/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150318.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, March 18, 2015, Vol. 19, No. 77 Headlines 190 SOUTH STREET: Case Summary & 7 Largest Unsecured Creditors 4519922 CANADA: April 10 Set as Claims Bar Date ABERDEEN LAND: Court Dismisses Chapter 11 Bankruptcy Case ACCELPATH INC: Amends Dec. 31 Quarter Report ALEXZA PHARMACEUTICALS: Reports $36.7 Million Loss for 2014 ALEXZA PHARMACEUTICALS: To Issue 250,000 Shares Under Plans ALLIANCE ONE: S&P Cuts CCR to B-, Placed on CreditWatch Negative ALLIED NEVADA: Court Issues Joint Administration Order ALTEGRITY INC: US Trustee Forms Creditors' Committee AMATO'S NURSERY: Voluntary Chapter 11 Case Summary AMERICAN SPECTRUM: Case Summary & 20 Largest Unsecured Creditors AMERICAN SPECTRUM: Files for Chapter 11 Protection AWB INTERESTS: Case Summary & 3 Largest Unsecured Creditors BERNARD L MADOFF: Trustee Wants Court to Review Safe Harbor Ruling BG MEDICINE: Receives Non-Compliance Notice From NASDAQ BLACKSANDS PETROLEUM: Incurs $811K Net Loss in Jan. 31 Qtr. BRILLIANT INSTRUMENTS: Case Summary & 13 Top Unsecured Creditors CAMBRIDGE AT HARBOURVIEW: Case Summary & 4 Top Unsec. Creditors CONSTAR INTERNATIONAL: Seeks May 12 Extension of Plan Filing Date DAEBO INT'L: Seeks U.S. Recognition of Korean Proceedings DUNE ENERGY: Asks for Approval for Donald Martin as CRO DUNE ENERGY: Can Employ Prime Clerk as Claims & Noticing Agent DUNE ENERGY: Proposes Hanes and Boon as Bankruptcy Attorneys DUNE ENERGY: Section 341(a) Meeting Scheduled for April 14 DVORKIN HOLDINGS: Case Transferred to Judge Goldgar EDENOR SA: Temporary Increase in Earnings Approved ERF WIRELESS: Issues 71.5 Million Common Shares ESCO MARINE: Secured Lender Seeks Appointment of Chap. 11 Trustee EVANS & SUTHERLAND: To Issue 2.7MM Shares Under Incentive Plan FANNIE MAE & FREDDIE MAC: Updated Conservatorship Litigation Chart FIRST NATIONAL: Posts $13.4 Million Net Income for 2014 FIRST QUANTUM: S&P Lowers CCR to 'B'; Outlook Negative FORESIGHT ENERGY: Moody's Reviews 'B2' CFR for Upgrade FOURTH QUARTER: Court Okays Jackson Hole as Real Estate Appraiser FREEDOM INDUSTRIES: Ex-Owner Pleads Guilty in Chemical Spill Case GLOBALCOR ASSOCIATES: Voluntary Chapter 11 Case Summary GOURMET EXPRESS: Case Summary & 20 Largest Unsecured Creditors GOURMET EXPRESS: Frozen-Meal Maker Files for Bankruptcy HEI INC: Proposes CBRE as Broker for Minnesota Property HIPCRICKET INC: Creditors' Panel Hires Cooley LLP as Lead Counsel HIPCRICKET INC: Creditors' Panel Hires Pepper Hamilton as Counsel HIPCRICKET INC: Creditors' Panel Taps Getzler Henrichas Advisor HYDGROCARB ENERGY: Delays Form 10-Q for Jan. 31 Quarter IMS HEALTH: Moody's Rates EUR275MM Notes 'B3' & Affirms 'B1' CFR IMS HEALTH: S&P Assigns 'B+' Rating on EUR275MM Sr. Unsec. Notes INFOR INC: Moody's Assigns B3 Ratings to New Sr. Unsecured Notes INFOR INC: S&P Affirms 'B' Corp. Credit Rating JOHN D. OIL: Seeks $4 Million Loan from Private Capital K.M. VILLAS: Case Summary & 7 Largest Unsecured Creditors KINROSS GOLD: Moody's Lowers Sr. Unsecured Rating to 'Ba1' LEHMAN BROTHERS: Ernst & Young Settles Suits with NJ, Calif. Munis LIFE PARTNERS: Hires Alexander Dubose as Litigation Counsel LIFE PARTNERS: Hires Hudson & Calleja as Litigation Counsel LIFE PARTNERS: Hires Mackenzie as Special Litigation Counsel LIFE PARTNERS: Names Douglas Berman as Special Securities Counsel LIFE PARTNERS: Taps Meadows Collier as Special Tax Counsel LIFE PARTNERS: Taps Meyer Unkovic as Special Litigation Counsel LONGVIEW POWER: Court Confirms Reorganization Plan LYNX AT RIVER BEND: Case Summary & 20 Largest Unsecured Creditors MAGNESIUM CORP: Judge Tacks on 6% Interest to Renco Jury Award MCCLATCHY CO: Reports $374 Million Net Income for 2014 MEDICAL CARD: S&P Affirms 'B-' Counterparty Credit Ratings MURRAY ENERGY: Moody's Reviews 'B3' CFR for Upgrade PARK FLETCHER: April 13 Hearing on Motion to Use Cash Collateral PETTERS CO: Chap. 11 Trustee Taps RPA as Financial Advisor PETTERS COMPANY: Chapter 11 Trustee Hires AEC as Appraiser PHARMACYTE BIOTECH: Incurs $1.4 Million Net Loss for Jan. 31 Qtr. PLATTSBURGH SUITES: Amends List of Top Unsecured Creditors PROCTOR-INDUSTRY: Voluntary Chapter 11 Case Summary QUICKSILVER RESOURCES: Case Summary & 30 Top Unsecured Creditors QUICKSILVER RESOURCES: Crestwood to Cooperate in Restructuring QUICKSILVER RESOURCES: Files for Chapter 11 Bankruptcy QUICKSILVER RESOURCES: To Limit Trading to Protect NOLs QUICKSILVER RESOURCES: To Pay $5.8MM to Critical Vendors REDF MARKETING: Court Rejects Bid to Dismiss Suit v. North Carolina RENAULT WINERY: Proposes Sharer Petree as Accountant RETROPHIN INC: Amends 2014 Annual Report to Correct Disclosure ROSENSTEIN PROPERTIES: Case Summary & 7 Top Unsecured Creditors SABINE OIL: To Face Noteholder Attys in Change-of-Control Suit SAGE AUTOMOTIVE: S&P Assigns 'B' CCR; Outlook Stable SHASTA ENTERPRISES: Has Access to Cash Collateral Until June 30 SIDEWINDER DRILLING: S&P Lowers CCR to 'CCC+'; Outlook Negative SIGA TECHNOLOGIES: March 30 Fixed as Proofs of Claims Bar Date SOBELMAR ANTWERP: Commences Chapter 11 Reorganization SPIG INDUSTRY: Case Summary & 20 Largest Unsecured Creditors SPIG INDUSTRY: Files for Ch. 11 with $12MM in Debt SPIG INDUSTRY: Proposes Copeland as Bankruptcy Counsel TOWN SPORTS: Moody's Lowers CFR to 'B3', Outlook Stable TOWNSQUARE MEDIA: S&P Assigns 'B' Corp. Credit Rating TRANSGENOMIC INC: Orin Hirschman Holds 8.8% Stake as of March 11 VOYA FINANCIAL: Fitch Raises Jr. Subordinated Debt Rating to BB+ VULCAN MATERIALS: Moody's Rates $400MM Sr. Unsecured Notes 'Ba3' VULCAN MATERIALS: S&P Rates $400-Mil. Sr. Unsecured Notes 'BB+' WASHINGTON PRIME: Moody's Affirms 'Ba1' Preferred Stock Rating WET SEAL: Court Sets April 10 as Claims Bar Date WINLAND OCEAN: March 20 Hearing on Further Use of Cash Collateral YELLOW CAB OF RENO: May File for Bankruptcy Over Disabilities Suit YMCA MILWAUKEE: Seeks Court Order Closing Bankruptcy Cases [*] Moody's Identifies Warning Signs of Troubled Companies [*] Moody's Publishes New Bank Rating Methodology ********* 190 SOUTH STREET: Case Summary & 7 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: 190 South Street Realty Holdings, L.P. 190 South Street Morristown, NJ 07962 Case No.: 15-14558 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: March 16, 2015 Court: United States Bankruptcy Court District of New Jersey (Newark) Judge: Hon. Vincent F. Papalia Debtor's Counsel: Morris S. Bauer, Esq. NORRIS MCLAUGHLIN & MARCUS, PA PO Box 5933 Bridgewater, NJ 08807-5933 Tel: (908) 722-0700 Fax: 908-722-0755 Email: msbauer@nmmlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Lawrence S. Berger, president of general partner. A list of the Debtor's seven largest unsecured creditors is available for free at http://bankrupt.com/misc/njb15-14558.pdf 4519922 CANADA: April 10 Set as Claims Bar Date ----------------------------------------------- The Superior Court of Justice in Canada set April 10, 2015, as deadline for creditors to file proofs of claim against 4519922 Canada Inc. All claims must be filed with Ernst & Young Inc. Claimants may also obtain the proof of claim document package from the case website, or by contacting the Monitor at 1-855-941-7745 or by email atcoopers.monitor@ca.ey.com. ABERDEEN LAND: Court Dismisses Chapter 11 Bankruptcy Case --------------------------------------------------------- The Hon. Jerry A. Funk of the U.S. Bankruptcy Court for the Middle District of Florida granted the request of Aberdeen Land II LLC for voluntary dismissal of its Chapter 11 bankruptcy case. Judge Funk cancelled the hearing on a motion to convert the case to a Chapter 7 liquidation proceeding, which is scheduled for March 30, 2015. As reported in the Troubled Company Reporter on Sept. 16, 2014, Paul J. Battista, Esq., at Genovese Joblove & Battista, P.A., in Ft. Lauderdale, Florida -- pbattista@gjb-law.com -- contended that despite all of the Debtor's good faith efforts over the course of 14 months in Chapter 11, the Debtor has recently reached two unfortunately, but important, conclusions: (i) that it is unable to advance a consensual plan of reorganization with the support of its major creditor constituencies; and (ii) that advancing a non-consensual plan of reorganization at this point in the Chapter 11 proceedings is not and will not be feasible. As a result, the Debtor believes that the best course of action for its creditors and parties in interests taken as a whole is to dismiss the Chapter 11 case and allow the various creditor constituencies to proceed in state court to exercise their respective rights and remedies. As is evidenced by the substantial time and effort expended by the Debtor and its professionals over the course of the Chapter 11 case, the Debtor does not come to this conclusion lightly, Mr. Battista notes. However, he avers, the circumstances of the Chapter 11 case, as they have developed and crystallized over the past 14 months, clearly warrant dismissal over any other alternative. The Debtor said it understands that dismissal of the case will be supported by the Aberdeen Community Development District, the Indenture Trustee and D.R. Horton, as the majority bondholder, each of whom the Debtor anticipates will join in this Motion. Mr. Battista also asserted that conversion of the case to a case under Chapter 7 is not in the best interest of creditors or the estate as a whole because the present value of its property, which is comprised of vacant undeveloped land, does not exceed the debt owed to the CDD, especially when statutory penalties are included. He added that if the case is converted to Chapter 7, then the CDD would be entitled to seek and obtain relief from the automatic stay in order to re-schedule the Foreclosure Sale of the Property stayed by the bankruptcy filing and, thereby, trump any ability on the part of a Chapter 7 trustee to liquidate the Property for the benefit of the senior secured creditors. About Aberdeen Land II Aberdeen Land II, LLC, doing business as Aberdeen, owns a 1,316-acre master- planned community near Jacksonville, Florida. The project is designed for 1,623 single-family homes and 395 multi-family units. More than 1,000 units have been sold, leaving Aberdeen with 856 undeveloped lots and 28.1 acres zoned for commercial or residential use. Aberdeen filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 13-04103) on July 1, 2013, in Jacksonville, Florida. The Debtor has tapped Genovese Joblove & Battista, P.A., as counsel, Kapila & Company as accountant, Kellerhals Ferguson Fletcher Kroblin, PLLC, as special counsel, and Fishkind & Associates as expert consultants. Aberdeen owes $24 million in bonds that financed the project and more than $20 million to secured lenders with mortgages on the property. In its amended schedules, the Debtor disclosed $41.2 million in assets and $31.2 million in liabilities as of the petition date. No creditors' committee was appointed in the case. The Debtor filed a motion for voluntary dismissal of its Chapter 11 case on Sept. 3, 2014. BBX Capital Asset Management, LLC, filed a motion to convert the case to Chapter 7 liquidation. BBX said the plan support agreement has been breached, the confirmation hearing has been canceled and the Debtor now claimed that it no longer has the ability to confirm a plan. ACCELPATH INC: Amends Dec. 31 Quarter Report -------------------------------------------- AccelPath, Inc., filed with the U.S. Securities and Exchange Commission an amendment to its quarterly report on Form 10-Q, a copy of which is available at http://is.gd/p9JQon The Company disclosed a net loss of $595,000 on $18,080 of revenues for the three months ended Dec. 31, 2014, compared to a net loss of $726,000 on $54,000 of revenues for the same period in the prior year. The Company's balance sheet at Dec. 31, 2014, showed $2.43 million in total assets, $4.11 million in total liabilities, and a stockholders' deficit of $1.68 million. The Company had a net loss applicable to common shareholders of $1.14 million for the six months ended Dec. 31, 2014 and a net loss applicable to common shareholders of $2.51 million for the year ended June 30, 2014. Further, the Company had a working capital deficit of $3.91 million. These factors raise substantial doubt about the Company's ability to continue as a going concern. About AccelPath Gaithersburg, Md.-based AccelPath has two primary businesses: AccelPath, LLC, and Digipath Solutions, LLC, are in the business of enabling pathology diagnostics and Technest, Inc. (a 49% owned subsidiary) is in the business of the design, research and development, integration, sales and support of three- dimensional imaging devices and systems. The Company reported a net loss of $546,000 on $40,500 of revenues for the three months ended Sept. 30, 2014, compared to a net loss of $351,000 on $54,000 of revenues for the three months ended Sept. 30, 2013. As of Sept. 30, 2014, the Company had $71,800 in total assets, $3.04 million in total liabilities and a $2.97 million total stockholders' deficit. ALEXZA PHARMACEUTICALS: Reports $36.7 Million Loss for 2014 ----------------------------------------------------------- Alexza Pharmaceuticals, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $36.7 million on $5.56 million of total revenues for the year ended Dec. 31, 2014, compared to a net loss of $39.6 million on $47.8 million of total revenues for the year ended Dec. 31, 2013. As of Dec. 31, 2014, Alexza had $61.6 million in total assets, $113 million in total liabilities, and a $51.7 million total stockholders' deficit. Ernst & Young LLP, in Redwood City, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: http://is.gd/QGDqKL About Alexza Mountain View, California-based Alexza Pharmaceuticals, Inc., was incorporated in the state of Delaware on Dec. 19, 2000, as FaxMed, Inc. In June 2001, the Company changed its name to Alexza Corporation and in December 2001 became Alexza Molecular Delivery Corporation. In July 2005, the Company changed its name to Alexza Pharmaceuticals, Inc. The Company is a pharmaceutical development company focused on the research, development, and commercialization of novel proprietary products for the acute treatment of central nervous system conditions. ALEXZA PHARMACEUTICALS: To Issue 250,000 Shares Under Plans ----------------------------------------------------------- Alexza Pharmaceuticals, Inc., filed a Form S-8 registration statement with the Securities and Exchange Commission for the purpose of registering an additional (i) 100,000 shares of the Company's common stock to be issued pursuant to the Company's 2005 Equity Incentive Plan; (ii) 75,000 shares of the Company's Common Stock to be issued pursuant to the Company's 2005 Employee Stock Purchase Plan; and (iii) 75,000 shares of the Company's Common Stock to be issued pursuant to the Company's 2005 Non-Employee Directors' Stock Option Plan. A full-text copy of the prospectus is available at http://is.gd/ZMMGge About Alexza Mountain View, California-based Alexza Pharmaceuticals, Inc., was incorporated in the state of Delaware on Dec. 19, 2000, as FaxMed, Inc. In June 2001, the Company changed its name to Alexza Corporation and in December 2001 became Alexza Molecular Delivery Corporation. In July 2005, the Company changed its name to Alexza Pharmaceuticals, Inc. The Company is a pharmaceutical development company focused on the research, development, and commercialization of novel proprietary products for the acute treatment of central nervous system conditions. Alexza Pharmaceuticals reported a net loss of $36.7 million in 2014 compared to a net loss of $39.6 million in 2013. As of Dec. 31, 2014, Alexza had $61.6 million in total assets, $113 million in total liabilities, and a $51.7 million total stockholders' deficit. Ernst & Young LLP, in Redwood City, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. ALLIANCE ONE: S&P Cuts CCR to B-, Placed on CreditWatch Negative ---------------------------------------------------------------- Standard & Poor's Ratings Services lowered all of its ratings on Morrisville, N.C.-based Alliance One International Inc. (AOI), including the corporate credit rating to 'B-' from 'B'. At the same time, S&P lowered its issue-level ratings on the company's $210.3 million revolving line of credit to 'B+' from 'BB-', and lowered the ratings on the company's $790 million in senior second-lien notes to 'CCC+' from 'B-'. The recovery ratings remain '1' and '5', respectively, indicating S&P's expectation of very high (90%-100%) and modest (at the low end of the 10%-30% range) recovery, respectively, in the event of a payment default. S&P is placing the ratings on CreditWatch with negative implications, which means S&P could either lower or affirm its ratings after it completes its review. "The downgrade reflects AOI's weaker-than-expected operating performance, which has resulted in credit ratios well below levels we had previously anticipated," said Standard & Poor's credit analyst Brennan Clark. "Even though we expect performance in the fourth quarter (ending March 31, 2015) to improve meaningfully, since a significant amount of delayed tobacco leaf volume should ship in the quarter, we don't believe it will be sufficient to reach our prior forecast." AOI is on CreditWatch with negative implications. Standard & Poor's had previously anticipated that conditions in the tobacco leaf industry would improve due to lower green leaf costs, particularly in South America. While this has occurred, tobacco leaf shipments have been well below normal levels. It is S&P's understanding that tobacco manufacturers typically hold around two years' supply of tobacco leaf in their inventory. Given this, the industry's oversupply conditions, and reduced consumer demand, manufacturers have been able to defer shipments. ALLIED NEVADA: Court Issues Joint Administration Order ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware issued an order directing joint administration of the Chapter 11 cases of Allied Nevada Gold Corp. and its debtor affiliates under lead case no. 15-10503 for procedural purposes only. About Allied Nevada Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a publicly traded U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV's common stock trades on the NYSE and the TSX. