered investment advisor, and AVM, L.P., an institutional broker dealer. Mr. Simon has been GelTech's director of Utility Markets since October 2013. Prior to that, Mr. Simon spent approximately 40 years with Con Edison with his latest position being Emergency and Environmental Manager in Manhattan. GelTech Solutions sold 317,966 shares of common stock and 158,983 two-year warrants (exercisable at $2.00 per share) for $100,000 to Mr. Michael Reger, the Company's largest shareholder. About GelTech Jupiter, Fla.-based GelTech Solutions. Inc., is a Delaware corporation organized in 2006. The Company markets four products: (1) FireIce(R), a water soluble fire retardant used to protect firefighters, structures and wildlands; (2) Soil2O(R) 'Dust Control', its new application which is used for dust mitigation in the aggregate, road construction, mining, as well as, other industries that deal with daily dust control issues; (3) Soil2O(R), a product which reduces the use of water and is primarily marketed to golf courses, commercial landscapers and the agriculture market; and (4) FireIce(R) Home Defense Unit, a system for applying FireIce(R) to structures to protect them from wildfires. Salberg & Company, P.A., expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has net cash used in operating activities in 2014 of $5.13 million and has an accumulated deficit of $35.13 million at June 30, 2014. The Company reported a net loss of $7.11 million for the fiscal year ended June 30, 2014, following a net loss of $5.22 million for the fiscal year ended June 30, 2013. The Company's balance sheet at June 30, 2014, showed $1.24 million in total assets, $3.14 million in total liabilities and a stockholders' deficit of $1.9 million. GREAT PLAINS: Bid for Relief from Stay Taken Under Advisement ------------------------------------------------------------- The Bankruptcy Court has taken under advisement 1st Source Bank's motion for relief from automatic stay. According to 1st Source Bank, the Debtor has lack of equity. 1st Source Bank also believes that CEO Richard M. Osborne is responsible for the high legal fees that the Bank has incurred in pursuing its claim. 1st Source Bank asserts that the Debtor owes a total claim of $645,369. As reported in the Troubled Company Reporter on April 25, 2014, the Debtor asked the Court to deny 1st Source Bank's motion to terminate the automatic stay. On March 20, 2014, the Bank sought relief from automatic stay to sell certain personal property collateral, claiming that the Debtor is not able to provide adequate protection to the Bank. The Bank and Debtor executed and entered on May 21, 2007, into a loan and security agreement whereby the Bank agreed to extend credit to the Debtor for purposes of the Debtor acquiring or purchasing certain vehicles, equipment and machinery, which are items constituting the collateral. The Debtor agreed to grant a security interest in the collateral as security for the extension of credit. The Debtor has defaulted in the monthly payments to the Bank. The regular monthly payment due is $26,886.02. As of March 9, 2014, the payoff of the amount due and owing the Bank by the Debtor is $596,384.74. Interest continues to accrue on the principal amount at the rate of $95.90 per day. The Bank believes that the value of the collateral does not provide adequate protection to the Bank considering the depreciating value of the collateral, additional costs to the Bank of continuing interest and late charges, and additional amounts accruing related to attorneys' fees and court costs. The collateral is believed to be in the possession of Debtor. On April 7, 2014, the Debtor filed a response to the Bank's motion, asking the Court to deny the motion. According to the Debtor, the Bank attempts to impermissibly inflate its claim so as to cause the appearance of a lack of security. The Bank asserts that the payoff for its loans to Debtor is now $596,384.74. The Debtor says in its April 7 court filing that in formulating this calculation, the Bank includes such items as interest, late fees, legal fees and non legal expenses totaling $214,800.95. The Debtor disputes the amount and the permissibility of these charges under the Bankruptcy Code. The Bank's new calculation also ignores that fact that the parties agreed that the amount of the claim is $484,731.14 and cannot be amended, the Debtor states. The Court approved this agreement on Nov. 6, 2013. About John D. Oil & Gas; OZ Gas; and Great Plains Exploration Mentor, Ohio-based John D. Oil & Gas Co., is in the business of acquiring, exploring, developing, and producing oil and natural gas in Northeast Ohio. The Company has 58 producing wells. The Company also has one self storage facility located in Painesville, Ohio. The self-storage facility is operated through a partnership agreement between Liberty Self-Stor Ltd. and the Company. John D. Oil's affiliated entities -- Oz Gas, LTD., and Great Plains Exploration, LLC -- filed voluntary Chapter 11 petitions (Bankr. W.D. Pa. Case Nos. 12-10057 and 12-10058) on Jan. 11, 2012. Two days later, John D. Oil filed its own Chapter 11 petition (Bankr. W.D. Pa. Case No. 12-10063). On Nov. 21, 2011, at the request of the lender RBS Citizens, N.A., dba Charter One, a receiver was appointed for all three corporate Debtors, in the United States District Court for the Northern District of Ohio at case No. 11-cv-2089-CAB. District Judge Christopher A. Boyko issued an order appointing Mark E. Dottore as receiver. The Receivership Order was appealed to the Sixth Circuit Court of Appeals on Dec. 19, 2011, and the appeal is currently pending. Judge Thomas P. Agresti oversees the Chapter 11 cases. Robert S. Bernstein, Esq., at Bernstein Law Firm P.C., serves as counsel to the Debtors. Each of Great Plains and Oz Gas estimated $10 million to $50 million in assets and debts. John D. Oil's balance sheet at Dec. 31, 2011, showed $6.98 million in total assets, $13.26 million in total liabilities, and a stockholders' deficit of $6.28 million. The petitions were signed by Richard M. Osborne, CEO. The United States Trustee said a committee under 11 U.S.C. Sec. 1102 has not been appointed because no unsecured creditor responded to the U.S. Trustee's communication for service on the committee. HELLER EHRMAN: District Court Enters Scheduling Order ----------------------------------------------------- Paravue Corporation and Post-Confirmation Liquidating Debtor Heller Ehrman LLP requested that -- pursuant to Rule 8009 of the Federal Rules of Bankruptcy Procedure and Local Bankruptcy Rule 8010-1, and following the parties' meet and confer communications as directed at the Case Management Conference held on Oct. 20, 2014 -- the District Court enter a Stipulated Scheduling Order. In a Nov. 6 Stipulated Scheduling Order signed by District Judge Charles R. Breyer and available at http://bit.ly/1zxPtwqfrom Leagle.com, the parties' briefs on the appeal from the Bankruptcy Court are due as follows: -- Appellant's Opening Brief January 2, 2015 -- Appellee's Answering Brief February 13, 2015 -- Appellant's Reply Brief February 27, 2015 The District Court proceeding is Case No. 3:14-CV-03887-CRB Counsel for the Post-Confirmation Liquidating Debtor Heller Ehrman LLP is: Marjorie E. Manning, Esq. BOLLING & GAWTHROP 8880 Cal Center Dr Sacramento, CA 95826 Tel: (916) 369-0777 Attorneys for Paravue Corporation are: George S. Trevor, Esq. Robert G. Retana, Esq. PEARSON, SIMON & WARSHAW, LLP 44 Montgomery St., Suite 2450 San Francisco, CA 94104 Tel: (415) 433-9000 About Heller Ehrman Headquartered in San Francisco, California, Heller Ehrman, LLP -- http://www.hewm.com/-- was an international law firm of more than 730 attorneys in 15 offices in the United States, Europe, and Asia. Heller Ehrman filed a voluntary Chapter 11 petition (Bankr. N.D. Cal., Case No. 08-32514) on Dec. 28, 2008. Members of the firm's dissolution committee led by Peter J. Benvenutti approved a plan dated Sept. 26, 2008, to dissolve the firm. The Hon. Dennis Montali presides over the case. Pachulski Stang Ziehl & Jones LLP assisted the Debtor in its restructuring effort. The Official Committee of Unsecured Creditors is represented by Felderstein Fitzgerald Willoughby & Pascuzzi LLP. The firm estimated assets and debts at $50 million to $100 million as of the Petition Date. According to reports, the firm had roughly $63 million in assets and 54 employees at the time of its filing. On Aug. 13, 2010, the Court confirmed Heller's Joint Plan of Liquidation. HOWREY LLP: Judge Montali Allows Direct Appeal to 9th Circuit ------------------------------------------------------------- Bankruptcy Judge Dennis Montali issued a memorandum allowing law firms being sued by the Howrey LLP bankruptcy trustee to skip the U.S. District Court and directly appeal to the U.S. Court of Appeals for the Ninth Circuit. In the actions against defendants Jones Day LLP (A.P. No. 13- 03093), Pillsbury Winthrop Shaw Pittman LLP (A.P. No. 13-03095) and Perkins Coie LLP (A.P. No. 14-03032), Allan B. Diamond, Chapter 11 Trustee, seeks to recover on Pre-Dissolution Claims and Post-Dissolution Claims. In the actions against defendants Neal, Gerber & Eisenberg LLP (A.P. No. 13-03057), Kasowitz Benson Torres & Friedman LLP (A.P. No. 13-03060), Sheppard Mullin Richter & Hampton LLP (A.P. No. 13-03062), Hogan Lovells US LLP (A.P. No. 13-03094) and Seyfarth Shaw LLP (A.P. No. 13-03254), he seeks to recover only on Pre-Dissolution Claims. The Chapter 11 Trustee sought against all eight defendants Unfinished Business profits under the Bankruptcy Code, a turnover of those profits, also under the Bankruptcy Code, an equitable accounting and a recovery based upon a theory of unjust enrichment. The bankruptcy court rejected the first three theories, but sustained the Trustee's contention that he could recover Pre-Dissolution Claims under an unjust enrichment theory. The questions presented on appeal are (1) may the Chapter 11 Trustee rely District of Columbia law to recover profits on Unfinished Business taken from Howrey and brought to defendants by partners who left Howrey prior to its dissolution and (2) may the Trustee recover as property transferred in fraud of creditors, the profits on Unfinished Business brought to the defendants by partners who left Howrey as of or after dissolution and the execution of the so-called Jewel Waiver. The bankruptcy court order being appealed was entered on September 29, 2014 and the defendant filed a timely Notice Of Appeal and a Motion For Leave To Appeal on October 14, 2014. The Chapter 11 Trustee filed an opposition to the Motion For Leave To Appeal on October 29, 2014. The bankruptcy court clerk transmitted the matter to the United States District Court for the Northern District of California. As of the date of Judge Montali's Memorandum, the district court has not granted or denied the Motion For Leave To Appeal. "Accordingly, this court is the court to make and file the certification for direct appeal," Judge Montali said. In allowing direct appeal to the Ninth Circuit, Judge Montali said: -- the bankruptcy court is not aware of any controlling decision of the United States Court of Appeals for the Ninth Circuit or the Supreme Court of the United States that construes any state law to identify profits earned on Unfinished Business of a law firm as a property interest that can be or cannot be the subject of recovery of its value under the state or Bankruptcy Code fraudulent transfer laws or under principles of unjust enrichment. -- the matter is of significant public importance to the legal community. Whether or not law firms who take on members of failed law firms, and complete Unfinished Business formerly handled by the failed firm, are at risk under the Trustee's theories is an unsettled and serious question affecting those law firms and the attorneys who seek to join them. -- resolution of the issues is important for management and planning by major law firms, particularly given the ever present possibility of the failure of other law firms in the future. A copy of the Court's Nov. 14, 2014 Memorandum is available at http://bit.ly/11mE6LHfrom Leagle.com. Diamond McCarthy LLP's Andrew B. Ryan, Esq., James D. Sheppard, Esq., and Michael Fishel, Esq., represent Allan B. Diamond, Chapter 11 Trustee for Howrey LLP. He is also represented by Kornfield, Nyberg, Bendes & Kuhner, P.C.'s Eric A. Nyberg, Esq., and Chris D. Kuhner, Esq. About Howrey LLP Three creditors filed an involuntary Chapter 7 petition (Bankr. N.D. Cal. Case No. 11-31376) on April 11, 2011, against the remnants of the Washington-based law firm Howrey LLP. The filing was in San Francisco, where the firm had an office. The firm previously was known as Howrey & Simon and Howrey Simon Arnold & White LLP. The firm at one time had more than 700 lawyers in 17 offices. The partners voted to dissolve in March 2011. The firm specialized in antitrust and intellectual-property matters. The three creditors filing the involuntary petition together have $36,600 in claims, according to their petition. The involuntary chapter 7 petition was converted to a chapter 11 case in June 2011 at the request of the firm. In its schedules filed in July, the Debtor disclosed assets of $138.7 million and liabilities of $107.0 million. Representing Citibank, the firm's largest creditor, is Kelley Cornish, Esq., a partner at Paul, Weiss, Rifkind, Wharton & Garrison. Representing Howrey is H. Jason Gold, Esq., a partner at Wiley Rein. The Official Committee of Unsecured Creditors is represented in the case by Bradford F. Englander, Esq., at Whiteford, Taylor And Preston LLP. In September 2011, Citibank sought conversion of the Debtor's case to Chapter 7 or, in the alternative, appointment of a Chapter 11 Trustee. The Court entered an order appointing a Chapter 11 Trustee. In October 2011, Allan B. Diamond was named as Trustee. He is represented by Andrew Baxter Ryan, Esq., and Stephen Todd Loden, Esq., at Diamond McCarthy LLP as counsel. HUNTINGTON INGALLS: S&P Raises CCR to 'BB+'; Outlook Stable ----------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Newport News, Va.-based Huntington Ingalls Industries Inc. to 'BB+' from 'BB'. The outlook is stable. At the same time S&P assigned its 'BB+' issue rating and '4' recovery rating to the company's proposed $600 million senior unsecured notes due 2021. The '4' recovery rating indicates S&P's expectations of average (30%-50%) recovery in the event of payment default. S&P's recovery expectations are in the lower half of the 30%-50% range. The company plans to use the proceeds from the new notes to refinance its $600 million 6.875% senior unsecured notes due 2018. S&P also revised the recovery rating on the company's existing unsecured debt to '4' from '5' and raised the issue rating to 'BB+' from 'BB-'. The recovery rating on the company's secured credit facility remains '1', indicating expectations of very high recovery (90%- 100%), although S&P raised the issue rating to 'BBB' from 'BBB-' because of the upgrade of the corporate credit rating. "The upgrade reflects profitability and cash flow that has improved faster than we had expected, resulting in stronger credit ratios than in our previous forecast," said Standard & Poor's credit analyst Chris DeNicolo. "The profitability improvement has been largely a result of operating improvements and the completion of problematic ships at the company's Gulf shipyards, as well as declining pension expense. In addition, higher cash flows have enabled the company to complete $272 million of acquisitions and increase dividends and share repurchases without impacting credit quality." The outlook is stable. Standard & Poor's believes Huntington Ingalls' large backlog should provide relative stability for near- term revenues. In addition, S&P expects the company's improving profitability and modest debt reduction to result in steady credit protection measures over the next two years. INDEX RECOVERY: Dec. 2 Confirmation Hearing of Liquidation Plan --------------------------------------------------------------- Bankruptcy Judge Diane Davis will convene a hearing on Dec. 2, 2014, at 1:00 p.m., to consider the confirmation of Index Recovery Company, LP's Plan of Liquidation dated Sept. 24, 2014. Objections, if any, are due Nov. 25, at 4:00 p.m. Approval of the adequacy of the Disclosure Statement paved way for the Debtor to begin solicitation of votes on the Plan. Ballots accepting or rejecting the Plan are due 5:00 p.m. on Nov. 25, and be delivered to the Debtors' voting agent: Menter, Rudin & Trivelpiece, P.C. Attn: Jeffrey A. Dove, Esq. 308 Maltbie Street, Suite 200 Syracuse, NY 13204-1439 As reported in the Troubled Company Reporter on Oct. 13, 2014, pursuant to the Plan, Classes 3 (Subordinated Unsecured Claims) and 4 (Interests) are the only classes entitled to vote under the Plan. All other classes of claims are rendered unimpaired under and, therefore, deemed to have accepted, the Plan without voting. Although Class 4 (Interests) will receive no distribution under the Plan and would normally, therefore, be deemed to reject the Plan without voting, the Debtor is requesting that the Class 4 Interest holders be permitted to vote for or against the Plan, should they so desire. Every holder of a Class 4 Interest is also the holder of a Class 4 Subordinated Unsecured Claim arising out of the redemption of 95% of their Interests, and the Debtor believes it is appropriate to permit those Persons to vote their Class 3 and 4 Claims and Interests consistently. The Debtor requested that the Court schedule a hearing on confirmation of the Plan in late November or early December 2014. In connection therewith, the Debtor asked that the Court direct that any objections to the Plan be filed no later than seven days prior to the Confirmation Hearing, at 4:00 p.m. prevailing Eastern Time. About Index Recovery Group Index Recovery Group, LP, sought Chapter 11 protection (Bankr. N.D.N.Y. Case No. 14-61434) in Utica, New York, on Sept. 2, 2014. The Debtor disclosed total assets of $13.76 million and total liabilities of $35.48 million. Judge Diane Davis presides over the case. The Debtor is represented by Jeffrey A. Dove, Esq., at Menter, Rudin & Trivelpiece, P.C. KIOR INC: Employs King & Spalding as Bankruptcy Counsel ------------------------------------------------------- KiOr, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ King & Spalding LLP as bankruptcy co-counsel. K&S will be employed for the following purposes: (a) to advise the Debtor with respect to its powers and duties as a debtor-in-possession in the continued management and operation of its business; (b) to take all necessary action to protect and preserve the estate of the Debtor, including the prosecution of actions on the Debtor's behalf, the defense of any actions commenced against the Debtor, the negotiation of disputes in which the Debtor is involved, and the preparation of objections to claims filed against the Debtor's estate; (c) to prepare on behalf of the Debtor all applications, motions, answers, orders, reports, memoranda of law and other papers in connection with the Chapter 11 case; (d) to negotiate and prepare on behalf of the Debtor a plan of reorganization, a disclosure statement, and all related documents; (e) to negotiate and prepare documents relating to the disposition of assets, as requested by the Debtor; (f) to advise the Debtor, where appropriate, with respect to federal and state regulatory matters; (g) to advise the Debtor on finance, and finance-related matters and transactions, and matters relating to the sale of the Debtor's assets; and (h) to perform other legal services for the Debtor as may be necessary and appropriate. The K&S 2014 fee rates for attorneys expected to work on the Debtor's case range from $380 to $940 per hour for attorneys and $240 to $380 per hour for document clerks and legal assistants. Prior to the Petition Date, the Debtor advanced a total of $602,327 in advance retainers for legal services rendered or to be rendered, and for reimbursement of expenses incurred. Mark W. Wege, Esq., a partner of King & Spalding LLP, 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. A hearing on the employment application is scheduled for Dec. 8, 2014, at 1:00 p.m. (EST). Objections are due Dec. 1. About Kior Inc. KiOR, Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No. 14-12514) on Nov. 9, 2014, in Delaware, Mark W. Wege, Esq., at Wilmington, in Houston, Texas, serves as counsel to the Debtor. The Debtor estimated up to $58.27 million in assets and up to $261.3 million in liabilities. The Debtor is represented by Mark W. Wege, Esq., Edward L. Ripley, Esq., and Eric M. English, Esq., at King & Spalding, LLP, in Houston, Texas; and John Henry Knight, Esq., Michael Joseph Merchant, Esq., and Amanda R. Steele, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware. The Debtor's financial advisor is Alvarez & Marsal. Guggenheim Securities, LLC, is the Debtor's investment banker. Epiq Bankruptcy Solutions, LLC, is the Debtor's claims and noticing agent. Pasadena Investments, LLC, as administrative agent for a consortium of lenders, committed to provide up to $15,000,000 in postpetition financing. The DIP Agent is represented by Thomas E. Patterson, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California, and Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware. KIOR INC: Hires Richards Layton as Local Bankruptcy Counsel ----------------------------------------------------------- KiOr, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ Richards, Layton & Finger, P.A., as its bankruptcy co-counsel. RL&F will render the following professional services: (a) advising the Debtor of its rights, powers and duties as debtor and debtor-in-possession under the Bankruptcy Code; (b) taking action to protect and preserve the Debtor's estate, including the prosecution of actions on the Debtor's behalf, the defense of actions commenced against the Debtor in this Chapter 11 case, the negotiation of disputes in which the Debtor is involved and the preparation of objections to claims filed against the Debtor; (c) assisting in preparing on behalf of the Debtor all motions, applications, answers, orders, reports and papers in connection with the administration of the Debtor's estates; (d) assisting in preparing the Debtor's plan of reorganization; (e) assisting in preparing the Debtor's disclosure statement and any related documents and pleadings necessary to solicit votes on the Debtor's plan of reorganization; (f) prosecuting on behalf of the Debtor the proposed plan and seeking approval of all transaction contemplated therein and in any amendments thereto; and (g) performing other necessary or desirable legal services in connection with the Chapter 11 case. RL&F will be paid the following current hourly rates: Partners $560 to $800 an hour Counsel $490 an hour Associates $250 to $465 an hour Paraprofessionals $235 an hour The principal professionals and paraprofessionals designated to represent the Debtor and their current standard hourly rates are as follows: John H. Knight, Esq. $700 per hour Michael J. Merchant, Esq. $625 per hour Amanda R. Steele, Esq. $390 per hour Alexander G. Najemy, Esq. $250 per hour Rebecca V. Speaker $235 per hour RL&F will charge the Debtor for its necessary out-of-pocket expenses. Prior to the Petition Date, the Debtor paid RL&F a total retainer of $199,000 in connection with and in contemplation of the Chapter 11 case. John H. Knight, Esq., a director at Richards, Layton & Finger, P.A., in Wilmington, Delaware, 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. A hearing on the employment application is scheduled for Dec. 8, 2014, at 1:00 p.m. (EST). Objections are due Dec. 1. About Kior Inc. KiOR, Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No. 14-12514) on Nov. 9, 2014, in Delaware, Mark W. Wege, Esq., at Wilmington, in Houston, Texas, serves as counsel to the Debtor. The Debtor estimated up to $58.27 million in assets and up to $261.3 million in liabilities. The Debtor is represented by Mark W. Wege, Esq., Edward L. Ripley, Esq., and Eric M. English, Esq., at King & Spalding, LLP, in Houston, Texas; and John Henry Knight, Esq., Michael Joseph Merchant, Esq., and Amanda R. Steele, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware. The Debtor's financial advisor is Alvarez & Marsal. Guggenheim Securities, LLC, is the Debtor's investment banker. Epiq Bankruptcy Solutions, LLC, is the Debtor's claims and noticing agent. Pasadena Investments, LLC, as administrative agent for a consortium of lenders, committed to provide up to $15,000,000 in postpetition financing. The DIP Agent is represented by Thomas E. Patterson, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California, and Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware. KIOR INC: Obtains Interim Approval of $2.5-Mil. DIP Loan -------------------------------------------------------- Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware gave KiOR, Inc., interim authority to obtain postpetition financing in an aggregate principal amount not to exceed $2,500,000 from Pasadena Investments, LLC, as administrative agent for a consortium of lenders. At the final hearing on the DIP request scheduled for Dec. 8, 2014, the Debtor will seek Court approval to obtain postpetition financing in an aggregate amount not to exceed $15,000,000. The DIP Loan accrues interest at 7.50%. Objections to the final approval of the DIP request are due Dec. 3. The proposed DIP facility will mature in six months. The Debtor, however, is required to comply with these milestones: Milestone Deadline --------- -------- Filing of Bid Procedures Motion Petition Date Entry of Interim DIP Order Within 3 Business Days After Petition Date Hearing on Bid Procedures Motion Dec. 1, 2014, provided that failure to meet such deadline will constitute a default and will mature into an event of default if such milestone is not met by Dec. 5, 2014. Entry of Bid Procedures Order Within 3 business days after hearing on Bid Procedures Motion. Entry of Final DIP Order Within 3 business days after hearing on Bid Procedures Motion Bid Submission Deadline Dec. 15, 2014 Auction (if necessary) Dec. 17, 2014 Sale Hearing Dec. 22, 2014, provided that failure to meet such deadline will constitute a default and will mature into an event of default if such milestone is not met by Dec. 30, 2014. Closing of Qualifying Cash Sale Jan. 15, 2015 Entry of Confirmation Order Feb. 12, 2015 Effective Date of Chapter 11 Plan Feb. 27, 2015 A copy of the DIP Financing Motion is available for free at: http://bankrupt.com/misc/KIOR_DIP_Loan_Motion.pdf The Court also gave the Debtors interim authority to use cash collateral securing their prepetition indebtedness. As of the Petition Date, the following amounts are outstanding under the Debtor's prepetition loan obligations: -- approximately $16,273,500 in principal under the Prepetition First Lien Obligations; -- approximately $95,700,000 under the 2013 Second Lien Obligations; -- approximately $10,400,000 under the 2014 Second Lien Note Documents; and -- approximately $115,000,000 under the Prepetition Third Lien Obligations. Pasadena Investments, LLC, the KFT Trust, Vinod Khosla, Trustee, and VNK Management, LLC, is represented by: Thomas E. Patterson, Esq. KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 Avenue of the Stars, 39th Floor Los Angeles, CA 90067 Tel: (310) 407-4035 E-mail: tpatterson@ktbslaw.com -- and -- Michael R. Nestor, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Tel: (302) 571-6699 Fax: (302) 576-3321 E-mail: mnestor@ycst.com The Third Lien Agent is represented by: Fred Neufeld, Esq. STRADLING, YOCCA, CARLSON & RAUTH P.C. 100 Wilshire Blvd., 4th Fl. Santa Monica, CA 90401 Tel: (424) 214-7043 E-mail: fneufeld@sycr.com -- and -- Karen B. Skomorucha Owens, Esq. ASHBY & GEDDES 500 Delaware Avenue, P.O Box 1150 Wilmington, DE 19899 Tel: (302) 504-3725 E-mail: KOwens@ashby-geddes.com About Kior Inc. KiOR, Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No. 14-12514) on Nov. 9, 2014, in Delaware, Mark W. Wege, Esq., at Wilmington, in Houston, Texas, serves as counsel to the Debtor. The Debtor estimated up to $58.27 million in assets and up to $261.3 million in liabilities. KIOR INC: Employs Epiq as Administrative Advisor ------------------------------------------------ KiOr, Inc., seeks authority from the U.S. Bankruptcy Court for the District of Delaware to employ Epiq Bankruptcy Solutions, LLC, as administrative advisor to provide the following services: (a) assisting with, among other things, solicitation, balloting and tabulation and calculation of votes, as well as preparing any appropriate reports, as required in furtherance of confirmation of plan(s) of reorganization; (b) generating an official ballot certification and testifying, if necessary, in support of the ballot tabulation results; (c) gathering data in