/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150210.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, February 10, 2015, Vol. 19, No. 41 Headlines 3157 REALTY ASSOCIATES: Case Summary & 19 Top Unsecured Creditors ADVANCE CONCEPT: District Court Stays "Knott" Suit vs. ACC/Bowker ALTA MESA: S&P Revises Outlook to Negative & Affirms 'B-' CCR ALTEGRITY INC: Case Summary & 50 Largest Unsecured Creditors AMERICAN AIRLINES: IRS Granted $7-Mil. Unsecured Claims AMERICAN AIRLINES: N.D. Cal. Judge Drops "Demetris" Suit v. TWU AMERICAN SKINCARE: Reaches Chapter 7 Financing Deal ARAMID ENTERTAINMENT: Jeffer Mangels Targets Deal with Relativity ARCTIC GLACIER: $35MM Add-on Debt No Impact on Moody's B3 CFR ARGOS MERGER: Moody's Assigns B1 Corporate Family Rating ATLANTIC CITY, NJ: Feds Pledge $29M to Aid Displaced Casino Workers BENTLEY PREMIER: Reorganization Case Administratively Closed BERNARD L. MADOFF: Prosecutors to Appeal Aides' Sentences CAL DIVE: Potential Chapter 11 Filing Looms [Corrected Report URL] CARIBBEAN PETROLEUM: Justices Keep Insurance Distribution Intact CARMICHAEL CARE: Case Summary & 20 Largest Unsecured Creditors CASELLA WASTE: Moody's Assigns Caa1 Rating on $60MM Senior Notes CASELLA WASTE: S&P Raises Sr. Subordinated Notes Rating to 'B-' CASH STORE: Enters Into Sale Agreement with National Money Mart COINTERRA INC: Data Center Sues for $5.4MM Delinquency COLDWATER CREEK: Trustee Approved to Sell $6 Billion Settlement CONYERS 138: Files Schedules of Assets and Liabilities COUNTRY STONE: Trinity Packaging Sells $190K Claim to Atradius CRYOPORT INC: Has Insufficient Revenues for Funding Requirements DELIAS INC: Can Sell Assets Through Store Closing Sales DELPHI CORP: Mich. Fights Workers' Comp Ruling at High Court DIGERATI TECHNOLOGIES: Plan of Reorganization Declared Effective DREIER LLP: Diamond McCarthy Ex-Partner Can't Escape Texas Court DREIER LLP: Firm Says Texas' Long Arm Reaches Ex-Partner EAST LIVERPOOL HOSP: Moody's Lowers $7.6MM Bonds Rating to B2 EDUCATION MANAGEMENT: Attys Doubt Need for 2nd Trial in Row EMERALD INVESTMENTS: Files Schedules of Assets and Liabilities ENERGY FUTURE: Claims Fidelity Broke Deal to Sell EFH Notes Tossed ERNESTO GYUREC: Appeals Court Affirms Dismissal of Suit vs. BONY EXIDE TECHNOLOGIES: Panel Wants to Expand Lead Price-Fixing Probe EXIDE TECHNOLOGIES: Posts $63.3 Million Net Loss for FY Q3 FANNIE MAE: Feds Can't Stop Pershing from Dropping Suit FCC HOLDINGS: Hires Kurtzman Carson as Administrative Agent FIRST PLACE: Squire Patton Boggs Settles Bankruptcy Fee Suit FUNDAMENTAL LONG TERM CARE: Firm Says Deadline Extension Invalid GARLOCK SEALING: $358MM Deal May Shrink Future Fibro Trust Payouts GARLOCK SEALING: Claims of Dirty Tactics to Renew Transparency Push GENERAL MOTORS: Bridgestone to Fork Over Part of $85M CERCLA Tab GENERAL MOTORS: Group Fighting for Pre-Bailout Treasury Email GGW BRANDS: Trustee Seeks to Recover $330,000 from IRS GM FINANCIAL: Fitch Retains 'BB+' Rating Following Captive Leasing GOLDEN GUERNSEY: Launches Spate of Clawbacks Seeking $3.4-Mil. GONZALES REDEVELOPMENT: S&P Raises Rating on TABs to 'BB+' GRAPHIC PACKAGING: New Dividend No Impact on Moody's Ba2 Rating GREEN MOUNTAIN: First Tuskegee Objects to Proposed DIP Financing GROVE ESTATES: Authorized to Sell York Property for $100K GROVE ESTATES: Feb. 19 Set as Chapter 11 Plan Confirmation Hearing GT ADVANCED: Baikowski International Sells Claim to Jefferies GT ADVANCED: Bid for Trustee Appointment Denied GT ADVANCED: Hain Capital, TRC Fund Buy Claims in January 2015 GT ADVANCED: Hires PwC as Accounting and Tax Advisor GTM ENERGY: Order Sustaining Objections to Dobbins Claim Affirmed HALLMARK COLLECTION: Mid-Continent Not Liable in Copyright Suit HEI INC: U.S. Trustee Opposes Supply Agreement HYPERDYNAMICS CORP: Incurs $3.7-Mil. Net Loss for Fourth Quarter IBAHN CORP: Hon. Laurie Selver Silverstein Now Handles Case INFERNO DISTRIBUTION: Stroock Faces Malpractice Suit ITUS CORP: Re-Prices Options for Executives and Directors IVANHOE ENERGY: Receives Nasdaq Listing Non-Compliance Notice JEVIC TRANSPORTATION: Drivers Challenge Ch. 11 Deal in 3rd Circ. KID BRANDS: Dimensional Fund No Longer Holds Shares KIOR INC: Lead Plaintiffs Balk at Adequacy of Plan Outline LEHMAN BROTHERS: CFTC Slams Forex Trader's "Dangerous" Claim LIGHTSQUARED INC: GPS Cos. Seek End to Harbinger Liability Suits LOMBARD, IL: Chicago Suburb Refuses to Cover Bond Default LYONDELL CHEMICAL: Stockholders Battle $12.5-Bil. LBO Clawback Suit MAYER EISENSTEIN: Medical Malpractice Claims Not Dischargeable MF GLOBAL: Attys Seek Fees in $27M Metals Settlement MINERAL PARK: Hit with WARN Suit Over Layoffs MODULAR SPACE: S&P Revises Outlook to Negative & Affirms 'B-' CCR MOHEGAN TRIBAL: S&P Affirms All Ratings Including 'B-' ICR MOHEGAN TRIBAL: S&P Assigns B- Issuer Credit Rating; Outlook Stable MOMENTIVE PERFORMANCE: Top Bondholders Fail in Collateral Suits NATROL INC: $1.29MM in Claims Switched Hands in 2014 Q4 NORTH AMERICAN HEALTH: Case Summary & 15 Top Unsecured Creditors NORTH SHORE ENERGY: Case Summary & 20 Largest Unsecured Creditors NORTHWEST HARDWOODS: Moody's Affirms B2 Corporate Family Rating NORTHWEST HARDWOODS: S&P Affirms 'B' CCR; Outlook Stable OVERSEAS SHIPHOLDING: "Odd" Proskauer Suit Against Execs Nixed PALLISER OIL: To File for Creditor Protection Under CCAA PARASUCO RETAIL: To Close Seven Retail Stores in Canada PRECISION MEDICAL: Kipperman Okayed as Chapter 11 Trustee RADIOSHACK CORP: Fitch Lowers Issuer Default Rating to 'D' RADIOSHACK CORP: Moody's Cuts Prob. of Default Rating to D-PD RADIOSHACK CORP: Retains A&G Realty to Manage Sale of Store Leases RADIOSHACK CORP: S&P Lowers CCR to 'D' on Bankruptcy Filing RENEWABLE ENERGY: Turner Stone Expresses Going Concern Doubt RIVER CITY: Hearing Today on Continued Use of Cash Collateral ROADRUNNER ENTERPRISES: Case Summary & 20 Top Unsecured Creditors ROCKLIN ACADEMY: S&P Revises Outlook & Affirms 'BB+' Rating ROYAL MANOR: Grossman Loses Two Appeals Before 6th Circuit BAP SABRE INDUSTRIES: Moody's Affirms 'B3' Corporate Family Rating SAMUEL WYLY: IRS Says Widow's Tax Liability Will Surpass $280MM SARALAND LLLP: Judge Tosses Appeal From Denial to Continue Hearing SCRUB ISLAND: Court Denies FirstBank PR's Bid to Excuse Receiver SCRUB ISLAND: FirstBank's Collateral Valued at $37.2 Million SEA LAUNCH: Satellite JV Partner Drops Some Claims in Boeing Suit SEVEN COUNTIES: District Court Won't Stay Plan Approval Order SHELL POINT: S&P Raises Rating on Revenue Debt From 'BB+' SKYLINE MANOR: Trustee Wants DHHS Barred from Recapture Claim SPORTMAN'S LINK: 11th Cir. Affirms Denial of Disgorgement Motion SPRINT CORP: S&P Lowers CCR to 'B+' on Weak Financial Performance STANFORD GROUP: Chadbourne Says Malpractice Suit is Time-Barred STOCKTON, CA: Court Issues Ruling on Plan, Franklin Objection STONERIVER GROUP: Moody's Withdraws B2 Corporate Family Rating STUYVESANT TOWN: Jr. Creditors Kick $5.4B Loan Fight to State Court SUNTECH AMERICA: Hires Richards Layton as Bankruptcy Counsel SUNTECH AMERICA: Taps UpShot Services as Administrative Agent T-L BRYWOOD: Court OKs Agreement to Value Collateral at $8.35M TARGET CANADA: Bankr. Filing Prompts Consumer Credit Review TEXOMA PEANUT: Cash Use Order Amendment Entered TLO LLC: TransUnion Bids to Hold Ex-Workers in Contempt in IP Fight TRANSWEST RESORT: Lender Takes Ch. 11 Plan Feud to 9th Circuit TRIPLANET PARTNERS: Hearing Tomorrow on Exclusivity Extensions TRONOX LIMITED: Moody's Puts 'Ba3' CFR on Review for Downgrade UPRIGHT SHORING: Case Summary & 20 Largest Unsecured Creditors UTGR INC: Ch. 11 Court to Weigh Contingent Value Rights VELTI PLC: $9.5MM Class Action Settlement, Counsel Fees Approved W. R. GRACE: Split Announcement No Impact on Moody's 'Ba2' CFR W.R. GRACE: S&P Lowers Corp. Credit Rating to 'BB+'; Outlook Stable WAUPACA FOUNDRY: S&P Discontinues 'B+' CCR on Hitachi Deal WAYNE COUNTY, MI: Moody's Lowers GOLT Debt Rating to 'Ba3' WBH ENERGY: Hopeful on Deal with $30-Mil. Creditor WCI COMMUNITIES: Sues Florida Law Firm for Contempt WET SEAL: Hit with Class Action Over Store Closures WINDSOR PETROLEUM: Hon. Laurie Selber Silverstein Now Handles Case WULFORST ACQUISITION: Voluntary Chapter 11 Case Summary [*] As Oil Prices Drop, Bankruptcy Attys Say Strike Early [*] Bankruptcy Attorney Mette Kurth Joins Fox Rothschild [*] Burr & Forman Adds New Commercial Litigation Partner in Fla. [*] Chartis Says Mexican Bankruptcy Blocks $103M Coverage Suit [*] Commercial Creditors Urge Reversal on Ch. 7 Junior Liens [*] NJ Appeals Court Frees Hill Wallack From Malpractice Suit [*] Quinn Emanuel Pads Houston Expansion with Susman Hire [*] Ye Cecelia Hong Joins King & Spalding's New York Office [^] Large Companies With Insolvent Balance Sheet ********* 3157 REALTY ASSOCIATES: Case Summary & 19 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: 3157 Realty Associates, LLC 3210 S. Ocean Blvd, Unit 204 Highland Beach, FL 33487 Case No.: 15-12280 Chapter 11 Petition Date: February 6, 2015 Court: United States Bankruptcy Court Southern District of Florida (West Palm Beach) Judge: Hon. Paul G. Hyman, Jr. Debtor's Counsel: Bradley S Shraiberg, Esq. SHRAIBERG, FERRARA, & LANDAU P.A. 2385 NW Executive Center Dr. #300 Boca Raton, FL 33431 Tel: (561) 443-0801 Fax: (561) 998-0047 Email: bshraiberg@sfl-pa.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Anthony Mannino, Sr., manager. A list of the Debtor's 19 largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb15-12280.pdf ADVANCE CONCEPT: District Court Stays "Knott" Suit vs. ACC/Bowker ----------------------------------------------------------------- Judge Kenneth Gonzales of the U.S. District Court for the District of New Mexico stayed the case captioned Jim Knott v. Advance Concept Construction, LLC and Kurt Bowker, individually, Case No. 13-00005-KG-GBW, pursuant to the bankruptcy filing of ACC. The matter comes before the District Court upon ACC's Suggestion of Bankruptcy filed December 8, 2014, indicating that it has filed for Chapter 11 Bankruptcy in the U.S. Bankruptcy Court for the District of New Mexico, Case No. 14-13554-t11. The Plaintiff brought the lawsuit against the Defendants for violations under the Fair Labor Standards Act and the New Mexico Minimum Wage Act. On December 5, 2014, in anticipation of ACC's bankruptcy filing, the Bankruptcy Court requested summary expedited briefing on whether the automatic stay should be extended to non-debtor Defendant Kurt Bowker, who is being sued in his individual capacity. The District Court finds that a stay of proceedings against Mr. Bowker is warranted as the Plaintiff's claims against the Defendants are intimately intertwined, the relationship between employer Defendant ACC and employee Defendant Bowker make ACC the real party in interest, and, more prominently, the possibility that liability and damages against Mr. Bowker would be imputed to ACC. Judge Gonzales also notes that neither party opposes extending the stay to Mr. Bowker. Hence, the District Court extends the automatic stay to Mr. Bowker. A full-text copy of the Order dated December 9, 2014, is available at http://bit.ly/1IztZYnfrom Leagle.com. The Plaintiff is represented by: Repps D. Stanford, Esq. Alice Kilborn, Esq. MOODY & WARNER, P.C.. 4169 Montgomery Blvd NE Albuquerque, NM 87109 Telephone: (505) 227-8343 Facsimile: (505) 944-0034 The Defendants are represented by: Dan A. Ribble, Esq. LAW FIRM OF DAN A. RIBBLE 3500 Comanche NE, Building B Albuquerque, NM 87107 Telephone: (505) 884-0770 Facsimile: (505) 881-7003 Advance Concept Construction, LLC filed a Chapter 11 bankruptcy petition (Bankr. D. N.M. Case No. 14-13554) on December 4, 2014. ALTA MESA: S&P Revises Outlook to Negative & Affirms 'B-' CCR ------------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Alta Mesa Holdings L.P. to negative from stable and affirmed its 'B-' corporate credit rating on the company. The 'CCC+' issue-level rating and '5' recovery rating on the company's senior unsecured notes remain unchanged. "The outlook revision follows Alta Mesa's announcement that it has terminated the agreement related to the divestiture of its Eagle Ford Shale assets," said Standard & Poor's credit analyst Daniel Krauss. "As a result, we have reassessed the company's liquidity position to "less than adequate" because the company's absolute liquidity is materially lower than our previous forecast," said Mr. Krauss. In addition, the company's liquidity position could erode further given the uncertain impact that lower oil and gas prices could have on the May 1 redetermination of the company's borrowing base. The ratings on Houston-based Alta Mesa reflect S&P's assessment of the company's "vulnerable" business risk profile and "highly leveraged" financial risk profile. The ratings incorporate the company's participation in the competitive and highly cyclical oil and gas industry, its relatively small reserve and production base, and its modest geographic diversity. The ratings also incorporate Alta Mesa's weaker credit measures following the downturn in commodity prices, S&P's expectation that the company will be roughly cash flow neutral over the next 12 months, and S&P's assessment of liquidity as "less than adequate." S&P views Alta Mesa's financial risk as "highly leveraged," reflecting S&P's expectation that key credit measures will weaken moderately in 2015 with the downturn in oil and gas prices. S&P assess liquidity as "less than adequate." S&P believes that liquidity could erode further if lenders reduce the credit facility borrowing base at the May 1 or Nov. 1 redetermination, given the currently low crude oil and natural gas prices. The negative outlook reflects the potential for a downgrade if liquidity materially weakens from current levels. S&P believes the company's borrowing base could be reduced at the next redetermination, leaving little cushion for any potential cash flow shortfall. S&P could lower the rating if availability under the credit facility erodes and results in S&P revising its liquidity assessment to "weak." In particular, this could occur if the company's borrowing base is materially reduced at the May 1 or Nov. 1 redetermination. S&P could also consider a lower rating if the May 2016 maturity on the company's credit facility is not extended, given uncertainty regarding Alta Mesa's ability to refinance in the current market. S&P could revise the outlook to stable if the company is able to extend the maturity of its credit facility and S&P expects that they will be able to maintain "adequate" liquidity. Specifically, S&P could revise the outlook to stable if the company is able to complete a divestiture and use the proceeds to enhance its liquidity position. ALTEGRITY INC: Case Summary & 50 Largest Unsecured Creditors ------------------------------------------------------------ Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Altegrity, Inc. 15-10226 aka US Investigations Services, Inc. 7799 Leesburg Pike Suite 1100 North Falls Church, VA 22043 Albatross Holding Company, LLC 15-10227 Albatross Marketing and Trading, LLC 15-10228 Altegrity Acquisition Corp. 15-10229 Altegrity Holding Corp 15-10230 Altegrity Risk International LLC 15-10231 Altegrity Security Consulting, Inc. 15-10232 CVM Solutions, LLC 15-10234 D, D & C, Inc. 15-10235 Engenium Corporation 15-10236 FDC Acquisition, Inc. 15-10237 HireRight Records Services, Inc. 15-10238 HireRight Solutions, Inc. 15-10239 HireRight Technologies Group, Inc. 15-10240 HireRight, Inc. 15-10241 John D. Cohen, Inc. 15-10242 KCMS, Inc. 15-10243 KIA Holding, LLC 15-10244 Kroll Associates, Inc. 15-10245 Kroll Background America, Inc. 15-10246 Kroll Crisis Management Group, Inc. 15-10247 Kroll Cyber Security, Inc. 15-10248 Kroll Factual Data, Inc. 15-10249 Kroll Holdings, Inc. 15-10250 Kroll Inc. 15-10251 Kroll Information Assurance, Inc. 15-10252 Kroll Information Services, Inc. 15-10253 Kroll International, Inc. 15-10254 Kroll Ontrack Inc. 15-10255 Kroll Recovery LLC 15-10256 Kroll Security Group, Inc. 15-10257 National Diagnostics, Inc. 15-10258 Ontrack Data Recovery, Inc. 15-10259 Personnel Records International, LLC 15-10260 The Official Information Company 15-10261 US Investigations Services, LLC 15-10262 USIS International, Inc. 15-10263 USIS Worldwide, Inc. 15-10264 Type of Business: The Company is a privately held global, diversified risk and information services company serving commercial customers and government entities. Chapter 11 Petition Date: February 8, 2015 Court: United States Bankruptcy Court District of Delaware (Delaware) Debtors' M. Natasha Labovitz, Esq. General Jasmine Ball, Esq. Counsel: Craig A. Bruens, Esq. DEBEVOISE & PLIMPTON LLP 919 Third Avenue New York, NY 10022 Tel: 212.909.6000 Fax: 212.909.6836 Emails: nlabovit@debevoise.com jball@debevoise.com cabruens@debevoise.com Debtors' Joseph M. Barry, Esq. Delaware and YOUNG, CONAWAY, STARGATT & TAYLOR Conflicts 1000 North King Street Counsel: Wilmington, DE 19801 Tel: 302-571-6600 Email: jbarry@ycst.com - and - Ryan M. Bartley, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Tel: 302-571-6600 Email: rbartley@ycst.com - and - Edmon L. Morton, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP The Brandywine Bldg. 1000 West Street, 17th Floor P.O. Box 391 Wilmington, DE 19899 Tel: 302 571-6600 Fax: 302-571-1253 Email: emorton@ycst.com Debtors' Stephen Goldstein Investment Lloyd Sprung Banker: EVERCORE GROUP, LLC 55 East 52nd Street New York, NY 10055 Tel: 212.857.3100 Fax: 212.857.3101 Debtors' Kevin M. McShea Restructuring Carrianne J. M. Basler Advisors: ALIXPARTNERS LLP 40 West 57th Street New York, NY 10019 Tel: 212.490.2500 Emails: kmcshea@alixpartners.com cbasler@alixpartners.com Debtors' PRIME CLERK LLC Claims and Noticing Agent: Debtors' PRICEWATERHOUSECOOPERS LLP Independent Auditors: Total Assets: $1.7 billion as of June 30, 2014 Total Liabilities: $2.1 billion as of June 30, 2014 The petition was signed by Jeffrey S. Campbell, president and chief financial officer. Consolidated List of Debtors' 50 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Wilmington Trust, National Unsecured Debt $30,161,604 Association 50 South Sixth Street, Suite 1290 Minneapolis, MN 55402 Attn: Global Capital Markets Fax: (302) 651-8937 Wilmington Trust, National Unsecured Debt $11,613,750 Association 50 South Sixth Street, Suite 1290 Minneapolis, MN 55402 Attn: Global Capital Markets Fax: (302) 651-8937 Wilmington Trust, National Unsecured Debt $11,208,739 Association 50 South Sixth Street, Suite 1290 Minneapolis, MN 55402 Attn: Global Capital Markets Fax: (302) 651-8937 CFIG Ocean Co-Invest SPV, LLC Unsecured Debt $4,180,269 11 Madison Avenue, 28th Floor New York, NY 10010 Fax: (302) 636-5454 Teachers Insurance and Annuity Unsecured Debt $3,822,834 Association of America 8500 Andrew Carnegie Blvd. I C3-04 Charlotte, NC 28262 Fax: (800) 914-8922 Watkins, Blanca, And Hoyt, Litigation $1,585,000 Spencer Law Offices of Devin H. Fok P.O. Box 7165 Alhambra, CA 91802 Attn: Devin H. Fok Fax: (323) 563-3445 Microsoft Corporation Promissory Note $1,408,024 One Microsoft Way Redmond, WA 95052 Fax: (425) 706.7329 New York State Corp. Tax Tax $751,708 Corporation Tax bank sub-Unit Building 8 Room 700, WA Harriman Campus Albany, NY 12227 Fax: (518) 435-8458 Insight Direct USA, Inc. Trade $661,727 P.O. Box 731069 Dallas, TX 7533-1069 Fax: (480) 760-7043 Email: ach@insight.com WMWare, Inc. Trade $648,805 3401 Hillview Avenue Palo Alto, CA 93404 Fax: (650) 475-5001 Hewlett-Packard Financial Services Promissory Note $573,871 200 Connell Drive, 5th Floor Berkeley Heights, NJ 07922 Fax: (281) 514-1740 Labcorp Trade $567,682 P.O. Box 12140 Burlington, NC 27216-2190 Fax: (336) 436-4123 Commerce Center TN Tower LP Trade $514,872 100 Centerview Drive, Ste. 155 Nashville, TN 37214 Attn: Lauri Cheatham Fax: (914) 949-9618 Verizon Trade $378,398 P.O. Box 660720 Dallas, TX 75266-0720 Fax: (877)789-3130 TALX Corporation Trade $320,175 P.O. Box 790051 St. Louis, MO 63179 Fax: (314) 214-7588 Hitachi Trade $316,400 50 Prospect Avenue Tarrytown, NY 10591 Fax: (914) 332-5555 National Student Clearinghouse Trade $306,127 P.O. Box 79252 Baltimore, MD 79252 Fax: (703) 742-4239 CapGemini US LLC Trade $293,178 98836 Collection Center Drive Chicago, IL 60693 Fax: (212) 314-8001 Aetna Trade $279,663 P.O. Box 13504 Newark, NJ 07188 Email: connellya@aetna.com Fleishman-Hillard Inc. Trade $263,348 200 N. Broadway St. Louis, MO 63102 Fax: (314) 231-2313 Blackwell, Leblanc, Waldron LLC Trade $248,514 Accordion Partners Trade $245,728 Carousel Industries of North Trade $232,070 America Inc. Deltek Inc. Trade $215,383 Third Avenue Tower Owner LLC Trade $205,653 Hygenicsdata LLC Trade $199,445 Fireeye Inc. Trade $179,465 Xcel Energy Trade $170,863 Quest Diagnostics Trade $137,459 Georgia Technology Authority Trade $123,374 Nightowl Document Mgmt Trade $113,184 Services, Inc. Squad Services Inc. Trade $106,196 Accusearch, Inc. Trade $104,266 Three Deep, Inc. Trade $103,227 Tek Systems Trade $100,228 Netforce Global LLC Trade $99,835 Salesforce.com Trade $98,558 Southstar Financial LLC Trade $96,258 LBA REIT IV LLC Trade $92,996 Special Counsel Inc. Trade $89,262 Iron Mountain Trade $85,604 Thomson Financial Trade $84,819 Epam Systems Trade $84,541 S.I.S. Investigations, Inc. Trade $83,840 South Carolina Interactive, LLC Trade $83,672 TVS Datasource Trade $82,849 Harte-Hanks Response Trade $75,120 Management/Austin Inc. Windermere LLC Trade $74,584 SMS Systems Maintenance Trade $73,774 Services, Inc. Rydan Security Inc. Trade $72,222 AMERICAN AIRLINES: IRS Granted $7-Mil. Unsecured Claims ------------------------------------------------------- Law360 reported that a New York bankruptcy judge approved a settlement of unsecured claims by the IRS in the bankruptcy case of former American Airlines parent AMR Corp., saying the agency was entitled to a $7 million claim. According to a Jan. 8 filing by AMR, the settlement resolves claims made by the IRS for $42 million in excise tax penalties for the company's alleged underfunding of retirement plans, the report related. About American Airlines AMR Corp. and its subsidiaries including American Airlines filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan on Nov. 29, 2011, after failing to secure cost- cutting labor agreements. AMR, previously the world's largest airline prior to mergers by other airlines, is the last of the so- called U.S. legacy airlines to seek court protection from creditors. It was the third largest airline in the United States at the time of the bankruptcy filing. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtors. Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law Group, Chartered, are on board as special counsel. Rothschild Inc., is the financial advisor. Garden City Group Inc. is the claims and notice agent. Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP serve as counsel to the Official Committee of Unsecured Creditors in AMR's chapter 11 proceedings. Togut, Segal & Segal LLP is the co-counsel for conflicts and other matters; Moelis & Company LLC is the investment banker, and Mesirow Financial Consulting, LLC, is the financial advisor. The Retiree Committee is represented by Jenner & Block LLP's Catherine L. Steege, Esq., Charles B. Sklarsky, Esq., and Marc B. Hankin, Esq. AMR and US Airways Group, Inc., on Feb. 14, 2013, announced a definitive merger agreement under which the companies will combine to create a premier global carrier, which will have an implied combined equity value of approximately $11 billion. The bankruptcy judge on Sept. 12, 2013, confirmed AMR Corp.'s plan to exit bankruptcy through a merger with US Airways. By distributing stock in the merged airlines, the plan is designed to pay all creditors in full, with interest. Judge Sean Lane confirmed the Plan despite the lawsuit filed by the U.S. Department of Justice and several states' attorney general complaining that the merger violates antitrust laws. In November 2013, AMR and the U.S. Justice Department a settlement of the anti-trust suit. The settlements require the airlines to shed 104 slots at Reagan National Airport in Washington and 34 at LaGuardia Airport in New York. AMR stepped out of Chapter 11 protection after its $17 billion merger with US Airways was formally completed on Dec. 9, 2013. * * * The Troubled Company Reporter, on Sep. 2, 2014, reported that Standard & Poor's Ratings Services revised its rating outlooks on American Airlines Group Inc. (AAG) and its subsidiaries American Airlines Inc. and US Airways Inc. to positive from stable. At the same time, S&P affirmed its ratings on the companies, including the 'B' corporate credit ratings. The TCR, on Sept. 22, 2014, reported that Standard & Poor's Ratings Services assigned its 'A (sf)' issue rating to American Airlines Inc.'s series 2014-1 class A pass-through certificates, which have an expected maturity of Oct. 1, 2026. At the same time, S&P assigned its 'BBB- (sf)' issue rating to the company's series 2014-1 class B pass-through certificates, which have an expected maturity of Oct. 1, 2022. The final legal maturity dates will be 18 months after the expected maturity dates. American Airlines is issuing the certificates under a Rule 415 shelf registration. The TCR, on the same day, reported that Moody's Investors Service assigned a B3 (LGD5) rating to the $500 million of new five year unsecured notes that American Airlines Group Inc. ("AAG") offered for sale earlier. Its subsidiaries, American Airlines, Inc. ("AA"), US Airways Group, Inc. and US Airways, Inc. will guarantee AAG's payment obligations under the indenture on a joint and several basis. Moody's Corporate Family rating of AAG is B1 with a stable outlook. The TCR also reported that Fitch Ratings has assigned a rating of 'B+/RR4' to the $500 million unsecured notes to be issued by American Airlines Group Inc. The Issuer Default Ratings (IDR) for American Airlines Group Inc., American Airlines, Inc., US Airways Group, Inc., and US Airways, Inc. remain unchanged at 'B+' with a Stable Outlook. The TCR, on Oct. 16, 2014, reported that Moody's upgraded its ratings assigned to the Series 2001-1 Enhanced Equipment Trust Certificate ("2001 EETCs") of American Airlines, Inc.: A-tranche to B2 from Caa1, B-tranche to Caa3 from Ca and C-tranche to Caa3 from Ca. Moody's also affirmed all of its other ratings assigned to American Airlines Group Inc. ("AAG"), including the B1 Corporate Family and B1-PD Probability of Default ratings, and of American Airlines, Inc. ("AA") and US Airways Group, Inc. and its subsidiaries, US Airways, Inc. and America West Airlines, Inc. The outlook is stable and the Speculative Grade Liquidity Rating of SGL-1 is unchanged. American Airlines Group Inc. guarantees American Airlines obligations of the 2001 EETCs. AMERICAN AIRLINES: N.D. Cal. Judge Drops "Demetris" Suit v. TWU --------------------------------------------------------------- District Judge Vince Chhabria dismissed the lawsuit, DANIEL DEMETRIS, et al., Plaintiffs, v. TRANSPORT WORKERS UNION OF AMERICA, AFL-CIO, Defendant, Case No. 13-CV-05566-VC (N.D. Cal.). During the American Airlines bankruptcy proceedings, American and the Transport Workers Union of America negotiated new collective bargaining agreements. As part of those agreements, American promised TWU an equity stake in the new entity that would come out of the bankruptcy. TWU had discretion over how to allocate the equity among the workers it represented. After the union received the equity but before the union made any allocation decisions, many senior workers left their jobs at American in exchange for an early separation package. Later, when the union decided how to distribute the equity, it chose not to include the people who had taken early separation. Daniel Demetris, et al. -- workers who took early separation -- filed a proposed class action against TWU on behalf of themselves and all other similarly situated TWU members. They contend the union violated its duty of fair representation by declining to distribute some of the equity to workers who took early separation. "Because the plaintiffs' allegations do not create a plausible inference that TWU's actions were arbitrary, discriminatory, or in bad faith, TWU's motion to dismiss is granted. Dismissal is with prejudice because the plaintiffs have identified no means of curing the defects in the complaint, nor can the Court conceive of any," the District Judge said. A copy of the District Court's February 4, 2015 Order is available at http://bit.ly/1FpzDH8from Leagle.com. About American Airlines AMR Corp. and its subsidiaries including American Airlines filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan on Nov. 29, 2011, after failing to secure cost- cutting labor agreements. AMR, previously the world's largest airline prior to mergers by other airlines, is the last of the so- called U.S. legacy airlines to seek court protection from creditors. It was the third largest airline in the United States at the time of the bankruptcy filing. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtors. Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law Group, Chartered, are on board as special counsel. Rothschild Inc., is the financial advisor. Garden City Group Inc. is the claims and notice agent. Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP serve as counsel to the Official Committee of Unsecured Creditors in AMR's chapter 11 proceedings. Togut, Segal & Segal LLP is the co-counsel for conflicts and other matters; Moelis & Company LLC is the investment banker, and Mesirow Financial Consulting, LLC, is the financial advisor. The Retiree Committee is represented by Jenner & Block LLP's Catherine L. Steege, Esq., Charles B. Sklarsky, Esq., and Marc B. Hankin, Esq. AMR and US Airways Group, Inc., on Feb. 14, 2013, announced a definitive merger agreement under which the companies will combine to create a premier global carrier, which will have an implied combined equity value of approximately $11 billion. The bankruptcy judge on Sept. 12, 2013, confirmed AMR Corp.'s plan to exit bankruptcy through a merger with US Airways. By distributing stock in the merged airlines, the plan is designed to pay all creditors in full, with interest. Judge Sean Lane confirmed the Plan despite the lawsuit filed by the U.S. Department of Justice and several states' attorney general complaining that the merger violates antitrust laws. In November 2013, AMR and the U.S. Justice Department a settlement of the anti-trust suit. The settlements require the airlines to shed 104 slots at Reagan National Airport in Washington and 34 at LaGuardia Airport in New York. AMR stepped out of Chapter 11 protection after its $17 billion merger with US Airways was formally completed on Dec. 9, 2013. * * * The Troubled Company Reporter, on Sep. 2, 2014, reported that Standard & Poor's Ratings Services revised its rating outlooks on American Airlines Group Inc. (AAG) and its subsidiaries American Airlines Inc. and US Airways Inc. to positive from stable. At the same time, S&P affirmed its ratings on the companies, including the 'B' corporate credit ratings. The TCR, on Sept. 22, 2014, reported that Standard & Poor's Ratings Services assigned its 'A (sf)' issue rating to American Airlines Inc.'s series 2014-1 class A pass-through certificates, which have an expected maturity of Oct. 1, 2026. At the same time, S&P assigned its 'BBB- (sf)' issue rating to the company's series 2014-1 class B pass-through certificates, which have an expected maturity of Oct. 1, 2022. The final legal maturity dates will be 18 months after the expected maturity dates. American Airlines is issuing the certificates under a Rule 415 shelf registration. The TCR, on the same day, reported that Moody's Investors Service assigned a B3 (LGD5) rating to the $500 million of new five year unsecured notes that American Airlines Group Inc. ("AAG") offered for sale earlier. Its subsidiaries, American Airlines, Inc. ("AA"), US Airways Group, Inc. and US Airways, Inc. will guarantee AAG's payment obligations under the indenture on a joint and several basis. Moody's Corporate Family rating of AAG is B1 with a stable outlook. The TCR also reported that Fitch Ratings has assigned a rating of 'B+/RR4' to the $500 million unsecured notes to be issued by American Airlines Group Inc. The Issuer Default Ratings (IDR) for American Airlines Group Inc., American Airlines, Inc., US Airways Group, Inc., and US Airways, Inc. remain unchanged at 'B+' with a Stable Outlook. The TCR, on Oct. 16, 2014, reported that Moody's upgraded its ratings assigned to the Series 2001-1 Enhanced Equipment Trust Certificate ("2001 EETCs") of American Airlines, Inc.: A-tranche to B2 from Caa1, B-tranche to Caa3 from Ca and C-tranche to Caa3 from Ca. Moody's also affirmed all of its other ratings assigned to American Airlines Group Inc. ("AAG"), including the B1 Corporate Family and B1-PD Probability of Default ratings, and of American Airlines, Inc. ("AA") and US Airways Group, Inc. and its subsidiaries, US Airways, Inc. and America West Airlines, Inc. The outlook is stable and the Speculative Grade Liquidity Rating of SGL-1 is unchanged. American Airlines Group Inc. guarantees American Airlines obligations of the 2001 EETCs. AMERICAN SKINCARE: Reaches Chapter 7 Financing Deal --------------------------------------------------- Law360 reported that private equity-owned medi-spa operator American Laser Skincare LLC has reached a deal with creditors owed more than $125 million in Delaware bankruptcy court that calls for the lenders to fund the Chapter 7 liquidation process. According to the report, in a stipulation, the lenders agreed to put forth a total of $250,000 in two payments to fund the administrative costs of the bankruptcy, while the debtor's trustee acknowledged that the company owes those lenders $124.1 million without defense, deduction or offset. The stipulation said the debtor's trustee recognized and accepted the "enforceable and non-avoidable first priority" claims of the lenders in the collateral, guaranteeing them payment from that pot. The stipulation also recognizes that the proceeds from the liquidation of the estate not already claimed by those lenders would first be used to pay off the administrative costs and expense and cash advances made by the lenders before going to holders of unsecured claims, the report related. About ALC Holdings Farmington Hills, Michigan-based ALC Holdings LLC dba American Laser Centers, and American Laser Skincare, provides laser hair removal treatments. The Company and its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 11-13853) on Dec. 8, 2011. Bankruptcy Judge Mary F. Walrath handles the case. Landis Rath & Cobb LLP represents the Debtors in their restructuring efforts. BMC Group Inc. serves as claims agent; SSG Capital Advisors, LLC serves as financial advisors; and Traverse, LLC serves as restructuring crisis manager. MBC Consulting and Melanie B. Cox serve as interim chief executive officer. Qorval and Eric Glassman serve as restructuring consultant. As of Oct. 31, 2011, the Debtors disclosed total assets of $80.4 million and total liabilities including $40.3 million owing on a first-lien debt, $51 million in subordinated notes, and $17.9 million is owing to trade suppliers. American Laser Centers of California LLC disclosed $20,988,454 in assets and $99,951,866 in liabilities as of the Chapter 11 filing. ALC Holdings LLC disclosed $14,662 in assets and $93,744,094 in liabilities. The petitions were signed by Andrew Orr, chief financial officer & VP corporate operations. Herrick, Feinstein LLP represents the Official Committee of Unsecured Creditors. The Committee tapped Ashby & Geddes, P.A. as Delaware Counsel and J.H. Cohn LLP as its financial advisor. ARAMID ENTERTAINMENT: Jeffer Mangels Targets Deal with Relativity ----------------------------------------------------------------- Law360 reported that Jeffer Mangels Butler & Mitchell LLP disputed the $750,000 deal that ex-client and bankrupt film-financier Aramid Entertainment Fund Ltd. reached with Relativity Media LLC over the studio's alleged botching of a $44 million interest in Sony Pictures Entertainment Inc. films, saying the law firm deserves the money for outstanding fees. As previously reported by The Troubled Company Reporter, Relativity's insurers will pay $750,000 to trustees for Aramid to settle the company's case claiming Relativity helped deep-six its $44 million interest in the production of 45 Sony films. According to Law360, Jeffer Mangels said it doesn't object to the amount of the settlement -- which ended claims that Relativity conspired with Fortress Investment Group LLC to force the loss of Aramid's $44 million interest in a slate of 45 Sony films as well as a five-year, $550 million partnership with Sony to finance the movies -- provided that Relativity and its insurer pay the proceeds to the firm for attorneys' fees incurred in the dispute. About Aramid Entertainment Aramid Entertainment Fund Limited has been engaged in the business of providing short and medium term liquidity to producers and distributors of film, television and other media and entertainment content by way of loans and equity investments. On May 7, 2014, Geoffrey Varga and Jess Shakespeare of Kinetic Partners (Cayman) Limited were appointed under Cayman law as the joint voluntary liquidators ("JVLs") of AEF and two affiliates. On June 13, 2014, the JVLs authorized AEF and two affiliates to file for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 14-11802) in Manhattan on June 13, 2014. The Debtors have tapped James C. McCarroll, Esq., Jordan W. Siev, Esq., Richard A. Robinson, Esq., and Michael J. Venditto, Esq. of Reed Smith, LLP, in New York, as counsel and Kinetic Partners (Cayman) Limited as crisis managers. AEF estimated at least $100 million in assets and between $10 million to $50 million in liabilities. ARCTIC GLACIER: $35MM Add-on Debt No Impact on Moody's B3 CFR ------------------------------------------------------------- Moody's Investors Service said that Arctic Glacier U.S.A., Inc.'s proposed $35 million add-on to its $278.6 million principal first lien term loan is a moderate credit negative, but it does not impact the company's B3 Corporate Family Rating (CFR) or stable rating outlook. Arctic Glacier is a manufacturer, marketer, and distributor of packaged ice products in the US and Canada. The company sells to more than 75,000 customer locations including national and regional grocery chains, convenience stores, and gasoline outlets. Arctic Glacier's infrastructure includes 46 production facilities, 51 distribution centers, and over 50,000 stand-alone merchandising freezer units. In 2012, Arctic Glacier Income Fund filed for bankruptcy in both Canada and the US. Subsequent to the filing, affiliates of H.I.G. Capital purchased the assets of Arctic Glacier Income Fund in an LBO transaction. Preliminary unaudited revenues for the twelve months ended December 31, 2014 (FY14) were approximately $248 million. ARGOS MERGER: Moody's Assigns B1 Corporate Family Rating -------------------------------------------------------- Moody's Investors Service assigned a B1 Corporate Family Rating, B1-PD Probability of Default Rating and a SGL-1 Speculative Grade Liquidity to Argos Merger Sub Inc., the acquirer of PetSmart, Inc. (collectively, "PetSmart"). Moody's also assigned a Ba3 rating to the company's proposed $4.3 billion senior secured term loan and a B3 rating to its proposed $1.9 billion senior unsecured notes. The ratings outlook is stable. On December 14, 2014, PetSmart announced that it entered into a definitive agreement to be acquired by a consortium led by BC Partners, Inc. for $83.00 per share in cash, with the transaction valued at approximately $8.7 billion. The transaction is expected to close in the first half of 2015, subject to shareholder vote, as well as customary regulatory and closing conditions. The transaction is expected to be funded with proceeds from the proposed $4.3 billion term loan, $1.9 billion of senior unsecured notes, and approximately $2.1 billion of equity, including new contributed by the BC Partners consortium and approximately $250 million of rollover equity from an existing investor. The ratings are subject to completion of the transaction as proposed and review of final documentation. Upon completion of the transaction, Argos Merger Sub Inc. will be merged with and into PetSmart, Inc., with PetSmart, Inc. being the surviving entity and obligor under the credit facilities. "At around 7.25 times, PetSmart's initial pro forma lease adjusted leverage is very high," stated Moody's analyst, Mike Zuccaro. "However, the pet food, services and supplies industry has very stable growth characteristics, and given PetSmart's strong and defensible market position, Moody's expect operating performance to remain relatively stable in the near to intermediate term. When coupled with cost savings initiatives and the Moody's expectation that the company will use free cash flow for debt reduction, Moody's expect PetSmart's leverage to fall below 6.0 times within the next 18-24 months after the close of the transaction." The following ratings are assigned: Corporate Family Rating at B1 Probability of Default Rating at B1-PD Proposed $4.3 billion Senior Secured Term Loan maturing 2022 at Ba3 (LGD 3) Proposed $1.9 billion Senior Unsecured Notes maturing 2023 at B3 (LGD 5) Speculative Grade Liquidity Rating at SGL-1 Ratings Rationale PetSmart's B1 Corporate Family Rating favorably reflects the company's position as the largest specialty retailer of pet food, supplies and services, with a highly defensible market position given the sizeable level of exclusive products and services it offers, well known brand, and broad national footprint. The pet products industry in general remains relatively recession-resilient, driven by factors such as the replenishment nature of consumables and services and increased pet ownership, driving the company's ability to sustainably grow revenue, expand profitability, and generate positive free cash flow. The rating is also further supported by the expectation for very good liquidity, as internally generated cash is expected to be sufficient to cover cash flow needs over the next twelve months, including sizeable interest expense, working capital and capital spending, with excess used for debt reduction. The B1 rating also reflects PetSmart's high debt load stemming from the proposed acquisition of the company, which drives its very high pro forma leverage and weak interest coverage, as well as concerns surrounding the private equity ownership which gives rise to event risk surrounding shareholder-friendly financial policies. The Ba3 rating on PetSmart's proposed $4.3 billion senior secured term loan reflects the a first priority lien on substantially all domestic assets of the company except cash, accounts receivable and inventory, on which it has a second lien behind the proposed $750 million ABL revolver (not rated by Moody's). The term loan also benefits from a first lien pledge on 65% of the stock of first-tier foreign subsidiaries, and from a sizeable level of unsecured debt in the capital structure. The B3 rating on PetSmart's proposed $1.9 billion senior unsecured notes reflects the junior position in the capital structure behind the sizeable level of secured debt. The stable outlook reflects Moody's expectation for significant improvement in debt protection metrics over the next two years driven by continued steady earnings growth and debt reduction. Given the company's very high pro forma leverage and private equity ownership, a ratings upgrade is not likely over the near term. However, over time, sustained growth in revenue and profitability while demonstrating conservative financial policies, including the use of free cash flow for debt reduction, could lead to a ratings upgrade. Quantitatively, ratings could be upgraded if the company sustainably reduces lease adjusted debt/EBITDA to near 5.0 times and if EBITA/interest expense is sustained above 2.0 times while maintaining good overall liquidity. PetSmart's ratings could be downgraded if it were to see a material reversal of sales trends or if operating margins were to erode, indicating that the company's industry or competitive profile was weakening. Ratings could also be lowered if the company's financial policies were to become more aggressive, such as maintaining high leverage due to shareholder-friendly activities. Quantitatively, a ratings downgrade could occur if it appears that leverage will be sustained above 6.0 times or interest coverage less than 1.5 times. PetSmart, Inc., with headquarters in Phoenix, Arizona, is the largest specialty retailer of supplies, food, and services for household pets. The company currently operates 1,387 stores in the U.S. and Canada. Revenue for the twelve months ending November 2, 2014 exceeded $7.0 billion. The principal methodology used in these ratings was Global Retail Industry published in June 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. ATLANTIC CITY, NJ: Feds Pledge $29M to Aid Displaced Casino Workers ------------------------------------------------------------------- Law360 reported that the U.S. Department of Labor said that it will grant up to $29.4 million to Atlantic City, New Jersey, to support thousands of workers who have struggled to make a living after more than 40 businesses, including three major casinos, closed down last year. According to the report, the National Emergency Grant will start at $13.1 million, with additional funding available based on continuing need. The assistance will go to the workers who lost their jobs with the closure of major employers including Revel Casino Hotel and the Trump Plaza. BENTLEY PREMIER: Reorganization Case Administratively Closed ------------------------------------------------------------ The Bankruptcy Court granted Bentley Premier Builders, LLC's amended application for a final decree closing its bankruptcy case. The Court finds that there is no need for any further administration in the case and that good cause exists for the entry of the order. According to the Reorganized Debtor now known as Starside Custom Builders, LLC, the Plan was confirmed and has been substantially consummated. The Reorganized Debtor has paid its U.S. Trustee's fees and has satisfied its administrative requirements. About Bentley Premier Bentley Premier Builders, LLC, is a Texas limited liability company in the business of selling high-end residential lots and building high-quality luxury homes. The Debtor owns and develops lots, primarily in the two subdivisions known as Normandy Estates, which straddles both Denton and Collin Counties, near the intersection of Spring Creek Parkway and Midway Road in Plano, and Wyndsor Pointe, which is located in Frisco off Stonebrook Parkway, one-half mile west of the Dallas North Tollway. The company has 100 vacant residential lots, with listing prices ranging from $150,000 to $900,000. In addition to these vacant lots, the company owns a model house and an Amenities Center in Normandy Estates, two houses in Wyndsor Pointe, some common areas and an approximately 5-acre tract zoned for commercial use. Bentley filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 13-41940) on Aug. 6, 2013 in Sherman, Texas. The Debtor disclosed $35.8 million in assets and $30.4 million in liabilities as of the Chapter 11 filing. The Phillip M. Pourchot Revocable Trust (led by co-trustee Phillip M. Pourchot) and Sandy Golgart each hold a 50% member's interest in the Debtor. Ms. Golgart signed the bankruptcy petition. The Debtor sought bankruptcy after Starside LLC, an entity owned by Phillip Pourchot, acquired the note issued to Sovereign Bank for a $7.25 million loan, and served notice of its attempt to foreclose upon properties securing the note. Gerald P. Urbach, Esq., and Jason A. Katz, Esq., at Hiersche, Hayward, Drakeley & Urbach, P.C., in Addison, Texas, serve as the Debtor's counsel. Judge Brenda Rhoades presides over the case. A Chapter 11 trustee was appointed following motions filed by the U.S. Trustee and the Pourchot Trust. Jason R. Searcy, the Chapter 11 trustee, tapped to employ Joshua P. Searcy, Esq., at Searcy & Searcy, P.C. as attorneys, and Gollob, Morgan, Peddy & Co., P.C., as accountants. The deadline to file claims against and interest in the Debtor was Dec. 5, 2013. Governmental entities had until Feb. 3, 2014, to file proofs of claim. Golgart is represented by Mark A. Castillo, Esq., and Joshua L. Shepherd, Esq., at Curtis | Castillo PC; and John T. Palter, Esq., and Kimberly M. J. Sims, Esq., at Palter Stokley Sims Wright PLLC. The Pourchot Parties are represented by Mark E. Andrews, Esq., and Aaron M. Kaufman, Esq., at Cox Smith Matthews Incorporated; and Laura L. Worsham, Esq., and Lynn Schleiner, Esq., at Jones, Allen & Fuquay, LLC. BERNARD L. MADOFF: Prosecutors to Appeal Aides' Sentences --------------------------------------------------------- Law360 reported that the U.S. told a federal court it will file rare appeals of the sentences of five people found to have played key roles in the temporary success of Bernard Madoff's $17 billion Ponzi scheme. According to the report, federal prosecutors told U.S. District Judge Laura Taylor Swain that it would be filing appeals of the sentences of aide Daniel Bonventre, account managers Annette Bongiorno and JoAnn Crupi, and computer programmers George Perez and Jerome O'Hara. The Troubled Company Reporter said Ms. Crupi, who worked at Bernie Madoff's crooked firm for 25 years until its 2008 collapse, was sentenced to six years in prison for crimes of greed, including tax and securities fraud, but a federal judge said she did not know her former boss was running a Ponzi scheme. Crupi, 53, also was ordered to help pay nearly $40 billion in forfeiture tied to money that flowed into the massive con starting in 2002 -- and for taking fraudulent real estate loans from her erstwhile accomplices. The case is U.S. v. O'Hara et al., case number 1:10-cr-00228, in the U.S. District Court for the Southern District of New York. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). From recoveries in lawsuits coupled with money advanced by SIPC, Mr. Picard has commenced distributions to victims. The fifth pro rata interim distribution slated for Jan. 15, 2015, will total $322 million and will bring the amount distributed to eligible claimants to approximately $7.2 billion, which includes more than $822.5 million in advances committed to the SIPA Trustee for distribution to allowed claimants by the SIPC. As of Nov. 30, 2014, the SIPA Trustee has recovered or reached agreements to recover approximately $10.5 billion since his appointment in December 2008. CAL DIVE: Potential Chapter 11 Filing Looms [Corrected Report URL] ------------------------------------------------------------------ Cal Dive International, Inc., has garnered examination from investors, as the unknown future of oil has caused global oil benchmarks to fall nearly 60$ in the past seven months. The Company has been struggling to maintain its relevance as management attempts to prioritize their financial structure. In recent times, Cal Dive has faced being delisted on the NYSE on Sept. 8, 2014, to declining to pay $2.2 million in interest due Jan. 15, 2015. This has led Cal Dive to examine a potential Chapter 11 bankruptcy filing, hinging on the Company's ability to scale back operations and raise capital. A more in-depth look at the Company with an analyst brief and recommendation can be viewed at: http://smallcapir.com/wp-content/uploads/2015/02/CDVI-EC-BB-IR-Brief.pdf with no cost or obligation. About Cal Dive International, Inc. Cal Dive International, Inc., headquartered in Houston, Texas, is a marine contractor that provides manned diving, pipelay and pipe burial, platform installation and salvage, and light well intervention services to the offshore oil and natural gas industry on the Gulf of Mexico OCS, Northeastern U.S., Latin America, Southeast Asia, China, Australia, West Africa, the Middle East, and Europe, with a diversified fleet of dive support vessels and construction barges. CARIBBEAN PETROLEUM: Justices Keep Insurance Distribution Intact ---------------------------------------------------------------- Law360 reported that a Caribbean Petroleum Corp. co-defendant in litigation over the terminal explosion that pushed the oil company into Chapter 11 failed to obtain U.S. Supreme Court review of a bankruptcy decision denying tort claimants priority access to $24 million in related insurance proceeds. According to the report, the Supreme Court declined to consider Intertek USA Inc.'s argument that tort claimants with direct action rights to insurance coverage under Puerto Rico law should have been elevated above other commercial creditors following Capeco's entry into Chapter 11. As previously reported by The Troubled Company Reporter, Capeco's co-defendant in litigation over a fuel explosion petitioned the Supreme Court after having failed to overturn orders in Capeco's bankruptcy that lumped tort claimants with other general unsecured creditors in the distribution of $24 million in related insurance proceeds. Interek's appeal concerns whether tort claimants with priority payment rights under Puerto Rico law should have been placed on equal footing with other commercial creditors following Capeco's entry into Chapter 11. The case is Intertek USA Inc. v. Caribbean Petroleum Corp. et al., Case No. 14-731, in the U.S. Supreme Court. About Caribbean Petroleum San Juan, Puerto Rico-based Caribbean Petroleum Corporation, aka CAPECO, owns and operates certain facilities in Bayomon, Puerto Rico, for the import, offloading, storage and distribution of petroleum products. Caribbean Petroleum sought Chapter 11 protection (Bankr. D. Del. Case No. 10-12553) on Aug. 12, 2010, nearly 10 months after a massive explosion at its major Puerto Rican fuel storage depot virtually shut down the company's operations. The Debtor estimated assets of US$100 million to US$500 million and debts of US$500 million to US$1 billion as of the Petition Date. Affiliates Caribbean Petroleum Refining, L.P., and Gulf Petroleum Refining (Puerto Rico) Corporation filed separate Chapter 11 petitions on Aug. 12, 2010. John J. Rapisardi, Esq., George A. Davis, Esq., Peter Friedman, Esq., and Zachary H. Smith, Esq., at Cadwalader, Wickersham & Taft LLP, in New York, serve as lead counsel to the Debtors. Mark D. Collins, Esq., and Jason M. Madron, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, serve as local counsel. The Debtors' financial advisor is FTI Consulting Inc. The Debtors' chief restructuring officer is Kevin Lavin of FTI Consulting Inc. Kurtzman Carson Consultants LLC serves as the noticing, claims and balloting agent to the Debtors. In December 2010, the Debtor won bankruptcy court approval to sell its business to Puma Energy International for US$82 million. Puma obtained Capeco's entire retail network, which consists of 157 locations, gasoline, diesel and other fuel storage facilities as well as undeveloped land and a private deep water jetty. The Fourth Amended Joint Plan of Liquidation for Caribbean Petroleum and its debtor affiliates became effective on June 3, 2011. CARMICHAEL CARE: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Carmichael Care, Inc. 6041 Fairoaks Blvd. Carmichael, CA 95608 Case No.: 15-10612 Nature of Business: Health Care Chapter 11 Petition Date: February 6, 2015 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Hon. Erithe A. Smith Debtor's Counsel: David L. Neale, Esq. LEVENE, NEALE, BENDER, YOO & BRILL LLP 10250 Constellation Blvd Ste 1700 Los Angeles, CA 90067 Tel: 310-229-1234 Fax: 310-229-1244 Email: dln@lnbrb.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Spencer Olsen, chief financial officer, treasurer, and director. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb15-10612.pdf CASELLA WASTE: Moody's Assigns Caa1 Rating on $60MM Senior Notes ---------------------------------------------------------------- Moody's Investors Service assigned a Caa1 rating to Casella Waste's proposed $60 million senior subordinated notes, add-ons to the company's existing $325 million notes due 2019 whose ratings were affirmed. The company is in the process of replacing its $228 million credit facility (unrated) with a smaller asset-backed line (ABL). Proceeds from the add-on subordinated note will pay-down part of the draw on the revolver. As a result of the reduction of size of the first lien revolver and increase in the subordinated notes, Moody's up-graded the Senior Unsecured ratings on the Maine, New York, New Hampshire, and Vermont Disposal Revenue bonds to B1 from B2 reflecting their higher expected recovery in a downside scenario. The B3 Corporate Family (CFR) and B3-PD Probability of Default (PDR) ratings were affirmed. The rating outlook is stable. Rating Rationale Casella's B3 CFR reflects the company's weak financial profile, including high leverage (5.0x-5.5x adjusted debt/EBITDA expected for the year ending December 2016), below industry-average margins (22% EBITDA margins), and modest scale (about $525 million revenue). The company is regionally concentrated in New England and upstate New York and Pennsylvania, leaving the company vulnerable to local price competition and declines in demand for the company's solid waste collection and disposal services. Moody's expects the heightened focus on developing relationships with waste collectors and the more aggressive sales effort will continue driving revenue and margin improvements through year-end December 2015 and beyond. The company maintains a strong collection and disposal market share in its core markets, though thin customer density coupled with oversupply of landfill capacity weighs on margins. The reduction in the amount of first lien debt and the corresponding increase in subordinated debt in the capital structure leads to an improved expected recovery for the company's Senior Unsecured Disposal Revenue bonds in a default scenario, leading to an upgrade of those bonds to B1 from B2. Liquidity is adequate, as indicated by the SGL-3 Speculative Grade Liquidity rating. The company will have around $49 million available to draw on the ABL based on the asset value of the pledged collateral. The stable outlook reflects the 3% revenue growth for 2015 and 2016 Moody's expects for the solid waste industry from the combination of low volume and price growth. Moody's expects $10-15 million of free cash flow in each of 2015 and 2016 will be applied to debt reduction. A meaningful and profitable expansion of the company's operating footprint beyond New England and New York could lead to a ratings upgrade. Furthermore, an expectation for leverage sustained below 5.0x, high single digit percent free cash flow to debt, and an EBITDA margin close to 25% would likely lead to a ratings upgrade. Should the company experience lower revenues, deterioration in free cash flow generation, or uncured covenant violations lower ratings could develop. Ratings: Assigned: Issuer: Casella Waste Systems, Inc. $60 million Senior Subordinated Bond due Feb 15, 2019, assigned Caa1/LGD5 Upgraded Issuer: Maine Finance Authority Senior Unsecured Revenue Bonds Jan 1, 2025, B1/LGD2 from B2/LGD3 Issuer: Vermont Economic Development Authority Senior Unsecured Revenue Bonds Apr 1, 2036, B1/LGD2 from B2/LGD3 Issuer: New Hampshire (State of) Business Fin. Authority Senior Unsecured Solid Waste Disposal Revenue Bonds April 1, 2029: B1/LGD2 from B2/LGD3 Issuer: New York State Environmental Facility Corporation Senior Unsecured Solid Waste Disposal Revenue Bonds: B1/LGD2 from B2/LGD3 Ratings Affirmed: Issuer: Casella Waste Systems, Inc. Corporate Family Rating, B3 Probability of Default Rating, B3-PD Speculative Grade Liquidity Rating, SGL-3 Senior Subordinated Regular Bond/Debenture Feb 15, 2019, Caa1/LGD5 Outlook: Stable The principal methodology used in these ratings was Environmental Services and Waste Management Companies published in June 2014. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Casella is a Northeast United States regional collection and disposal company focused on municipal solid and construction waste, specialty waste primarily from energy drilling activities, as well as collection, processing, and sales of recyclable waste. Moody's expect revenue for the year ending December 2016 to reach about $520-540 million. CASELLA WASTE: S&P Raises Sr. Subordinated Notes Rating to 'B-' --------------------------------------------------------------- Standard & Poor's Ratings Services raised its issue-level rating to 'B-' from 'CCC+' on Rutland, Vermont-based solid waste services company Casella Waste Systems Inc.'s senior subordinated notes in anticipation of the company's proposed refinancing of its revolving facility into a new asset-based loan (ABL) revolver and its proposed $60 million add-on offering to the notes. S&P revised its recovery rating on the notes to '4' from '5', indicating S&P's expectation of average (30% to 50%) recovery in he event of a payment default. The 'B-' corporate credit rating is unchanged and the outlook is stable. If completed, S&P expects the company to use proceeds from the notes primarily to repay the outstanding amount under Casella's revolving credit facility, add a modest amount of cash to the balance sheet, and for general corporate purposes. S&P believes the company's free cash flow will improve in 2015 because of the expiration of an unfavorable put-or-pay contract, growth in its hauling and landfill businesses, and lower capital expenditures. S&P expects Casella's adjusted debt leverage to be reduced to below 6x by the end of 2015. Pro forma for the proposed issue, Standard & Poor's estimates that Casella had adjusted leverage of 6.6x as of Oct. 31, 2014. S&P based its anchor score of 'b' on Casella on S&P's "fair" business risk and "highly leveraged" financial risk profile assessments for the company. S&P applies a downward adjustment of one notch to its initial rating outcome (anchor) of 'b' on Casella for comparable rating analysis. This is based on S&P's view that debt leverage remains high relative to its peer group of other similarly rated environmental services companies. RECOVERY ANALYSIS Key analytical factors: -- S&P has updated its recovery analysis on Casella Waste Systems Inc.'s debt. -- S&P has raised the issue-level and recovery ratings on the subordinated notes in anticipation of the company's proposed refinancing of its revolving facility and the add-on offering to the senior subordinated notes. -- The issue-level ratings and recovery ratings on the company's revenue bonds remain unchanged. -- S&P's simulated default scenario envisions a payment default in 2017 stemming from declining waste volume amid ongoing economic weakness in the U.S. Northeast markets, while prices for recycled products continue to be sluggish. At the same time, competition intensifies, which pressures margins and cash flow. Eventually, the company's liquidity and capital resources become strained to the point where the company cannot continue to operate without filing for bankruptcy. -- Other key assumptions include: an increase in LIBOR to 150 bps; a 60% drawn $190 million asset based revolving facility at default; and all debt outstanding at default includes six months of accrued interest. Simulated default assumptions: -- Year of default: 2017 -- EBITDA at emergence: $75 million -- Implied enterprise value (EV) multiple: 5.5x Simplified waterfall: -- Net enterprise value (EV) at emergence: $392 million -- Valuation split in % (obligors/nonobligors): 100%/0% -- Priority claims: $48 million -------------------------------------------- -- Collateral value available to secured creditors: $344 million -- Secured first-lien claims: $93 million -- Recovery expectations: 90%-100% (upper half of range) -- Unsecured claims: $82 million -- Recovery expectations: 90%-100% (upper half of range) -- Subordinated claims: $400 million -- Recovery expectations: 30%-50% (upper half of range) RATINGS LIST Ratings Unchanged Casella Waste Systems Inc. Corporate Credit Rating B-/Stable/-- Sr secd rev bonds* A/A-1 Sr unsecured rev bonds* B+ Recovery rating 1 Ratings Raised To From Casella Waste Systems Inc. $385 mil sub notes B- CCC+ Recovery rating 4 5 * Casella Waste Systems Inc. is the obligor. CASH STORE: Enters Into Sale Agreement with National Money Mart --------------------------------------------------------------- The Cash Store Financial Services Inc. on Oct. 9 disclosed that it has entered into a binding agreement to sell a portion of its business and assets to National Money Mart Company. Money Mart submitted its proposal in accordance with Cash Store Financial's Court-approved sale process under the Companies' Creditors Arrangement Act. Cash Store Financial's Chief Restructuring Officer and Rothschild Inc., the Company's financial advisor, in consultation with the CCAA Court-appointed Monitor, FTI Consulting Canada Inc., have determined that the bid submitted by Money Mart was the most favorable bid received, and was therefore selected pursuant to the terms of the Sale Process. The Agreement and the completion of the Transaction remain subject to Court approval in Canada, certain regulatory approvals and the satisfaction of certain closing conditions customary to transactions of this nature. The current expectation is that the transaction will be completed by late 2014 or early 2015, following court and regulatory approval. Cash Store Financial will provide further updates on the process in due course as the necessary approvals are obtained and the Transaction is finalized. In the interim, Cash Store will continue to operate its business as usual. Further details regarding the Transaction, along with other details regarding the Company's Companies' Creditors Arrangement Act proceedings, are available on the Monitor's website at http://cfcanada.fticonsulting.com/cashstorefinancial The Company will continue to provide updates on its restructuring and the Transaction as matters advance. About Cash Store Financial Cash Store Financial and Instaloans primarily act as lenders to facilitate short-term advances and provide other financial services to income-earning consumers who may not be able to obtain them from traditional banks. Cash Store Financial also provides private-label debit cards. Cash Store Financial is not affiliated with Cottonwood Financial Ltd. or the outlets Cottonwood Financial Ltd. operates in the United States under the name "Cash Store". Cash Store Financial does not do business under the name "Cash Store" in the United States and does not own or provide any consumer lending services in the United States. Cash Store Financial reported a net loss and comprehensive loss of C$35.5 million for the year ended Sept. 30, 2013, as compared with a net loss and comprehensive loss of C$43.5 million for the year ended Sept. 30, 2012. As of Sept. 30, 2013, the Company had C$165 million in total assets, C$166 million in liabilities, and a C$1.32 million shareholders' deficit. COINTERRA INC: Data Center Sues for $5.4MM Delinquency ------------------------------------------------------ Law360 reported that a data center and a bitcoin mining company are suing one another in Utah state court after the data center denied the miner access to its facilities for alleged underpayment, causing the miner to go into default on some of its secured notes, according to court documents. The report related that Utah-based C7 Data Centers Inc alleged in its complaint that CoinTerra Inc., which leases equipment space and electricity to run its hardware, has been delinquent on $5,394,113 in payments throughout its contract period. The Troubled Company Reporter, on Jan. 30, 2015, reported that CoinTerra Inc. filed for bankruptcy facing lawsuits from customers and a data center that stored the Texas company's bitcoin mining equipment. COLDWATER CREEK: Trustee Approved to Sell $6 Billion Settlement --------------------------------------------------------------- The U.S. Bankruptcy Court authorized Peter Kravitz, the liquidating trustee for CWC Liquidation Inc., formerly known as Coldwater Creek Inc., et al., to sell rights to payments to which the Liquidating Trust may be entitled pursuant to the class action interchange litigation. The Court also approved the sale agreement with Dunhill Asset Services V LLC. As reported in the Troubled Company Reporter on Jan. 7, 2015, Law360 reported that the Liquidating Trustee asked for approval to sell its potential slice of the massive $6 billion settlement that resolved antitrust claims that MasterCard Inc. and Visa Inc. fixed prices for credit card swipe fees. The trustee said the estate already held an auction in November and came to a purchase agreement with Dunhill Asset Services V LLC to sell rights to the potential claim for nearly $1.8 million. Kravitz said it has not yet been determined whether Coldwater Creek, which had its Chapter 11 plan confirmed three months ago, would qualify as a member of the settlement class if or when it is certified, but the liquidating trustee believes the former women's apparel retailer may have claim because it used Mastercard and Visa systems to process purchases, the report related. About Coldwater Creek Coldwater Creek is a multi-channel retailer that offers its merchandise through retail stores across the country, its catalog and its e-commerce Web site, http://www.coldwatercreek.com/ Originally founded in Sandpoint, Idaho in 1984 as a direct, catalog-based marketer, Coldwater evolved into a multi-channel specialty retailer operating 334 premium retail stores, 31 factory outlet stores and seven day spa locations throughout the United States. As of the bankruptcy filing, the Debtors domestically employ a total of approximately 5,990 employees throughout their retail locations, corporate headquarters and distribution, design and call centers. Coldwater Creek Inc. and its debtor-affiliates sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10867) on April 11, 2014, to liquidate their assets. Coldwater Creek disclosed assets of $721 million plus undetermined amount and liabilities of $425 million plus undetermined amount. Affiliate Coldwater Creek U.S. Inc. estimated $100 million to $500 million in assets and liabilities. The Debtors have drawn $37.5 million and have $10 million in letters of credit outstanding under a senior secured credit facility (ABL facility) provided by lenders led by Wells Fargo Bank, National Association, as agent. The Debtors also owe $96 million, which includes accrued interest and approximately $23 million representing a prepayment premium payable, under a term loan from lenders led by CC Holding Agency Corporation, as agent. Aside from the funded debt, the Debtors have accumulated a significant amount of accrued and unpaid trade and other unsecured debt in the normal course of their business. The Debtors have tapped Young Conaway Stargatt & Taylor, LLP, and Shearman & Sterling LLP as attorneys, Perella Weinberg Partners LP as financial advisor, Alvarez & Marsal as restructuring advisor, and Prime Clerk LLC as claims and noticing agent. The U.S. Trustee for Region Three named seven creditors to serve on the official committee of unsecured creditors. Lowenstein Sandler LLP represents the Committee. CWC Liquidation Inc., formerly known as Coldwater Creek Inc., et al., notified the Bankruptcy Court that the effective date of its Modified Third Amended Joint Plan of Liquidation occurred on Sept. 26, 2014. The Troubled Company Reporter, on Dec. 29, 2014, reported that the Bankruptcy Court entered a final decree closing the Chapter 11 cases of consolidated non-lead debtors in the cases of CWC Liquidation Inc. formerly known as Coldwater Creek Inc, et al. CONYERS 138: Files Schedules of Assets and Liabilities ------------------------------------------------------ Conyers 138, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Georgia its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $3,900,000 B. Personal Property $7,756,197 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $2,240,553 E. Creditors Holding Unsecured Priority Claims $101,852 F. Creditors Holding Unsecured Non-priority Claims $559,425 ----------- ----------- TOTAL $11,656,197 $2,901,830 A copy of the schedules is available for free at http://bankrupt.com/misc/Conyers138_18_SAL.pdf About Conyers 138 Conyers 138, LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ga. Case No. 14-73659) in Atlanta, Georgia, on Dec. 1, 2014, without stating a reason. The Debtor, a Single Asset Real Estate as defined 11 U.S.C. Sec. 101(51B), estimated $10 million to $50 million in assets and debt of $500,000 to $1 million. The Law Offices of Evan M. Altman, Esq., in Atlanta, serves as the Debtor's counsel. COUNTRY STONE: Trinity Packaging Sells $190K Claim to Atradius -------------------------------------------------------------- In the Chapter 11 cases of Country Stone Holdings, Inc., et al., one claim switched hands on Dec. 20, 2014: Transferee Transferor Claim Amount ---------- ---------- ------------ Atradius Trade Credit Trinity Packaging $190,985.63 Insurance Inc. Corporation About Country Stone Country Stone Holdings, Inc., and its affiliates are in the business of manufacturing, processing, and packaging lawn and garden products such as mulch, soil, fertilizer, plant food, organics, concrete and decorative stone. The corporate headquarters are located in Rock Island, Illinois and Milan, Illinois. Country Stone operates 17 plants throughout the United States, including in Illinois, Iowa, Indiana, Minnesota, Wisconsin, Missouri, and California. Country Stone Holdings and its affiliates sought bankruptcy protection (Bankr. C.D. Ill., Lead Case No. 14-81854) in Peoria, Illinois, on Oct. 23, 2014, with a deal to sell to Quikrete Holdings, Inc., for $23 million in cash plus the assumption of liabilities, subject to higher and better offers. The bankruptcy cases are assigned to Judge Thomas L. Perkins. Country Stone disclosed $45 million in liabilities. The Debtors have tapped Katten Muchin Rosenman LLP as counsel; Silverman Consulting to provide the services of Steven Nerger as CRO and Michael Compton as cash and restructuring manager; and Epiq Bankruptcy Solutions, LLC as claims, noticing and balloting agent. Nancy J. Gargula, U.S. Trustee for the Central District of Illinois, has appointed five creditors to serve in the official unsecured creditors committee in the Debtors' cases. CRYOPORT INC: Has Insufficient Revenues for Funding Requirements ---------------------------------------------------------------- Cryoport, 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 $975,000 of revenues for the three months ended Dec. 31, 2014, compared with a net loss of $1.84 million on $757,000 of revenues for the same period during the prior year. The Company's balance sheet at Dec. 31, 2014, showed $1.87 million in total assets, $2.98 million in total liabilities, and a stockholders' deficit of $1.12 million. The Company has sustained operating losses since its inception and has used substantial amounts of working capital in its operations. At Dec. 31, 2014, the Company had an accumulated deficit of $93.9 million. During the nine months ended Dec. 31, 2014, the Company used cash in operations of $2.8 million and had a net loss of $5.1 million. The Company expects to continue to incur substantial additional operating losses from costs related to the commercialization of our Cryoport Express Solutions and do not expect that revenues from operations will be sufficient to satisfy its funding requirements in the near term. The Company believes that its cash resources at Dec. 31, 2014, additional funds raised subsequent to Dec. 31, 2014 through the secured promissory notes, together with the revenues generated from its services will be sufficient to sustain its planned operations into the fourth quarter of fiscal year 2015; however, it must obtain additional capital to fund operations thereafter and for the achievement of sustained profitable operations. These factors raise substantial doubt about its ability to continue as a going concern, according to the regulatory filing, according to the regulatory filing. A copy of the Form 10-Q is available at: http://is.gd/6wW2qx About Cryoport Lake Forest, Calif.-based CryoPort, Inc. (OTC BB: CYRX) provides comprehensive solutions for frozen cold chain logistics, primarily in the life science industries. Its solutions afford new and reliable alternatives to currently existing products and services utilized for bio-pharmaceuticals and biologics, including in-vitro fertilization, cell lines, vaccines, tissue and other commodities requiring a reliable frozen solution. Cryoport reported a net loss of $19.56 million on $2.65 million of revenues for the year ended March 31, 2014, as compared with a net loss of $6.38 million on $1.10 million of revenues for the year ended March 31, 2013. The Company's balance sheet at Sept. 30, 2014, showed $1.20 million in total assets, $2.57 million in total liabilities, all current, and a $1.37 million total stockholders' deficit. KMJ Corbin & Company LLP, in Costa Mesa, California, 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 operating losses and has had negative cash flows from operations since inception. Although the Company has cash and cash equivalents of $369,581 at March 31, 2014, management has estimated that cash on hand, which include proceeds from convertible bridge notes received in the fourth quarter of fiscal 2014, will only be sufficient to allow the Company to continue its operations into the second quarter of fiscal 2015. These matters raise substantial doubt about the Company's ability to continue as a going concern, the auditors maintained. DELIAS INC: Can Sell Assets Through Store Closing Sales ------------------------------------------------------- U.S. Bankruptcy Judge Robert D. Drain has authorized dELiA*s Inc. to sell certain assets through store closing sales and the assumption of an Agency Agreement. The Debtors are also authorized to abandon unsold property and compliance is waived on restrictions on store closing restrictions. Any objections that have not been withdrawn to the to the motion are overruled and denied. As previously reported by the TCR, the terms of the Agency Agreement between the Debtors and the Gordon Brothers-Hilco joint venture are: -- Provided the Court's approval order is entered no later than Dec. 24, 2014, Gordon/Hilco guarantees that the Debtors will receive an amount equal to 91 percent of the aggregate cost value of merchandise. The guaranteed amount will decrease daily if the interim order is not entered by Dec. 12, 2014. -- Subject to the entry of the approval order by Dec. 24, 2014, Gordon/Hilco will be unconditionally responsible for all expenses. -- The sale commenced on Dec. 4, 2014. Gordon/Hilco will complete the sale and vacate the premises of each store and the Direct Business Platform in favor of the Debtors on or before the date that is the earlier of (i) April 15, 2015; and (ii) the date that is 120 twenty days after entry of an order for relief in the Debtors' bankruptcy cases. -- During the period between the Sale Commencement Date and the date that is 30 days after entry of the Approval Order, Gordon/Hilco will accept the Debtors' gift cards. Defy Media's Objection Overruled The Court has denied Defy Media LLC's motion to assume the agency agreement and sell certain assets to store closing sales. In 2013, all of the outstanding equity interests in each of Alloy Digital, LLC, and NextPoint Assets, LLC (d/b/a Break Media) were contributed to a newly created limited liability company to form Defy Media. Defy Media holds title to certain intellectual property including Defy Media Websites, the Licensed URLs, and the Data collected through Defy Media Websites. Defy Media submits that the Debtors are precluded from selling the Defy Media Assets and these assets cannot be sold under the proposed Agency Agreement. Further, even if the Debtors propose to assume and assign the Defy Media Agreement that assignment requires Defy Media's consent and even if the Court were to allows the assumption and assignment of the Defy Media Agreement without Defy Media's consent, the Defy Media Agreement must be accepted with all of its benefits and burdens, including, without limitation, that the Defy Media Agreement terminates on December 20, 2015—less than one year from the final hearing on the Agency Agreement Motion—and requires a purchase price of $12,000,000 for the dELiA*s domain name at that time. About DELIA*S INC. Launched in 1993, dELiA*s Inc., is a retailer which sells apparel, accessories, footwear, and cosmetics marketed primarily to teenage girls and young women. The dELiA*s brand products are sold through the Company's mall-based retail stores, direct mail catalogs and e-commerce Web sites. On Dec. 7, 2014, dELiA*s and eight of its subsidiaries each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D.N.Y.). The Debtors requested that their cases be jointly administered under Case No. 14-23678. As of the bankruptcy filing, dELiA*s owns and operates 92 stores in 29 states. The Debtors have tapped Piper LLP (US) as counsel, Clear Thinking Group LLC, as restructuring advisor, Janney Montgomery Scott LLC, as investment banker, and Prime Clerk LLC as claims agent. As of the Petition Date, the Debtors had $47.0 million in total assets and $50.5 million in liabilities. The Debtors have sought court approval of a deal for Gordon Brothers Retail Partners, LLC and Hilco Merchant Resources, LLC, to launch going-out-of-business sales. DELPHI CORP: Mich. Fights Workers' Comp Ruling at High Court ------------------------------------------------------------ Law360 reported that a recent Second Circuit decision freeing two insurers from assuming workers' compensation liabilities from Delphi Corp. sets a precedent that allows federal bankruptcy courts to usurp state sovereignty in violation of the U.S. Constitution, Michigan Attorney General Bill Schuette argued in a petition to the U.S. Supreme Court. According to the report, in September, the Second Circuit affirmed New York bankruptcy and federal court rulings that found Ace American Insurance Corp. and Pacific Employers Insurance Co. don't have to provide coverage because each Michigan-specific section in the insurers' contract. About Delphi Corp. Based in Troy, Michigan, Delphi Corporation -- http://www.delphi.com/-- is a global supplier of electronics and technologies for automotive, commercial vehicle and other market segments. Delphi operates major technical centers, manufacturing sites and customer support facilities in 30 countries. The Company filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 05-44481) on Oct. 8, 2005. John Wm. Butler Jr., Esq., John K. Lyons, Esq., and Ron E. Meisler, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, represented the Debtors in their restructuring efforts. Robert J. Rosenberg, Esq., Mitchell A. Seider, Esq., and Mark A. Broude, Esq., at Latham & Watkins LLP, represented the Official Committee of Unsecured Creditors. As of June 30, 2008, the Debtors' balance sheet showed $9.16 billion in assets and $23.7 billion in debt. The Court confirmed Delphi's plan on Jan. 25, 2008. The Plan was not consummated after a group led by Appaloosa Management, L.P., backed out from their proposal to provide $2.55 billion in equity financing to Delphi. At the end of July 2009, Delphi obtained confirmation of a revised plan, build upon a sale of the assets to a entity formed by some of the lenders who provided $4 billion of debtor-in-possession financing, and General Motors Company. On Oct. 6, 2009, Delphi's Chapter 11 plan of reorganization became effective. A Master Disposition Agreement executed among Delphi Corporation, Motors Liquidation Company, General Motors Company, GM Components Holdings LLC, and DIP Holdco 3, LLC, divides Delphi's business among three separate parties -- DPH Holdings LLC, GM Components, and DIP Holdco 3. Delphi emerged from Chapter 11 as DPH Holdings. DPH Holdings is responsible for the post-Effective Date administration and eventual closing of the Chapter 11 cases as well as the disposition of certain retained assets and payment of certain retained liabilities as provided under the Modified Plan. Delphi Automotive PLC is UK-based company formed in May 2011 as a holding company for US-based automotive parts manufacturer Delphi Automotive LLP. Delphi Automotive LLP is the successor to the former Delphi Corporation. At the time of its formation, Delphi Automotive PLC filed an initial public offering seeking to raise at least $100 million. DIGERATI TECHNOLOGIES: Plan of Reorganization Declared Effective ---------------------------------------------------------------- Digerati Technologies, Inc., notified the U.S. Bankruptcy Court that the Effective Date of its Joint Plan of Reorganization occurred on Dec. 31, 2014. The Plan was proposed by the Debtor, Riverfront Capital, LLC, Recap Marketing and Consulting, LLP, Rainmaker Ventures II, Ltd. and WEM Equity Capital Investments, Ltd., Hurley Fairview, LLC, Terry Dishon, and Sheyenne Rae Nelson Hurley. As reported in the Troubled Company Reporter on April 14, 2014, the Debtor on April 10 reported that it received court approval of its Plan. The Plan provides for the sale of the Company's two oilfield services subsidiaries, Dishon Disposal, Inc. and Hurley Enterprises, Inc. Under the court-approved restructuring plan, Digerati will eliminate approximately $63 million in debt through the sale of Dishon and Hurley and emerge from Chapter 11 Bankruptcy as a "leaner" reorganized company that will continue its cloud communication business. The restructuring plan provides for any surplus value from the sale of Dishon and Hurley to be distributed to the reorganized Digerati and to creditors affiliated with the former owners of Dishon and Hurley. Other material features of the Plan include an increase in the authorized common stock of the Company, the addition of two members to the Company's Board of Directors, and establishment of a Grantor Trust and Disbursing Agent responsible for distribution of the proceeds from the sale of Dishon and Hurley and any retained litigation claims, as specified in the Plan. Pursuant to the Plan, Mr. James J. Davis and Mr. William E. McIlwain were appointed as directors of the Company. Mr. Arthur L. Smith will continue as a director, President and CEO and Mr. Antonio Estrada will continue as CFO. Mr. Davis is a seasoned financial executive with more than 40 years experience in domestic and international energy and industrial companies. He began his career with Gulf Oil Corporation. After serving in various domestic and international treasury positions, Mr. Davis moved on to MAPCO Inc. and then to Parker Drilling Company where he served as SVP of Finance and CFO until 2002. After a short term with a private equity investment firm, he became CFO of CapRock Communications. In 2009, he joined Express Energy Services as CFO. Mr. Davis retired from Express in 2013 and is now a private investor and director of a not-for- profit organization. Mr. Davis holds a BS degree in Mechanical Engineering from the University of Colorado and a MS degree in Industrial Administration from Purdue University. Mr. Davis holds a CPA certificate in the State of Oklahoma. Mr. McIlwain is co-founder of Gary Greene Realtors which he, along with his partner, built to become the largest and most productive real estate company in Houston, Texas and the 50th largest in the United States. In 2000, Prudential Real Estate Services provided a leveraged buyout and the company was sold to become Prudential Gary Greene Realtors. Mr. McIlwain remained a partner until October 31, 2004 when he sold his interest and retired from the real estate business. Since that time, he has been involved in commercial real estate site location and sales and more recently in industrial pipe sales throughout the southern United States. His professional career included director of the Houston Association of Realtors (HAR); chairman of the HAR professional standards committee; chairman of the HAR economic development committee; HAR MLS committee; HAR secretary-treasurer; director of the Texas Association of Realtors; five terms on the advisory board of the Better Homes and Gardens Real Estate Service; one term on the national advisory council for Prudential Real Estate Affiliates; member of the Prudential Relocation Advisory Council; director of the Greater Houston Builders Association; member of the USAA Real Estate Advisory Board; director of the National Association of Realtors; and past Platinum Broker Member of the Cendant Mobility Broker Network. Mr. Arthur L. Smith, CEO, stated, "The Company has emerged with a clean capital structure and healthier balance sheet while adding seasoned experience to its board of directors. In addition to revitalizing our core cloud communication business, we intend to regain compliance with our SEC reporting while working diligently towards increasing shareholder value." Dishon Disposal, Inc. and Hurley Enterprises, Inc. are both located in the Bakken region of North Dakota and Montana, one of the most important oil fields in the world today. Dishon Disposal Inc. is a waste disposal facility with a 25 year track record, focusing on solid and liquid wastes from oil field and drilling processes. Hurley Enterprises, Inc. is an oil field support services company that functions as a drilling site service company, providing skid houses, telecommunication services, booster booths, Porta-Potties, generators, potable water, and mess halls in service to many of the major drilling contractors and oil companies in the Bakken region. About Digerati Technologies Digerati Technologies, Inc., filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 13-33264) in Houston, on May 30, 2013. At the time of its Chapter 11 filing, Digerati -- http://www.digerati-inc.com/-- was a publicly held company whose primary assets were 100% stock ownership of two oilfield services companies that the Debtor valued at $30 million each: Hurley Enterprises, Inc.; and Dishon Disposal, Inc. The Debtor also owned Shift 8 Networks, a cloud communication service. The Debtor has no independent operations apart from its subsidiaries. Digerati disclosed $60 million in assets and $62.5 million in liabilities as of May 29, 2013. Bankruptcy Judge Jeff Bohm oversees the Chapter 11 case. Deirdre Carey Brown, Esq., Annie E. Catmull, Esq., Melissa Anne Haselden, Esq., Mazelle Sara Krasoff, Esq., and Edward L Rothberg, at Hoover Slovacek, LLP, in Houston, represent the Debtor as counsel. The Debtor tapped Gilbert A. Herrera and Herrera Partners as the investment banker. Earlier in the case, Rhode Holdings, LLC, sought the transfer of venue of Digerati's Chapter 11 case to the U.S. Bankruptcy Court for the Western District of Texas, San Antonio Division. The case, however, remained in the Houston Bankruptcy Court. * * * Hurley Enterprises and Dishon Disposal sold for approximately $41 million. Dishon was sold to Buckhorn Disposal, LLC at auction on June 19, 2014 for $27 million. The only other bidder was Terry Dishon with a credit bid of $12.3 million. The Hurleys submitted the winning bid for Hurley at auction, with a credit bid of $14 million. DREIER LLP: Diamond McCarthy Ex-Partner Can't Escape Texas Court ---------------------------------------------------------------- Law360 reported that a Texas district judge rejected a former Diamond McCarthy LLP partner's bid to dodge Texas jurisdiction in a $1.4 million breach of contract suit over fees she generated as Dreier LLP's Chapter 11 trustee. According to the report, in a brief order, Harris County District Judge Sylvia A. Matthews denied a special appearance filed by ex-Diamond McCarthy partner Sheila M. Gowan, who had argued she couldn't be forced to litigate the claim in Texas court. As previously reported by The Troubled Company Reporter, Diamond McCarthy asked the Texas state judge to deny Ms. Gowan's special appearance in its $1.4 million breach of contract suit over fees she generated as Dreier's Chapter 11 trustee, arguing her five years with the Texas-based firm satisfy the state's long-arm statute despite her working in New York. Ms. Gowan, a former partner at Diamond McCarthy who left the firm in the midst of the bankruptcy proceedings, argued in testimony that Texas' long-arm statute should not apply to her because the New York lawyer had few connections to the state of Texas. About Marc Dreier and Dreier LLP Marc Dreier founded New York-based law firm Dreier LLP – http://www.dreierllp.com/— in 1996. On Dec. 8, 2008, the U.S. Securities and Exchange Commission filed a suit, alleging that Mr. Dreier made fraudulent offers and sales of securities in several cities, selling fake promissory notes to hedge and other private investment funds. The SEC asserted that Mr. Dreier also distributed phony financial statements and audit opinions, and recruited accomplices in connection with that scheme. Mr. Dreier, currently in prison, was charged by the U.S. government for conspiracy, securities fraud and wire fraud (S.D.N.Y. Case No. 09-cr-00085). Dreier LLP sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 08-15051) on Dec. 16, 2008. Stephen J. Shimshak, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, was tapped as counsel. The Debtor estimated assets of $100 million to $500 million, and debts between $10 million and $50 million in its Chapter 11 petition. Sheila M. Gowan, a partner with Diamond McCarthy, was appointed Chapter 11 trustee for the Dreier law firm. Ms. Gowan is represented by Diamond McCarthy LLP. Dickstein Shapiro LLP is the trustee’s special trial counsel. Wachovia Bank National Association; the Dreier LLP Chapter 11 Trustee; and Steven J. Reisman as post-confirmation representative of the bankruptcy estate of 360networks (USA) Inc. signed a petition that put Mr. Dreier into bankruptcy under Chapter 7 on Jan. 26, 2009 (Bankr. S.D.N.Y. Case No. 09-10371). Mr. Dreier pleaded guilty to fraud and other charges in May 2009. The scheme to sell $700 million in fake notes unraveled in late 2008. Mr. Dreier is serving a 20-year sentence in a federal prison in Minneapolis. The May 15, 2014, edition of The TCR said the Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the Southern District of New York confirmed the second amended Chapter 11 plan of liquidation filed by Sheila M. Gowan, the Chapter 11 trustee for Dreier LLP, and the Official Committee of Unsecured Creditors. DREIER LLP: Firm Says Texas' Long Arm Reaches Ex-Partner -------------------------------------------------------- Law360 