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014, On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Debtors have requested that their cases be jointly administered under Case No. 15-10503. The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. ALTEGRITY INC: US Trustee Forms Creditors' Committee ---------------------------------------------------- The U.S. Trustee for Region 3 appointed six creditors of Altegrity Inc. to serve on the official committee of unsecured creditors: (1) BOK Financial Indenture Trustee for 11.75% Senior Subordinated Notes Attn: George F. Kubin 1600 Broadway, 3rd Floor Denver, CO 80202 Phone: 303-864-7206 Fax: 303-864-7219 (2) Insight Direct USA Inc. Attn: Jason Steiner 6820 S. Harl Ave. Tempe, AZ 85284 Phone: 480-409-6859 Fax: 480-760-7892 (3) JLP Credit Opportunity Master Fund Ltd. c/o Phoenix Investment Adviser LLC Attn: Jeffrey Schultz 420 Lexington Ave., Ste. 2040 New York, NY 10170 Phone: 212-359-6235 (4) VMWare, Inc. c/o CJ Teasley 2 Penn Plaza, 18th Floor New York, NY 10121 Phone: 650-427-8296 (5) Delaware Trust Company Indenture Trustee for 12% Senior Notes Attn: Sandra E. Horwitz 2711 Centerville Rd. Wilmington, DE 19808 Phone: 877-374-6010 x 62412 Fax: 302-636-8666 (6) Angela Rodriguez 11591 New Zealand Street Cypress, CA 90630 Phone 714-931-1206 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Altegrity Inc. Altegrity Inc. provides background investigations for the U.S. government; employment background and mortgage screening for commercial customers; technology-driven legal services and software for data management; and investigative, analytic, consulting, due diligence, and security services. Altegrity is principally owned by investment funds affiliated with Providence Equity Partners. Altegrity Inc. and 37 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8, 2015. Jeffrey S. Campbell signed the petitions as president and chief financial officer. The Debtors disclosed total assets of $1.7 billion and total liabilities of $2.1 billion as of June 30, 2014. M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens, Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel. Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the Debtors' Delaware and conflicts counsel. Stephen Goldstein and Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment bankers. Kevin M. McShea and Carrianne J. M. Basler, at Alixpartners LLP serve as the Debtors' restructuring advisors. Prime Clerk LLC is the Debtors' claims and noticing agent. PricewaterhouseCoopers LLP serves as the Debtors' independent auditors. AMATO'S NURSERY: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Amato's Nursery & Landscape Co., Inc. 47 Deans Rhode Hall Rd Monmouth Jct., NJ 08852 Case No.: 15-14520 Chapter 11 Petition Date: March 16, 2015 Court: United States Bankruptcy Court District of New Jersey (Trenton) Judge: Hon. Christine M. Gravelle Debtor's Counsel: Robert C. Nisenson, Esq. ROBERT C. NISENSON, LLC 10 Auer Court, Suite E East Brunswick, NJ 08816 Tel: (732) 238-8777 Fax: (732) 238-8758 Email: rnisenson@aol.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Peter Amato, president. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. AMERICAN SPECTRUM: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: American Spectrum Realty, Inc. 2401 Fountain View, Suite 750 Houston, TX 77057 Case No.: 15-31514 Type of Business: Real Estate Chapter 11 Petition Date: March 16, 2015 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Hon. Letitia Z. Paul Debtor's Counsel: Richard L Fuqua, II, Esq. FUQUA & ASSOCIATES, PC 5005 Riverway, Ste. 250 Houston, TX 77056 Tel: 713-960-0277 Email: fuqua@fuquakeim.com Total Assets: $344.5 million Total Debts: $347.2 million The petition was signed by James Hurn, vice president & general counsel. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ D&A Dally Mortgage Fund III, LP $20,071,241 c/o Dunham & Assoc Invstment 10251 Vista Sorrento Pky #200 San Diego, CA 92121 Allen Matkins Leck Gamble Mallory ASDP $835,305 515 South Figueroa St, 7th Floor Los Angeles, CA 90071-3398 Faubus Keller LLP ASROP $500,000 1001 Texas Avenue, 11th Floor Houston, TX 77002 CIGNA HealthCare ASMG $130,848 First Insurance Funding Corp. ASROP $102,395 Gainer Donnelly & Desroches ASROP $101,452 Polsinelli Shughart PC ASROP $64,793 EEPB, P.C. ASROP $55,500 Thompson & Knight LLP ASROP $55,007 Tracy Thomson ASROP $55,000 Carr, Riggs, & Ingram, LLC ASROP $53,896 Donovan & Watkins, LP ASMG $45,453 Employment Development ASMG $41,768 Department American Spectrum REIT 1, Inc. ASRA $41,254 Stacey F. Speier ASROP $37,000 Patrick D. Barrett ASROP $31,949 Jerry Love CPA, LLC ASROP $31,117 Bammelbelt, LP ASROP $30,130 American Express ASMG $28,437 Polsinelli Shughart PC ASRM $26,396 AMERICAN SPECTRUM: Files for Chapter 11 Protection -------------------------------------------------- American Spectrum Realty, Inc., filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 15-31514) in Houston, Texas, on March 16, 2015, a month after creditors submitted an involuntary petition to send American Spectrum to bankruptcy. The Company disclosed $345 million in total assets and $347 million in debt as of March 16, 2015. The case is assigned to Judge Letitia Z. Paul The Debtor has tapped Richard L Fuqua, II, Esq., at Fuqua & Associates, PC, in Houston, as counsel. In February this year, alleged creditors -- namely D&A Daily Mortgage Fund III, L.P., D&A Semi-Annual Mortgage Fund III, L.P., and D&A Intermediate-Term Mortgage Fund III, L.P. -- filed an involuntary petition and immediately filed a motion for the appointment of a Chapter 11 trustee to take over management of the Debtor. "The involuntary petition which commenced the case was necessitated by the Debtor's admitted failure to pay debts as they have come due, including substantial sums owed to Petitioning Creditors, the Debtor's overall insolvency, numerous pending lawsuits, judgments and foreclosure proceedings against the Debtor and its subsidiaries, serious concerns raised about the deteriorating financial condition of the Debtor, the gross mismanagement, including but not limited to issues of self-dealing, commingling of assets, and misappropriations by the Debtor's President and CEO, the Debtor's failure to meet SEC reporting requirements, and the Debtor's failure to call a special meeting of the Series B shareholders to replace management despite the Debtor's duty and the Petitioning Creditors' demand to do so," D&A's counsel, Melissa Davis Lowe, Esq., at Shulman Hodges & Bastian LLP, told the Court. According to D&A, the Debtor's consolidated financials for Dec. 31, 2013 show total assets of nearly $400 million and total revenues of over $42 million. Unfortunately, the Debtor had a net loss of over $14 million in 2013 and serious cash flow issues with only $112,000 in cash at the end of 2013. In 2013 alone, the Debtor lost three properties to foreclosure. Despite this, it increased its accounts payable from $7.458 million in 2012 to $8.87 million in 2013. About American Spectrum Realty American Spectrum Realty, Inc. -- http://www.asrmanagement.com/-- is a real estate investment company that owns, through an operating partnership, interests in office, industrial/commercial, retail, self-storage, retail, multi-family properties and undeveloped land throughout the United States. American Spectrum Management Group, Inc., a wholly-owned subsidiary of the Company, manages and leases all properties owned by American Spectrum Realty, Inc. as well as for third-party clients, totaling 7 million square feet in multiple states. American Spectrum Realty was formed in 2000 and began publicly trading on the New York Stock Exchange in 2001. Alleged creditors -- namely, D&A Daily Mortgage Fund III, L.P., D&A Semi-Annual Mortgage Fund III, L.P., and D&A Intermediate-Term Mortgage Fund III, L.P. -- filed an involuntary Chapter 11 petition for American Spectrum in Santa Ana, California, on Feb. 13, 2015 (Bankr. C.D. Cal. Case No. 15-10721). The involuntary case is assigned to Judge Scott C Clarkson. James C Bastian, Jr., Esq., and Melissa Davis Lowe, Esq., at Shulman Hodges & Bastian LLP, in Irvine, California, serve as counsel to the Petitioning Creditors. American Spectrum has affiliates that have pending bankruptcy cases. One of them is Verdugo, LLC, a single asset real estate that filed a Chapter 11 bankruptcy petition (Bank. C.D. Cal. Case No. 15-10701) on Feb. 12, 2015. The Debtor estimated assets of $10 million to $50 million and liabilities of $1 million to $10 million. Judge Scott C. Clarkson presides over the case. AWB INTERESTS: Case Summary & 3 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: AWB Interests Marine, LLC 2101 Cedar Springs Road, Suite 1875 Dallas, TX 75201 Case No.: 15-31111 Chapter 11 Petition Date: March 16, 2015 Court: United States Bankruptcy Court Northern District of Texas (Dallas) Judge: Hon. Harlin DeWayne Hale Debtor's Counsel: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. 12770 Coit Rd., Suite 1100 Dallas, TX 75251 Tel: (972) 991-5591 Email: eric@ealpc.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Wade Black, sole member. A list of the Debtor's three largest unsecured creditors is available for free at http://bankrupt.com/misc/txnb15-31111.pdf BERNARD L MADOFF: Trustee Wants Court to Review Safe Harbor Ruling ------------------------------------------------------------------ Irving H. Picard, SIPA Trustee for the liquidation of Bernard L. Madoff Investment Securities LLC, on March 17 disclosed that it filed a petition for a writ of certiorari with the Supreme Court of the United States, seeking a review of the December 8, 2014 Second Circuit decision which bars the SIPA Trustee from recovering and distributing almost $2 billion to the victims of Madoff's Ponzi scheme and calls into question an additional $2 billion of potential recoveries and distributions. The Second Circuit's decision upheld a ruling by a lower court which dismissed the SIPA Trustee's complaints against certain "net winners" in the Madoff fraud -- BLMIS customers who reaped "profits" from the Ponzi scheme by withdrawing more than they put in -- and held that these defendants were exempt from the longstanding precedents in bankruptcy law and the Securities Investor Protection Act (SIPA), which hold that stolen cash can be recovered by a SIPA Trustee and must be distributed equitably among eligible claimants. Certain "net winner" defendants asserted that since BLMIS was a stockbroker, their Ponzi scheme "profits" were protected under Bankruptcy Code section 546(e), the "safe harbor" defense, which protects transfers relating to securities transactions. These defendants, using this so-called "stockbroker defense," alleged that their Ponzi scheme profits qualified for protection under section 546(e), even though no securities transactions occurred and the "profits" are nothing more than funds stolen from other BLMIS victims. Noting the repercussions of the Second Circuit's ruling, which precludes the recovery and distribution of $2 billion and calls into question $2 billion more of funds stolen by Madoff, the SIPA Trustee's petition states, "The Second Circuit's ruling in this case extends the stockbroker defense to encompass cash-for-cash transactions, in which no securities were ever bought or sold. The repercussions of that ruling for this case alone are profound . . . The Second Circuit's ruling moreover sweeps in a broad array of cases involving insolvent brokers, gutting SIPA in the process." "This Court should grant certiorari to clarify the applicability of the stockbroker defense in such cases. Denying review would only perpetuate confusion and uncertainty at a time when investors can afford neither," said Goldstein & Russell Partner Thomas C. Goldstein, Lead Appellate Special Counsel to the SIPA Trustee. In addition, Mr. Goldstein said, "Congress did not write the stockbroker defense to address a case like this one, in which there were no securities transactions to unwind. Put another way, Congress obviously did not intend to protect the beneficiaries of a Ponzi scheme. Recovering funds paid to BLMIS customers who received fictitious profits from Madoff's massive fraud would not create ripple effects through the marketplace. To the contrary, it would facilitate the herculean task of achieving equity for the victims of his fraud." [Tues]day's filing asks the Supreme Court to review the following questions: (1) Does the "stockbroker defense" in the Bankruptcy Code, 11 U.S.C. Sec. 546(e), apply to payments that involve only fictitious securities transactions? (2) Is the application of the "stockbroker defense" in the Bankruptcy Code, 11 U.S.C. Sec. 546(e), to payments that involve only fictitious securities transactions barred as inconsistent with the Securities Investor Protection Act, 15 U.S.C. Sec. 78fff(b)? In addition to Mr. Goldstein, the SIPA Trustee would like to thank the attorneys who worked on his behalf on this petition including: David J. Sheehan, Tracy L. Cole, Thomas D. Warren, and Seanna R. Brown of Baker Hostetler LLP and Tejinder Singh of Goldstein & Russell. Further information on the ongoing Madoff Recovery Initiative and a copy of the SIPA Trustee's writ of certiorari filing can be found on the SIPA Trustee's website: www.madofftrustee.com 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 in Jan. 15, 2015, totaled $322 million and brought 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. BG MEDICINE: Receives Non-Compliance Notice From NASDAQ ------------------------------------------------------- BG Medicine, Inc., received on March 10, 2015, written notice from the Listing Qualifications Department of The NASDAQ Stock Market LLC indicating that, because the Company did not maintain a minimum closing bid price of $1.00 and did not meet the minimum $2.5 million in stockholders' equity, as required by NASDAQ Listing Rules 5550(a)(2) and 5550(b)(1), respectively, the Company's common stock would be subject to delisting unless it timely requests a hearing before the NASDAQ Listing Qualifications Panel. The Company said it will request such a hearing, at which the Company will request an extension within which to pursue its plan to regain and maintain compliance with all applicable requirements for continued listing on NASDAQ. The Company's common shares will remain listed and continue to trade on NASDAQ under the symbol "BGMD" pending the hearing and the expiration of any extension granted by the Panel. However, there can be no assurance that the Panel will grant the Company's request for continued listing or that the Company will be able to regain compliance within any extension period granted by the Panel. As previously disclosed on Current Reports on Form 8-K filed with the Securities and Exchange Commission on Sept. 11, 2014, and Nov. 26, 2014, regarding its receipt of written notice from NASDAQ notifying the Company that, because the Company's bid price had closed below the $1.00 threshold for the preceding 30 business days and, in accordance with the Listing Rules, the Company had been provided a grace period of 180 calendar days, or until March 4, 2015, to regain compliance with NASDAQ Listing Rule 5550(a)(2). As previously disclosed on a Current Report on Form 8-K filed with SEC on Nov. 26, 2014, the Company received written notice from NASDAQ indicating that because the Company did not meet the minimum $2.5 million in stockholders' equity, nor the other alternative tests of market value of listed securities or net income from continuing operations, the Company had 45 calendar days, or until Jan. 4, 2015, to submit a plan to regain compliance with the continued listing rule, and that if NASDAQ accepted the Company's plan to regain compliance, the Company may be provided with a grace period of 180 calendar days, or until May 19, 2015, to regain compliance with NASDAQ Listing Rule 5550(b)(1). On Feb. 2, 2015, the Company announced that NASDAQ granted the Company's request for an extension until May 19, 2015, within which to evidence compliance with NASDAQ Listing Rule 5550(b)(1). The Company will address its plan to regain and maintain compliance with NASDAQ Listing Rules 5550(a)(2) and 5550(b)(1) at the hearing before the Panel, notwithstanding NASDAQ's prior determination to grant the Company an extension to regain compliance with NASDAQ Listing Rule 5550(b)(1). About BG Medicine Waltham, Mass.-based BG Medicine is a diagnostics company focused on the development and commercialization of novel cardiovascular diagnostic tests to address significant unmet medical needs, improve patient outcomes and contain healthcare costs. The Company is currently commercializing two diagnostic tests, the first of which is the BGM Galectin-3 test, a novel assay for measuring galectin-3 levels in blood plasma or serum for use as an aid in assessing the prognosis of patients diagnosed with heart failure. The Company's second diagnostic test is the CardioSCORE test, which is designed to identify individuals at high risk for near-term, significant cardiovascular events, such as heart attack and stroke. BG Medicine reported a net loss of $15.8 million on $4.07 million of total revenues for the year ended Dec. 31, 2013, as compared with a net loss of $23.8 million on $2.81 million of total revenues during the prior year. The Company's balance sheet at June 30, 2014, showed $11.24 million in total assets, $7.25 million in total liabilities and $3.98 million in total stockholders' equity. Deloitte & Touche LLP, in Boston, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company's recurring losses from operations, recurring cash used in operating cash flows and stockholders' deficit raise substantial doubt about its ability to continue as a going concern. BLACKSANDS PETROLEUM: Incurs $811K Net Loss in Jan. 31 Qtr. ----------------------------------------------------------- Blacksands Petroleum, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to common shareholders of $811,000 on $134,000 of oil and gas revenue for the three months ended Jan. 31, 2015, compared to a net loss attributable to common shareholders of $2.50 million on $328,000 of oil and gas revenue for the same period in 2014. As of Jan. 31, 2015, the Company had $1.52 million in total assets, $8.65 million in total liabilities, and a $7.13 million total stockholders' deficiency. The Company had cash and cash equivalents of $522,000 as of Jan. 31, 2015. "We may incur substantial costs in pursuing future capital financing, including investment banking fees, legal fees, accounting fees, securities law compliance fees, and other costs. We may also be required to recognize non-cash expenses in connection with certain securities we may issue, such as convertible notes and warrants, which may adversely impact our financial condition. However, there is no assurance that we will be able to obtain sufficient funds on terms acceptable to us or at all. If adequate additional funding is not available, we may be forced to limit our activities. If we are not able to obtain sufficient capital either from the sale of assets or external sources of capital to fund our immediate operating requirements, we may determine that it is in the Company's best interests to seek relief through a pre-packaged, pre-negotiated or other type of filing under Chapter 11 of the U.S. Bankruptcy Code," the Company states in the Report. A full-text copy of the Form 10-Q is available for free at: http://is.gd/F0EAlc About Blacksands Petroleum Blacksands Petroleum, Inc., is engaged in the exploration, development, exploitation and production of oil and natural gas. The Company focuses on the acquisition and development of conventional and unconventional oil and gas fields in North America. The Company reported a net loss attributable to common shareholders of $7.06 million on $1.22 million of oil and gas revenue for the year ended Oct. 31, 2014, compared to a net loss attributable to common shareholders of $8.59 million on $1.69 million of oil and gas revenue during the prior year. MaloneBailey, LLP, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Oct. 31, 2014. The independent auditors noted that the Company has incurred cumulative losses since inception and has negative working capital, which raises substantial doubt about its ability to continue as a going concern. BRILLIANT INSTRUMENTS: Case Summary & 13 Top Unsecured Creditors ---------------------------------------------------------------- Debtor: Brilliant Instruments, Inc. 1622 W Campbell Ave., Ste 107 Campbell, CA 95008 Case No.: 15-50868 Nature of Business: Electronics Chapter 11 Petition Date: March 16, 2015 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Hon. Arthur S. Weissbrodt Debtor's Counsel: Lawrence A. Jacobson, Esq. COHEN AND JACOBSON, LLP 900 Veterans Blvd. #600 Redwood City, CA 94063 Tel: (650) 261-6280 Email: laj@jacobsonattorneys.com Estimated Assets: $50,000 to $100,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Shalom Kattan, president. A list of the Debtor's 13 largest unsecured creditors is available for free at http://bankrupt.com/misc/canb15-50868.pdf CAMBRIDGE AT HARBOURVIEW: Case Summary & 4 Top Unsec. Creditors --------------------------------------------------------------- Debtor: Cambridge at Harbourview LLC 4938 Hampden Lane, ste 326 Bethesda, MD 20814 Case No.: 15-13684 Chapter 11 Petition Date: March 16, 2015 Court: United States Bankruptcy Court District of Maryland (Greenbelt) Judge: Hon. Thomas J. Catliota Debtor's Counsel: Robert Drew Roseman, Esq. ROBERT D ROSEMAN PC 9720 Beman Woods Way Potomac, MD 20854-5457 Tel: 3013656305 Fax: 3013656306 Email: broseman@rosemanlegalgroup.