conjunction with the preparation, and assist with the preparation, of the Debtor?s schedules of assets and liabilities and statements of financial affairs; (d) generating, providing and assisting with claims objections, exhibits, claims reconciliation, and related matters; (e) providing a confidential data room; (f) generating, assisting with and providing strategic communications advice, strategy and expertise, as needed; (g) managing any distributions pursuant to a confirmed plan of reorganization; and (h) providing other claims processing, noticing, solicitation, balloting and Administrative Services described in the Services Agreement. A hearing on the employment application is scheduled for Dec. 8, 2014, at 1:00 p.m. (EST). Objections are due Dec. 1. About Kior Inc. KiOR, Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No. 14-12514) on Nov. 9, 2014, in Delaware, Mark W. Wege, Esq., at Wilmington, in Houston, Texas, serves as counsel to the Debtor. The Debtor estimated up to $58.27 million in assets and up to $261.3 million in liabilities. The Debtor is represented by Mark W. Wege, Esq., Edward L. Ripley, Esq., and Eric M. English, Esq., at King & Spalding, LLP, in Houston, Texas; and John Henry Knight, Esq., Michael Joseph Merchant, Esq., and Amanda R. Steele, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware. The Debtor's financial advisor is Alvarez & Marsal. Guggenheim Securities, LLC, is the Debtor's investment banker. Epiq Bankruptcy Solutions, LLC, is the Debtor's claims and noticing agent. Pasadena Investments, LLC, as administrative agent for a consortium of lenders, committed to provide up to $15,000,000 in postpetition financing. The DIP Agent is represented by Thomas E. Patterson, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles, California, and Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware. KLX INC: S&P Assigns 'BB' Rating to $1.2BB Sr. Unsecured Notes -------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB' issue-level rating and '4' recovery rating to KLX Inc.'s proposed $1.2 billion senior unsecured notes. The '4' recovery rating indicates S&P's expectation for average recovery (30%-50%) in a payment default scenario. The company will use the proceeds from the notes to pay a one-time $750 million dividend to its former parent, B/E Aerospace Inc., and to provide initial liquidity. KLX will be spun-off from BE Aerospace in mid-Dec. and the note proceeds will be placed in escrow pending the completion of the spin-off. RATINGS LIST KLX Inc. Corporate Credit Rating BB/Stable/-- New Ratings KLX Inc. $1.2 billion senior unsecured notes BB Recovery Rating 4 LAKSHMI HOSPITALITY: Court Denies EBT's Bid to Dismiss Case ----------------------------------------------------------- The Hon. Margaret M. Mann denied the request of Enterprise Bank and Trust for a dismissal of the Chapter 11 case of Lakshmi Hospitality Group LLC for lack of venue or in alternative, a transfer of the case venue to the Eastern District of Missouri. As reported in the Troubled Company Reporter on Nov. 11, 2014, Enterprise Bank and Trust insisted that the Debtor is a Missouri limited liability company and that at the time of the bankruptcy filing, (1) all of the Debtor's assets were in Missouri, including bank accounts, (2) all of the Debtor's employees were in Missouri, and (3) the bulk of the Debtor's creditors were from Missouri or the Midwest. EBT asserted that (i) venue is not proper in the Southern District of California because there is no true nerve center in that region, and (ii) transfer of the case to the Eastern District of Missouri is appropriate. About Lakshmi Hospitality Group Lakshmi Hospitality Group, LLC, owner of a hotel in Fenton, Missouri, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Cal. Case No. 14-07199) in San Diego, California, on Sept. 5, 2014. Plyush Mehta signed the petition as authorized signatory. The Debtor disclosed total assets of $12.7 million and total liabilities of $8.1 million. The case is assigned to Judge Margaret M. Mann. The Debtor has tapped J. Bennett Friedman, Esq., at Friedman Law Group, P.C., in Los Angeles, as counsel. * * * The U.S. Trustee is currently continuing the meeting of creditors pursuant to Sec. 341(a) of the Bankruptcy Code in the Debtor's case to Dec. 2, at 10:00 a.m., in San Diego, California. LAKSHMI HOSPITALITY: Friedman Replies to Issues With its Hiring --------------------------------------------------------------- Friedman Law Group, P.C., proposed bankruptcy counsel to Lakshmi Hospitality Group, LLC, submitted a reply to the U.S. Trustee's opposition to the Debtor's application to employ the Firm. Stephen F. Biegenzahn, Esq., of Friedman Law, notes that in summary, the U.S. Trustee complained: -- that the motion combines two application into one; -- that any treatment of interim compensation must be a separate written request of the court; -- about the "earned receipt" provisions in the retention agreement; and -- about the arbitration provisions in the retention agreement. Mr. Biegenzahn says that the application sought to comply with the contentions raised. He asserts that the application stated explicitly that the Firm intends to make a separate request of the Court for payment procedure. The Firm, Mr. Biegenzahn further asserts, caused a separate motion for the establishment of interim fee procedure in conformity with the fee procedure motion. He maintains that the fee procedure motion should resolve the U.S. Trustee's concerns over the Firm's treatment of the Debtor's prepetition retainer. With respect to the criticism by the U.S. Trustee regarding the arbitration provisions included in the Firm's retention letter, suffice it to say that they are included, in part, because the California Business & Professions Code mandates fee arbitration for professionals, Mr. Biegenzhan says. Moreover, he adds, the provisions relating to the American Arbitration Association relate only to the eventuality that the Debtor files a "malpractice/ negligence claim against the firm." About Lakshmi Hospitality Group Lakshmi Hospitality Group, LLC, owner of a hotel in Fenton, Missouri, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Cal. Case No. 14-07199) in San Diego, California, on Sept. 5, 2014. Plyush Mehta signed the petition as authorized signatory. The Debtor disclosed total assets of $12.7 million and total liabilities of $8.1 million. The case is assigned to Judge Margaret M. Mann. The Debtor has tapped J. Bennett Friedman, Esq., at Friedman Law Group, P.C., in Los Angeles, as counsel. * * * The U.S. Trustee is currently continuing the meeting of creditors pursuant to Sec. 341(a) of the Bankruptcy Code in the Debtor's case to Dec. 2, at 10:00 a.m., in San Diego, California. LDK SOLAR: Court Okays Joint Administration of 3 Chap. 11 Cases --------------------------------------------------------------- The Hon. Peter J. Walsh has approved the joint administration of the Chapter 11 cases of LDK Solar Systems, Inc., LDK Solar USA, Inc., and LDK Solar Tech USA, Inc. for procedural purposes. The pleadings filed in the Debtors' Chapter 11 cases shall bear consolidated caption in the following form: In re Chapter 11 LDK SOLAR SYSTEMS, INC., et al., Case No. 14-12384 (PJW) Debtors Jointly Administered About LDK Solar LDK Solar Co., Ltd. -- http://www.ldksolar.com-- based in Hi- Tech Industrial Park, Xinyu City, Jiangxi Province, People's Republic of China, is a vertically integrated manufacturer of photovoltaic products, including high-quality and low-cost polysilicon, solar wafers, cells, modules, systems, power projects and solutions. LDK Solar was incorporated in the Cayman Islands on May 1, 2006, by LDK New Energy, a British Virgin Islands company wholly owned by Xiaofeng Peng, LDK's founder, chairman and chief executive officer, to acquire all of the equity interests in Jiangxi LDK Solar from Suzhou Liouxin Industry Co., Ltd., and Liouxin Industrial Limited. LDK Solar in February 2014 filed in the Cayman Islands for the appointment of provisional liquidators, four days before it was due to make a $197 million bond repayment. Its Joint Provisional Liquidators are Tammy Fu and Eleanor Fisher, both of Zolfo Cooper (Cayman) Limited, on Oct. 22. In September 2014, LDK Solar, LDK Silicon and LDK Silicon Holding Co., Limited each applied to file an originating summons to commence their restructuring proceedings in the High Court of Hong Kong. On Oct. 21, 2014, three U.S. subsidiaries of LDK Solar, LDK Solar Systems, Inc., LDK Solar USA, Inc. and LDK Solar Tech USA, Inc. filed voluntary petitions to reorganize under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The lead case is In re LDK Solar Systems, Inc. (Bankr. D. Del., Case No. 14-12384). On Oct. 21, 2014, LDK Solar filed a petition in the same U.S. Bankruptcy Court for recognition of the provisional liquidation proceeding in the Grand Court of the Cayman Islands. The Chapter 15 case is In re LDK Solar CO., Ltd. (Bankr. D. Del., Case No. 14- 12387). The U.S. Debtors' General Counsel is Jessica C.K. Boelter, Esq., at Sidley Austin LLP, in Chicago, Illinois. The U.S. Debtors' Delaware counsel is Robert S. Brady, Esq., Maris J. Kandestin, Esq., and Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP, in Wilmington, Delaware. The U.S. Debtors' financial advisor is Jefferies LLC. The Debtors' voting and noticing agent is Epiq Bankruptcy Solutions, LLC. The U.S. Debtors commenced the Chapter 11 Cases in order to implement the prepackaged plan of reorganization, with respect to which the U.S. Debtors launched a solicitation of votes on September 17, 2014 from the holders of LDK Solar's 10% Senior Notes due 2014, as guarantors of the Senior Notes, and required such holders of the Senior Notes to return their ballots by October 15, 2014. Holders of the Senior Notes voted overwhelmingly in favor of accepting the Prepackaged Plan. LDR INDUSTRIES: Authorized to Incur $2MM Financing from JPMorgan ---------------------------------------------------------------- The Bankruptcy Court, in a modified final order, authorized LDR Industries, LLC, to i) obtain postpetition financing which will consist of (a) a revolving credit line in the amount of $2 million; and ii) use cash collateral in which JPMorgan Chase Bank, N.A., lender, asserts an interest. As adequate protection from any diminution in value of the lender's collateral the Debtor will grant the lender replacement liens, a superpriority administrative expense claim status, subject to carve out on certain expenses. The Court also extended until Dec. 9, 2014, the period for the Official Committee of Unsecured Creditors to (a) challenge the validity, enforceablity, priority or extent of the prepetition indebtedness or lender's liens on the collateral, or lender's liens on the collateral. The financing interest will accrue and be payable on the amounts outstanding under the DIP Facility before the default at the CB Floating rate plus 100 basis points. After the default, the applicable interest rates will all increase by 200 basis points. The financing will terminate on Dec. 31, on on the occurrence of a termination event. The financing is also subject to theses sale benchmarks: -- Dec. 31 closing of assets sale; -- Nov. 7 letter of non-binding letter of intent for a qualifying sale; and -- by Dec. 5, the Debtor will execute an asset purchase agreement with a prospective purchaser. About LDR Industries For over 75 years, Chicago-based LDR Industries and its predecessor companies have engaged in the distribution of plumbing products to the home improvement industry, including faucets, showers, sinks, toilet seats and variety of other specialty lines such as lead-free valves. LDR Industries, LLC, sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 14-32138) in Chicago, Illinois on Sept. 2, 2014, with plans to sell the business following a dispute with the U.S. Customs. The bankruptcy case is assigned to Honorable Judge Pamela S. Hollis. The Debtor is represented by attorneys at Reed Smith LLP. The Debtor disclosed $27,538,561 in assets and $29,751,647 in liabilities as of the Chapter 11 filing. LEVEL 3 COMMUNICATIONS: S&P Rates $600MM Sr. Notes Due 2023 'B' --------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' issue-level rating and '6' recovery rating to Broomfield, Colo.-based global telecommunications provider Level 3 Communications Inc.'s (Level 3) $600 million senior notes due 2023. The '6' recovery rating indicates S&P's expectation for negligible (0% to 10%) recovery for unsecured creditors in the event of a payment default. The company will use proceeds, along with cash, to redeem all of the outstanding $605 million 11.875% senior notes due 2019, including associated premiums and accrued interest. On Nov. 5, 2014, S&P raised its ratings on Level 3 after it acquired TW Telecom Inc. TW Telecom extends Level 3's reach into metropolitan markets and enables Level 3 to carry more traffic on- network. The TW Telecom acquisition will also boost the portion of Level 3 revenues that come from enterprise core network services, which S&P views as the most competitively defensible and stable segment. RATINGS LIST Level 3 Communications Inc. Corporate credit rating BB-/Stable/-- New Rating $600 mil. sr. unsecured nts due 2023 B Recovery rating 6 LIGHTSQUARED INC: Harbinger Urges Judge Not to Junk Suit v. Dish ---------------------------------------------------------------- Joseph Checkler, writing for Daily Bankruptcy Review, reported that Philip Falcone's Harbinger Capital Partners is urging a Colorado judge not to throw out its lawsuit against Dish Network Corp. and Dish Chairman Charlie Ergen, saying they "fraudulently deprived Harbinger of control of LightSquared when it was needed most." According to the report, in a filing with U.S. District Court in Denver, lawyers for Harbinger said Dish and Mr. Ergen followed a plan to "unlawfully strip Harbinger of its rights to control LightSquared " so they could acquire the wireless venture out of bankruptcy at a "fire-sale price." About LightSquared Inc. LightSquared Inc. and 19 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on May 14, 2012, to resolve regulatory issues that have prevented it from building its coast-to-coast integrated satellite 4G wireless network. LightSquared had invested more than $4 billion to deploy an integrated satellite-terrestrial network. In February 2012, however, the U.S. Federal Communications Commission told LightSquared the agency would revoke a license to build out the network as it would interfere with global positioning systems used by the military and various industries. In March 2012, the Company's partner, Sprint, canceled a master services agreement. LightSquared's lenders deemed the termination of the Sprint agreement would trigger cross-defaults under LightSquared's prepetition credit agreements. LightSquared and its prepetition lenders attempted to negotiate a global restructuring that would provide LightSquared with liquidity and runway necessary to resolve its issues with the FCC. Despite working diligently and in good faith, however, LightSquared and the lenders were not able to consummate a global restructuring on terms acceptable to all interested parties. Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to the Debtors. Alvarez & Marsal North America, LLC, is the financial advisor. Kurtzman Carson Consultants LLC serves as claims and notice agent. LLRIG TWO: Amends List of Largest Unsecured Creditors ----------------------------------------------------- LLRIG Two, LLC, aka Lost Lake Resort LLC/Lost Lake Development LLC, submitted a new list of its top largest unsecured creditors. Stephen R. Dawson was added to the list of creditors. The amended list comprises of: Entity Nature of Claim Claim Amount ------ --------------- ------------ Stephen R. Dawson "Wilson Note" $530,000 14419 Greenwood Ave N Ste A-205 Seattle, WA 98133 Lee Wilson and Lori Wilson Claim against $530,000 1305 32d Ave East estate property Tacoma, WA 98403 Jeffrey Graham Claims against $530,000 523 N D St property Tacoma, WA 98403 Stewart Title Company Indemnity Claim $292,250 c/o Atty Chas Sirianni 999 Third Ave-3650 Seattle, WA 98104 WCEM Alleged Debt $60,000 IRS Central Insolvency Taxes $24,821 John S Mills, Atty at Law Legal service Unknown Lost Lake Resort Unknown RV Resort Management LLC Unknown RV Resort Management LLC Unknown RV Resort Management LLC Unknown About LLRIG Two Tacoma, Washington-based LLRIG Two, LLC, aka Lost Lake Resort LLC, aka Lost Lake Development LLC, sought protection under Chapter 11 of the Bankruptcy Code on Oct. 20, 2014 (Case No. 14-45610, Bankr. W.D. Wash.). The case is assigned to Judge Brian D. Lynch. The Debtor is represented by William L Beecher, Esq., at Beecher & Conniff, in Tacoma, Washington. The Debtor discloses total assets of $10.32 million and total liabilities of $5.47 million. * * * The Sec. 341(a) meeting of creditors in the case is currently scheduled for Dec. 17, 2014, at 12:30 p.m. at Courtroom J, Union Station. LONG BEACH: Wants Amendments to Purchase and Sale Agreements OK'd ----------------------------------------------------------------- Long Beach Medical Center, et al., and the Official Committee of Unsecured Creditors ask the Bankruptcy Court to approve amendments to the purchase and sale agreements, asset purchase agreement with Komanoff and MLAP Acquisition II LLC dated May 8, 2014, and receivership agreement relating to the sale of assets and properties of Long Beach Memorial Nursing Home, Inc. The amendment provide for, among other things, an increase in the aggregate cash portion of the nursing dome purchase price from $15.6 million to $15.825 million if a certificate of need is approved by the New York State Department of Health at a full 200 bed complement in exchange for an agreed bed reduction of $81,500 if DOH approves a CON for a reduced number of beds between 50 and 200 beds and thereafter, an agreed per bed reduction of $77,000 for any additional bed reduction under 150 beds. A copy of the terms is available for free at http://bankrupt.com/misc/LONGBEACH_277_sale_amendments.pdf About Long Beach Medical Center Long Beach Medical Center, formerly Long Beach Memorial Hospital, was a 162-bed, community-based hospital offering primary, acute, emergency and long-term health care to residents of Long Beach, New York. Founded in 1922, LBMC was a teaching facility for the New York College of Osteopathic Medicine. LBMC was shut down after superstorm Sandy devastated the hospital in October 2012. Long Beach Memorial Nursing Home Inc, runs the The Komanoff Center for Geriatric and Rehabilitative Medicine, a 200-bed skilled nursing facility affiliated with LBMC. It provides services for residents requiring long term nursing home care and short term post-acute (sub-acute) care. Currently there are 127 residents of Komanoff. Long Beach Medical Center and Long Beach Memorial Nursing Home d/b/a The Komanoff Center for Geriatric and Rehabilitative Medicine, sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case Nos. 14-70593 and 14-70597) on Feb. 19, 2014. Long Beach Medical Center scheduled $17,400,606 in total assets and $84,512,298 in total liabilities. Garfunkel Wild P.C. serves as the Debtors' counsel. GCG, Inc., is the Debtors' claims and noticing agent. The Hon. Alan S. Trust presides over the cases. The U.S. Trustee has appointed three members to the official committee of unsecured creditors. The panel retained Klestadt & Winters, LLP, led by Sean C. Southard, Esq., as counsel. METROPOLITAN COLLEGE: Fitch Rates $68 Million Revenue Bonds 'BB' ---------------------------------------------------------------- Fitch Ratings has assigned a 'BB' rating to approximately $68 million of revenue bonds, series 2014, issued by Build NYC Resource Corporation on behalf of the Metropolitan College of New York (MCNY). The bonds are expected to be sold via negotiation on or about the week of Dec. 1, 2014. Proceeds will be used to finance the acquisition and renovation of space in a building at 40 Rector Street, fund capitalized interest, and pay costs of issuance. College equity will be used to refund the series 2005 bonds. The Rating Outlook is Stable. SECURITY The fixed-rate series 2014 bonds are general obligations of the college and secured by a mortgage on the 40 Rector Street Property and a pledge of unrestricted revenues. Bond documents include a debt service reserve fund, current debt service coverage covenant, and an additional bonds test. KEY RATING DRIVERS Limited Operating Flexibility: The 'BB' rating reflects MCNY's track-record of positive GAAP-based operating performance and financial cushion that offers some, but limited, capacity to absorb budgetary shocks. Partially offsetting factors include MCNY's small size; narrow market position in a competitive operating environment; modest enrollment dips in the last two fall semesters; a high pro forma debt burden; and significant student revenue dependence coupled with limited tuition raising flexibility. Small, Tuition-Dependent College: Similar to many private colleges, MCNY has high dependence on student-derived income, making enrollment management and expense controls critical to generate balanced operations and positive debt coverage. MCNY's small enrollment base makes it susceptible to enrollment declines, although concern is somewhat offset by the college's flexible cost structure, predominantly part-time faculty and no union presence. Adequate Balance Sheet: MCNY has slim but adequate balance sheet resources for the rating category. Available funds at Dec. 31, 2013 was $27.4 million, equal to a solid 104% of operating expenses and a slimmer 35% of pro forma debt ($73.5 million). Excluding college plans to make equity contributions of about $10 million at closing or within fiscal 2015, ratios remain consistent with the rating category at about 24% to debt and 65% to expenses. Historically Positive Margins: MCNY generated solid GAAP-based operating margins over the past five years. Management projects another positive year for the fiscal year ending Dec. 31, 2014, although not as strong as the solid 8.5% margin in fiscal 2013. High Debt Burden: MCNY's high debt burden is a credit concern. Current 2013 debt service ($3.9 million, primarily operating leases) was 13.8% of operating revenues, which Fitch considers high. Post issuance carrying charges will be higher. The college's track-record of generating positive debt service coverage only partially offsets this factor. MCNY is under contract to close on a $5.585 million loan related to academic space in the Bronx, which has a 2020 bullet payment. The college will either pay or refinance this bullet. Fitch believes MCNY has limited remarketing capacity at this time. However, it has slim but adequate reserves - even after planned equity contributions - to cover the loan payment upon maturity. RATING SENSITIVITIES Persistent Enrollment Volatility: Enrollment declines would negatively pressure financial performance and debt service coverage, leading to downward rating pressure. The college has very high reliance on student-generated revenues. Failure to Grow Financial Resources: A gradual increase in balance sheet resources over time is expected to at least partially replenish equity contributions, and therefore support financial flexibility, and manage the loan bullet maturity in 2020. Significant declines in financial resource could pressure the 'BB' rating. Dependence on Federal Programs: MCNY's students are highly dependent on federal grants and loans to pay tuition, and therefore changes in program rules and regulations have greater effect on the college than many other institutions. CREDIT PROFILE Founded in 1964, MCNY is a private, not-for-profit institution that offers certificate programs and associate and bachelor's degrees, as well as master's degrees in education, management, public affairs and administration. The college is accredited by the Middle States Association of Colleges and Schools, most recently reaffirmed in 2009 for a 10-year term. Enrollment in fall 2014 was about 1,228 students, of which 73% were undergraduates. Students are largely adult, non-traditional commuter students with an average age of 33-35 years. As a result, courses are structured to be accessible to working adults (day, evening, weekend) and include distance-learning components. The college operates three full semesters each academic year, which allows students to complete degrees under an accelerated time frame. Each field of study follows a cohort model whereby entering cohorts are recruited for each program three times a year to facilitate peer learning communities and support student retention. The college presently operates from its main Manhattan campus and an extension center in the Bronx, both of which are leased facilities. Bond proceeds will be used to acquire three upper floors and a portion of the first floor at 40 Rector Street (roughly 1.9 miles away from the current site) to relocate the Manhattan operations. Additionally, the college entered into an agreement in Aug. 2013 to purchase space in a building now under construction in the Bronx that is approximately 0.3 miles away from the existing extension center. The Bronx project is being financed with a loan from Goldman Sachs. TUITION-DEPENDENT INSTITUTION Similar to many other private colleges, MCNY is highly dependent on student-generated revenues, consistently about 90% of unrestricted operating revenues. This dependence underscores the importance of effective enrollment budgeting and management. Fall semester headcount ranged from 1,085 in 2009 to 1,277 in 2012. There was a 1.7% dip in fall 2012 to 1,255, and another 2.15% dip in fall 2014 to 1,228. The declines are a concern, although current enrollment levels are comparable - or stronger - than some in the last five years. MCNY's small size and academic niche make it highly susceptible to enrollment fluctuations. This concern is only partially offset by the college's flexible cost structure of predominantly part-time labor force and no union presence. While fall 2014 enrollment trended behind the prior year, overall management reports the college remains within budget. HISTORICALLY POSITIVE MARGINS After some turbulent financial years between 2005 and 2007, MCNY has generated operating surpluses since fiscal year 2009, averaging a solid 9.4% over that five year period. The fiscal 2013 operating margin, which Fitch adjusted for non-recurring investment returns, was solid at 8.5%. Management again projects balanced operations for the fiscal year ending Dec. 31, 2014, although it expects results will be lower than fiscal 2013. Additionally, management indicated that very moderate tuition increases of about 1%-2% are being contemplated going forward, which could lead to some margin compression. ADEQUATE FINANCIAL CUSHION MCNY's balance sheet has improved significantly in recent years, driven primarily by operating cash flow retention. The college is not historically a large fundraiser. Fitch defines available funds (AF) as cash and investments less permanently restricted net assets. As of Dec. 31, 2013, the most recent audit date, AF was $27 million, equal to 104% of operating expenses, and 97% of then- outstanding debt and operating leases. Fitch views these ratios as atypically strong for a 'BB' rated private college. However, MCNY plans to make equity contributions of about $10 million toward the Rector Street renovation and purchase, the Bronx site purchase, and the series 2005 refunding. Fitch adjusted fiscal 2013 AF for these equity contributions, which are expected to be made at closing and during fiscal 2015. Post issuance, adjusted AF of about $17 million is equal to 65% of pro forma debt ($73 million) and 23% of fiscal 2013 operating expenses. Fitch considers these ratios solid for the rating category, but notes that the nominal amount is small compared to many other colleges, and that MCNY may use unrestricted reserves to pay the $5.585 million bullet maturity in 2020. Fitch believes MCNY's ability to manage refinancing risk is limited, which makes building financial resources over time an important factor in maintaining the rating. HIGH DEBT BURDEN For the fiscal year ending Dec. 31, 2013, current debt service of $3.9 million was largely related to the college's facility leases. This represented 13.8% of fiscal 2013 operating revenues, which Fitch considers high. Pro forma maximum annual debt service (MADS) is about $4.7 million, excluding the loan bullet maturity discussed previously, and largely level through maturity. This results in an even higher high debt burden of about 16%. The $5.585 million loan from Goldman Sachs, related to the Bronx location, is expected to be a fixed-rate, interest-only obligation due in 2020. At that time the college will either refinance or pay the loan in full. Pro forma debt burden including the bullet maturity represented an exceptionally high