reported that Diamond McCarthy LLP asked a Texas state judge to deny an ex-partner's special appearance in its $1.4 million breach of contract suit over fees she generated as Dreier LLP's Chapter 11 trustee, arguing her five years with the Texas-based firm satisfy the state's long-arm statute despite her working in New York. According to the report, after a motion for protection citing attorney-client privilege was partly rejected in October, former partner Sheila M. Gowan filed a special appearance motion in Harris County's 281st District Court. Law360 said Diamond McCarthy lawyers refuted Ms. Gowan's special appearance in a Texas court, as she fought Texas jurisdiction in a $1.4-million breach of contract suit over fees she generated as Dreier LLP's Chapter 11 trustee. Ms. Gowan, a former partner at Diamond McCarthy who left the firm in the midst of the bankruptcy proceedings, argued in testimony that Texas' long-arm statute should not apply to her because the New York lawyer had few connections to the state of Texas. About Marc Dreier and Dreier LLP Marc Dreier founded New York-based law firm Dreier LLP -- http://www.dreierllp.com/-- in 1996. On Dec. 8, 2008, the U.S. Securities and Exchange Commission filed a suit, alleging that Mr. Dreier made fraudulent offers and sales of securities in several cities, selling fake promissory notes to hedge and other private investment funds. The SEC asserted that Mr. Dreier also distributed phony financial statements and audit opinions, and recruited accomplices in connection with that scheme. Mr. Dreier, currently in prison, was charged by the U.S. government for conspiracy, securities fraud and wire fraud (S.D.N.Y. Case No. 09-cr-00085). Dreier LLP sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 08-15051) on Dec. 16, 2008. Stephen J. Shimshak, Esq., at Paul, Weiss, Rifkind, Wharton & Garrison LLP, was tapped as counsel. The Debtor estimated assets of $100 million to $500 million, and debts between $10 million and $50 million in its Chapter 11 petition. Sheila M. Gowan, a partner with Diamond McCarthy, was appointed Chapter 11 trustee for the Dreier law firm. Ms. Gowan is represented by Diamond McCarthy LLP. Dickstein Shapiro LLP is the trustee's special trial counsel. Wachovia Bank National Association; the Dreier LLP Chapter 11 Trustee; and Steven J. Reisman as post-confirmation representative of the bankruptcy estate of 360networks (USA) Inc. signed a petition that put Mr. Dreier into bankruptcy under Chapter 7 on Jan. 26, 2009 (Bankr. S.D.N.Y. Case No. 09-10371). Mr. Dreier pleaded guilty to fraud and other charges in May 2009. The scheme to sell $700 million in fake notes unraveled in late 2008. Mr. Dreier is serving a 20-year sentence in a federal prison in Minneapolis. The May 15, 2014, edition of The TCR said the Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the Southern District of New York confirmed the second amended Chapter 11 plan of liquidation filed by Sheila M. Gowan, the Chapter 11 trustee for Dreier LLP, and the Official Committee of Unsecured Creditors. EAST LIVERPOOL HOSP: Moody's Lowers $7.6MM Bonds Rating to B2 ------------------------------------------------------------- Moody's Investors Service downgrades East Liverpool City Hospital's (ELCH) bond rating to B2 from Ba3 affecting $7.6 million of outstanding bonds issued by the City of East Liverpool, Ohio. The rating outlook is negative. Summary Rating Rationale The multi-notch downgrade to B2 reflects increased acceleration risk of bank-supported debt and liquidity constraints given a covenant default, material 22% cash decline over the last year, and severe operating losses and negative cashflow including large transfers to support employed physicians. The hospital's viability is also threatened by its small size in a demographically challenged market and competitors in the broader region. A further downgrade is avoided at this time based on the hospital's current cash position which still exceeds total debt and Moody's expectation that meaningful cost reduction initiatives implemented in 2014 will stem operating losses and moderate the pace of cash decline. Outlook The negative outlook reflects risks related to debt acceleration as a result of a likely quarterly covenant breach, further liquidity declines if the hospital is unable to achieve significant improvement in fiscal year 2015, potential delays in completing a merger with a stronger partner, and the hospital's long-term viability as a standalone provider. What Could Make The Rating Go Up -- Unlikely in the near term given severe operating losses, decline in liquidity and acceleration risk -- Material and sustained improvement in operating margins -- Elimination or significant reduction of acceleration risk -- Merger with stronger partner and guarantee or assumption of debt What Could Make The Rating Go Down -- Acceleration of debt -- Continued failure to meet the covenant requirements -- Inability to improve margins or further declines in liquidity -- Inability to complete merger with Mercy Health or another partner or completion of merger with no legal assumption of debt by partner Obligor Profile East Liverpool City Hospital is a small basic acute care community hospital in East Liverpool, OH. The hospital is one of three subsidiaries of River Valley Health Partners, Inc. (RVHP). RVHP operates as a parent holding company for the hospital, Ohio Valley Home Health Services, Inc. (OVHHS), and River Valley Professionals, LLC (RVP). Legal Security Bonds are secured by a gross revenue pledge from the hospital and debt service reserve fund, as defined in the bond documents. Use of Proceeds Not applicable Rating Methodology The principal methodology used in this rating was Not-for-Profit Healthcare Rating Methodology published in March 2012. EDUCATION MANAGEMENT: Attys Doubt Need for 2nd Trial in Row ----------------------------------------------------------- Law360 reported that a hedge fund suing to protect a $14 million investment in Education Management Corp. will likely not need a second trial to make its case that its debts can't be cut in a $1.5 billion restructuring that the cash-strapped education company expects to execute by mid-2015, its attorney said. According to the report, EDMC has already gone through one trial with Marblegate Asset Management LLC, the lone creditor lined up against the for-profit college operator's plan to cut its debts without entering Chapter 11. U.S. District Judge Katherine Failla held in December that EDMC's plan to turn Marblegate's bond debt into stock on the vote of the rest of its creditors would likely breach the hedge fund's right to full repayment, the report noted. The case is Marblegate Asset Management LLC et al v. Education Management Corp. et al, case number 1:14-cv-08584, in the U.S. District Court for the Southern District of New York. About Education Management Education Management LLC, an indirect subsidiary of Education Management Corporation based in Pittsburgh, Pennsylvania, is one of the largest providers of private post-secondary education in North America. The company's education systems (The Art Institutes, Argosy University, Brown Mackie Colleges and South University) offer associate through doctorate degrees with approximately 120,000 students. The company reported revenues of approximately $2.4 billion for the twelve months ended March 31, 2014. * * * As reported by the TCR on Nov. 19, 2014, 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'. 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). Moody's Investors Service has lowered the ratings of for-profit post-secondary education company Education Management LLC, including the Corporate Family Rating ("CFR") to Caa3 from Caa1, and changed the outlook to negative from stable, the TCR reported on May 6, 2014. The ratings were downgraded in consideration of a financial restructuring program that the company intends to undertake, which Moody's believes could entail a distressed exchange for debt. EMERALD INVESTMENTS: Files Schedules of Assets and Liabilities -------------------------------------------------------------- Emerald Investments, LLC, filed with the U.S. Bankruptcy Court for the Southern District of New York its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property Unknown C. Property Claimed as Exempt D. Creditors Holding Secured Claims $1,183,682 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $2,797,480 ----------- ----------- TOTAL Unknown $3,981,162 A copy of the schedules is available for free at http://bankrupt.com/misc/EmeraldInvestments_10_SAL.pdf About Emerald Investments Emerald Investments, LLC, sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 14-13407) in Manhattan on Dec. 15, 2014. The case is assigned to Judge Martin Glenn. Norwalk, Connecticut-based Emerald Investments estimated $10 million to $50 million in assets and less than $10 million in debt. The formal schedules of assets and liabilities, as well as the statement of financial affairs, are due Dec. 29, 2014. The Debtor has tapped David Y. Wolnerman, Esq., at White & Wolnerman, PLLC, in New York, as counsel. ENERGY FUTURE: Claims Fidelity Broke Deal to Sell EFH Notes Tossed ------------------------------------------------------------------ Law360 reported that a Delaware bankruptcy judge threw out claims from several investment managers, including Avenue Capital Management II LP and GSO Capital Partners LP, that Fidelity Investment was bound by contract to sell more than $400 million of notes in Energy Future Holdings Corp., siding with Fidelity's reading of the agreement. According to the report, after a hearing in Wilmington, U.S. Bankruptcy Judge Christopher S. Sontchi granted Fidelity's request to dismiss an adversary action lodged by Avenue Capital and four other firms in October alleging that the financial services company gave them call rights to purchase the notes in connection with the restructuring support agreement EFH brought with it into Chapter 11, and that those rights must be honored even though the energy giant later scrapped the RSA. The adversary case is is Avenue Capital Management II LP et al. v. Fidelity Investments et al., case number 1:14-ap-50797, in the U.S. Bankruptcy Court for the District of Delaware. 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. ERNESTO GYUREC: Appeals Court Affirms Dismissal of Suit vs. BONY ---------------------------------------------------------------- The Court of Appeals of California, Fourth District, Division Three, affirmed the dismissal of the adversary proceeding captioned Ernesto Daniel Gyurec, Plaintiff and Appellant, v. The Bank of New York Trust Co., N.A., as Trustee, etc., Defendant and Respondent, Case No. G050083. The Appeals Court also ruled that the Respondent will recover costs incurred on appeal. Mr. Gyurec sued BONY to quiet title to a real property located at 18520 State Street, in Corona, California. He alleged a deed of trust held and foreclosed on by BONY was invalid due to two mistakes in the legal description of the property. The trial court sustained without leave to amend BONY's demurrer to the quiet title action and dismissed the complaint. The Appeals Court concluded that the deed of trust was valid, notwithstanding mistakes in the legal description of the secured real property, because it correctly identified the secured real property by street address. The Appeals Court also concluded that if, as Mr. Gyurec contends, an unlawful detainer court adjudicated title in his favor in an action for possession, then that court exceeded its jurisdiction. In addition, as an independent ground for affirmance, the Appeals Court opined that Mr. Gyurec's cause of action to quiet title is barred under principles of res judicata because, in his Chapter 11 bankruptcy proceeding, the Bankruptcy Court dismissed with prejudice his adversary complaint in which he could have argued the mistakes in the property's legal description rendered the deed of trust invalid. Finally, Appeals Court said that he has not shown he could amend his complaint. A full-text copy of the Opinion dated December 10, 2014, is available at http://bit.ly/1C6Ijyyfrom Leagle.com. The Plaintiff and Appellant is represented by: Stephen F. Lopez, Esq. STEPHEN F. LOPEZ APC 600 B St., Suite 2230 San Diego, CA 92101 Telephone: (858) 682-9666 Facsimile: (760) 571-5313 E-mail: steve@sflopesq.com The Defendant and Respondent is represented by: Mary Jean Pedneau, Esq. William R. Larr, Esq. Susan S. Vignale, Esq. LAW OFFICES OF MARY JEAN PEDNEAU 2280 Wardlow Cir., Suite 280 Corona, CA 92880 Telephone: (951) 736-1225 Facsimile: (951) 736-1227 E-mail: williamrlarr@aol.com svignale@firstam.com Ernesto Daniel Gyurec filed a Chapter 11 bankruptcy petition (Bankr. C.D. Calif. Case No. 09-14497) March 11, 2009. EXIDE TECHNOLOGIES: Panel Wants to Expand Lead Price-Fixing Probe ----------------------------------------------------------------- Law360 reported that Exide Technologies Inc.'s creditors committee pushed back against opposition from Goldman Sachs Group Inc., JPMorgan Chase & Co. and others to its bid to expand its investigation into whether possible lead price-fixing affected the debtor, claiming the objectors don't want to produce information that has the potential to support those suspicions. According to the report, in a motion before the Delaware bankruptcy court, the committee laid out a point-by-point rebuttal of an objection lodged by several firms -- including Glencore PLC, Goldman, JPMorgan and various affiliates -- to the committee’s request for additional documents as part of its lead price-fixing probe under Bankruptcy Rule 2004. The firms, referred to in court documents as the respondents, argue that the committee has spent more than $2 million in attorneys' and consultant fees since the court allowed the investigation nearly a year ago, has thus far turned up nothing, and is now asking for dozens of "overbroad and burdensome" document requests, the report related. Law360 further related that U.S. Judge Kevin J. Carey said he'd be open to ordering Goldman Sachs and JPMorgan to produce documents in the committee's investigation over possible lead price-fixing, which could yield the debtor valuable antitrust claims, but any order he'd sign would be narrow in scope. Judge Carey said he would be willing to grant in part the committee's request for document production from several firms, including Goldman and JPMorgan, under Bankruptcy Rule 2004, but added that he was not going to write the committee a blank check for their investigatory efforts, the report added. About Exide Technologies Headquartered in Princeton, New Jersey, Exide Technologies (NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and distributes lead acid batteries and other related electrical energy storage products. Exide first sought Chapter 11 protection (Bankr. Del. Case No. 02-11125) on April 14, 2002 and exited bankruptcy two years after. Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors in their successful restructuring. Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No. 13-11482) on June 10, 2013. Exide disclosed $1.89 billion in assets and $1.14 billion in liabilities as of March 31, 2013. Exide's international operations were not included in the filing and will continue their business operations without supervision from the U.S. courts. For the new case, Exide has tapped Anthony W. Clark, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial advisor; Sitrick and Company Inc. as public relations consultant and GCG as claims agent. Schnader Harrison Segal & Lewis LLP was tapped as special counsel. The Official Committee of Unsecured Creditors is represented by Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as co-counsel. Zolfo Cooper, LLC serves as its bankruptcy consultants and financial advisors. Geosyntec Consultants was tapped as environmental consultants to the Committee. Robert J. Keach of the law firm Bernstein Shur as fee examiner has been appointed as fee examiner. He has hired his own firm as counsel. * * * In November 2014, the Bankruptcy Court terminated Exide's exclusive period to propose a Chapter 11 plan. The Court ordered that any party-in-interest, including the Official Committee of Unsecured creditors may file and solicit acceptance of a Chapter 11 Plan. Exide already has a plan of reorganization in place. Under that Plan, (a) Reorganized Exide's debt at emergence will comprise: (i) an estimated $225 million Exit ABL Revolver Facility; (ii) $264.1 million of New First Lien High Yield Notes; (iii) $283.8 million of New Second Lien Convertible Notes. The Debtor's non-debtor European subsidiaries are also expected to have approximately $23 million; (b) The New Second Lien Convertible Notes will be convertible into 80% of the New Exide Common Stock on a fully diluted basis; and (c) New Exide Common Stock would be allocated as follows: 15.0% to Holders of Senior Secured Note Claims after conversion of the New Second Lien Convertible Notes into New Exide Common Stock; 3.0% on account of the DIP/Second Lien Conversion Funding Fee; and 2.0% on account of the DIP/Second Lien Backstop Commitment Fee. Exide has entered into an amended and restated plan support agreement with holders of a majority of the principal amount of its senior secured notes. A full-text copy of the Disclosure Statement dated Nov. 17, 2014, is available at http://bankrupt.com/misc/EXIDEds1117.pdf In December 2014, Judge Kevin Carey denied the request of Exide shareholders for appointment of an official equity holders' committee. The shareholders have objected to the Plan. Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware on Feb. 7, 2015, approved the disclosure statement explaining Exide Technologies' reorganization plan and scheduled the confirmation hearing to be held on March 27, 2015, at 10:00 a.m. (prevailing Eastern time). EXIDE TECHNOLOGIES: Posts $63.3 Million Net Loss for FY Q3 ---------------------------------------------------------- Exide Technologies filed with the Securities and Exchange Commission its Form 10-Q report for the quarterly period ended December 31, 2014. Exide said net sales were $692,568,000 for the three months ended December 31, 2014, compared to $759,666,000 for the same period in 2013. Net sales were $1,999,128,000 for the nine months ended December 31, 2014, compared to $2,139,710,000 for the same period in 2013. Net loss, Exide said, were $63,280,000 for the three months ended December 31, 2014, compared to $34,477,000 for the same period in 2013. Net loss were $230,983,000 for the nine months ended December 31, 2014, compared to $165,663,000 for the same period in 2013. A copy of the earnings report is available at http://1.usa.gov/1yYQqMS About Exide Technologies Headquartered in Princeton, New Jersey, Exide Technologies (NASDAQ: XIDE) -- http://www.exide.com/-- manufactures and distributes lead acid batteries and other related electrical energy storage products. Exide first sought Chapter 11 protection (Bankr. Del. Case No. 02-11125) on April 14, 2002 and exited bankruptcy two years after. Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland & Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP represented the Debtors in their successful restructuring. Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No. 13-11482) on June 10, 2013. Exide disclosed $1.89 billion in assets and $1.14 billion in liabilities as of March 31, 2013. Exide's international operations were not included in the filing and will continue their business operations without supervision from the U.S. courts. For the new case, Exide has tapped Anthony W. Clark, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl & Jones LLP as counsel; Alvarez & Marsal as financial advisor; Sitrick and Company Inc. as public relations consultant and GCG as claims agent. Schnader Harrison Segal & Lewis LLP was tapped as special counsel. The Official Committee of Unsecured Creditors is represented by Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as co-counsel. Zolfo Cooper, LLC serves as its bankruptcy consultants and financial advisors. Geosyntec Consultants was tapped as environmental consultants to the Committee. Robert J. Keach of the law firm Bernstein Shur as fee examiner has been appointed as fee examiner. He has hired his own firm as counsel. * * * In November 2014, the Bankruptcy Court terminated Exide's exclusive period to propose a Chapter 11 plan. The Court ordered that any party-in-interest, including the Official Committee of Unsecured creditors may file and solicit acceptance of a Chapter 11 Plan. Exide already has a plan of reorganization in place. Under that Plan, (a) Reorganized Exide's debt at emergence will comprise: (i) an estimated $225 million Exit ABL Revolver Facility; (ii) $264.1 million of New First Lien High Yield Notes; (iii) $283.8 million of New Second Lien Convertible Notes. The Debtor's non-debtor European subsidiaries are also expected to have approximately $23 million; (b) The New Second Lien Convertible Notes will be convertible into 80% of the New Exide Common Stock on a fully diluted basis; and (c) New Exide Common Stock would be allocated as follows: 15.0% to Holders of Senior Secured Note Claims after conversion of the New Second Lien Convertible Notes into New Exide Common Stock; 3.0% on account of the DIP/Second Lien Conversion Funding Fee; and 2.0% on account of the DIP/Second Lien Backstop Commitment Fee. Exide has entered into an amended and restated plan support agreement with holders of a majority of the principal amount of its senior secured notes. A full-text copy of the Disclosure Statement dated Nov. 17, 2014, is available at http://bankrupt.com/misc/EXIDEds1117.pdf In December 2014, Judge Kevin Carey denied the request of Exide shareholders for appointment of an official equity holders' committee. The shareholders have objected to the Plan. FANNIE MAE: Feds Can't Stop Pershing from Dropping Suit ------------------------------------------------------- Law360 reported that a Washington, D.C., federal judge nixed the U.S. Department of the Treasury's strategic bid to revive a stockholder lawsuit brought -- and later abandoned -- by Bill Ackman's Pershing Square Capital Management LP over billions of dollars allegedly misappropriated in the government's takeover of Fannie Mae and Freddie Mac. According to the report, the government had sought to strike Pershing's voluntary dismissal of the case so that Judge Royce C. Lamberth's ruling in similar litigation, a month before Pershing dropped its case, would dispose of Pershing's claims too. Judge Lambert, however, said that Pershing's suit was not automatically consolidated with the thrown-out litigation and allowed the dismissal to stand, the report related. The case is Rafter et al. v. Department of the Treasury et al., case number 1:14-cv-01404, in the U.S. District Court for the District of Columbia. About Fannie Mae Federal National Mortgage Association, aka Fannie Mae, is a government-sponsored enterprise that was chartered by U.S. Congress in 1938 to support liquidity, stability and affordability in the secondary mortgage market, where existing mortgage-related assets are purchased and sold. The U.S. Department of the Treasury owns Fannie Mae's senior preferred stock and a warrant to purchase 79.9 percent of its common stock, and Treasury has made a commitment under a senior preferred stock purchase agreement to provide Fannie with funds under specified conditions to maintain a positive net worth. Fannie Mae reported net income of $84.0 billion on $117.54 billion of total interest income for the year ended Dec. 31, 2013, as compared with net income of $17.2 billion on $129 billion of total interest income for the year ended Dec. 31, 2012. As of March 31, 2014, the Company had $3.22 trillion in total assets, $3.21 trillion in total liabilities and $8.09 billion in total equity. Conservatorship Fannie Mae has operated under the conservatorship of the Federal Housing Finance Agency ("FHFA") since Sept. 6, 2008. Fannie Mae has not received funds from Treasury since the first quarter of 2012. The funding the company has received under its senior preferred stock purchase agreement with Treasury has provided the company with the capital and liquidity needed to fulfill its mission of providing liquidity and support to the nation's housing finance markets and to avoid a trigger of mandatory receivership under the Federal Housing Finance Regulatory Reform Act of 2008. For periods through March 31, 2014, Fannie Mae has requested cumulative draws totaling $116.1 billion and paid $121.1 billion in dividends to Treasury. Under the senior preferred stock purchase agreement, the payment of dividends cannot be used to offset prior draws. As a result, Treasury maintains a liquidation preference of $117.1 billion on the Company's senior preferred stock. About Freddie Mac Based in McLean, Virginia, the Federal Home Loan Mortgage Corporation, known as Freddie Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was established by Congress in 1970 to provide liquidity, stability and affordability to the nation's residential mortgage markets. Freddie Mac supports communities across the nation by providing mortgage capital to lenders. Over the years, Freddie Mac has made home possible for one in six homebuyers and more than five million renters. Freddie Mac is under conservatorship and is dependent upon the continued support of Treasury and the Federal Housing Finance Agency acting as conservator to continue operating its business. FCC HOLDINGS: Hires Kurtzman Carson as Administrative Agent ----------------------------------------------------------- FCC Holdings, Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Kurtzman Carson Consultants LLC as administrative agent, nunc pro tunc to Jan. 8, 2015. The Debtors require Kurtzman Carson to: (a) tabulate votes and perform subscription services as may be requested or required in connection with any and all plans filed by the Debtors and provide ballot reports and related balloting and tabulation services to the Debtors and their professionals; (b) generate an official ballot certification and testify, if necessary, in support of the ballot tabulation results; and (c) perform such other administrative services as may be requested by the Debtors that are not otherwise allowed under the order approving the Section 156(c) Application. Kurtzman Carson will also be reimbursed for reasonable out-of-pocket expenses incurred. Kurtzman Carson will receive a retainer in the amount of $30,000 that may be held by Kurtzman Carson as security for the Debtors' payment obligation under the agreement. Evan Gershbein, senior vice president of corporate restructuring services for Kurtzman Carson, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Court for the District of Delaware will hold a hearing on the application on March 18, 2015, at 10:00 a.m. Objections, if any, are due Feb. 12, 2015, at 4:00 p.m. Kurtzman Carson can be reached at: Drake D. Foster KURTZMAN CARSON CONSULTANTS LLC 2335 Alaska Ave. El Segundo, CA 90245 Tel: (310) 823-9000 Fax: (310) 823-9133 E-mail: dfoster@kccllc.com About FCC Holdings FCC Holdings, Inc., and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-11987) on Aug. 25, 2014. Headquartered in Ft. Lauderdale, Florida, FCC and its affiliates provide quality postsecondary education in fourteen states. The FCC schools were started by David Knobel in 1994 in Fort Lauderdale, Florida, and, as of the bankruptcy filing, are owned by Greenhill Capital Partners. Prior to the Petition Date, the Company, which currently operates under the name "Anthem Education," had three sets of schools -- the 14 Florida Career College schools; the 22 Anthem Education schools; and the 5 US Colleges schools. The Debtors' outstanding secured obligations are $49 million, plus interest and fees, comprised of: Tranche A Loans of $18.6 million, Tranche B Loans of $29.1 million, and existing letters of credit of $1.39 million. The Debtors also have unsecured debt of $15 million. Judge Christopher S. Sontchi is assigned to the Chapter 11 cases. The Debtors have tapped Dennis A. Meloro, Esq., at Greenberg Traurig, LLP, as counsel, and KCC as claims and notice agent. The U.S. Trustee has appointed three members to the Official Committee of Unsecured Creditors. Womble Carlyle Sandridge & Rice, LLP, and Ottenbourgh P.C., serve as its co-counsel. FIRST PLACE: Squire Patton Boggs Settles Bankruptcy Fee Suit ------------------------------------------------------------ Law360 reported that Squire Patton Boggs LLP agreed to cough up $150,000 for creditors of defunct former client First Place Financial Corp. as a settlement of claims that the firm fudged its receipt of fees from First Place before the bank went under. According to the report, if approved by U.S. Bankruptcy Judge Brendan L. Shannon, the deal will let Squire Patton Boggs walk away from a $1.9 million lawsuit regarding the truthfulness of its application to represent First Place following the bank's 2012 entry into Chapter 11. As previously reported by The Troubled Company Reporter, George L. Miller, the trustee for First Place, sued Squire Patton Boggs for failing to disclose all of the $573,000 in compensation the law firm received in the year preceding the bank holding company's bankruptcy. The trustee asked the bankruptcy judge to direct the firm to return the $573,000 as a so-called preference. The trustee also said the judge should compel the firm to pay back the $1 million in fees on account of faulty disclosure. About First Place First Place Financial Corp. is a $3.1 billion financial services holding company, based in Warren, Ohio. The First Place bank subsidiary isn't in bankruptcy. First Place filed a Chapter 11 petition (Bankr. D. Del. Case No. 12-12961) in Delaware on Oct. 28, 2012, to sell its bank unit to Talmer Bancorp, Inc., absent higher and better offers. The Debtor declared $175 million in total assets and $65.6 million in total liabilities as of Oct. 26, 2012. The Debtor has tapped Patton Boggs LLP and The Bayard Firm, PA as legal counsel, and FTI Consulting, Inc., as financial advisor. Donlin, Recano & Company, Inc. -- http://www.donlinrecano.com/-- is the claims and notice agent. The Official Committee of Trust Preferred Securities tapped to retain Kirkland & Ellis as counsel; Klehr Harrison Harvey Branzburg as co-counsel; Holdco Advisors as financial advisor; and Rothschild as investment banker and financial advisor. The Troubled Company Reporter, on March 27, 2013, reported that the U.S. Bankruptcy Court approved First Place Financial's motion to convert its Chapter 11 reorganization case to a liquidation under Chapter 7. FUNDAMENTAL LONG TERM CARE: Firm Says Deadline Extension Invalid ---------------------------------------------------------------- Law360 reported that Troutman Sanders LLP has told a Florida federal court that it should overturn an order extending the statute of limitations period to bring claims in the underlying bankruptcy of a health care asset holding company, arguing that the trustee is mischaracterizing the firm's appeal and failing to address the merits. According to the report, attorneys representing the law firm Troutman Sanders argued that an order by the judge in the Chapter 7 bankruptcy of Fundamental Long Term Care Inc., which was set up by the firm and partly run by its former attorney Leonard Grunstein, improperly extended an expired statute of limitations period to commence additional causes of action against the debtor after an initial extension had expired. The case is Troutman Sanders LLP v. Scharrer, case number 8:14-cv-02223, in the U.S. District Court for the Middle District of Florida. GARLOCK SEALING: $358MM Deal May Shrink Future Fibro Trust Payouts ------------------------------------------------------------------ Law360 reported that Garlock Sealing Technologies LLC's planned $358 million agreement to resolve asbestos injury claims is a far cry from the $1.2 billion originally sought by claimants in the landmark bankruptcy case, potentially paving the way for future bankrupt defendants to win dramatically lower asbestos trust valuations. As previously reported by The Troubled Company Reporter, EnPro Industries, Inc., and Garlock have reached agreement with the court-appointed legal representative of future asbestos claimants (the FCR) in GST's Asbestos Claims Resolution Process (ACRP). The agreement includes a revised plan of reorganization that, if approved by the Bankruptcy Court and implemented, will provide certainty and finality to the expenditures necessary to resolve all current and future asbestos claims against GST and against its Garrison Litigation and Anchor Packing subsidiaries. A total of $357.5 million will be required to fund the resolution of all asbestos claims under the revised plan. The total includes $250 million to be contributed at the effective date of the plan and $77.5 million to be contributed over the following seven years. These funds will be available to pay asbestos claimants who meet qualifying disease and exposure criteria and elect to accept the offered settlements, and to pay for related administrative fees. The revised plan provides an initial $30 million at the effective date to cover the litigation costs that will arise if claimants elect to forego their settlement options in favor of litigating in federal court. The plan also calls for a contingent guarantee that could provide additional litigation funding if necessary over a 40-year period. However, EnPro believes that if the plan works as envisioned and claimants act in their economic best interests, the guarantee (which has a current after-tax, net present value of $31 million), will prove to be largely unnecessary. About Garlock Sealing Headquartered in Palmyra, New York, Garlock Sealing Technologies LLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, 2010, Garlock filed a voluntary Chapter 11 petition (Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina, to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor estimated $500 million to $1 billion in assets and up to $500 million in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group, Ltd., also filed for bankruptcy. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in their Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for asbestos matters. The Official Committee of Asbestos Personal Injury Claimants in the Chapter 11 cases is represented by Travis W. Moon, Esq., at Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC, Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and Jeanna Rickards Koski, Esq., in Washington, D.C. 20005. Joseph W. Grier, III, the Court-appointed legal representative for future asbestos claimants, has retained A. Cotten Wright, Esq., at Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-counsel. Judge George Hodges of the United States Bankruptcy Court for the Western District of North Carolina on Jan. 10, 2014, entered an order estimating the liability for present and future mesothelioma claims against Garlock Sealing at $125 million, consistent with the positions GST put forth at trial. GARLOCK SEALING: Claims of Dirty Tactics to Renew Transparency Push ------------------------------------------------------------------- Law360 reported that Garlock Sealing Technologies LLC's adversary suits unsealed in January target prominent asbestos plaintiffs attorneys with detailed allegations about their misconduct -- including that they persuaded mesothelioma victims to lie about their asbestos exposure -- a development attorneys say will fuel the defense bar's push for transparency that has lagged since last year's landmark ruling in the gasket maker's bankruptcy case. According to the report, in four complaints unsealed Jan. 20, Garlock targeted Belluck & Fox LLP, Shein Law Center Ltd., Waters & Kraus LLP and Simon Greenstone Panatier Bartlett PC, describing insidious schemes in which attorneys allegedly persuaded their clients to downplay or completely hide their exposure to products made by bankrupt defendants, to maximize recoveries in tort litigation with solvent defendants. About Garlock Sealing Headquartered in Palmyra, New York, Garlock Sealing Technologies LLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, 2010, Garlock filed a voluntary Chapter 11 petition (Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina, to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor estimated $500 million to $1 billion in assets and up to $500 million in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group, Ltd., also filed for bankruptcy. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in their Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for asbestos matters. The Official Committee of Asbestos Personal Injury Claimants in the Chapter 11 cases is represented by Travis W. Moon, Esq., at Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC, Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and Jeanna Rickards Koski, Esq., in Washington, D.C. 20005. Joseph W. Grier, III, the Court-appointed legal representative for future asbestos claimants, has retained A. Cotten Wright, Esq., at Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-counsel. Judge George Hodges of the United States Bankruptcy Court for the Western District of North Carolina on Jan. 10, 2014, entered an order estimating the liability for present and future mesothelioma claims against Garlock Sealing at $125 million, consistent with the positions GST put forth at trial. GENERAL MOTORS: Bridgestone to Fork Over Part of $85M CERCLA Tab ---------------------------------------------------------------- Law360 reported that Bridgestone Americas Inc. asked an Ohio federal court to approve a settlement in a Comprehensive Environmental Response, Compensation and Liability Act suit seeking to recoup part of $85 million in cleanup costs stemming from its alleged contamination of a landfill after General Motors LLC's bankruptcy predecessor backed out of a deal to cover the tire maker's costs. According to the report, the settlement would bring an end to the long-running CERCLA suit by a group of seven companies, including Northrop Grumman Systems Corp. and Cargill Inc. The case is Cargill, Inc., et al v. ABCO Construction, et al., Case No. 3:98-cv-03601 (S.D. Ohio.), before Judge Michael R. Merz. About General Motors General Motors Corporation and three of its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation Company was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. * * * The Troubled Company Reporter, on Sept. 29, 2014, reported that Standard & Poor's Ratings Services raised its corporate credit rating on U.S. automaker General Motors Co. (GM) to 'BBB-' from 'BB+', and revised the outlook to stable from positive. At the same time, S&P raised its issue-level rating on GM's unsecured debt to 'BBB-' from 'BB+' and simultaneously withdrew its '4' recovery rating on that debt, because S&P do not assign recovery ratings to the issues of investment-grade companies. On Oct. 21, 2014, the TCR reported that Fitch Ratings has assigned a rating of 'BB+' to GM's amended unsecured credit facilities. Fitch currently rates GM's Issuer Default Rating (IDR) 'BB+'. The Rating Outlook is Positive. Fitch has also affirmed and withdrawn the 'BB+' IDR of GM's General Motors Holdings LLC (GM Holdings) subsidiary, as there is no longer any rated debt at the subsidiary, and Fitch does not expect the subsidiary to be an active issuer going forward. Fitch has also withdrawn GM Holdings' unsecured credit facility rating of 'BB+' as the subsidiary is no longer a borrower on the facilities. The TCR, on Nov. 6, 2014, reported that Fitch Ratings has assigned a rating of 'BB+' to GM's proposed issuance of senior unsecured notes. The existing Issuer Default Rating (IDR) for GM is 'BB+' and the Rating Outlook is Positive. GENERAL MOTORS: Group Fighting for Pre-Bailout Treasury Email ------------------------------------------------------------- Law360 reported that private watchdog group the Center for Auto Safety doubled down on its quest for email exchanges between the U.S. Treasury and automakers including General Motors Co. involving their 2009 bailout negotiations, arguing that a recent filing in the GM bankruptcy case shows the Treasury wanted automakers to jettison consumer liabilities. According to the report, in a summary judgment motion filed in federal court in D.C. in a suit brought under the Freedom of Information Act, the CAS renewed its quest for the documents. The case is CENTER FOR AUTO SAFETY v. U.S. DEPARTMENT OF TREASURY, Case No. 1:11-cv-01048 (D.D.C.), before Judge Beryl A. Howell. About General Motors General Motors Corporation and three of its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation Company was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. * * * The Troubled Company Reporter, on Sep. 29, 2014, reported that Standard & Poor's Ratings Services raised its corporate credit rating on U.S. automaker General Motors Co. (GM) to 'BBB-' from 'BB+', and revised the outlook to stable from positive. At the same time, S&P raised its issue-level rating on GM's unsecured debt to 'BBB-' from 'BB+' and simultaneously withdrew its '4' recovery rating on that debt, because S&P do not assign recovery ratings to the issues of investment-grade companies. On Oct. 21, 2014, the TCR reported that Fitch Ratings has assigned a rating of 'BB+' to GM's amended unsecured credit facilities. Fitch currently rates GM's Issuer Default Rating (IDR) 'BB+'. The Rating Outlook is Positive. Fitch has also affirmed and withdrawn the 'BB+' IDR of GM's General Motors Holdings LLC (GM Holdings) subsidiary, as there is no longer any rated debt at the subsidiary, and Fitch does not expect the subsidiary to be an active issuer going forward. Fitch has also withdrawn GM Holdings' unsecured credit facility rating of 'BB+' as the subsidiary is no longer a borrower on the facilities. The TCR, on Nov. 6, 2014, reported that Fitch Ratings has assigned a rating of 'BB+' to GM's proposed issuance of senior unsecured notes. The existing Issuer Default Rating (IDR) for GM is 'BB+' and the Rating Outlook is Positive. GGW BRANDS: Trustee Seeks to Recover $330,000 from IRS ------------------------------------------------------ Law360 reported that the bankruptcy trustee for the company behind the "Girls Gone Wild" adult video series wants to recover about $330,000 from the Internal Revenue Service and the California Franchise Tax Board, arguing that the money was used to pay the personal tax bill of founder Joe Francis. According to the report, GGW Marketing LLC Trustee R. Todd Neilson said in two separate complaints filed in a California federal court that the funds were transferred to the IRS and the CFTB in October 2011 to cover the personal tax liabilities of embattled founder Francis and that the transfer did not benefit any of the GGW subsidiaries or pass-through entities Neilson represents. About GGW Brands Santa Monica, California-based GGW Brands, LLC, the company behind the "Gils Gone Wild" video, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-15130) on Feb. 27, 2013. Judge Sandra R. Klein oversees the case. The company is represented by the Law Offices of Robert M. Yaspan. The company disclosed $0 to $50,000 in estimated assets and $10 million to $50 million in estimated liabilities in its petition. Affiliates GGW Events LLC, GGW Direct LLC and GGW Magazine LLC also sought Chapter 11 protection. GGW Marketing, LLC, another affiliate, filed a voluntary Chapter 11 petition on May 22, 2013, before the Bankruptcy Court for the Central District of California (Los Angeles). The case is assigned Case No. 13-23452. Martin R. Barash, Esq., and Matthew Heyn, Esq., at Klee, Tuchin, Bogdanoff and Stern, LLP, in Los Angeles, California, represent GGW Marketing. In April 2013, R. Todd Neilson, an ex-FBI agent, was appointed as Chapter 11 Trustee to take over the companies. Mr. Neilson has investigated failed solar-power company Solyndra and was involved in the Mike Tyson and Death Row Records bankruptcy cases. He is represented by David M Stern, Esq., Jonathan Mark Weiss, Esq., and Robert J Pfister, Esq., at Klee Tuchin Bogdonaff and Stern LLP. In April 2014, the Chapter 11 Trustee sold the "Girls Gone Wild" video franchise and its assets for $1.83 million. An auction set earlier that month was canceled because there were no bids to compete with the so-called stalking horse, who isn't affiliated with founder Joe Francis. GM FINANCIAL: Fitch Retains 'BB+' Rating Following Captive Leasing ------------------------------------------------------------------ General Motors' (GM) higher emphasis on offering its customers lease options through its captive General Motors Financial (GMF) subsidiary poses another challenge for Ally Financial (Ally) and could pressure the bank to weigh other potentially higher risk avenues to support its growth, says Fitch Ratings. That said, the loss of the GM contract will reduce Ally's exposure to residual value risk which Fitch views positively given the current environment, which is characterized by elevated used vehicle pricing and intense competition. Ratings assigned to Ally ('BB+', Outlook Stable) and GMF ('BB+', Outlook Positive) are unaffected by the development at this time, as Fitch had anticipated this possibility for some time, given GM's stated objective to grow GMF. That said, longer-term rating implications will be influenced by Ally's response to the forgone business. Ally confirmed last week that GM would offer subvented leases on several of its popular brands exclusively through GMF. This development adds to a number of headwinds facing Ally and the auto finance industry more broadly, including normalizing credit performance, intense competition and pricing pressure, as well as elevated regulatory and litigation risk. Ally's total lease origination volume for the three brands affected, GMC, Buick and Cadillac, accounted for 12.7%, or $5.2 billion of Ally's $41 billion in total originations in 2014. Fitch believes Ally's remaining GM subvented products, which include leasing for Chevy vehicles and loans on GM vehicles, remain at risk. Combined, these remaining products accounted for $8.1 billion or 20% of Ally's total 2014 originations. Despite the loss of GM subvented lease volume, Ally remains confident that it will achieve origination volume in the high $30 billion range in 2015. Fitch believes the target is potentially achievable but reaching it will pose challenges and may lead to growth in potentially higher risk areas to meet shareholder expectations. The loss of the GM lease contracts comes as Michael Carpenter, Ally's CEO since 2009 and the chief architect of the bank's turnaround, has stepped down. Ally executive Jeffrey Brown assumed the helm as the new CEO on Feb. 2, having served in several leadership positions at the bank since joining the firm several years ago from Bank of America, where he last served as the corporate Treasurer. Fitch recognizes that Ally has successfully overcome multiple significant challenges over the last few years as the company transitioned from a captive finance company to an independent diversified auto finance company. GM's internalizing of leasing presents yet another challenge for the company and places a greater emphasis on Ally's 