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million A list of the Debtor's four largest unsecured creditors is available for free at http://bankrupt.com/misc/mdb15-13684.pdf CONSTAR INTERNATIONAL: Seeks May 12 Extension of Plan Filing Date ----------------------------------------------------------------- Capsule International Holdings LLC (f/k/a Constar International Holdings LLC), et al., filed a motion asking the U.S. Bankruptcy Court for the District of Delaware to further extend their exclusive plan filing period through and including May 12, 2015, and their exclusive plan solicitation period through and including July 13, 2015. According to Evan T. Miller, Esq., at Bayard, P.A., in Wilmington, Delaware, the Debtors are seeking a sixth extension of their exclusive periods to effectuate the Official Committee of Unsecured Creditors' proposal of the Plan and solicitation of votes in support thereof. Mr. Miller asserts that not extending, and thus terminating, exclusivity would permit any party in interest to propose a plan and frustrate the efforts of the Committee, the Debtors and their principal stakeholders. About Constar International Privately held Constar International Holdings and nine affiliated debtors (nka Capsule International Holdings, et al.) filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13281) on Dec. 19, 2013. Constar, which manufactures plastic containers, is represented by Michael J. Sage, Esq., Brian E. Greer, Esq., Stephen M. Wolpert, Esq., and Janet Bollinger Doherty, Esq., at Dechert LLP; and Robert S. Brady, Esq., and Sean T. Greecher, Esq., at Young Conaway Stargatt & Taylor, LLP. Prime Clerk LLC serves as the Debtors' claims and noticing agent, and administrative advisor. Lincoln Partners Advisors LLC serves as the Debtors' financial advisor. Judge Christopher S. Sontchi oversees the 2013 case. This is Constar International's third bankruptcy. Constar first filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13432) in December 2008, with a pre-negotiated Chapter 11 Plan and emerged from bankruptcy in May 2009. Constar and its affiliates returned to Chapter 11 protection (Bankr. D. Del. Case No. 11-10109) on Jan. 11, 2011, with a pre-negotiated Chapter 11 plan and emerged from bankruptcy in June 2011. The new petition listed assets worth less than $100 million against $123 million on three layers of secured debt. Attorneys at Brown Rudnick LLP represent the official committee of unsecured creditors. The Committee retained Alvarez & Marsal North America LLC as its financial advisor. Counsel to Wells Fargo Capital Finance, LLC, the revolving loan agent, is Andrew M. Kramer, Esq., at Otterbourg P.C. On Feb. 10, 2014, the Bankruptcy Court authorized Constar to sell certain assets to Plastipak Packaging, Inc., a global manufacturer of rigid plastic packaging. The Court determined that Plastipak's $102,450,000 offer for the Debtors' U.S. assets bested the offers from Amcor Rigid Plastics USA, Inc., and Envases Universales De Mexico S.A.P.I. De C.V. during a Feb. 6 auction. Separately, the Court authorized Constar to sell a facility in Havre de Grace, Maryland, to Smucker Natural Foods, Inc., for $3 million. There was no other bidder for the Maryland facility. The sole director of debtor Constar International U.K. Limited has appointed Daniel Francis Butters and Nicolas Guy Edwards of Deloitte LLP as administrators. The U.K. Administration Proceeding follows the closing of the sale of the U.K. assets to Sherburn Acquisition Limited. The Delaware Bankruptcy Judge authorized the U.S. Debtors to sell the U.K. Assets to Sherburn for GBP3,512,727, (or US$7,046,000), less the deposit in the sum of US$1,250,000. Secured lender Black Diamond Commercial Finance, LLC, as DIP note agent, and Wells Fargo Capital Finance, LLC, as DIP revolving agent and agent under the revolving loan facility, consented to the administration of Constar U.K. and the appointment of the Joint Administrators. In view of the asset sales in the U.S. and the U.K., the Debtors changed their corporate trade names -- and with the Bankruptcy Court's consent, their bankruptcy case caption -- to Capsule Group Holdings, Inc.; Capsule Intermediate Holdings, Inc.; Capsule Group, Inc.; Capsule International LLC; Capsule DE I, Inc.; Capsule DE II, Inc.; Capsule PA, Inc.; Capsule Foreign Holdings, Inc.; and Capsule International U.K. Limited (Foreign). DAEBO INT'L: Seeks U.S. Recognition of Korean Proceedings --------------------------------------------------------- Daebo International Shipping Co., Ltd., a Korean company operating 13 vessels that ship bulk cargoes, filed a Chapter 15 bankruptcy petition in Manhattan a month after pursuing rehabilitation proceedings in Korea. On Feb. 11, 2015, Daebo initiated proceedings under the Korean Rehabilitation and Bankruptcy Act. On Feb. 13, 2015, the Korean Bankruptcy Court entered an Order preventing any creditor from taking any enforcement, attachment or other action against the Company's assets. During this time, the M/V DAEBO TRADER, a vessel leased by the Company, was docked in the Port of New Orleans, Louisiana. On Feb. 14, 2015, a creditor of the Company initiated a Rule B1 attachment proceeding in the United States District Court for the Eastern District of Louisiana. As a result of the Rule B attachment, the M/V DAEBO TRADER was attached and it remains in the Port of New Orleans pending resolution of the proceeding. Importantly, the Rule B attachment proceeding was initiated after the Korean Bankruptcy Court entered the Comprehensive Stay Order. Chang-Jung Kim, the custodian and foreign representative of Daebo, asks the U.S. Bankruptcy Court to enter an order granting provisional relief: (i) prohibiting the commencement or continuation of proceedings against the Company and its property located within the territorial jurisdiction of the United States including, without limitation, owned, operated or chartered (leased) vessels and all property located thereon (including bunkers), as further defined in 11 U.S.C. Sec. 1502(8), and (ii) vacating the Rule B attachment against the DAEBO TRADER. John D. Kimball, Esq., at Blank Rome LLP, relates that allowing the attachments to stand would permit the Company's creditors to end-run the Korean Bankruptcy Court's explicit prohibition in the Comprehensive Stay Order against enforcing claims against the Company and attaching its property. The Company must respond to the merits of the Rule B Actions on March 20, 2015 and, accordingly, requests a hearing on the application on March 19, 2015. U.S. Lawsuits The Company is involved in several lawsuits pending in the United States District Court for the Eastern District of Louisiana: (i) Richardson Stevedoring & Logistics Services, Inc. v. Daebo International Shipping Co. Ltd. and Shinhan Capital Co. Ltd., Case No. 2:15-cv-490; (ii) SPV 1 LLC v. Daebo International Shipping Co. Ltd. and Shinhan Capital Co. Ltd., Case. No. 2:15-cv-494; (iii) American Marine Services, Inc. v. Daebo International Shipping Co. Ltd. and Shinhan Capital Co. Ltd., Case No. 2:15-cv-496; and (iv) Jaldhi Overseas PTE. Ltd. v. Daebo International Shipping Co. Ltd. et al. (Case No. 15-cv-00758) (collectively, the "Rule B Actions"). On Feb. 14, 2015, Richardson Stevedoring & Logistic Services, Inc. brought maritime attachment proceedings against the Company and Shinhan in order to attach the M/V DAEBO TRADER, alleging claims for stevedoring services provided in Houston, Texas, to other "Daebo vessels" (not the DAEBO TRADER) to a total amount of $1,632,285.25. In the initial pleadings, Richardson primarily asserted that Shinhan (the reported disponent owner of the DAEBO TRADER) is merely an alter ego of the Company. On Feb. 15, 2015, the Court granted the motion for writ of attachment, and the U.S. Marshal seized the DAEBO TRADER. Subsequent to the initial filing by Richardson, SPV 1 LLC ("SPV") filed a separate suit seeking payment relating to the use of the M/V KASEY to the amount of $219,242. Similarly, American Marine Services, Inc. ("AMS") filed a separate suit for services to various vessels in the total amount of $312,809. The Court entered an order consolidating all the cases in the Richardson suit. On Feb. 23, 2015, Dana Shipping and Trading S.A. ("Dana"), the time charterer of the DAEBO TRADER, filed a motion to vacate the attachment asserting arguments on the alter ego issue and seeking the vessel's immediate release. Richardson responded by asserting that the financial arrangement between the Company and Shinhan is essentially a sham such that the Company is the real owner of the DAEBO TRADER as well as the other "Daebo vessels" at issue. Dana's motion to vacate was denied by Order dated March 2, 2015. On March 6, 2015, SPV amended its complaint to assert facts to support an alter ego claim as well as allegations concerning an alleged fraudulent transfer. Jaldhi Overseas PTE. Ltd. filed its Rule B attachment proceeding on March 10, 2015, essentially duplicating the claims raised by Richardson, AMS and SPV asserting a claim for $516,512. It is expected that the Jaldhi Action will be consolidated with the other Rule B Actions before Judge Feldman. Thus, the Rule B Actions remain active and the DAEBO TRADER is restrained from leaving the Port of New Orleans with its cargo. Each Rule B Action and resulting attachment is in violation of the Comprehensive Stay Order and the Commencement Order. Richardson's alter ego allegations are not supportable. Shinhan is not affiliated with the Company. The two entities have different businesses, capital structures and managers. Shinhan Bank lent monies to the Company and Shinhan Capital is a lease-counter party with the Company. Shinhan Capital is record owner of the DAEBO TRADER, which is leased by the Company under the TRADER Lease, which is governed by Korean law. It is irrelevant that Shinhan Capital is not an operator of other vessels, since it is customary in marine finance for the vessel owner/lessor not to be an entity in the business of operating vessels, the way that a bareboat charterer or time charterer typically would be. Shinhan Capital is the registered owner of the vessel, and Shinhan Bank is a lender to the Company. As a lender, Shinhan Bank holds a mortgage on the DAEBO TRADER, which is permitted by Korean law with the consent of the lessor (Shinhan Capital). Since the Company is not the owner of the DAEBO TRADER, the Rule B Actions should be stricken. But the Company is seeking the vacation of the Rule B Actions through this chapter 15 and this Application because of the exigent need to get the detained cargo of the DAEBO TRADER (soybeans) to its ultimate destination, protecting the Company from additional losses. Since the Rule B Actions were filed after the Comprehensive Stay Order (staying all unsecured creditor attachment actions against the Company) was entered by the Korean Bankruptcy Court and the Jaldhi Action was filed after the Commencement Order was entered by the Korean Bankruptcy Court, the Rule B Actions are subject to vacatur in this chapter 15. Mr. Kimball avers that the contests over the Rule B Actions underscore the need to protect the Company's valuable trade in the United States, in the Gulf and on the Eastern seaboard of the United States, by recognizing the Korean Rehabilitation Proceeding and staying creditor action against Company assets in the United States. About Daebo International Based in Seoul, Korea, Daebo International Shipping Co., Ltd., engages in the marine cargo transport business and also acts as an international shipping agency providing marine cargo transportation forwarding, ship management, and combined transport agency and trading to its customers. The company operates bulk carriers as its cores business. Then operating 19 vessels, Daebo had revenue of about $143 million in 2013 and $140 million in 2014. Key customers include KEPCO, Malaysia Electric Power Company, SeAH Steel Corp. and Hanwha Chemical, for which the Company transports coal, steel products and salt. On Feb. 11, 2015, Daebo filed an application for commencement of rehabilitation proceedings under the Korean Rehabilitation and Bankruptcy Act pending before the Seoul Central District Court (Case No. 2015 10036 Rehabilitation). Daebo filed a Chapter 15 bankruptcy petition (Bankr. S.D.N.Y. Case No. 15-10616) on March 16, 2015, in Manhattan, in the United States to seek recognition of its proceedings in Korea. The case is assigned to Judge Michael E. Wiles. Chang-Jung Kim, the custodian and foreign representative, signed the petition. Blank Rome LLP, in Philadelphia, serves as counsel to the Debtor. DUNE ENERGY: Asks for Approval for Donald Martin as CRO ------------------------------------------------------- Dune Energy, Inc., et al., seek authority from the U.S. Bankruptcy Court for the Western District of Texas, Austin Division, to employ Donald R. Martin as chief restructuring officer. Prior to the Petition Date, the Debtors engaged Deloitte Transactions and Business Analytics LLP to serve as their financial advisors. Deloitte engaged Mr. Martin as an independent contractor to assist in a 3-week project to review the Debtors' cash flow forecast and other financial information. During that period, Mr. Martin became familiar with the Debtors' business, their operations, and capital structure, as well as many of the potential issues that may arise during the pendency of the Chapter 11 cases. During the Debtors' negotiation of their debtor-in-possession financing facility, the Lenders for the DIP Facility, as a condition precedent to funding, required the Debtors to retain a Chief Restructuring Officer. Because of Mr. Martin's familiarity with the Debtors' business, their operations, and capital structure, as well as his experience in serving in similar roles, the Debtors' Board of Directors determined that it was in the Debtors' best interest to engage Mr. Martin as the Debtors' CRO. The CRO will primarily assist the Debtors in: (i) reviewing and assessing the Debtors' financial information, including without limitation financial information that has been, and that will be, provided by the Debtors to their creditors, and including without limitation short and long-term projected cash flows; (ii) assisting in asset sales and the identification of cost reduction and operational improvement opportunities; (iii) developing possible restructuring plans or strategic alternatives for maximizing the enterprise value of the Debtors and the Debtors' business; (iv) serving as the principal contact with the Debtors' creditors with respect to financial and operational matters, and regularly meeting with the Debtors' secured lenders; (v) managing the Professionals retained by the Debtors; (vi) performing other services in connection with the Chapter 11 Cases as requested or directed by the Debtors (vii) consulting and obtaining input from the appropriate members of Debtors' senior management; and (viii) complying with the reporting process required by the budget, the debtor-in-possession credit agreement and the Bankruptcy Code. In addition, to ensure the independence of the CRO in fulfilling his fiduciary duties, the CRO will give notice to the Debtors' boards of directors of any matter determined by the boards with which the CRO disagrees and raise any issue with the Court that in the CRO's discretion ought to be raised with the Court. The CRO's assistance will allow the Debtors to focus on the day-to-day operations going forward and pursue the marketing and sale of their assets. Mr. Martin's typical hourly rate is $500 per hour. Because his position as CRO will preclude Mr. Martin from seeking other employment, however, and because he anticipates that he will be working full time as the Debtors' CRO, the Debtors are seeking to pay Mr. Martin a fixed fee of $20,000 per week. Mr. Martin has not received any compensation from the Debtors for any services provided prior to the Petition Date. Mr. Martin did receive compensation from Deloitte for his services as an independent contractor of Deloitte prior to the Petition Date. The Debtors are seeking to employ Mr. Martin pursuant to Section 363(b) of the Bankruptcy Code. Although the Debtors are not seeking to employ Mr. Martin pursuant to Section 327, Mr. Martin, the founder and principal of D.R. Martin & Associates, nevertheless assures the Court that he is a "disinterested person" within the meaning of Section 101(14), and does not hold or represent an interest adverse to the Debtors' estates and that he has no connection to the Debtors, their creditors, or their related parties. Mr. Martin can be reached at: Donald R. Martin Dune Energy, Inc. 811 Louisiana, Suite 2300 Houston, Texas 