burden of 33% of fiscal 2013 operating revenues. BOND AND LOAN SECURITY PROVISIONS Based on draft documents, the series 2014 bonds will have a current debt service coverage requirement of at least 1.1x starting in fiscal 2016, and 1.2x in fiscal 2017 and thereafter. Fitch understands that the documents will include a provision for hiring a consultant in the event coverage tests are not met, thus providing some time to return to covenanted levels. Failure to meet such debt service coverage provisions would result in default and possible debt acceleration. The 2014 bonds do not have a liquidity requirement. An additional bonds test has two parts: achieving at least 1.2x current debt service coverage for each of the most recent two consecutive years, and projections by a consultant acceptable to the trustee that coverage in the first two years after project completion would be at or greater than 1.2x. The college does not have any other debt plans at this time. There are preliminary bank loan documents for the separate Bronx facility financing. The loan could be accelerated for various reasons, including failure to meet any other debt obligation (principally the series 2014 bonds), loss of MCNY's academic accreditation, or failure to meet annual liquidity requirements. After the final loan closure (expected in Feb., 2015), MCNY must demonstrate at its fiscal year end, $10 million of net assets, of which $5 million must be liquid. Fitch does not rate the bank loan. POSITIVE DEBT SERVICE COVERAGE Much of the series 2014 debt service will be offset in the college's budget by existing facility lease payments. The college expects that, long-term, facility cost escalations will be contained due to the two projects. Maintenance of solid operating margins and positive debt service coverage are critical, given MCNY's slim balance sheet, planned equity contributions, high student fee reliance, and high debt burden. Current fiscal 2013 debt, based on adjusted operating results, was a solid 1.7x. Coverage of pro forma MADS ($4.7 million) would have been 1.4x, still a solid level for the rating category. As expected, fiscal 2013 operations do not cover MADS (about $9.7 million) when the 2020 bullet maturity is included. That coverage would be closer to 0.7x, highlighting the importance of growing balance sheet reserves over time. MILLENNIUM MULTIPLE: 10th Cir. Affirms Ruling in Aviva Dispute -------------------------------------------------------------- Aviva Life & Annuity challenges identical orders of the U.S. District Court for the Western District of Oklahoma sitting in its capacity as a bankruptcy appellate court. The district court entered the orders in two directly related cases brought by Aviva in the nature of interpleader pursuant to the Federal Interpleader Act, 28 U.S.C. Sections 1335, 2361, and Federal Rule of Civil Procedure 22. Aviva argues the court erred by limiting the scope of the interpleader relief granted. Exercising jurisdiction pursuant to 28 U.S.C. Sec. 158(d)(1), the United States Court of Appeals, Tenth Circuit affirmed. The case arises from the Chapter 11 bankruptcy proceedings of the Millennium Multiple Employer Welfare Benefit Plan. Prior to seeking the protection of the bankruptcy court, the Millennium Plan was an employee welfare benefit plan providing medical, disability, long term care, severance, and death benefits. Participants made contributions to the Millennium Plan, which then purchased life insurance policies (Policies) on the lives of the participants from Aviva and other insurance companies. The Millennium Plan used proceeds derived from the Policies to fund its benefit operations. In the event of the death of an insured participant, the Millennium Plan would receive the death benefit due under the policy. It would then pay death benefits to the participant's heirs in accordance with its obligations under a separate agreement between the Millennium Plan and the participant (Participation Agreement). The Millennium Plan was obligated to pay the premiums on the Policies, regardless of whether participants paid their contributions under the Participation Agreements. Conversely, the Participation Agreements required the Millennium Plan to provide covered benefits, even if Aviva denied coverage under the Policies. The Millennium Plan held the Policies for the collective benefit of all participants. It used the benefits paid under the Policies, along with the proceeds of loans taken against the cash surrender value of the Policies, as the primary source of funds for its various benefit operations. Thus, the participants were neither the legal owners nor the beneficiaries of the Policies. Instead, the Policies were owned by the Millennium Plan and benefits paid under the Policies, as well as the proceeds of loans secured by the Policies, were pooled for the collective benefit of all participants. In turn, the participants were entitled to only the benefits provided under the Participation Agreements. Several groups of participants and employers in multiple states brought lawsuits against the Millennium Plan, Aviva, and other insurance companies under a variety of legal theories. The claims asserted in these lawsuits were based on allegations that the defendants fraudulently induced the participants to enter into the Participation Agreements. Of importance to this appeal, Jerald White, Claudia White, and Diogenes Holdings, Inc. -- the Whites -- brought suit in Tennessee state court against the Millennium Plan, Aviva, and other insurance providers for fraud, negligent misrepresentation, civil conspiracy, violations of the Tennessee Insurance Code, violations of the Tennessee Consumer Protection Act, accounting malpractice, breach of fiduciary duty, unjust enrichment, and constructive and resulting trust. The Whites alleged agents of Aviva fraudulently induced them to enter into the Participation Agreements with the Millennium Plan by representing the Participation Agreements complied with section 419A(f)(6) of the Internal Revenue Code. Specifically, the Whites claimed Aviva's agents told them they could invest tax-deductible amounts in the Millennium Plan and later withdraw their investment tax-free. As the result of a 2005 Internal Revenue Service (IRS) audit, the Whites discovered the Participation Agreements did not comply with IRS regulations. The IRS served the Whites with a Notice of Deficiency, seeking more than $760,000 in taxes and penalties based on their participation in the Millennium Plan. The White Litigation seeks compensatory and punitive damages from Aviva, the Millennium Plan, and other insurers. Faced with the participant law suits, the Millennium Plan filed a Chapter 11 petition with the bankruptcy court and removed the White Litigation to federal court. As part of the bankruptcy proceedings, the Millennium Plan's bankruptcy trustee sued Aviva, alleging the Policies were property of the bankruptcy estate and Aviva should be ordered to tender the cash value of the Policies to the bankruptcy court. By doing so, the Millennium Plan exercised ownership over the Policies. In response, Aviva sought interpleader relief before the bankruptcy court and the U.S. District Court for the Western District of Oklahoma. According to Aviva, it would be subject to duplicative liability if forced to surrender the cash value of the Policies to the Millennium Plan's bankruptcy trustee, while simultaneously facing claims of ownership over the Policies from the participants. Aviva therefore sought an order "requiring the [participants] . . . to interplead any and all claims or potential claims they have asserted or may assert against [the] Policies and against Aviva relating to its obligations under [the] Policies." Additionally, Aviva sought "injunctive relief enjoining the [participants] from initiating or prosecuting any claims or proceedings against Aviva in any other Court affecting or which may affect those obligations, in order to protect Aviva from further exposure to potential dual liability and multiple, vexatious litigation." Ultimately, the bankruptcy court entered an order granting Aviva leave to deposit into the court registry the amount of $6,822,331.44, which was the net cash surrender value of the Policies owned by the Millennium Plan, including the Policies insuring the Whites. This effectively settled the Millennium Plan's claims of ownership over the Policies. With respect to the participants' claims against the Millennium Plan, the bankruptcy trustee distributed the assets of the bankruptcy estate, including the $6,822,331.44 cash value of the Policies, in accordance with the approved liquidation plan. Under the plan, the Whites received a distribution in full satisfaction of their claims against the Millennium Plan and its trustee. The Whites then moved to amend their complaint in the White Litigation to dismiss with prejudice the claims against the Millennium Plan and its trustee which had been resolved in the bankruptcy proceeding. In addition, the Whites dismissed their claims for constructive trust, unjust enrichment, and injunctive relief against Aviva. Importantly, the Whites' First Amended Complaint declares, "Plaintiffs . . . do not seek to recover the life insurance policies from [Aviva]. Nor do Plaintiffs seek to rescind those insurance policies. Indeed, Plaintiffs expressly acknowledge that legal and beneficial ownership of the . . . policies rests with the Millennium Plan." But the Whites continued to pursue tort claims against Aviva for common law fraud, negligent misrepresentation, civil conspiracy, insurance fraud under Tennessee law, violations of the Tennessee Consumer Protection Act of 1977, and breach of fiduciary duty. In response, Aviva petitioned the bankruptcy court for a permanent injunction pursuant to 28 U.S.C. Sec. 2361, enjoining the Whites and other participants from prosecuting any claims against Aviva that would expose it to dual liability with respect to its obligations under the Policies. Aviva argued the Whites' state law tort claims, if successful, would compel Aviva to disgorge the equivalent of the premiums it had received for the Policies, even though Aviva had already paid the cash value of the Policies to the Millennium Plan's bankruptcy estate. The bankruptcy court granted Aviva's petition, in part. It found that interpleader jurisdiction was appropriate and granted Aviva's request for an injunction with respect to any claims of legal or equitable ownership over the Policies. But the bankruptcy court denied injunctive relief for any claims for damages in tort flowing from the participants' reliance on Aviva's misrepresentations regarding the Millennium Plan because those claims were beyond the scope of the court's interpleader jurisdiction. Finally, the bankruptcy court dismissed Aviva's interpleader complaint with respect to the White Litigation because the Whites had voluntarily dismissed with prejudice all claims of ownership over the Policies. Aviva appealed the bankruptcy court's decision to the U.S. District Court for the Western District of Oklahoma, arguing the bankruptcy court erred by limiting the scope of its injunction. The district court agreed with the bankruptcy court's analysis and result. "In summary, interpleader relief does not permit Aviva to shield itself from its tort liability related to the separate Participation Agreements or to limit its total liability in tort to the value of the Polices. The key elements of interpleader?a single, identifiable asset and adverse claims to that asset?are not present in the Whites' remaining tort claims. We therefore hold the bankruptcy court and the district court, sitting in its capacity as a bankruptcy appellate court, correctly limited Aviva's interpleader remedy to allow the participants to pursue their state tort claims," the Tenth Circuit said. The case is, AVIVA LIFE AND ANNUITY COMPANY, fka Indianapolis Life Insurance Company, an Iowa insurance corporation, Appellant, v. JERALD WHITE, M.D.; CLAUDIA WHITE; DIOGENES HOLDINGS, INC., Appellees, No. 14-6006 and 14-6007 (10th Cir.). A copy of the Court's November 13, 2014 decision is available at http://bit.ly/1xJZo1Gfrom Leagle.com. Aviva is represented by: J. Michael Vaughan, Esq. WALTERS BENDER STROHBEHN & VAUGHAN, P.C. 2500 City Center Square 1100 Main Street Kansas City, MO 64105 Tel: (816) 421-6620 Fax: (816) 421-4747 E-mail: mvaughan@wbsvlaw.com - and - Joseph A. Friedman, Esq. KANE RUSSELL COLEMAN & LOGAN, P.C. 1601 Elm Street, Suite 3700 Dallas, TX 75201 Tel: 214-777-4200 Fax: 214-777-4299 E-mail: jfriedman@krcl.com The Appellee is represented by: Eric D. Madden, Esq. Brandon V. Lewis, Esq. REID COLLINS & TSAI, LLP Thanksgiving Tower 1601 Elm Street, 49th Floor Dallas, TX 75201 Tel: 214-420-8900 Fax: 214-420-8909 E-mail: emadden@rctlegal.com blewis@rctlegal.com - and - Kiran A. Phansalkar, Esq. CONNER & WINTERS 1700 One Leadership Square 211 North Robinson Oklahoma City, OK 73102-7101 Tel: (405) 272-5711 Fax: (405) 232-2695 E-mail: kphansalkar@cwlaw.com About Millennium Multiple Richardson, Texas-based Millennium Multiple Employer Welfare Benefit Plan filed for Chapter 11 bankruptcy protection on June 9, 2010 (Bankr. W.D. Okla. Case No. 10-13528). Peter Franklin, Esq., Doug Skierski, Esq., and Erin K. Lovall, at Franklin Skierski Lovall Hayward, LLP, in Dallas; and G. Blaine Schwabe, III, Esq., at Mock, Schwabe, Waldo, Elder, Reeves & Bryant, in Oklahoma City, Okla., assist the Company in its restructuring effort. Eric D. Madden, Esq., and Brandon V. Lewis, Esq., at Diamond McCarthy LLP, in Dallas; and Kyung S. Lee, Esq., at Diamond McCarthy LLP, and Kiran A. Phansalkar, Esq., at Conner & Winters LLP, serve as counsel to the Official Committee of Unsecured Creditors. The Company estimated its assets and debts at $50 million to $100 million as of the petition date. MOOG INC: S&P Rates New $250MM Unsecured Notes Due 2023 'BB' ------------------------------------------------------------ Standard & Poor's Rating Services assigned its 'BB' issue-level rating to Buffalo, N.Y.-based Moog Inc.'s proposed $250 million senior unsecured notes due 2022. The '5' recovery rating indicates expectation for modest recovery (10%-30%; lower half of the range) in the event of a payment default. Moog plans to use the proceeds to repay borrowings on its $1.1 billion revolving credit facility, the ratings on which are unchanged. S&P do not believe the proposed transaction will significantly alter the company's credit metrics, and S&P's rating and outlook on the company remain unchanged. S&P's rating on Moog reflects the company's significant niche positions within the cyclical and competitive commercial aerospace and industrial markets, as well as its modest scale and scope of operations compared with other companies in the aerospace and defense industry. S&P also expects its credit ratios to remain appropriate for the rating, with funds from operations to debt remaining about 30%-40% over the next two years, including the impact of any acquisitions. S&P assess the company's business risk as "satisfactory" and its financial risk as "intermediate." RECOVERY ANALYSIS Key analytical factors: -- S&P completed a recovery analysis of Moog and assigned its issue-level and recovery ratings to the company's $250 million senior unsecured notes due 2022. -- S&P valued the company on a going concern basis using a 6.0x multiple of its projected emergence EBITDA. S&P estimates that, for the company to default, EBITDA would need to decline significantly, representing a significant deterioration from the company's current state of business. Simulated default and valuation assumptions -- Simulated year of default: 2019 -- EBITDA at emergence: $150 million -- EBITDA multiple: 6.0x Simplified waterfall -- Net enterprise value (after administrative costs): $855 million -- Valuation split (obligors/nonobligors): 60%/40% -- Collateral value available to secured creditors: $620 Million -- Secured first-lien debt: $962 million -- Recovery expectations: 70%-90% (lower half of the range) -- Senior unsecured debt: $258 million -- Other pari passu unsecured claims: $342 million -- Recovery expectations: 10%-30% (lower half of the range) Note: All debt amounts include six months of prepetition interest. RATINGS LIST Moog Inc. Corporate Credit Rating BB+/Stable/-- New Rating Moog Inc. $250 mil. senior unsecured notes due 2022 BB Recovery Rating 5 NAARTJIE CUSTOM: Court OKs Ray Quinney as Panel's Local Counsel --------------------------------------------------------------- Bankruptcy Judge William T. Thurman authorized the Official Committee of Unsecured Creditors in the Chapter 11 case of Naartjie Custom Kids, Inc., to retain Ray Quinney & Nebeker P.C. as its local counsel, nunc pro tunc to Sept. 23, 2014. RQN shareholders and directors with primary responsibilities on the case and their hourly rates are: Michael R. Johnson $375 David H. Leigh $305 Mr. Leigh has agreed to an hourly rate of $300 until Jan. 31, 2015. Other attorneys and paralegals may from time to time serve the Committee in connection with the matters. The hourly rates of these personnel are: Shareholders $280 - $390 Of counsels $255 - $300 Associates $190 - $250 Paralegals $120 - $150 To the best of the Committee's knowledge, RQN is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael R. Johnson, Esq. David H. Leigh, Esq. RAY QUINNEY & NEBEKER P.C. 36 South State Street, 14th Floor Salt Lake City, UT 84111 Tel: (801) 532-1500 Fax: (801) 532-7543 E-mail: mjohnson@rqn.com dleigh@rqn.com About Naartjie Custom Kids Naartjie Custom Kids, Inc., which designs, manufactures and sells children's clothing, accessories and footwear for ages newborn through 10 years old, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Utah Case No. 14-29666) on Sept. 12, 2014. The case is assigned to Judge William T. Thurman. The Debtor's counsel is Annette W. Jarvis, Esq., Jeffrey M. Armington, Esq., Benjamin J. Kotter, Esq., and Michael F. Thomson, Esq., at Dorsey & Whitney LLP, in Salt Lake City, Utah. The Official Committee of Unsecured Creditors is represented by Pachulski Stang Ziehl & Jones LLP as its counsel. Ray Quinney & Nebeker P.C. serves as local counsel. FTI Consulting, Inc. serves as its financial advisor. NAARTJIE CUSTOM: Hilco to Get $50,000 TF for Disposing Assets ------------------------------------------------------------- Naartjie Custom Kids, Inc., disclosed the terms of employment of Hilco IP Services LLC, doing business as Hilco Streambank as exclusive agent to market and sell, assign, license, or otherwise dispose of certain assets. As reported in the Troubled Company Reporter on Nov. 7, 2014, Hilco Streambank has been retained to sell the NaartjieR Kids brand and the Company's interests in its South African subsidiary. The assets include the worldwide trademark portfolio, the NaartjieKids.com e-commerce platform, customer files and domain names. The assets also include the Company's interests in its wholly owned South African subsidiary ZA One. The assets will be sold through a chapter 11 bankruptcy sale process. The bid deadline has been set for Nov. 21, 2014. Pursuant to an agreement dated Oct. 21, 2014, Hilco will market and manage the sale of the assets. The Debtor will provide Hilco with an engagement fee in the amount of $50,000, plus a transaction fee. The engagement fee will be credited against the transaction fee. The Debtor has agreed to pay a commission to Hilco based on a percentage of aggregate proceeds generated from the sale, assignment, license, or other dispositions of the assets as: a. 10% of the amount of aggregate net proceeds in excess of $2,900,000 up to $3,900,000; plus b. 12.5% of the amount by which the aggregate net proceeds exceed $3,900,000 up to $5,000,00; plus c. 15% of the amount by which the aggregate net proceeds exceed $5,000,000. To the best of the Debtor's knowledge, Hilco is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Naartjie Custom Kids Naartjie Custom Kids, Inc., which designs, manufactures and sells children's clothing, accessories and footwear for ages newborn through 10 years old, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Utah Case No. 14-29666) on Sept. 12, 2014. The case is assigned to Judge William T. Thurman. The Debtor's counsel is Annette W. Jarvis, Esq., Jeffrey M. Armington, Esq., Benjamin J. Kotter, Esq., and Michael F. Thomson, Esq., at Dorsey & Whitney LLP, in Salt Lake City, Utah. NAARTJIE CUSTOM: Pachulski Stang Approved as Committee Counsel -------------------------------------------------------------- Bankruptcy Judge William T. Thurman authorized the Official Committee of Unsecured Creditors in the Chapter 11 case of Naartjie Custom Kids, Inc., to retain Pachulski Stang Ziehl & Jones LLP as its counsel nunc pro tunc to Sept. 23, 2014. The principal attorneys and paralegals designated to represent the Committee and their standard hourly rates are: Jeffrey N. Pomerantz, partner $875 Bradford J. Sandler, partner $775 Teddy M. Kapur, partner $550 Patricia Jeffries, paralegal $295 The firm agreed with the Committee to make adjustments to its compensation for services rendered and expenses incurred in the matter. PZSJ will not seek compensation for travel time to and from Salt Lake City Area, but the firm will seek reimbursement of its expenses related to the travel. The firm can be reached at: Jeffrey N. Pomerantz, Esq. Bradford J. Sandler, Esq. Teddy M. Kapur, Esq. PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Blvd., 13th Floor Los Angeles, CA 90067 Tel: (310) 277-6910 E-mails: jpomerantz@pszjlaw.com bsandler@pszjlaw.com tkapur@pszjlaw.com To the best of the Committee's knowledge, PSZJ is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Naartjie Custom Kids Naartjie Custom Kids, Inc., which designs, manufactures and sells children's clothing, accessories and footwear for ages newborn through 10 years old, sought protection under Chapter 11 of the Bankruptcy Code on Sept. 12, 2014 (Bankr. D. Utah Case No. 14- 29666). The case is assigned to Judge William T. Thurman. The Debtor's counsel is Annette W. Jarvis, Esq., Jeffrey M. Armington, Esq., Benjamin J. Kotter, Esq., and Michael F. Thomson, Esq., at Dorsey & Whitney LLP, in Salt Lake City, Utah. The Official Committee of Unsecured Creditors is represented by Pachulski Stang Ziehl & Jones LLP as its counsel. Ray Quinney & Nebeker P.C. serves as local counsel. FTI Consulting, Inc. serves as its financial advisor. NEXEO SOLUTIONS: S&P Lowers CCR to 'B'; Outlook Stable ------------------------------------------------------ Standard & Poor's Ratings Services lowered its corporate credit rating on Texas-based Nexeo Solutions LLC to 'B' from 'B+'. The outlook is stable. At the same time, S&P lowered its issue rating on the company's senior secured term loan to 'B' from 'B+' and revised its recovery rating on this debt to '3' from '4', indicating S&P's expectation of meaningful recovery (50% to 70%) in the event of a payment default. S&P also lowered its issue rating on the company's senior subordinated notes to 'CCC+' from 'B-'. The recovery rating on this debt is '6', indicating S&P's expectation for a negligible recovery (0% to 10%) in the event of a payment default. "The downgrade reflects greater-than-expected acquisition, integration, and restructuring costs, which have weakened EBITDA margins and credit measures beyond our earlier expectations," said Standard & Poor's credit analyst Seamus Ryan. Nexeo has completed several acquisitions and divested its composites business in 2014, incurring significant costs. The company also continues to experience costs associated with improving its cost structure to position it for longer-term growth. These costs have more than offset operating performance improvements and have led to weaker adjusted EBITDA margins and debt to EBITDA above 6.0x. Because of this increase in debt leverage, S&P no longer adjust its 'b' anchor upward by one notch as a result of its comparable rating analysis modifier. S&P believes Nexeo's credit measures are in line with other financial sponsor-owned companies S&P deems as having "highly leveraged" financial risk profiles. The ratings on Nexeo reflect S&P's assessment of the company's business risk profile as "fair" and its financial risk profile as "highly leveraged". Although S&P believes the company's credit measures will benefit from industry growth and acquisitions over the longer term, continued integration and restructuring costs will likely limit improvement over the next year. The stable outlook on Nexeo Solutions LLC reflects S&P's expectations that favorable demand trends and the integration of recent acquisitions will allow the company to gradually reduce leverage from current levels. S&P do not believe the company will increase debt to fund further acquisitions or return cash to shareholders over the next year. At the rating, S&P expects the company to maintain debt to EBITDA below 7.0x pro forma for any acquisitions. S&P could lower the ratings if an unfavorable product-mix shift, unexpected volume deterioration, or problems integrating recent acquisitions lead to stagnant revenue and gross margins declining by over 50 basis points in 2015. Such a scenario could result in debt to EBITDA above 7.0x, with limited likelihood of improvement within 12 months. S&P could also lower ratings if additional debt pushes leverage to this same level. S&P could raise ratings if Nexeo were to improve product mix, selling prices, or improve its cost structure to the point where S&P would expect the company to sustain adjusted EBITDA margins above 4%. Such a scenario could result in debt to EBITDA at or below 5.0x. NEXT 1 INTERACTIVE: Warren Kettlewell Quits as Director ------------------------------------------------------- Warren Kettlewell resigned from his position as director of Next 1 Interactive, Inc., effective Nov. 10, 2014. The resignation did not involve any disagreement with the Company, according to a regulatory filing with the U.S. Securities and Exchange Commission. About Next 1 Interactive Weston, Fla.