'growth' channel, which the company defines as originations from non-GM and non-Chrysler dealers. Originations within this channel have grown at a 61% CAGR since 2010 and represented $8.3 billion in 2014 (or 20% of total 2014 originations). Fitch continues to believe that Ally remains well positioned as a market leader in the growing U.S. automotive finance market, an industry that should provide ample opportunities for the company to prudently grow its core auto finance business in the future. Ratings assigned to GMF and its affiliates' are equalized with the GM parent. Fitch considers GMF to be a 'core' subsidiary of GM based on actual and potential support provided to GMF from GM, the increasing percentage of GMF's earning assets related to GM, and the strong financial and operational linkages between the companies. The rationale for GM's lease internalization in Fitch's view is largely driven by the strategy to sustain strong unit sales and earn an attractive net lease yield. GM specifically noted that it believes the company could better control its options for retaining customers at the end of leases through its own financing arm. Fitch agrees that leasing is an important strategy for auto firms to build brand loyalty as lessees are more likely to lease or buy with the same manufacturer. However, leasing does introduce residual value risk, which requires careful residual value and depreciation policy setting, particularly in the current market where used car values remain high but are expected to moderate. Fitch will monitor GMF's growth and expansion in leasing, paying particular attention to underwriting standards, residual value management, profitability, funding and leverage. GM's strategy of increasing its dependence on GMF is in line with other global auto manufacturers. However, a larger GMF increases the likelihood that GM could need to provide extraordinary financial assistance in the case of a liquidity event at the subsidiary. Such an event would have the potential to place downward rating pressure on GM. GOLDEN GUERNSEY: Launches Spate of Clawbacks Seeking $3.4-Mil. -------------------------------------------------------------- Law360 reported that Charles A. Stanziale, Jr., the bankruptcy trustee of defunct, formerly private equity-backed dairy company Golden Guernsey LLC on has launched a series of clawback suits against 20 companies in Delaware federal court seeking to recover about $3.36 million that the company paid to distributors. According to the report, the claims were made against Product Distribution Services; Tate & Lyle Custom Ingredients LLC; Sweetener Supply Corp.; Sendik’s Food Market; Picciolo Distributors Inc.; RockTenn CP LLC ; R&M Milk Distribution Co. Inc.; Quick Fuel Inc.; Mapleton Dairy Haulers Inc.; Danisco USA Inc.; Dairy House Co.; ChemTreat Inc.; C. Delsman & Sons Inc.; Stuart W. Johnson & Co. Inc.; Schreiber Foods Inc.; Rogers Trucking; National Fluid Milk Processor Board; ECO Inc.; Dean Transportation Inc.; Citrus Systems Madison LLC; Byrne Dairy Inc.; All Star Dairy Association Inc.; RWS Design & Controls; and Dean Illinois Dairies LLC. About Golden Guernsey Waukesha, Wisconsin-based milk processor Golden Guernsey, LLC, filed for Chapter 7 bankruptcy (Bankr. D. Del. Case No. 13-10044) on Jan. 8, 2013, days after closing the facility. OpenGate Capital, LLC, a private investment and acquisition firm, acquired Golden Guernsey in September 2011 from Dean Foods after the United States Department of Justice required Dean Foods to sell the business to resolve antitrust concerns that Dean Foods' share of the school milk supply business was too large. The Chapter 7 petition stated that assets and debt both exceed $10 million. Charles Stanziale was appointed Chapter 7 trustee. GONZALES REDEVELOPMENT: S&P Raises Rating on TABs to 'BB+' ---------------------------------------------------------- Standard & Poor's Ratings Services raised its long-term rating on Gonzales Redevelopment Agency (RDA), Calif.'s series 2011 tax allocation refunding bonds (TABs) to 'BB+' from 'BB-'. The outlook is stable. "The upgrade is reflects the RDA's improved cash management practices and full replenishment of reserve funds," said Standard & Poor's credit analyst Michael Stock. The rating further reflects S&P's view of the successor agency (SA)'s: -- Concentrated tax base, with the top taxpayer constituting 38% and the top 10 taxpayers constituting 74% of incremental assessed value (AV); -- Pro forma maximum annual debt service (MADS) coverage of 1.79x; and -- High base-to-total volatility ratio of 0.40, indicating that a change in AV could cause a proportionally larger change in pledged revenues. Partially mitigating the preceding credit weaknesses, in S&P's view, are the SA's recent AV growth and absence of significant appeals. The bonds are secured by tax increment revenues from the Gonzales Redevelopment Project Area No. 1, net of certain pass-through payments. The bonds are on parity with the agency's 2003 tax allocation refunding bonds. The stable outlook reflects management prioritizing bond debt service over its obligations on the loan to the city and reserving for principal and stabilization in AV. An upgrade is possible within the next year if there are continued positive AV trends that would increase debt service coverage and therefore cover an increased number of delinquent taxpayers in Standard & Poor's stress scenarios and continued cash management procedures that match the requirements of the indenture. Should AV suddenly decrease or should management change its cash management practices, it could lead to a downgrade. GRAPHIC PACKAGING: New Dividend No Impact on Moody's Ba2 Rating --------------------------------------------------------------- Moody's Investors Service said Graphic Packaging International, Inc's (Ba2, stable) initiation of a quarterly dividend and a new $250 million share repurchase program do not impact ratings and outlook as Moody's expect both to be funded from free cash generation. Graphic will spend approximately $48 million on dividends in 2015 and Moody's expect it to manage the pace of share repurchases such that its credit metrics will remain supportive of the Ba2 rating. GREEN MOUNTAIN: First Tuskegee Objects to Proposed DIP Financing ---------------------------------------------------------------- First Tuskegee Bank objected to Green Mountain Management, LLC, et al.'s motion for authorization to, among other things, obtain, on an interim basis, secured priming postpetition financing up to an aggregate principal or face amount not to exceed $2.0 million in incremental borrowings. First Tuskegee is a creditor of Volcan Disposal, LLC, and not a creditor of the Debtors, however, the Debtors are in possession of approximately 120 roll off containers, and three compactors, pledged as security for a loan from First Tuskegee to Volcan Disposal, LLC. First Tuskegee objected to Debtors' motion insofar it proposes to give any other party, including Bay Point Capital Partners, LP, a security interest in the containers or compactors in which First Tuskegee believes it has a superior lien. DIP Financing Motion As reported in the Troubled Company Reporter on Jan. 5, 2015, the Debtors asked the Court for authorization to: a. obtain, on an interim basis, secured priming postpetition financing up to an aggregate principal or face amount not to exceed $2 million in incremental borrowings; b. execute and enter into the DIP Documents and to perform other and further acts as may be required in connection with the DIP Documents; and c. grant superpriority claims to the DIP lender payable from, and having recourse to, all prepetition and postpetition property of the Debtors' estates and all proceeds thereof, subject to carve out on certain expenses. The Debtors have an urgent need to obtain DIP Financing to, among other things, fund the building of a third cell to increase capacity at the landfill -- municipal solid waste landfill northwest of Birmingham, Alabama. After discussions with all potential lenders, the Debtors determined that the proposal of Bay Point Capital Partners, LP (the DIP lender), contained the most favorable pricing and other terms and effectively addressed the Debtors' working capital and liquidity requirements The loan will have these interest rates: a) the base rate plus (b) 10%; b) effective immediately upon borrower learning of an event of default, (i) unless waived in writing by the DIP lender, interest on the outstanding loans under the DIP facility will accrue at a rate that is 4% per annum in excess of the non-default interest rate. UMB Bank, N.A., the indenture trustee under that certain Mortgage and Trust Indenture dated Aug. 1, 2010, has consented to the DIP Facility, including the granting of priming liens and superpriority claims to the DIP Lender provided, the indenture trustee and the bondholders receive a full and complete release by the Debtors of any and all claims relating to or arising from the bonds. A copy of the terms of the DIP Financing Motion is available for free at http://bankrupt.com/misc/GreenMountain_141_motionDIPfinancing.pdf First Tuskegee is represented by: Philip L. Rubin, Esq. THE LAW OFFICE OF LEFKOFF, RUBIN, GLEASON & RUSSO, P.C. 5555 Glenridge Connector, Suite 900 Atlanta, GA 30342 Tel: (404)869-6900 About Green Mountain Green Mountain Management, LLC, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ga. Case No. 14-64287) on July 25, 2014. The petition was signed by Daniel B. Cowart, sole member of Georgia Flattop Partners, LLC, and chairman of Green Mountain Management, LLC. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due Nov. 24, 2014. The Debtor estimated $10 million to $50 million in assets and debt. Georgia Flattop Partners, LLC is the managing member and holders of 93% of the stock. The case is assigned to Judge Barbara Ellis-Monro. The Debtor is represented by Sage M. Sigler, Esq., at Alston & Bird, LLP, in Atlanta. No official committee of unsecured creditors has been appointed, and UMB Bank, N.A.'s request for the appointment of a trustee was resolved consensually pursuant to this Court's order entered on Nov. 20, 2014. GROVE ESTATES: Authorized to Sell York Property for $100K --------------------------------------------------------- The U.S. Bankruptcy Court authorized Grove Estates, LP., to sell real estate located at 300 Darlene Street (Lot 12) and 320 Darlene Street (Lot 10), York, York County, Pennsylvania. The sale is pursuant to that certain agreement between the Debtor, as seller, and Robert M. Gratalo and Becky D. Gratalo or their assigns, as buyer(s), for the total consideration of $100,000. The secured liens against the real estate include a mortgage lien in favor of M&T Bank in the present amount of $325,260. All remaining proceeds from the sale will be held in trust by the Debtor's counsel, Smigel Anderson & Sacks, LLP, pending further order of the Court. About Grove Estates Grove Estates, LP, an operator of land development business in York, Pennsylvania, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 14-04368) on Sept. 23, 2014. The case is assigned to Judge Robert N Opel II. The Debtor's counsel is Robert L Knupp, Esq., at Smigel, Anderson & Sacks, LLP, in Harrisburg, Pennsylvania. The Debtor's accountant is Francis C. Musso, CPA, MPA, P.C. GROVE ESTATES: Feb. 19 Set as Chapter 11 Plan Confirmation Hearing ------------------------------------------------------------------ The Bankruptcy Court will convene a hearing on Feb. 19, 2015, at 10:00 a.m., to consider confirmation of Grove Estates, LP's Reorganization Plan. The Court has approved the Disclosure Statement dated Nov. 3, 2014. The Court overruled the objection of Susquehanna Bank. Jan. 24 was fixed as the last day to file with the Court a tabulation of ballots accepting or rejecting the plan. The Reorganization Plan proposes to pay creditors of Grove Estates from exchange of property for debt, sale of assets, and cash flow from future income. The Plan provides for one class of secured claims; no classes of unsecured claims; and one class of equity security holders. Currently there are no unsecured creditors holding claims. If any unsecured creditors make a claim, the proponent of this Plan has valued any future claims at approximately 100 cents on the dollar. This Plan also provides for the payment of administrative and priority claims in full on the effective date of this Plan with respect to any such claim to the extent permitted by the Code in cash at acceptance of the plan. Copies of the Disclosure Statement and Reorganization Plan are available for free at: http://bankrupt.com/misc/GroveEstates_52_DS.pdf About Grove Estates Grove Estates, LP, an operator of land development business in York, Pennsylvania, sought protection under Chapter 11 of the Bankruptcy Code on Sept. 23, 2014 (Case No. 14-04368, Bankr. M.D. Pa.). The case is assigned to Judge Robert N Opel II. The Debtor's counsel is Robert L Knupp, Esq., at Smigel, Anderson & Sacks, LLP, in Harrisburg, Pennsylvania. The Debtor's accountant is Francis C. Musso, CPA, MPA, P.C. GT ADVANCED: Baikowski International Sells Claim to Jefferies ------------------------------------------------------------- In the Chapter 11 case of GT Advanced Technologies Inc., Baikowski International Corporation transferred on Jan. 23, 2015, all of its claim to Jefferies Leveraged Credit Products LLC Corporation. About GT Advanced Technologies Headquartered in Merrimack, New Hampshire, GT Advanced Technologies Inc. -- http://www.gtat.com/-- produces materials and equipment for the electronics industry. On Nov. 4, 2013, GTAT announced a multiyear supply deal with Apple Inc. to produce sapphire glass material for use in consumer electronics products. Under the deal, Apple would provide GTAT with a prepayment of approximately $578 million paid in four installments and, starting in 2015, GTAT would reimburse Apple for the prepayment over a five-year period. GT is a publicly held corporation whose stock was traded on NASDAQ under the ticker symbol "GTAT." GTAT was de-listed from the NASDAQ stock exchange in October 2014. As of June 28, 2014, the GTAT Group's unaudited and consolidated financial statements reflected assets totaling $1.5 billion and liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had $85 million in cash, $84 million of which is unencumbered. On Oct. 6, 2014, GT Advanced Technologies and eight affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 14-11916). GT says that it has sought bankruptcy protection due to a severe liquidity crisis brought about by its issues with Apple. The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as attorneys and Kurtzman Carson Consultants LLC as claims and noticing agent. The U.S. Trustee has named seven members to the Official Committee of Unsecured Creditors. The Committee' professionals are Kelley Drye as its bankruptcy counsel; Devine, Millimet & Branch, Professional Association as local counsel; EisnerAmper LLP as financial advisors; and Houlihan Lokey Capital, Inc. as investment banker. GTAT has reached a settlement with Apple. The settlement gives Apple an approved claim for $439 million secured by more than 2,000 sapphire furnaces that GT Advanced owns and has four years to sell, with proceeds going to Apple. In addition, Apple gets royalty-free, non-exclusive licenses for GTAT's technology. GT ADVANCED: Bid for Trustee Appointment Denied ----------------------------------------------- BankruptcyData reported that the U.S. Bankruptcy Court denied GT Advanced Technologies' (GTAT) equity security holder T. Richard Falloh's motion for the immediate appointment of "a trustee to safeguard the Debtors' estate from further gross mismanagement by employed Manager Tom Gutierrez and cohort." According to BData, the motion sought an examiner's appointment on the following grounds: "For Dishonest representation of GT Advanced Technologies' ability to meet its (publicly concealed) contractual terms with Apple Inc., For Incompetence in allowing trade secrets to be pilfered by Apple, Inc. employed, For failure to establish a production line with back-up power on a 30-day constant growth cycle who's failure on a per-cycle basis instantly results in tens of millions of dollars in losses, for gross mismanagement of the Company's assets by placing them into remote corporate entities with the explicit goal of making them difficult to manage during a pre-planned bankruptcy which benefited only Apple Inc. and the GTAT Employee Managers who pushed their equity onto public investors." About GT Advanced Technologies Headquartered in Merrimack, New Hampshire, GT Advanced Technologies Inc. -- http://www.gtat.com/-- produces materials and equipment for the electronics industry. On Nov. 4, 2013, GTAT announced a multiyear supply deal with Apple Inc. to produce sapphire glass material for use in consumer electronics products. Under the deal, Apple would provide GTAT with a prepayment of approximately $578 million paid in four installments and, starting in 2015, GTAT would reimburse Apple for the prepayment over a five-year period. GT is a publicly held corporation whose stock was traded on NASDAQ under the ticker symbol "GTAT." GTAT was de-listed from the NASDAQ stock exchange in October 2014. As of June 28, 2014, the GTAT Group's unaudited and consolidated financial statements reflected assets totaling $1.5 billion and liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had $85 million in cash, $84 million of which is unencumbered. On Oct. 6, 2014, GT Advanced Technologies and eight affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 14-11916). GT says that it has sought bankruptcy protection due to a severe liquidity crisis brought about by its issues with Apple. The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as attorneys and Kurtzman Carson Consultants LLC as claims and noticing agent. The U.S. Trustee has named seven members to the Official Committee of Unsecured Creditors. The Committee' professionals are Kelley Drye as its bankruptcy counsel; Devine, Millimet & Branch, Professional Association as local counsel; EisnerAmper LLP as financial advisors; and Houlihan Lokey Capital, Inc. as investment banker. GTAT has reached a settlement with Apple. The settlement gives Apple an approved claim for $439 million secured by more than 2,000 sapphire furnaces that GT Advanced owns and has four years to sell, with proceeds going to Apple. In addition, Apple gets royalty-free, non-exclusive licenses for GTAT's technology. GT ADVANCED: Hain Capital, TRC Fund Buy Claims in January 2015 -------------------------------------------------------------- In the Chapter 11 case of GT Advanced Technologies Inc., these claims switched hands between Jan. 15, 2015, and Jan. 20, 2015: Transferee Transferor Claim Amount ---------- ---------- ------------ Hain Capital Investors, Dynamic Motion Control, Inc. $370,883.53 LLC and $397,816.61 TRC Master Fund LLC In-Position Technologies, $16,599 LLC About GT Advanced Technologies Headquartered in Merrimack, New Hampshire, GT Advanced Technologies Inc. -- http://www.gtat.com/-- produces materials and equipment for the electronics industry. On Nov. 4, 2013, GTAT announced a multiyear supply deal with Apple Inc. to produce sapphire glass material for use in consumer electronics products. Under the deal, Apple would provide GTAT with a prepayment of approximately $578 million paid in four installments and, starting in 2015, GTAT would reimburse Apple for the prepayment over a five-year period. GT is a publicly held corporation whose stock was traded on NASDAQ under the ticker symbol "GTAT." GTAT was de-listed from the NASDAQ stock exchange in October 2014. As of June 28, 2014, the GTAT Group's unaudited and consolidated financial statements reflected assets totaling $1.5 billion and liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had $85 million in cash, $84 million of which is unencumbered. On Oct. 6, 2014, GT Advanced Technologies and eight affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 14-11916). GT says that it has sought bankruptcy protection due to a severe liquidity crisis brought about by its issues with Apple. The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as attorneys and Kurtzman Carson Consultants LLC as claims and noticing agent. The U.S. Trustee has named seven members to the Official Committee of Unsecured Creditors. The Committee' professionals are Kelley Drye as its bankruptcy counsel; Devine, Millimet & Branch, Professional Association as local counsel; EisnerAmper LLP as financial advisors; and Houlihan Lokey Capital, Inc. as investment banker. GTAT has reached a settlement with Apple. The settlement gives Apple an approved claim for $439 million secured by more than 2,000 sapphire furnaces that GT Advanced owns and has four years to sell, with proceeds going to Apple. In addition, Apple gets royalty-free, non-exclusive licenses for GTAT's technology. GT ADVANCED: Hires PwC as Accounting and Tax Advisor ---------------------------------------------------- GT Advanced Technologies Inc. and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of New Hampshire to employ PricewaterhouseCoopers LLP ("PwC") as accounting and tax advisor, nunc pro tunc to Oct. 6, 2015 petition date. The services to be performed by PwC under the Tax Consulting Engagement letter include, but are not limited to, the following: (a) providing analyses, advice and opinions on tax planning or reporting matters, including research, discussions, preparations of memoranda and attendance at meetings; (b) providing advice and assistance with respect to matters involving the Internal Revenue Service ("IRS") or other tax authorities; (c) providing advice and assistance with respect to matters involving the IRS or other tax authorities; (d) providing advice and assistance with respect to inquires related to the GTAT's domestic and international tax structure; (e) assisting GTAT with its analysis of its consolidated financial statement tax accrual for the years ending Dec. 31, 2014 and Dec. 31, 2015; (f) assisting GTAT in preparing a U.S. transfer pricing package for the period 2014 fiscal year; (g) assisting GTAT with certain IRS examinations and appeals; (h) providing tax services to certain employees of GTAT are assigned to locations overseas such as China, Hong Kong, Korea and Taiwan. Such services include, but are not limited to preparing domestic and foreign tax returns, related tax compliance services, administrative support and tax consulting services (the "IAS Services"); (i) assisting GTAT with the preparation of GTAT's federal and state income tax returns for the year ended December 31, 2014; and (j) assisting GTAT with the calculation and filing of GTAT's sale and use tax obligations. The services to be performed by PwC under the Loaned Personnel Engagement Letter include, but are not limited to, the following: (a) providing loaned staff to assist GTAT with certain matters related to the preparation of its financial statement tax accrual, tax compliance and daily tax department functions; and (b) PwC will provide loaned staff to GTAT through Dec. 31, 2015, or as mutually agreed upon. In consideration of the services to be provided by PwC, and as more fully set forth in the Engagement Letter, subject to Court approval, GTAT has agreed to pay PwC under the following fee structure (the "Fee and Expense Structure"): (a) Tax Consulting Engagement Letter (1) Except with respect to IAS Services, PwC will charge The following hourly rates for PwC professionals performing work under the Tax Consulting Engagement Letter. Partner/Principal $600-$750 Managing Director $575-$650 Director $475-$525 Manager $390-$440 Senior Associate $290-$340 Associate $200-$265 (2) With respect to IAS Services, PwC charges varying fixed rates or hourly rates depending on the type of work requested by GTAT. The specific rates are more fully described in the exhibits attached to the Tax Consulting Engagement Letter. (b) Loaned Personnel Engagement Letter (1) PwC will charge the following hourly rates for PwC Professionals performing work under the Loaned Personnel Engagement Letter: Manager $390 Senior Associate $290 Associate and Other Staff $200 The PwC professionals providing the services in the Engagement Letters will consult with internal PwC bankruptcy retention and billing advisors (the "PwC Retention Advisors") to ensure compliance with applicable provisions of the Bankruptcy Code, the Bankruptcy Rules, the Local Bankruptcy Rules of the United States District Court for the District of New Hampshire (the "Local Rules"), the U.S. Trustee Guidelines, and any other applicable procedures and orders of this Court, as well as to decrease the overall fees associated with the administrative aspects of PwC's engagement. The services provided by these PwC Retention Advisors shall include, but are not limited to: -- assistance with preparation of the bankruptcy retention documents; -- assistance with the disinterestedness disclosures; and -- preparation of interim and final fee applications. Due to the specialized nature of these services, and consistency between bankruptcy venues, specific billing rates have been established for these PwC Retention Advisors. The rate per hour for these PwC Retention Advisors by level of experience will be as follows: Director $550 Manager $400 Senior Associate $290 Associate $225 Paraprofessional $150 PwC will also be reimbursed for reasonable out-of-pocket expenses incurred. PwC received payment of $839,967 during the 90 days before the Petition Date. Kevin P. Smithson, partner of PwC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Court for the District of New Hampshire will hold a hearing on the application on Feb. 12, 2015, at 10:00 a.m. Objections were due Feb. 5, 2015. PwC can be reached at: Kevin P. Smithson PRICEWATERHOUSECOOPERS LLP 125 High Street Boston, MA 02110 Tel: (617) 530-5158 About GT Advanced Technologies Headquartered in Merrimack, New Hampshire, GT Advanced Technologies Inc. -- http://www.gtat.com/-- produces materials and equipment for the electronics industry. On Nov. 4, 2013, GTAT announced a multiyear supply deal with Apple Inc. to produce sapphire glass material for use in consumer electronics products. Under the deal, Apple would provide GTAT with a prepayment of approximately $578 million paid in four installments and, starting in 2015, GTAT would reimburse Apple for the prepayment over a five-year period. GT is a publicly held corporation whose stock was traded on NASDAQ under the ticker symbol "GTAT." GTAT was de-listed from the NASDAQ stock exchange in October 2014. As of June 28, 2014, the GTAT Group's unaudited and consolidated financial statements reflected assets totaling $1.5 billion and liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had $85 million in cash, $84 million of which is unencumbered. On Oct. 6, 2014, GT Advanced Technologies and eight affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 14-11916). GT says that it has sought bankruptcy protection due to a severe liquidity crisis brought about by its issues with Apple. The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as attorneys and Kurtzman Carson Consultants LLC as claims and noticing agent. The U.S. Trustee has named seven members to the Official Committee of Unsecured Creditors. The Committee' professionals are Kelley Drye as its bankruptcy counsel; Devine, Millimet & Branch, Professional Association as local counsel; EisnerAmper LLP as financial advisors; and Houlihan Lokey Capital, Inc. as investment banker. GTAT has reached a settlement with Apple. The settlement gives Apple an approved claim for $439 million secured by more than 2,000 sapphire furnaces that GT Advanced owns and has four years to sell, with proceeds going to Apple. In addition, Apple gets royalty-free, non-exclusive licenses for GTAT's technology. GTM ENERGY: Order Sustaining Objections to Dobbins Claim Affirmed ----------------------------------------------------------------- Judge R. David Proctor of the U.S. District Court for the Northern District of Alabama, Eastern Division, affirms the Bankruptcy Court's March 6, 2014 Order sustaining objections by the Chapter 11 Plan Administrator of GTM Energy Partners, LLC to the proof of claim filed by Roy S. Dobbins. Dobbins took an appeal from the bankruptcy court's March 6, 2014 Order sustaining objections by the Chapter 11 Plan Administrator, William S. Kaye, to the proof of claim Dobbins filed on behalf of Southern Energy Development Company, Inc. The appellate case is titled Roy Dobbins, Appellant v. William S. Kaye, Plan Administrator, et al., Appellees, Case No. 1:14-CV-00817-RDP. The case involves an October 2013 claim by Mr. Dobbins that the Debtor failed to pay all royalties owed to SEDCO -- a corporation owned by his wife -- in connection with a 2004 mining lease that expired in 2009. On February 16, 2011, more than a year after the 2004 Lease expired, GTM commenced its bankruptcy case. When GTM filed its bankruptcy case, neither Mr. Dobbins' address shown in the 2004 Lease, nor any other address for him, was included in the mailing matrix. Shortly after the sale of substantially all of the assets of GTM closed, on June 27, 2011, the deadline for filing proofs of claim in the bankruptcy case expired. On December 12, 2011, the Bankruptcy Court confirmed GTM's Chapter 11 plan. Mr. Dobbins was not scheduled as a creditor, and there was no evidence that he received any notice of GTM's bankruptcy proceedings. On October 9, 2013, Mr. Dobbins filed a proof of claim in the bankruptcy case on behalf of SEDCO. The Proof of Claim asserts an unsecured, prepetition claim in the amount of $452,606 for royalties and damages. The Plan Administrator filed objections to the Claim and related documents. On March 6, 2014, the Bankruptcy Court sustained the Plan Administrator's Objection to Mr. Dobbins's claim. A full-text copy of the December 9, 2014 Memorandum Opinion is available at http://bit.ly/16IikVJfrom Leagle.com. The Appellant is represented by: Leigh A. Shelton, Esq. WILSON & SHELTON LLC 3790 Main Street Powell Powells Crossroads, AL Telephone: (256) 638-9701 The Appellee is represented by: John D. Elrod, Esq. GREENBERG TRAURIG LLP 3333 Piedmont Road NE, Suite 2500 Atlanta, GA 30305 Telephone: (678) 553-2100 Facsimile: (678) 553-2212 E-mail: elrodj@gtlaw.com GTM Energy Partners, LLC filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ala. Case No. 11-80568) on February 16, 2011. HALLMARK COLLECTION: Mid-Continent Not Liable in Copyright Suit --------------------------------------------------------------- Law360 reported that a Texas magistrate judge said Mid-Continent Casualty Co. shouldn't have to pay part of a $63 million judgment won by an architectural firm that had sued defunct homebuilder Hallmark Collection of Homes LLC for allegedly using its designs without permission, saying the homebuilder hadn't given the insurer adequate notice of the suit. According to the report, U.S. Magistrate Judge Vanessa D. Gilmore found that because Hallmark hadn't complied with a notice-of-suit provision in several commercial general liability policies issued to it by Mid-Continent, the insurer had been unable to adequately defend Hallmark against Kipp Flores Architects LLC's suit. Noting that plaintiffs attempting to recover under an insurance policy as a third-party judgment creditor must show that the insured complied with all the terms of the policy, the judge recommended that the case be tossed, the report related. The case is Kipp Flores Architects LLC v. Mid-Continent Casualty Co., Case No. 4:14-cv-02702, in the U.S. District Court for the Southern District of Texas. HEI INC: U.S. Trustee Opposes Supply Agreement ---------------------------------------------- Law360 reported that Daniel McDermott, the U.S. Trustee for Region 12, asked a Minnesota bankruptcy court to deny bankrupt microelectronics developer HEI Inc.'s motion to continue selling products whose materials are paid for by customers, saying there's not enough clarity on how this will affect Chapter 11 proceedings. The Troubled Company Reporter, on Jan. 16, 2015, reported that HEI sought permission to enter into an agreement with Biosense Webster, Inc., and similar agreements with some of its other customers. Under the agreements with BWI and the potential agreements with other customers, the Debtor would sell either inventory on hand or finished products to the customers, in exchange for all related expenses, plus a premium, being paid by the customers. The items that would be sold, along with any further operations required to finish the items, would be of the same type as the items regularly sold and operations regularly conducted by the Debtor prior to the Petition Date. The Purchase Order with BWI requires BWI to pay the Debtor a total of $500,000 as a premium payment. According to Law360, the U.S. Trustee said that there's too much uncertainty in the proposed arrangement as the agreements with BWI or other customers aren't final and there's no clear delineation between customer-bought inventories and ones that the company already has on hand. There is no telling what kind of costs will materialize as a result, he argued, the report related. About HEI, Inc. HEI, Inc., filed a Chapter 11 bankruptcy petition (Bankr. D. Minn. Case No. 15-40009) in Minneapolis, Minnesota, on Jan. 4, 2015. The case is assigned to Judge Kathleen H. Sanberg. The Debtor estimated $10 million to $50 million in assets and debt. The deadline for governmental entities to file claims is July 6, 2015. The Debtor has tapped James L. Baillie, Esq., James C. Brand, Esq., and Sarah M Olson, Esq., at Fredrikson & Byron P.A., as counsel; Alliance Management as business and financial consultant; and Winthrop & Weinstine, P.A., as special counsel. The U.S. Trustee has appointed three members to the Official Committee of Unsecured Creditors. The Committee is represented by Fafinski, Mark & Johnson, P.A., as its bankruptcy counsel. HYPERDYNAMICS CORP: Incurs $3.7-Mil. Net Loss for Fourth Quarter ---------------------------------------------------------------- Hyperdynamics Corporation filed with the U.S. Securities and Exchange Commission its quarterly report on Form 10-Q, disclosing a net loss of $3.7 million for the three months ended Dec. 31, 2014, compared to a net loss of $8.35 million for the same period in the prior year. The Company's balance sheet at Dec. 31, 2014, showed $40.04 million in total assets, $2.3 million in total liabilities and total stockholders' equity of $37.74 million. A copy of the Form 10-Q is available at: http://is.gd/KrPDmT Hyperdynamics has two wholly-owned subsidiaries, SCS Corporation Ltd (SCS), a Cayman corporation, and HYD Resources Corporation (HYD), a Texas corporation. Through SCS and its wholly-owned subsidiary, SCS Guinea SARL (SCSG), which is a Guinea limited liability company formed under the laws of the Republic of Guinea ("Guinea") located in Conakry, Guinea, Hyperdynamics focuses on oil and gas exploration offshore the coast of West Africa. The Company reported a net loss of $4.05 million for the three months ended Sept. 30, 2014, compared with a net loss of $4.45 million for the same period during the prior year. The Company's balance sheet at Sept. 30, 2014, showed $42.6 million in total assets, $1.18 million in total liabilities and total stockholders' equity of $41.4 million. Its costs related to the items referred to above and any additional expenses, or any negative outcomes, could adversely affect the Company's liquidity and financial condition and results of operations. The Company also will be responsible for its participating interest share of costs in excess of $100 million gross costs associated with joint operations expenditures, including operator overhead and the ultra-deepwater exploration well when drilled, and such excess expenditures could exacerbate its liquidity. Absent cash inflows, the Company could exhaust its current available liquidity within the next twelve months. The timing and amount of its cash outflows are dependent on a number of factors including: legal and other professional fees related to the FCPA investigations, a negative outcome related to any of its legal proceedings and investigations, well costs exceeding its carry, or if the Company has unfavorable well results. As a result, absent cash inflows, there is substantial doubt as to whether the Company will have adequate capital resources to meet its current obligations as they become due and therefore be able to continue as a going concern, according to the regulatory filing. IBAHN CORP: Hon. Laurie Selver Silverstein Now Handles Case ----------------------------------------------------------- U.S. Bankruptcy Judge Brendan Linehan Shannon ordered that effective Jan. 7, 2015, the Chapter 11 case of IBahn Corporation is transferred to the Hon. Laurie Selver Silverstein for all further proceedings and dispositions. About IBahn Corp. Salt Lake City, Utah-based IBahn Corp., a provider of Internet services to hotels, sought bankruptcy protection (Bankr. D. Del., Case No. 13-12285), citing a loss of contracts with largest customer Marriott International Inc. and patent litigation costs. IBahn Chief Financial Officer Ryan Jonson said the company had assets of $13.6 million and it listed liabilities of as much as $50 million in the Chapter 11 filing on Sept. 6, 2013. The petitions were signed by Ryan Jonson as chief financial officer. Judge Peter J. Walsh presides over the case. Laura Davis Jones, Esq., Davis M. Bertenthal, Esq., James E. O'Neill, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang, Ziehl Young & Jones, LLP, serve as the Debtors' counsel. The Debtors' claims and noticing agent is Epiq Bankruptcy Solutions. Epiq also serves as administrative agent. Houlihan Lokey Capital, Inc., serves as financial advisor and investment banker. INFERNO DISTRIBUTION: Stroock Faces Malpractice Suit ---------------------------------------------------- Law360 reported that Stroock & Stroock & Lavan LLP was hit with a legal malpractice suit in California state court by the trustee of a bankrupt film company, who claims the firm's negligence cost it a $3.6 million contract suit brought by a German producer over sales agreements for the 2005 romantic comedy "Just Friends," starring Ryan Reynolds. According to the report, Wesley H. Avery, trustee for Inferno Distribution LLC, says Stroock put inexperienced attorneys on the company's case and dropped the ball on pursuing arbitration. Based in Los Angeles, California, Inferno Distribution LLC and affiliate Inferno International LLC filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Lead Case No. 12-39145) on Aug. 24, 2012. Judge Barry Russell presides over the case. Brian L. Davidoff, Esq., at Greenberg Glusker Fields Claman & Machtinger LLP, represents the Debtors. The Debtors estimated assets between $500,000 and $1 million, and debt between $1 million and $10 million. ITUS CORP: Re-Prices Options for Executives and Directors --------------------------------------------------------- The management of ITUS Corporation acted to re-price certain issued and outstanding stock options for all of the officers, directors and employees of the Company pursuant to the authority granted to management by the Board. The new exercise price of the Re-Priced Options is $ 0.1030, the closing sales price of the Company's common stock on Feb. 5, 2015, according to a regulatory filing with the U.S. Securities and Exchange Commission. All other terms of the previously granted Re-Priced Options remain the same, including without limitation, the number of shares underlying the options granted, the vesting periods of the options, and the expiration dates of the options. The following stock option grants and related stock option agreements issued to the Company's executive officers and directors are affected by the re-pricing: Number of Name of Officer/Director Shares ------------------------ ----------- Lewis H. Titterton 6,010,000 Robert A. Berman 17,000,000 Dr. Amit Kumar 17,000,000 Bruce F. Johnson 1,020,000 Dr. Andrea Belz 450,000 Dale Fox 450,000 Henry P. Herms 1,425,000 Tisha Stender, who was the chief operating and legal officer of the Company, is no longer employed by the Company as of Jan. 30, 2015. About ITUS Corporation ITUS Corp. -- http://www.ITUScorp.com/-- develops and acquires patented technologies for the purposes of patent monetization and patent assertion. The company currently has 10 patent portfolios in the areas of Key Based Web Conferencing Encryption, Encrypted Cellular Communications, E-Paper(R) Electrophoretic Display, Nano Field Emission Display ("nFED"), Micro Electro Mechanical Systems Display ("MEMS"), Loyalty Conversion Systems, J-Channel Window Frame Construction, VPN Multicast Communications, Internet Telephonic Gateway, and Enhanced Auction Technologies. CopyTele changed its name to "ITUS Corporation" on Sept. 2, 2014, to reflect the Company's change in its business operations. Itus Corporation reported a net loss of $9.60 million on $3.66 million of total revenue for the year ended Oct. 31, 2014, compared to a net loss of $10.08 million on $389,0000 of total revenue for the year ended Oct. 31, 2013. The Company also reported a net loss of $4.25 million for the year ended Oct. 31, 2012, and a net loss of $7.37 million for the year ended Oct. 31, 2011. As of Oct. 31, 2014, the Company had $9.05 million in total assets, $5.04 million in total liabilities and $4 million in total shareholders' equity. IVANHOE ENERGY: Receives Nasdaq Listing Non-Compliance Notice ------------------------------------------------------------- Ivanhoe Energy Inc. received a letter, dated February 3, 2015, from the Listing Qualifications Department of the NASDAQ Stock Market (Nasdaq) indicating that following the resignation of Robert Pirraglia from the company's board of directors on January 18, 2015, as disclosed in the company's January 19, 2015 news release, the company fails to comply with Listing Rule 5605. Listing Rule 5605 requires a listed company to have an audit committee comprised of at least three independent members. Mr. Pirraglia's resignation reduced the number of independent directors on the company's audit committee from three to two. The Nasdaq letter provides that, consistent with Listing Rule 5605(c)(4), Nasdaq will grant the company the following cure period to regain compliance with the audit committee membership requirements: (i) until the earlier of the company's next annual shareholders' meeting or January 18, 2016; or, (ii) if the next annual shareholders' meeting is held before July 17, 2015, then the company must evidence compliance no later than July 17, 2015. About Ivanhoe Energy Ivanhoe Energy -- http://www.ivanhoeenergy.com/-- is an independent international heavy oil exploration and development company focused on pursuing long-term growth using advanced technologies, including its proprietary heavy oil upgrading process (HTL(R)). JEVIC TRANSPORTATION: Drivers Challenge Ch. 11 Deal in 3rd Circ. ---------------------------------------------------------------- Law360 reported that a group of drivers laid off from a bankrupt trucking company asked the Third Circuit to strike an "earmarked" settlement that allegedly favored its private equity owners and excluded them from any distributions that might stem from class action claims, saying it undermined the Bankruptcy Code's "checks and balances." According to the report, the former Jevic Transportation Inc. drivers argued that although they had a higher priority under the U.S. Bankruptcy Code, the settlement skipped them in favor of other selected creditors. Attorney Jack Raisner, Esq. -- jar@outtengolden.com -- of Outten & Golden LLP said that the settlement served to create a "soft landing" for the private equity owners of the company and other secured lenders and financiers, which could have future negative consequences for priority claimants. About Jevic Transportation Based in Delanco, New Jersey, Jevic Transportation Inc. -- http://www.jevic.com/-- provided trucking services. Two affiliates -- Jevic Holding Corp. and Creek Road Properties -- have no assets or operations. Jevic et al. sought Chapter 11 protection (Bankr. D. Del. Case No. 08-11008) on May 20, 2008. Domenic E. Pacitti, Esq., and Michael W. Yurkewicz, Esq., at Klehr Harrison Harvey Branzburg & Ellers, in Wilmington, Del., represent the Debtors. The U.S. Trustee for Region 3 appointed five creditors to serve on an Official Committee of Unsecured Creditors. Robert J. Feinstein, Esq., Bruce Grohsgal, Esq., and Maria A. Bove, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Del., represent the Official Committee of Unsecured Creditors. Before filing for bankruptcy, the Debtors initiated an orderly wind-down process. As a part of the wind-down process, the Debtors ceased substantially all of their business and terminated roughly 90% of their employees. The Debtors continue to manage the wind-down process in an attempt to deliver all freight in their system and to retrieve their assets. When the Debtors sought protection from their creditors, they estimated assets and debts between $50 million and $100 million. At Oct. 31, 2010, the Debtor had total assets of $425,000, total liabilities of $12.2 million, and a stockholders' deficit of $11.8 million. The Debtor ended the period with $362,000 in cash, which includes restricted cash of $67,000. KID BRANDS: Dimensional Fund No Longer Holds Shares --------------------------------------------------- Dimensional Fund Advisors LP, an investment adviser registered under Section 203 of the Investment Advisors Act of 1940, disclosed in a Schedule 13G filing with the Securities and Exchange Commission that it no longer holds securities in Kid Brands Inc. A copy of the filing is available at http://1.usa.gov/170w6nz About Kid Brands Based in Rutherford, New Jersey, Kid Brands, Inc., is a designer, importer, marketer, and distributor of infant and juvenile consumer products. Its operating subsidiaries consist of Kids Line, LLC, CoCaLo, Inc., Sassy, Inc., and LaJobi, Inc. Providing "everything but the baby" for a child's nursery, the company sells infant bedding and accessories under the Kids Line and CoCaLo brands; nursery furniture under the LaJobi brand; and baby care items under the Kokopax and Sassy brands. Citing their inability to raise capital due to contingent liabilities and operational issues, Kid Brands and six of its U.S. subsidiaries each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 14- 22582) on June 18, 2014. To preserve the value of their assets, the Debtors are pursuing a sale of the assets pursuant to section 363 of the Bankruptcy Code. The Debtor disclosed $921,000 in assets and $47.9 million in liabilities as of the Chapter 11 filing. Judge Donald H. Steckroth oversees the cases. The Debtors have sought and obtained an order directing joint administration of their Chapter 11 cases. Lowenstein Sandler LLP serves as the Debtors' counsel. PricewaterhouseCoopers LLP is the Debtors' financial advisor. GRL Capital Advisors acts as the Debtors' restructuring advisors. GRL's Glenn Langberg served as the Debtors' chief restructuring officer. Mr. Langberg also oversaw the bankruptcy and sales of Big M Inc., operator of the Mandee and Annie Sez stores. Rust Consulting/Omni Bankruptcy is the Debtors' claims and noticing agent. Salus Capital Partners LLC and Sterling National Bank have committed to provide up to $49 million in DIP financing to the Debtors. KIOR INC: Lead Plaintiffs Balk at Adequacy of Plan Outline ---------------------------------------------------------- Class action lead plaintiffs Dave Carlton and Sharon Kegerreis submitted a statement and reservation of rights in connection with the motion, filed by debtor KiOR, Inc. for an order: (i) approving the Disclosure Statement for the Debtor's plan of reorganization. According to Lead Plaintiffs, they had proposed to the Debtor that the Plan include provisions carving out their rights to pursue claims against the Debtor to the extent of its available insurance coverage. The proposed language would also make clear that nothing in the Plan or confirmation order would be deemed to release, discharge or enjoin the Class' claims against the Debtor asserted in the Securities Action to the extent of available insurance. Lead Plaintiffs' right to pursue the Debtor for judgments, orders, or settlement agreements arise from securities fraud claims. The Plan and Disclosure Statement As reported in the TCR on Jan. 16, 2015, the Debtor filed with the Court a First Amended Plan and accompanying Disclosure Statement, which contemplate the reorganization of the Debtor with it emerging from bankruptcy and continuing to operate its business as a reorganized debtor. Holders of general unsecured claims will receive ratable rights to the assets of the liquidating trust. A liquidating trust will be created under the Plan. The liquidating trust will be irrevocably vested with (i) the funding designated for Class 8 (convenience claims), (ii) cash in the amount of $100,000, and (iii) the vested causes of action and their proceeds. The Plan revolved around an auction of the Debtor's assets. The Debtor, however, notified the Bankruptcy Court that it did not receive any qualified bids, other than the qualified bid from Vinod Khosla, which served as the stalking horse bidder, prior to the Jan. 7 bid deadline. Accordingly, the Debtor has canceled the Jan. 9 auction and the Debtor will not conduct an auction. The Debtor also notified the Court that, after discussions with the stalking horse bidder, the Debtor will not seek assumption of the purchase sale agreement, and, accordingly, withdrew its request for authority to assume the PSA. Instead, the Stalking Horse Bidder entered into a Plan Support Commitment, pursuant to which it has unilaterally agreed to support the Debtor's Plan. Under the plan support commitment, the stalking horse bidder agreed to provide funding for the Chapter 11 case provided that the final order authorizing such funding must have been obtained by the Debtor on or before Jan. 16, 2015. A full-text copy of the Plan Support Commitment, dated Jan. 14, 2015, is available at: http://bankrupt.com/misc/KIORplansupport0114.pdf A blacklined version of the dated Jan. 14, 2015, is available at http://bankrupt.com/misc/KIORds0114.pdf Lead plaintiffs are represented by: Laurence M. Rosen, Esq. Phillip Kim, Esq. THE ROSEN LAW FIRM, P.A. 275 Madison Avenue, 34th Floor New York, New York 10016 Tel: (212) 686-1060 Fax: (212) 202-3827 E-mails: lrosen@rosenlegal.com pkim@rosenlegal.com Adam M. Apton, Esq. Nicholas I. Porritt, Esq. LEVI & KORSINSKY LLP 1101 30th Street, NW, Suite 15 Washington, D.C. 20007 Tel: (202) 524-4290 Fax: (202) 333-2121 E-mails: aapton@zlk.com nporritt@zlk.com Brian E. Farnan, Esq. Rosemary J. Piergiovanni, Esq. Michael J. Farnan, Esq. FARNAN LLP 919 North Market Street, 12th Floor Wilmington DE 19801 Tel: (302) 777-0300 Fax: (302) 777-0301 E-mail: bfarnan@farnanlaw.com rpiergiovanni@farnanlaw.com mfarnan@farnanlaw.com About Kior Inc. KiOR, Inc., and wholly owned subsidiary KiOR Columbus, LLC, are development stage, renewable fuels companies based in Pasadena, Texas and Columbus, Mississippi, respectively. KiOR, Inc., was founded in 2007 as a joint venture between Khosla Ventures, LLC, and BIOeCon B.V. KiOR Inc.'s primary business is the development and commercialization of a ground-breaking proprietary technology designed to generate a renewable crude oil from non-food cellulosic biomass. KiOR, Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No. 14-12514) on Nov. 9, 2014, in Delaware. Through the chapter 11 case, the Debtor intends to reorganize its business or sell substantially all of its assets so that it can continue its core research and development activities. KiOR Columbus did not seek bankruptcy protection. The Debtor disclosed $58.3 million in assets and $261 million in liabilities as of June 30, 2014. 