77002 Tel: (713) 824-8240 E-mail: drmcon2@gmail.com About Dune Energy Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/-- is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. Affiliates Dune Energy, Inc. (Bankr. W.D. Tex. Case No. 15-10336), Dune Operating Company (Bankr. W.D. Tex. Case No. 15-10337), and Dune Properties, Inc. (Bankr. W.D. Tex. Case No. 15-10338) filed separate Chapter 11 bankruptcy petitions on March 8, 2015. The petitions were signed by James A. Watt, president and chief executive officer. Judge Christopher H. Mott presides over the case. Charles A. Beckham, Jr., Esq., Kourtney P. Lyda, Esq., and Kelli M. Stephenson, Esq., at Haynes And Boone, LLP, serve as the Debtors' bankruptcy counsel. Deloitte Transactions And Business Analytics LLP is the Debtors' restructuring advisors. Parkman Whaling LLC is the Debtors' sale professionals. The Debtors listed $229 million in total assets and $144 million in total debts as of Sept. 30, 2014. The deadline for creditors to file proofs of claim is July 13, 2015. For governmental units, the deadline to file proofs of claim is not later than 180 days from the Petition Date. DUNE ENERGY: Can Employ Prime Clerk as Claims & Noticing Agent -------------------------------------------------------------- Judge H. Christopher Mott of the U.S. Bankruptcy Court for the Western District of Texas, Austin Division, authorized Dune Energy, Inc., et al., to employ Prime Clerk LLC as claims and noticing agent. Under an engagement agreement, Prime Clerk will perform the following services: (a) Provide the Company with consulting services regarding legal noticing, claims management, plan solicitation, balloting, disbursements, communications, confidential online workspaces or data rooms; (b) Create and maintain a website with general case information, key documents, claim search function, and mirror of ECF case docket; (c) Prepare and serve required notices and documents in the Chapter 11 Cases in accordance with the Bankruptcy Code and the Bankruptcy Rules in the form and manner directed by the Debtors and/or the Court, including (i) notice of the commencement of the Chapter 11 Cases and the initial meeting of creditors under Bankruptcy Code § 341(a), (ii) notice of any claims bar date, (iii) notices of transfers of claims, (iv) notices of objections to claims and objections to transfers of claims, (v) notices of any hearings on a disclosure statement and confirmation of the Debtors' plan or plans of reorganization, including under Bankruptcy Rule 3017(d), (vi) notice of the effective date of any plan and (vii) all other notices, orders, pleadings, publications and other documents as the Debtors or Court may deem necessary or appropriate for an orderly administration of the Chapter 11 Cases; (d) Maintain an official copy of the Debtors' schedules of assets and liabilities and statements of financial affairs, listing the Debtors' known creditors and the amounts owed thereto; (e) Maintain (i) a list of all potential creditors, equity holders and other parties-in-interest and (ii) a "core" mailing list consisting of all parties described in Bankruptcy Rules 2002(i), (j) and (k) and those parties that have filed a notice of appearance pursuant to Bankruptcy Rule 9010; update and make said lists available upon request by a party-in-interest or the Clerk; (f) Furnish a notice to all potential creditors of the last date for filing proofs of claim and a form for filing a proof of claim, after the notice and form are approved by the Court, and notify said potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules, which may be effected by inclusion of such information (or the lack thereof, in cases where the Schedules indicate no debt due to the subject party) on a customized proof of claim form provided to potential creditors; (g) Maintain a post office box or address for the purpose of receiving claims and returned mail, and process all mail received; (h) For all notices, motions, orders or other pleadings or documents served, prepare and file or cause to be filed with the Clerk an affidavit or certificate of service within 7 business days of service which includes (i) either a copy of the notice served or the docket number(s) and title(s) of the pleading(s) served, (ii) a list of persons to whom it was mailed (in alphabetical order) with their addresses, (iii) the manner of service and (iv) the date served; (i) Process all proofs of claim received, including those received by the Clerk, check said processing for accuracy and maintain the original proofs of claim in a secure area; (j) Maintain the official claims register for each Debtor on behalf of the Clerk; upon the Clerk's request, provide the Clerk with certified, duplicate unofficial Claims Registers; and specify in the Claims Registers the following information for each claim docketed: (i) the claim number assigned, (ii) the date received, (iii) the name and address of the claimant and agent, if applicable, who filed the claim, (iv) the amount asserted, (v) the asserted classification(s) of the claim (e.g., secured, unsecured, priority, etc.), (vi) the applicable Debtor and (vii) any disposition of the claim; (k) Implement necessary security measures to ensure the completeness and integrity of the Claims Registers and the safekeeping of the original claims; (l) Record all transfers of claims and provide any notices of those transfers as required by Bankruptcy Rule 3001(e); (m) Relocate, by messenger or overnight delivery, all of the court-filed proofs of claim to the offices of Prime Clerk, not less than weekly; (n) Upon completion of the docketing process for all claims received to date for each case, turn over to the Clerk copies of the Claims Registers for the Clerk's review; (o) Monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on and/or changes to the claims register and any service or mailing lists, including to identify and eliminate duplicative names and addresses from such lists; (p) Identify and correct any incomplete or incorrect addresses in any mailing or service lists; (q) Assist in the dissemination of information to the public and respond to requests for administrative information regarding the Chapter 11 Cases as directed by the Debtors or the Court, including through the use of a case website and/or call center; (r) Monitor the Court's docket in these chapter 11 cases and, when filings are made in error or containing errors, alert the filing party of such error and work with them to correct any such error; (s) If the Chapter 11 Cases are converted to cases under chapter 7 of the Bankruptcy Code, contact the Clerk's office within three (3) days of notice to Prime Clerk of entry of the order converting the cases; (t) Thirty (30) days prior to the close of these Chapter 11 Cases, to the extent practicable, request that the Debtors submit to the Court a proposed order dismissing Prime Clerk as Claims and Noticing Agent and terminating its services in such capacity upon completion of its duties and responsibilities and upon the closing of these Chapter 11 Cases; (u) Within seven (7) days of notice to Prime Clerk of entry of an order closing these chapter 11 cases, provide to the Court the final version of the Claims Registers as of the date immediately before the close of the Chapter 11 Cases; (v) At the close of these chapter 11 cases, (i) box and transport all original documents, in proper format, as provided by the Clerk's office, to (A) the Philadelphia Federal Records Center, 14700 Townsend Road, Philadelphia, PA 19154 or (B) any other location requested by the Clerk's office; and (ii) docket a completed SF-135 Form indicating the accession and location numbers of the archived claims; (w) Assisting with, among other things, the solicitation and the calculation of votes and the distribution as required in furtherance of confirmation of plan(s) of reorganization, as requested; and (x) Provide such other related claims and noticing services as the Debtors may require in connection with these chapter 11 cases. The Debtors will pay Prime Clerk the following hourly rates: Analyst $35 to $45 Technology Consultant $80 to $100 Consultant $95 to $135 Senior Consultant $140 to $165 Director $170 to $190 Solicitation Consultant $185 Director of Solicitation $205 The Debtors will also reimburse Prime Clerk for any necessary out-of-pocket expenses. Prior to the Petition Date, the Debtors provided Prime Clerk a retainer in the amount of $20,000. Michael J. Frishberg, Co-President and Chief Operating Officer of Prime Clerk, assures the Court that his firm is a "disinterested person" as that term is defined in Bankruptcy Code Section 101(14), as modified by Section 1107(b), and does not represent any interest adverse to the Debtors and their estates. Mr. Frishberg may be reached at: Michael J. Frishberg PRIME CLERK LLC 830 Third Avenue, 9th Floor New York, NY 10022 Tel: (212) 257-5445 E-mail: mfrishberg@primeclerk.com About Dune Energy Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/-- is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. Affiliates Dune Energy, Inc. (Bankr. W.D. Tex. Case No. 15-10336), Dune Operating Company (Bankr. W.D. Tex. Case No. 15-10337), and Dune Properties, Inc. (Bankr. W.D. Tex. Case No. 15-10338) filed separate Chapter 11 bankruptcy petitions on March 8, 2015. The petitions were signed by James A. Watt, president and chief executive officer. Judge Christopher H. Mott presides over the case. Charles A. Beckham, Jr., Esq., Kourtney P. Lyda, Esq., and Kelli M. Stephenson, Esq., at Haynes And Boone, LLP, serve as the Debtors' bankruptcy counsel. Deloitte Transactions And Business Analytics LLP is the Debtors' restructuring advisors. Parkman Whaling LLC is the Debtors' sale professionals. The Debtors listed $229.4 million in total assets and $144.2 million in total debts as of Sept. 30, 2014. The deadline for creditors to file proofs of claim is July 13, 2015. For governmental units, the deadline to file proofs of claim is not later than 180 days from the Petition Date. DUNE ENERGY: Proposes Hanes and Boon as Bankruptcy Attorneys ------------------------------------------------------------ Dune Energy, Inc., et al., seek authority from the U.S. Bankruptcy Court for the Western District of Texas, Austin Division, to employ Hanes and Boone, LLP, as bankruptcy attorneys. The legal services that Haynes and Boone will render may be summarized, in part, as follows: (a) Advising the Debtors of their rights, powers, and duties as a debtors-in-possession under the Bankruptcy Code; (b) Performing all legal services for and on behalf of the Debtors that may be necessary or appropriate in the administration of the Chapter 11 Cases and the Debtors' business; (c) Advising the Debtors concerning, and assisting in, the negotiation and documentation of financing agreements and debt restructurings; (d) Reviewing the nature and validity of agreements relating to the Debtors' interests in real and personal property and advising the Debtors of their corresponding rights and obligations; (e) Advising the Debtors concerning preference, avoidance, recovery, or other actions that it may take to collect and to recover property for the benefit of the estate and its creditors, whether or not arising under Chapter 5 of the Bankruptcy Code; (f) Preparing on behalf of the Debtors all necessary and appropriate applications, motions, pleadings, draft orders, notices, schedules, and other documents and reviewing all financial and other reports to be filed in the Chapter 11 cases; (g) Advising the Debtors concerning, and preparing responses to, applications, motions, complaints, pleadings, notices, and other papers that may be filed and served in the Chapter 11 cases; (h) Assisting the Debtors with the negotiation, bid process, auction and closing of a sale of all or substantially all of their assets pursuant to Section 363 of the Bankruptcy Code; (i) Counseling the Debtors in connection with the formulation, negotiation, and promulgation of a plan of reorganization or liquidation and related documents; (j) Working with and coordinating efforts among other professionals to attempt to preclude any duplication of effort among those professionals and to guide their efforts in the overall framework of Debtors’ reorganization or liquidation; (k) Working with professionals retained by other parties-in-interest in the Chapter 11 Cases to attempt to structure a consensual plan of reorganization, or other resolution for Debtors; and (l) Performing additional legal services as may be required by the Debtors. The primary attorneys and paralegal within Haynes and Boone who will represent the Debtors and their hourly rates for representing the Debtors are: Charles A. Beckham, Jr., Esq. Partner $925 Kenric Kattner, Esq. Partner $900 Bill Nelson, Esq. Partner $800 Kourtney Lyda, Esq. Counsel $630 Kristina Trauger, Esq. Associate $570 Kelli Stephenson, Esq. Associate $490 Jarom Yates, Esq. Associate $490 Kenneth Rusinko, Esq. Paralegal $290 It is Haynes and Boone's policy, in all areas of practice, to charge its clients for all additional expenses incurred in connection with the client's case. Haynes and Boone has been paid $1,914,148 through the day prior to the Petition Date as compensation for services rendered and costs incurred for the one year period prior to the Petition Date. Prior to the Petition Date, Haynes and Boone was paid $250,000 as a retainer by the Debtors for work to be performed in connection with preparing to file the Chapter 11 Cases. Haynes and Boone applied the Retainer against its unpaid prepetition invoices prior to the Petition Date, leaving a balance of $0. Charles A. Beckham, Jr., Esq., a partner in the law firm of Haynes and Boone LLP, in Houston, Texas, assures the Court that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code, as required by Section 327(a), and does not hold or represent an interest adverse to the Debtors' estates. Pursuant to the U.S. Trustee's Appendix B - Guidelines, Mr. Beckham states that Haynes and Boone did not agree to any variation or alternative to its standard billing arrangement for its engagement with the Debtors. Mr. Beckham further states that none of the professionals included in the engagement have varied their rate based on the geographic location of the Chapter 11 cases. Moreover, Mr. Beckham says Haynes and Boone was initially retained by the Debtors on November 13, 2013, and its engagement was supplement by a supplemental engagement letter dated March 4, 2015. The billing rates and material terms of the prepetition engagement are the same as the rates and terms described in the Application, Mr. Haynes adds. Mr. Beckham adds that the Debtors have received and approved a monthly budget for Haynes and Boone and other of Debtors' professionals pursuant to the budgeting process and cash flow projections contained within the DIP Budget. Haynes and Boone may be reached at: Charles A. Beckham, Jr., Esq. Kenric Kattner, Esq. Bill Nelson, Esq. Kourtney Lyda, Esq. Kristina Trauger, Esq. Kelli Stephenson, Esq. Jarom Yates, Esq. HAYNES AND BOONE LLP 1221 McKinney Street, Suite 2100 Houston, TX 77010 E-mail: charles.beckham@haynesboone.com kenric.kattner@haynesboone.com bill.nelson@haynesboone.com kourtney.lyda@haynesboone.com kristina.trauger@haynesboone.com kelli.stephenson@haynesboone.com jarom.yates@haynesboone.com About Dune Energy Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/-- is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. Affiliates Dune Energy, Inc. (Bankr. W.D. Tex. Case No. 15-10336), Dune Operating Company (Bankr. W.D. Tex. Case No. 15-10337), and Dune Properties, Inc. (Bankr. W.D. Tex. Case No. 15-10338) filed separate Chapter 11 bankruptcy petitions on March 8, 2015. The petitions were signed by James A. Watt, president and chief executive officer. Judge Christopher H. Mott presides over the case. Charles A. Beckham, Jr., Esq., Kourtney P. Lyda, Esq., and Kelli M. Stephenson, Esq., at Haynes And Boone, LLP, serve as the Debtors' bankruptcy counsel. Deloitte Transactions And Business Analytics LLP is the Debtors' restructuring advisors. Parkman Whaling LLC is the Debtors' sale professionals. The Debtors listed $229 million in total assets and $144 million in total debts as of Sept. 30, 2014. The deadline for creditors to file proofs of claim is July 13, 2015. For governmental units, the deadline to file proofs of claim is not later than 180 days from the Petition Date. DUNE ENERGY: Section 341(a) Meeting Scheduled for April 14 ---------------------------------------------------------- There will be a meeting of creditors in the bankruptcy of Dune Energy Inc., et al., on April 14, 2015, at 1:00 p.m., at Homer J. Thornberry Judicial Building, at 903 San Jacinto Blvd., Room 1500, in Austin, Texas. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. About Dune Energy Dune Energy, Inc. (NYSE AMEX: DNE) -- http://www.duneenergy.com/-- is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. Affiliates Dune Energy, Inc. (Bankr. W.D. Tex. Case No. 15-10336), Dune Operating Company (Bankr. W.D. Tex. Case No. 15-10337), and Dune Properties, Inc. (Bankr. W.D. Tex. Case No. 15-10338) filed separate Chapter 11 bankruptcy petitions on March 8, 2015. The petitions were signed by James A. Watt, president and chief executive officer. Judge Christopher H. Mott presides over the case. Charles A. Beckham, Jr., Esq., Kourtney P. Lyda, Esq., and Kelli M. Stephenson, Esq., at Haynes And Boone, LLP, serve as the Debtors' bankruptcy counsel. Deloitte Transactions And Business Analytics LLP is the Debtors' restructuring advisors. Parkman Whaling LLC is the Debtors' sale professionals. The Debtors listed $229.4 million in total assets and $144.2 million in total debts as of Sept. 30, 2014. The deadline for creditors to file proofs of claim is July 13, 2015. For governmental units, the deadline to file proofs of claim is not later than 180 days from the Petition Date. DVORKIN HOLDINGS: Case Transferred to Judge Goldgar --------------------------------------------------- The Clerk of the Court has reassigned the Chapter 11 case of Dvorkin Holdings LLC and all related proceedings to the Hon. A. Benjamin Goldgar in accordance with the Rules of the U.S. Bankruptcy Court for the Northern District of Illinois pursuant to the order issued by the Chief Bankruptcy Judge Bruce W. Black. The Debtor's case is pending before the Hon. Pamela S. Hollis, but the judge has recused herself. About Dvorkin Holdings Dvorkin Holdings, LLC, is a real estate holding company that possesses or possessed ownership interests in 70 real properties, either directly or indirectly through limited liability companies or land trusts. Dvorkin Holdings has interests in 40 non-debtor entities. Dvorkin Holdings filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 12-31336) in Chicago on Aug. 7, 2012. The Debtor disclosed $69.9 million in assets and $9.30 million in liabilities as of the Chapter 11 filing. U.S. Bankruptcy Judge Jack B. Schmetterer oversees the case. Michael J. Davis, Esq., at Archer Bay, P.A., in Lisle, Ill., serves as counsel to the Debtor. The petition was signed by Loran Eatman, vice president of DH-EK Management Corp. The Bankruptcy Court in October 2012 granted the request of Patrick S. Layng, the U.S. Trustee for the Northern District of Illinois, to appoint Gus Paloian as the Chapter 11 Trustee. Seyfarth Shaw, LLP, represents the Chapter 11 Trustee as counsel. Carpenter Lipps & Leland LLP represents the Chapter 11 Trustee as conflicts counsel. EDENOR SA: Temporary Increase in Earnings Approved -------------------------------------------------- Edenor S.A. disclosed with the U.S. Securities and Exchange Commission that Energy Secretariat Resolution No. 32 was published in the Official Gazette, approving a temporary increase in this Distribution Company's earnings effective as from Feb. 1, 2015, to pay expenses incurred and investments made in connection with the normal rendering of the energy distribution utility, and upon compliance with certain conditions. Though the Company is currently analyzing the scope of the resolution and any economic-financial impacts on it, the resolution does not imply an increase in rates for service users. About Edenor SA Headquartered in Buenos Aires, Argentina, Edenor S.A. (NYSE: EDN; Buenos Aires Stock Exchange: EDN) is the largest electricity distribution company in Argentina in terms of number of customers and electricity sold (both in GWh and Pesos). Through a concession, Edenor distributes electricity exclusively to the northwestern zone of the greater Buenos Aires metropolitan area and the northern part of the city of Buenos Aires. As of Sept. 30, 2014, the Company had ARS7.99 billion in total assets, ARS8.26 billion in total liabilities and a ARS267 billion total deficit. ERF WIRELESS: Issues 71.5 Million Common Shares ----------------------------------------------- From March 7 through March 13, 2015, ERF Wireless, Inc., issued 71,578,981 common stock shares pursuant to existing Convertible Promissory Notes, according to a document filed with the Securities and Exchange Commission. The Company receives no additional compensation at the time of the conversions beyond that previously received at the time the Convertible Promissory Notes were originally issued. The shares were issued at an average of $0.00053 per share. The issuance of the shares constitutes 17.534% of the Company's issued and outstanding shares based on 408,240,201 shares issued and outstanding as of March 6, 2015. About ERF Wireless Based in League City, Texas, ERF Wireless, Inc., provides secure, high-capacity wireless products and services to a broad spectrum of customers in primarily underserved, rural and suburban parts of the United States. ERF Wireless reported a net loss attributable to the company of $7.26 million in 2013, a net loss of $4.81 million in 2012, and a net loss of $3.37 million in 2011. As of Sept. 30, 2014, the Company had $3.59 million in total assets, $10.4 million in liabilities, and a $6.84 million shareholders' deficit. ESCO MARINE: Secured Lender Seeks Appointment of Chap. 11 Trustee ----------------------------------------------------------------- Callidus Capital Corporation asks the U.S. Bankruptcy Court for the Southern District of Texas, Corpus Christi Division, to direct the appointment of a Chapter 11 operating trustee in the bankruptcy cases of ESCO Marine, Inc., et al., or, in the alternative, require the Debtors to employ an independent chief restructuring officer. Nathaniel Peter Holzer, Esq., at Jordan, Hyden, Culbreth & Holzer, P.C., in Corpus Christi, Texas, tells the Court that based on Callidus' prepetition experience with the Debtors, as well as the evidence presented at the initial hearing on first-day motions, Callidus has no confidence in the Debtors' current management team to act as fiduciaries in the best interest of the Debtors' creditors, to effectively operate the Debtors during the pendency of the cases, to restructure the Debtors and turn them to profitability, or to maximize the potential sale value of the Debtors' assets. Mr. Holzer adds that the Debtors' current management filed the bankruptcy cases in an 11th-hour effort to prevent the District Court in Case No. 1:14-v-00270 from appointing a federal receiver over the Debtors, which Callidus believes the District Court would have done based on the evidence before the District Court. It is clear that the Debtors' current management is motivated by self-interest, and not the interest of the Debtors' numerous creditors, including Callidus, in desiring to retain control over the Debtors at all costs, Mr. Holzer asserts. About ESCO Marine ESCO Marine, Inc., and four affiliates sought Chapter 11 bankruptcy protection in Corpus Christi, Texas (Bankr. S.D. Tex.) on March 7, 2015. ESCO Marine disclosed $28.8 million in assets and $35.5 million in debt as of Jan. 31, 2015. The cases are assigned to Judge Richard S. Schmidt. The Debtors filed an emergency motion seeking joint administration of their Chapter 11 cases, requesting to designate as the "main case" the proceedings of ESCO Marine, Inc., Case No. 15-20107. ESCO Metals, LLC, ESCO Shredding, LLC, Texas Best Recycling, LLC, and Texas Best Equipment LLC are affiliates of ESCO Marine. ESCO Marine is the operating parent company. The Debtors have tapped Roderick Glen Ayers, Jr., Esq., at Langley Banack Inc., in San Antonio, as counsel. EVANS & SUTHERLAND: To Issue 2.7MM Shares Under Incentive Plan -------------------------------------------------------------- Evans & Sutherland Computer Corporation filed a Form S-8 registration statement with the Securities and Exchange Commission relating to the sale of 2,773,681 shares of the Company's Common Stock, $.20 par value, for issuance under the Evans & Sutherland Computer Corporation 2014 Stock Incentive Plan, as amended. A copy of the prospectus is available at http://is.gd/iqqVqG About Evans & Sutherland Salt Lake City, Utah-based Evans & Sutherland Computer Corporation in conjunction with its wholly owned subsidiary, Spitz Inc., creates innovative digital planetarium systems and cutting-edge, fulldome show content. E&S has developed Digistar 5, the world's leading digital planetarium with fulldome video playback, real- time computer graphics, and a complete 3D digital astronomy package fully integrated into a single theater system. This technology allows audiences to be immersed in full-color, 3D computer-generated interactive worlds. As a full-service system provider, E&S also offers Spitz domes, hybrid planetarium systems integrated with Digistar and a full range of theater systems from audio and lighting to theater automation. E&S markets include planetariums, science centers, themed attraction venues, and premium large-format theaters. E&S products have been installed in over 1,300 theaters worldwide. For the nine months ended Sept. 27, 2013, the Company reported a net loss of $793,000 on $18.4 million of sales as compared with a net loss of $2.19 million on $17.9 million of sales for the nine months ended Sept. 28, 2012. For the nine months ended Sept. 26, 2014, the Company reported a net loss of $780,000 on $20.04 million of sales compared to a net loss of $793,000 on $18.42 million of sales for the nine months ended Sept. 27, 2013. The Company's balance sheet at Sept. 26, 2014, showed $25.4 million in total assets, $39.2 million in total liabilities, and a $13.9 million total stockholders' deficit. FANNIE MAE & FREDDIE MAC: Updated Conservatorship Litigation Chart ------------------------------------------------------------------ At http://bankrupt.com/gselitigationsummary201503.pdfeditors of the Troubled Company Reporter and Class Action Reporter have posted a chart, updated on Mar. 17, 2015, organizing information about the 24 lawsuits complaining about how the Department of the Treasury and the Federal Housing Finance Administration are handling Fannie Mae and Freddie Mac's conservatorship proceedings. Unaltered, this chart may be freely shared with anyone for any purpose, notwithstanding that it is copyrighted by Bankruptcy Creditors' Service, Inc., and Beard Group, Inc., and all rights are reserved by the publishers. For additional information, contact Peter A. Chapman at peter@beard.com by e-mail or (215) 945-7000 by telephone. Earlier this week, the Honorable Margaret M. Sweeney entered an order in Fairholme v. U.S., Case No. 13-465 (Ct. Fed. Cl.), setting June 29, 2015, as the date to complete jurisdictional discovery, and directing the parties to file a status report by Mon., July 13, 2015, letting her know how they want to proceed. When jurisdictional discovery is completed, Fairholme should have what it needs to respond to the Government's motion to dismiss (Doc. 20, filed Dec. 9, 2013) Fairholme's complaint. The completion of jurisdictional discovery in Fairholme v. U.S. will also trigger in the Court of Federal Claims: (A) the filing of the Government's motion to dismiss Arrowood v. U.S.; (B) setting deadlines for the plaintiffs to file their responses to the Government's motions to dismiss Cacciapalle v. U.S., Fisher v. U.S., and Washington Federal v. U.S.; and (C) the filing of the Government's answers to or motions to dismiss the complaints filed in Rafter v. U.S. and Reid v. U.S. The Government will likely renew its request to stay further briefing until the D.C. Circuit has ruled on the pending appeals from Judge Lamberth's decision. In those appeals, the parties are awaiting direction from the D.C. Circuit about how many words their appellate briefs may contain. By Apr. 6, 2015, Continental Western is expected to file a notice of appeal from Judge Pratt's decision in Continental Western v. FHFA seeking review of the dismissal of the Iowa insurer's lawsuit in the Eighth Circuit. FIRST NATIONAL: Posts $13.4 Million Net Income for 2014 ------------------------------------------------------- First National Community Bancorp, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing net income of $13.4 million on $32.7 million of total interest income for the year ended Dec. 31, 2014, compared with net income of $6.38 million on $33.0 million of total interest income during the prior year. As of Dec. 31, 2014, the Company had $970 million in total assets, $919 million in total liabilities, and $51.4 million in total shareholders' equity. Regulatory Matters The Bank is under a Consent Order from the Office of the Comptroller of the Currency dated Sept. 1, 2010. The Company is also subject to a Written Agreement with the Federal Reserve Bank of Philadelphia dated Nov. 24, 2010. The Bank, pursuant to a Stipulation and Consent to the Issuance of a Consent Order dated Sept. 1, 2010, without admitting or denying any wrongdoing, consented and agreed to the issuance of the Order by the OCC, the Bank's primary regulator. The Order requires the Bank to undertake certain actions within designated timeframes, and to operate in compliance with the provisions thereof during its term. The Order is based on the results of an examination of the Bank as of March 31, 2009. Since the examination, management has engaged in ongoing discussions with the OCC and has taken steps to improve the condition, policies and procedures of the Bank. Compliance with the Order is monitored by a committee of at least three directors, none of whom is an employee or controlling shareholder of the Bank or its affiliates or a family member of any such person. The Committee had been required to submit written progress reports to the OCC on a monthly basis. Effective April 10, 2014, the written progress report requirement was changed from monthly to quarterly as of quarter-end March 31, 2014. The Committee has submitted each of the required progress reports with the OCC. The members of the Committee are John P. Moses, William G. Bracey, Joseph Coccia, Keith W. Eckel and Thomas J. Melone. The Bank developed a Strategic Plan that it believes complies with the Order requirements The Strategic Plan for the three-year period Jan. 1, 2014 to Dec. 31, 2016 was completed and submitted to the OCC for review in April 2014. The OCC issued a written determination of supervisory non-objection to the Strategic Plan in June 2014. The Strategic Plan was adopted by the Board in June 2014. The Strategic Plan for the three-year period January 1, 2015 to Dec. 31, 2017 was approved by the Board in January 2015. The Company believes that the Bank continues to be in compliance with the Strategic Plan. A full-text copy of the Form 10-K is available for free at: http://is.gd/LrW9ha About First National Headquartered in Dunmore, Pa., First National Community Bancorp, Inc., is a Pennsylvania corporation, incorporated in 1997 and is registered as a bank holding company under the Bank Holding Company Act ("BHCA") of 1956, as amended. The Company became an active bank holding company on July 1, 1998, when it acquired ownership of First National Community Bank (the "Bank"). The Bank is a wholly-owned subsidiary of the Company. The Company's primary activity consists of owning and operating the Bank, which provides customary retail and commercial banking services to individuals and businesses. The Bank provides practically all of the Company's earnings as a result of its banking services. FIRST QUANTUM: S&P Lowers CCR to 'B'; Outlook Negative ------------------------------------------------------ Standard & Poor's Ratings Services said it has lowered its long-term corporate credit and issue ratings on Canada-based copper miner First Quantum Minerals Ltd (FQM) to 'B' from 'B+'. The outlook is negative. At the same time, S&P removed the ratings from CreditWatch with negative implications, where it had placed them on Jan. 27, 2015. The downgrade follows the steep drop in copper prices since late 2014 and S&P's downward revision of its copper price assumptions to $2.7 per pound (/lb) for 2015-2016, from $3.1/lb previously, and the potential impact on FQM. It also factors in the negative implications of the recent change in the royalty regime in Zambia, negatively affecting the group's position on the copper production cost curve. S&P now assumes that FQM's EBITDA will be about $0.9 billion-$1.1 billion in 2015, compared with more than $2.0 billion in S&P's previous forecast (although S&P acknowledges that the figures are not fully comparable because the new Zambian royalties will replace corporate tax and will be captured at the EBITDA level). Consequently, S&P now sees the group's credit metrics more in line with a "highly leveraged" financial risk profile, versus S&P's previous assessment as "aggressive." In addition, S&P thinks the sharp fall in copper prices and change in royalty regime in Zambia will likely result in FQM breaching its financial covenant, absent a reset. S&P expects, however, that the group's current negotiations with banks will result in a revised covenant level, which would provide modest headroom under S&P's base-case scenario. On the upside, the group recently commissioned two key projects in Zambia: a greenfield copper mine (Sentinel) and a 1.2 million ton copper smelter. A successful and steady ramp-up of these two projects this year is vital to FQM because it should reduce negative free operating cash flow (FOCF) from 2016. In terms of volumes coming from Sentinel in 2015, FQM's guidance varies between 150 kt (thousand tons) and 200kt in 2015 (where a change of 10kt in the output is equivalent to about $15 million of EBITDA). A successful ramp-up of the smelter would support treating the current 300kt of concentrate inventory in Zambia. Zambia, however, has seen a number of negative developments over the past few months, including the government's request for help from the International Monetary Fund and an introduction of a new royalty regime for miners. Operations in Zambia contribute about 50% of FQM's EBITDA. S&P considers that country risk in Zambia has increased after these recent events. S&P estimates that the new royalty regime will have a negative impact on FQM during times of lower copper prices, including this year, with a now higher government take in addition to FQM's inability to use Sentinel's depreciation to offset tax payments. Furthermore, the Zambian government owes FQM $246 million in delayed value-added tax refunds. Under S&P's base-case scenario, it projects that FQM's EBITDA will be between $0.9 billion and $1.1 billion in 2015 and about $1.4 billion-$1.7 billion in 2016. In 2014, FQM reported EBITDA of $1.4 billion. These assumptions underpin these estimates: -- A copper price of $2.7/lb for the rest of 2015 and in 2016. The current price is $2.6/lb. -- A nickel price of $6.5/lb for the rest of 2015 and $7.25/lb in 2016. The current price is $6.2/lb. -- Total production 570kt-620kt of copper, depending on the contribution from Sentinel. For copper, a unit cash cost of $1.4/lb (excluding royalties). -- Capex in line with FQM's latest guidance, at $1.2 billion- $1.4 billion in 2015. No near-term repayment of the $430 million promissory notes issued by Eurasian Natural Resources Corp. PLC (ENRC) due December 2015 (of which ENRC repaid $110 million in 2014). These assumptions translate into adjusted FFO to debt below 10% in 2015, and in the range of 10%-15% in 2016, and aggregate negative FOCF of more than $1.5 billion in this period. S&P's measure of FQM's adjusted debt was $6.5 billion at Dec. 31, 2014, and under S&P's baseline forecast, it could rise to about $8.0 billion by the end of 2016. As part of S&P's adjustment to gross reported debt, it includes $400 million of asset-retirement obligations. The negative outlook reflects the possibility of a downgrade over the next 12 months if FQM's negative FOCF and adjusted leverage (debt to EBITDA) are higher than S&P currently factors into its baseline forecast. If the group's liquidity tightens in 2016, this would also put pressure on the rating. More specifically, a downgrade of FQM could be triggered by one or more of these: -- Delays getting consent from the bank to reset some of the covenants and/or covenant issues under the new covenant; -- Execution issues and a lower contribution than S&P currently envisage from the group's new projects; and -- A downward revision in our copper price assumptions. S&P could revise the outlook to stable if FQM improves its liquidity, with adequate headroom to absorb the volatility in copper prices or lower copper production. S&P views FFO to debt of above 12% as commensurate with the current rating, with continued negative FOCF, but we also factor in the upward trend in growth as projects fuel EBITDA. FORESIGHT ENERGY: Moody's Reviews 'B2' CFR for Upgrade ------------------------------------------------------ Moody's placed all ratings of Foresight Energy LLC, a company 