-based Next 1 Interactive, Inc., is the parent company of RRTV Network (formerly Resort & Residence TV), Next Trip -- its travel division, and Next One Realty -- its real estate division. The Company is positioning itself to emerge as a multi revenue stream "Next Generation" media-company, representing the convergence of TV, mobile devices and the Internet by providing multiple platform dynamics for interactivity on TV, Video On Demand (VOD) and web solutions. The Company has worked with multiple distributors beta testing its platforms as part of its roll out of TV programming and VOD Networks. The list of multi- system operators the Company has worked with includes Comcast, Cox, Time Warner and Direct TV. At present the Company operates the Home Tour Network through its minority owned/joint venture real estate partner -- RealBiz Media. As of July 17, 2012, the Home Tour Network features over 4,300 home listings in four cities on the Cox Communications network. The Company incurred a net loss of $18.29 million on $1.56 million of total revenues for the year ended Feb. 28, 2014, as compared with a net loss of $4.23 million on $987,115 of total revenues for the year ended Feb. 28, 2013. The Company's balance sheet at Aug. 31, 2014, showed $4.43 million in total assets, $13 million in total liabilities and a $8.56 million total stockholders' deficit. D'Arelli Pruzansky, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Feb. 28, 2014. The independent auditors noted that the Company has incurred net losses of $18,295,802 and net cash used in operations of $4,590,428 for the year ended Feb. 28, 2014, and the Company had an accumulated deficit of $87,625,076 and a working capital deficit of $13,549,796 at Feb. 28, 2014. These conditions raise substantial doubt about the Company's ability to continue as a going concern. Bankruptcy Warning "If we continue to experience liquidity issues and are unable to generate revenue, we may be unable to repay our outstanding debt when due and may be forced to seek protection under the federal bankruptcy laws," the Company said in its fiscal 2013 Annual Report. NORBORD INC: S&P Revises Outlook to Stable & Affirms 'BB-' CCR -------------------------------------------------------------- Standard & Poor's Ratings Services said it revised its outlook on Toronto-based wood products producer Norbord Inc. to stable from positive. At the same time, Standard & Poor's affirmed its 'BB-' long-term corporate credit rating on the company and its 'BB-' issue-level rating on Norbord's senior secured notes. The '3' recovery rating on the notes is unchanged. "The outlook revision reflects our expectation that North Central oriented strand board prices will remain below 2012 average levels over the next couple of years, resulting in an adjusted debt-to- EBITDA ratio in the mid-2x area over the next 12 months, which we believe is consistent with an aggressive financial risk profile after incorporating the very high volatility in the company's credit measures," said Standard & Poor's credit analyst Jamie Koutsoukis. "In our opinion, the North American oriented strand board (OSB) market is oversupplied due to the restart of six mothballed mills in 2013 and the slower-than-expected pace of the U.S. housing recovery. Despite these market conditions, we expect OSB prices to recover over the next couple of years, albeit at a slower pace than previously expected. Standard & Poor's economists forecast U.S. housing starts of about 1.0 million in 2014 and 1.3 million in 2015, which we believe will result in a significant uptick in demand and supports our expectation of average North Central OSB prices of about US$245 per thousand square feet next year," S&P noted. The stable outlook reflects Standard & Poor's expectation that U.S. housing starts will increase to about 1.3 million next year, thereby increasing North Central OSB prices and improve Norbord's adjusted debt-to-EBIDTA ratio in the next 12 months to the mid-2x area. S&P could raise the rating on Norbord if its debt-to-EBITDA ratio falls below 2x in the next 12 months, which may occur if housing construction data are stronger than expected resulting in commodity OSB prices that are significantly higher than S&P's forecast. S&P could also raise the rating if free operating cash flow is used to reduce leverage, or if Norbord makes investments that result in more stable earnings and an improvement in the firm's business risk profile. S&P could lower the rating on Norbord if its debt-to-EBITDA ratio approaches 5x over the next 12 months, which could occur if housing construction data are softer than expected resulting in commodity OSB prices that are significantly lower than S&P's forecast. NOVOLEX HOLDINGS: S&P Rates Proposed $965-Mil. Loans 'B' -------------------------------------------------------- Standard & Poor's Ratings Services assigned a 'B' issue-level rating to Novolex Holdings Inc.'s proposed $125 million revolving credit facility and $840 million first-lien term loan. The recovery rating is '3', indicating S&P's expectation for meaningful (in the upper end of the 50% to 70% range) recovery in the event of payment default. S&P also assigned a 'CCC+' issue- level rating to the company's proposed $275 million second-lien term loan. The recovery rating is '6', indicating S&P's expectation for negligible (0% to 10%) recovery in the event of payment default. All ratings are based on preliminary terms and conditions. The 'B' corporate credit rating on the company is unchanged. The outlook is stable. The proposed debt issuance will be used to fund the acquisition of Packaging Dynamics (B/Negative/--), refinance existing indebtedness, and pay transaction fees and expenses. S&P expects that the $125 million revolving credit facility will be undrawn at close of transaction. "The ratings on Novolex reflect the company's relatively low [albeit improving] EBITDA margins, narrow geographic focus on the U.S. market, the threat of legislation banning plastic bags in certain states, and the potential that over time changing consumer preferences could lead to reduced demand for paper and plastic bags," said Standard & Poor's credit analyst Daniel Krauss. Partially offsetting these factors are the company's ability to pass through raw material fluctuations in a timely manner, its track record of realizing cost synergies following acquisitions, an improving level of product diversity with the Packaging Dynamics acquisition, and our expectation that debt leverage will remain appropriate for the current rating. With pro forma revenues of about $1.9 billion, the company is a leading U.S. manufacturer of plastic and paper bags, as well as paper food packaging and films which primarily service the retail, grocery, and food service end markets. We assess the company's business risk profile as "fair" and financial risk profile as "highly leveraged". The outlook is stable. Based on Standard & Poor's outlook for modest U.S. GDP growth and increased consumer spending in 2015 and 2016, S&P expects that EBITDA should gradually improve from pro forma levels. At the current rating, S&P expects the company will be able to maintain adjusted debt to EBITDA of between 5x to 6x (pro forma for acquisitions). S&P assumes that management and Wind Point Partners, the company's private-equity owner, will be supportive of credit quality, and thus have not factored into S&P's analysis any meaningful debt-funded distributions. S&P expects that the company will continue to look to supplement organic growth with growth through acquisitions aimed at extending its scope and reach. S&P could raise the ratings by one notch in the next 12 months if the company is able to successfully integrate the acquisition and achieve the targeted synergies. Based on S&P's scenario forecasts, it could consider an upgrade if organic revenues grow by more than 5%, combined with at least a 100 basis point improvement in EBITDA margins beyond our expectations. In this scenario, S&P would expect that debt to EBITDA would drop to below 5x (pro forma for acquisitions). To consider higher ratings, S&P would also need further insight into the company's financial policies, and gain comfort that adjusted debt leverage would remain below 5x even after factoring in the potential for additional debt-funded acquisitions or dividends. S&P could lower the ratings if operating performance was significantly weaker than S&P's expectations, which could result from shifts in consumer preferences, increased legislative pressures, or unexpected difficulties during the integration process. Based on S&P's scenario forecasts, it could consider a modestly lower rating if revenues dropped by 5% combined with a reduction in EBITDA margins by 200 basis points or more beyond S&P's expectations. In such a scenario S&P would expect debt to EBITDA weakening to above 6x (pro forma for acquisitions). S&P ould also consider a downgrade if the company pursued a large debt-funded acquisition or dividend recap, or if free cash flow deteriorated and caused S&P to revise its liquidity assessment to "less than adequate". NPS PHARMACEUTICALS: Incurs $2.1-Mil. Net Loss in Third Quarter --------------------------------------------------------------- NPS Pharmaceuticals, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.14 million on $57.20 million of total revenues for the three months ended Sept. 30, 2014, compared to a net loss of $1.08 million on $39.20 million of total revenues for the same period a year ago. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $6.73 million on $157.36 million of total revenues compared to a net loss of $21.27 million on $101.14 million of total revenues for the same period during the prior year. The Company's balance sheet at Sept. 30, 2014, showed $282.21 million in total assets, $151.30 million in total liabilities and $130.91 million in total stockholders' equity. "We are pleased with the continued success of Gattex/Revestive, which has achieved $68 million of net sales so far this year leaving us on track to deliver more than 200% year-over-year growth," said Francois Nader, MD, president and chief executive officer of NPS Pharma. "We continue to identify new Short Bowel Syndrome patients and grow our prescriber base leaving us confident in the long-term outlook for Gattex. Internationally, we are also making important progress. Revestive is now officially launched in Germany and we filed for orphan drug designation in Japan." Dr. Nader added: "We were very gratified to receive a positive Advisory Committee vote recommending the approval of Natpara for the long-term treatment of hypoparathyroidism. We are working with the FDA to finalize our label and Risk Evaluation and Mitigation Strategy. In parallel, we are advancing a number of pre-commercial activities to prepare for the successful launch of Natpara in the second quarter of 2015." The Company's cash, cash equivalents, and marketable investment securities were approximately $169.3 million at Sept. 30, 2014, compared to $180.5 million at Dec. 31, 2013. A full-text copy of the Form 10-Q is available at: http://is.gd/3Gbktv About NPS Pharmaceuticals Based in Bedminster, New Jersey, NPS Pharmaceuticals Inc. (Nasdaq: NPSP) -- http://www.npsp.com/-- is developing new treatment options for patients with rare gastrointestinal and endocrine disorders. NPS Pharmaceuticals reported a net loss of $13.50 million in 2013, a net loss of $18.73 million in 2012 and a net loss of $36.26 million in 2011. The Company posted consolidated net loss of $31.44 million in 2010 and a net loss of $17.86 million in 2009. O.W. BUNKER: Schedules and Statements Due Dec. 1 ------------------------------------------------ O.W. Bunker Holding North America Inc. and its two debtor- affiliates are required to submit before the U.S. Bankruptcy Court for the District of Connecticut their schedules of assets and liabilities and statements of financial affairs on Dec. 1, 2014, according to their court dockets. About O.W. Bunker OW Bunker AS is a global marine fuel (bunker) company founded in Denmark. The company declared bankruptcy on Nov. 7, 2014, following its admission that it had lost US$275 million through a combination of fraud committed by senior executives at its Singaporean unit. The Danish company placed its U.S. subsidiaries -- O.W. Bunker Holding North America Inc., O.W. Bunker North America Inc. and O.W. Bunker USA Inc. -- in Chapter 11 bankruptcy (Bankr. D. Conn. Case Nos. 14-51720 to 14-51722) in Bridgeport, Conn., on Nov. 13, 2014. The U.S. cases are assigned to Judge Alan H.W. Shiff. The U.S. Debtors have tapped Patrick M. Birney, Esq., and Michael R. Enright, Esq., at Robinson & Cole LLP, as counsel. McCracken, Walker & Rhoads LLP is serving as co-counsel. Alvarez & Marsal is the financial advisor. OAKLEY REDEVELOPMENT: S&P Hikes 2008A TABs Rating From 'BB' ----------------------------------------------------------- Standard & Poor's Ratings Services raised its long-term rating to 'BBB-' from 'BB' on Oakley Redevelopment Agency, Calif.'s outstanding series 2008A subordinate-lien tax allocation bonds (TABs). The outlook is stable. "The raised rating reflects our view of the project area's substantial increase in assessed value in fiscal 2015, bringing coverage to sufficient levels," said Standard & Poor's credit analyst Li Yang. The Oakley Redevelopment Project Area was amended in 2001 and encompasses a total of 1,537 acres concentrated along the city of Oakley's commercial Main Street corridor. The city of Oakley was incorporated in 1999 and is located 50 miles northeast of San Francisco, on the shore of the Sacramento-San Joaquin Delta. OHCMC-OSWEGO: Bid to Enforce Plan Confirmation Order Withdrawn -------------------------------------------------------------- The Bankruptcy Court, according to OHCMC-Oswego, LLC, entered an order withdrawing the Debtor's motion for entry of an order (i) enforcing the terms of the order confirming the Debtor's Modified Plan of Liquidation dated June 30, 2014, and hold PNC Bank, NA in contempt of Court; and (ii) extending until Nov. 30, 2014, the deadline for the Debtor to close the sale approved under the Plan based upon PNC's conduct. On Oct. 29, the Court ordered that the Debtor's motion to enforce plan and confirmation order is stricken from the Oct. 30 court call because it does not comply with Local Bankruptcy Rule 9013- 1(D)(2) which requires a motion to be served not later that 4:00 p.m., on the third day before the date of presentment. About OHCMC-Oswego OHCMC-Oswego, LLC, is an Illinois limited liability company that was formed on July 12, 2005 to, inter alia, acquire, develop and sell a series of real estate developments. It is wholly owned by Oliver-Hoffman Corporation. Its principal place of business is located at 3108 S. Rt. 59, Ste. 124-373, Naperville, Illinois. OHCMC-Oswego filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ill. Case No. 14-05349) in Chicago on Feb. 19, 2014, with plans to sell its assets. Camille O. Hoffmann signed the petition as president of managing and sole member. The Debtor disclosed $92,268 plus an unknown amount in assets and $56,782,127 in liabilities. The Hon. Carol A. Doyle presides over the case. The Debtor is represented by David C. Gustman,, Esq., at Freeborn & Peters LLP. The U.S. Bankruptcy Court confirmed the Debtor's Modified Plan of Liquidation dated June 30, 2014, which contemplates a sale of the Debtors' assets. No trustee, examiner or creditors' committee has been appointed in the case. OVERLAND STORAGE: Sphere Registration Stmt. Declared Effective -------------------------------------------------------------- Overland Storage, Inc., announced that the registration statement on Form F-4/A registration statement filed by Sphere 3D Corporation has been declared effective by the U.S. Securities and Exchange Commission. Overland's board of directors previously unanimously adopted and approved an Agreement and Plan of Merger between Sphere 3D and Overland Storage, and shareholders will be asked to approve the merger at a meeting of shareholders on Nov. 28, 2014. Certain Overland Storage shareholders holding approximately 65% of the outstanding Overland shares have agreed, pursuant to voting agreements, to vote their shares in favor of the merger, and as a result Overland expects the merger to be approved at the shareholder meeting, and completed during the first week in December. The Notice to Shareholders and Proxy Statement relating to the shareholder meeting was filed with the SEC on Nov. 7, 2014, and is posted at http://bit.ly/13Tr6z0. About Overland Storage San Diego, Cal.-based Overland Storage, Inc. (Nasdaq: OVRL) -- http://www.overlandstorage.com/-- is a global provider of unified data management and data protection solutions designed to enable small and medium enterprises (SMEs), corporate departments and small and medium businesses (SMBs) to anticipate and respond to change. Overland Storage reported a net loss of $22.92 million for the year ended June 30, 2014, compared to a net loss of $19.64 million for the year ended June 30, 2013. As of June 30, 2014, the Company had $93.93 million in total assets, $57.14 million in total liabilities and $36.79 million in total shareholders' equity. Moss Adams LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2014. The independent auditors noted that the Company's recurring losses and negative operating cash flows raise substantial doubt about the Company's ability to continue as a going concern. OVERLAND STORAGE: Incurs $7.3 Million Net Loss in First Quarter --------------------------------------------------------------- Overland Storage, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $7.29 million on $22.89 million of net revenue for the three months ended Sept. 30, 2014, compared to a net loss of $4.59 million on $10.60 million of net revenue for the same period in 2013. As of Sept. 30, 2014, the Company had $88.74 million in total assets, $61.30 million in total liabilities and $27.43 million in total shareholders' equity. Eric Kelly, president and CEO of Overland Storage, said, "As we announced this week, the Securities and Exchange Commission has declared the Registration Statement on Form F-4/A filed by Sphere 3D Corporation regarding the proposed merger between Overland and Sphere 3D to be effective. We are asking shareholders to approve the merger, and to date, shareholders holding approximately 65% of our outstanding stock have agreed to vote their shares in favor of the merger, which is expected to close during the first week of December. Through our long-term partnership with Sphere 3D, we have been laying the groundwork to build a solid foundation for the combined company. We are excited to offer our customers a highly optimized and a comprehensive set of app and desktop virtualization solutions coupled with scalable, enterprise-class storage offerings to address these growing markets in the software-defined IT era." Mr. Kelly further noted, "We are pleased to report that we exceeded internal revenue projections in the past quarter, and we have completed the third phase of our integration plan with Tandberg Data. The significant operational changes at Overland will result in cost-savings of 10% to 15% (or $2 million to $3 million) greater than our previously-announced target of $20 million. The final phase of the integration plan, which includes recent organizational reductions and changes to our manufacturing and supply chain operations, is expected to positively impact gross margins going forward. The Tandberg integration plan will be completed prior to the closing of the merger agreement with Sphere 3D and is expected to allow for a profitable run-rate exiting calendar year 2014, excluding one-time charges and stock compensation expense." A full-text copy of the Form 10-Q is available for free at: http://is.gd/o5O3rq About Overland Storage San Diego, Cal.-based Overland Storage, Inc. (Nasdaq: OVRL) -- http://www.overlandstorage.com/-- is a global provider of unified data management and data protection solutions designed to enable small and medium enterprises (SMEs), corporate departments and small and medium businesses (SMBs) to anticipate and respond to change. Overland Storage reported a net loss of $22.92 million for the year ended June 30, 2014, compared to a net loss of $19.64 million for the year ended June 30, 2013. Moss Adams LLP, in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2014. The independent auditors noted that the Company's recurring losses and negative operating cash flows raise substantial doubt about the Company's ability to continue as a going concern. OWENS-BROCKWAY GLASS: S&P Rates New $700MM Senior Notes 'BB+' ------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'BB+' issue rating and '4' recovery rating to Owens-Brockway Glass Container Inc.'s proposed $700 million senior notes to be issued in two tranches maturing in 2022 and 2025. The '4' recovery rating indicates S&P's expectation of average (30% to 50%) recovery in the event of a payment default. Owens-Brockway Glass Container Inc. is a subsidiary of Owens-Illinois Inc. The company will use a portion of the net proceeds from the senior notes offering to fund the purchase of its 3.00% exchangeable senior notes due 2015, and the remaining proceeds will be used for general corporate purposes. The existing ratings on Owens- Illinois Inc., including the 'BB+' corporate credit rating, are unchanged. The outlook is stable. S&P's corporate credit rating on Owens-Illinois Inc. is derived from an anchor score of 'bbb-', based on S&P's "satisfactory" business risk and "significant" financial risk profile assessments for the company. S&P lowers the anchor score by one notch based on an unfavorable comparative rating assessment, reflecting weaker credit measures relative to peers, and ongoing asbestos litigation. Owens-Illinois is a global leader in glass packaging, with leading market shares in each of its four regions -- North America, Europe, South America, and Asia-Pacific. RATINGS LIST Owens-Illinois Inc. Corporate Credit Rating BB+/Stable/-- New Rating Owens-Brockway Glass Container Inc. $700 Mil. Senior Notes Due 2022 And 2025 BB+ Recovery Rating 4 PALM BEACH: Wants to Sell Undeveloped Land for At Least $6.3MM -------------------------------------------------------------- Palm Beach Community Church, Inc., asks the Bankruptcy Court for authorization to sell the undeveloped property, and asked the Court to approve the proposed bidding procedures and the purchase agreement. The Debtor is a 501(c)(3) corporation which operates a church and related services including a religious school, and is located on an 11.6 acre parcel (the total property) in Palm Beach Gardens, Florida. The parcel of property that the Debtor seeks to sell is a portion of the total property, located at the northeast quadrant of the intersection of PGA Boulevard and Shady Lakes Drive, consisting of approximately 9.03 acres of undeveloped land. The Property does not include the Borland Center, or the real property on which the Borland Center is located, or the adjacent area containing seventy-eight parking spaces. PNC Bank N.A., holds a valid, properly perfected first priority lien against the total property. As of the Petition Date, the Debtor was indebted to PNC in the principal amount of $11,332,870, interest to Oct. 20, 2013, at 16% per annum of $5,799,778 and attorney's fees and costs of $135,778, for a total owed of $17,278,427. The general terms of the sale are: a. PNC Bank (the purchaser) will be the staking horse bidder at $6,310,400 and will have the right to credit bid its mortgage. b. the purchaser will act as a stalking horse bidder in the event that there are other qualified bidders and that an auction is required. c. Qualified bids are due 5:00 p.m. on Dec. 2, 2014. The qualifying bid packet must be delivered to: Aaron A. Wernick, Esq. FURR AND COHEN, P.A. 2255 Glades Road, Suite 337W Boca Raton, FL 33431 Tel: (561)395-0500 E-mail: awernick@furrcohen.com d. due diligence must be completed no later than Nov. 30. e. In the event that there are one or more qualified bidders on or before the Bid Deadline, the Debtor will conduct an auction at the Law Offices of Furr and Cohen, P.A., 2255 Glades Road, Suite 337W, Boca Raton, Florida on Dec. 4, at 11 a.m. About Palm Beach Community Palm Beach Community Church, Inc., filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 13-35141) on Oct. 20, 2013. The petition was signed by Raymond Underwood as president. The Debtor scheduled total assets of $14.6 million and total liabilities of $11.43 million. Palm Beach Community Church won permission to employ Robert C. Furr and the law firm of Furr and Cohen, P.A., as attorney; and Roy Wiley and Covenant Financial, Inc. dba SmartPlan Financial Services as accountants. In December 2013, the U.S. Trustee informed the Bankruptcy Court that it was unable to appoint a committee of creditors in the case. PHILLIPS INVESTMENT: Wants to Sell Gwinnett Station to Shang Hei ---------------------------------------------------------------- Phillips Investments, LLC, asks the Bankruptcy Court for authorization to (i) sell certain real property and related assets; and (ii) assume and assign certain leases in connection therewith. The Debtor owns various parcels of real property located in Gwinnett County, Georgia and operates shopping center on its property commonly known as Gwinnett Station and Gwinnett Prado. The Debtor has been in discussions with a number of entities with respect to a potential sale of Gwinnett Station, Gwinnett Prado or both. On Oct. 14, 2014, the Debtor entered into a real estate purchase agreement with Shang Hei, LLC to acquire the Debtor's rights, title and interest in Gwinnett Station and the leases for $7.5 million. The agreement provides for, among other things, 1. $25,000 will be paid from the sale proceeds to ChangHei's real estate broker, Regent Group Realty LLC; 2. inspection period will 30 days from the date of execution of the Shang Hei purchase agreement, it is expected that the inspection period will have expired prior to the auction and the sale hearing; and 3. closing is to occur on a date on or before 15 days after the Court enters the sale order, Shang Hei may extend the closing date for an additional 45 days upon payment of a non-refundable $300,000 payment to the Debtor. The Debtor believes that lender East West Bank will consent to the sale. The Debtor owes $17.6 million aggregate amount to East West Bank. 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. PLY GEM HOLDINGS: Raging Capital Holds 5.3% Equity Stake -------------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Raging Capital Master Fund, Ltd., and its affiliates disclosed that as of Nov. 7, 2014, they beneficially owned 3,591,000 shares of common stock of Ply Gem Holdings, Inc., representing 5.3 percent of the shares outstanding (based upon 67,845,371 Shares outstanding, which is the total number of Shares outstanding as of Nov. 7, 2014, as reported in the Ply Gem's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on Nov. 7, 2014). A copy of the regulatory filing is available at http://is.gd/Cm3FTQ About Ply Gem Based in Cary, North Carolina, Ply Gem Holdings Inc. is a diversified manufacturer of residential and commercial building products, which are sold primarily in the United States and Canada, and include a wide variety of products for the residential and commercial construction, the do-it-yourself and the professional remodeling and renovation markets. Ply Gem Holdings reported a net loss of $79.52 million in 2013, a net loss of $39.05 million in 2012 and a net loss of $84.50 million in 2011. The Company's balance sheet at June 28, 2014, showed $1.09 billion in total assets, $1.18 billion in total liabilities and a $91.43 million total stockholders' deficit. * * * In May 2010, Standard & Poor's Ratings Services raised its (unsolicited) corporate credit rating on Ply Gem to 'B-' from 'CCC+'. "The ratings upgrade reflects our expectation that the company's credit measures are likely to improve modestly over the next several quarters to levels that we would consider more in line with the 'B-' corporate credit rating," said Standard & Poor's credit analyst Tobias Crabtree. QUANTUM CORP: To Issue 11.3 Million Shares Under Plans ------------------------------------------------------ Quantum Corporation filed with the U.S. Securities and Exchange Commission a Form S-8 registration statement to register 11.3 million shares of common stock to be issued under the Company's 2012 Long-Term Incentive Plan and Employee Stock Purchase Plan. The proposed maximum aggregate offering price is $14.46 million. A full-text copy of the Form S-8 prospectus is available at: http://is.gd/2OvNL0 About Quantum Corp. Based in San Jose, California, Quantum Corp. (NYSE:QTM) -- http://www.quantum.com/-- is a storage company specializing in backup, recovery and archive. Quantum provides a comprehensive, integrated range of disk, tape, and software solutions supported by a world-class sales and service organization. Quantum Corporation incurred a net loss of $21.47 million on $553.16 million of total revenue for the year ended March 31, 2014, as compared with a net loss of $52.17 million on $587.43 million of total revenue for the year ended March 31, 2013. As of Sept. 30, 2014, the Company had $354.18 million in total assets, $440.38 million in total liabilities and a $86.20 million stockholders' deficit. QUICKSILVER RESOURCES: Posts $23.7 Million Net Income in Q3 ----------------------------------------------------------- Quicksilver Resources Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $23.75 million on $163.49 million of total revenue for the three months ended Sept. 30, 2014, compared to net income of $10.57 million on $153.11 million of total revenue for the same period a year ago. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $71.17 million on $373.31 million of total revenue compared to net income of $193.39 million on $447.31 million of total revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2014, showed $1.26 billion in total assets, $2.36 billion in total liabilities and a $1.09 billion total stockholders' deficit. "Quicksilver has made significant progress on our stated goals since our last earnings call. Oil discoveries in West Texas, improved well results and cost structure in the Barnett and affirmation of our borrowing base and the covenant changes with our banks are all positive developments," said Glenn Darden, CEO of Quicksilver Resources. "These achievements have not only strengthened the company's asset base, but should also be very helpful in our marketing process and other negotiations." A full-text copy of the Form 10-Q is available for free at: http://is.gd/yVT3CH About Quicksilver Quicksilver Resources Inc. is an exploration and production company engaged in the development and production of long-lived natural gas and oil properties onshore North America. Based in Fort Worth, Texas, the company is widely recognized as a leader in the development and production from unconventional reservoirs including shale gas, and coal bed methane. Following more than 30 years of operating as a private company, Quicksilver became public in 1999 and is listed on the New York Stock Exchange under the ticker symbol KWK. The company has U.S. offices in Fort Worth, Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank, Montana. The Company's Canadian subsidiary, Quicksilver Resources Canada Inc., is headquartered in Calgary, Alberta. Quicksilver Resources posted net income of $161.61 million in 2013 following a net loss of $2.35 billion in 2012. * * * As reported by the TCR on Sept. 30, 2014, Moody's Investors Service downgraded Quicksilver Resources Inc.'s Corporate Family Rating (CFR) to Caa3 from Caa1. "The downgrade to Caa3 reflects Moody's view that Quicksilver Resources' risk of default has further increased," said Pete Speer, Moody's Senior Vice President. The TCR reported on Oct. 7, 2014, that Standard & Poor's Ratings Services lowered its corporate credit rating on Quicksilver Resources Inc. to 'CCC-' from 'CCC+'. "The downgrade reflects our view that Quicksilver could undertake a distressed exchange for its $350 million subordinated notes due 2016 within the next six months," said Standard & Poor's credit analyst Carin Dehne-Kiley. REALOGY HOLDINGS: Revises Corporate Governance Guidelines --------------------------------------------------------- The Board of Directors of Realogy Holdings Corp. approved an amendment to its Corporate Governance Guidelines to expand the duties of its presiding director and to rename that position as "Lead Independent Director", according to a regulatory filing with the U.S. Securities and Exchange Commission. Under the amended Guidelines, the Lead Independent Director's duties have been expanded to include his or her ability to call meetings of the independent or non-management directors as well as special meetings of the Board. Michael J. Williams, formerly the presiding director, continues as the lead independent director. As amended, the Guidelines set forth the following duties of the Lead Independent Director: * leading the executive sessions of the independent and non- management directors; * serving as a liaison between the chief executive officer and members of the Board including providing feedback from the independent and non-management directors to the chief executive officer following each Board meeting; * coordinating with the independent and non-management directors between meetings and assisting in preparing Board meeting agendas and schedules; and * calling meetings of the independent or non-management directors as well as special meetings of the Board. On Nov. 4, 2014, the Board of Directors of the Company approved a conforming amendment to the Third Amended and Restated Bylaws of the Company, by amending the first sentence of Section 3.4 to provide that special meetings of the Board of Directors may be called by the Chairman of the Board, the Lead Independent Director or a majority of the Board of Directors then in office. About Realogy Holdings Corp. Realogy Holdings Corp. (NYSE: RLGY) is a global leader in residential real estate franchising with company-owned real estate brokerage operations doing business under its franchise systems as well as relocation and title services. Realogy's brands and business units include Better Homes and Gardens(R) Real Estate, CENTURY 21(R), Coldwell Banker(R), Coldwell Banker Commercial(R), The Corcoran Group(R), ERA(R), Sotheby's International Realty(R), NRT LLC, Cartus and Title Resource Group. Collectively, Realogy's franchise system members operate approximately 13,500 offices with 251,000 independent sales associates doing business in 104 countries around the world. Realogy is headquartered in Madison, N.J. * * * In the Aug. 1, 2013, edition of the TCR, Moody's Investors Service upgraded the corporate family rating of Realogy Group to to B2 from B3. The upgrade to B2 CFR is driven by expectations for ongoing strong financial performance, supported by Realogy's recently-concluded debt and equity financing activities and a continuing recovery in the US existing home sale market. As reported by the TCR on Feb. 18, 2013, Standard & Poor's Ratings Services raised its corporate credit rating on Realogy Corp. to 'B+' from 'B'. "The one notch upgrade in the corporate credit rating to 'B+' reflects an increase in our expectation for operating performance at Realogy in 2013, and S&P's expectation that total lease adjusted debt to EBITDA will improve to the low-6x area and funds from operations (FFO) to total adjusted debt will be improve to the high-single-digits percentage area in 2013, mostly due to EBITDA growth in the low- to mid-teens percentage area in 2013," S&P said. RIVER CITY: Court Approves Spotts Fain as Bankruptcy Counsel ------------------------------------------------------------ The Bankruptcy Court authorized River City Renaissance, LC, & River City Renaissance III, LC to employ The Spotts Fain PC as counsel. Richmond, Virginia-based, 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. Robert H. Chappell, III, Esq., at Spotts Fain PC, represents the Debtors in their cases. River City Renaissance, LC disclosed $27,353,274 in assets and $29,186,824 in liabilities as of the Chapter 11 filing. Renaissance III estimated less than $10 million in assets and debts. The Debtors have tapped Spotts Fain PC as counsel. RIVER CITY: Devt. Specialist Okayed as Liquidating Representative ----------------------------------------------------------------- The Bankruptcy Court authorized River City Renaissance, LC, and River City Renaissance III, LC, to employ Development Specialist, Inc. as liquidating representative for the Debtors. As reported in the Troubled Company Reporter on Aug. 21, 2014, the Debtors said that DSI, as liquidating representative, will provide the services of Joseph J. Luzinski to serve as the DSI professional primarily responsible for the engagement. In the Debtors' amended application, Mr. Luzinski will also owe fiduciary duties to the Debtors' bankruptcy estates and that he, along with DSI, will be the primary designee on behalf of the Debtors. Among those duties and responsibilities, Mr. Luzinski and DSI will appear at the Debtors' Section 341 Meeting of Creditors as the Debtor-Designee, make operational decisions on the Debtors' behalf, and operate and control the Debtors' bank accounts, including, without limitation, the approval of all advances and expenditures on the Debtors' behalf, as directed by Judge Huennekens on Aug. 1, 2014. As reported in the Troubled Company Reporter on Aug. 15, 2014, the Debtors sought authority from the Court to hire the firm to provide reorganization and liquidation management services. The hourly billing rates for the proposed consultants are as follows: Joseph J. Luzinski $570 Yale S. Bogen $435 George S. Shoup $395 Edward C. Dean $275 Shelly L. Cuff $250 The hourly rate ranges for other DSI consultants are as follows: Senior Consultants $550-$675 Consultants $315-$435 Junior Consultants $95-$260 It is proposed that a $50,000 retainer be paid to DSI; $25,000 of which will come from funds currently held in trust at Spotts Fain PC, and the balance of which will come from the Debtors. About River City Renaissance, LC Richmond, Virginia-based, 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. Robert H. Chappell, III, Esq., at Spotts Fain PC, represents the Debtors in their cases. River City Renaissance, LC disclosed $27,353,274 in assets and $29,186,824 in liabilities as of the Chapter 11 filing. Renaissance III estimated less than $10 million in assets and debts. The Debtors have tapped Spotts Fain PC as counsel. RIVER CITY: Has Until Dec. 31 to Access Lenders' Cash Collateral ---------------------------------------------------------------- Bankruptcy Judge Keith L. Phillips authorized, in a third interim order, River City Renaissance, LC, & River City Renaissance III, LC to use until Dec. 31, 2014, the cash collateral in which U.S. Bank National Association, as trustee, asserts an interest. As adequate protection from any diminution in value of the lender's collateral, the Debtors will grant the lenders replacement liens, and a superpriority administrative claim status. As reported in the Troubled Company Reporter on Oct. 6, 2014, U.S. Bank National Association -- as trustee for holders, by and through CWCapital Asset Management LLC as special servicer -- objected to River City Renaissance, LC, and River City Renaissance III, LC's motion for interim and final orders authorizing the use of cash collateral. The Holders stand to gain exactly nothing from these bankruptcy cases or the proposed sale process and, yet, are being asked to finance these cases in their entirety, Robbin S. Rahman, Esq., at Kilpatrick Townsend & Stockton LLP, in Atlanta, Georgia told the Court for the Eastern District of Virginia. He insisted that the Holders' claims would have been paid in full through the foreclosure process and any excess sales proceeds could immediately have gone to the Debtors without the additional delay, expense and uncertainty that necessarily will be part of these bankruptcy cases. Because the Debtors opted to pursue a sale through Chapter 11, Mr. Rahman noted, all parties now face the potential risk that the proceeds generated from the sale of the Properties, after payment of the substantial fees and expenses of these bankruptcy cases, will be insufficient to fully pay the claims of the Holders, much less deliver value to the residual stakeholders. Even if the Holders were to consent to the full use of their Cash Collateral as requested by the Debtors (which they do not), the Debtors still would be unable to keep up with the substantial administrative expenses accruing in these Bankruptcy Cases, Mr. Rahman contended. He added that to make matters even worse, the Debtors seek to shift the risk of loss in these bankruptcy cases to the Holders by way of a "carve-out." Motion Should Be Granted, Debtors Insisted The Debtors submit that the Motion should be granted because: -- the Holders' interests are adequately protected; -- CompassRock Real Estate, LLC, the court appointed receiver for the Debtors' Properties, caused to be paid to the Holders $827,198 within 41 days of the Petition Date; -- the Receiver is an affiliate of the Special Servicer, and documents reveal the Special Servicer's role in the context of these substantial payments; -- while under the Receiver's control in the Receivership Action, and on information and belief, the Properties were not well maintained and experienced sharp declines in occupancy; -- in contrast to the foreclosure initiated by the Special Servicer and the Holders, which provided mere statutory notice, the Debtors' proposed sale process will be widely-advertised and will likely yield a benefit not just to the Holders and the Special Servicer but also to the Debtors' creditors and equity-holders; and -- the Debtors, through counsel, have repeatedly requested from the Holders a payoff statement, payment history, and breakdown for each Debtor, which have not been received, and the Debtors believe that those claimed sums could include default interest and other penalties and fees to which the Debtors will object. About River City Renaissance Richmond, Virginia-based, 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. Robert H. Chappell, III, Esq., at Spotts Fain PC, represents the Debtors in their cases. River City Renaissance LC disclosed $27,353,274 in assets and $29,186,824 in liabilities as of the Chapter 11 filing. Renaissance III estimated less than $10 million in assets and debts. The Debtors have tapped Spotts Fain PC as counsel. RIVER CITY: Has Until Feb. 25 to Remove Pending Civil Actions ------------------------------------------------------------- Bankruptcy Judge Keith L. Phillips extended until Feb. 25, 2015, River City Renaissance, LC, & River City Renaissance III, LC's time to file notices of removal with respect to any civil actions pending as of the Petition Date. As reported in the Troubled Company Reporter on Oct. 22, 2014, according to the Debtors, absent the extension, the Debtors' deadline to file the notices will expire on Oct. 28. About River City Renaissance Richmond, Virginia-based, 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. Robert H. Chappell, III, Esq., at Spotts Fain PC, represents the Debtors in their cases. River City Renaissance, LC disclosed $27,353,274 in assets and $29,186,824 in liabilities as of the Chapter 11 filing. Renaissance III estimated less than $10 million in assets and debts. The Debtors have tapped Spotts Fain PC as counsel. RIVER CITY: U.S. Bank Balks at Employment Sperry as Auctioneer -------------------------------------------------------------- U.S. Bank National Association, as trustee, filed a limited objection to River City Renaissance, LC, et al.'s motion to employ Sperry Van Ness Auction Services, LLC, et al., as an auctioneer. U.S. Bank is successor-in-interest to Bank of America, N.A., as trustee, successor to Wells Fargo Bank, N.A., as trustee for the registered holders of Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2005-C22 and U.S. Bank National Association, as trustee, successor-in-interest to Bank of America, N.A., as trustee, successor to Wells Fargo Bank, N.A., as trustee for the registered holders of Wachovia Bank Commercial Mortgage Trust, Commercial Mortgage Pass-Through Certificates, Series 2006-C23, each by and through CWCapital Asset Management LLC, solely in its capacity as special servicer for the respective trusts. The Holders and the Debtors have engaged in discussions regarding the terms of retention of the auctioneer and, in some instances, the Holders' objections have been resolved. However, a few matters remain with respect to which the parties have not yet reached an agreement. To the extent such an agreement is not reached, the Holders object to the retention of the auctioneer until the Debtors provide additional clarity on certain critical issues. In summary, the matters include, but are not limited to: 1. certain of the terms set forth in the retention application are unnecessarily vague and subject to interpretation. For example, the auctioneer's proposed compensation are not defined; 2. in certain instances, the terms of the auctioneer's compensation create an incentive to secure a sale for a lower price to earn a higher commission; 3. the retention application proposes to pay to the auctioneer its compensation as part of a sale closing; and 4. prior to payment of any compensation, the Debtors should be required to serve upon the Holders and other interested parties a notice that includes a calculation of the auctioneer's earned fee and provide the Holders and other interested parties with the opportunity to object to the extent they disagree with such calculation. The Debtors asked for permission to employ the auctioneer with respect to the Debtors' real property assets, which are comprised of 29 residential apartment buildings located in the City of Richmond. The auctioneer's proposed compensation are: a. In the event that the auction fails to result in a closed transaction where the paid cash consideration exceeds the respective Holder's secured claim as to the particular Debtor's properties, or either of the Holders acquire the properties through a credit-bid of either's secured claim, then SVN may be paid up to $100,000, allocated 80%/20% between the RCR Properties and the RCR III Properties, respectively, plus reasonable and customary sellers' closing costs, which funds will be made available from the Holders' collateral and available at closing in order to close the sales. b. In the event that the auction results in a closed transaction where the paid cash consideration exceeds the respective Holder's secured claim, well as necessary closing costs, as to the particular Debtor's properties by an amount insufficient to pay to SVN in accordance with Section (x)(c), below, then SVN will be entitled to a fee in an amount equal to the difference of (i) the net dollar amount of paid cash consideration at closing, minus (ii) the dollar amount of the respective Holders' secured claim as to the particular Debtor's Properties, plus necessary closing costs. c. In the event that the auction results in a closed transaction where the paid cash consideration exceeds the respective Holder's secured claim, well as necessary closing costs, as to the particular Debtor's properties by an amount sufficient to pay to SVN (i) two percent of the first $20,000,000 of the paid cash consideration at closing, plus (ii) one-and-one- half percent of any amount beyond the first $20,000,000 of the paid cash consideration at closing, then SVN will be entitled to a fee in such amount at closing of such sale(s). To the best of the Debtors' knowledge, the auctioneer is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. Bid to Employ Morton G. Thalhimer Withdrawn On Oct. 24, 2014, the Debtors notified the Court of their withdrawal of the motion to employ Morton G. Thalhimer, Inc. as broker for real property assets. On Sept. 20, the Debtors filed their application, but due to several reasons, proceeding with Thalhimer was not practical. CWCapital Asset is represented by: Robbin S. Rahman, Esq. KILPATRICK TOWNSEND & STOCKTON LLP 1100 Peachtree Street, Suite 2800 Atlanta, GA 30309 Tel: (404) 815-6323 Fax: (404) 815-6555 E-mail: rrahman@kilpatricktownsend.com Mark D. Taylor, Esq. VLP LAW GROUP 1776 I Street, NW, Ninth Floor Washington, DC 20006 Tel: (202) 759-4890 E-mail: mtaylor@vlplawgroup.com About River City Renaissance Richmond, Virginia-based, 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. Robert H. Chappell, III, Esq., at Spotts Fain PC, represents the Debtors in their cases. River City Renaissance, LC disclosed $27,353,274 in assets and $29,186,824 in liabilities as of the Chapter 11 filing. Renaissance III estimated less than $10 million in assets and debts. The Debtors have tapped Spotts Fain PC as counsel. RIVER CITY: Wants Until Feb. 25 to Propose Chapter 11 Plan ---------------------------------------------------------- River City Renaissance, LC, and River City Renaissance III, LC, ask the Bankruptcy Court to extend their exclusive periods to file a chapter 11 plan until Feb. 25, 2015, and solicit acceptances for that plan until April 27. Absent the extension, the Debtors' exclusive filing period will expired on Nov. 27. The Court will consider the matter at a hearing on Nov. 19, at 12:00 noon. Objections, if any, are due Nov. 12. About River City Renaissance Richmond, Virginia-based, 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. Robert H. Chappell, III, Esq., at Spotts Fain PC, represents the Debtors in their cases. River City Renaissance, LC disclosed $27,353,274 in assets and $29,186,824 in liabilities as of the Chapter 11 filing. Renaissance III estimated less than $10 million in assets and debts. The Debtors have tapped Spotts Fain PC as counsel. SABINE PASS: Amends Q3 Form 10-Q to Provide Additional Info. ------------------------------------------------------------ Sabine Pass LNG, L.P., filed an amended quarterly report on Form 10-Q for the period ended Sept. 30, 2014, to disclose recently provided information pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012. Pursuant to Section 13(r) of the Securities Exchange Act of 1934, as amended, if during the quarter ended Sept. 30, 2014, the Company or any of its affiliates had engaged in certain transactions with Iran or with persons or entities designated under certain executive orders, the Company would be required to disclose information regarding those transactions in its Quarterly Report on Form 10-Q as required under Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012. During the quarter ended Sept. 30, 2014, the Company did not engage in any transactions with Iran or with persons or entities related to Iran. Blackstone CQP Holdco LP, an affiliate of The Blackstone Group L.P., is a holder of approximately 29% of the outstanding equity interests of Cheniere Energy Partners, L.P., and has three representatives on the Board of Directors of Cheniere Partners' general partner. Accordingly, Blackstone Group may be deemed an "affiliate" of Cheniere Partners, as that term is defined in Exchange Act Rule 12b-2. Blackstone Group has included in its Quarterly Report on Form 10-Q for the quarterly period ended Sept. 30, 2014, disclosures pursuant to ITRA regarding one of its portfolio companies that may be deemed to be an affiliate of Blackstone Group. Because of the broad definition of "affiliate" in Exchange Act Rule 12b-2, this portfolio company of Blackstone Group, through Blackstone Group's ownership of Cheniere Partners, may also be deemed to be an affiliate of the Company. Blackstone Group has reported that Travelport Limited has engaged in the following activities: as part of its global business in the travel industry, Travelport provides certain passenger travel- related GDS and airline IT services to Iran Air and airline IT services to Iran Air Tours. The gross revenues and net profits attributable to those activities by Travelport during the quarter ended Sept. 30, 2014, were reported by Travelport's parent company, Travelport Worldwide Limited, to be approximately $171,000 and $124,000, respectively. Blackstone Group has reported that Travelport intends to continue these business activities with Iran Air and Iran Air Tours as those activities are either exempt from applicable sanctions prohibitions or specifically licensed by the Office of Foreign Assets Control. About Sabine Pass Sabine Pass LNG, L.P. owns, develops and operates an LNG receiving and regasification terminal in western Cameron Parish, Louisiana. Based in Houston, the Company's LNG terminal includes existing infrastructure of five LNG storage tanks with 16.9 Bcfe capacity, two docks that can hold vessels up to 265,000 cubic meters, and vaporizers with capacity of 4.0 Bcf/d. As of Sept. 30, 2014, Sabine Pass had $1.62 billion in total assets, $2.22 billion in total liabilities and a $600.10 million partners' deficit. SANUWAVE HEALTH: Incurs $1.5 Million Net Loss in Third Quarter -------------------------------------------------------------- SANUWAVE Health, Inc., reported a net loss of $1.49 million on $227,492 of revenue for the three months ended Sept. 30, 2014, compared to a net loss of $4.43 million on $148,421 of revenue for the same period during the prior year. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $5.75 million on $610,705 of revenue compared to a net loss of $10.62 million on $510,272 of revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2014, showed $5.91 million in total assets, $6.33 million in total liabilities and a $421,511 total stockholders' deficit. A full-text copy of the press release is available at: http://is.gd/5kLmVf About SANUWAVE Health Alpharetta, Ga.-based SANUWAVE Health, Inc., is an emerging global regenerative medicine company focused on the development and commercialization of noninvasive, biological response activating devices for the repair and regeneration of tissue, musculoskeletal and vascular structures. SANUWAVE reported a net loss of $11.29 million in 2013, a net loss of $6.40 million in 2012 and a net loss of $10.23 million in 2011. SCRUB ISLAND: Approved to Amend Final DIP Financing Budget ---------------------------------------------------------- The U.S. Bankruptcy Court authorized Scrub Island Development Group Limited to amend final debtor-in-possession budget. The motion was discussed in open court at the hearing on Oct. 15, 2014, at 11:00 a.m. attended by counsel for the Debtors, FirstBank Puerto Rico, and RCB Equities #1, LLC. The modifications to the amended budget will: a. decrease the expenses in the line items for "electric" in October and November from $100,000 each month to $85,000 and $90,000, respectively, based on updated information as to actual and expected usage; b. revise the line item for expenses related to "other" in October to include funding for (a) payment of a retainer to HDH Advisors, LLC, one of the Debtors' expert witnesses on confirmation, in the amount of $25,000, and (b) to reimburse actual and necessary costs related to trial for the Debtors' special trial counsel, in the estimated amount of $15,000; and c. increase the total available funding under the final DIP financing order from $667,440 to $682,400 to account for the modifications. Other than as provided herein, all other terms and provisions of the final DIP financing order remain unchanged. As reported in the Troubled Company Reporter on Oct. 6, 2014, Bankruptcy Judge Michael G. Williamson authorized, on a final basis, the Debtor to obtain postpetition financing from RCB Equities #1, LLC, in the principal amount of up to $1.5 million, in accordance with their Loan Commitment Agreement dated Aug. 19, 2014. Judge Williamson approved the amended budget for the three-month period from Sept. 1, 2014, to Nov. 30, 2014. A full-text copy of the budget is available for free at http://is.gd/o52WfQ As reported in the TCR on Sept. 22, 2014, specifically, the Court authorized the Debtor to borrow up to $210,000 from the DIP Lender until the final hearing, which was scheduled earlier this month, to execute and deliver to the DIP Lender all of the DIP Loan Documents, and perform its obligations under the DIP Loan Documents. The Debtor may use the proceeds of the DIP Facility solely to pay the expenses set forth in the approved budget, a copy of which is available for free at: http://bankrupt.com/misc/ScrubIsland_DIPBudget_09032014.pdf The DIP Loan Obligations will bear interest at the rate of 2% per month on any outstanding advances under the DIP Facility. At the time of any advance under the DIP Facility, the DIP Lender will be entitled to a closing fee in an amount equal to 3% of the amount of the advance. In its motion, the Debtor proposed that the DIP Facility will be secured by a first priority lien on and security interest in all property of the Debtor located in the United States. The DIP Lender will also have a superpriority administrative expense claim having priority over any and all administrative expenses of and priority claims against the Debtor. FirstBank Objection FirstBank Puerto Rico, prepetition secured lender to Scrub Island Development Group and Scrub Island Construction Limited, objected to the DIP Financing Motion, asking the Court to deny the Debtors' request because: * the loan costs too much (an APR of 36%); * it is not accompanied by any showing of expenses that actually must be paid to avoid irreparable harm; * it inappropriately seeks to use sizable portions of the alleged DIP commitment to pay estate professionals and Mainsail Property Management, LLC; * provides too little benefit (only $375,000 for payment of costs of operation); and * moves control of the case away from the Debtor and to the DIP Lender. In a supplementary objection, FirstBank submits that it is inequitable and inappropriate for the Debtors to have manufactured the whirlwind timing relating to their emergency motion to approve the DIP Motion, affording FirstBank less than the requisite notice period under the Bankruptcy Rules, while at the same time failing to provide forthright disclosure and full transparency regarding the DIP Motion. FirstBank added that the Debtors' assertion regarding the purportedly unencumbered nature of the Collateral (all of which appears to have been purchased with loan proceeds advanced by FirstBank and stored at FirstBank's expense) implicates matters of British Virgin Islands law as to which FirstBank reserves all rights. FirstBank's objection has been resolved. About Scrub Island Scrub Island Development Group Ltd., the owner of a British Virgin Islands luxury resort, and its affiliate, Scrub Island Construction Limited, sought bankruptcy protection (Bankr. M.D. Fla. Case Nos. 13-15285 and 13-15286) on Nov. 19, 2013, to end a receivership Scrub Island claims was secretly put in place by its lender. The bankruptcy case is assigned to Judge Michael G. Williamson. The 230-acre resort operates as a Marriott Autograph Collection property. It has 52 rooms and suites, a spa and a 55-slip marina. Scrub Island Development Group scheduled $125,569,235 in total assets and $130,695,731 in total liabilities. The Debtors are represented by Charles A. Postler, Esq., and Harley E. Riedel, Esq., at Stichter, Riedel, Blain & Prosser, in Tampa, Florida. FirstBank Puerto Rico, the prepetition secured lender, is represented by W. Keith Fendrick, Esq., at Holland & Knight LLP, in Tampa, Florida. The Debtors are represented by Charles A. Postler, Esq., and Harley E. Riedel, Esq., at Stichter, Riedel, Blain & Prosser, in Tampa, Florida. FirstBank Puerto Rico, the Debtor's prepetition secured lender, is represented by W. Keith Fendrick, Esq., at Holland & Knight LLP, in Tampa, Florida. The Official Committee of Unsecured Creditors appointed in Scrub Island's cases has retained Robert B. Glenn, Esq., Edwin G. Rice, Esq., and Victoria D. Critchlow, Esq., at Glenn Rasmussen, P.A., as general counsel. SEARS HOLDINGS: Sears Canada Rights Offering Fully Subscribed ------------------------------------------------------------- Sears Holdings Corporation announced that its rights offering of 40,000,000 common shares of Sears Canada Inc., which closed on Nov. 7, 2014, has been oversubscribed. Accordingly, Sears Holdings will receive aggregate gross proceeds of $380 million. Sears Holdings has received approximately $270 million in gross proceeds to date and expects to receive the remaining $110 million by Nov. 13, 2014. Sears Holdings will distribute a total of 40,000,000 shares of Sears Canada to the holders of subscription rights who validly exercised their basic subscription rights (and over-subscription privilege, if applicable) and paid the subscription price in full. Sears Holdings expects Computershare to finish tabulating the results of the rights offering on Nov. 13, 2014, including proration in respect of the over-subscription privilege. The common shares of Sears Canada are being distributed by way of direct registration in book-entry form. No physical share certificates will be issued. If you have questions about the rights offering of Sears Canada common shares, please contact Georgeson Inc., Sears Holdings' information agent, by calling (866) 741-9588 (toll-free) or emailing SearsCanadaOffer@georgeson.com. If you held and exercised your subscription rights through a broker, dealer, custodian bank or other nominee, please contact your broker, dealer, custodian bank or other nominee. About Sears Sears Holdings Corporation (NASDAQ: SHLD) -- http://www.searsholdings.com/-- is an integrated retailer focused on seamlessly connecting the digital and physical shopping experiences to serve members. Sears Holdings is home to Shop Your Waytm, a social shopping platform offering members rewards for shopping at Sears and Kmart as well as with other retail partners across categories important to them. The company operates through its subsidiaries, including Sears, Roebuck and Co. and Kmart Corporation, with more than 2,000 full- line and specialty retail stores in the United States and Canada. Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on Jan. 22, 2002. Kmart emerged from chapter 11 protection on May 6, 2003, pursuant to the terms of an Amended Joint Plan of Reorganization. Skadden, Arps, Slate, Meagher & Flom, LLP, represented Kmart in its restructuring efforts. Its balance sheet showed $16,287,000,000 in assets and $10,348,000,000 in debts when it sought chapter 11 protection. Kmart bought Sears, Roebuck & Co., for $11 billion to create the third-largest U.S. retailer, behind Wal-Mart and Target, and generate $55 billion in annual revenues. Kmart completed its merger with Sears on March 24, 2005. Sears Holdings reported a net loss of $1.36 billion in 2013, a net loss of $930 million in 2012 and a net loss of $3.14 billion in 2011. As of Aug. 2, 2014, Sears Holdings had $16.43 billion in total assets, $15.51 billion in total liabilities and $919 million in total equity. * * * Moody's Investors Service in January 2014 downgraded Sears Holdings Corporate Family Rating to Caa1 from B3. The rating outlook is stable. The downgrade reflects the accelerating negative performance of Sears' domestic business with comparable sales falling 7.4% for the quarter to date ending January 6th, 2014 compared to the prior year. The company now expects domestic Adjusted EBITDA to decline to a range of ($80 million) to $20 million for the fourth fiscal quarter, compared with $365 million in the year prior period. For the full year, Sears expects domestic Adjusted EBITDA loss between $(308) million and $(408) million, as compared to $557 million last year. Moody's expects full year cash burn (after capital spending, interest and pension funding) to be around $1.2 billion in 2013 and we expect Sears' cash burn to remain well above $1 billion in 2014. "Operating performance for fiscal 2013 is meaningfully weaker than our previous expectations, and we expect negative trends in performance to persist into 2014" said Moody's Vice President Scott Tuhy. He added "While Sears noted improved engagement metrics for its "Shop Your Way" Rewards program, Moody's remains uncertain when these improved engagement metrics will lead to stabilization of operating performance." As reported by the TCR on March 26, 2014, Standard & Poor's Ratings Services affirmed its ratings on the Hoffman Estate, Ill.- based Sears Holdings Corp., including the 'CCC+' corporate credit rating. Fitch Ratings had downgraded its long-term Issuer Default Ratings (IDR) on Sears Holdings Corporation (Holdings) and its various subsidiary entities (collectively, Sears) to 'CC' from 'CCC', according to a TCR report dated Sept. 12, 2014. SEARS HOLDINGS: S&P Rates $625MM 8% Unsecured Notes 'CCC-' ---------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'CCC-' issue-level and '6' recovery ratings to Hoffman Estates, Ill.-based Sears Holdings Corp.'s $625 million 8% senior unsecured notes due 2019. The '6' recovery rating indicates S&P's expectation for negligible (0% to 10%) recovery in the event of payment default. The company will use net proceeds for general corporate purposes. The 8% notes will be registered under the company's shelf registration statement. At the same time, S&P lowered its preliminary rating on Sears Holdings' senior unsecured shelf registration to 'CCC-' from 'CCC+'. S&P's 'CCC+' corporate credit rating and negative outlook on the company remain unchanged. Parent company Sears Holdings Corp. will issue the new notes. The notes will not be guaranteed by any subsidiaries and as a result, are structurally subordinated to the company's other obligations and sit at the bottom of S&P's recovery waterfall. S&P also revised its recovery rating on Sears Roebuck Acceptance Corp.'s (SRAC) senior unsecured notes to '4' (30% to 50% recovery) from '3' (50% to 70% recovery). The SRAC notes, which had a principal balance of about $327 million as of Sept. 30, 2014, benefit from a Sears Roebuck subsidiary guarantee but not from any Kmart subsidiary guarantees. As a result, the SRAC notes have somewhat weaker recovery prospects under S&P's analysis than unsecured claims that have recourse to subsidiaries on both the Sears Roebuck and Kmart sides of the business. In S&P's view, a '4' recovery rating better reflects these structural dynamics. The 'CCC+' issue-level rating on the SRAC notes remains unchanged notwithstanding the lower recovery rating. The issue-level and recovery ratings on Sears' first-lien obligations, which include the $3.275 billion ABL credit facility due 2016 and $1.0 billion term loan due 2018, remain unchanged at 'B' and '1'. The issue-level and recovery ratings on Sears' $1.25 billion 6.625% second lien notes due 2018 also remain unchanged at 'B-' and '2'. S&P does not rate the $400 million short-term secured loan that Sears obtained from affiliates of its controlling shareholders in Sept. 2014. The potential raising of more cash is a positive for Sears' liquidity prospects. Based on completed and announced transactions, S&P believes Sears could raise approximately $2 billion of liquidity in 2014. However, S&P believes weak operating performance will persist over at least the next several quarters and a turnaround depends on the progress of its integrated retail strategy to reverse the substantial decline in profitability and cash use. S&P's ratings on Sears Holdings Corp. also reflect its participation in the highly competitive department store sector, substantial negative cash flow per S&P's forecast for 2014 to 2015, and significant debt burden albeit with limited near-term maturities and a track record of asset sales. RATINGS LIST Sears Holdings Corp. Corporate Credit Rating CCC+/Negative/-- New Rating Sears Holdings Corp. $625M 8% snr unsecured notes CCC- due 2019 Recovery rating 6 Rating Lowered To From Sears Holdings Corp. Snr Unsecured shelf registration (prelim ) CCC- (prelim) CCC+ Recovery Rating Revised Sears Roebuck Acceptance Corp. Senior unsecured notes CCC+ CCC+ Recovery rating 4 3 SEQUENOM INC: Files Form 10-Q, Reports $6 Million Net Loss for Q3 ----------------------------------------------------------------- Sequenom, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $6.07 million on $37.93 million of net diagnostic services revenue for the three months ended Sept. 30, 2014, compared to a net loss of $28.14 million on $33.26 million of net diagnostic services revenue for the same period last year. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $17.29 million on $114.78 million of net diagnostic services revenue compared to a net loss of $88.53 million on $86.87 million of net diagnostic services revenue for the same period in 2013. As of Sept. 30, 2014, the Company had $134.55 million in total assets, $186.45 million in total liabilities and a $51.89 million total stockholders' deficit. "If we fail to generate enough cash flow from our operations or otherwise obtain the capital necessary to fund our operations, our financial results, financial condition and our ability to continue as a going concern will be adversely affected and we will have to cease or reduce further commercialization efforts or delay or terminate some or all of our diagnostic testing services or other product development programs," the Company stated in the Report. The Company's cash, cash equivalents, and marketable securities were $71 million as of Sept. 30, 2014. A full-text copy of the Form 10-Q is available for free at: http://is.gd/PVMMfF About Sequenom Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a life sciences company committed to improving healthcare through revolutionary genetic analysis solutions. Sequenom develops innovative technology, products and diagnostic tests that target and serve discovery and clinical research, and molecular diagnostics markets. The company was founded in 1994 and is headquartered in San Diego, California. Sequenom incurred a net loss of $107.40 million in 2013, a net loss of $117.02 million in 2012 and a net loss of $74.13 million in 2011. SIMON WORLDWIDE: Posts $4.6 Million Net Loss for Third Quarter -------------------------------------------------------------- Simon Worldwide, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $4.64 million on $0 of revenue for the three months ended Sept. 30, 2014, compared to a net loss of $932,000 on $0 of revenue for the same period in 2013. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $6.74 million on $0 of revenue compared to a net loss of $2.35 million on $0 of revenue for the same period last year. As of Sept. 30, 2014, the Company had $1.67 million in total assets, $256,000 in total liabilities, all current, and $1.42 million in total stockholders' equity. Working capital was $1.2 million and $1.9 million at Sept. 30, 2014, and Dec. 31, 2013, respectively. A full-text copy of the Form 10-Q is available for free at: http://is.gd/HouAgM About Simon Worldwide Based in Los Angeles, Simon Worldwide, Inc. (OTC: SWWI) no longer has any operating business. Prior to August 2001, the Company operated as a multi-national full-service promotional marketing company, specializing in the design and development of high-impact promotional products and sales promotions. At Dec. 31, 2009, the Company held an investment in Yucaipa AEC Associates, LLC, a limited liability company that is controlled by the Yucaipa Companies, a Los Angeles, California based investment firm. Yucaipa AEC in turn principally held an investment in the common stock of Source Interlink Companies, a direct-to-retail magazine distribution and fulfillment company in North America, and a provider of magazine information and front-end management services for retailers and a publisher of approximately 75 magazine titles. Yucaipa AEC held this investment in Source until April 28, 2009, when Source filed a pre-packaged plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code. Simon Worldwide reported a net loss of $3.63 million on $0 of revenue for the year ended Dec. 31, 2013, as compared with a net loss of $1.52 million on $0 of revenue for the year ended Dec. 31, 2012. The Company incurred a net loss of $1.97 million on $0 revenue in 2011. SIMPLEXITY LLC: Court Denies Fifth Third Motion to Convert Case --------------------------------------------------------------- Bankruptcy Judge Kevin Gross, in a memorandum order, denied First Third Bank's motion to convert the Chapter 11 cases of Simplexity LLC, et al., to those under Chapter 7 of the Bankruptcy Code. The Court has concluded that there exists a reasonable likelihood of a plan being confirmed and the unusual circumstance id on-going discussions which would lead to a confirmable plan. The Court also said that if the Debtor and the Official Committee of Unsecured Creditors do not reach a resolution by Dec. 1, 2014, it will submit a certification of counsel accompanied by an order converting the cases. Further, under the circumstances, the Court will defer the ruling on the Committee's motion for standing to commence an adversary proceeding against FTB. As reported in the Troubled Company Reporter on Oct. 24, 2014, Law360 reported that Fifth Third Bank defended its second motion seeking a conversion of the case of the Debtors to one under Chapter 7, saying the estate can't foot the bill for a Chapter 11 plan. According to the report, Fifth Third, a senior lender, which lost its first conversion bid in June, contended its new motion should succeed since the estate cannot afford to stay in Chapter 11, while the official committee of unsecured creditors countered that a switch to Chapter 7 would let the bank duck claims uncovered during the investigation period. About Simplexity Simplexity, LLC, a defunct cellphone activator, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 14-10569) on March 16, 2014. The case is before Judge Kevin Gross. The Debtors' counsel is Kenneth J. Enos, Esq., and Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor, LLP, in Wilmington, Delaware. Prime Clerk LLC serves as claims and noticing agent. Simplexity hired Rutberg & Co. as investment banker. Simplexity LLC and Simplexity Services LLC both estimated $10 million to $50 million in assets, and $50 million to $100 million in liabilities. The U.S. Trustee for Region 3 appointed five members to an official committee of unsecured creditors. Peter S. Partee, Sr., Esq., and Michael P. Richman, Esq., at Hunton & Williams LLP, in New York; and Christopher A. Ward, Esq., and Shanti M. Katona, Esq., at Polsinelli PC, in Wilmington, Delaware, represent the Committee. SMART & FINAL: S&P Raises Corp. Credit Rating to 'B+' ----------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Commerce, Calif.-based discount food retailer, Smart & Final Stores Inc. to 'B+' from 'B'. The outlook is stable. At the same time, S&P raised the issue-level rating on the company's $150 million asset-based lending (ABL) revolving credit facility to 'BB' from 'BB-'. The recovery rating on the ABL revolver remains unchanged at New York (Standard & Poor's) Nov. 17, 2014-- '1', indicating very high (90-100%) expectations of recovery for lenders in the event of default. S&P also raised the issue-level rating on the $716 million first- lien term loan ($585.8 million outstanding as of Oct. 5, 2014) to 'B+' from 'B', and revised its recovery rating on the debt to '3' from '4'. The '3' recovery rating indicates S&P's expectation for a meaningful (50%-70%) recovery for lenders in the event of default. "The upgrade reflects improved credit protection measures as a result of higher-than-anticipated debt reduction of $115.5 million from IPO net proceeds and better-than-expected operating performance along with an improved view of the company's business risk," said credit analyst Samantha Stone. "The upgrade incorporates our belief that the risk of releveraging is low and that forecast debt leverage will decline to below 5x over the next 12 months." The stable outlook reflects S&P's expectation for continued positive operating trends and credit metrics will strengthen over the next 12 months as the company accelerates new store growth. It also incorporates S&P's expectation that the company will not relever over the near to intermediate term. Downside scenario S&P could consider a downgrade if meaningful operating performance erosion (i.e. negative comparable-store sales) from heightened competitive pressures or poor execution of store growth initiatives leads to EBITDA declines that results in leverage staying above 5x. S&P could also lower the ratings if the company undertakes debt-funded shareholder remuneration that could be influenced by the controlling owner. Upside scenario Longer term, S&P could consider an upgrade if the company successfully executes its growth strategy and reduces debt, such that leverage is approaching 4x and FFO to debt increases to about 20% on a sustained basis. Based on S&P's 2014 assumptions, the company would need to reduce debt by about $200 million or grow EBITDA by roughly 30%. Other Modifiers S&P applied a positive comparable rating analysis modifier to reflect its view that the company's credit metrics are relatively stronger than 'B'-rated peers. SUNRISE REAL ESTATE: Inks $1.7-Mil. Share Purchase Pact With Ace ---------------------------------------------------------------- Sunrise Real Estate Group, Inc., announced that effective on Nov. 10, 2014, the Company had entered into a share purchase agreement with Ace Develop Properties Limited to issue 20 million shares to Ace for RMB 10,460,000 (US $1,700,000 equivalent). This agreement, subject to standard closing terms and conditions, is scheduled to close on or before Nov. 28, 2014. A full-text copy of the Stock Purchase Agreement is available for free at http://is.gd/tzFGBQ About Sunrise Real Estate Headquartered in Shanghai, the People's Republic of China, Sunrise Real Estate Group, Inc. was initially incorporated in Texas on Oct. 10, 1996, under the name of Parallax Entertainment, Inc. On Dec. 12, 2003, Parallax changed its name to Sunrise Real Estate Development Group, Inc. On April 25, 2006, Sunrise Estate Development Group, Inc., filed Articles of Amendment with the Texas Secretary of State, changing the name of Sunrise Real Estate Development Group, Inc. to Sunrise Real Estate Group, Inc., effective from May 23, 2006. The Company and its subsidiaries are engaged in the property brokerage services, real estate marketing services, property leasing services and property management services in China. Sunrise Real Estate incurred a net loss of US$3.47 million on US$8.52 million of net revenues for the year ended Dec. 31, 2012, as compared with a net loss of US$1.15 million on US$8.97 million of net revenues for the year ended Dec. 31, 2011. The Company's balance sheet at Sept. 30, 2013, showed $60.33 million in total assets, $55.82 million in total liabilities and $4.50 million in total shareholders' equity. Finesse CPA, P.C., in Chicago, Illinois, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has a working capital deficiency, accumulated deficit from recurring net losses for the current and prior years, and significant short-term debt obligations currently in default or maturing in less than one year. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SUPER BUY: Taps Irizarry Rodriguez to Prepare Tax Returns --------------------------------------------------------- Super Buy Furniture, Inc., asks the Bankruptcy Court to appoint Irizarry, Rodriguez & Co., PSC as auditor. IRC will prepare the Debtor's annual tax returns in order to meet governmental deadlines and avoid interest and penalties and provide auditing services for the year ended March 31, 2014, including the completion of planing and evaluation, field work procedures, preparation of reports and performance of tests and review of the Debtor's accounting procedures to assure that the Debtor is operating in an efficient manner. The Debtor wishes to retain IRC on the basis of a $32,200 estimated fee less a 10% discount for a net estimated fee, of which $13,000 were paid by the Debtor prior to the filing of the Debtor's Chapter 11 petition. About Super Buy Furniture Cidra, Puerto Rico-based Super Buy Furniture, Inc., operator of furniture stores throughout Puerto Rico under the business name of "Casa Pitusa Muebles y Enseres", filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 14-05523) in Old San Juan, Puerto Rico, on July 3, 2014. The Company disclosed, in its amended schedules, $18.2 million and $26.6 million. In it original schedules, the Debtor disclosed $18.2 million in assets and $26.8 million in debt. The Company has tapped the firm O'Neill & Borges, in San Juan, Puerto Rico, as counsel, and CPA Luis R. Carrasquillo & Co., P.S.C., as financial consultant. The U.S. Trustee for Region 21 appointed seven creditors to serve in the official committee of unsecured creditors in the case. Javier Vilarino and Ferraiuoli, LLC, serve as legal counsel to the Creditors Committee. SYNOVUS FINANCIAL: Fitch Hikes LT Issuer Default Rating to BB+ -------------------------------------------------------------- Fitch Ratings has upgraded the long-term Issuer Default Rating (IDR) and Viability Rating (VR) of Synovus Financial Corp (SNV) and its primary bank subsidiary, Synovus Bank to 'BB+' from 'BB'. The Rating Outlook remains Positive. Key Rating Drivers -- IDRS, VRs and Senior Debt The upgrade reflects Fitch's view that SNV's financial condition continues to improve and converge with higher rated banks. The Outlook Positive reflects Fitch's expectation that management will continue to execute on its strategies to improve SNV's financial condition. Fitch expects earnings to marginally improve along with asset quality while the bank maintains a reasonable risk appetite and a solid risk management framework. SNV's ratings remain relatively low as compared to its peer group despite the upgrade. However, Fitch believes that SNVs have further upside over time as reflected in the Outlook Positive. Fitch views SNV's weak asset quality and core earnings performance as key constraints to SNV's rating in the near term. However, both have significantly improved since Fitch's last rating action and are expected to remain on a positive trajectory going forward while the company maintains reasonable capital levels. Fitch calculates SNV's NPAs at 3.6% at 3Q'14, an improvement of over 200bps year-over-year but still well-above those levels of higher rated banks. Over the same time period, the dollar volume of NPAs has dropped nearly 40% as management has remained successful in working out of problem loans and disbursing foreclosed property. Fitch notes that the reduction in NPAs has not come at the cost of significantly higher credit costs evidenced by year-to-date (YTD) net charge-offs (NCOs) of 41bps. Improving trends in NPL inflows have also support overall declining balances of problem assets. When Fitch took positive rating action last year, NPL inflows were anticipated to remain between $50 and $75 million per quarter. Over the last five quarters, NPL inflows have averaged $38 million and have not exceeded $50 million at all; showing a stabilized and more granular loan portfolio, characteristics that are reflected into today's rating action. The upgrade of SNV's ratings also reflects the bank's strong capital profile. SNV reports the highest tangible common equity ratio among its peer group and a strong estimated, fully phased-in Basel III CET1 ratio of 10.5% well above the 7% requirement. The bank recently announced an increase in its quarterly dividend and the initiation of a share buyback program. These actions are in line with Fitch's expectations given SNV's continued improvement in its financial condition. Fitch expects that SNV will continue to distribute some of this excess capital to shareholders; however, these distributions will be constrained by regulatory and internal stress testing, and as such, SNV's capital ratios will likely stay elevated over the near term. Fitch also observes that SNV has over $500 million in a disallowed deferred tax asset (DTA) that will continue to accrete into Tier 1 capital going forward, providing additional support to regulatory capital ratios and capital distributions. After experiencing net losses from 2009 to 2011 due to poor asset quality, SNV has been able to generate more reasonable returns over recent periods, primarily due to lower credit-related costs (provisions, litigations costs, OREO expenses and, etc.). Through 3Q'14, the company generated a ROA of 72bps, a reasonable improvement over SNV's YTD ROA of 61bps but a level that remains below higher rated peer averages. SNV, similar to the industry as a whole, continues to benefit from reserve releases. Fitch observes that reserve releases have accounted for 18% of pre-tax earnings on average over the last 5 quarters. Fitch observes that while this level is above current industry and peer levels, SNV also emerged from the crisis later than most and thus would be expected to have reserve releases start/end later than industry. That said, Fitch sees reserve releases diminishing going forward given continued loan growth and as allowance levels approach more normalized levels. Furthermore, Fitch expects SNV's ROA to remain below industry and peer averages as well as those long-term historical returns of investment grade banks over the next four to six quarters. Fitch views this relatively lower level of earnings as a constraint on SNV's current ratings. Also reflected in today's rating action is Fitch's view that SNV's risk management practices are relatively solid compared to those banks of similar size. Fitch recognizes the level of investment in risk management systems the bank has needed to make over recent years as it has been rehabilitated. Fitch views these systems as an integral part of management's ability to execute on its strategic plan of reducing problem assets, managing capital, maintaining SNV's strong franchise and underwriting of new loans as the company now seeks to grow its loan portfolio after a long period of shrinking it. Rating Sensitivities -- IDRS, VRs and Senior Debt The Rating Outlook for SNV remains Positive. Fitch anticipates that over the near to mid term, SNV's financial and credit profile will continue to improve and converge with that of higher rated banks. To the extent that Fitch observes continued asset quality improvement that brings asset quality metrics such as NPAs, NCOs, NPL inflows, etc. in line with higher rated peers, additional positive rating action is likely. As noted above, Fitch expects SNV's core earnings power to be weak relative to higher rated peers over the next four to six quarters. Once Fitch observes earnings performance consistently in line with those banks in higher rating categories, Fitch would likely take positive rating action. Although unexpected, to the extent that earnings remain depressed and Fitch foresees little uplift over the long term, SNV's Outlook could be revised to Stable from Positive. In general, Fitch views further upward momentum in SNV's ratings over the long-term given the strength of its franchise in its operating market, de-risking of balance sheet since the financial crisis, and various improvements made in its risk management program. Finally, although not expected, negative rating pressures could result if SNV were to manage capital more aggressively in payout levels or through or growth. Moreover, should wholesale funding revert back to the level it was leading up to the 2007-2009 financial crisis, negative rating action is possible. Key Rating Drivers -- Long- And Short-Term Deposit Ratings SNV's uninsured deposit ratings at the subsidiary bank are rated one notch higher than the company's IDR and senior unsecured debt because U.S. uninsured deposits benefit from depositor preference. U.S. depositor preference gives deposit liabilities superior recovery prospects in the event of default. Key Rating Sensitivities -- Long- And Short-Term Deposit Ratings The ratings of long- and short-term deposits issued by SNV's bank subsidiary are primarily sensitive to any change in the company's IDR. This means that should a long-term IDR be downgraded, deposit ratings could be similarly affected. Key Rating Drivers -- Subordinated Debt and Other Hybrid Securities SNV's subordinated debt and other hybrid securities ratings are notched below its VR of 'bb+' in accordance with Fitch's assessment of the instruments non-performance and loss severity risk profiles. Key Rating Sensitivities -- Subordinated Debt and Other Hybrid Securities The ratings of other hybrid securities are sensitive to any change in the company's VR. Key Rating Drivers -- Support Rating and Support Rating Floor SNV has a Support Rating of '5' and Support Rating Floor of 'NF'. In Fitch's view, SNV is not systemically important and therefore, the probability of support is unlikely. The IDRs and VRs do not incorporate any support. Rating Sensitvities -- Support Rating and Support Rating Floor SNV's Support Rating and Support Rating Floor are sensitive to Fitch's assumption around capacity to procure extraordinary support in case of need. Key Rating Drivers -- Holding Company The IDR and VR of SNV is equalized with its operating company, Synovus Bank, reflecting its role as the bank holding company, which is mandated in the U.S. to act as a source of strength for its bank subsidiaries. Key Rating Sensitivities -- Holding Company If SNV became undercapitalized or increased double leverage significantly there is the potential that Fitch could notch the holding company IDR and VR from the ratings of the operating companies. Fitch has upgraded the following ratings with a Positive Outlook: Synovus Financial Corp. -- Long-term IDR to 'BB+' from 'BB'; -- Viability Rating to 'bb+' from 'bb'; -- Senior unsecured to 'BB+' from 'BB'; -- Subordinated debt at to 'BB' from 'BB-'; -- Preferred stock to 'B' from 'B-'; Synovus Bank -- Long-term IDR to 'BB+' from 'BB'; -- Viability Rating to 'bb+' from 'bb'; -- Long-term deposits to 'BBB-' from 'BB+'; The following ratings have been affirmed: Synovus Financial Corp. -- Short-term IDR at 'B'. -- Support '5'; -- Support Floor 'NF'. Synovus Bank -- Short-term IDR at 'B'. -- Support '5'; -- Support Floor 'NF'. The following ratings have been assigned: Synovus Bank -- Short-term deposits at 'F3'. TARGETED MEDICAL: Reports $1 Million Net Loss for Third Quarter --------------------------------------------------------------- Targeted Medical Pharma, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.01 million on $1.67 million of total revenue for the three months ended Sept. 30, 2014, compared to a net loss of $1.72 million on $2.19 million of total revenue for the same period last year. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $2.41 million on $5.69 million of total revenue compared to a net loss of $9.83 million on $6.92 million of total revenue for the same period during the prior year. The Company's balance sheet at Sept. 30, 2014, showed $3.22 million in total assets, $11.92 million in total liabilities and a $8.70 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/sK7qux About Targeted Medical Los Angeles, Calif.-based Targeted Medical Pharma, Inc., is a specialty pharmaceutical company that develops and commercializes nutrient- and pharmaceutical-based therapeutic systems. Targeted Medical reported a net loss of $9.33 million on $9.55 million of total revenue for the year ended Dec. 31, 2013, as compared with a net loss of $9.58 million on $7.29 million of total revenue in 2012. Marcum LLP, in Irvine, CA, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has incurred significant net losses since its inception, and has an accumulated deficit of $23,022,407 as of Dec. 31, 2013, and incurred a net loss of $9,337,618 and negative cash flows from operations of $2,046,586 for the year ended Dec. 31, 2013. TELKONET INC: Posts $347,000 Net Income in Third Quarter -------------------------------------------------------- Telkonet, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income attributable to common stockholders of $346,584 on $4.08 million of total net revenue for the three months ended Sept. 30, 2014, compared to a net loss attributable to common stockholders of $1.03 million on $3.50 million of total net revenue for the same period in 2013. For the nine months ended Sept. 30, 2014, the Company reported a net loss attributable to common stock of $284,263 on $11.06 million of total net revenue compared to a net loss attributable to common stockholders of $2.37 million on $10.23 million of total net revenue for the same period during the prior year. As of Sept. 30, 2014, the Company had $10.45 million in total assets, $4.91 million in total liabilities, $1.27 million in redeemable preferred stock, and $4.26 million in total stockholders' equity. "Our ability to continue as a going concern is subject to our ability to consistently generate profits and positive operating cash flows and/or obtain necessary funding from outside sources, including by the sale of our securities or assets, or obtaining loans from financial institutions, where possible. We may also experience net operating losses in the future and the uncertainty regarding contingent liabilities cast doubt on our ability to satisfy such liabilities and the Company cannot make any representations for the remainder of fiscal 2014 and beyond. The accompanying condensed consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties," the Company stated in the Report. Commenting on the third quarter 2014 financial results, Jason Tienor, Telkonet's CEO stated, "We're pleased to report a second consecutive quarter of increasing profitability as the result of our successful strategy execution and are excited by the growth trajectory it has created. The primary drivers of our progress to date and the promise for our future are the continued adoption of our unique EcoSmart energy management platform and our effective expense management activities. "While reporting solid net income in the third quarter as compared to a loss in the same period last year, our profitability grew by nearly 75% sequentially from the second quarter even though our revenue was slightly lower due to seasonality as compared to that quarter. At the same time, we've continued to manage our overhead expenses while increasing investments in sales and marketing to broaden our deal flow and research and development to advance our technological leadership. These initiatives position us for continued profitable growth moving forward." A full-text copy of the Form 10-Q is available for free at: http://is.gd/5PXnNd About Telkonet Milwaukee, Wisconsin-based Telkonet, Inc., is a clean technology company that develops and manufactures proprietary energy efficiency and smart grid networking technology. Telkonet reported a net loss attributable to common stockholders of $4.90 million on $13.88 million of total net revenues for the year ended Dec. 31, 2013, as compared with a net loss attributable to common stockholders of $507,558 on $12.75 million of total net revenues in 2012. BDO USA, LLP, in Milwaukee, Wisconsin, 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 a history of losses from operations, a working capital deficiency, and an accumulated deficit of $121,948,847 that raise substantial doubt about its ability to continue as a going concern. TEMPLAR ENERGY: S&P Affirms 'B' CCR & Revises Outlook to Stable --------------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B' corporate credit rating on Oklahoma City-based exploration and production company Templar Energy LLC and revised the rating outlook to stable from positive. S&P affirmed its 'B-' issue rating (one notch lower than the corporate credit rating) on the company's second-lien term loan, with a recovery rating of '5', indicating S&P's expectation of modest (10% to 30%) recovery in the event of a payment default. The recovery expectation is in the upper half of the 10% to 30% range. The recovery ratings incorporate the company's proven reserves, using a company-provided midyear 2014 (pro forma for recent asset acquisitions) PV10 report, which is computed using our recovery price deck assumptions. The outlook revision reflects S&P's expectation that debt leverage will not decrease below 4x and FFO to debt will not increase to more than 20% over the next 12 months, based on S&P's price assumptions of $80/bbl for WTI and $3.75/mmBtu for natural gas. The ratings on Templar reflect the company's small asset base, lack of geographical diversification, and spending levels in excess of projected cash flows. S&P assess the company's business risk as "weak," and financial risk as "highly leveraged," with "adequate" liquidity. "The stable outlook reflects our expectation that Templar will maintain adequate liquidity and that debt leverage will remain less than 5x over the next 12 months," said Standard & Poor's credit analyst Michael Tsai. S&P could lower the rating if it expects debt leverage to exceed 5x for a sustained period or if S&P assess liquidity as less than adequate, most likely as the consequence of weaker-than- anticipated drilling results. S&P could consider an upgrade if Templar is able to successfully execute its growth strategy, both production and reserves, while at the same time lowering debt leverage to less than 4x and increasing FFO to debt to above 20% and maintaining adequate liquidity. TLC HEALTH: Challenge Period for Committee Extended Indefinitely ---------------------------------------------------------------- Bankruptcy Judge Carl L. Bucki signed of a stipulation between TLC Health Network, the Official Committee of Unsecured Creditors, and secured lenders, relating to the interim tolling and reservation of rights. According to the parties, on June 20, 2014, the Committee requested that the Court (a) authorize the Committee to commence discovery regarding the relationship between the Debtor and Brooks Memorial Hospital, Lake Erie Regional Health System of New York, and University of Pittsburgh Medical Center; and (B) further extending the time for the Committee to file an action challenging the liens of UPMC and Brooks. On July 7, the Court approved a stipulation resolving the Committee motion by extending until Oct. 27, 2014, the investigation period. In this connection, the parties agreed to a further extension of the investigation period to allow the Debtor's case to proceeds without incurring substantial litigation costs without knowing what funds will be available for payment of creditors. The stipulation provides that, among other things: 1. the secured lenders, the Committee and the Debtor agree that the investigation period will be extended indefinitely, subject to the right of any party (or their counsel) to terminate the agreement on 30 days' written notice to counsel for all other parties; 2. the Debtor will make interim adequate protection payments to the secured lenders as (i) not less than $50,000, and subject to the availability of sufficient operating funds, up to $10,000 per month to UPMC and (iii) not less than $50,000, and subject to the availability of sufficient operating funds, up to $10,000 per month to Brooks, provides that the payments to Brooks and UPMC will be in the same amounts. About TLC Health Network TLC Health Network filed a Chapter 11 petition (Bankr. W.D.N.Y. Case No. 13-13294) on Dec. 16, 2013. The petition was signed by Timothy Cooper as Chairman of the Board. The Debtor estimated assets of at least $10 million and debts of at least $1 million. Jeffrey A. Dove, Esq., at Menter, Rudin & Trivelpiece, P.C., serves as the Debtor's counsel. Damon & Morey LLP is the Debtor's Special Health Care Law and Corporate Counsel. The Bonadio Group is the Debtor's accountants. Howard P. Schultz & Associates, LLC is the Debtor's appraiser. The case is assigned to the Hon. Carl L. Bucki. A three-member panel composed of Cannon Design, Chautauqua Opportunities, Inc., and Jamestown Rehab Services has been appointed as the official unsecured creditors committee. Bond, Schoeneck & King, PLLC is the counsel to the Committee. The Committee has tapped NextPoint LLC as financial advisor. Gleichenhaus, Marchese & Weishaar, PC is the general counsel for Linda Scharf, the Patient Care Ombudsman of TLC Health. TODD HERTZBERG: Court Enters Show Cause Order for Ch.7 Trustee -------------------------------------------------------------- In a Nov. 4, 2014 Memorandum Opinion, Bankruptcy Judge Jeffery A. Deller held that (a) Rosemary C. Crawford, the duly appointed chapter 7 trustee for the bankruptcy estate of Susan Hertzberg, has stated a claim against Susan's husband Todd Hertzberg, a Chapter 11 debtor, for turnover of $145,000 of retirement funds, and (b) the chapter 7 trustee has not stated a claim for relief as to causes of action sounding in fraudulent transfer (whether under the Bankruptcy Code or applicable state law). As a result, Judge Deller denied Todd's Motion to Dismiss the chapter 7 trustee's adversary proceeding as to the chapter 7 trustee's cause of action for turnover pursuant to 11 U.S.C. Sections 541 and 542. Todd's Motion to Dismiss, however, is granted (without prejudice to the chapter 7 trustee's ability to re-plead) with respect to the trustee's fraudulent transfer causes of action. In addition, the automatic stay is annulled for purposes of the commencement, litigation, trial, and appeal (if any) of this adversary proceeding. Susan is not a party to the adversary proceeding. In a Nov. 13 Memorandum Opinion, Judge Deller said denying the Motion to Dismiss, however, does not necessarily translate into a conclusion that the chapter 7 trustee's complaint should proceed past the pleading stage. "The continuation of this adversary proceeding beyond the pleading stage is dependent upon the chapter 7 trustee demonstrating to the Court sufficient standing to prosecute this action," the judge said. Accordingly, Judge Deller ruled that a rule to show cause shall be issued whereby the chapter 7 trustee must demonstrate to the Court the basis for federal subject-matter jurisdiction over these proceedings. "If [Susan's] interest in the $145,000 of Retirement Funds is superior to the interest of the chapter 7 trustee, then the chapter 7 trustee lacks either an 'injury in fact' or a sufficient 'personal stake' in the outcome of this proceeding to warrant the invocation of federal jurisdiction. The chapter 7 trustee is therefore required to demonstrate to the Court that her interests have somehow cut-off or superceded the interests of Mrs. Hertzberg in the $145,000 of Retirement Funds," Judge Deller said. A copy of Judge Deller's Memorandum Opinion is available at http://bit.ly/1xK3kiWfrom Leagle.com. David Fuchs, Esq., serves as counsel to Todd Hertzberg. Rosemary Crawford, Esq., represents Chapter 7 Trustee for the Bankruptcy Estate of Susan Hertzberg. Todd Hertzberg and his former wife, Susan M. Hertzberg, are debtors in separate bankruptcy proceedings. Todd is a debtor-in- possession in his Chapter 11 reorganization case (Bankr. W.D. Pa. 13-23753-JAD) commenced on Sept. 3, 2013. Susan filed her Chapter 7 liquidation case (Bankr. W.D. Pa. Case No. 12-20888-GLT) 19 months earlier, on Feb. 27, 2012. TRISTAR WELLNESS: Delays Third Quarter Form 10-Q ------------------------------------------------ TriStar Wellness Solutions, Inc., filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b- 25 with respect to its quarterly report on Form 10-Q for the quarter ended Sept. 30, 2014. The Company said data and other information regarding certain material operations of the Company, as well as its financial statements required for the filing, are not currently available and could not be made available without unreasonable effort and expense. The Company anticipates its financial results for the nine months ended Sept. 30, 2014, will differ significantly from the same period of the prior year due to: (i) the Asset Purchase Agreement with NorthStar Consumer Products, LLC, a Connecticut limited liability company, that closed on Feb. 12, 2013; and (ii) the Company's acquisition of HemCon Medical Technologies Inc., an Oregon corporation, that closed on May 6, 2013. Unlike the nine months ended Sept. 30, 2013, the Company's financial statements for the nine months ended Sept. 30, 2014, will reflect the operations of HemCon for the entire period, which relate to the development, manufacturing and marketing of innovative wound care/infection control medical devices. The operations the Company acquired as a result of the Company's acquisition of HemCon will significantly impact its revenue and cost of goods sold, operating expenses, as well as change the Company's net profit/loss for the nine months ended Sept. 30, 2014, when compared to the same period a year ago. The exact impact will not be known until the Company's financial statements for the nine months ended Sept. 30, 2014, are completed. About TriStar Wellness TriStar Wellness Solutions, Inc., offers products and technologies in the areas of wound care, women's health and therapeutic skin care. The Company is based in Westport, Connecticut. The Company's balance sheet at March 31, 2014, showed $5.27 million in total assets, $12.1 million in total liabilities, and stockholders' deficit of $6.83 million. ULTIMATE ESCAPES: Court Clears Directors of Liability ----------------------------------------------------- Edward T. Gavin, Trustee of the UE Liquidating Trust, on behalf of the Estates of Ultimate Escapes Holdings, LLC, sued the Company's former officer and director James M. Tousignant and former director Richard Keith for breach of their fiduciary duties of loyalty and care when they entered into an agreement between Ultimate Escapes and Club Holdings, LLC dated August 6, 2010, that, as the Trustee argues, essentially transferred Ultimate Escapes' member list, a multi-million dollar asset and the putative "crown jewel" of the company, to Club Holdings for a mere $115,000. Following a trial, the Court concludes that the August 6th Agreement only intended for the transfer of member information for the limited purpose of converting approximately 30 Ultimate Escapes' members to Club Holdings. Furthermore, the Court holds that the Mr. Tousignant's actions in negotiating and executing the August 6th Agreement are protected by the business judgment rule, and that there is no evidence that Mr. Keith participated in or was aware of the specifics of the August 6th Agreement. The Court also finds that the Trustee has neither articulated nor proven any breach of the Defendants' duty of loyalty. Judgment is entered in favor of the Defendants and against the Trustee. The case is, Edward T. Gavin, Trustee of the UE Liquidating Trust, on behalf of the Estates of Ultimate Escapes Holdings, LLC, et al., Plaintiff, v. James M. Tousignant and Richard Keith, Defendants, Adv. No. 12-50849 (BLS) (Bankr. D. Del.). A copy of the Court's Opinion dated Nov. 12, 2014, is available at http://bit.ly/1vk1nvNfrom Leagle.com. Counsel for Edward T. Gavin, Trustee of the UE Liquidating Trust, on behalf of the Estates of Ultimate Escapes Holdings, LLC, et al.: Todd H. Bartels, Esq. Shanti M. Katona, Esq. Christopher A. Ward, Esq. Polsinelli, PC 222 Delaware Avenue, Suite 1101 Wilmington, DE 19801 Tel: 302-252-0920 Fax: 302-252-0921 E-mail: tbartels@polsinelli.com skatona@polsinelli.com cward@polsinelli.com Counsel for James M. Tousignant are: Marc S. Casarino, Esq. Michael N. Onufrak, Esq. WHITE AND WILLIAMS, LLP 824 N. Market Street, Suite 902 P.O. Box 709 Wilmington, DE 19899-0709 Tel: 302-654-0424 Fax: 302-654-0245 E-mail: casarinom@whiteandwilliams.com onufrakm@whiteandwilliams.com Counsel for Richard Keith are: John J. Barrett, Jr. Arthur D. Kuhl, Esq. Louis J. Rizzo, Jr., Esq. REGER, RIZZO, & DARNALL, LLP Cira Centre, 13th Floor 2929 Arch Street Philadelphia, PA 19104 Tel: 215-495-6548 Fax: 215-495-6600 E-mail: jbarrett@regerlaw.com akuhl@regerlaw.com lrizzo@regerlaw.com About Ultimate Escapes Ultimate Escapes, Inc. -- http://www.ultimateescapes.com/-- was a luxury destination club that sold club memberships offering members reservation rights to use its vacation properties, subject to the rules of the club member's Club Membership Agreement. The Company's properties are located in various resort locations throughout the world. Kissimmee, Florida-based Ultimate Escapes Holdings, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 10-12915) on Sept. 20, 2010. Affiliates Ultimate Resort, LLC; Ultimate Operations, LLC; Ultimate Resort Holdings, LLC; Ultimate Escapes, Inc. (fka Secure America Acquisition Corporation); P & J Partners, LLC; UE Holdco, LLC; UE Member, LLC, et al., filed separate Chapter 11 petitions. Scott D. Cousins, Esq., Sandra G. M. Selzer, Esq., and Nancy A. Mitchell, Esq., at Greenberg Traurig LLP, served as bankruptcy counsel to the Debtor. CRG Partners Group LLC was the Debtors' chief restructuring officer. BMC Group Inc. was the Company's claims and notice agent. Christopher A. Ward, Esq., Shanti M. Katona, Esq., and Peter W. Ito, Esq., at Polsinelli Shughart PC, represented the Creditors Committee. Ultimate Escapes estimated assets at $10 million to $50 million and debts at $100 million to $500 million as of the Petition Date. As reported in the TCR on Feb. 1, 2012, the Effective Date of the Second Amended Chapter 11 Liquidating Plan proposed by Ultimate Escapes Holdings, LLC, et al., occurred on Jan. 3, 2012. UNI-PIXEL INC: Agrees to Settle Shareholder Litigations ------------------------------------------------------- Uni-Pixel, Inc., has entered memorandums of understanding to settle the following previously disclosed lawsuits: * the securities class action lawsuit pending in the U.S. District Court for the Southern District of Texas, captioned Fitzpatrick, Charles J. v. Uni-Pixel, Inc., et. al. (Cause No. 4:13-cv-01649); and * the consolidated shareholder derivative lawsuit pending in the District Court of Harris County, Texas, captioned In re Uni-Pixel, Inc., Shareholder Derivative Litigation (Cause No. 2014-08251). The proposed settlements would resolve for all defendants all of the issues that are pending in the class action and in the consolidated derivative action relating to Uni-Pixel's public statements regarding its licensing agreements and product development. Uni-Pixel determined to settle these matters to eliminate the burden, distraction, and expense of further litigation. If completed, the class action settlement would result in a payment of $2.35 million in cash to the settlement class, inclusive of fees and expenses. In addition, Uni-Pixel would issue $2.15 million in common stock to the settlement class. The proposed consolidated derivative settlement would result in a payment of $150,000 in cash, the issuance of $125,000 of Uni-Pixel common stock, and certain governance improvements. Uni-Pixel anticipates that the cash payment portions of both settlements, totaling $2.5 million, would be paid from insurance proceeds. "With these memorandums of understanding in place, we believe we are one step closer to resolving these suits," said Jeff Hawthorne, president and CEO of Uni-Pixel. "We are hopeful the courts will give final approval to the settlements." The settlements are not yet consummated and are subject to a number of conditions. The terms outlined in the memorandums of understanding Uni-Pixel has entered into are subject to the parties concluding definitive settlement agreements. The proposed settlements are also subject to final approval by Uni-Pixel's insurance carrier and by the courts following completion of a fairness hearing. Hearing dates have not yet been set on final approval of the proposed settlements. About Uni-Pixel Inc. The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL) -- http://www.unipixel.com/-- is a production stage company delivering its Clearly Superior(TM) Performance Engineered Films to the Lighting & Display, Solar and Flexible Electronics market segments. Uni-Pixel reported a net loss of $15.18 million in 2013, a net loss of $9.01 million in 2012 and a net loss of $8.56 million in 2011. The Company's balance sheet at Sept. 30, 2014, showed $39.44 million in total assets, $5.25 million in total liabilities and $34.18 million in total shareholders' equity. UNITEK GLOBAL: Has Interim OK to Assume Plan Support Agreement -------------------------------------------------------------- Judge Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware gave Unitek Global Services, Inc., et al., interim authority to assume the plan support agreement they entered into prior to the Petition Date, and scheduled a Dec. 3 hearing to consider final approval of the PSA. The hearing on the PSA will be in advance of the Dec. 12 hearing to consider the adequacy of the disclosure statement and the confirmation of the Debtors' prepackaged plan of reorganization, which will achieve the Debtors' restructuring goals by: (a) reducing the Debtors' total operating company funded debt by approximately $90 million, excluding original issue discount costs; (b) providing the Debtors with reasonable, long term financing and access to incremental commitments that will enable the Debtors to support their future business needs; and (c) continuing the Debtors' relationship with DIRECTV, one of the Debtors' largest customers. The PSA, which was entered into among Unitek Global and (i) its U.S. subsidiaries, including DirectSAT USA, Inc.; (ii) Apollo Investment Corporation, as agent for the lenders under the ABL Credit Agreement; (iii) certain lenders under the ABL Credit Agreement; (iv) certain lenders under the Term Loan Credit Agreement; and (v) DIRECTV, LLC. Under the PSA, Unitek agreed to the terms of a restructuring of its more than $90 million debt with its lenders, including affiliates of Littlejohn & Co. and New Mountain Capital, and a voluntary pre-packaged Chapter 11 filing. The Debtors are required by the PSA to abide by certain milestones. The PSA may be terminated if: (a) The Debtors shall not have commenced solicitation of votes on the Plan on or before October 21, 2014; (b) The Debtors shall not have commenced the Chapter 11 Cases on or before November 11, 2014; (c) The Bankruptcy Court shall not have entered the Confirmation Order on or before the date that is 66 days from the Petition Date; (d) The Bankruptcy Court otherwise grants relief that would have a material adverse effect on the Restructuring Transactions; (e) The Effective Date of the Plan shall not have occurred on or before January 21, 2015. A copy of the PSA motion, along with the PSA, is available for free at http://bankrupt.com/misc/Unitek_PSA_Motion.pdf According to Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, the prepackaged plan entails a 65.4% recovery for term loan lenders owed $143.3 million, while trade suppliers and other unsecured creditors with $23 million in claims will be paid in full. Any objection to the approval of the Disclosure Statement and the confirmation of the Plan must be submitted on or before Dec. 5, while any objection to the final approval of the Debtors' motion for authority to assume the PSA must be filed on or before Nov. 26. About UniTek Global Services UniTek Global Services, Inc., based in Blue Bell, Pennsylvania, provides fulfillment and infrastructure services to media and telecommunication companies in the United States and Canada. On Nov. 3, 2014 UniTek Global and nine subsidiary companies filed petitions in the United States Bankruptcy Court for the District of Delaware seeking relief under chapter 11 of the United States Bankruptcy Code. The Debtors' cases have been assigned to Judge Judge Peter J. Walsh. The Debtors are seeking to have their cases jointly administered for procedural purposes, with pleadings to be maintained on the case docket for UniTek Global Services, Inc., Case No. 14-12471. The Debtors have tapped Morgan, Lewis & Bockius LLP as counsel; Young, Conaway, Stargatt & Taylor, LLP, as co-counsel; Miller Buckfire & Co. LLC, as financial advisor; Protiviti Inc., and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent. As of Sept. 30, 2014, the Debtors have 2,500 employees, substantially all of whom are full-time. UniTek Global reported a net loss of $52.07 million on $471.93 million of revenues for the year ended Dec. 31, 2013, as compared with a net loss of $77.73 million on $437.59 million of revenues in 2012. The Company's balance sheet at March 29, 2014, showed $250 million in total assets against $257 million in total liabilities. UNITEK GLOBAL: Has Interim Authority to Tap $29.2MM in DIP Loans ---------------------------------------------------------------- Judge Peter J. Walsh of the U.S. Bankruptcy Court for the District of Delaware gave Unitek Global Services, Inc., et al., interim authority to obtain postpetition financing up to an aggregate amount not to exceed $29,200,000 from Wilmington Trust, National Association, as agent for a consortium of lenders. The proposed DIP Facility consists of: -- commitments to lend an aggregate principal amount of up to $43,000,000 as term advances; -- revolving credit commitments of $10,000,000 to provide liquidity for working capital and general corporate purposes of the DirectSAT Business; -- commitments to purchase participations in, and reimburse the ABL Facility Agent for any amount draw under, the $3.7 million letter of credit issued to secure certain obligations of the Other Business under the ABL Facility Credit Agreement; and -- a roll up of all outstanding letters of credit under the ABL Facility existing as of the Petition Date. The interest rates under the DIP Facility will be the Eurodollar Rate + 8.50% per annum, with 1.0% per annum of the amount payable in king, or, at the Debtors' election, the Alternate Base Rate + 7.50% per annum, with 1.0% per annum of the amount payable in kind, payable monthly in arrears. The interest rates will increase by 2.0% per annum during the existence of an event of default. The Debtors are also given interim authority to use the cash collateral securing their prepetition indebtedness. As of the Petition Date, the substantial majority of the Debtors' liabilities consisted of funded debt comprised of: (i) revolving credit facility provided by Apollo Investment Corporation, as agent for a group of lenders, and (ii) a term loan provided by Cerberus Business Finance, LLC, as agent for a group of lenders. As of the Petition