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 million 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. LEHMAN BROTHERS: CFTC Slams Forex Trader's "Dangerous" Claim ------------------------------------------------------------ Law360 reported that commodity market regulators objected to a hedge fund manager's demand for full repayment on a $12 million foreign-exchange debt with Lehman Brothers Inc., urging a narrow reading of the Bankruptcy Code's protections for currency traders. According to the report, the U.S. Commodity Futures Trading Commission said in an amicus brief that to declare Moore Capital Management LP a customer of LBI would set a "dangerous precedent" that unregulated, off-exchange forex dealings are covered against losses by the Securities Investor Protection Act. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. As of Oct. 2, 2014, Lehman's total distributions to unsecured creditors have amounted to $92.0 billion. As of Sept. 30, 2014, the brokerage trustee has substantially completed customer claims distributions, distributing more than $106 billion to 111,000 customers. LIGHTSQUARED INC: GPS Cos. Seek End to Harbinger Liability Suits ---------------------------------------------------------------- Law360 reported that global positioning system players Garmin International Inc., Deere and Co. and Trimble Navigation Ltd. told a Manhattan federal judge that they bore no contractual obligation to support bankrupt LightSquared Inc.'s ill-fated plan to roll out a broadband wireless network and no duty to disclose their eventual opposition to LightSquared backer Harbinger Capital Partners LLC. The case is Harbinger Capital Partners LLC et al v. Deere & Company et al., Case No. 1:13-cv-05543 (S.D.N.Y.). 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. LOMBARD, IL: Chicago Suburb Refuses to Cover Bond Default --------------------------------------------------------- Law360 reported that the Village of Lombard, a Chicago suburb reiterated its vote not to cover a $1.9 million shortfall on bonds issued for an under-performing hotel and conference center, Lombard's director of finance said. According to the report, since the start of 2012, the municipality has repeatedly refused to cover the shortfall, caused by the hotel making a lot less money than developers projected. This has pushed the $195 million in bonds issued for the hotel facility into default, destroying the village's credit rating, the report related. LYONDELL CHEMICAL: Stockholders Battle $12.5-Bil. LBO Clawback Suit ------------------------------------------------------------------- Law360 reported that a $12.5 billion clawback suit against Lyondell Chemical Co. shareholders that were bought out by billionaire tycoon Leonard Blavatnik turns on whether the petrochemical firm's directors knew that the acquisition would harm unsecured Lyondell creditors, attorneys said at oral arguments. According to the report, in a packed Manhattan courtroom, attorneys for Lyondell's former shareholders and the litigation vehicles left behind in its Chapter 11 reorganization argued a closely watched dispute on whether former equity holders must return money they collected in a 2007 leveraged buyout. About Lyondell Chemical LyondellBasell Industries is one of the world's largest polymers, petrochemicals and fuels companies. Luxembourg-based Basell AF and Lyondell Chemical Company merged operations in 2007 to form LyondellBasell Industries, the world's third largest independent chemical company. LyondellBasell became saddled with debt as part of the US$12.7 billion merger. Len Blavatnik's Access Industries owned the Company prior to its bankruptcy filing. On Jan. 6, 2009, LyondellBasell Industries' U.S. operations, led by Lyondell Chemical Co., and one of its European holding companies -- Basell Germany Holdings GmbH -- filed voluntary petitions to reorganize under Chapter 11 of the U.S. Bankruptcy Code to facilitate a restructuring of the company's debts. The case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y. Lead Case No. 09-10023). Seventy-nine Lyondell entities filed for Chapter 11. Luxembourg-based LyondellBasell Industries AF S.C.A. and another affiliate were voluntarily added to Lyondell Chemical's reorganization filing under Chapter 11 protection on April 24, 2009. Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in New York, served as the Debtors' bankruptcy counsel. Evercore Partners served as financial advisors, and Alix Partners and its subsidiary AP Services LLC, served as restructuring advisors. AlixPartners' Kevin M. McShea acted as the Debtors' Chief Restructuring Officer. Clifford Chance LLP served as restructuring advisors to the European entities. LyondellBasell emerged from Chapter 11 bankruptcy protection in May 2010, with a plan that provides the Company with US$3 billion of opening liquidity. A new parent company, LyondellBasell Industries N.V., incorporated in the Netherlands, is the successor of the former parent company, LyondellBasell Industries AF S.C.A., a Luxembourg company that is no longer part of LyondellBasell. LyondellBasell Industries N.V. owns and operates substantially the same businesses as the previous parent company, including subsidiaries that were not involved in the bankruptcy cases. LyondellBasell's corporate seat is Rotterdam, Netherlands, with administrative offices in Houston and Rotterdam. MAYER EISENSTEIN: Medical Malpractice Claims Not Dischargeable -------------------------------------------------------------- Debts owed to personal injury claimants who held medical malpractice claims against debtor Mayer Eisenstein, M.D. are not dischargeable under both 11 U.S.C. Sec. 523(a)(2)(A) and 11 U.S.C. Sec. 523(a)(6), Bankruptcy Judge Jacqueline P. Cox said in a February 4, 2015 Memorandum Opinion available at http://bit.ly/1zoC2fKfrom Leagle.com. The claimants are Jeffrey Haugland, as Administrator of the Estate of Hayley Haugland, Deceased and Jeffrey Haugland Individually; Theresa Melton and Robert Melton; Stephen Tremper and the Estate of Dylan Tremper; Donna Williams, Rocky Williams and the Estate of Joshua Williams; Ruth Ann Moritz and Bernard Hans Moritz, Jr., Individually and as Co-Guardians of the Estate of Adam Moritz, a Disabled Minor and Ayesha El-Amin, as Administrator of the Estate of Na'eem Shahid. Mayer Eisenstein and his affiliated entities sought relief under chapter 7 of the Bankruptcy Code (Banr. N.D. Ill. Case No. 13-01449) on Jan. 15, 2013. The related entities are Comprehensive Integrated Medicine M.D.S.C. (Case No. 13-01440), Comprehensive Integrated Home Health Care Agency, Inc. (Case No. 13-01445), Mayer Eisenstein, M.D.S.C. (Case No. 13-01455) and Home Care Health Agency, Inc. (Case No. 13-1458). Debtor Mayer Eisenstein is both a physician and an attorney. MF GLOBAL: Attys Seek Fees in $27M Metals Settlement ---------------------------------------------------- Law360 reported that attorneys representing plaintiffs in two class actions against MF Global Inc. asked a New York federal court to approve attorneys' fees, each equal to about a third of some of the funds they were able to secure for their clients in the $27 million settlement over price manipulation in the palladium and platinum markets. According to the report, Doyle Lowther LLP, which represents the physical commodities investors, asked for about $4 million in fees and $229,230 in expense reimbursements. The case is In Re: Platinum and Palladium Commodities Litigation, Case No. 1:10-cv-03617 (S.D.N.Y.) before Judge William H. Pauley, III. About MF Global New York-based MF Global -- http://www.mfglobal.com/-- was one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm also was one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058), after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. On Nov. 7, 2011, the United States Trustee appointed the statutory creditors' committee in the Debtors' cases. At the behest of the Statutory Creditor's Committee, the Court directed the U.S. Trustee to appoint a chapter 11 trustee. On Nov. 28, 2011, the Bankruptcy Court entered an order approving the appointment of Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC, as Chapter 11 trustee. On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services LLC and MF Global FX Clear LLC filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and 11-15810). On Dec. 27, the Court entered an order installing Mr. Freeh as Chapter 11 Trustee of the New Debtors. On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr. Freeh also was installed as its Chapter 11 Trustee. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan LLP, as investigative counsel; (ii) FTI Consulting Inc., as restructuring advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel; and (iv) Pepper Hamilton as special counsel. The Official Committee of Unsecured Creditors has retained Capstone Advisory Group LLC as financial advisor, while lawyers at Proskauer Rose LLP serve as counsel. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. In April 2013, the Bankruptcy Court approved MF Global Holdings' plan to liquidate its assets. Bloomberg News reported that the court-approved disclosure statement initially told creditors with $1.134 billion in unsecured claims against the parent holding company why they could expect a recovery of 13.4% to 39.1% from the plan. As a consequence of a settlement with JPMorgan, supplemental materials informed unsecured creditors their recovery was reduced to the range of 11.4% to 34.4%. Bank lenders will have the same recovery on their $1.174 billion claim against the holding company. As a consequence of the settlement, the predicted recovery became 18% to 41.5% for holders of $1.19 billion in unsecured claims against the finance subsidiary, one of the companies under the umbrella of the holding company trustee. Previously, the predicted recovery was 14.7% to 34% on bank lenders' claims against the finance subsidiary. MINERAL PARK: Hit with WARN Suit Over Layoffs --------------------------------------------- Law360 reported that a former Mineral Park Inc. employee launched a putative class action in Delaware bankruptcy court, claiming the mining company violated the Worker Adjustment and Retraining Notification Act by axing hundreds of workers without proper warning. According to the report, plaintiff Brian Bartlett alleged that Mineral Park terminated him and some 300 other employees at its Arizona facility Jan. 9 without providing the 60-day advance written notice required by the federal WARN Act. The Troubled Company Reporter, on Jan. 5, 2015, reported that Arizona Department of Economic Security spokesperson Nicole Moon said that the mine company informed the state on Dec. 29, 2014, that the layoffs would affect 383 workers. About Mineral Park Mineral Park, Inc., Bluefish Energy Corp. and two affiliates commenced proceedings under Chapter 11 of the Bankruptcy Code in Delaware on Aug. 25, 2014. The cases are pending before the Honorable Kevin J. Carey and are jointly administered under Case No. 14-11996. Mineral Park and its affiliated debtors are subsidiaries of Mercator Minerals Ltd. ("MML"), a mineral resource company engaged through various subsidiaries in the mining, exploration, development and operation of its mineral properties in Mohave County, Arizona, and Sonora, Mexico. Mineral Park's principal asset is the Mineral Park Mine, a producing copper-molybdenum mine located near Kingman, Arizona. Bluefish is the owner and operator of the industrial gas turbine power generator at the Mine. British Columbia, Canada-based MML, which has shares trading on the Toronto Stock Exchange under the trading symbol "ML", is not included in the bankruptcy filing. The Debtors have tapped Pachulski Stang Ziehl & Jones LLP as counsel, Evercore Group LLC as investment banker, FTI Consulting, Inc., as financial advisor, FTI's David J. Beckman as CRO, and FTI's Paul Hansen as assistant CRO. Prime Clerk LLC is the claims and noticing agent. The U.S. Trustee for Region 3 appointed three creditors of Mineral Park, Inc. and its affiliates to serve on the official committee of unsecured creditors. The Committee selected Stinson Leonard Street LLP and Hiller & Arban LLC as its counsel. Mineral Park reported $286 million in total assets and $266 million in total liabilities. MODULAR SPACE: S&P Revises Outlook to Negative & Affirms 'B-' CCR ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on mobile office and modular building lessor Berwyn, Pa.-based Modular Space Corp. to negative from stable. At the same time, S&P affirmed the ratings on the company, including the 'B-' corporate credit rating. The 'B-' rating on the company's $365 million senior secured second-lien notes due 2019 and '3' recovery rating indicates S&P's expectation of meaningful (50%-70%) recovery to holders of these notes in the event of a payment default. The outlook revision reflects Standard & Poor's view that Modular Space's credit metrics could remain weak, stemming largely from losses related to a customer dispute on a large sale, foreign exchange losses due to the strength in the U.S. dollar compared to the Canadian dollar, continued softness in domestic markets, and declining oil prices, which S&P expects to have an impact on Canada, the company's highest margin geography. S&P's base-case forecast assumes that the ratio of funds from operations to debt will remain in the 3%-4% range in 2015. In addition, S&P could revise its liquidity assessment to "less than adequate" from "adequate" if the company does not refinance in a timely manner its asset-based lending facility maturing June 2016. The rating on Modular Space reflects the cyclicality of demand for Modular Space's leased modular units, the company's significant debt levels and weak credit metrics, fairly diverse end markets, and low customer concentration. MOHEGAN TRIBAL: S&P Affirms All Ratings Including 'B-' ICR ---------------------------------------------------------- Standard & Poor's Ratings Services affirmed all ratings, including the 'B-' issuer credit rating, on Mohegan Tribal Gaming Authority (MTGA). The outlook is stable. At the same time, S&P assigned its 'B-' issue-level rating to the Mohegan Tribe of Indians of Connecticut's ("the Tribe's") proposed $20.7 million priority distribution bond due 2045. The Tribe will transfer the net proceeds of the proposed offering to Mohegan Tribal Finance Authority (MTFA) to be used to partly fund the development and construction of a 400-room select service hotel adjacent to Mohegan Sun in Connecticut. S&P also lowered its issue-level rating on the Tribe's priority distribution bonds due 2031 and 2033 to 'B-' from 'B' following a reassessment of S&P's notching analysis under its criteria. Standard & Poor's does not assign recovery ratings to Native American debt issues, as there are sufficient uncertainties surrounding the exercise of creditor rights against a sovereign nation. These include: whether the U.S. Bankruptcy Code would apply, whether a U.S. court would ultimately be the appropriate venue to settle such a matter, and to what extent a creditor would be able to enforce any judgment against the sovereign nation. The notching of S&P's issue-level ratings from its issuer credit rating on a given Native American issuer reflects the relative position of each security in the capital structure, incorporating the amount of higher ranking debt ahead of each issue. When no recovery analysis is performed and in jurisdictions that have limited precedent and data on recovery, S&P uses a rule-of-thumb approach to identify issues with superior recovery prospects as candidates for adding notches. Candidates for notching up are well-secured debt issues, where collateral consists of assets with a well-established track record with respect to recovery. S&P believes the pledge of revenue that secures the priority distribution bonds is insufficient collateral under S&P's criteria, and it do not believe there is a consistent and predictable track record across Native American issuers with respect to lender recovery in a default scenario to support notching the priority distribution bonds above S&P's issuer credit rating on MTGA. However, S&P believes debt service coverage of the priority distribution bonds remains strong (estimated to be more than 2x over the next several years factoring in the proposed new issuance), as they are serviced by the priority distributions that MTGA pays to the Tribe. Under MTGA's credit agreement, these priority distributions are allowed to be paid even in the event of an MTGA default and are paid prior to MTGA debt service. S&P's issuer credit rating on MTGA reflects MTGA's limited cash flow diversity, given its portfolio of two properties in two different gaming markets, and significant longer-term pressures that MTGA will face at its Connecticut property as nearby states allow or expand gaming options. The high quality of its properties, particularly its resort in Connecticut, somewhat offset these factors and support S&P's business risk assessment of "weak." "Our ratings also take into account adjusted leverage that we expect will remain above 6x through fiscal 2016, and our expectation that interest coverage will be in the high-1x area in fiscal 2015 and improve to the low-2x area at the end of fiscal 2016. We reduce MTGA's EBITDA by the $50 million priority distributions paid to the Tribe, because we consider these operating expenses of MTGA and the relinquishment payments to former developers (the last relinquishment payment prior to the agreement's expiration was made in January 2015). Although we expect operating expenses to increase modestly in 2017 once MTGA begins making lease payments to MTFA for the use of the newly opened hotel in Connecticut, we do not believe the payments will have a meaningful negative effect on overall EBITDA levels. These factors support our financial risk assessment of "highly leveraged"," S&P said The stable rating outlook reflects S&P's expectation that leverage will remain high, at over 6x, through fiscal 2016. S&P expects interest coverage to be in the high-1x area in fiscal 2015, improving to the low-2x area in fiscal 2016. S&P believes changes in the competitive landscape from new casinos in Massachusetts will result in cash flow declines and weakening leverage and coverage metrics over the next few years. Before that happens, S&P expects some improvement in leverage in 2015 and 2016 as MTGA focuses its excess cash flow generation on paying down debt and the relinquishment payment is eliminated, although S&P expects this leverage decline will be temporary and will reverse following performance declines related to the increasing supply of gaming operations in the region. MOHEGAN TRIBAL: S&P Assigns B- Issuer Credit Rating; Outlook Stable ------------------------------------------------------------------- Standard & Poor's Ratings Services said assigned its 'B-' issuer credit rating to Uncasville, Conn.-based Mohegan Tribal Finance Authority (MTFA). The rating outlook is stable. At the same time, S&P assigned its 'B-' issue-level rating to MTFA's proposed $102.1 million (aggregate principal amount) tribal economic development bonds due 2045. Concurrent with this transaction, The Mohegan Tribe of Indians of Connecticut (the Tribe) plans to offer $20.7 million priority distribution bonds for sale. The Tribe will contribute the net proceeds from this bond issuance to MTFA for the hotel construction project and to fund an additional six months of interest, in the event the tribal economic development bonds proceeds are inadequate to cover debt service due to delayed or extended construction. MTFA plans to use the combined proceeds to do these: -- Fund the development and construction of a 400-room select- service hotel on the Tribe's reservation in Uncasville, Conn.; -- Fund interest payments for the tribal economic development bonds through the planned 20-month construction period; and -- Fund transaction fees and expenses. S&P does not assign recovery ratings to Native American debt issues, since there are sufficient uncertainties surrounding the exercise of creditor rights against a sovereign nation. These include whether the U.S. Bankruptcy Code would apply, whether a U.S. court would ultimately be the appropriate venue to settle such a matter, and to what extent a creditor would be able to enforce any judgment against the sovereign nation. The notching of S&P's issue-level ratings from its issuer credit rating on a given Native American issuer reflects the relative position of each security in the capital structure and incorporates the amount of higher ranking debt ahead of each issue. Since the tribal economic development bonds are the only debt in MTFA's capital structure, S&P rates them at the same level as the issuer. "Our 'B-' issuer credit rating on MTFA reflects our assessment of the company's business risk profile as 'vulnerable' and its financial risk profile as 'highly leveraged,' based on our criteria," said Standard & Poor's credit analyst Carissa Schreck. "The stable rating outlook reflects our view that the proceeds from the financing and an interest reserve account will adequately cover capital expenditures and debt service expenses through the construction period, and that base rent payments from MTGA will sufficiently cover debt service costs upon opening of the hotel," said Ms. Schreck. S&P could lower the rating if it believes that MTGA would be unable or unwilling to pay base rent payments, pressuring MTFA's ability to cover debt service. S&P would likely lower the rating if EBITDA coverage of fixed charges fell below 1x. An upgrade is unlikely at this time, given that S&P expects the base rent payments to meet debt service costs once the hotel opens, and EBITDA coverage of fixed charges is about 1x. MOMENTIVE PERFORMANCE: Top Bondholders Fail in Collateral Suits --------------------------------------------------------------- Law360 reported that a New York bankruptcy judge has again rejected lawsuits accusing Momentive Performance Materials Inc. bondholders of stepping on higher-ranking creditors' collateral rights, finding no impropriety in the junior group's receipt of $7.1 million in legal fees from the debtor. According to the report, U.S. Bankruptcy Judge Robert Drain held that the amended complaints brought by two groups of senior secured bondholders did not cure the defects that sunk their original versions, which took aim at the second-lien creditors that championed Momentive's controversial restructuring plan and now control the company. About Momentive Performance Momentive Performance is one of the world's largest producers of silicones and silicone derivatives, and is a global leader in the development and manufacture of products derived from quartz and specialty ceramics. Momentive has a 70-year history, with its origins as the Advanced Materials business of General Electric Company. In 2006, investment funds affiliated with Apollo Global Management, LLC, acquired the company from GE. As of Dec. 31, 2013, the Company had 4,500 employees worldwide, of which 46% of the Company's employees are members of a labor union or are represented by workers' councils that have collective bargaining agreements. Momentive Performance Materials Inc., Momentive Performance Materials Holdings Inc., and their affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 14-22503) on April 14, 2014, with a deal with noteholders on a balance-sheet restructuring. As of Dec. 31, 2013, the Debtors had $4.11 billion of outstanding indebtedness, including payments due within the next 12 months and short-term borrowings. The Debtors said that the restructuring will eliminate $3 billion in debt. The Debtors have tapped Willkie Farr & Gallagher LLP as bankruptcy counsel with regard to the filing and prosecution of these chapter 11 cases; Sidley Austin LLP as special litigation counsel; Moelis & Company LLC as financial advisor and investment banker; AlixPartners, LLP as restructuring advisor; PricewaterhouseCoopers as auditor; and Crowe Horwath LLP as benefit plan auditor. Kurtzman Carson Consultants LLC is the notice and claims agent. The Court entered an order confirming the Plan on Sept. 11, 2014. The Official Committee of Unsecured Creditors tapped Klee, Tuchin, Bogdanoff & Stern LLP serves as its counsel; FTI Consulting, Inc., as its financial advisor; and Rust Consulting Omni Bankruptcy serves as its information agent. Wilmington Trust, National Association, the Trustee for the Momentive Performance Materials Inc. 10% Senior Secured Notes due 2020 -- 1.5 Lien Notes -- under the Indenture, dated as of May 25, 2012, by and between Momentive Performance, and The Bank of New York Mellon Trust Company, National Association, is represented by Mark R. Somerstein, Esq., Mark I. Bane, Esq., and Stephen Moeller- Sally, Esq., at Ropes & Gray LLP. U.S. Bank National Association -- as successor Indenture Trustee under the indenture dated as of Dec. 4, 2006, among Momentive Performance, the Guarantors named in the Indenture, and Wells Fargo Bank, N.A. as initial trustee, governing the 11.5% Senior Subordinated Notes due 2016 -- is represented in the case by Susheel Kirpalani, Esq., Benjamin I. Finestone, Esq., David L. Elsberg, Esq., Robert Loigman, Esq., K. John Shaffer, Esq., and Matthew R. Scheck, Esq., at Quinn Emanuel Urquhart & Sullivan, LLP; and Clark Whitmore, Esq., and Ana Chilingarishvili, Esq., at Maslon Edelman Borman & Brand, LLP. BOKF, NA -- as successor First Lien Trustee to The Bank of New York Mellon Trust Company, N.A., as trustee under an indenture dated as of Oct. 25, 2012, for the 8.875% First-Priority Senior Secured Notes due 2020 issued by Momentive Performance and guaranteed by certain of the debtors -- is represented by Michael J. Sage, Esq., Brian E. Greer, Esq., and Mauricio A. Espana, Esq., at Dechert LLP. Counsel to Apollo Global Management, LLC and certain of its affiliated funds are Ira S. Dizengoff, Esq., Philip C. Dublin, Esq., Abid Qureshi, Esq., Deborah J. Newman, Esq., and Ashleigh L. Blaylock, Esq., at Akin Gump Strauss Hauer & Feld LLP. Attorneys for Ad Hoc Committee of Second Lien Noteholders are Dennis F. Dunne, Esq., Michael Hirschfeld, Esq., and Samuel A. Khalil, Esq., at Milbank, Tweed, Hadley & McCloy LLP. The Debtors' Chapter 11 plan of reorganization became effective as of Oct. 24, 2014. * * * The Troubled Company Reporter, on Dec. 29, 2014, reported that Standard & Poor's Ratings Services assigned a 'B-' corporate credit rating to Momentive Performance Materials Inc. (MPM). The outlook is stable. At the same time, S&P assigned a 'B' issue rating and '2' recovery rating to the company's $1.1 billion 3.88% first-priority senior secured notes due 2021. In addition, S&P assigned a 'B-' issue rating and '4' recovery rating to the company's $250 million 4.69% second-priority senior secured notes due 2022. The TCR, on Jan. 20, 2015, reported that Moody's Investors Service has assigned a corporate family rating (CFR) of B3 and a probability of default rating (PDR) of B3-PD to Momentive Performance Materials Inc. Concurrently, Moody has assigned a B3 rating to Momentive's $1.1 billion, at 3.88%, first-lien senior secured notes due 2021; and a Caa2 rating to Momentive's $250 million, at 4.69%, second-lien senior secured notes due 2022. Moody's has also assigned an SGL-3 speculative grade liquidity rating. The outlook on the ratings is stable. NATROL INC: $1.29MM in Claims Switched Hands in 2014 Q4 ------------------------------------------------------- In the Chapter 11 case of Natrol, Inc., et al., 18 claims switched hands between October 2014 and December 2014: Transferee Transferor Claim Amount ---------- ---------- ------------ Claims Recovery Group LLC Abelman Frayne And $890.00 Schwab Claims Recovery Group LLC Abelman Frayne And $2,189.00 Schwab Claims Recovery Group LLC Haro Bicycle $27,216.00 Corporation Claims Recovery Group LLC Labeling Systems Inc $890.16 Claims Recovery Group LLC Oakwood Corporate $9,000.00 Housing EKC Financial LLC Cintas Corporation No. 2 $654.64 Southpaw Koufax LLC Atradius Trade Credit $328,639.68 Insurance Inc. Southpaw Koufax LLC CBS Corporation $595,600.00 Tannor Partners Credit Cendrowski Corporate $36,818.75 Fund, LP Advisors Tannor Partners Credit Sacher, Zelman, $62,012.24 Fund, LP Hartman, Paul, Beiley & Sacher, P.A. TRC Master Fund LLC Blower Dempsay Corp. $895.50 TRC Master Fund LLC Blower Dempsay Corp. $10,080.90 TRC Master Fund LLC Blower Dempsay Corp. $101,890.62 TRC Master Fund LLC Fox Television $52,200.00 Stations, Inc. TRC Master Fund LLC Information Resources, $5,140.93 Inc. TRC Master Fund LLC Information Resources, $17,427.04 Inc. TRC Master Fund LLC Information Resources, $22,567.97 Inc. TRC Master Fund LLC Symphonyiri Group $17,150.64 About Natrol, Inc. Headquartered in Chatsworth, Calif., Natrol, Inc. -- http://www.natrol.com-- is a wholly owned subsidiary of Plethico Pharmaceuticals Limited. Plethico Pharmaceuticals Limited (BSE: 532739. BO: PLETHICO) engages in the manufacturing, marketing and distribution of pharmaceutical and allied healthcare products around the world. Natrol products are made in the U.S. Established in 1980, Natrol, Inc. has been a global leader in the nutrition industry, and a trusted manufacturer and marketer of a superior quality of herbs and botanicals, multivitamins, specialty and sports nutrition supplements made to support health and wellness throughout all ages and stages of life. Natrol products are available in health food stores, drug and grocery stores, and mass-market retailers, and through Natrol.com and other online retailers. Natrol distributes products nationally through more than 54,000 retailers as well as internationally in over 40 other countries through distribution partners. Natrol, Inc., and its six affiliates sought bankruptcy protection on June 11, 2014 (Case No. 14-11446, Bankr. D. Del.). The case is assigned to Judge Brendan Linehan Shannon. The Debtors are represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq., at GIBSON, DUNN & CRUTCHER LLP, in Los Angeles, California; and Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J. Bambrick, Esq., at YOUNG CONAWAY STARGATT & TAYLOR, LLP, in Wilmington, Delaware. The Debtors' Claims and Noticing Agent is EPIQ SYSTEMS INC. The Debtors requested that the Court approve the employment of (i) Jeffrey C. Perea of the firm Conway MacKenzie Management Services, LLC as chief financial officer and for CMS to provide temporary employees to assist Mr. Perea in carrying out his duties; (ii) Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda & Williamson LLP as chief restructuring officer and for CMS to provide temporary employees to assist Mr. Milner in carrying out his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as tax services provider. The U.S. Trustee for Region 3 appointed five creditors of Natrol, Inc. to serve on the official committee of unsecured creditors. The Committee tapped to retain Otterbourg P.C. as lead counsel; (ii) Pepper Hamilton LLP as Delaware counsel; and (iii) CMAG as financial advisors. NORTH AMERICAN HEALTH: Case Summary & 15 Top Unsecured Creditors ---------------------------------------------------------------- Debtor: North American Health Care, Inc. 32836 Pacific Coast Highway, Suite 203 Dana Point, CA 92629 Case No.: 15-10610 Nature of Business: Health Care Chapter 11 Petition Date: February 6, 2015 Court: United States Bankruptcy Court Central District of California (Santa Ana) Judge: Hon. Mark S Wallace Debtor's Counsel: David L. Neale, Esq. LEVENE, NEALE, BENDER, YOO & BRILL LLP 10250 Constellation Blvd Ste 1700 Los Angeles, CA 90067 Tel: 310-229-1234 Fax: 310-229-1244 Email: dln@lnbrb.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by John L. Sorensen, president and chief executive officer. A list of the Debtor's 15 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb15-10610.pdf NORTH SHORE ENERGY: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: North Shore Energy Services, LLC 3471 Babcock Blvd, Suite 205 Pittsburgh, PA 15237 Case No.: 15-20390 Chapter 11 Petition Date: February 6, 2015 Court: United States Bankruptcy Court Western District of Pennsylvania (Pittsburgh) Judge: Hon. Carlota M. Bohm Debtor's Counsel: Donald R. Calaiaro, Esq. CALAIARO VALENCIK 428 Forbes Ave., Suite 900 Pittsburgh, PA 15219 Tel: 412-232-0930 Fax: 412-232-3858 Email: dcalaiaro@c-vlaw.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Michael Havelka, authorized individual. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/pawb15-20390.pdf NORTHWEST HARDWOODS: Moody's Affirms B2 Corporate Family Rating --------------------------------------------------------------- Moody's Investors Service affirmed the ratings of Northwest Hardwoods, Inc. ("NWH"), a national manufacturer and distributor of hardwood lumber used for diverse end products such as millwork, cabinetry, flooring, and furniture, including its B2 Corporate Family Rating and B2-PD probability of Default Rating. In a related rating action, Moody's affirmed the B3 rating assigned to NWH's Senior Secured Notes due 2021, which are being increased to $450 million from $300 million. The $150 million add-on will have essentially the same terms and conditions as the company's existing Notes due 2021, and will rank pari passu in right of payment. The rating outlook is stable. These rating actions follow NWH's recent announcement that it is acquiring ITL Corp., a North American hardwoods producer, for approximately $122 million. Proceeds from the proposed $150 million add-on will be used to finance the acquisition of ITL, reduce outstanding borrowings under NWH's revolving credit facility, and pay related fees and expenses. NWH is expanding its footprint into the Upper Appalachian region, a new source of hardwood for the company, by acquiring ITL's mills and concentration yards located in Ohio, West Virginia, North Carolina and Pennsylvania, as well as a large distribution/service center. Upon closing, NWH will have approximately 600 million board feet of hardwood sawmill capacity, strengthening NWH's position as the largest manufacturer of North American hardwood lumber. The following ratings will be affected by this action: Corporate Family Rating affirmed at B2; Probability of Default Rating affirmed at B2-PD; and, Senior Secured Notes due 2021 affirmed at B3 (LGD4). Ratings Rationale NWH's B2 Corporate Family Rating results from the company's leveraged capital structure. Moody's estimates pro forma leverage in the 5.25x -- 5.5x range when considering the net increase in debt and earnings derived from the acquisition of ITL. Pro forma interest coverage (measured as EBITA-to-interest expense) will fall to about 2.0x from 3.0x due to a combination of full-year interest on the debt used for the leveraged buyout of NWH by affiliates of Littlejohn & Co. in July 2014 and the debt used for the purchase of ITL (all ratios incorporate Moody's standard adjustments). NWH has significant negative tangible worth, but the pro forma debt credit metrics are reasonable relative to the current ratings. The company's ability to generate consistent free cash flow relative to its debt burden creates a significant credit risk. Cash interest payments alone will approach $34 million per year. Inclusive of expected free cash flow generated by ITL, NWH's free cash flow relative to adjusted debt remains weak at about negative 3.5% on a pro forma basis. A higher level of working capital expenditures relative to previous years to meet growing demand further limits NWH's ability to reduce revolver borrowings. Offsetting some of these concerns is NWH's leading position as a manufacturer and distributor of hardwood lumber with multiple mills and concentration yards throughout the United States. Moody's also expects NWH will benefit from the strength in new home construction and repair and remodeling, end markets from which NWH collectively derives about 60% of its revenues. NWH derives 30% of revenues from overseas exports, highlighted by good presence in China. Many overseas countries lack the capability for internal production and quick harvesting of high quality hardwoods, forcing demand for North American hardwood exports and creating a source of revenue stability for NWH. The remaining balance of revenues is derived from the industrial sector, for which the company mainly provides green lumber pallets. NWH's liquidity profile, characterized by revolver availability and the absence of any debt maturities until its revolver expires in 2019, gives NWH the financial flexibility to meet potential shortfalls in operating cash flows and higher working capital needs. Free cash flow will be used for reducing borrowings under the company's revolving credit facility. The stable rating outlook incorporates Moody's view that NWH's operating performance and resulting cash flow generation will improve, resulting in cash flow metrics that are more supportive of the current Corporate Family Rating. Due to NWH's leveraged capital structure and its inability to generate significant levels of free cash flow, positive rating actions are unlikely over the intermediate term. However, if the company expands its margins and generates free cash flow such that debt-to-EBITDA is sustained near 4.75x and free cash flow-to-debt remains above 5% (all ratios incorporate Moody's standard adjustments), then positive rating actions may ensue. A better liquidity profile could also support upwards ratings potential. Negative rating actions may occur if NWH fails to meet Moody's expectations for both operating and financial performance over the next 12 to 18 months. Debt-to-EBITDA sustained above 6.0x or EBITA-to-interest expense trends towards 1.5x (all ratios incorporate Moody's standard adjustments) could each pressure the ratings. A deterioration of the company's liquidity profile, characterized by a lack of free cash generation, high levels of revolving credit facility borrowings, or large debt-financed acquisitions or dividends, could also negatively affect ratings. The B3 rating assigned to NWH's $450 million Senior Secured Notes due 2021, one notch below the Corporate Family Rating, results from their structural subordination to NWH's $100 million asset-based revolving credit facility (unrated). The Notes have a first lien on substantially all of NWH's long-term assets, and a second lien on the assets securing the revolving credit facility. Moody's believe the residual value of the collateral securing the Notes will be modest in a recovery scenario. Hardwoods Intermediate Holdings II, Inc. will be issuer of the audited financial statements and is the direct parent holding company of Northwest Hardwoods, Inc., the primary operating entity. Hardwoods Intermediate Holdings II and NWH's material domestic subsidiaries guarantee both the revolving credit facility and Notes. Northwest Hardwoods, Inc., headquartered in Tacoma, WA, is a national manufacturer and distributor of hardwood lumber used for diverse end products such as mill work, cabinetry, flooring, and furniture. Approximately 30% of revenues are derived from exports. Littlejohn & Co., through its affiliates, will be the primary owner of Northwest Hardwoods. Revenues on a pro forma basis for the last 12 months through September 30, 2014 total about $765 million. The principal methodology used in this rating was Global Manufacturing Companies published in July 2014. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. NORTHWEST HARDWOODS: S&P Affirms 'B' CCR; Outlook Stable -------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B' corporate credit rating on Northwest Hardwoods Inc. The outlook is stable. At the same time, S&P affirmed its 'B' issue-level rating on the company's $450 million 7.5% senior secured notes due 2021, which includes a $150 million follow-on offering. Tacoma, Wash.