100% owned by Foresight Energy LP, on review for upgrade, including the corporate family rating of B2, senior secured rating of Ba3 and senior unsecured rating of Caa1. The review was prompted by the company's March 15, 2015 announcement that entered a definitive agreement for a transaction whereby Murray Energy Corporation (Murray) will acquire a controlling interest in Foresight Energy LP and Foresight Energy GP LLC. Following the closing, Murray will hold roughly 80% of general partner and 50% of limited partner interests in Foresight Energy. In turn, Mr. Christopher Cline, the founder of Foresight, will retain an approximately 20% general partner interest and an approximately 36% limited partner interest. If the review results in an upgrade, Moody's expects the potential movement in the CFR to be no more than one notch (to B1 from B2). On Review for Upgrade: Issuer: Foresight Energy, LLC -- Probability of Default Rating, Placed on Review for Upgrade, currently B2-PD -- Corporate Family Rating (Local Currency), Placed on Review for Upgrade, currently B2 -- Senior Secured Bank Credit Facility (Local Currency), Placed on Review for Upgrade, currently Ba3, LGD2 -- Senior Unsecured Regular Bond/Debenture (Local Currency), Placed on Review for Upgrade, currently Caa1, LGD5 Outlook Actions: Issuer: Foresight Energy, LLC -- Outlook, Changed To Rating Under Review From Positive While Moody's expects the transaction to be initially leverage neutral for Foresight, the review is prompted by potential benefits from synergies and the improved competitive position of the combined company. The transaction may help support prices in the Illinois Basin (ILB) by bringing together the two major competing players in the region, and could potentially shift some production to Foresight's low-cost mines from Murray's ILB operations. The review will focus on the extent to which synergies can be achieved, other future benefits to Foresight's stand-alone business, and any regulatory impact of the proposed transaction. The principal methodology used in these ratingss was Global Mining Industry published in August 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. FOURTH QUARTER: Court Okays Jackson Hole as Real Estate Appraiser ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Georgia authorized Fourth Quarter Properties 86 LLC to employ Jackson Hole Real Estate Associates LLC to appraise its real property. The firm proposes a charge fee of $6,200, plus an hourly rate charge of $225 for court appearances and deposition testimony and $125 an hour for any travel time and preparation for court appearances and deposition testimony. Thomas A. Ogle, independent contractor of the firm, assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Mr. Ogle can be reached at: Thomas A. Ogle Appraiser Jackson Hole Real Estate Associates Box 4897 Jackson, WY 83001 Tel: 307-739-1104 Email: tomogle@jhrea.com About Fourth Quarter Fourth Quarter Properties 86, LLC, sought Chapter 11 protection (Bankr. N.D. Ga. Case No. 15-10135) in Newnan, Georgia, on Jan. 22, 2015. According to the docket, the Debtor's Chapter 11 plan and disclosure statement are due May 22, 2015. Little Suwanee Holdings, LLC, owns 95 percent of the membership interests in the Debtor while J. Bruce Williams, Jr., holds the remaining 5 percent. The Debtor is represented by Ward Stone, Jr., Esq., at Stone & Baxter LLP, in Macon, Georgia. The Debtor disclosed $49,124,608 in assets and $75,377,946 in liabilities in its schedules. FREEDOM INDUSTRIES: Ex-Owner Pleads Guilty in Chemical Spill Case ----------------------------------------------------------------- The Associated Press reported that William Tis, a former owner of Freedom Industries, pleaded guilty to federal Clean Water Act violations stemming from last year's chemical spill in Charleston although he expressed doubt whether he committed the crime. According to the AP, Mr. Tis faces up to a year in prison when sentenced on June 22 in U.S. District Court and a fine of $25,000 per day per violation, or $100,000 -- whichever is greater. U.S. District Judge Thomas Johnston said that while he accepted the plea, he planned to review the facts of the case, the AP related. About Freedom Industries Freedom Industries Inc. is engaged principally in the business of producing specialty chemicals for the mining, steel and cement industries. The Debtor operates two production facilities located in (a) Nitro, West Virginia; and (b) Charleston, West Virginia. The company, connected to a chemical spill that tainted the water supply in West Virginia, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 14-bk-20017) on Jan. 17, 2014. The case is assigned to Judge Ronald G. Pearson. The petition was signed by Gary Southern, president. The Debtor is represented by Mark E Freedlander, Esq., at McGuire Woods LLP, in Pittsburgh, Pennsylvania; and Stephen L. Thompson, Esq., at Barth & Thompson, in Charleston, West Virginia. On Dec. 31, 2013, four companies merged under the umbrella of Freedom Industries: Freedom Industries Inc., Etowah River Terminal LLC, Poca Blending LLC and Crete Technologies LLC. As reported in the Troubled Company Reporter on Feb. 20, 2014, Kate White, writing for The Charleston Gazette, reported that the Debtor disclosed $16 million in assets and $6 million in liabilities when it filed for bankruptcy. On Feb. 5, 2014, the U.S. Trustee appointed an official committee of unsecured creditors. The Committee retained Frost Brown Todd LLC as counsel. On March 18, 2014, the Bankruptcy Court approved the hiring of Mark Welch at MorrisAnderson in Chicago as Freedom's chief restructuring officer. GLOBALCOR ASSOCIATES: Voluntary Chapter 11 Case Summary ------------------------------------------------------- Debtor: Globalcor Associates, LLC 119 West High Avenue New Philadelphia, Oh 44663 Case No.: 15-60533 Chapter 11 Petition Date: March 16, 2015 Court: United States Bankruptcy Court Northern District of Ohio (Canton) Judge: Hon. Russ Kendig Debtor's Counsel: John L Juergensen, Esq. JOHN L. JUERGENSEN CO., LPA Washington Square Office Park 6545 Market Avenue North North Canton, OH 44721 Tel: (330) 494-4200 Fax: 330-494-4201 Email: jlj@juergensenlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Jeffrey Melton, managing member. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. GOURMET EXPRESS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Gourmet Express Acquisition Fund, LLC 15-13670 7 Saint Paul Street, Suite 1900 Baltimore, MD 21202-1626 Gourmet Express Holdings, LLC 15-13673 7 Saint Paul Street, Suite 1900 Baltimore, MD 21202-1626 Gourmet Express, LLC 15-13674 600 Greene Street Greenville, KY 42345 Chapter 11 Petition Date: March 16, 2015 Court: United States Bankruptcy Court District of Maryland (Baltimore) Judge: Hon. Nancy V. Alquist Debtors' Counsel: Dennis J. Shaffer, Esq. WHITEFORD, TAYLOR, & PRESTON, LLP 7 Saint Paul St. Baltimore, MD 21202 Tel: (410) 347-8700 Email: dshaffer@wtplaw.com Debtors' TRAXI, LLC Financial Advisor: Estimated Estimated Assets Liabilities ---------- ----------- Gourmet Express Acquisition $1MM-$10MM $10MM-$50MM Gourmet Express Holdings $0-$50,000 $10MM-$50MM Gourmet Express, LLC $1MM-$10MM $10MM-$50MM The petition was signed by Lester L. Good, acting CFO. A list of Gourmet Express Acquisition's largest unsecured creditors is available for free at: http://bankrupt.com/misc/mdb15-13670.pdf A list of Gourmet Express Holdings's largest unsecured creditor is available for free at http://bankrupt.com/misc/mdb15-13673.pdf A list of Gourmet Express, LLC's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/mdb15-13674.pdf GOURMET EXPRESS: Frozen-Meal Maker Files for Bankruptcy ------------------------------------------------------- Katy Stech, writing for Daily Bankruptcy Review, reported that facing more than $37 million in debt, the maker of Gourmet Dining-branded frozen meals that are sold at retailers like Wal-Mart Stores Inc. and Costco Wholesale Corp. has filed for bankruptcy protection while looking for a buyer. According to the report, company officials put Gourmet Express Acquisition Fund LLC into bankruptcy on March 16, blaming frozen-meals sales that fell to $49 million last year from $61 million in 2013, partly because of slowed sales with Wal-Mart, Wakefern and Aldi. HEI INC: Proposes CBRE as Broker for Minnesota Property ------------------------------------------------------- HEI, Inc., seeks permission from the U.S. Bankruptcy Court for the District of Minnesota to employ the real estate services of CBRE, Inc., including broker Tom Bennett, to represent or assist it in marketing, locating a buyer for, and negotiating the sale of real property located at 1495 Steiger Lake Lane, Victoria, Minnesota, and consisting of land improved by a commercial office/manufacturing building. To identify the preferred broker for the Property, the Debtor and its financial advisor -- BGA Management, LLC d/b/a Alliance Management -- interviewed three experienced brokerage firms, including CBRE. After discussions with the firms and negotiations regarding commission rates, the Debtor and Alliance selected CBRE as their top choice. The Debtor and Alliance summarized the options and their recommendation to the Official Committee of Unsecured Creditors, which indicated that it supported the selection of CBRE. On Feb. 26, 2015, the Debtor agreed to the terms of the Listing Agreement with CBRE for the purposes of marketing and selling the Property. Under the Listing Agreement, CBRE would receive a 4% commission for a sale without a buyer's agent, and a 6% commission for a sale with a buyer's agent, which commission would be shared between CBRE and the buyer's agent. All marketing and other expenses are included in the commission, and CBRE will not charge any such additional amounts to the Debtor. The Debtor consulted with the Committee regarding the terms of the Listing Agreement, and believes the Committee consents to the employment of CBRE under the terms set forth in the Listing Agreement. The Debtor proposes that CBRE's commission be authorized in conjunction with the approval of the application, and that it be authorized to immediately pay in full CBRE's commission when due, and no application for such commission need be made by CBRE. 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. HIPCRICKET INC: Creditors' Panel Hires Cooley LLP as Lead Counsel ----------------------------------------------------------------- The Official Committee of Unsecured Creditors of Hipcricket, Inc. seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Cooley LLP as lead counsel, nunc pro tunc to Jan. 30, 2015. The Committee requires Cooley LLP to: (a) attend the meetings of the Committee; (b) review financial and operational information furnished by the Debtor to the Committee; (c) analyze and negotiate the budget and the terms of the debtor-in-possession financing; (d) assist in the efforts to sell assets of the Debtor in a manner that maximizes value for creditors; (e) analyze any proposed Chapter 11 plan; (f) confer with the Debtor's management, counsel and financial advisors; (g) review the Debtor's schedules, statements of financial affairs and business plan; (h) advise the Committee as to the ramifications regarding all of the Debtor's activities and motions before this Court; (i) file appropriate pleadings on behalf of the Committee; (j) review and analyze the Debtor's investment banker's work product and report to the Committee; (k) provide the Committee with legal advice in relation to the chapter 11 case; (l) prepare various applications and memoranda of law submitted to the Court for consideration; and (m) perform such other legal services for the Committee as may be necessary or proper in this proceeding. Cooley LLP will be paid at these hourly rates: Jay R. Indyke, Partner $1,050 Sonya F. Erickson, Partner $845 Jeffrey L. Cohen, Partner $785 Alex R. Velinsky, Associate $725 Jeremy H. Rothstein, Associate $470 Rebecca Goldstein, Paralegal $300 Mollie Canby, Paralegal $210 Cooley LLP will also be reimbursed for reasonable out-of-pocket expenses incurred. Jay R. Indyke, member of Cooley LLP, 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. Cooley LLP can be reached at: Jay Indyke, Esq. COOLEY LLP 1114 Avenue of the Americas New York, NY 10036 Tel: (212) 479-6000 Fax: (212) 479-6275 E-mail: jindyke@cooley.com About Hipcricket Inc. Headquartered in Bellevue, Washington, Hipcricket, Inc., formerly known as Augme Technologies, is a publicly held Delaware corporation. Hipcricket is in the business of providing end-to-end, data-driven mobile advertising and marketing solutions through its proprietary AD LIFE software-as-a service platform a proprietary, mobile engagement platform for businesses to communicate with customers through cellphones, tablets and other mobile devices. The Company had 77 full-time employees as of the bankruptcy filing. Hipcricket sought Chapter 11 protection (Bankr. D. Del. Case No. 15-10104) on Jan. 20, 2015, with a deal to sell its assets. The Debtor has tapped Pachulski Stang Ziehl & Jones LLP as counsel, Canaccord Genuity Inc. as investment banker, Perkins Coie LLP as special corporate counsel, and Omni Management Group, LLC, as claims and noticing agent. As of Jan. 20, 2015, the Company had total assets of $16.8 million and liabilities of $12.06 million. The U.S. Trustee for Region 3 appointed five creditors of Hipcricket Inc. to serve on the official committee of unsecured creditors. HIPCRICKET INC: Creditors' Panel Hires Pepper Hamilton as Counsel ----------------------------------------------------------------- The Official Committee of Unsecured Creditors of Hipcricket, Inc. seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Pepper Hamilton LLP as Committee's Delaware counsel, nunc pro tunc to Jan. 30, 2015. The Committee requires Pepper Hamilton to: (a) assist Cooley as requested in representing the Committee; (b) advise the Committee with respect to its rights, duties and powers in this case; (c) assist and advise the Committee in its consultations with the Debtor relating to the administration of this case; (d) assist the Committee in analyzing the claims of the Debtor's creditors and the Debtor's capital structure and in negotiating with the holders of claims and, if appropriate, equity interests; (e) assist the Committee's investigation of the acts, conduct, assets, liabilities and financial condition of the Debtor and other parties involved with the Debtor, and of the operation of the Debtor's business; (f) assist the Committee in its analysis of, and negotiations with the Debtor or any other third party concerning matters related to, among other things, the assumption or rejection of certain leases of non-residential real property and executory contracts, asset dispositions, financing transactions and the terms of a plan of reorganization or liquidation for the Debtor; (g) assist and advise the Committee as to its communications, if any, to the general creditor body regarding significant matters in this case; (h) represent the Committee at all hearings and other proceedings; (i) review, analyze, and advise the Committee with respect to applications, orders, statements of operations and schedules filed with the Court; (j) assist the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives; (k) assist the Committee as conflicts counsel, should the need arise; and (l) perform such other services as may be required and are deemed to be in the interests of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code. Pepper Hamilton will be paid at these hourly rates: Donald J. Detweiler, Partner $720 Henry J. Jaffe, Partner $640 John H. Schanne II, Associate $425 Christopher Lano, Paralegal $250 Partners, Special Counsel and Counsel $510-$790 Associates $295-$470 Paraprofessionals $210-$275 Pepper Hamilton will also be reimbursed for reasonable out-of-pocket expenses incurred. Henry J. Jaffe, partner of Pepper Hamilton, 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. Pepper Hamilton can be reached at: Henry Jaffe, Esq. PEPPER HAMILTON LLP Hercules Plaza, Suite 5100 1313 N. Market Street Wilmington, DE 19899-1709 Tel: (302) 777-6500 Fax: (302) 656-8865 E-mail: jaffeh@pepperlaw.com About Hipcricket Inc. Headquartered in Bellevue, Washington, Hipcricket, Inc., formerly known as Augme Technologies, is a publicly held Delaware corporation. Hipcricket is in the business of providing end-to-end, data-driven mobile advertising and marketing solutions through its proprietary AD LIFE software-as-a service platform a proprietary, mobile engagement platform for businesses to communicate with customers through cellphones, tablets and other mobile devices. The Company had 77 full-time employees as of the bankruptcy filing. Hipcricket sought Chapter 11 protection (Bankr. D. Del. Case No. 15-10104) on Jan. 20, 2015, with a deal to sell its assets. The Debtor has tapped Pachulski Stang Ziehl & Jones LLP as counsel, Canaccord Genuity Inc. as investment banker, Perkins Coie LLP as special corporate counsel, and Omni Management Group, LLC, as claims and noticing agent. As of Jan. 20, 2015, the Company had total assets of $16.8 million and liabilities of $12.06 million. The U.S. Trustee for Region 3 appointed five creditors of Hipcricket Inc. to serve on the official committee of unsecured creditors. HIPCRICKET INC: Creditors' Panel Taps Getzler Henrichas Advisor --------------------------------------------------------------- The Official Committee of Unsecured Creditors of Hipcricket, Inc. seeks authorization from the U.S. Bankruptcy Court for the District of Delaware to retain Getzler Henrich & Associates, LLC as financial advisor to the Committee, nunc pro tunc to Jan. 30, 2015. The Committee requires Getzler Henrich to: (a) assist the Committee and its counsel in connection with various ongoing case financial and litigation matters; (b) assist the Committee in its oversight and monitoring of the ongoing wind-down of the Debtors estates; report periodically to the Committee on ongoing case issues and financial matters; (c) assist the Committee in connection with its analysis and resolution of issues related to claims filed against the Debtors including administrative, priority or unsecured claims, executory contracts, case litigation and related damages analysis; (d) consistent with the scope of services set forth herein, attend and participate in hearings before the Bankruptcy Court (as defined below) on an as-needed basis as requested by the Committee and agreed to by Getzler Henrich; (e) assist the Committee in its analysis of potential for recovery and pursuit of funds back to the estates from voidable transactions, fraudulent transfers, preference payments, D&O claims and other case litigation matters; (f) advise the Committee in connection with resolution of issues relating to the sale of the Debtors' assets; meet with