Date, approximately $47.6 million is outstanding under the ABL Facility, while approximately $143.3 million is outstanding under the Term Loan Facility. The DIP facility matures Jan. 21, 2015, provided that this date may be extended (a) for an additional 30 days upon delivery of a notice and payment of the extension fee in each case on or after Jan. 11, 2015 but before Jan. 15, 2015, and (b) for a further 30 days upon delivery of notice and the consent of ABL Facility Agent and the Determining Lenders, in each case so long as no event of default under the DIP Facility has then occurred and is continuing. A copy of the DIP Financing Motion is available for free at: http://bankrupt.com/misc/Unitek_DIP_Financing_Motion.pdf The final hearing to consider approval of the DIP facility is scheduled for Dec. 3, 2014, at 11:00 a.m. Objections are due Nov. 26, and must be served to: (a) Office of the U.S. Trustee 844 King Street, Suite 2207 Lockbox 35 Wilmington, DE 19801 Attn: Mark Kenney (b) proposed counsel for the Debtors: Neil E. Herman, Esq. James O. Moore, Esq. MORGAN, LEWIS & BOCKIUS LLP 101 Park Avenue New York, NY 10178-0060 -- and -- Michael J. Pedrick, Esq. Justin W. Chairman, Esq. MORGAN, LEWIS & BOCKIUS LLP 1701 Market Street Philadelphia, PA 19103-2921 -- and -- Robert S. Brady, Esq. M. Blake Cleare, Esq. YOUNG CONAWAY STARGATT & TAYLOR LLP 100 North King Street Wilmington, DE 19801 (c) counsel to certain DIP Lenders: Joshua A. Sussberg, Esq. Yongjin Im, Esq. KIRKLAND & ELLIS LLP 601 Lexington Avenue New York, NY 10022 E-mail: joshua.sussberg@kirkland.com yongjin.im@kirkland.com -- and -- Steven N. Serajeddini, Esq. KIRKLAND & ELLIS LLP 300 North LaSalle Chicago, IL 60654 E-mail: steven.serajeddini@kirkland.com (d) counsel to certain of the DIP Lenders: Richard A. Levy, Esq. Matthew L. Warren, Esq. LATHAM & WATKINS LLP 330 North Wabash Avenue, Suite 2800 Chicago, IL 60611 E-mail: richard.levy@lw.com matthew.warren@lw.com (e) counsel to the Prepetition Term Loan Agent: David A. Fidler, Esq. KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 Avenue of the Stars, 19th Floor Los Angeles, CA 90067-6049 E-mail: dfidler@ktbslaw.com (f) counsel to the DIP Agent: Jason J. Solomon, Esq. ALSTON & BIRD LLP 101 South Tryon Street, Suite 4000 Charlotte, NC 28280-4000 E-mail: jason.solomon@alston.com Prepetition Capital Structure As of the Petition Date, the substantial majority of the Debtors' liabilities consisted of funded debt comprised of: (i) the revolving credit facility (the "ABL Facility") provided under that certain Revolving Credit and Security Agreement dated as of July 10, 2013, by and among UniTek and certain other Debtors, the lender parties thereto, and Apollo Investment Corporation, as agent. As of the Petition Date, the aggregate principal amount of loans outstanding under the ABL Facility was $47,605,729, which consists of $38,792,875 on account of Senior ABL Facility Loans and $8,812,453 on account of the Junior ABL Facility Loans, and the undrawn amount of all outstanding letters of credit issued under the ABL Facility was $21,646,300. (ii) the term loan (the "Term Loan Facility") provided under that certain Credit Agreement dated as of April 15, 2011, among UniTek and certain other Debtors, the lender parties thereto, and Cerberus Business Finance, LLC, in its capacity as successor administrative agent. As of the Petition Date, $143,252,713.27 (including accrued and unpaid interest) is outstanding under the Term Loan Facility. About UniTek Global Services UniTek Global Services, Inc., based in Blue Bell, Pennsylvania, provides fulfillment and infrastructure services to media and telecommunication companies in the United States and Canada. On Nov. 3, 2014 UniTek Global and nine subsidiary companies filed petitions in the United States Bankruptcy Court for the District of Delaware seeking relief under chapter 11 of the United States Bankruptcy Code. The Debtors' cases have been assigned to Judge Judge Peter J. Walsh. The Debtors are seeking to have their cases jointly administered for procedural purposes, with pleadings to be maintained on the case docket for UniTek Global Services, Inc., Case No. 14-12471. The Debtors have tapped Morgan, Lewis & Bockius LLP as counsel; Young, Conaway, Stargatt & Taylor, LLP, as co-counsel; Miller Buckfire & Co. LLC, as financial advisor; Protiviti Inc., and Epiq Bankruptcy Solutions, LLC, as claims and noticing agent. As of Sept. 30, 2014, the Debtors have 2,500 employees, substantially all of whom are full-time. UniTek Global reported a net loss of $52.07 million on $471.93 million of revenues for the year ended Dec. 31, 2013, as compared with a net loss of $77.73 million on $437.59 million of revenues in 2012. The Company's balance sheet at March 29, 2014, showed $250 million in total assets against $257 million in total liabilities. UNIVERSAL COOPERATIVES: Seeks to Tap KGSR as Pension Advisor ------------------------------------------------------------ Universal Cooperatives, Inc., and its debtor affiliates seek permission from the U.S. Bankruptcy Court for the District of Delaware to employ Kelly Garfinkle Strategic Restructuring LLC as their pension advisor nunc pro tunc to the Petition Date. As pension advisor, Kelly Garfinkle is expected to provide these services: a. Develop a proposal for resolution of all of the Pension Benefit Guaranty Corp's asserted claims within the context of the Plan of Liquidation that settles claims against all controlled group members; b. Work with the various current Universal Cooperatives stakeholders, including the Official Committee of Unsecured Creditors, to explain PBGC's claims; controlled group issues; and develop an appropriate settlement framework; and c. Support Universal Cooperatives in responding to and negotiating a settlement with the PBGC, including strategy development, preparing responses, leading meetings and negotiations, and following up with staff to move the process. The Debtors seek to pay for KGSR's services in accordance with this Fee Structure: 1. A flat fee of $80,000: * Monthly Retainer: $10,000 per month, commencing Nov. 1, 2014, for five months. Should the engagement end in less than five months, the remaining monthly fees will be added to the Completion fee. * Completion Fee: Upon an unappealable Bankruptcy Court order approving the settlement between Universal Cooperatives PBGC, KGSR will receive a Completion Fee in the amount of $30,000 plus any additional monthly fees that were unpaid. 2. The Debtors will also reimburse KGSR for all (i) reasonable out-of-pocket expenses incurred from time to time in connection with its services. 3. To the extent the Engagement Agreement is terminated by the Debtors, KGSR will be entitled to accrued fees and expenses incurred to such date, except as otherwise set forth in the Engagement Agreement. Morris Garfinkle, co-founder and principal of Kelly Garfinkle, assures the Court that the Firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Universal Cooperatives As an inter-regional farm supply cooperative, Universal Cooperatives, Inc. consolidates the purchasing power of its members to procure, and/or manufacture, and distribute high quality products at competitive prices. Universal has 14 voting members and over 50 associate members. Eagan, Minnesota-based Universal Cooperatives and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14- 11187) on May 11, 2014. The debtor-affiliates are Heritage Trading Company, LLC; Bridon Cordage LLC; Universal Crop Protection Alliance, LLC; Agrilon International, LLC; and Pavalon, Inc. UCI do Brasil, a majority-owned subsidiary located in Brazil, is not a debtor in the Chapter 11 cases The cases are assigned to Judge Mary F. Walrath. Universal estimated $1 million to $10 million in assets and $10 million to $50 million in debt. Heritage estimated less than $10 million in assets and debt. The Debtors have tapped Travis G. Buchanan, Esq., Robert S. Brady, Esq., Andrew L. Magaziner, Esq., and Travis G. Buchanan, Esq., at Young Conaway Stargatt & Taylor, LLP; and Mark L. Prager, Esq., Michael J. Small, Esq., and Emil P. Khatchatourian, Esq., at Foley & Lardner LLP, as counsel; The Keystone Group, as financial advisor and Prime Clerk as notice and claims agent. Bank of America, N.A., as agent for the DIP Lenders, is represented by Daniel J. McGuire, Edward Kosmowski, Esq., and Gregory M. Gartland, Esq., at Winston & Strawn, LLP. The United States Trustee for Region 3 has appointed seven members to the Official Committee of Unsecured Creditors, which is represented by Sharon Levine, Esq., Bruce S. Nathan, Esq., and Timothy R. Wheeler, Esq., at LOWENSTEIN SANDLER LLP, in Roseland, New Jersey; and Jamie L. Edmonson, Esq., and Daniel A. O'Brien, Esq., at VENABLE LLP, in Wilmington, Delaware. UNIVERSAL HEALTH: J&B to Pursue Fraudulent Transfer Claims ---------------------------------------------------------- The Bankruptcy Court authorized Soneet R. Kapila, as Chapter 11 trustee for the estate of Universal Health Care Group, Inc., et al., to expand the scope of employment of the Law Firm of Jennis & Bowen, P.L. and David S. Jennis. J&B's employment as special conflicts counsel is expanded to investigate and pursue preference and fraudulent transfer claims nunc pro tunc to April 2, 2014. J&B will will also handle these additional conflict entities: The Dali Museum, University of South Florida, Healthport Technologies, LLC, Jeff Brandes a/k/a Jeff P. Brandes, University of Florida Foundation, Marriott International, Publix Super Markets, and The Capital Grille. As reported in the Troubled Company Reporter on Oct. 11, 2013, the Court authorized the trustee to employ Mr. Jennis and J&B, as special conflicts counsel, nunc pro tunc to June 10, 2013. The firm will be paid $120 to $150 per hour for paraprofessionals and $175 to $425 per hour for attorneys. About Universal Health Care Group Universal Health Care Group, Inc., owns an insurance company and three health-maintenance organizations that provide managed care services for government sponsored health care programs, focusing on Medicare and Medicaid. Universal Health was founded in 2002 by Dr. A.K. Desai and grew its operations of offering Medicare plans to more than 37,000 members to over 20 states. Universal Health filed a Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 13-01520) on Feb. 6, 2013, after Florida regulators moved to put two of the company's subsidiaries in receivership. Universal Health Care estimated assets of up to $100 million and debt of less than $50 million in court filings in Tampa, Florida. Harley E. Riedel, Esq., at Stichter Riedel Blain & Prosser, in Tampa, serves as counsel to the Debtor. Soneet R. Kapila has been appointed the Chapter 11 Trustee in the Debtor's case. He is represented by Roberta A. Colton, Esq., at Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis, PA. Dennis S. Jennis, Esq., and Jennis & Bowen, P.L., serve as special conflicts counsel and E-Hounds, Inc., serves as a forensic imaging consultant to the Chapter 11 trustee. UNIVERSITY GENERAL: Appoints Chief Revenue Officer -------------------------------------------------- University General Health System, Inc., has appointed Kenneth Efird, D.C. as its new chief revenue officer. Dr. Efird is an entrepreneur and experienced healthcare professional, licensed to practice Chiropractic Medicine in the State of Texas. He previously served as chief business development officer of a regional healthcare organization, founder and chief executive officer of a diagnostic and interventional spine center, and chief operating officer of a publicly-traded company that owns and manages ambulatory surgical centers and a general acute care hospital. His accomplishments with regards to increasing revenue, leading organizational change, and developing marketing processes have positioned Dr. Efird as an expert in planning and executing long-term solutions to improve results. He will be responsible for enhancing revenue at University General's flagship hospital, hospital outpatient departments (HOPDs), and ambulatory surgical centers in the Houston metropolitan area. He will also supervise Autimis, University General's revenue cycle management company, working closely with existing management and the Company's board of directors. The Company also announced the resignation of several officers at UGHS Autimis Billing, Inc. and UGHS Autimis Coding, Inc., including Brandon Griffin (CEO), Ryan Griffin (COO), Jordan Griffin (CIO), and Samantha Griffin (Controller). At the same time, Bassam Nebulsi, an experienced revenue cycle management professional, was appointed president of Autimis. Mr. Nebulsi will work closely with University General's interim chief financial officer, Kris Trent, and Dr. Efird as the Company continues to improve its revenue cycle management processes. "We are very pleased to welcome Dr. Efird to our management team," stated Hassan Chahadeh, M.D., chairman and chief executive officer of University General Health System, Inc. "Ken will be a great asset as we restructure and streamline our Company's operations and focus on producing meaningful returns to our shareholders. His knowledge of healthcare, experience with ancillary services, and networking with quality physicians and employees will be essential to our success as we continue to grow our regional health care delivery system." About University General University General Health System, Inc., located in Houston, Texas, is a diversified, integrated multi-specialty health care provider that delivers concierge physician- and patient-oriented services. UGHS currently operates one hospital and two ambulatory surgical centers in the Houston area. It also owns a revenue management company, a hospitality service provider and facility management company, three senior living facilities and manages six senior living facilities. University General reported a net loss attributable to common shareholders of $35.70 million on $163.98 million of total revenues for the year ended Dec. 31, 2013, as compared with a net loss attributable to common shareholders of $3.97 million on $113.22 million of total revenues for the year ended Dec. 31, 2012. As of Dec. 31, 2013, the Company had $183.26 million in total assets, $186.91 million in total liabilities, $2.97 million in series C convertible preferred stock, and a $6.61 million total deficit. Moss, Krusick & Associates, LLC, in Winter Park, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has negative working capital and relative low levels of cash and cash equivalents. These conditions raise substantial doubt about the Company's ability to continue as a going concern, the auditors said. VARIANT HOLDING: Wants to Incur $10MM Loan from Secured Lenders --------------------------------------------------------------- Variant Holding Company, LLC, asks the Bankruptcy Court for authorization to: i) obtain postpetition financing in the form of a senior secured superpriority term loan in an aggregate principal amount of $10,000,000, with $3,000,000 available on an interim basis for a period through and including the date of the final hearing from BPC VHI, L.P., Beach Point Total Return Master Fund, L.P. and Beach Point Distressed Master fund, L.P., through Cortland Capital Market Services LLC as administrative agent for the Beach Point Funds, and grant security interests and superpriority administrative expense claim status; and ii) use cash collateral. A final hearing on the matter is scheduled for Nov. 26, 2014. A summary of the principal terms of the proposed DIP loan agreement and DIP orders include: Borrower: the Debtor DIP Lender: BPC VHI, L.P., Beach Point Total Return Master Fund, L.P., and Beach Point Distressed Master Fund, L.P. The administrative agent for the Beach Point Funds is Cortland Capital Market Services LLC. Adequate Protection: the existing lenders will receive superpriority claims and replacement liens on the DIP collateral, subject only to the DIP liens and the carve out. Facility Fees: the administrative agent will be paid an annual fee for its services as administrative agent under the DIP loan in an amount of $55,000 for the first year, and $15,000 for each year thereafter. Interest Rate: 14.2% per annum, the same rate as the existing loan agreement Maturity: the DIP Loan will mature on Nov. 1, 2015, or the earlier termination thereof in accordance with the terms of the DIP loan agreement About Variant Holding Variant Holding Company, LLC, commenced bankruptcy proceedings under Chapter 11 of the U.S. Bankruptcy Code in Delaware (Case No. 14-12021) on Aug. 28, 2014, without stating a reason. Tucson, Arizona-based Variant Holding estimated $100 million to $500 million in assets and less than $100 million in debt. The Debtor has tapped Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, as counsel. Members holding the majority of the interests in the company, namely Conix WH Holdings, LLC, Conix Inc., Numeric Holding Company, LLC, Walkers Dream Trust, and Variant Royalty Group, LP, signed the resolution authorizing the bankruptcy filing. VUZIX CORP: Incurs $3.3 Million Net Loss in Third Quarter --------------------------------------------------------- Vuzix Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $3.30 million on $664,586 of total sales for the three months ended Sept. 30, 2014, compared to a net loss of $1.85 million on $338,816 of total sales for the same period a year ago. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $1.55 million on $2.18 million of total sales compared to a net loss of $4.44 million on $1.77 million of total sales for the same period during the prior year. As of Sept. 30, 2014, the Company had $3.94 million in total assets, $13.91 million in total liabilities and a $9.97 million total stockholders' deficit. A full-text copy of the Form 10-Q is available for free at: http://is.gd/nAIfwe About Vuzix Corporation Vuzix -- http://www.vuzix.com-- is a supplier of Video Eyewear products in the consumer, commercial and entertainment markets. The Company's products, personal display devices that offer users a portable high quality viewing experience, provide solutions for mobility, wearable displays and virtual and augmented reality. Vuzix holds 33 patents and 15 additional patents pending and numerous IP licenses in the Video Eyewear field. Founded in 1997, Vuzix is a public company with offices in Rochester, NY, Oxford, UK and Tokyo, Japan. "The Company's independent registered public accounting firm's report issued on our consolidated financial statements for the years ended December 31, 2013 and 2012 included an explanatory paragraph describing the existence of conditions that raise substantial doubt about the Company's ability to continue as a going concern, including continued operating losses and the potential inability to pay currently due debts. The net operating loss for the first quarter of 2014 was $993,150. The Company has incurred a net loss from continuing operations consistently over the last 2 years. The Company incurred annual net losses from its continuing operations of $10,146,228 in 2013 and $4,747,387 in 2012, and has an accumulated deficit of $34,780,626 as of March 31, 2014. The Company's ongoing losses have had a significant negative impact on the Company's financial position and liquidity. As at March 31, 2014 the Company had a working capital deficit of $1,836,319," the Company said in its quarterly report for the period ended March 31, 2014. VISUALANT INC: Chief Technology Officer Resigns ----------------------------------------------- Visualant, Inc., accepted the resignation of Dr. Richard Mander as chief technology officer on Nov. 7, 2014, according to a regulatory filing with the U.S. Securities and Exchange Commission. The Company expects to utilize Mr. Mander on a consulting basis. Mr. Mander had no disagreement with the Company on any matter relating to the Company's operations, policies or practices, the filing stated. The Company is utilizing Dr. Tom Furness, the inventor of the Company's ChromaID technology and its existing supplier base, to develop the Company's products. About Visualant Inc. Seattle, Wash.-based Visualant, Inc., was incorporated under the laws of the State of Nevada on Oct. 8, 1998. The Company develops low-cost, high speed, light-based security and quality control solutions for use in homeland security, anti- counterfeiting, forgery/fraud prevention, brand protection and process control applications. Visualant incurred a net loss of $6.60 million for the year ended Sept. 30, 2013, as compared with a net loss of $2.72 million for the year ended Sept. 30, 2012. As of June 30, 2014, the Company had $3.46 million in total assets, $7.09 million in total liabilities, all current, $72,713 in non-controlling interest, and a $3.70 million total stockholders' deficit. PMB Helin Donovan, LLP, in Seattle, Washington, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2013. The independent auditors noted that the Company has sustained a net loss from operations and has an accumulated deficit since inception. These factors raise substantial doubt about the Company's ability to continue as a going concern. WAVE SYSTEMS: Incurs $2.1 Million Net Loss in Third Quarter ----------------------------------------------------------- Wave Systems Corp. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.10 million on $4.33 million of total net revenues for the three months ended Sept. 30, 2014, compared to a net loss of $2.94 million on $6.25 million of total net revenues for the same period a year ago. The Company also reported a net loss of $9.19 million on $14.10 million of total net revenues for the nine months ende Sept. 30, 2014, compared to a net loss of $16.64 million on $18.78 million of total net revenues for the same period in 2013. The Company's balance sheet at Sept. 30, 2014, showed $10.95 million in total assets, $14.14 million in total liabilities and a $3.19 million total stockholders' deficit. "Due to our current cash position, our forecasted capital needs over the next twelve months and beyond, uncertainty as to whether we will achieve our business plan and the fact that we may require additional financing, and uncertainty as to whether we will achieve our sales forecast for our products and services, substantial doubt exists with respect to our ability to continue as a going concern," the Company said in the filing. A full-text copy of the Form 10-Q is available for free at: http://is.gd/ZdgMDa About Wave Systems Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) -- http://www.wave.com/-- develops, produces and markets products for hardware-based digital security, including security applications and services that are complementary to and work with the specifications of the Trusted Computing Group, an industry standards organization comprised of computer and device manufacturers, software vendors and other computing products manufacturers. Wave Systems reported a net loss of $20.32 million in 2013, a net loss of $33.96 million in 2012 and a net loss of $10.79 million in 2011. KPMG LLP, in Boston, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that Wave Systems Corp. has suffered recurring losses from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. WORLD SURVEILLANCE: Reports $405,000 Net Loss for Third Quarter --------------------------------------------------------------- World Surveillance Group Inc. filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $405,061 on $370,063 of net sales for the three months ended Sept. 30, 2014, compared to a net loss of $1.04 million on $333,027 of net sales for the same period in 2013. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $2.41 million on $968,325 of net sales compared to a net loss of $2.40 million on $800,504 of net sales for the same period during the prior year. As of Sept. 30, 2014, the Company had $6.14 million in total assets, $17.29 million in total liabilities, all current, and a $11.14 million total stockholders' deficit. Bankruptcy Warning "We have incurred substantial indebtedness and may be unable to service our debt. "Our total indebtedness at September 30, 2014 was $17,292,275. A portion of such indebtedness reflects judicial judgments against us that could result in liens being placed on our bank accounts or assets. We are continuing to review our ability to reduce this debt level due to the age and/or settlement of certain payables but we may not be able to do so. This level of indebtedness could, among other things: * make it difficult for us to make payments on this debt and other obligations; * make it difficult for us to obtain future financing; * require us to redirect significant amounts of cash from operations to servicing the debt; * require us to take measures such as the reduction in scale of our operations that might hurt our future performance in order to satisfy our debt obligations; and * make us more vulnerable to bankruptcy or an unwanted acquisition on terms unsatisfactory to us." A full-text copy of the Form 10-Q is available for free at: http://is.gd/SGvxV5 About World Surveillance World Surveillance Group Inc. designs, develops, markets and sells autonomous lighter-than-air (LTA) unmanned aerial vehicles (UAVs) capable of carrying payloads that provide persistent security and/or wireless communication from air to ground solutions at low, mid and high altitudes. The Company's airships, when integrated with electronics systems and other high technology payloads, are designed for use by government-related and commercial entities that require real-time intelligence, surveillance and reconnaissance or communications support for military, homeland defense, border control, drug interdiction, natural disaster relief and maritime missions. The Company is headquartered at the Kennedy Space Center, in Florida. World Surveillance reported a net loss of $3.41 million on $558,574 of net revenues for the year ended Dec. 31, 2013, as compared with a net loss of $3.36 million on $272,201 of net revenues for the year ended Dec. 31, 2012. Rosen Seymour Shapss Martin & Company LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company has experienced significant losses and negative cash flows, resulting in decreased capital and increased accumulated deficits. These conditions raise substantial doubt about its ability to continue as a going concern. Z TRIM HOLDINGS: Reports $1.4 Million Net Loss for Third Quarter ---------------------------------------------------------------- Z Trim Holdings, Inc., filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.41 million on $360,710 of total revenues for the three months ended Sept. 30, 2014, compared to a net loss of $2.50 million on $296,286 of total revenues for the same period a year ago. For the nine months ended Sept. 30, 2014, the Company reported a net loss of $4.42 million on $889,334 of total revenues compared to a net loss of $10.76 million on $1.04 million of total revenues for the same period last year. The Company's balance sheet at Sept. 30, 2014, showed $3.17 million in total assets, $3.28 million in total liabilities and a $104,614 total stockholders' deficit. As of Sept. 30, 2014, the Company had a cash balance of $69,994, a decrease from a balance of $443,472 at Dec. 31, 2013. At Sept. 30, 2014, the Company had a working capital deficit of $1,232,731, as compared to working capital of $805,195 as of Dec. 31, 2013. The decrease in working capital primarily resulted from the increases in inventory, accounts payable and short-term borrowings as a result of an unanticipated change in the ordering pattern of several customers that resulted in a decrease in orders during the first nine months of 2014. A full-text copy of the Form 10-Q is available for free at: http://is.gd/rLsP1X About Z Trim Mundelein, Ill.-based Z Trim Holdings, Inc., is a functional food ingredient company which provides custom product solutions that help answer the food industry's problems. Z Trim's revolutionary technology provides value-added ingredients across virtually all food industry categories. Z Trim's all-natural products, among other things, help to reduce fat and calories, add fiber, provide shelf-stability, prevent oil migration, and add binding capacity -- all without degrading the taste and texture of the final food products. Z Trim Holdings reported a net loss of $13.43 million in 2013, a net loss of $9.58 million in 2012 and a net loss of $6.94 million in 2011. M&K CPAS, PLLC, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company does not have enough cash on hand to meet its current liabilities and has had reoccurring losses as of Dec. 31, 2013. These conditions raise substantial doubt about its ability to continue as a going concern. ********* 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. 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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. 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