-based Northwest Hardwoods Inc. is a manufacturer and distributor of hardwoods used in flooring, furniture, pallets, and other uses. "The stable outlook reflects our view that key drivers such as the ongoing U.S. housing recovery and improved repair and remodeling spending will support steady improvement in demand for hardwoods used in millwork, furniture, and other residential uses," said Standard & Poor's credit analyst Pablo Garces. "We also think slower but still healthy growth in China will support demand for wood used in pallets and other products. These favorable conditions are likely to drive higher EBITDA in 2015, with leverage below 5x by year end." An upgrade is unlikely in the next 12 months because S&P typically assess financial sponsor-owned companies as having highly leveraged financial risk profiles, even if credit might indicate otherwise at given point in time. This is because S&P incorporates the risk of subsequent leveraging. However, S&P could eventually upgrade Northwest Hardwoods by one notch if S&P expects leverage to stay below 5x EBITDA and S&P understands that management and the company's financial sponsor are committed to maintain more conservative financial policies. Given S&P's favorable view of the company's end markets, it believes a downgrade is unlikely in the next year unless the company's liquidity became constrained. Since S&P expects EBITDA to improve in this timeframe, the most likely downside scenario would involve more aggressive financial policies including leveraged acquisitions or distributions to the owner. S&P do not expect this to occur in the near term. OVERSEAS SHIPHOLDING: "Odd" Proskauer Suit Against Execs Nixed -------------------------------------------------------------- Law360 reported that a New York judge tossed a fraud suit brought by Proskauer Rose LLP against one current and one former executive of ex-client Overseas Shipholding Group Inc., which has accused the firm of tax-law malpractice, saying Proskauer's claims belonged in the malpractice litigation. According to the report, calling the suit "kind of odd," and refusing to accept the notion pushed by Proskauer's counsel Paul Spagnoletti of Davis Polk & Wardwell LLP that defendants James Edelson and Myles Itkin could somehow be targeted for tort claims and punitive damages, the New York judge dismissed the case. About Overseas Shipholding Overseas Shipholding Group, Inc. (OTC: OSGIQ), headquartered in New York, is one of the largest publicly traded tanker companies in the world, engaged primarily in the ocean transportation of crude oil and petroleum products. OSG owns or operates 111 vessels that transport oil and petroleum products throughout the world. Overseas Shipholding Group and 180 affiliates filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67 billion in liabilities. The Debtors tapped Cleary Gottlieb Steen & Hamilton LLP as counsel; Arsht & Tunnell LLP, as local counsel; Chilmark Partners LLC, as financial adviser; and Kurtzman Carson Consultants LLC, as claims and notice agent. The official committee of unsecured creditors tapped Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, as co-counsel; FTI Consulting, Inc., as financial advisor; and Houlihan Lokey Capital, Inc., as investment banker. The official committee of equity security holders tapped Brown Rudnick LLP and Fox Rothschild LLP as attorneys. Creditor Export-Import Bank of China engaged Fulbright & Jaworski LLP and Richards Layton & Finger PA as counsel, and Chilmark Partners, LLC as financial and restructuring advisor. U.S. Bank National Association, the successor administrative agent under the $1.5 billion credit agreement, tapped Milbank, Tweed, Hadley & McCloy LLP; Holland & Knight LLP; and Drinker Biddle & Reath LLP as counsel; and Lazard Freres & Co. LLC as advisor. Judge Walsh signed in July 2014 entered an order confirming the First Amended Joint Plan of Reorganization of OSG. The Plan, which became effective in August 2014, paid creditors in full. A blacklined version of the Plan dated July 17, 2014, is available at http://bankrupt.com/misc/OSGplan0716.pdf * * * The Troubled Company Reporter, on Aug. 14, 2014, reported that Moody's Investors Service assigned 'Caa1' ratings to the unsecured notes of OSG that are being reinstated pursuant to its plan of reorganization which becomes effective. Moody's also affirmed the 'B2' Corporate Family Rating and all of the other debt ratings it assigned to OSG on June 12, 2014 in anticipation of the conclusion of the Chapter 11 reorganization. The rating outlook is stable. The TCR, on Aug. 19, 2014, also reported that Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to OSG. The outlook is stable. PALLISER OIL: To File for Creditor Protection Under CCAA -------------------------------------------------------- Palliser Oil & Gas Corporation on Feb. 9 disclosed that, after careful consideration of all available alternatives, the Board of Directors of Palliser has determined that it is in the best interests of Palliser and all of its stakeholders to seek creditor protection under the Companies' Creditors Arrangement Act (Canada) (the "CCAA") and will make an application to the Court of Queen's Bench of Alberta on February 12, 2015 to seek such protection. Palliser received a "Notice of Intention to Enforce Security" from its banker, National Bank of Canada, on January 27, 2015, with demand that the full amount of Palliser's indebtedness outstanding as at January 27, 2015 of approximately $40,000,000 be repaid by the close of business on February 6, 2015. Palliser was not and is not in a position to meet the demands of the Bank. On February 9, 2015 the Bank provided Palliser with an application to appoint FTI Consulting Canada Inc. as a receiver and manager of the assets, undertakings and property of Palliser. This application is also scheduled for February 12, 2015. It is the understanding of Palliser that the Bank will seek to oppose Palliser's CCAA application. Management and the directors of Palliser have been in active discussions with interested third parties and continue to pursue a number of potential restructuring transactions to preserve and maintain value for all stakeholders. CCAA protection stays creditors and others from enforcing rights against Palliser and enables Palliser to continue attempting to restructure its financial affairs and continue operations. To that end, Palliser has a commitment from Invico Diversified Income Limited Partnership, whereby, subject to the approval of the Court, Invico will provide $1,250,000 in interim debtor-in-possession financing to Palliser. Paradigm Capital Inc. will continue to be engaged as Palliser's financial advisor with respect to the strategic alternatives and capital restructuring process. While CCAA protection, if granted, will allow Palliser to continue to attempt to restructure its financial affairs, the value of what will be left for shareholders is uncertain and will depend upon the terms of the proposed restructuring plan approved by the creditors and the Court. A material change report which was previously filed on a confidential basis with securities regulators will be filed on SEDAR. Palliser will issue a further press release on or before February 12, 2015 which will provide an update. About Palliser Palliser is a Calgary-based junior oil and gas company focused on high netback heavy oil production in the greater Lloydminster area of Alberta and Saskatchewan. PARASUCO RETAIL: To Close Seven Retail Stores in Canada ------------------------------------------------------- Parasuco Retail Inc. will close the seven retail stores it owns and operates in Canada, as of February 6, 2015. Parasuco Jeans Inc., headquartered in Montreal, Quebec will continue selling directly to customers through its online sales platform -- http://www.parasuco.com/-- and pursue further growth with its successful wholesale and private label divisions. These combined operations employ more than 70 Montrealers who will continue to grow the brand globally by sourcing, designing and developing the most fashionable and innovative denims. The Parasuco label owes much of its success to its constant creative renewal; Mr. Salvatore Parasuco developed stretch denim, the sandblasting of jeans, and he was the first to acid wash jeans in Canada. The move towards a strengthened online presence will allow Parasuco Jeans Inc. to remain competitive as it strives to reach broader markets. In order to proceed with the closing of its stores in an appropriate manner, Parasuco Retail inc. has voluntarily filed under the Bankruptcy and Insolvency Act (Canada), as its stores have struggled in a changing retail environment. KPMG has been appointed as trustee in this matter. About Parasuco Jeans Inc. Founded in Montreal by Mr. Salvatore Parasuco, Parasuco Jeans Inc. -- http://www.parasuco.com/-- offers unique design-driven premium denim collections at unparalleled value and uncompromising quality. As one of the most influential denim players in the industry, Parasuco Jeans Inc. has developed an international sales infrastructure of established showrooms, distributors, partners and licensees. PRECISION MEDICAL: Kipperman Okayed as Chapter 11 Trustee --------------------------------------------------------- The Bankruptcy Court approved the appointment of Richard M. Kipperman as Chapter 11 trustee for Precision Medical Holding, Inc. The U.S. Trustee said that Mr. Kipperman's bond is initially set at $10,000. The bond may require adjustment as the trustee collects funds of the estate, and the trustee is directed to inform the Office of the U.S. Trustee when changes to the bond are required or made. Mr. Kipperman was named interim trustee for the Debtor on Dec. 15, 2014. On Jan. 14, Mr. Kipperman, as interim Chapter 11 trustee, petitioning creditors Nikolay Savchuk, Torrey Pines Precision Medical, LLC, and American Medical Wholesale, and the Debtor agreed that, among other things: 1. appointment of a trustee under Section 1104 of the Bankruptcy Code is appropriate now that the order for relief has been issued; and 2. the parties agree for the trustee to continue to operate as a trustee under the same terms and with the same rights, responsibilities, and powers set forth by the Court's previous orders. About PMH Torrey Pines Precision Medical, LLC, Nikolay Savchuk, and American Medical Wholesale, which are collectively owed $3.7 million, filed an involuntary Chapter 11 petition against Precision Medical Holding, Inc., aka Precision Repair Network (Bankr. S.D. Cal. Case No. 14-09522) on Dec. 8, 2014. The Petitioning Creditors are represented by Jeffry A. Davis, Esq., Mintz Levin Cohn Ferris Glovsky & Popeo, in San Diego, California. RADIOSHACK CORP: Fitch Lowers Issuer Default Rating to 'D' ---------------------------------------------------------- Fitch Ratings has downgraded the Long-term Issuer Default Rating (IDR) for RadioShack Corporation to 'D' from 'C' following the company's announcement that it has filed Chapter 11. Fitch has also affirmed the 'CCC-/RR2' rating on RadioShack's $250 million secured term loan and has affirmed the company's senior unsecured notes rating at 'C/RR6'. Fitch has also withdrawn the ratings on the RadioShack's $535 million ABL facility and $50 million FILO term loan, which have been replaced by a new $285 million debtor-in-possession facility. RadioShack has entered into an asset purchase agreement with an affiliate of Standard General L.P. to acquire between 1,500 and 2,400 of the company's approximately 4,000 U.S. company-owned stores. Standard General has an agreement in principle with Sprint to establish a new dedicated mobility 'store within a store' in up to 1,750 of the acquired stores. The balance of the stores would be closed, though other bidders could submit offers for RadioShack's assets. RadioShack has entered into a $285 million debtor-in-possession financing from its current ABL lender group, led by DW Partners, L.P. This facility includes a roll-up of the company's prepetition revolver, letters of credit and FILO term loan. The ratings on the various securities reflect Fitch's recovery analysis, which is based on a liquidation value of RadioShack in a distressed scenario of $500 million as of Nov. 1, 2014. Most of the value comes from inventories, half of which are assumed to be mobile phones which are assigned a liquidation value of 80%, and the balance is other inventories at a liquidation value of 60%. Fitch uses a liquidation value of 30% for receivables to reflect the netting out of estimated payables to the wireless carriers. The $250 million secured term loan has superior recovery prospects (71% - 90%) and a rating of 'CCC-/RR2'. This loan is secured by a second lien on current assets and a first lien on fixed assets, intellectual property and equity interests in subsidiaries. Fitch expects that the loan could have a recovery at the high end of the range given the value of the underlying collateral. The $325 million of senior unsecured notes due in May 2019 are rated 'C/RR6', reflecting poor recovery prospects (0% - 10%). Fitch has taken these rating actions: RadioShack Corporation -- Long-term IDR downgraded to 'D' from 'C'; -- $250 million secured term loan affirmed at 'CCC-/RR2'; -- Senior unsecured notes affirmed at 'C/RR6'. Fitch has withdrawn these ratings: -- $535 million senior secured ABL revolver rated 'CCC/RR1'; -- $50 million senior secured ABL term loan rated 'CCC/RR1'. RADIOSHACK CORP: Moody's Cuts Prob. of Default Rating to D-PD ------------------------------------------------------------- Moody's Investors Service downgraded RadioShack Corporation's Probability of Default Rating to D-PD from Caa2-PD. The downgrade was prompted by RadioShack's February 5, 2015 announcement that it entered Chapter 11 in the United States Bankruptcy Court. Ratings Rationale Subsequent to the actions, Moody's will withdraw the ratings because RadioShack has entered bankruptcy. The following ratings were downgraded and will be withdrawn: Corporate Family Rating to Ca from Caa2 Probability of Default Rating to D-PD from Caa2-PD $325 million senior unsecured notes due May 2019 to C (LGD 5) from Caa3 (LGD 5) Speculative Grade Liquidity rating to SGL-4 from SGL-3 Outlook changed to Stable from Negative The principal methodology used in these ratings was Global Retail Industry published in June 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. RadioShack is a retailer of consumer electronics and peripherals, as well as a retailer of cellular phones. It operates roughly 4,469 stores in the U.S. and Mexico. The company also generates sales through a network of 876 dealer outlets worldwide. RADIOSHACK CORP: Retains A&G Realty to Manage Sale of Store Leases ------------------------------------------------------------------ A&G Realty Partners, a commercial real estate, advisory and investment group, on Feb. 9 disclosed that it has been retained by RadioShack to manage the sale of retail store leases and warehouses following the company's recent Chapter 11 bankruptcy filing. A&G Realty is currently accepting bids on the leases, which range from 1,200 to 5,300 square feet located in many of the major retail markets in the country including prestigious locations in NYC, Chicago, Los Angeles, Dallas, Puerto Rico and Miami. For a complete list of stores visit: http://www.agrealtypartners.com/radioshack-search "The company has done a great job with their real estate and are well positioned in key retail street, strip and mall locations. By taking assignment of leases, retailers have the opportunity to enter new markets and gain access to projects they may have previously been unable to penetrate. The availability of these leases is expected to attract interest from many national and local retailers," said Andy Graiser, A&G Co-President. "We expect store closing sales to move very quickly and there will be several waves of store closures. It is important for interested parties to move quickly on submitting offers for leases before the store closes," said Mr. Graiser. About A&G Realty Partners A&G Realty Partners -- http://www.agrealtypartners.com-- specializes in real estate dispositions, lease restructurings, facilitating growth opportunities, valuations and acquisitions. A&G Realty clients include some of the nation's most recognizable retail brands in healthy and distressed situations. A&G Realty was founded in 2012 and headquartered in New York with offices in Chicago and Los Angeles. About Radioshack Corporation Fort Worth, Texas-based RadioShack (NYSE: RSH) -- http://www.radioshackcorporation.com/-- is a retailer of mobile technology products and services, as well as products related to personal and home technology and power supply needs. RadioShack's retail network includes more than 4,300 company-operated stores in the United States, 270 company-operated stores in Mexico, and approximately 1,000 dealer and other outlets worldwide. RadioShack Corporation and 17 of its affiliates filed Chapter 11 petitions (Lead Case No. 15-10197) on Feb. 5, 2015. Joseph C. Maggnacca signed the petition as chief executive officer. Judge Kevin J. Carey presides over the cases. The Debtors disclosed total asssets of $1.2 billion and total debts of $1.3 billion. Jone Day and Pepper Hamilton LLP represent the Debtors as counsel. FTI Consulting, Inc., serves as the Debtors' restructuring advisors. Maeva Group, Inc. acts as the Debtors' turnaround advisor. Lazard Freres & Co. LLC is the Debtors' investment banker. A&G Realty Partners serves as the Debtors' real estate advisor. Prime Clerk acts as the Debtors' claims and noticing agent. RADIOSHACK CORP: S&P Lowers CCR to 'D' on Bankruptcy Filing ----------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on the Fort Worth, Texas-based RadioShack Corp. to 'D' from 'CCC-'. S&P also lowered all issue-level ratings on the company's debt issues to 'D'. The recovery ratings on the company's debt issues remain unchanged. The recovery rating on the company's senior unsecured notes remains a '6', indicating S&P's expectation of negligible (0-10%) recovery of principal. The ratings action follows the company's filing of a petition under Chapter 11of the U.S. Bankruptcy Code. The 'D' rating on RadioShack reflects the company's default due to its filing voluntary petitions for Chapter 11 bankruptcy protection. As part of the process, the company has signed a purchase agreement to sell 1,500 and 2,400 stores to General Wireless Inc. (an affiliate of Standard General L.P., which, through other affiliates, is a lender to the RadioShack Corp.). General Wireless has agreed in principal with Sprint to create a "store within a store". The company expects to close its remaining store base. RENEWABLE ENERGY: Turner Stone Expresses Going Concern Doubt ------------------------------------------------------------ Renewable Energy and Power, Inc., filed with the U.S. Securities and Exchange Commission on Feb. 5, 2015, its annual report on Form 10-K for the fiscal year ended Sept. 30, 2014. Turner, Stone & Company, L.L.P., expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has limited revenues and has a working capital deficiency. The Company reported a net loss of $341,000 on $603,800 of revenues for the fiscal year ended Sept. 30, 2014, compared to a net loss of $213,000 on $327,000 of revenues in 2013. The Company's balance sheet at Sept. 30, 2014, showed $1.83 million in total assets, $1.51 million in total liabilities, and stockholders' equity of $319,000. A copy of the Form 10-K is available at: http://is.gd/UTr7dU Renewable Energy and Power provides renewable energy that is competitive with fossil fuels by employing proprietary new technologies, and combining them with existing solar and wind power generation and LED lighting. RIVER CITY: Hearing Today on Continued Use of Cash Collateral ------------------------------------------------------------- The Bankruptcy Court will convene a hearing today, Feb. 10, 2015, at 10:00 a.m., to consider River City Renaissance, LC, and River City Renaissance III, LC's continued use of cash collateral. The Debtor, in an amended motion, is requesting for an interim access to cash collateral, in relation to the closing or consummation of the sales of assets. The Debtors related that use of cash collateral will fund their operations, well as assure a smooth transition of ownership with minimal to no detrimental effect on the residential tenants at the properties. The Debtors assured that the holders remain adequately protected by virtue of continuing, periodic cash payments and the equity cushions that exist in the properties as of the Petition Date. 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 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, solely in its capacity as Special Servicer for the respective trusts, filed a limited objection to Debtors' amended motion, stating that the holders have disagreed with the premise since the filing of the bankruptcy cases. 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 $27.3 million in assets and $29.2 million 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. ROADRUNNER ENTERPRISES: Case Summary & 20 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: Roadrunner Enterprises, Inc. dba Roadrunner Quick Stop dba Roadrunner Camping dba Roadrunner Enterprises dba Roadrunner Paving dba New Millenium Builders 13900 Jefferson Davis Highway Chester, VA 23831 Case No.: 15-30604 Chapter 11 Petition Date: February 6, 2015 Court: United States Bankruptcy Court Eastern District of Virginia (Richmond) Judge: Hon. Kevin R. Huennekens Debtor's Counsel: David K. Spiro, Esq. HIRSCHLER FLEISCHER, P.C. Post Office Box 500 Richmond, VA 23218-0500 Tel: (804) 771-9500 Fax: (804) 644-0957 Email: dspiro@hf-law.com rmcburney@hf-law.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Carl Adenauer, president. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Towne Bank $829,500 Attn: G. Robert Aston, Jr., CEO 5716 High Street Portsmouth, VA 23703 Towne Bank $791,856 Attn: G. Robert Aston, Jr., CEO 5716 High Street Portsmouth, VA 23703 Towne Bank $791,856 Attn: G. Robert Aston, Jr., CEO 5716 High Street Portsmouth, VA 23703 Towne Bank $791,856 Attn: G. Robert Aston, Jr., CEO 5716 High Street Portsmouth, VA 23703 Towne Bank $791,856 Attn: G. Robert Aston, Jr., CEO 5716 High Street Portsmouth, VA 23703 Towne Bank $791,856 Attn: G. Robert Aston, Jr., CEO 5716 High Street Portsmouth, VA 23703 Towne Bank $791,856 Attn: G. Robert Aston, Jr., CEO 5716 High Street Portsmouth, VA 23703 Towne Bank $791,856 Attn: G. Robert Aston, Jr., CEO 5716 High Street Portsmouth, VA 23703 Towne Bank $829,500 Attn: G. Robert Aston, Jr., CEO 5716 High Street Portsmouth, VA 23703 George Dimirack $450,000 411 Lilliston Ave Colonial Heights, VA 23834 EVB $169,479 Attn: Joe A. Shearin, CEO 307 Church Lane Tappahannock, VA 22560 Bank of McKenney $187,668 Attn: Richard M. Liles, CEO 20701 First Street Mc Kenney, VA 23872 Bank of McKenney $187,668 Attn: Richard M. Liles, CEO 20701 First Street Mc Kenney, VA 23872 Bank of McKenney $187,668 Attn: Richard M. Liles, CEO 20701 First Street Mc Kenney, VA 23872 Wells Fargo Business Credit $105,814 WF Business Direct PO Box 348750 Sacramento, CA 95834 EVB $88,463 Attn: Joe A. Shearin, CEO 307 Church Lane Tappahannock, VA 22560 Towne Bank $75,808 Attn: G. Robert Aston, Jr., CEO 5716 High Street Portsmouth, VA 23703 Bank of Southside Virginia $174,627 Attn: Peter Clements, CEO 17208 Halligan Park Rd. Carson, VA 23830 Peter Loy $50,000 530 Eastwind Ct Colonial Heights, VA 23834 Peter Loy $50,000 530 Eastwind Ct Colonial Heights, VA 23834 ROCKLIN ACADEMY: S&P Revises Outlook & Affirms 'BB+' Rating ----------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook to stable from negative and affirmed its 'BB+' rating on California Statewide Communities Development Authority's charter school revenue bonds, series 2011A and taxable series 2011B, issued for Rocklin Academy (TRA). "The outlook revision reflects the school's improved liquidity position and two consecutive years of operating surpluses on a full-accrual basis," said Standard & Poor's credit analyst Luke Gildner. "The stable outlook also reflects TRA's solid demand characteristics that support the achievability of the school's growth plans." Factors restraining the rating are very high pro forma lease adjusted maximum annual debt service (MADS) burden and pro form lease adjusted MADS coverage of less than 1x in fiscal 2014 as the school expands to a fourth campus. TRA opened its fourth public charter school in fall 2014. The schools are located in Rocklin, which is situated in Placer County in Northern California, approximately 23 miles east of Sacramento. The Rocklin Academy received its first charter in 2000, and its first school opened in 2001. Combined enrollment in fall 2014 was 2083 for kindergarten through 12th grade (K-12) with a combined wait list of more than 1,400, primarily in grades K-5. TRA used bond proceeds to purchase property and make capital improvements on land and a building where the new high school campus is now located. Improvements included the refurbishment of the existing space consisting of 19 core classrooms, four science classrooms (including two laboratories), and other space that supports up to 730 students. The project was completed in two phases. The first phase, completed in August 2011, and the second phase concluded in early 2012. In addition, proceeds refunded $200,000 of an outstanding loan. The 30-year bonds are a general obligation of the TRA, and most of the debt is tax exempt. The bonds are also secured by a deed of trust. The stable outlook reflects S&P's view that TRA's operations, liquidity, and enrollment will continue to improve. S&P could consider taking a negative rating action if days' cash on hand drops to less than 30 days or if MADS coverage does not continue to improve. S&P would view the issuance of additional debt without a commensurate growth in resources negatively. While unlikely, S&P could raise the rating if the school's operations consistently generate pro form lease adjusted MADS coverage in excess of 1.3x and the cash position increases to 100 days'. ROYAL MANOR: Grossman Loses Two Appeals Before 6th Circuit BAP -------------------------------------------------------------- The United States Bankruptcy Appellate Panel, Sixth Circuit, heard two related appeals over monetary sanctions and post-judgment efforts to collect those sanctions arising out of an attorney's representation of claimants who filed a $2,142,000 non-priority unsecured proof of claim in jointly administered Chapter 11 bankruptcy cases of Royal Manor Management, Inc. The claim was disallowed by the bankruptcy court, with that decision being affirmed by both the District Court for the Northern District of Ohio and the Sixth Circuit Court of Appeals. As a result of the multitude of filings, strategies employed and positions taken over a six-year period, the bankruptcy court sanctioned the attorney, Dennis Grossman, the sum of $207,004 pursuant to 28 U.S.C. Sec. 1927 and the court's inherent authority under 11 U.S.C. Sec. 105, representing the attorney fees expended by counsel for the Official Committee of Unsecured Creditors and, post-confirmation, the Liquidation Trustee and his counsel, directly or indirectly related to the claim litigation. Grossman appeals the orders sanctioning him. He also appeals an order denying a motion which sought the recusal of the Bankruptcy Judge pursuant to 28 U.S.C. Sec. 455. In a separate appeal, Grossman challenges the retention of special counsel to collect the judgment against him and also an order requiring him to submit to a debtor's examination and provide written discovery. Both bankruptcy court orders are affirmed, according to Bankruptcy Appellate Panel Judge Guy R. Humphrey, who penned the Feb. 5, 2015 Opinion, a copy of which is available at http://bit.ly/1zOB3Jnfrom Leagle.com. Royal Manor Management, Inc., headquartered in Brunswick, Ohio, filed for Chapter 11 bankruptcy (Bankr. N.D. Ohio Case No. 08-50421) on Feb. 12, 2008. Judge Marilyn Shea-Stonum presides over the case. Mark Schlachet, Esq., serves as Royal Manor's bankruptcy counsel. It disclosed $7,357 in assets and $15,066,772 in liabilities. SABRE INDUSTRIES: Moody's Affirms 'B3' Corporate Family Rating -------------------------------------------------------------- Moody's Investors Service affirmed Sabre Industries, Inc.'s B3 Corporate Family Rating (CFR) and B3-PD Probability of Default Rating (PDR). The action follows Sabre's agreement to acquire FWT, LLC (FWT), a Texas-based designer and manufacturer of steel structures for the electric transmission & distribution (T&D) market. At the same time, B2 ratings were assigned to a proposed $255 million first-lien term loan and $65 million revolving credit facility. The rating outlook remains stable. Moody's existing instrument ratings on Sabre (secured term loan and revolving credit, B2, LGD-3), a manufacturer of engineered towers and poles used in T &D as well as wireless communication infrastructure and provider of related services, are unchanged and will be withdrawn upon closing of the new facilities. Other sources of funds include incremental equity from sponsor Kohlberg & Company (Kohlberg) and $105 million in unsecured mezzanine notes (unrated). Combined proceeds will be used to pay-off Sabre's existing debt and purchase FWT. Ratings Rationale The addition of FWT improves Sabre's scale and market position in the T&D sector, diversifies its customer and geographic footprint and elevates the proportion of revenues realized through Alliance partnerships (long-term master supply agreements). Furthermore, FWT has historically generated higher margins than Sabre, which will lift consolidated margins. Sabre's B3 CFR incorporates the Company's relatively thin margins, elevated leverage and track record of negligible free cash flow. The combination of Sabre and FWT offers modest near-term synergies and creates profitable, longer-term growth opportunities but will also require some up-front outlays. Although Sabre's debt burden is increasing, incremental capital from Kohlberg helps solidify equity cushion in the capital structure. Sabre should continue to benefit from barriers to entry across its niche markets -- substantial upfront investment as well as the fact that customers tend to be reluctant to switch providers once a track record of quality and execution are established. Although orders are project driven and subject to cyclical trends, both the electric T&D and wireless communications industries have favorable long-term prospects. Years of under-investment has created the need to upgrade an aging T&D infrastructure and the rapid rise in usage of smartphones and other wireless devices has created the ongoing need for infrastructure to provide greater data capacity. Sabre's performance has fallen short of previous expectations from a combination of an increasingly competitive pricing environment and higher facility start-up and integration costs but has shown improving trends of late. Sabre has not realized positive free cash flow over the last three fiscal years on a cumulative basis. Cash flow generation should improve as growth-related expenditures are largely complete and capital investment should return to a more manageable run-rate in fiscal year 2016. The stable outlook anticipates modest revenue growth over the rating horizon and assumes volumes should at least sustain current margins and is premised upon firmer prospects for material free cash flow. Liquidity is adequate and supported by availability under a $65 million committed revolving credit facility that will be undrawn at transaction closing. Lower ratings or a negative outlook could develop if debt/EBITDA exceeded 6 times as a result of lower profitability or incurring additional debt, EBITA/interest fell below 1.25 times or if free cash flow remained negative. Developments that could lead to stronger ratings or a positive outlook include realizing stronger operating margins, lowering debt/EBITDA below 5 times combined with EBITA/interest coverage materially above 1.5 times and free cash flow/debt consistently above 5%. Ratings affirmed: Corporate Family, B3 Probability of Default, B3-PD Ratings assigned with Loss Given Default Assessments: $255 million secured term loan, B2 (LGD-3) $65 million secured revolving credit facility, B2 (LGD-3) Ratings to be withdrawn at transaction close: $158 million first lien term loans B2 (LGD-3) $80 million first lien revolving credit facility B2 (LGD-3) Rating Outlook: Stable The principal methodology used in these ratings was Global Manufacturing Companies published in July 2014. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Sabre Industries, Inc., headquartered in Alvarado, TX, manufactures towers, poles, shelters and related transmission structures used in the wireless communications and electric transmission and distribution industries. Annual revenues for fiscal 2014 (4/30 FYE) were approximately $700 million. SAMUEL WYLY: IRS Says Widow's Tax Liability Will Surpass $280MM --------------------------------------------------------------- Law360 reported that the U.S. Internal Revenue Service told a Texas bankruptcy court that the widow of a real estate tycoon found guilty of securities fraud likely owes "well in excess" of $280 million in total outstanding taxes, but that Caroline Dee Wyly cannot have the court determine the tax liability of her late husband's estate. According to the report, the IRS said the bankruptcy court lacks the jurisdiction to grant Dee Wyly's motion to determine the tax liability since the probate estate is not the debtor in the case. About Samuel Wyly Samuel Wyly filed for Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 14-35043) on Oct. 19, 2014, weeks after a judge ordered him to pay several hundred million dollars in a civil fraud case. In September, a federal judge ordered Mr. Wyly and the estate of his deceased brother to pay more than $300 million in sanctions after they were found guilty of committing civil fraud to hide stock sales and nab millions of dollars in profits. About Caroline Wyly Caroline Wyly is the widow of business tycoon Charles Wyly. She and her brother-in-law Sam Wyly sought Chapter 11 bankruptcy protection as leverage to settle a looming tax bill and a $329 million claim from the Securities and Exchange Commission. Her bankruptcy is In re Caroline D. Wyly, 14-35074, in U.S. Bankruptcy Court, Northern District Texas (Dallas). SARALAND LLLP: Judge Tosses Appeal From Denial to Continue Hearing ------------------------------------------------------------------ Judge Dudley H. Bowen of the U.S. District Court for the Southern District of Georgia, Dublin Division, dismissed for failure to prosecute an appeal filed by Lister W. Harrell on July 16, 2014, pertaining to debtor Saraland, LLLP. The appellate case is titled In re Saraland, LLLP, Case No. 314-091. Mr. Harrell is a general partner of the Debtor. He is appealing the Bankruptcy Court's Order of June 27, 2014, which denied his motion to continue a hearing. Judge Bowen opines that the appeal was deficient in several respects, particularly in its failure to substantially conform to the appropriate Official Form for a notice of appeal and in the failure to pay the $298 filing fee. Judge Bowen explains that Mr. Harrell was given seven days to cure the noted deficiencies but he failed to do so. A full-text copy of the December 9, 2014 Order is available at http://bit.ly/1vB1YKqfrom Leagle.com. Saraland, LLLP, filed for Chapter 11 bankruptcy (Bankr. S.D. Ga. Case No. 12-30113) in Dublin, on March 29, 2012. SCRUB ISLAND: Court Denies FirstBank PR's Bid to Excuse Receiver ---------------------------------------------------------------- The U.S. Bankruptcy Court, in an amended order, denied FirstBank Puerto Rico's motion to excuse receiver from compliance with Section 543 of the Bankruptcy Code. On Dec. 30, 2014, the Court considered the confirmation of the Scrub Island Development Group Limited, et al.' First Amended Joint Plan, as modified, and the motion of FirstBank PR. The Court also ordered that The BVI Receiver will comply with the terms of the confirmed Plan and the confirmation order entered in the cases. 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 scheduled $126 million in assets and $131 million in 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. SCRUB ISLAND: FirstBank's Collateral Valued at $37.2 Million ------------------------------------------------------------ The U.S. Bankruptcy court determined that the value of FirstBank's Collateral is $37.2 million, subject to any relief that may be accorded to Scrub Island Development Group Limited, et al., in the Lender Liability Action. The Court also ordered that FirstBank will have allowed secured claims of $37.2 million in the cases. As reported in the TCR on Sept. 22, 2014, the Debtors asked the Court to establish the valuation of FirstBank's collateral in order to fix the amount of FirstBank's secured claim to be paid under FirstBank Option B of the Debtors' First Amended Joint Plan of Reorganization. FirstBank Puerto Rico is a commercial banking institution incorporated under the laws of the Commonwealth of Puerto Rico. In the proofs of claim filed in these cases, FirstBank has asserted that, as of the Petition Date, (a) SIDG was indebted to FirstBank in an aggregate amount of $119 million, (b) SICL was indebted to FirstBank in an aggregate amount of $3.20 million, and (c) FirstBank was secured by properly perfected liens on certain real property and personal property of the Debtors located in the British Virgin Islands. The Debtors' Plan proposes two treatments for the FirstBank secured claims, to the extent allowed. One plan treatment contemplates payment of the allowed secured claim of FirstBank based on the value of the Collateral as determined by the Court. The Debtors estimate that the value of the Collateral is not more than $40 million. The estimated secured value of the Collateral is based on the Debtors' books and records, its knowledge of the Collateral, statements by FirstBank, and previous appraisals obtained by FirstBank. Additionally, FirstBank executed a term sheet accepting $37.5 million, including a financing component, during the pendency of the Chapter 11 cases. The Debtors have retained an independent valuation report for the Collateral. This valuation is proposed for purposes of establishing the secured claims of FirstBank with respect to the Collateral for purposes of confirmation of the Plan. 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 scheduled $126 million in assets and $131 million in 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. SEA LAUNCH: Satellite JV Partner Drops Some Claims in Boeing Suit ----------------------------------------------------------------- Law360 reported that the Norwegian partner in a satellite launching joint venture funded by Boeing Co. dropped its intervening claims against the Ukrainian partner in a $350 million lawsuit brought by Boeing over the Ukrainian and Russian partners' failure to repay loans when the venture went bankrupt, according to a California federal court. The report related that Old Kvaerner Invest AS, which owned 20 percent of the "Sea Launch Co." venture, dropped its breach of contract claims against satellite and rocket designers KB Yuzhnoye and development and manufacturing company PO Yuzhnoye. Energia Logistics Ltd., the Russian partner in failed satellite venture Sea Launch, accused Boeing of failing to produce all of the launch contracts that would allegedly prove Boeing had contributed to the venture's bankruptcy, which has led to a $350 million contract dispute in California federal court, Law360 further related. Energia's status conference report contends that during discovery, former managing venture partner Boeing produced only one of multiple launch-related contracts with the U.S. government and an incomplete list of prices, the report added. As previously reported by the TCR, Boeing hit its Russian and Ukrainian Sea Launch joint venture partners with a lawsuit accusing them of skipping out on more than $350 million they are allegedly on the hook for over the failure of a commercial satellite launching company that went bankrupt in 2009. In a complaint filed in California federal court, the Chicago- based aerospace giant says its Russia-based partner S.P. Korolev Rocket and Space Corp. Energia and Ukrainian partner KB Yuzhnoye refused to carry out their obligations under their joint venture agreement. The case is The Boeing Company et al v. KB Yuzhnoye et al, Case No. 2:13-cv-00730 (C.D. Cal.), before Judge Andre Birotte, Jr. About Sea Launch Sea Launch Company, L.L.C., is a satellite-launch services provider that offers commercial space launch capabilities from the Baikonur Space Center in Kazakhstan. Its owners include Boeing Co., RSC Energia, and Aker ASA. Sea Launch filed for Chapter 11 protection (Bankr. D. Del. Case No. 09-12153) on June 22, 2009. Joel A. Waite, Esq., and Kenneth J. Enos, Esq., at Young, Conaway, Stargatt & Taylor LLP, in Wilmington, Delaware, serve as the Debtor's counsel. At the time of the filing, the Company said its assets range from $100 million to $500 million and debts are at least $1 billion. Sea Launch Company has successfully completed its Chapter 11 reorganization process, effective Oct. 27, 2010. As part of the court-approved Plan of Reorganization, Energia Overseas Limited (EOL), a Russian corporation, will have acquired a majority ownership of the reorganized Sea Launch entity. The Plan of Reorganization was approved by Judge Brendan Shannon, in the U.S. Bankruptcy Court in Wilmington, Delaware, on July 27, 2010. The successor entity, Sea Launch S.a.r.l., will be responsible for corporate functions at its operations headquarters and will maintain some assets at Sea Launch Home Port, in the Port of Long Beach, in Southern California. SEVEN COUNTIES: District Court Won't Stay Plan Approval Order ------------------------------------------------------------- District Judge David J. Hale in Louisville, Kentucky, denied the request of the Kentucky Employees Retirement System and the Board of Trustees of the Kentucky Retirement Systems to stay the Jan. 6, 2015 orders of the Bankruptcy Court for the Western District of Kentucky confirming Seven Counties Services, Inc.'s Chapter 11 Plan of Reorganization. KERS argue that the reorganization plan should not be allowed to go into effect until the Court has resolved their appeals of the confirmation orders and the bankruptcy court's May 30, 2014 opinion. Because KERS failed to show that they are likely to prevail on the merits of their appeals or to suffer irreparable harm if a stay is not granted, the motion to stay will be denied, the Court said. Three appeals involving KERS and Seven Counties are currently before the District Court: the appeal of the confirmation orders, KERS's appeal of the May 30 opinion, and Seven Counties' cross-appeal of the May 30 opinion. In the May 30 opinion, which was issued following a seven-day trial of the competing adversary proceedings filed by Seven Counties and KERS, the bankruptcy court concluded: (1) that Seven Counties is not a "governmental unit" and therefore is a "person" qualifying for relief under Chapter 11 of the Bankruptcy Code; (2) that KERS were not entitled to a permanent injunction requiring Seven Counties to continue making contributions to the retirement system; and (3) that the relationship between KERS and Seven Counties is contractual and that the contract is executory, meaning that Seven Counties may reject it under 11 U.S.C. Sec. 365. A copy of the District Court's Feb. 4 Memorandum Opinion and Order is available at http://bit.ly/1zoB4Affrom Leagle.com. About Seven Counties Seven Counties Services Inc., a not-for-profit behavioral services provider from Louisville, Kentucky, filed for Chapter 11 protection (Bankr. W.D. Ky. Case No. 13-31442) on April 4, 2013. The agency generates more than $100 million a year in revenue and employs a staff of 1,400 providing services at 21 locations and 120 schools and community centers. The petition was signed by Anthony M. Zipple as president/CEO. The Debtor scheduled assets of $45.6 million and scheduled liabilities of $233 million. Judge Joan A. Lloyd presides over the case. David M. Cantor, Esq., Neil C. Bordy, Esq., Charity B. Neukomm, Esq., Tyler R. Yeager, Esq., and James E. McGhee III, Esq., at SEILLER WATERMAN LLC, serve as counsel to the Debtor. Bingham Greenebaum Doll LLP and Wyatt, Tarrant & Combs LLP have been retained by the Debtor as special counsel. Hall, Render, Killian, Heath & Lyman, PLLC, is special counsel to represent and advise it in the implementation of its new software system. Peritus Public Relations, LLC, has been tapped to provide public relations and public affairs support in Kentucky. Fifth Third Bank, the cash collateral lender, is represented by Brian H. Meldrum, Esq., at STITES & HARBISON PLLC; and Robert C. Goodrich, Jr., Esq., at STITES & HARBISON PLLC. SHELL POINT: S&P Raises Rating on Revenue Debt From 'BB+' --------------------------------------------------------- Standard & Poor's Ratings Services raised its rating on Lee County Industrial Development Authority, Fla.'s revenue debt, issued for Shell Point Village, one notch to 'BBB-' from 'BB+'. The outlook is stable. The upgrade reflects Standard & Poor's opinion of several fiscal years of very solid operating performance generating improved debt service coverage more in-line with the higher rating, very strong demand across the continuum, and continued unrestricted reserve growth. The upgrade also incorporates Standard & Poor's opinion that management will likely continue to generate strong operational results over the next several fiscal years based on projections while it continues to grow the balance sheet, coupled with the successful completion of the estuary project. "We could raise the rating over the outlook's two-year period if management were to maintain operating performance at current levels while incrementally growing the balance sheet with the unrestricted-reserves-to-long-term-debt ratio exceeding 60% and days' cash on hand exceeding 400 days', which management has committed to maintaining over the long term," said Standard & Poor's credit analyst Margaret McNamara. "We could lower the rating or revise the outlook to negative if operating performance were to deteriorate significantly, resulting in a decrease in debt service coverage of less than 2x; if liquidity were to decrease with days' cash on hand decreasing below 250 days'; or if the village were to fail to complete the estuary project." The stable outlook reflects Standard & Poor's opinion of Shell Point's solid and consistent operating performance over the past several fiscal years, coupled with very strong demand, management that has shown its commitment to the organization, and maintenance of strong operating results. The obligated group's revenue pledge, debt service reserve fund, and mortgages secure the bonds. The obligated group includes Shell Point and Alliance, a retirement community in Deland that has a common governance structure with Shell Point. SKYLINE MANOR: Trustee Wants DHHS Barred from Recapture Claim ------------------------------------------------------------- Ron Ross, Chapter 11 trustee for Skyline Manor, Inc., asks the Bankruptcy Court to reconsider, alter, or amend its order dated Dec. 17, 2014; and hold that the State of Nebraska, Department of Health and Human Services is not entitled to collect its recapture claim from the indemnification trust fund. The Trustee asserts that the Court's order is incorrect and contrary to the well-established law for three reasons: 1) it holds, in effect, that Section 363(f)(5) requires an interest holder to be paid in full in order for approval of a sale free and clear of that interest, resulting in disregard of the Bankruptcy Code's priority scheme; 2) it indicates that DHHS' Recapture Claim arises due to rejection of an executory contract; and 3) it results in misuse of the Indemnity Trust Fund. The Court determined that DHHS is entitled to collect its depreciation recapture under state law from the indemnification fund established or to be established as a result of the sale of the Debtor's property and the change in the provider at the facility. The Trustee sought to sell the facility -- a retirement community in Omaha, Nebraska, consisting of a continuing care facility, a skilled nursing and rehabilitation center, and a personal care center -- to Menomonee Health Holdings LLC. DHHS objected to the proposed sale, asserting that DHHS must be paid $373,000 in recaptured depreciation from the sale proceeds on the grounds that the right to recapture depreciation is not an interest in the property to be sold. In the alternative, DHHS argued that if that depreciation is not recaptured, the buyer must be assigned a lower basis cost for the facilities purchased, which is part of the calculation of per diem payments. DHHS also maintains that Skyline cannot assign its Medicaid provider agreement to Menomonee in the context of the property sale because sovereign immunity prevents the Bankruptcy Code from impinging upon state law requirements applicable to DHHS' administration of the Medicaid program and the licensing of health care facilities. The trustee is represented by: Brandon R. Tomjack, Esq. T. Randall Wright, Esq. BAIRD HOLM LLP 1700 Farnam St., Suite 1500 Omaha, NE 68102-2068 Tel: (402) 344-0500 E-mail: rwright@bairdholm.com btomjack@bairdholm.com About Skyline Manor Skyline Manor Inc. is a Nebraska non-profit corporation that operates a 199-unit continuing care retirement community and a 140 unit independent living facility in Omaha. Skyline Manor filed a Chapter 11 bankruptcy petition (Bankr. D. Neb. Case No. 14-80934) on May 8, 2014. The petition was signed by John W. Bartle as chief restructuring officer. Judge Thomas L. Saladino presides over the case. The Debtor disclosed $19.9 million in assets and $13.7 million in liabilities as of the Chapter 11 filing. Mr. Ross has been appointed as the Chapter 11 trustee for Skyline Manor. SPORTMAN'S LINK: 11th Cir. Affirms Denial of Disgorgement Motion ---------------------------------------------------------------- The United States Court of Appeals for the Eleventh Circuit affirms the denial of Sohail Abdulla's motion for disgorgement of fees and objection to the distribution of assets in the appellate case styled Sportman's Link, Inc., Plaintiff v. Klosinski Overstreet, LLP, Defendant-Appellee, Sohail Abdulla, Interested Party-Appellant, Case No. 14-12606. The Eleventh Circuit concludes that Mr. Abdulla has abandoned any challenge that he might have made to the denial of his request for the disgorgement of fees. The Eleventh Circuit adds that he lacks standing to request a special investigation about Klosinski's representation of Sportsman's. Mr. Abdulla appeals pro se the denial of his motion for disgorgement of fees and objection to the distribution of assets to Klosinski Overstreet, LLP, for its legal representation of his former business, Sportsman's Link, Inc., during its bankruptcy proceeding. Sportsman's retained Klosinski to assist in filing a petition for bankruptcy under Chapter 11, and Mr. Abdulla paid Klosinski a $20,000 retainer. Later, Sportsman's petition was converted to a Chapter 7 petition, and the Chapter 7 Trustee retained Klosinski as special counsel to pursue preference and fraudulent transfer actions for the Sportsman's estate. Klosinski filed 23 adversary proceedings and recovered more than $500,000 for the estate. In July 2011, Sportsman's, through counsel, filed an adversary proceeding against Klosinski for legal malpractice and breach of its fiduciary duties. The Chapter 7 Trustee filed an application to compromise the controversy for $20,000. Sportsman's objected and argued that Klosinski's failure to disclose its connections to two creditors, Georgia Bank & Trust Company of Augusta and Fairway Ford of Augusta, Inc., violated Ruled 2014(a) of the Federal Rules of Bankruptcy Procedure, and should result in a disgorgement of fees related to those collections. A full-text copy of the Opinion dated December 10, 2014, is available at http://bit.ly/1zzhzcXfrom Leagle.com. Sportman's Link, Inc. filed a Chapter 11 bankruptcy petition (Bankr. S.D. Ga. Case No. 07-bkc-10454) on March 13, 2007. The case was converted to Chapter 7 on July 22, 2008. SPRINT CORP: S&P Lowers CCR to 'B+' on Weak Financial Performance ----------------------------------------------------------------- Standard & Poor's Ratings Services said that it lowered its corporate credit rating on Overland Park, Kan.