Debtors' wind-down staff on a periodic basis to monitor resolution of open issues; (g) assist the Committee in connection with the Debtors' liquidation process, including assistance in the development of a plan(s) of liquidation and related disclosure statement(s), modeling of creditor recoveries and other financial analyses; (h) provide such other related services as may be requested by the Committee and as agreed to by Getzler Henrich; and (i) provide such other services as may be agreed to by Getzler Henrich and the Committee in writing based on discussions with you as the engagement progresses and additional information is obtained during the course of the engagement. Getzler Henrich will be paid at these hourly rates: Principal/Managing Director $525 Directors $425 Associates $325 Paraprofessionals $125 Getzler Henrich will also be reimbursed for reasonable out-of-pocket expenses incurred. Daniel S. Polsky, managing director of Getzler Henrich, 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. Getzler Henrich can be reached at: David S. Polsky GETZLER HENRICH & ASSOCIATES LLC 295 Madison Avenue, 20th Floor New York, NY 10017 Tel: (212) 697-2400 Fax: (212) 697-4812 About Hipcricket Inc. Headquartered in Bellevue, Washington, Hipcricket, Inc., formerly known as Augme Technologies, is a publicly held Delaware corporation. Hipcricket is in the business of providing end-to-end, data-driven mobile advertising and marketing solutions through its proprietary AD LIFE software-as-a service platform a proprietary, mobile engagement platform for businesses to communicate with customers through cellphones, tablets and other mobile devices. The Company had 77 full-time employees as of the bankruptcy filing. Hipcricket sought Chapter 11 protection (Bankr. D. Del. Case No. 15-10104) on Jan. 20, 2015, with a deal to sell its assets. The Debtor has tapped Pachulski Stang Ziehl & Jones LLP as counsel, Canaccord Genuity Inc. as investment banker, Perkins Coie LLP as special corporate counsel, and Omni Management Group, LLC, as claims and noticing agent. As of Jan. 20, 2015, the Company had total assets of $16.8 million and liabilities of $12.06 million. The U.S. Trustee for Region 3 appointed five creditors of Hipcricket Inc. to serve on the official committee of unsecured creditors. HYDGROCARB ENERGY: Delays Form 10-Q for Jan. 31 Quarter ------------------------------------------------------- Hydrocarb Energy Corp. filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the quarter ended Jan. 31, 2015. The Company has experienced delays in completing its financial statements for the quarter ended Jan. 31, 2015, as its auditor has not had sufficient time to review the financial statements for the quarter ended Jan. 31, 2015. About Hydrocarb Energy Hydrocarb Energy, formerly known as Duma Energy Corp, is a publicly-traded Domestic and International energy exploration and production company targeting major under-explored oil and gas projects in emerging, highly prospective regions of the world. With exploration concessions in Africa, production in Galveston Bay and Oil Field Services in the United Arab Emirates, the Company maintain offices in Houston, Texas, Abu Dhabi, UAE and Windhoek, Namibia. Hydrocarb Energy reported a net loss of $6.55 million on $5.06 million of revenues for the year ended July 31, 2014, compared to a net loss of $37.5 million on $7.07 million of revenues for the year ended July 31, 2013. "A decline in the price of our common stock could result in a reduction in the liquidity of our common stock and a reduction in our ability to raise additional capital for our operations. Because our operations to date have been largely financed through the sale of equity securities, a decline in the price of our common stock could have an adverse effect upon our liquidity and our continued operations. A reduction in our ability to raise equity capital in the future could have a material adverse effect upon our business plan and operations, including our ability to continue our current operations," the Company stated in its Annual Report for the year ended July 31, 2014. IMS HEALTH: Moody's Rates EUR275MM Notes 'B3' & Affirms 'B1' CFR ---------------------------------------------------------------- Moody's Investors Service assigned B3 ratings to IMS Health Inc.'s new EUR275 million (approximately US$290 million at current exchange rates) senior unsecured notes, whose proceeds, along with $124 million of cash on hand, will be used to effect the acquisition of the CRM and data arm of Cegedim, a Paris-based tech and services company focused on healthcare. Moody's also affirmed IMS's B1 Corporate Family Rating and B1-PD Probability of Default rating, the SGL-2 Speculative Grade Liquidity rating, the Ba3 rating on its senior secured debt, and the B3 rating on existing senior unsecured notes. The outlook remains stable. Assignments: Issuer: IMS Health Incorporated -- Senior Unsecured Regular Bond/Debenture, Assigned B3 LGD6 Outlook Actions: Issuer: IMS Health Incorporated -- Outlook, Remains Stable Affirmations: Issuer: IMS Health Incorporated -- Probability of Default Rating, Affirmed B1-PD -- Speculative Grade Liquidity Rating, Affirmed SGL-2 -- Corporate Family Rating , Affirmed B1 -- Senior Secured Bank Credit Facility, Affirmed Ba3 LGD3 -- Senior Unsecured Regular Bond/Debenture, Affirmed B3 LGD6 Moody's believes that IMS's leverage-neutral acquisition of a business unit less than one-fifth its size and that complements IMS's global and technological footprint has no impact on the B1 CFR. Since Cegedim's profit margins appear to be considerably lower than IMS's, the acquisition, particularly if integration proves more difficult than anticipated, will put moderate strain on IMS's otherwise strong profitability. But IMS is acquiring the target at an attractive multiple, and the complementary nature of Cegedim's healthcare database and technologically enhanced analytics services relative to IMS's should help minimize obstacles. The B1 rating also recognizes IMS's enhanced financial flexibility since last year's IPO as well IMS's lead market position in an industry with significant barriers to entry. While competitors exist, no other market-intelligence provider approaches IMS's global scale or importance to its large pharmaceutical customers. The criticality of the data IMS provides to its customers drives high retention. Moody's expects that IMS, operating after the IPO with diminished private equity sponsor control, will not pursue financial policies that would materially increase financial leverage. Given Moody's expectations for strong and generally predictable annual free cash flows, averaging about $400 million, IMS can readily rebuild its cash balances. IMS's good liquidity position is captured in the SGL-2 liquidity rating. T he ratings could be raised with maintenance of debt-to-EBITDA approaching 4.0 times, free-cash-flow-to-debt solidly above 10%, and a demonstrated commitment to balanced financial policies. The ratings could be downgraded if Moody's expect a sustained decline in revenue or EBITDA due to competitive pressures or difficulty integrating acquisitions. Additionally, if Moody's expect debt to EBITDA to be off its post-IPO trajectory of holding near or below 5.5 times over the intermediate term, the rating could also be pressured down. Danbury, CT-based IMS Health, Inc. provides critical sales and other market intelligence to pharmaceutical companies, researchers, governments, and financial institutions. The company undertook an IPO in April 2014, and continues to be majority owned by affiliates of TPG Capital, L.P., the Canadian Pension Plan Investment Board, and Leonard Green & Partners, L.P.. Including the early 2015 Cegedim acquisition, Moody's anticipates IMS will have annual revenues of about $3.25 billion. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 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. IMS HEALTH: S&P Assigns 'B+' Rating on EUR275MM Sr. Unsec. Notes ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B+' issue-level rating and '5' recovery rating to Danbury, Conn.-based IMS Health Inc.'s EUR275 million senior unsecured notes. The notes, with an eight-year maturity, will fund the company's acquisition of Cegedim. The recovery rating on this debt is '5', indicating S&P's expectation of modest (10% to 30%, at the high end of the range) recovery in a payment default. The 'BB-' corporate credit rating on IMS Health reflects the company's leading position as a provider of critical information to the health care market, offset by its narrow focus in providing information primarily to that market. The outlook is stable. The acquisition of Cegedim provides complementary offerings to IMS, strengthening S&P's perception of IMS' "satisfactory" business risk profile. S&P's business risk is not revised given IMS' continued focus on the health care market. The notes offering is leverage neutral and our "aggressive" financial risk assessment is also unchanged. RATINGS LIST IMS Health Inc. Corporate Credit Rating BB-/Stable/-- New Rating IMS Health Inc. EUR275 Mil. Senior Unsecured Notes B+ Recovery Rating 5H INFOR INC: Moody's Assigns B3 Ratings to New Sr. Unsecured Notes ---------------------------------------------------------------- Moody's Investors Service assigned a B3 rating to Infor (US), Inc.'s proposed senior unsecured note offering. Moody's also upgraded the rating on the company's existing unsecured notes maturing July 2018 and April 2019 to B3 from Caa1 and affirmed existing ratings including the company's B2 corporate family rating. Proceeds from the new notes will be used to repay existing Infor, Inc. unsecured notes and to fund transaction costs. The ratings outlook remains negative. The B3 rating on Infor, Inc.'s proposed and existing senior unsecured notes reflects its position junior to the secured debt in the capital structure but senior to the holding company debt. The ratings on the existing unsecured notes were revised upward to B3, reflecting the reduction of first lien debt within the capital structure. The note instrument ratings were determined in conjunction with Moody's Loss Given Default Methodology. Upon closing, the ratings on any repaid existing notes will be withdrawn. The B2 corporate family rating is primarily driven by the expectation of continued high leverage (in excess of 7x) and is considered weakly positioned in the B2 category. Moody's expect debt levels to remain high absent a public equity offering. The ratings also reflect Infor's leading mid market position in the enterprise software industry, scale (revenues were approximately $2.8 billion in the LTM January 2015 period), stability of maintenance revenues and gross margins (which represent over 50% of revenues at an approximate 82% gross margin) and modest but predictable free cash flow generating capabilities. If not for these factors, the ratings would be lower given the company's debt load. Moody's view having a strong capital structure and the resulting financial flexibility to make acquisitions to be critical given the evolving nature of the enterprise software industry and Infor is amongst the most leveraged software players (particularly compared to much better capitalized competitors, Oracle and SAP). The enterprise software industry is changing rapidly to incorporate cloud based subscription delivery which can cause near term top line headwinds resulting from the timing and recognition of subscription revenues. The company's liquidity profile is good based on its cash balances (estimated at $450 million at closing) and expected free cash flow generation in excess of $300 million over the next 12 months. Although the company's cash generation is somewhat seasonal due to timing of receipt of maintenance revenue payments, Moody's expect the company will maintain sufficient cash balances in trough quarters to run the business. In addition, the company will have access to an undrawn $150 million revolver. The negative ratings outlook reflects the limited flexibility in the rating category if the company pursues even modest debt financed acquisitions or EBITDA declines. Although unlikely in the near term given the high leverage, ratings could be upgraded if leverage can be sustained below 5x, particularly if the company pursues an IPO. The ratings could be downgraded if Infor's revenues and EBITDA decline significantly or leverage is expected to exceed 7.5x or free cash flow to debt is expected to be below 5% on other than a temporary basis. The ratings could also be downgraded if liquidity were to deteriorate. Issuer: Infor (US), Inc -- Senior Unsecured Regular Bonds/Debentures due July 2018, April 2019, April 2019 (Euro), Upgraded to B3 (LGD5) from Caa1 (LGD5) Issuer: Infor (US), Inc -- New Senior Unsecured Regular Bonds/Debentures, Assigned B3 (LGD5) Issuer: Infor (US), Inc -- Senior Secured Bank Credit Facilities, Affirmed Ba3 (LGD2) Issuer: Infor Software Parent, Inc. -- Senior Unsecured Regular Bond/Debenture due May 2021, Affirmed Caa1 (LGD6) Issuer: Infor, Inc. -- Probability of Default Rating, Affirmed B2-PD -- Corporate Family Rating, Affirmed B2 -- Outlook, Remains Negative The principal methodology used in these ratings was Global Software Industry published in October 2012. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Infor, Inc., with revenues of approximately $2.8 billion, is one of the largest providers of enterprise resource planning software. The company is headquartered in New York, NY. INFOR INC: S&P Affirms 'B' Corp. Credit Rating ---------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B' corporate credit rating on New York City-based Infor Inc. The outlook is stable. At the same time, S&P assigned its 'B-' issue-level rating and '5L' recovery rating to the company's proposed $1.4 billion equivalent U.S. dollar and Euro senior unsecured notes due 2022. The '5L' recovery rating indicates S&P's expectation for modest recovery (10%-30%; in the lower half of the range) in the event of payment default. The 'B+' issue-level rating and '2H' recovery rating on the company's first-lien debt as well as the 'CCC+' issue-level rating and '6' recovery rating on its holding company notes are unchanged. S&P expects that Infor will use the proceeds of the transaction to refinance its 9.375% and 10% senior notes due 2019 and to pay related fees. S&P will withdraw its ratings on the refinanced notes after the transaction closes. "The issue-level and recovery ratings on the company's proposed notes are the same as the ratings on its unsecured debt outstanding," said Standard & Poor's credit analyst Christian Frank. "The corporate credit rating reflects leverage that we anticipate will increase to the low to mid-8x area in fiscal 2016 (ending in April) as EBITDA declines because of increased expenses to support the company's software-as-a-service products, as well as the competitive ERP marketplace with significantly larger players and meaningful exposure to manufacturing and distribution end-markets," he added. The stable outlook reflects S&P's view that Infor's revenue visibility, good FOCF, large cash position, and interest coverage that is strong for the 'B' rating, provide ratings support as the company makes a transition to more subscription-based offerings. S&P could lower the rating if increased business investment in support of the company's software-as-a-service products or more compelling offerings from competitors result in declines in profitability, or if the company pursues a shareholder distribution such that it sustains leverage above the 9x area. S&P is unlikely to raise the rating during the next 12 months because of the company's high leverage and S&P's view that its private equity ownership structure likely precludes sustained deleveraging. JOHN D. OIL: Seeks $4 Million Loan from Private Capital ------------------------------------------------------- U.S. Bankruptcy Judge Thomas Agresti is set to hold a hearing on April 9, 2015, to consider the request of John D. Oil & Gas Co. to borrow $4 million from Private Capital Group. The company said it will use the loan to fund its proposed restructuring plan by paying $3 million to RBS Citizens, N.A. in exchange for the latter assigning to Private Capital its claims. The energy company will also use the loan to pay the claim of 1st Source Bank and for other payments required after the proposed plan takes effect, according to court filings. A copy of the Feb. 17, 2015, letter from Private Capital detailing the terms of the financing is available for free at http://is.gd/RwmfB4 About John D. Oil & Gas; OZ Gas; and Great Plains Exploration Mentor, Ohio-based John D. Oil & Gas Co., is in the business of acquiring, exploring, developing, and producing oil and natural gas in Northeast Ohio. The Company has 58 producing wells. The Company also has one self storage facility located in Painesville, Ohio. The self-storage facility is operated through a partnership agreement between Liberty Self-Stor Ltd. and the Company. John D. Oil's affiliated entities -- Oz Gas, LTD., and Great Plains Exploration, LLC -- filed voluntary Chapter 11 petitions (Bankr. W.D. Pa. Case Nos. 12-10057 and 12-10058) on Jan. 11, 2012. Two days later, John D. Oil filed its own Chapter 11 petition (Bankr. W.D. Pa. Case No. 12-10063). On Nov. 21, 2011, at the request of the lender RBS Citizens, N.A., dba Charter One, a receiver was appointed for all three corporate Debtors, in the United States District Court for the Northern District of Ohio at case No. 11-cv-2089-CAB. District Judge Christopher A. Boyko issued an order appointing Mark E. Dottore as receiver. The Receivership Order was appealed to the Sixth Circuit Court of Appeals on Dec. 19, 2011, and the appeal is currently pending. Judge Thomas P. Agresti oversees the Chapter 11 cases. Robert S. Bernstein, Esq., at Bernstein Law Firm P.C., serves as counsel to the Debtors. Each of Great Plains and Oz Gas estimated $10 million to $50 million in assets and debts. John D. Oil's balance sheet at Dec. 31, 2011, showed $6.98 million in total assets, $13.3 million in total liabilities, and a stockholders' deficit of $6.28 million. The petitions were signed by Richard M. Osborne, CEO. The United States Trustee said a committee under 11 U.S.C. Sec. 1102 has not been appointed because no unsecured creditor responded to the U.S. Trustee's communication for service on the committee. K.M. VILLAS: Case Summary & 7 Largest Unsecured Creditors --------------------------------------------------------- Debtor: K.M. Villas LLC 301 NE 79 St # 3 Miami, FL 33138 Case No.: 15-14807 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: March 16, 2015 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Hon. Robert A Mark Debtor's Counsel: Zach B Shelomith, Esq. LEIDERMAN SHELOMITH, P.A. 2699 Stirling Rd # C401 Ft Lauderdale, FL 33312 Tel: (954) 920-5355 