-based wireless carrier Sprint Corp. and its subsidiaries to 'B+' from 'BB-'. The rating outlook is negative. At the same time, S&P lowered its issue-level ratings on Sprint's guaranteed notes and revolving credit facility to 'BB' (two notches above the corporate credit rating) from 'BB+'. The '1' recovery rating remains unchanged, which indicates S&P's expectation for very high recovery (90%-100%) in the event of payment default. S&P also lowered its issue-level ratings on Sprint's EKN credit facility and the debt at the wholly owned Clearwire subsidiary to 'BB' from 'BB+'. The '1' recovery rating remains unchanged, indicating S&P's expectation for very high recovery (90%-100%) in the event of payment default. In addition, S&P lowered its issue-level ratings on Sprint's senior unsecured debt issues that are not guaranteed by its subsidiaries to 'B+' from 'BB-'. The '3' recovery rating remains unchanged, and indicates S&P's expectation for meaningful recovery (50%-70%) in the event of payment default. "The downgrade reflects our expectation that Sprint will be challenged to meaningfully improve its operating and financial performance in 2015 and 2016 because of aggressive price-based competition in the U.S. wireless market, network performance issues, and Sprint's high cost structure, which is particularly important in a maturing wireless industry," said Standard & Poor's credit analyst Allyn Arden. "The negative outlook reflects our view that poor brand recognition and aggressive competition from other wireless carriers will continue to pressure Sprint's post-paid customer base over the next year," said Mr. Arden. "Additionally, this will likely result in even weaker profitability -- even if the company is able to increase post-paid customers -- that could exacerbate FOCF deficits over the next year. S&P could lower the rating if competitive pressures result in continued elevated churn and pricing pressure, such that Sprint is unable to profitably grow its subscriber base over the next year and leverage rises to the 6.5x area. S&P could also lower the rating if the company is unable to fund FOCF deficits, which could pressure liquidity, depending on any mitigating actions SoftBank takes to bolster Sprint's liquidity. S&P could revise the outlook to stable if Sprint performs better than S&P assumes in its base-case scenario. This includes positive post-paid customer growth and margin expansion. An upgrade is unlikely over the next few years and would require the company to receive additional equity infusions from its parent, SoftBank, to fund FOCF deficits and if leverage were to decline to below 5x on a sustained basis. STANFORD GROUP: Chadbourne Says Malpractice Suit is Time-Barred --------------------------------------------------------------- Law360 reported that Chadbourne & Parke told a Texas federal judge that the Stanford Financial Group receiver's quest to pin malpractice claims on them related to billionaire Robert Allen Stanford's alleged $7 billion Ponzi scheme was "to no avail" because New York law and the statute of limitations bar the claims. According to the report, the law firm said there was no legal basis for allowing Ralph Janvey to sue them for malpractice. The case is Janvey et al v. Proskauer Rose LLP et al, Case No. 3:13-cv-00477 (N.D. Tex.), before Judge David C. Godbey. About Stanford Group The Stanford Financial Group was a privately held international group of financial services companies controlled by Allen Stanford, until it was seized by United States (U.S.) authorities in early 2009. Domiciled in Antigua, Stanford International Bank Limited -- http://www.stanfordinternationalbank.com/-- is a member of Stanford Private Wealth Management, a global financial services network with US$51 billion in deposits and assets under management or advisement. Stanford Private Wealth Management served more than 70,000 clients in 140 countries. On Feb. 16, 2009, the United States District Court for the Northern District of Texas, Dallas Division, signed an order appointing Ralph Janvey as receiver for all the assets and records of Stanford International Bank, Ltd., Stanford Group Company, Stanford Capital Management, LLC, Robert Allen Stanford, James M. Davis and Laura Pendergest-Holt and of all entities they own or control. The February 16 order, as amended March 12, 2009, directs the Receiver to, among other things, take control and possession of and to operate the Receivership Estate, and to perform all acts necessary to conserve, hold, manage and preserve the value of the Receivership Estate. The case in district court was Securities and Exchange Commission v. Securities Investor Protection Corp., 11-mc-00678, U.S. District Court, District of Columbia (Washington). The U.S. Securities and Exchange Commission, on Feb. 17, charged before the U.S. District Court in Dallas, Texas, Mr. Stanford and three of his companies for orchestrating a fraudulent, multi- billion dollar investment scheme centering on an US$8 billion Certificate of Deposit program. A criminal case was pursued against him in June before the U.S. District Court in Houston, Texas. Mr. Stanford pleaded not guilty to 21 charges of multi-billion dollar fraud, money- laundering and obstruction of justice. Assistant Attorney General Lanny Breuer, as cited by Agence France-Presse News, said in a 57-page indictment that Mr. Stanford could face up to 250 years in prison if convicted on all charges. Mr. Stanford surrendered to U.S. authorities after a warrant was issued for his arrest on the criminal charges. STOCKTON, CA: Court Issues Ruling on Plan, Franklin Objection ------------------------------------------------------------- The City of Stockton, California's plan of adjustment of debts is feasible and is in the best interests of creditors, Chief Bankruptcy Judge Christopher N. Klein said in a lengthy decision last week. All other element of confirmation having been established, the plan will be confirmed, he said. A copy of Judge Klein's Feb. 4, 2015 Opinion regarding confirmation and the status of CalPers is available at http://bit.ly/1ERCRWr from Leagle.com. The opinion supplements the Court's oral rulings rendered in open court on Oct. 1 and 30, 2014. Judge Klein resolved the single objection to confirmation raised by Franklin Templeton Investments. Franklin contends the City's failure to modify pensions means that the plan (1) is not proposed in good faith and (2) that Franklin's unsecured claim should be separately classified so that Franklin can be deemed to be a separate, non-accepting class as to which the plan may be confirmed only if, with respect to Franklin, it is fair and equitable and does not unfairly discriminate against it. "Although pensions may, as a matter of law, be modified by way of a chapter 9 plan of adjustment and although a CalPERS pension serving contract may be rejected without fear of an enforceable termination lien, the City's choice to achieve savings in total compensation by negotiating salary and benefit adjustments rather than pension modification is appropriate. Total compensation, of which pensions are a component, has been reduced. Indeed, the City's employees and retirees have surrendered more value in this chapter 9 case than the capital markets creditors," Judge Klein said. The California Public Employees' Retirement System, which by contract administers the City-sponsored pensions, says that California law insulates its contract from rejection and that the pensions themselves may not be adjusted. Although, it is doubtful that CalPERS even has standing to defend the City pensions from modification, CalPERS has bullied its way about in this case with an iron fist insisting that it and the municipal pensions it services are inviolable. The bully may have an iron fist, but it also turns out to have a glass jaw, Judge Klein said. Judge Klein said his decision determines that the obstacles interposed by CalPERS are not effective in bankruptcy: 1. the California statute forbidding rejection of a contract with CalPERS in a chapter 9 case is constitutionally infirm in the face of the exclusive power of Congress to enact uniform laws on the subject of bankruptcy under Article I, Section 8, of the U.S. Constitution -- the essence of which laws is the impairment of contracts -- and of the Supremacy Clause. 2. the $1.6 billion lien granted to CalPERS by state statute in the event of termination of a pension administration contract is vulnerable to avoidance in bankruptcy as a statutory lien. 3. the Contracts Clauses of the Federal and State Constitutions, as implemented by California's judge-made "Vested Rights Doctrine," do not preclude contract rejection or modification in bankruptcy. 4. Considerations of sovereignty and sovereign immunity do not dictate a different result. "As a matter of law, the City's pension administration contract with CalPERS, as well as the City-sponsored pensions themselves, may be adjusted as part of a chapter 9 plan," Judge Klein said. "But, when one turns to the question of plan confirmation, pensions must be viewed as but one aspect of total compensation. The City's plan achieves significant net reductions in total compensation (including lower pensions for new employees and elimination of up to $550 million in unfunded health benefits) that employees accepted in exchange for preserving existing pensions." All capital markets creditors, except Franklin, accepted a package of restructured bond debt in impairments reflecting their relative rights in collateral. Franklin did not fare as well because it took poor collateral to support its loan. Franklin is receiving about $4.35 million on its $36 million in bonds that were largely unsecured. "While that is unfortunate for Franklin, it reflects the bargain that Franklin made and the risk that it undertook. Its 12 percent overall return is not so paltry or unfair as to undermine the legitimacy of classification in the plan or the good faith of the plan proponent," Judge Klein said. Michael J. Gearin, Esq., at K&L Gates LLP, represents California Public Employees' Retirement System. James O. Johnston, Esq., at Jones Day, represents Franklin High Yield Tax-Free Income Fund and Franklin California High Yield Municipal Fund. About Stockton, Calif. The City of Stockton, California, filed a Chapter 9 petition (Bankr. E.D. Cal. Case No. 12-32118) in Sacramento on June 28, 2012, becoming the largest city to seek creditor protection in U.S. history. The city was forced to file for bankruptcy after talks with bondholders and labor unions failed. Stockton estimated more than $1 billion in assets and in excess of $500 million in liabilities. The city, with a population of about 300,000, identified the California Public Employees Retirement System as the largest unsecured creditor with a claim of $147.5 million for unfunded pension costs. In second place is Wells Fargo Bank NA as trustee for $124.3 million in pension obligation bonds. The list of largest creditors includes $119.2 million owing on four other series of bonds. The city is being represented by Marc A. Levinson, Esq., and John W. Killeen, Esq., at Orrick, Herrington & Sutcliffe LLP. The petition was signed by Robert Deis, city manager. Mr. Levinson also represented the city of Vallejo, Cal. in its 2008 bankruptcy. Vallejo filed for protection under Chapter 9 (Bankr. E.D. Cal. Case No. 08-26813) on May 23, 2008, estimating $500 million to $1 billion in assets and $100 million to $500 million in debts in its petition. In August 2011, Vallejo was given green light to exit the municipal reorganization. The Vallejo Chapter 9 plan restructures $50 million of publicly held debt secured by leases on public buildings. Although the Plan doesn't affect pensions, it adjusts the claims and benefits of current and former city employees. Bankruptcy Judge Michael McManus released Vallejo from bankruptcy on Nov. 1, 2011. The bankruptcy judge on April 1, 2013, ruled that the city of Stockton is eligible for municipal bankruptcy in Chapter 9. Judge Klein, in late October 2014, confirmed the debt-adjustment plan by the city of Stockton, rejecting arguments that it unfairly discriminated among creditors by chopping a mutual fund's recovery to near zero while shielding city retirees from any impairment at all. * * * The Troubled Company Reporter, on Sep. 26, 2014, reported that Moody's Investors Service has affirmed the long-term ratings of the city of Stockton's (CA) water and sewer enterprises' debts at Ba1. Moody's have also changed the outlook on the city's water bond rating to developing from stable, while the developing outlook on the sewer system's rating remains the same. The TCR, on Nov. 10, 2014, reported that Moody's Investors Service has upgraded to Ba3 from Caa3 the City of Stockton's (CA) series 2006 lease revenue bonds and affirmed the city's 2007 pension obligation at Ca. Moody's have removed the developing outlook from the Series 2006 bonds and Moody's have removed the negative outlook from the Series 2007 bonds. The TCR, on Nov. 14, 2014, reported that Standard & Poor's Ratings Services raised its long-term rating and underlying rating (SPUR) to 'B-' from 'CCC' on the Stockton Public Financing Authority, Calif.'s series 2003A and 2003B certificates of participation (COPs) and its SPUR to 'B-' from 'CCC' on the authority's series 2006A lease revenue refunding bonds. Standard & Poor's also affirmed its 'CC' SPUR on Stockton Redevelopment Agency's series 2004 (arena project) revenue bonds. All series are appropriation obligations of Stockton. The outlook on the series 2003A and 2003B COP long-term rating and SPUR and on the 2006A lease revenue refunding bond SPUR is stable, and the outlook on the series 2004 revenue bond rating (arena project) is negative. STONERIVER GROUP: Moody's Withdraws B2 Corporate Family Rating -------------------------------------------------------------- Moody's Investors Service has withdrawn all ratings for StoneRiver Group, LP, including the B2 Corporate Family Rating, B2-PD Probability of Default Rating, and B1 and Caa1 first- and second-lien senior secured bank credit facility ratings. Ratings Rationale The withdrawals follow the successful closing, in 2014, of Aon U.S. Holdings' acquisition of StoneRiver's National Flood Services business unit and the retirement of all of StoneRiver's outstanding debt. STUYVESANT TOWN: Jr. Creditors Kick $5.4B Loan Fight to State Court ------------------------------------------------------------------- Law360 reported that a New York federal judge ordered that a state court hear a lawsuit claiming CWCapital Asset Management LLC improperly seized the $5.4 billion Stuyvesant Town-Peter Cooper Village project following a debt default, a victory for junior lenders that say they were left out of the money. According to the report, U.S. District Judge Alison Nathan remanded the litigation to the New York state court where it was originally filed, finding no claim that would rise and fall based on the application of a federal statute. The case is PCVST Mezzco 4, LLC et al v. Wachovia Bank Commercial Mortgage Trust 2007-C30 et al., Case No. 1:14-cv-06023 (S.D.N.Y.). Stuyvesant Town and Peter Cooper Village is home to more than 30,000 residents. MetLife Inc. built the property in the 1940s with city assistance to house returning World War II veterans. SUNTECH AMERICA: Hires Richards Layton as Bankruptcy Counsel ------------------------------------------------------------ Suntech America, Inc. and Suntech Arizona, Inc. seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Richards, Layton & Finger, P.A. as their bankruptcy counsel, nunc pro tunc to the Jan. 12, 2015 petition date. The Debtors require Richards Layton to: (a) prepare all necessary petitions, motions, applications, orders, reports, and papers necessary to commence the Chapter 11 Cases; (b) advise the Debtors of their rights, powers and duties as debtors and debtors in possession under Chapter 11 of the \ Bankruptcy Code; (c) prepare on behalf of the Debtors all motions, applications, answers, orders, reports, and papers in connection with the administration of the Debtors' estates; (d) take action to protect and preserve the Debtors' estates, including the prosecution of actions on the Debtors' behalf, the defense of actions commenced against the Debtors in the Chapter 11 Cases, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the Debtors; (e) assist the Debtors with the sale of any of their assets pursuant to Section 363 of the Bankruptcy Code; (f) prepare the Debtors' disclosure statement and any related motions, pleadings, or other documents necessary to solicit votes on the Debtors' plan of reorganization; (g) prepare the Debtors' Chapter 11 plan; (h) prosecute on behalf of the Debtors, any proposed Chapter 11 plan and seeking approval of all transactions contemplated therein and in any amendments thereto; and (i) perform all other necessary legal services in connection with the Chapter 11 Cases. Richards Layton will be paid at these hourly rates: Mark D. Collins $825 Paul N. Heath $650 Zachary I. Shapiro $490 William A. Romanowicz $375 Lindsey Edinger $235 Partners $585-$825 Counsel $525 Associates $260-$490 Paraprofessionals $235 Richards Layton also be reimbursed for reasonable out-of-pocket expenses incurred. Prior to the Petition Date, the Debtors paid Richards Layton a total retainer of $310,000 in connection with and in contemplation of the Chapter 11 Cases. Mark D. Collins, director of Richards Layton, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Richards Layton can be reached at: Mark D. Collins, Esq. RICHARDS, LAYTON & FINGER, P.A. 920 N. King Street Wilmington, DE 19801 Tel: 302-651-7700 Fax: 302-651-7701 E-mail: collins@rlf.com About Suntech America Suntech America, Inc., and Suntech Arizona, Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 15-10054 and 15-10056) on Jan. 12, 2015. Judge Christopher S. Sontchi presides over the case. Mark D. Collins, Esq., Paul Noble Heath, Esq., William A. Romanowicz, Esq., Zachary I Shapiro, Esq., at Richards, Layton & Finger, P.A., serve as the Debtors' bankruptcy counsel. Upshot Services LLC is the Debtors' claims and noticing agent. The Debtors estimated their assets at between $100 million and $500 million, and their debts at between $100 million and $500 million. Headquartered in San Francisco, California, Suntech America, aka Suntech Power, an affiliate of Wuxi, China-based Suntech Power Holdings Corp., was the main operating subsidiary of the Suntech Group in the Americas and its primary business purpose was acting as an intermediary for marketing, selling and distributing Suntech Group manufactured products. SUNTECH AMERICA: Taps UpShot Services as Administrative Agent ------------------------------------------------------------- Suntech America, Inc., and Suntech Arizona, Inc., seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ UpShot Services LLC as administrative agent, nunc pro tunc to the Jan. 12, 2015 petition date. The Debtors seek to retain UpShot Services to provide, among other things, the following bankruptcy administrative services, if and to the extent requested: (a) compile and aggregate data for drafting of the Debtors' schedules and statements of financial affairs; (b) tabulate votes and perform subscription services as may be requested or required in connection with any and all plans filed by the Debtors and provide ballot reports and related balloting and tabulation services to the Debtors and its professionals; (c) generate an official ballot certification and testify, if necessary, in support of the ballot tabulation results; (d) manage any distribution pursuant to a confirmed Plan prior to the effective date of such Plan; and (e) perform such other administrative services as may be requested by the Debtors that are not otherwise allowed under the order approving the Section 156(c) Application. UpShot Services informed the Debtors that, subject to Court approval, it will bill at the hourly rates which are set forth in the Services Agreement attached as Exhibit B to the Claims Agent Application. UpShot Services will also be reimbursed for reasonable out-of-pocket expenses incurred. Travis K. Vandell, chief executive officer of UpShot Services, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. UpShot Services can be reached at: Travis K. Vandell UPSHOT SERVICES LLC 7808 E Cherry Creek South Drive, Ste 112 Denver, CO 80231-3230 Tel: (720) 457-3304 E-mail: tvandell@upshotservices.com About Suntech America Suntech America, Inc., and Suntech Arizona, Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 15-10054 and 15-10056) on Jan. 12, 2015. Judge Christopher S. Sontchi presides over the case. Mark D. Collins, Esq., Paul Noble Heath, Esq., William A. Romanowicz, Esq., Zachary I Shapiro, Esq., at Richards, Layton & Finger, P.A., serve as the Debtors' bankruptcy counsel. Upshot Services LLC is the Debtors' claims and noticing agent. The Debtors estimated their assets at between $100 million and $500 million, and their debts at between $100 million and $500 million. Headquartered in San Francisco, California, Suntech America, aka Suntech Power, an affiliate of Wuxi, China-based Suntech Power Holdings Corp., was the main operating subsidiary of the Suntech Group in the Americas and its primary business purpose was acting as an intermediary for marketing, selling and distributing Suntech Group manufactured products. T-L BRYWOOD: Court OKs Agreement to Value Collateral at $8.35M -------------------------------------------------------------- The U.S. Bankruptcy Court approved an agreed order between T-L Brywood LLC and secured creditor RCG-KC Brywood, LLC, setting the value of the commercial shopping center at $8,350,000. The Debtor and RCG had obtained separate appraisals of the shopping center commonly known as Brywood Center located at 8636 East 63rd Street, Kansas City, Missouri, that serves as collateral for a mortgage loan held by RCG. The parties also agreed that the valuation hearing set for March 4, 2015, is stricken and secured creditor's motion for relief from the automatic stay is withdrawn without prejudice. About T-L Brywood T-L Brywood LLC filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 12-09582) on March 12, 2012. The case was transferred to the U.S. Bankruptcy Court for the Northern District of Indiana (Case. 13-21804) on May 14, 2013. T-L Brywood owns and operates a commercial shopping center known as the "Brywood Centre" -- http://www.brywoodcentre.com/-- in Kansas City, Missouri. The Property encompasses roughly 25.6 acres and comprises 183,159 square feet of retail space that is occupied by 12 operating tenants. The occupancy rate for the Property is approximately 80%. The Debtor and lender The PrivateBank and Trust Company reached an impasse over the terms and conditions of another extension of a mortgage loan on the Property. As a result, the Debtor filed the Chapter 11 case to protect the Property from foreclosure while the Debtor formulates an exit strategy from the reorganization case. As of the Petition Date, no foreclosure relating to the Property had been filed by the Lender. Judge Donald R. Cassling oversees the case. The Debtor is represented by David K. Welch, Esq., Arthur G. Simon, Esq., and Jeffrey C. Dan. Esq., at Crane, Heyman, Simon, Welch & Clar, in Chicago. The Debtor disclosed total assets of $16.7 million and total liabilities of $14.0 million in its schedules. The petition was signed by Richard Dube, president of Tri-Land Properties, Inc., manager. PrivateBank is represented by William J. Connelly, Esq., at Hinshaw & Culbertson LLP. TARGET CANADA: Bankr. Filing Prompts Consumer Credit Review ----------------------------------------------------------- Target Canada Co.'s bankruptcy filing is leading to increased focus on the credit risk associated with retail customer expansion into international markets. Support linkages to stronger domestic parent companies may be warranted, Fitch Ratings says. Target (A-/Stable) said last month it would pull out of Canada after dismal sales during the past two years. The bankruptcy has no financial or rating impact to US consumer product companies in Fitch's rated universe. The amounts involved are immaterial to Fitch-rated companies now in the position of trying to collect funds for products sold to this Target subsidiary in Canadian bankruptcy courts. This week, Target Canada is asking the court for a three-month extension of protection from creditors to May 15, 2015 from Feb. 13, 2015 as it winds down its retail operations. The list of unsecured consumer product vendors is extensive and includes ACCO Brands (BB-/Stable), Newell Rubbermaid, Inc. (BBB/Positive), and S. C. Johnson & Sons, Inc. (A-/Stable), among others. Most are owed less than $1 million per the Jan. 15, 2015 consolidated list of creditors published by Alvarez & Marsal Canada, Inc., the court-appointed monitor for Target Canada. In general, toy industry exposure was larger given the sector's high customer concentration in Target and timing just past the seasonal holiday peak. Mattel, Inc. (A-/Negative) is owed just over $5 million and Hasbro, Inc. (BBB+/Stable) over $3.6 million which is very modest relative to their cash on hand and cash flows. Consumer product companies have long benefitted from retailer expansion outside the US , particularly by Wal-Mart Stores, Inc. (AA/Stable). Both Walmart and Target are frequently listed as Top 10 customers in the sector. Except for Colgate Palmolive Co. (AA-/Stable), virtually all US consumer product companies derive at least 10% of their revenues from selling to Walmart. The sector has piggy-backed off Walmart's fast international build out, particularly in South America. For many, international retail expansion was a low risk way to grow as strong domestic customer relationships paved the way to stock shelves in new markets. While Target's aggressive move into Canada in the past two years could have provided a modest uptick to sector revenues, the retailer's sudden filing demonstrates that the risk may not be as low as first thought. The bankruptcy filing could lead to more pointed discussions with retailers expanding into international markets about support linkages to stronger domestic parent companies and/or place more focus on the financial health of international subsidiaries than in the past. Fitch's discussions with rated issuers regarding financial exposure to international subsidiaries have found that some have credit insurance on receivables as a normal matter of course while others treat each subsidiary as a separate entity and set credit limits accordingly. In the Target Canada case, some issuers looked mainly at the consolidated entity's profile and are likely to have more pointed discussions about the need for additional support or enhancements on subsidiary credit extensions in the future. TEXOMA PEANUT: Cash Use Order Amendment Entered ----------------------------------------------- The Bankruptcy Court entered an agreed order modifying the final agreed order authorizing Texoma Peanut Company, et al., to (i) use cash collateral; (ii) obtain postpetition credit secured by senior liens; and (iii) grant adequate protection to existing lienholders. All objections filed against the motion were overruled. The agreement provides that, among other things: 1. the financing order is modified by substituting these paragraphs in the place of the equivalent numbered paragraphs in the financing order: Amounts set forth in the budget for the fees and expenses of the Debtors' professionals will be set aside weekly and held by the Debtors in a segregated account (the "Professional Fee Escrow"). The amount paid by the Debtors in any month for the fees and expenses of the Debtors' professionals, whether with cash collateral or advances under the DIP Facility, will only be paid upon allowance or authorization by the Court from funds on deposit in the professional fee escrow and will not exceed the amount set forth in the budget for such month. Lender consents to the professionals retained pursuant to an order of the Court by the Debtors (collectively, the "Estate Professionals") retaining any retainers held as of the Petition Date, provided that such retainers are used first for payment of allowed fees and expenses of such firms holding such retainers prior to any payment from the professional fee escrow. Lender and WFEFI consent, subject to the terms and conditions set forth in the financing order, to a carve out from their collateral for the payment of (i) fees payable to the U.S. Trustee pursuant to 28 U.S.C. 1930 and (ii) the allowed professional fees and expenses of estate professionals in an amount not to exceed (a) the amounts set forth in the budget and paid into the professional fee escrow to be used to pay fees earned and expenses incurred prior to the occurrence of an event of default, plus (b) an aggregate amount not to exceed $30,000 to be used to pay fees earned and expenses incurred subsequent to the occurrence of an event of default. Payments from the first carve-out will be subject to any terms and conditions of the engagement agreements and appurtenant orders for the employment of Estate Professionals. A copy of the Amendment to the cash collateral order is available for free at: http://bankrupt.com/misc/TexomaPeanut_226_ordermodify_CCorder.pdf As reported in the Troubled Company Reporter on Nov. 28, 2014, a federal judge approved a $40.5 million financing to get the Debtors through bankruptcy. Texoma on Nov. 25 won final approval from Judge Tom Cornish of U.S. Bankruptcy Court for the Eastern District of Oklahoma to get a bankruptcy loan from secured lender Wells Fargo Bank N.A. and use the bank's cash collateral. In a filing, the bankruptcy judge said the loan and the companies' use of cash collateral are "necessary to avoid immediate and irreparable harm" to the estates. About Texoma Peanut Texoma Peanut Company was incorporated by Clint Williams in 1961 as a Southern Oklahoma bulk peanut drying, handling and storage operation, buying and storing peanuts for shellers. In 1968, The Clint Williams Company was established as a sheller and processor of peanuts for both seed and edible markets. Although The Clint Williams Company was later merged into TPC, the company continues to do its processed peanut business under the "Clint Williams Company" name which is the name known best in the domestic and international peanut industry. TPC and its subsidiaries own 15 buying points and storage facilities -- 4 in Oklahoma, 9 in Texas, and 2 in Mississippi. TPC owns 99% of Clint Williams Company- Western Division LLC and 100% of Clint-Co Peanut Company. TPC and two subsidiaries sought Chapter 11 bankruptcy protection (Bankr. E.D. Okla. Lead Case No. 14-81334) in Okmulgee, Oklahoma, on Nov. 6, 2014. The cases are assigned to Judge Tom R. Cornish. The judge has granted joint administration of the Chapter 11 cases. According to the docket, the Debtors' Chapter 11 plan and disclosure statement are due March 6, 2015. Creditors who are governmental entities have until May 9, 2015, to file claims. The Debtors have tapped Crowe & Dunlevy as counsel and Dixon Hughes Goodman as bankruptcy accountants. The Debtors say they have $49 million in assets. Secured debt includes $3.45 million owed to Wells Fargo Bank, N.A., and $2.33 million owed to Wells Fargo Equipment Finance. Wells Fargo Bank is represented by William L. Wallander, Esq., at VINSON & ELKINS LLP, in Dallas, Texas. As of the Petition Date, an official committee of unsecured creditors has not yet been appointed in the Cases. The Debtors sought bankruptcy for protection with plans to sell all of their core business assets and, thereafter, file a joint plan of reorganization. The Debtors expect that by Nov. 24, 2014, they will have obtained a court order approving the bid procedures and scheduling an auction date and final sale hearing. The Debtors intend to consummate the sale on or prior to Dec. 31, 2014. The U.S. Trustee overseeing Texoma Peanut Co.'s bankruptcy case said that it wasn't able to appoint a committee of unsecured creditors. TLO LLC: TransUnion Bids to Hold Ex-Workers in Contempt in IP Fight ------------------------------------------------------------------- Law360 reported that a credit reporting company that purchased data solutions provider TLFO LLC in a Florida bankruptcy sale sought to enforce the $154 million deal and hold a company made up of former TLFO employees in contempt for trying to lay claim to the company's intellectual property. According to the report, TransUnion Risk and Alternative Data Solutions Inc. purchased Florida-based TLFO, which recently reverted back to its original name from TLO LLC, in December after a heated auction in which it beat out bids from LexisNexis Group. About TLO LLC nka TLFO LLC TLO LLC, a provider of risk-mitigation services, filed a petition for Chapter 11 reorganization (Bankr. S.D. Fla. Case No. 13-20853) on May 9, 2013, in West Palm Beach, Florida, near the company's headquarters in Boca Raton. The petition was signed by E. Desiree Asher as CEO. Judge Paul G. Hyman, Jr., presides over the case. Robert C. Furr, Esq., and Alvin S. Goldstein, Esq., at Furr & Cohen, serve as the Debtor's counsel. Bayshore Partners, LLC is the Debtor's investment banker. Thomas Santoro and GlassRatner Advisory & Capital Group, LLC are the Debtor's financial advisors. Paul J. Battista, Esq., and Mariaelena Gayo-Guitian, Esq., at Genovese, Joblove & Battista, P.A., represent the Official Committee of Unsecured Creditors as counsel. The Debtor disclosed assets of $46.6 million and liabilities of $109.9 million, including $93.4 million in secured claims. The principal lender is Technology Investors Inc., owed $89 million. TII is owned by the estate of Hank Asher, the company's primary owner who died this year. There is $4.6 million secured by computer equipment. TRANSWEST RESORT: Lender Takes Ch. 11 Plan Feud to 9th Circuit -------------------------------------------------------------- Law360 reported that a secured lender for Transwest Resort Properties, debtor for two bankrupt Westin luxury resorts, urged the Ninth Circuit to force an Arizona federal court to reconsider its objections to the resorts' reorganization plan, arguing that they were wrongly dismissed because the plan had been executed. According to the report, the lender, JPMCC 2007-C1 Grasslawn Lodging LLC, argued in its Ninth Circuit appeal that the district court wrongly applied the equitable mootness doctrine after finding that the resorts' Chapter 11 plan had been largely consummated. About Transwest Resort Tucson, Arizona-based Transwest Resort Properties, Inc., indirectly owns an interest in two companies, Transwest Tucson Property, L.L.C., and Transwest Hilton Head Property, L.L.C. These two companies each own and manage a resort hotel: the Westin La Paloma Resort and Country Club in Tucson, Arizona, which is owned and managed by Transwest Tucson Property, L.L.C., and the Westin Hilton Head Island Resort and Spa on Hilton Head Island in South Carolina, which is owned and managed by Transwest Hilton Head Property, L.L.C. TRP, Transwest Tucson Property, and Transwest Hilton Head property are affiliates of Transwest Partners, a real estate development and investment firm which has been active in the hospitality sector in Southern Arizona and Sonora, Mexico. Transwest Tucson Property is a wholly owned subsidiary of Transwest Tucson II, L.L.C. Transwest Hilton Head Property is a wholly owed subsidiaryof Transwest Hilton Head II, L.L.C. TRP filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 10-37134) on Nov. 17, 2010. Kasey C. Nye, Esq., Susan g. Boswell, Esq., and Elizabeth S. Fella, Esq., at Quarles & Brady LLP, in Tucson, Ariz., assist the Debtor in its restructuring effort. TRP estimated its assets at up to $50,000 and debts at $10 million to $50 million. Affiliates Transwest Hilton Head Property, L.L.C. (Bankr. D. Ariz. Case No. 10-37170), Transwest Tucson Property, L.L.C. (Bankr. D. Ariz. Case No. 10-37160), Transwest Tucson II, L.L.C. (Bankr. D. Ariz. Case No. 10-37151), and Transwest Hilton Head II, L.L.C. (Bankr. D. Ariz. Case No. 10-37145) filed separate Chapter 11 petitions on Nov. 17, 2010. BeachFleischman PC serves as tax preparer and advisor, accountant and auditor. Hundley & Company, LLC, serves as financial restructuring and interest rate experts, and Hospitality Real Estate Counselors as valuation consultant and expert. Transwest Hilton Head Property estimated assets at $10 million to $50 million and debts at $100 million to $500 million. Transwest Tucson Property estimated assets at $50 million to $100 million and debts at $100 million to $500 million. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors. TRIPLANET PARTNERS: Hearing Tomorrow on Exclusivity Extensions -------------------------------------------------------------- The U.S. Bankruptcy Court will convene a hearing tomorrow, Feb. 11, 2015, at 10:00 a.m., to consider Triplanet Partners, LLC's motion for exclusivity extensions. The Debtor requested that the Court extend its exclusive periods to file a plan of reorganization until May 5, 2015, and solicit acceptances for that plan until July 6. The Debtor is represented by: A. Mitchell Greene, Esq. ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK P.C. 875 Third Avenue, 9th Floor New York, NY 10022 Tel: (212) 603-6300 About Triplanet Partners LLC Triplanet Partners LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 14-22643) on May 8, 2014. Sophien Bennaceur signed the petition as manager. The Debtor disclosed $19.9 million in assets and $33.7 million in liabilities. Arnold Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese & Gluck, P.C., serves as the Debtor's counsel. Judge Robert D. Drain oversees the case. No official committee of unsecured creditors has been appointed in the case. The Court entered an order extending until Oct. 15, 2014, Triplanet Partners, LLC's time to assume or reject a non- residential real property lease with Regus Management Group. TRONOX LIMITED: Moody's Puts 'Ba3' CFR on Review for Downgrade -------------------------------------------------------------- Moody's Investors Service placed the ratings of Tronox Limited (Tronox, Ba3 CFR) under review for downgrade. The review was prompted by the company's announcement that it has entered into an agreement to purchase FMC Corporation's soda ash business for $1.64 billion. The all cash deal, which will be funded with about $1.1 billion of existing cash on Tronox's balance sheet and $600 million of new debt, is expected to close in the first quarter of 2015. The following summarizes the ratings under review: Tronox Limited Corporate Family Rating -- Ba3 Probability of Default Rating -- Ba3-PD Tronox Pigments (Netherlands) BV Sr sec term loan B due 2020-- Ba2 (LGD3) Tronox Finance LLC Sr unsec notes due 2020 -- B2 (LGD5) Ratings Unchanged : Tronox Limited Speculative Grade Liquidity Rating -- SGL-1 Outlook -- changed to Ratings Under Review from Stable Ratings Rationale The review of Tronox's ratings for downgrade reflects the large $1.64 billion acquisition that will deplete the company's excess cash balances and increase debt. The review will focus on Tronox's financing plans, synergy opportunities beyond the tax synergies, restructuring actions, capital investment and further acquisition opportunities and the level of free cash flow that can be generated to reduce debt. Moody's does not expect regulatory approvals will be a significant hurdle, given that Tronox does not currently operate in the soda ash space. Moody's expect to conclude the review before the acquisition is completed in the first quarter 2015. The principal methodology used in these ratings was Global Chemical Industry Rating Methodology published in December 2013. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Tronox Limited (Tronox), with corporate offices in Stamford, CT, is the world's fourth largest producer of titanium dioxide (TiO2) and is backwardly integrated into the production of titanium ore feedstocks. It also produces electrolytic chemicals and byproducts of titanium ore processing (principally zircon). It operates three pigment plants located in Hamilton, MS, Botlek, The Netherlands, and Kwinana, Australia. Tronox acquired the Exxaro mineral sands business (predominately titanium ore feedstocks) in a mostly equity-financed transaction that closed in June 2012. Exxaro owned approximately 44% of Tronox as of September 30,2014. Tronox's revenues were $1.8 billion for the twelve months ended September 30, 2014. UPRIGHT SHORING: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: UpRight Shoring and Scaffold, Inc. 946 Industrial Bl. Chula Vista, CA 91911 Case No.: 15-00717 Chapter 11 Petition Date: February 6, 2015 Court: United States Bankruptcy Court Southern District of California (San Diego) Judge: Hon. Christopher B. Latham Debtor's Counsel: Michael T. O'Halloran, Esq. LAW OFFICE OF MICHAEL T. O'HALLORAN 1010 Second Avenue, Ste. 1727 San Diego, CA 92101 Tel: (619) 233-1727 Fax: (619) 233-6526 Email: mto@debtsd.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Mary Olivo, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/casb15-00717.pdf UTGR INC: Ch. 11 Court to Weigh Contingent Value Rights ------------------------------------------------------- Law360 reported that shareholders of the company that owns Rhode Island's Twin River Casino are gearing up for a potential $350 million fight over contingent value rights promised to junior creditors under a four-year-old bankruptcy plan, according to a complaint. The report related that Twin River Worldwide Holdings Inc., the reorganized entity that arose from the ashes of Twin River's former owner, filed a case in the court that handled its bankruptcy in the hopes of resolving a dispute between existing shareholders and second-lien creditors to its predecessor company. About UTGR Inc. UTGR Inc. operated the Twin River racetrack-casino in Lincoln, Rhode Island. UTGR filed for Chapter 11 (Bankr. D. R.I. Case No. 09-12418) on June 23, 2009. The Debtors selected Jager Smith P.C. as counsel, and Winograd, Shine & Zacks P.C. as their co-counsel. It also hired Zolfo Cooper LLC as bankruptcy consultants and special financial advisors. Donlin Recano served as claims and notice agent. In its bankruptcy petition, the Company estimated assets of less than $500 million and debt exceeding $500 million. UTGR implemented its reorganization plan on Nov. 5, 2010. While UTGR had obtained bankruptcy court confirmation of the Plan in June 2010, it needed the state to adopt legislation to implement the reorganization. In October 2011, Judge Arthur Votolato of the U.S. Bankruptcy Court in Providence, Rhode Island, closed the Chapter 11 bankruptcy case of the owners of Twin River citing "the futility of trying to alter or influence problematic conduct by imposing monetary sanctions against persons or entities who would suffer little discomfort, and certainly no pain from such an order." VELTI PLC: $9.5MM Class Action Settlement, Counsel Fees Approved ---------------------------------------------------------------- District Judge William H. Orrick granted the motions of plaintiffs Bobby Yadegar/Ygar Capital LLC, St. Paul Teachers' Retirement Association, Newport News Employees' Retirement Fund, and Oklahoma Firefighters Pension and Retirement System for final approval of a partial class action settlement and for an award of attorney's fees and costs. The settlement creates a fund of $9.5 million to be distributed among a class consisting of all persons who purchased or otherwise acquired Velti plc securities between Jan. 27, 2011 and Aug. 20, 2013. In light of Velti's bankruptcy and the limited financial resources of the individual defendants, the District Judge finds that the settlement is fair, reasonable, and adequate, and that plaintiffs' counsel's requested award for fees and costs is appropriate. The District Judge also held that the release of the unserved defendants is appropriate under the circumstances of this case, and that fairness dictates that the Court decide now that the non-settling defendants are entitled to a Section 78u-4(f)(7)(B) reduction on all Securities Act claims pending against them. Plaintiffs' counsel seek an award of $2.38 million in attorney's fees, or 25% of the $9.50 million settlement fund. In addition, plaintiffs' counsel request $219,000 in expenses. The resulting lodestar is $1.91 million, meaning that plaintiffs' counsel are asking for a multiplier of approximately 1.25. Plaintiffs' counsel do not seek an incentive award for the class representatives. The case is, ANIKA R. RIECKBORN, et al., Plaintiffs, v. VELTI PLC, et al., Defendants, Case No. 13-CV-03889-WHO (N.D. Cal.). A copy of the Court's February 3, 2015 Order is available at http://bit.ly/1M5Tsb3from Leagle.com. About Velti Inc. Velti Inc., a provider of technology for marketing on mobile devices, sought Chapter 11 protection (Bankr. D. Del. Case No. 13-12878) on Nov. 4, 2013. Velti Inc., a San Francisco-based unit of Velti Plc, listed assets of as much US$50 million and debt of as much as US$100 million. Its Air2Web Inc. unit, based in Atlanta, also sought creditor protection. The parent, Dublin, Ireland-based Velti Plc, which trades on the Nasdaq Stock Market, isn't part of the bankruptcy process. Operations in the U.K., Greece, India, China, Brazil, Russia, the United Arab Emirates and elsewhere outside the U.S. didn't seek protection and business there will continue as usual. The Debtors are represented by attorneys Stuart M. Brown, Esq., at DLA Piper LLP (US), in Wilmington, Delaware; and Richard A. Chesley, Esq., Matthew M. Murphy, Esq., and Chun I. Jang, Esq., at DLA Piper LLP (US), in Chicago, Illinois. The Debtors have also tapped Jefferies LLC as investment banker, Sitrick Brincko Group LLC, as corporate communications consultants, and BMC Group, Inc., as claims and noticing agent. U.S. Bank, National Association, as administrative agent for GSO Credit-A Partners, LP, GSO Palmetto Opportunistic Investment Partners LP and GSO Coastline Partners LP, extended US$25 million of postpetition financing to the Debtors. The DIP Lenders, which are also the Prepetition Lenders, are represented by Sandy Qusba, Esq., and Hyang-Sook Lee, Esq., at Simpson Thacher & Bartlett LLP, in New York. An Official Committee of Unsecured Creditors has been appointed in the Debtors' cases. The Committee has tapped McGuireWoods LLP as lead counsel and Morris, Nichols, Arsht & Tunnell LLP as Delaware co-counsel. Asgaard Capital LLC serves as financial advisor to the Committee. Capstone Advisory Group LLC serves as consultant. W. R. GRACE: Split Announcement No Impact on Moody's 'Ba2' CFR -------------------------------------------------------------- Moody's Investors Service has said that it views as moderately credit negative Feb. 5, 2015's announcement by W. R. Grace & Co., which issues debt through its main operating subsidiary W. R. Grace & Co. - Conn. (Grace, Ba2 stable), that it would separate into two independent, publicly traded companies in about a year: New Grace, a catalysts technologies and materials technologies segment, and New GCP, consisting of Grace's construction products segment and its Darex packaging business. Moody's also stated that Grace's planned separation has no immediate impact on its Ba2 Corporate Family Rating (CFR). W. R. Grace & Co., through its main operating subsidiary W. R. Grace & Co. - Conn., is a Columbia, Maryland (US)-based manufacturer of specialty chemicals and materials, with operations in over 40 countries. Grace has three reporting segments: catalysts technologies, which contributed approximately 40% of revenues for FYE December 2014; materials technologies (approximately 30%); and construction products (approximately 30%). For FYE December 2014, the company's reported sales and EBITDA were approximately $3.2 billion and $763 million, respectively. W.R. GRACE: S&P Lowers Corp. Credit Rating to 'BB+'; Outlook Stable ------------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate rating on Columbia, Md.-based W.R. Grace & Co. to 'BB+' from 'BBB-'. The outlook is stable. S&P also assigned a recovery rating of '2' to the company's senior secured debt, and affirmed the company's 'BBB-' senior secured debt ratings. At the same time, S&P assigned a '6' recovery rating to the company's unsecured debt, and lowered S&P's issue-level rating on unsecured debt to 'BB-' from 'BB+'. S&P's ratings, including its issue ratings, factor in the company's existing capital structure and debt amounts. "The rating reflects what we consider to be Grace's "satisfactory" business risk profile and "significant" financial risk profile," said Standard & Poor's credit analyst Allison L Czerepak. Given a choice of 'bbb-' or 'bb+', S&P has chosen an anchor score of 'bb+' based on the potential for some weakening in the business risk profile. The announcement for a spin-off raises the prospect of increased product and end-user concentration, lower diversity, and potentially slightly higher volatility in EBITDA. S&P believes many of the company's existing business strengths, including its competitive advantage and operating efficiency, remain unchanged. These strengths, and the potential for an improvement in margins at the company from the spin-off, offset some of the risk arising from the potential for increased concentration. S&P continues to view the business risk profile as "satisfactory," but given the company's willingness to consider a split in the business, S&P no longer believes the company is at the high end of that assessment. All modifiers are neutral for the ratings. S&P continues to regard Grace's financial risk profile as "significant," reflecting S&P's expectation that the transaction will be leverage neutral from a credit standpoint. S&P expects liquidity to be "adequate" as defined in its criteria, with sources exceeding uses by more than 1.2x. In addition, S&P expects liquidity sources to exceed uses even if EBITDA is 15% lower than S&P projects. S&P also expects that the company will maintain sufficient cushion under the maximum leverage covenant in its credit facilities. "The outlook is stable. We expect that leverage will not change materially from current levels as a result of this transaction. We expect credit ratios to be in line with the "significant" financial risk profile, with adjusted FFO to debt in the 20% to 30% range and adjusted debt to EBITDA in the 3x to 4x range. We assume only a modest weakening in the business risk profile, which we believe remains "satisfactory." We will reassess the company's business risk profile and financial risk profile as further details of the proposed spin-off become available," S&P said. "We will lower the ratings if we come to believe that leverage-related credit measures are likely to be weaker than our expectation for reasons including weaker-than-expected operating performance, a likelihood that the spin-off will increase leverage, or we assess that financial policy is no longer supportive of current credit quality. We could also lower the ratings if we assess that the spin-off weakens the business risk profile more than we currently assume. Finally, we could lower ratings if the company decides to pursue any material debt-funded acquisition or shareholder reward," S&P added. S&P considers an upside scenario as unlikely at this point. An upgrade would require the establishment of a track record of improved leverage credit measures so that the ratio of debt to EBITDA is consistently below 3x accompanied by supportive financial policies. In addition, S&P would require that the business risk profile be assessed at least as "satisfactory." WAUPACA FOUNDRY: S&P Discontinues 'B+' CCR on Hitachi Deal ---------------------------------------------------------- Standard & Poor's Ratings Services said that it is discontinuing its 'B+' corporate credit rating and issue-level ratings on Waupaca Foundry Inc. (Waupaca). The discontinuation is in accordance with Standard & Poor's policy on acquired entities, following the completion of Waupaca's acquisition by Hitachi Metals Ltd. and receipt of documents supporting the repayment of all its previously outstanding term debt. RATINGS LIST Discontinued To From Waupaca Foundry Inc. Corporate credit rating NR B+/Stable/-- Senior secured NR B+ Recovery rating NR 3 NR--Not rated. WAYNE COUNTY, MI: Moody's Lowers GOLT Debt Rating to 'Ba3' ---------------------------------------------------------- Moody's Investors Services has downgraded to Ba3 from Baa3 the rating on the general obligation limited tax (GOLT) debt of Wayne County, MI. The county has a total of $695 million of long-term GOLT debt outstanding, of which $336 million is rated by Moody's. An additional $302 million of short-term GOLT delinquent tax anticipation notes are outstanding. The outlook remains negative. Summary Rating Rationale The downgrade to Ba3 reflects a very stressed financial position tied to an underlying structural imbalance that county management has been unable to curtail given steady loss of revenue. Moody's expect the county's current liquidity position will remain sufficient to meet all obligations in the coming year, but will continue to degrade absent significant operating adjustments, the implementation of which could be challenging. The Ba3 rating also incorporates the weakened economic environment in which the county operates that Moody's expect will continue to limit the prospects for revenue growth, as well as an above average exposure to unfunded pension liabilities. The county's debt burden is manageable given the availability and utilization of revenue beyond property taxes for repayment. Outlook The negative outlook reflects Moody's expectation that the county faces hurdles in implementing significant cost reductions. Failure to reach structural balance in the near term will further degrade available liquidity and could raise the probability of state intervention and increase the risk of the county seeking to restructure its debt and other obligations. What Could Make The Rating Go Up 123456789012345678901234567890123456789012345678901234567890123456 -- Demonstrated operational balance within the General Fund, which will likely rely on significant cuts to expenditures, given revenue constraints -- Strengthening of liquidity position across the county's spendable funds -- Improvement in the county's economic and demographic profile that supports stabilization of and subsequent improvement in revenue trends What Could Make The Rating Go Down -- Sustained operational imbalance that further narrows the county's liquidity position -- Lack of improvement in regional economic conditions that limits the stabilization of funding or exerts further downward stress on property tax revenues -- Further narrowing of liquidity beyond current projections -- Initiation by county of efforts to restructure debt obligations through consent agreement or seeking Chapter 9 protection Obligor Profile Wayne County is located at the center of southeast Michigan. The county is home to the city of Detroit (B3 stable) and a number of the largest suburban communities in the state including the cities of Livonia (Aa2) and Dearborn (Aa3). With a population of 1.8 million, the county remains one of the most populous in the country despite a multi-decade trend of declines. Legal Security The county's bonds are secured by the pledge and authority to levy property taxes within statutory and constitutional limitations to pay debt service. Use of Proceeds Not applicable. Principal Methodology The principal methodology used in this rating was US Local Government General Obligation Debt published in Janaury 2014. WBH ENERGY: Hopeful on Deal with $30-Mil. Creditor -------------------------------------------------- Law360 reported that attorneys for WBH Energy LP and a lender that tipped the Texas drilling company into bankruptcy by threatening the installation of a receiver pledged to attempt to resolve a $30 million debt claim and avoid a contested Chapter 11. According to the report, at WBH's debut appearance in Austin, Texas, bankruptcy court, the debtor's counsel said the energy exploration company will try to score a bankruptcy loan from prepetition lender Castlelake LP and find a path forward on a consensual reorganization. About WBH Energy WBH Energy Partners LLC (Bankr. W.D. Tex. Case No. 15-10004) and its affiliates -- WBH Energy, LP (Bankr. W.D. Tex. Case No. 15-10003) and WBH Energy GP, LLC (Bankr. W.D. Tex. Case No. 15-10005) separately filed for Chapter 11 bankruptcy protection on Jan. 4, 2015. The petitions were signed by Joseph S. Warnock, vice president. Judge Christopher Mott presides over WBH Energy, LP's case, while Judge Tony M. Davis presides over WBH Energy Partners' and WBH Energy GP's cases. William A. (Trey) Wood, III, Esq., at Bracewell & Giuliani LLP, serves as the Debtors' bankruptcy counsel. The U.S. Trustee for Region 7 appointed seven creditors to serve on the official committee of unsecured creditors. WCI COMMUNITIES: Sues Florida Law Firm for Contempt --------------------------------------------------- Law360 reported that the reorganized developer WCI Communities Inc. brought a civil contempt claim against Florida law firm Siegfried Rivera Lerner De La Torre Mars & Sobel PA in Delaware bankruptcy court for filing a construction defect lawsuit it says violates its Chapter 11 plan. According to the report, the adversary case alleges civil contempt and breach of contract and seeks declaratory judgment and punitive damages against Rivera Siegfried and co-defendant Cityside Condominium Association Inc., claiming they knowingly filed and pursued the state court action in Palm Beach County, Florida, against the provisions of the plan. About WCI Communities Headquartered in Bonita Springs, Florida, WCI Communities, Inc. (Pink Sheets: WCIMQ) -- http://www.wcicommunities.com/-- is a fully integrated homebuilding and real estate services company with more than 50 years' experience in the design, construction and operation of leisure-oriented, amenity rich master-planned communities. It has operations in Florida, New York, New Jersey, Connecticut, Virginia and Maryland. The Company and 126 of its affiliates filed for Chapter 11 protection on Aug. 4, 2008 (Bankr. D. Del. Lead Case No. 08-11643 through 08-11770). On July 1, 2009, debtor-affiliates WCI 2009 Corporation, WCI 2009 Management, LLC and WCI 2009 Asset Holding, LLC filed separate Chapter 11 petitions (Case Nos. from 09-12269 to 09-12271). Thomas E. Lauria, Esq., Frank L. Eaton, Esq., and Linda M. Leali, Esq., at White & Case LLP, in Miami, Florida, represented the Debtors as counsel. Eric Michael Sutty, Esq., and Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP, represented the Debtors as Delaware counsel. Lazard Freres & Co. LLC acted as the Debtors' financial advisor. Epiq Bankruptcy Solutions LLC served as the claims and notice agent for the Debtors. The U.S. Trustee for Region 3 appointed five creditors to serve on an official committee of unsecured creditors. Daniel H. Golden, Esq., Lisa Beckerman, Esq., and Philip C. Dublin, Esq., at Akin Gump Strauss Hauer & Feld LLP; and Laura Davis Jones, Esq., Michael R. Seidl, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang Ziehl & Jones LLP, represented the committee. WCI disclosed total assets of $2,178,179,000 and total debts of $1,915,034,000 when it filed for Chapter 11. The Bankruptcy Court on Aug. 26, 2009, confirmed the Second Amended Joint Chapter 11 Plan of Reorganization for WCI Communities, Inc. and its affiliates. The Plan became effective Sept. 3, 2009. WET SEAL: Hit with Class Action Over Store Closures --------------------------------------------------- Law360 reported that The Wet Seal Inc. has been hit with a proposed class action in California accusing it of violating a federal law by keeping workers in the dark before the troubled teen apparel retailer shuttered most of its stores. According to the report, the lawsuit was filed on behalf of two of the nearly 3,700 Wet Seal employees who lost their jobs when the company announced that it would shutter most of its stores. The case is Katelin Pruitt et al. v. The Wet Seal Inc., case number 2:15-cv-00312, in the U.S. District Court for the Central District of California. About Wet Seal The Wet Seal, Inc., and three affiliates -- The Wet Seal Retail, Inc., Wet Seal Catalog, Inc., and Wet Seal GC, LLC -- filed separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 15-10081 to 15-10084) on Jan. 15, 2015. The Debtors are a national multi-channel retailer selling fashion apparel and accessory items designed for female customers aged 13 to 24 years old. Wet Seal listed total assets of $92.8 million and total liabilities of $103.4 million as of Nov. 1, 2014. The Hon. Christopher S. Sontchi presides over the jointly administered cases. Maris J. Kandestin, Esq., and Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP; Lee R. Bogdanoff, Esq., Michael L. Tuchin, Esq., David M. Guess, Esq., and Jonathan M. Weiss, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP; and Paul Hastings LLP, serve as the Debtors' Chapter 11 counsel. FTI Consulting serves as the Debtors' restructuring advisor. The Debtors' investment banker is Houlihan Lokey. The Debtors tapped Donlin, Recano & Co., Inc. as claims and noticing agent. The petitions were signed by Thomas R. Hillebrandt, interim chief financial officer. WINDSOR PETROLEUM: Hon. Laurie Selber Silverstein Now Handles Case ------------------------------------------------------------------ U.S. Bankruptcy Judge Brendan Linehan Shannon ordered that effective Jan. 7, 2015, the Chapter 11 case of Windsor Petroleum Transport Petroleum Corporation is transferred to the Hon. Laurie Selber Silverstein for all further proceedings and dispositions. About Windsor Petroleum Windsor Petroleum Transport Corporation and several of its subsidiaries and related entities on July 14, 2014, filed for reorganization under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court in Wilmington, Delaware (Lead Case No. 14-11708). The Debtors' counsel is Pauline K. Morgan, Esq., at Young Conaway Stargatt & Taylor, LLP, in Wilmington, Delaware. The Debtors' crisis managers come from AMA Capital, while their chief restructuring officer is Paul J. Leand, Jr. Judge Peter Walsh on Dec. 23, 2014, issued amended findings of fact, conclusions of law, and order confirming the amended plan of reorganization of the Debtors. The Amended Plan of Reorganization is premised on a restructuring support agreement negotiated with bondholders who hold more than 70% of the Company's 7.84% secured notes in a principal amount of $188,590,000 as of the Petition Date. The U.S. Trustee notified the Bankruptcy Court that it was unable to appoint an official committee of unsecured creditors. WULFORST ACQUISITION: Voluntary Chapter 11 Case Summary ------------------------------------------------------- Debtor: Wulforst Acquisition LLC 1230 Station Road Medford, NY 11763 Case No.: 15-70458 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: February 6, 2015 Court: United States Bankruptcy Court Eastern District of New York (Central Islip) Judge: Hon. Louis A. Scarcella Debtor's Counsel: Mark J Friedman, Esq. THE LAW OFFICES OF MARK J. FRIEDMAN P.C. 66 Split Rock Road Syosset, NY 11791 Tel: 516-653-2480 Fax: 516-653-2481 Email: mfriedman@friedmanpc.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by George Heinlein, managing member. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. [*] As Oil Prices Drop, Bankruptcy Attys Say Strike Early --------------------------------------------------------- Law360 reported that smaller energy companies must move quickly and take a proactive approach with creditors as oil prices plummet to avoid ending up in bankruptcy like driller WBH Energy LP and waterless fracking company GASFRAC Energy Services Inc., experts say. According to the report, while the downturn may have come quickly and unexpectedly, energy companies uncertain with the future of oil prices can't sit around and wait to see where prices go. If companies want to avoid facing bankruptcy, nip it in the bud, experts say, the report related. [*] Bankruptcy Attorney Mette Kurth Joins Fox Rothschild -------------------------------------------------------- Fox Rothschild welcomed Mette Kurth as a partner in its national Financial Restructuring & Bankruptcy Department. Kurth will be based in the Los Angeles office. An experienced financial restructuring and bankruptcy attorney, Kurth uses her background in economics to provide sophisticated guidance to clients on myriad matters related to insolvency and debt resolution. She represents creditors, debtors and investors in all areas of business and corporate reorganization, bankruptcy law and litigation, distressed sales and acquisitions, workouts, and out-of-court bankruptcy alternatives. "We are thrilled to welcome Mette and her robust bankruptcy practice to the firm and to our Los Angeles office," noted Brett A. Axelrod and Yann Geron, co-chairs of Fox's Financial Restructuring & Bankruptcy Department. "Her strategic work in helping clients reorganize and restructure when financial distress occurs will be an asset to our clients in California and across the country." Pairing her former experience in management with her economics background, Kurth counsels clients in a range of industries—including retail, food service and hospitality, real estate, manufacturing and distribution, imports, fitness, financial services, agriculture, transportation, telecommunications, healthcare, and gaming -- in a wide array bankruptcy and restructuring of matters. A sampling of her representative matters includes: * Received M&A Advisor's Turnaround Award of the Year Award- Lower Middle Market in connection with her representation of The Walking Company, an $80 million publicly traded retailer of specialty footwear, in a successful and rapidly executed Chapter 11 reorganization, which resulted in the payment in full of all unsecured creditors; a $10 million recapitalization of the company; renegotiation of significant lease obligations; and the preservation of all of the company's stores, substantially all of its employees and its management team. * Kurth was named as a recipient of the "Transaction of the Year: Mid-Sized Company" award by the Turnaround Management Association for her role in representing the Official Committee of Unsecured Creditors in the chapter 11 case filed by Contessa Premium Foods, Inc. The award recognized Contessa's successful bankruptcy sale and the liquidation plan the team developed for the case, which resulted in 100 percent recoveries for all allowed general unsecured creditors. In announcing the award, the TMA noted the restructuring team's exceptional collaborative process, which focused on open communication and cooperation among the Committee, other key creditors and the company jointly selecting, overseeing and directing Contessa's investment banker to ensure a speedy and robust bankruptcy sale. * Dedicated to community service, Kurth has been actively involved in numerous community efforts. Most recently, she assisted the Jubilee Campaign in raising funds through its Education After Escape campaign to assist the Nigerian schoolgirls who escaped from their Boko Haram kidnappers in seeking refuge in the United States, where they have obtained scholarships to continue their education in safety. * She previously served as a member of the resource board of Sojourn Shelter, which provides battered women and children a safe space to regroup, rebuild and re-establish their self-esteem and lives. In 2008, she helped raise more than $25,000 for the Avon Walk for Breast Cancer. And in 2003, Kurth's family was recognized by the City of Los Angeles as the North Hollywood YMCA's "Family of the Year" in recognition of the assistance they provided to the financially troubled North Hollywood facility and their successful efforts to prevent the closure of the highly respected YMCA preschool. * Additionally, she is deeply involved with the executive committee of the national Turnaround Management Association and currently serves as its Vice President of Communications and a member of its Board of Directors and Executive Committee. Kurth received her J.D. from the University of California, Los Angeles and her B.A., cum laude, from Trinity University. Prior to joining Fox, Kurth was a partner with Arent Fox. To reach Ms. Kurth, contact: Mette H. Kurth, Esq. FOX ROTHSCHILD 1800 Century Park East Suite 300 Los Angeles, CA Tel: (310) 228-4402 E-mail: mkurth@foxrothschild.com [*] Burr & Forman Adds New Commercial Litigation Partner in Fla. ---------------------------------------------------------------- Burr & Forman LLP announced the addition of Laurence S. Litow as a partner in the firm's Fort Lauderdale office and a member of the Commercial Litigation practice group. Litow's arrival follows the firm's recent relocation to a larger office in Fort Lauderdale to accommodate the growth of the firm's South Florida practice since the office opened in 2012. "Larry's experience handling complex litigation for a wide range of industries, coupled with his dedication to client service, complement the firm's focus on advancing our clients' business goals throughout our Florida offices and Southeastern footprint," said John Chiles, managing partner of Burr & Forman's Fort Lauderdale office. "As South Florida continues to see great economic growth, we will continue to strategically expand our services in the region and throughout the state in response to the business and legal needs facing our clients." Litow focuses his practice on business and commercial litigation, including matters related to real estate and lender liability defense, construction lien litigation, partnership and shareholder disputes, trade secrets and non-disclosure agreements, construction defect litigation, as well as litigation in banking, contracts, fraud, trust, bankruptcy and probate. He has experience representing closely held and Fortune 500 companies, as well as government agencies and financial institutions. Outside of his legal practice, Litow is an active leader in the South Florida community. He serves as chairman of the Planning and Zoning Board of the City of Parkland. He is also a past president and director of the Soref Jewish Community Center in Plantation, Fla. and past director of the Daniel D. Cantor Senior Center and the Broward Jewish Federation. Litow earned his undergraduate degree from George Washington University and his law degree from the University of Miami School of Law. In addition to its Fort Lauderdale location, Burr & Forman has offices in Orlando and Tampa, Fla., and six other cities throughout the Southeast. The firm has nearly 80 attorneys licensed to practice in Florida. Mr. Litow may be reached at: Laurence S. Litow, Esq. BURR & FORMAN LLP Las Olas Centre II 350 East Las Olas Blvd Suite 1420 Ft. Lauderdale, FL 33301 Tel: (954) 414-6222 E-mail: lslitow@burr.com About Burr & Forman For over a century, Burr & Forman LLP's experienced legal team has served clients with local, national, and international interests in numerous industry and practice areas, ranging from commercial litigation and class actions to corporate transactions, including bankruptcy and restructurings. A Southeast regional firm with nearly 300 attorneys and nine offices in Alabama, Florida, Georgia, Mississippi, and Tennessee, Burr & Forman attorneys draw from a diverse range of resources to help clients achieve their goals and address their complex legal needs. Visit the firm's Web site at http://www.burr.com/ [*] Chartis Says Mexican Bankruptcy Blocks $103M Coverage Suit -------------------------------------------------------------- Law360 reported that Chartis Specialty Insurance Co. urged a New York appeals court to dismiss claims that it wrongfully failed to cover an investment firm for losses from a $103 million loan to a Mexican hotel venture that tanked, arguing that bankruptcy-related woes aren't covered by the policy. According to the report, the insurer is seeking to deep-six a lawsuit from CT Investment Management Co. LLC -- which alleges Chartis denied political risk coverage to CT after some businesses that took out the loan went bankrupt and a Mexican court issued several rulings that halted loan payments and prevented money transfers. In April 2010, some of the Mexican companies involved in the loan filed for bankruptcy in that country, and a Mexican court then reportedly granted injunctive relief to the companies preventing CT and others from exercising their legal rights the debtors and their respective assets. The case is CT Investment Management Co. LLC v. Chartis Specialty Insurance Co., case number 653896/2012, in the Supreme Court of the State of New York, County of New York. [*] Commercial Creditors Urge Reversal on Ch. 7 Junior Liens ------------------------------------------------------------ Law360 reported that commercial lenders worried that the U.S. Supreme Court will let Chapter 7 debtors rid themselves of junior liens from second mortgages argued that a decision allowing so-called lien stripping would constrain lending to even the largest corporate borrowers. According to the report, in a jointly written brief, four creditor trade groups warned about the "disruption to commercial expectations" underpinning U.S. credit markets if the Supreme Court elects to uphold the right of individual debtors to do away with inferior liens on underwater homes. [*] NJ Appeals Court Frees Hill Wallack From Malpractice Suit ------------------------------------------------------------- Law360 reported that Hill Wallack LLP was freed from a legal malpractice suit, with a New Jersey appellate panel ruling a former client couldn't pursue allegations that the firm's negligence prevented him from collecting from a bankrupt ex-business partner because the claims are barred by an earlier settlement. According to the report, a two-judge panel on the Superior Court of New Jersey, Appellate Division, affirmed a summary judgment granted to Hill Wallack, saying William Torre's legal malpractice case against the Princeton, New Jersey, firm couldn't go forward because of a 2009 settlement. [*] Quinn Emanuel Pads Houston Expansion with Susman Hire --------------------------------------------------------- Law360 reported that Quinn Emanuel Urquhart & Sullivan LLP has hired a former Susman Godfrey LLP partner to bolster its Houston operations, adding more than two decades of business litigation experience in areas including antitrust, intellectual property, securities fraud, malpractice, employment and insurance, the firm said. According to the report, Charles Eskridge worked for Susman Godfrey for 20 years before joining Quinn Emanuel's Houston office. The firm said Eskridge is "a true generalist" and has experience in a wide variety of areas such as antitrust, intellectual property, aviation disasters, and securities fraud, the report related. [*] Ye Cecelia Hong Joins King & Spalding's New York Office ----------------------------------------------------------- Ye Cecilia Hong has joined King & Spalding's financial institutions and finance practices as a partner in the New York office. She formerly was a corporate finance partner at Kirkland & Ellis. "We are looking to actively grow our New York finance capabilities and believe that Cecilia is a natural fit for our practice," said William H. Fuller, leader of King & Spalding's financial institutions practice. "She has an excellent command of the leveraged acquisition market for both private equity sponsors and financial institutions. Cecilia adds distressed-financing and restructuring depth to our team -- particularly on the private equity sponsor-side -- and she handles borrower-side representations, as well. We are pleased to welcome Cecilia to the firm." Hong focuses on complex, broad-based financing transactions for both public and privately held borrowers and lenders. She also has experience in banking and credit matters and in distressed-financing and restructuring transactions. Hong received her bachelor of law degree and masters in international economic law degree from China Foreign Affairs University (Beijing) and earned her L.L.M. degree at the University of Chicago. She is qualified to practice in China. A native of that country, she speaks both Mandarin Chinese and English. "I am excited to join King & Spalding’s finance practice," said Hong. "I look forward to the opportunity to build my middle-market practice and contribute to the growth of the firm’s finance business in the United States and Asia." King & Spalding's finance practice has more than 50 lawyers located in offices across the United States, Europe and the Middle East representing lenders, investors, funds and borrowers in finance and other commercial transactions. These include a wide array of investment grade and sub-investment grade credit facilities on both a syndicated and single-lender basis. King & Spalding was ranked 6th in the United States for lender representations in 2013, according to Thomson Reuters. Ms. Hong may be reached at: Ye Cecelia Hong, Esq. KING & SPALDING 1185 Avenue of the Americas 10036 New York, NY Tel: (212) 556-2169 Fax: (212) 556-2222 E-mail: chong@kslaw.com About King & Spalding Celebrating more than 125 years of service, King & Spalding is an international law firm that represents a broad array of clients, including half of the Fortune Global 100, with 800 lawyers in 17 offices in the United States, Europe, the Middle East and Asia. The firm has handled matters in over 160 countries on six continents and is consistently recognized for the results it obtains, uncompromising commitment to quality and dedication to understanding the business and culture of its clients. See http://www.kslaw.com/ [^] Large Companies With Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- ABSOLUTE SOFTWRE ALSWF US 138.4 (12.0) 2.2 ABSOLUTE SOFTWRE ABT CN 138.4 (12.0) 2.2 ABSOLUTE SOFTWRE OU1 GR 138.4 (12.0) 2.2 AC SIMMONDS & SO ACSX US 1.4 (0.4) (1.5) ACCRETIVE HEALTH ACHI US 510.0 (85.6) (17.7) ACCRETIVE HEALTH 6HL GR 510.0 (85.6) (17.7) ADVANCED EMISSIO OXQ1 GR 106.4 (46.1) (15.3) ADVANCED EMISSIO ADES US 106.4 (46.1) (15.3) ADVENT SOFTWARE AXQ GR 434.9 (64.8) (122.0) ADVENT SOFTWARE ADVS US 434.9 (64.8) (122.0) AGILE THERAPEUTI AGRX US 60.9 42.4 39.8 AIR CANADA AC CN 10,545.0 (1,400.0) 164.0 AIR CANADA ACDVF US 10,545.0 (1,400.0) 164.0 AIR CANADA ADH2 GR 10,545.0 (1,400.0) 164.0 AIR CANADA ADH2 TH 10,545.0 (1,400.0) 164.0 AIR CANADA ACEUR EU 10,545.0 (1,400.0) 164.0 AK STEEL HLDG AKS US 4,858.5 (77.0) 900.5 AK STEEL HLDG AK2 GR 4,858.5 (77.0) 900.5 AK STEEL HLDG AK2 TH 4,858.5 (77.0) 900.5 AK STEEL HLDG AKS* MM 4,858.5 (77.0) 900.5 ALLIANCE HEALTHC AIQ US 473.5 (127.3) 62.8 AMC NETWORKS-A AMCX* MM 3,663.3 (388.0) 659.4 AMC NETWORKS-A AMCX US 3,663.3 (388.0) 659.4 AMC NETWORKS-A 9AC GR 3,663.3 (388.0) 659.4 AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2) AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0 ANGIE'S LIST INC 8AL GR 161.0 (39.4) (22.7) ANGIE'S LIST INC 8AL TH 161.0 (39.4) (22.7) ANGIE'S LIST INC ANGI US 161.0 (39.4) (22.7) ARRAY BIOPHARMA AR2 GR 163.6 (13.9) 82.8 ARRAY BIOPHARMA AR2 TH 163.6 (13.9) 82.8 ARRAY BIOPHARMA ARRY US 163.6 (13.9) 82.8 AUTOZONE INC AZO US 7,717.1 (1,662.8) (1,383.4) AUTOZONE INC AZ5 TH 7,717.1 (1,662.8) (1,383.4) AUTOZONE INC AZ5 QT 7,717.1 (1,662.8) (1,383.4) AUTOZONE INC AZ5 GR 7,717.1 (1,662.8) (1,383.4) AUTOZONE INC AZOEUR EU 7,717.1 (1,662.8) (1,383.4) AVALANCHE BIOTEC AVU GR 167.2 155.7 161.9 AVALANCHE BIOTEC AAVL US 167.2 155.7 161.9 AVID TECHNOLOGY AVID US 197.2 (341.2) (173.2) AXIM BIOTECHNOLO AXIM US 1.1 (0.2) (0.2) BENEFITFOCUS INC BNFT US 131.7 (31.2) 34.2 BENEFITFOCUS INC BTF GR 131.7 (31.2) 34.2 BERRY PLASTICS G BP0 GR 5,176.0 (93.0) 660.0 BERRY PLASTICS G BERY US 5,176.0 (93.0) 660.0 BRP INC/CA-SUB V B15A GR 2,115.5 (9.5) 184.7 BRP INC/CA-SUB V BRPIF US 2,115.5 (9.5) 184.7 BRP INC/CA-SUB V DOO CN 2,115.5 (9.5) 184.7 BURLINGTON STORE BURL US 2,796.9 (167.9) 77.6 BURLINGTON STORE BUI GR 2,796.9 (167.9) 77.6 CABLEVISION SY-A CVC US 6,563.7 (5,068.0) 158.9 CABLEVISION SY-A CVY GR 6,563.7 (5,068.0) 158.9 CABLEVISION-W/I 8441293Q US 6,563.7 (5,068.0) 158.9 CABLEVISION-W/I CVC-W US 6,563.7 (5,068.0) 158.9 CADIZ INC CDZI US 56.0 (49.7) 3.0 CADIZ INC 2ZC GR 56.0 (49.7) 3.0 CAESARS ENTERTAI C08 GR 24,491.5 (3,714.4) 1,363.3 CAESARS ENTERTAI CZR US 24,491.5 (3,714.4) 1,363.3 CAPMARK FINANCIA CPMK US 20,085.1 (933.1) - CASELLA WASTE CWST US 661.8 (6.7) (0.5) CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1) CHOICE HOTELS CZH GR 664.2 (397.0) 206.0 CHOICE HOTELS CHH US 664.2 (397.0) 206.0 CIENA CORP CIEN TE 2,072.6 (69.6) 912.1 CIENA CORP CIEN US 2,072.6 (69.6) 912.1 CIENA CORP CIE1 TH 2,072.6 (69.6) 912.1 CIENA CORP CIE1 QT 2,072.6 (69.6) 912.1 CIENA CORP CIE1 GR 2,072.6 (69.6) 912.1 CINCINNATI BELL CBB US 1,952.6 (584.4) 50.1 CLEAR CHANNEL-A CCO US 6,383.9 (132.6) 376.9 CLEAR CHANNEL-A C7C GR 6,383.9 (132.6) 376.9 CLIFFS NATURAL R CLF* MM 3,199.2 (1,699.1) 489.2 CLIFFS NATURAL R CVA TH 3,199.2 (1,699.1) 489.2 CLIFFS NATURAL R CVA GR 3,199.2 (1,699.1) 489.2 CLIFFS NATURAL R CLF US 3,199.2 (1,699.1) 489.2 CLOUD SECURITY C 3CS GR 0.0 (0.2) (0.2) COMVERSE INC CNSI US 649.6 (2.8) 4.3 COMVERSE INC CM1 GR 649.6 (2.8) 4.3 CONNECTURE INC CNXR US 85.8 (67.7) (55.8) CONNECTURE INC 2U7 GR 85.8 (67.7) (55.8) CORCEPT THERA CORT US 37.2 (1.3) 19.9 CORINDUS VASCULA CVRS US 0.0 (0.0) (0.0) CVSL INC CVSL US 66.0 (4.7) 2.8 DIPLOMAT PHARMAC 7DP GR 322.7 6.6 (39.9) DIPLOMAT PHARMAC DPLO US 322.7 6.6 (39.9) DIPLOMAT PHARMAC 7DP TH 322.7 6.6 (39.9) DIRECTV DTV US 22,594.0 (5,557.0) 43.0 DIRECTV DTVEUR EU 22,594.0 (5,557.0) 43.0 DIRECTV DIG1 GR 22,594.0 (5,557.0) 43.0 DIRECTV DTV CI 22,594.0 (5,557.0) 43.0 DIRECTV DTV SW 22,594.0 (5,557.0) 43.0 DOMINO'S PIZZA EZV GR 510.9 (1,281.7) 112.9 DOMINO'S PIZZA EZV TH 510.9 (1,281.7) 112.9 DOMINO'S PIZZA DPZ US 510.9 (1,281.7) 112.9 DUN & BRADSTREET DB5 GR 1,789.2 (1,083.4) (0.3) DUN & BRADSTREET DNB US 1,789.2 (1,083.4) (0.3) DURATA THERAPEUT DTA GR 82.1 (16.1) 11.7 DURATA THERAPEUT DRTX US 82.1 (16.1) 11.7 DURATA THERAPEUT DRTXEUR EU 82.1 (16.1) 11.7 EDGEN GROUP INC EDG US 883.8 (0.8) 409.2 EMPIRE RESORTS I NYNY US 42.4 (14.3) (9.9) EMPIRE RESORTS I LHC1 GR 42.4 (14.3) (9.9) ENTELLUS MEDICAL ENTL US 14.0 (8.0) 4.8 EOS PETRO INC EOPT US 1.3 (28.4) (29.5) EXTENDICARE INC EXE CN 1,885.0 (7.2) 77.0 EXTENDICARE INC EXETF US 1,885.0 (7.2) 77.0 FAIRPOINT COMMUN FRP US 1,488.5 (395.7) 9.4 FAIRPOINT COMMUN FONN GR 1,488.5 (395.7) 9.4 FAIRWAY GROUP HO FGWA GR 372.2 (16.5) 17.9 FAIRWAY GROUP HO FWM US 372.2 (16.5) 17.9 FERRELLGAS-LP FEG GR 1,680.4 (138.8) (37.1) FERRELLGAS-LP FGP US 1,680.4 (138.8) (37.1) FMSA HOLDINGS IN FMSA US 1,447.5 (21.7) 271.3 FMSA HOLDINGS IN FM1 GR 1,447.5 (21.7) 271.3 FMSA HOLDINGS IN FMSAEUR EU 1,447.5 (21.7) 271.3 FREESCALE SEMICO 1FS TH 3,275.0 (3,581.0) 1,324.0 FREESCALE SEMICO 1FS GR 3,275.0 (3,581.0) 1,324.0 FREESCALE SEMICO FSL US 3,275.0 (3,581.0) 1,324.0 FRESHPET INC FRPTEUR EU 75.3 (43.5) 0.4 FRESHPET INC 7FP GR 75.3 (43.5) 0.4 FRESHPET INC FRPT US 75.3 (43.5) 0.4 GAMING AND LEISU GLPI US 2,595.4 (77.9) (44.2) GAMING AND LEISU 2GL GR 2,595.4 (77.9) (44.2) GARDA WRLD -CL A GW CN 1,356.8 (243.8) 57.4 GENCORP INC GY US 1,921.6 (170.9) 99.2 GENCORP INC GCY GR 1,921.6 (170.9) 99.2 GENTIVA HEALTH GTIV US 1,225.2 (285.2) 130.0 GENTIVA HEALTH GHT GR 1,225.2 (285.2) 130.0 GLG PARTNERS INC GLG US 400.0 (285.6) 156.9 GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9 GOLD RESERVE INC GOD GR 28.0 (10.5) 4.9 GOLD RESERVE INC GRZ CN 28.0 (10.5) 4.9 GOLD RESERVE INC GDRZF US 28.0 (10.5) 4.9 GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5 GYMBOREE CORP/TH GYMB US 1,284.0 (321.3) 39.5 HCA HOLDINGS INC HCA US 31,199.0 (6,498.0) 3,450.0 HCA HOLDINGS INC 2BH GR 31,199.0 (6,498.0) 3,450.0 HCA HOLDINGS INC 2BH TH 31,199.0 (6,498.0) 3,450.0 HD SUPPLY HOLDIN 5HD GR 6,523.0 (657.0) 1,396.0 HD SUPPLY HOLDIN HDS US 6,523.0 (657.0) 1,396.0 HERBALIFE LTD HOO GR 2,364.5 (420.6) 508.8 HERBALIFE LTD HLFEUR EU 2,364.5 (420.6) 508.8 HERBALIFE LTD HLF US 2,364.5 (420.6) 508.8 HOVNANIAN ENT-A HO3 GR 2,289.9 (117.8) 1,403.7 HOVNANIAN ENT-A HOV US 2,289.9 (117.8) 1,403.7 HOVNANIAN ENT-B HOVVB US 2,289.9 (117.8) 1,403.7 HOVNANIAN-A-WI HOV-W US 2,289.9 (117.8) 1,403.7 HUBSPOT INC HUBS US 58.9 (13.7) (17.9) HUBSPOT INC 096 GR 58.9 (13.7) (17.9) HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8) IHEARTMEDIA INC IHRT US 14,306.0 (9,506.2) 1,003.2 INCYTE CORP ICY GR 785.3 (89.6) 538.0 INCYTE CORP INCY US 785.3 (89.6) 538.0 INCYTE CORP ICY TH 785.3 (89.6) 538.0 INFOR US INC LWSN US 6,778.1 (460.0) (305.9) IPCS INC IPCS US 559.2 (33.0) 72.1 ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2 JUST ENERGY GROU 1JE GR 1,570.4 (311.6) 159.7 JUST ENERGY GROU JE US 1,570.4 (311.6) 159.7 JUST ENERGY GROU JE CN 1,570.4 (311.6) 159.7 L BRANDS INC LTD GR 7,149.0 (433.0) 1,050.0 L BRANDS INC LTD TH 7,149.0 (433.0) 1,050.0 L BRANDS INC LB US 7,149.0 (433.0) 1,050.0 L BRANDS INC LBEUR EU 7,149.0 (433.0) 1,050.0 LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9 LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9 LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9 LORILLARD INC LO US 3,275.0 (2,155.0) 918.0 LORILLARD INC LLV TH 3,275.0 (2,155.0) 918.0 LORILLARD INC LLV GR 3,275.0 (2,155.0) 918.0 MANNKIND CORP MNKD US 386.8 (40.7) (100.3) MANNKIND CORP NNF1 GR 386.8 (40.7) (100.3) MANNKIND CORP NNF1 TH 386.8 (40.7) (100.3) MARRIOTT INTL-A MAQ GR 6,847.0 (1,842.0) (1,186.0) MARRIOTT INTL-A MAR US 6,847.0 (1,842.0) (1,186.0) MARRIOTT INTL-A MAQ TH 6,847.0 (1,842.0) (1,186.0) MDC COMM-W/I MDZ/W CN 1,707.3 (86.7) (256.5) MDC PARTNERS-A MDZ/A CN 1,707.3 (86.7) (256.5) MDC PARTNERS-A MDCA US 1,707.3 (86.7) (256.5) MDC PARTNERS-A MD7A GR 1,707.3 (86.7) (256.5) MDC PARTNERS-EXC MDZ/N CN 1,707.3 (86.7) (256.5) MERITOR INC MTOR US 2,346.0 (576.0) 268.0 MERITOR INC AID1 GR 2,346.0 (576.0) 268.0 MERRIMACK PHARMA MACK US 188.6 (99.9) 40.9 MERRIMACK PHARMA MP6 GR 188.6 (99.9) 40.9 MICHAELS COS INC MIM GR 2,030.0 (2,269.0) 409.0 MICHAELS COS INC MIK US 2,030.0 (2,269.0) 409.0 MONEYGRAM INTERN MGI US 4,600.2 (157.2) 87.1 MORGANS HOTEL GR MHGC US 632.3 (221.3) 89.3 MORGANS HOTEL GR M1U GR 632.3 (221.3) 89.3 MOXIAN CHINA INC MOXC US 4.9 (1.2) (4.0) MPG OFFICE TRUST 1052394D US 1,280.0 (437.3) - NATIONAL CINEMED NCMI US 993.6 (200.2) 51.8 NATIONAL CINEMED XWM GR 993.6 (200.2) 51.8 NAVISTAR INTL NAV US 7,443.0 (4,618.0) 782.0 NAVISTAR INTL IHR TH 7,443.0 (4,618.0) 782.0 NAVISTAR INTL IHR GR 7,443.0 (4,618.0) 782.0 NEFF CORP-CL A NEFF US 612.1 (343.7) (1.5) NEW ENG RLTY-LP NEN US 178.9 (25.9) - NORTHWEST BIO NBYA GR 29.4 (31.2) (41.7) NORTHWEST BIO NWBO US 29.4 (31.2) (41.7) OMEROS CORP OMER US 25.3 (26.6) 9.0 OMEROS CORP 3O8 GR 25.3 (26.6) 9.0 OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0) PALM INC PALM US 1,007.2 (6.2) 141.7 PATRIOT NATIONAL PN US 137.0 (38.7) (25.7) PBF LOGISTICS LP PBFX US 360.0 (47.3) 15.6 PBF LOGISTICS LP 11P GR 360.0 (47.3) 15.6 PHILIP MORRIS IN PMI SW 35,187.0 (11,203.0) 372.0 PHILIP MORRIS IN PM1CHF EU 35,187.0 (11,203.0) 372.0 PHILIP MORRIS IN PM FP 35,187.0 (11,203.0) 372.0 PHILIP MORRIS IN 4I1 GR 35,187.0 (11,203.0) 372.0 PHILIP MORRIS IN 4I1 TH 35,187.0 (11,203.0) 372.0 PHILIP MORRIS IN 4I1 QT 35,187.0 (11,203.0) 372.0 PHILIP MORRIS IN PM1EUR EU 35,187.0 (11,203.0) 372.0 PHILIP MORRIS IN PM1 TE 35,187.0 (11,203.0) 372.0 PHILIP MORRIS IN PM US 35,187.0 (11,203.0) 372.0 PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9) PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9) PLY GEM HOLDINGS PGEM US 1,304.9 (73.5) 238.9 PLY GEM HOLDINGS PG6 GR 1,304.9 (73.5) 238.9 PROTALEX INC PRTX US 0.8 (10.3) (0.0) PROTECTION ONE PONE US 562.9 (61.8) (7.6) PROTEON THERAPEU PRTO US 24.2 9.6 19.3 QUALITY DISTRIBU QLTY US 439.6 (30.4) 105.2 QUALITY DISTRIBU QDZ GR 439.6 (30.4) 105.2 QUINTILES TRANSN QTS GR 3,106.7 (536.2) 511.8 QUINTILES TRANSN Q US 3,106.7 (536.2) 511.8 RAYONIER ADV RYQ GR 1,304.7 (63.8) 188.6 RAYONIER ADV RYAM US 1,304.7 (63.8) 188.6 REGAL ENTERTAI-A RGC US 2,553.5 (755.1) 6.5 REGAL ENTERTAI-A RETA GR 2,553.5 (755.1) 6.5 REGAL ENTERTAI-A RGC* MM 2,553.5 (755.1) 6.5 RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4) RENTPATH INC PRM US 208.0 (91.7) 3.6 RETROPHIN INC 17R GR 145.9 (10.2) (3.7) RETROPHIN INC RTRX US 145.9 (10.2) (3.7) REVLON INC-A REV US 1,912.6 (570.6) 300.9 REVLON INC-A RVL1 GR 1,912.6 (570.6) 300.9 RITE AID CORP RTA TH 7,186.0 (1,792.7) 1,895.3 RITE AID CORP RTA GR 7,186.0 (1,792.7) 1,895.3 RITE AID CORP RAD US 7,186.0 (1,792.7) 1,895.3 ROCKWELL MEDICAL RWM TH 23.9 (5.5) 2.6 ROCKWELL MEDICAL RWM GR 23.9 (5.5) 2.6 ROCKWELL MEDICAL RMTI US 23.9 (5.5) 2.6 ROUNDY'S INC 4R1 GR 1,089.7 (66.8) 71.8 ROUNDY'S INC RNDY US 1,089.7 (66.8) 71.8 RURAL/METRO CORP RURL US 303.7 (92.1) 72.4 RYERSON HOLDING RYI US 2,006.2 (38.2) 749.5 RYERSON HOLDING 7RY GR 2,006.2 (38.2) 749.5 SALLY BEAUTY HOL S7V GR 2,097.0 (255.6) 753.8 SALLY BEAUTY HOL SBH US 2,097.0 (255.6) 753.8 SBA COMM CORP-A SBJ GR 7,809.0 (297.6) (671.8) SBA COMM CORP-A SBAC US 7,809.0 (297.6) (671.8) SBA COMM CORP-A SBJ TH 7,809.0 (297.6) (671.8) SECOND SIGHT MED EYES US 9.6 (19.5) 4.4 SECOND SIGHT MED 24P GR 9.6 (19.5) 4.4 SEQUENOM INC SQNM US 134.6 (51.9) 36.5 SEQUENOM INC QNMA TH 134.6 (51.9) 36.5 SEQUENOM INC QNMA GR 134.6 (51.9) 36.5 SILVER SPRING NE 9SI TH 552.9 (139.0) 82.8 SILVER SPRING NE SSNI US 552.9 (139.0) 82.8 SILVER SPRING NE 9SI GR 552.9 (139.0) 82.8 SIRIUS XM CANADA XSR CN 336.0 (91.2) (159.5) SIRIUS XM CANADA SIICF US 336.0 (91.2) (159.5) SPORTSMAN'S WARE 06S GR 315.7 (35.0) 83.3 SPORTSMAN'S WARE SPWH US 315.7 (35.0) 83.3 SUPERVALU INC SVU* MM 5,078.0 (647.0) 277.0 SUPERVALU INC SVU US 5,078.0 (647.0) 277.0 SUPERVALU INC SJ1 TH 5,078.0 (647.0) 277.0 SUPERVALU INC SJ1 GR 5,078.0 (647.0) 277.0 THERAVANCE HVE GR 553.7 (193.1) 237.4 THERAVANCE THRX US 553.7 (193.1) 237.4 THRESHOLD PHARMA THLD US 76.7 (21.0) 49.1 THRESHOLD PHARMA NZW1 GR 76.7 (21.0) 49.1 TOWN SPORTS INTE CLUB US 482.6 (53.8) 69.7 TRANSDIGM GROUP T7D GR 6,913.6 (1,464.7) 1,231.3 TRANSDIGM GROUP TDG US 6,913.6 (1,464.7) 1,231.3 TRINET GROUP INC TNETEUR EU 1,393.3 (48.9) 17.3 TRINET GROUP INC TN3 TH 1,393.3 (48.9) 17.3 TRINET GROUP INC TN3 GR 1,393.3 (48.9) 17.3 TRINET GROUP INC TNET US 1,393.3 (48.9) 17.3 UNILIFE CORP 4UL GR 80.7 (2.7) 0.4 UNILIFE CORP 4UL TH 80.7 (2.7) 0.4 UNILIFE CORP UNIS US 80.7 (2.7) 0.4 UNISYS CORP UIS US 2,348.7 (1,452.4) 319.6 UNISYS CORP UISEUR EU 2,348.7 (1,452.4) 319.6 UNISYS CORP USY1 TH 2,348.7 (1,452.4) 319.6 UNISYS CORP UISCHF EU 2,348.7 (1,452.4) 319.6 UNISYS CORP USY1 GR 2,348.7 (1,452.4) 319.6 UNISYS CORP UIS1 SW 2,348.7 (1,452.4) 319.6 VECTOR GROUP LTD VGR US 1,643.4 (7.9) 561.5 VECTOR GROUP LTD VGR GR 1,643.4 (7.9) 561.5 VENOCO INC VQ US 756.5 (100.0) (762.9) VERISIGN INC VRSN US 2,154.9 (883.5) (429.9) VERISIGN INC VRS GR 2,154.9 (883.5) (429.9) VERISIGN INC VRS TH 2,154.9 (883.5) (429.9) VERIZON TELEMATI HUTC US 110.2 (101.6) (113.8) VIRGIN AMERICA I 2VA1 GR 876.0 (313.0) 19.0 VIRGIN AMERICA I VA US 876.0 (313.0) 19.0 VIRGIN AMERICA I 2VA1 TH 876.0 (313.0) 19.0 VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3) WEIGHT WATCHERS WTW US 1,558.3 (1,357.7) 60.6 WEIGHT WATCHERS WW6 QT 1,558.3 (1,357.7) 60.6 WEIGHT WATCHERS WW6 GR 1,558.3 (1,357.7) 60.6 WEIGHT WATCHERS WTWEUR EU 1,558.3 (1,357.7) 60.6 WEIGHT WATCHERS WW6 TH 1,558.3 (1,357.7) 60.6 WEST CORP WSTC US 3,818.1 (659.6) 454.6 WEST CORP WT2 GR 3,818.1 (659.6) 454.6 WESTMORELAND COA WLB US 1,578.5 (264.3) 101.2 WESTMORELAND COA WME GR 1,578.5 (264.3) 101.2 WESTMORELAND RES WMLP US 204.0 (14.2) (57.7) WORKIVA INC 0WKA GR 82.6 (23.4) (23.4) WORKIVA INC WK US 82.6 (23.4) (23.4) XERIUM TECHNOLOG XRM US 611.2 (51.2) 102.1 XERIUM TECHNOLOG TXRN GR 611.2 (51.2) 102.1 XOMA CORP XOMA US 70.9 (18.1) 28.5 XOMA CORP XOMA TH 70.9 (18.1) 28.5 YRC WORLDWIDE IN YEL1 TH 1,985.0 (474.3) 148.2 YRC WORLDWIDE IN YEL1 GR 1,985.0 (474.3) 148.2 YRC WORLDWIDE IN YRCW US 1,985.0 (474.3) 148.2 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2015. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552. *** End of Transmission ***