Fax: (954) 920-5371 Email: zshelomith@lslawfirm.net Total Assets: $1.3 million Total Liabilities: $2.76 million The petition was signed by Kevin Hinds, member. A list of the Debtor's seven largest unsecured creditors is available for free at http://bankrupt.com/misc/flsb15-14807.pdf KINROSS GOLD: Moody's Lowers Sr. Unsecured Rating to 'Ba1' ---------------------------------------------------------- Moody's Investors Service downgraded Kinross Gold Corporation's senior unsecured rating to Ba1 and assigned the company a Ba1 Corporate Family rating, Ba1-PD Probability of Default rating and SGL-1 speculative grade liquidity rating. The company's ratings outlook remains negative. "We lowered Kinross' ratings because we expect about two-thirds of the company's cash flows will be generated from one mining complex in Russia, which is itself now rated Ba1 ", said Darren Kirk, Moody's vice president and senior credit officer. Kinross' Ba1 CFR is primarily driven by Moody's estimate that about two-thirds of the company's gross profits less sustaining capital expenditures will be generated from one mining complex in Russia (Ba1/ negative) and that just four gold mines (including the two in Russia) will contribute in excess of 85% of the company's cash flows over the next couple of years. Concentration risks are countered by Kinross' low financial leverage (2x adjusted debt/EBITDA as at December 31, 2014), large scale (2.7 million of gold equivalent ounces from nine mines in 2014) and very good liquidity, which provides flexibility to absorb a period of lower gold prices or event risks associated with its exposure to Russia. Kinross' mines outside of Russia collectively have higher than average costs, while the costs of its Russian operations are among the industry's lowest. Kinross' Russian operations have become a much larger driver of its cash flow as 1) the price of gold has declined, 2) the operations have been expanded, and 3) as the Russian Ruble has depreciated against the US dollar. Moody's expects Kinross' ongoing efficiency efforts, together with benefits from the lower oil price and depreciating currencies against the US dollar will enable the company to generate modestly positive free cash flow and maintain financial leverage below 2.5x over the next couple of years at a gold price sensitivity of $1,200/oz. However, without higher spending on development projects or other inorganic initiatives, Moody's expects Kinross' production will decline towards the end of the decade. All else equal, this would likely cause the company's leverage to increase in that horizon. Kinross has very good liquidity (SGL-1), which is supported by the company's $1 billion of cash at Dec. 31, 2014, an essentially unused $1.5 billion revolving credit facility (matures Aug 2019) and Moody's expectation that the company will generate modestly positive free cash flow through at least 2015, incorporating a gold price sensitivity of $1,200/oz. Kinross' debt maturity schedule through 2018 consists of $60 million due in 2015, $270 million due in 2016 and $500 million due in 2018. Moody's expects Kinross will remain comfortably in compliance with its max 3.5x leverage (net debt/ EBITDA) bank facility covenant. The negative ratings outlook reflects pressure on Kinross' credit profile associated with the uncertain economic and political environment in Russia and the negative outlook on that country's own Ba1 rating. Kinross' US dollar cash flows, for example, would be significantly impaired should Russia institute some form of capital controls to impede the outflow of capital and reserves. Kinross' rating could be upgraded if Moody's expected the company would materially reduce its concentration of cash flow from Russia and sustain its adjusted Debt/ EBITDA below 3x while maintaining solid liquidity. Kinross' rating could be downgraded if Russia was to be further downgraded or implemented capital controls, or if Moody's expected the company's adjusted Debt/EBITDA to be sustained above 4x. Downgrades: Issuer: Kinross Gold Corporation -- Senior Unsecured Regular Bond/Debenture, Downgraded to Ba1 (LGD4) from Baa3 Assignments: Issuer: Kinross Gold Corporation -- Corporate Family Rating, Assigned Ba1 -- Probability of Default Rating, Assigned Ba1-PD -- Speculative Grade Liquidity Rating, Assigned SGL-1 Outlook Actions: Issuer: Kinross Gold Corporation -- Outlook, Remains Negative Headquartered in Toronto, Canada, Kinross is one of the world's ten largest gold miners with nine operating mines producing about 2.7 million of attributable gold equivalent ounces in 2014. The principal methodology used in these ratings was Global Mining Industry published in August 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. LEHMAN BROTHERS: Ernst & Young Settles Suits with NJ, Calif. Munis ------------------------------------------------------------------ Patrick Fitzgerald, writing for The Wall Street Journal, reported that Ernst & Young LLP has agreed to settle a pair of lawsuits filed by the state of New Jersey and a handful of California cities and counties over losses they suffered when Lehman Brothers Holdings Inc. collapsed. According to the report, lawyers for New Jersey and the California municipalities each said they have reached "an agreement in principle" to settle their legal disputes with the accounting firm, although terms of the settlement weren't disclosed. New Jersey, seven California cities and counties plus one California-based insurer had accused Ernst & Young of helping Lehman hide its true financial condition while the bank's executives were pitching them to invest in "safe" Lehman stock and securities, the Journal noted. 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. LIFE PARTNERS: Hires Alexander Dubose as Litigation Counsel ----------------------------------------------------------- Life Partners Holdings, Inc. asks for authorization from the Hon. Russell F. Nelms of the U.S. Bankrupcy Court for the Northern District of Texas to Alexander Dubose Jefferson & Townsend LLP as special litigation counsel, nunc pro tunc to the Jan. 20, 2015 petition date. Alexander Dubose will continue to advise and represent the Debtor with respect to the Texas Supreme Court Appeal and the Fifth Circuit Appeal. To the extent necessary, Alexander Dubose will assist the Debtor with the prosecution of its plan of reorganization as it relates to these matters. Alexander Dubose will charge for time at its normal and customary rates for attorneys and legal assistants and will request reimbursement for its out-of-pocket expenses. Alexander Dubose acknowledges that it shall be compensated in accordance with the procedures set forth in the applicable provisions of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, the Court's local rules, including L.R. 2016, and such procedures as may be fixed by order of this Court. As of the Petition Date, Alexander Dubose had outstanding invoiced fees due and owing in connection with its representation of the Debtor in the Texas Supreme Court Appeal in the amount of $14,355 all for services rendered prior to the Petition Date. As of the Petition Date, Alexander Dubose had incurred an additional $1,140 in fees in connection with the Texas Supreme Court Appeal that were not invoiced before the Petition Date ($900.00 of that amount was incurred prior to and through Jan. 19, 2015; $240.00 of that amount was incurred on Jan. 20, 2015 through Jan. 31, 2015). In connection with the Fifth Circuit Appeal, Alexander Dubose has outstanding invoiced fees due and owing in the amount of $21,430 for services rendered prior to the Petition Date, and it has additional, un-invoiced fees in connection with the Fifth Circuit Appeal that were not invoiced before the Petition Date in the amount of $16,500 ($3,360 of that amount was incurred prior to and through Jan. 19, 2015; $13,140 of that amount was incurred on Jan. 20, 2015 through Jan. 31, 2015). Douglas W. Alexander of Alexander Dubose 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. Alexander Dubose can be reached at: Douglas W. Alexander, Esq. ALEXANDER DUBOSE JEFFERSON & TOWNSEND LLP 515 Congress Ave., Suite 2350 Austin, TX 78701 Tel: (512) 482-9300 E-mail: dalexander@adjtlaw.com About Life Partners Life Partners Holdings, Inc., is the parent company of the world's oldest company engaged in the secondary market for life insurance, commonly called "life settlements." Since its incorporation in 1991, Life Partners, Inc. has completed over 162,000 transactions for its worldwide client base of over 30,000 high net worth individuals and institutions in connection with the purchase of over 6,500 policies totaling over $3.2 billion in face value. Headquartered in Waco, Texas, Life Partners -- http://www.lphi.com/ -- is a financial services company engaged in the secondary market for life insurance known as life settlements. Life Partners sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex., Case No. 15-40289) on Jan. 20, 2015. The case is assigned to Judge Russell F. Nelms. The U.S. Trustee for Region 6 appointed three creditors of Life Partners Holdings to serve on the official committee of unsecured creditors. Tracy A. Bolt of BDO USA, LLP, was named as examiner for the Debtor's case. LIFE PARTNERS: Hires Hudson & Calleja as Litigation Counsel ----------------------------------------------------------- Life Partners Holdings, Inc. asks for authorization from the Hon. Russell F. Nelms of the U.S. Bankrupcy Court for the Northern District of Texas to employ Hudson & Calleja, LLC as special litigation counsel, nunc pro tunc to the Jan. 20, 2015 petition date. Hudson & Calleja will continue to advise and represent the Debtor with respect to the Woelfel Lawsuit. To the extent necessary, Hudson & Calleja will assist the Debtor with the prosecution of its plan of reorganization as it relates to the Woelfel Lawsuit. Hudson & Calleja will charge for time at its normal and customary rates for attorneys and legal assistants and will request reimbursement for its out-of-pocket expenses. Hudson & Calleja acknowledges that it shall be compensated in accordance with the procedures set forth in the applicable provisions of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, the Court's local rules, including L.R. 2016, and such procedures as may be fixed by order of this Court. As of the Petition Date, Hudson & Calleja had outstanding fees due and owing in connection with its representation of the Debtor in the amount of $10,109.69. Hudson & Calleja has not received a retainer or trust deposit in connection with its engagement agreement with the Debtor. All payments that Hudson & Calleja has received in this engagement have been made by the Debtor's subsidiary Life Partners, Inc. Robert W. Hudson, shareholder and co-founder of Hudson & Calleja, 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. Hudson & Calleja can be reached at: Robert W. Hudson, Esq. HUDSON & CALLEJA, LLC 355 Alhambra Circle, Suite 801 Coral Gables, FL 33134 Tel: (305) 444-6628 Fax: (305) 444-6627 E-mail: rhudson@hudsoncalleja.com About Life Partners Life Partners Holdings, Inc., is the parent company of the world's oldest company engaged in the secondary market for life insurance, commonly called "life settlements." Since its incorporation in 1991, Life Partners, Inc. has completed over 162,000 transactions for its worldwide client base of over 30,000 high net worth individuals and institutions in connection with the purchase of over 6,500 policies totaling over $3.2 billion in face value. Headquartered in Waco, Texas, Life Partners -- http://www.lphi.com/ -- is a financial services company engaged in the secondary market for life insurance known as life settlements. Life Partners sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex., Case No. 15-40289) on Jan. 20, 2015. The case is assigned to Judge Russell F. Nelms. The U.S. Trustee for Region 6 appointed three creditors of Life Partners Holdings to serve on the official committee of unsecured creditors. Tracy A. Bolt of BDO USA, LLP, was named as examiner for the Debtor's case. LIFE PARTNERS: Hires Mackenzie as Special Litigation Counsel ------------------------------------------------------------ Life Partners Holdings, Inc. asks permission from the Hon. Russell F. Nelms of the U.S. Bankrupcy Court for the Northern District of Texas to employ C. Alfred Mackenzie, Attorney at Law, as special litigation counsel, nunc pro tunc to the Jan. 20, 2015 petition date. Mackenzie will advise and represent the Debtor with respect to the Morrow Lawsuit, the Woelfel Lawsuit, the JMD Lawsuit, the Texas Supreme Court Appeal, and the US Fifth Circuit Appeal. To the extent necessary, Mackenzie will assist the Debtor with the prosecution of its plan of reorganization as it relates to the Morrow Lawsuit, the Woelfel Lawsuit, the JMD Lawsuit, the Texas Supreme Court Appeal, and the US Fifth Circuit Appeal. Subject to the Court's approval, Mackenzie will charge the Debtor for legal services on an hourly basis in accordance with its ordinary and customary hourly rates in effect on the date the applicable services are rendered. Mackenzie's current hourly rate is $225 per hour. Mackenzie will also be reimbursed for reasonable out-of-pocket expenses incurred. C. Alfred Mackenzie 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. Mackenzie can be reached at: C. ALFRED MACKENZIE, ATTORNEY AT LAW P.O. Box 2003 Waco, TX 76703 Tel: (254) 848-9800 About Life Partners Life Partners Holdings, Inc., is the parent company of the world's oldest company engaged in the secondary market for life insurance, commonly called "life settlements." Since its incorporation in 1991, Life Partners, Inc. has completed over 162,000 transactions for its worldwide client base of over 30,000 high net worth individuals and institutions in connection with the purchase of over 6,500 policies totaling over $3.2 billion in face value. Headquartered in Waco, Texas, Life Partners -- http://www.lphi.com/ -- is a financial services company engaged in the secondary market for life insurance known as life settlements. Life Partners sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex., Case No. 15-40289) on Jan. 20, 2015. The case is assigned to Judge Russell F. Nelms. The U.S. Trustee for Region 6 appointed three creditors of Life Partners Holdings to serve on the official committee of unsecured creditors. Tracy A. Bolt of BDO USA, LLP, was named as examiner for the Debtor's case. LIFE PARTNERS: Names Douglas Berman as Special Securities Counsel ----------------------------------------------------------------- Life Partners Holdings, Inc. asks for authorization from the Hon. Russell F. Nelms of the U.S. Bankrupcy Court for the Northern District of Texas to Law Office of Douglas M. Berman, PLLC as special securities counsel, nunc pro tunc to the Jan. 20, 2015 petition date. Berman will continue to advise and represent the Debtor with respect to securities compliance matters. To the extent necessary, Berman will assist the Debtor with the prosecution of its plan of reorganization as it relates to compliance with applicable securities laws. Berman will charge for time at its normal and customary rates for attorneys and legal assistants and will request reimbursement for its out-of-pocket expenses. Berman acknowledges that it shall be compensated in accordance with the procedures set forth in the applicable provisions of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, the Court's local rules, including L.R. 2016, and such procedures as may be fixed by order of this Court. As of the Petition Date, Berman had outstanding fees due and owing in connection with its representation of the Debtor in the amount of $4,631.25. Prior to the Petition Date, the Debtor maintained with Berman a retainer of $10,000 in connection with its engagement agreement with the Debtor that was replenished with each billing cycle. All payments that Berman has received in this engagement have been made by the Debtor's subsidiary Life Partners, Inc. Douglas M. Berman 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. Berman can be reached at: Douglas M. Berman, Esq. LAW OFFICE OF DOUGLAS M. BERMAN, PLLC 4925 Greenville Ave., Suite 200 Dallas, TX 75206 Tel: (214) 562-7069 E-mail: Doug@DougBermanLaw.com About Life Partners Life Partners Holdings, Inc., is the parent company of the world's oldest company engaged in the secondary market for life insurance, commonly called "life settlements." Since its incorporation in 1991, Life Partners, Inc. has completed over 162,000 transactions for its worldwide client base of over 30,000 high net worth individuals and institutions in connection with the purchase of over 6,500 policies totaling over $3.2 billion in face value. Headquartered in Waco, Texas, Life Partners -- http://www.lphi.com/ -- is a financial services company engaged in the secondary market for life insurance known as life settlements. Life Partners sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex., Case No. 15-40289) on Jan. 20, 2015. The case is assigned to Judge Russell F. Nelms. The U.S. Trustee for Region 6 appointed three creditors of Life Partners Holdings to serve on the official committee of unsecured creditors. Tracy A. Bolt of BDO USA, LLP, was named as examiner for the Debtor's case. LIFE PARTNERS: Taps Meadows Collier as Special Tax Counsel ---------------------------------------------------------- Life Partners Holdings, Inc. seeks authorization from the Hon. Russell F. Nelms of the U.S. Bankrupcy Court for the Northern District of Texas to employ Meadows, Collier, Reed, Cousins, Crouch & Ungerman, L.L.P. as special tax counsel, nunc pro tunc to the Jan. 20, 2015 petition date. Meadows Collier will continue to advise and represent the Debtor with respect to the Internal Revenue Service administrative proceeding. To the extent necessary, Meadows Collier will assist the Debtor with the prosecution of its plan of reorganization as it relates to the Internal Revenue Service administrative proceeding. Meadows Collier will charge for time at its normal and customary rates for attorneys and legal assistants and will request reimbursement for its out-of-pocket expenses. Meadows Collier acknowledges that it shall be compensated in accordance with the procedures set forth in the applicable provisions of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, the Court's local rules, including L.R. 2016, and such procedures as may be fixed by further Court order. As of the Petition Date, Meadows Collier had outstanding fees due and owing in connection with its representation of the Debtor in the amount of $35,579.50. Meadows Collier has not received a retainer or trust deposit in connection with its engagement agreement with the Debtor. Anthony Daddino of Meadows Collier, 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. Meadows Collier can be reached at: Anthony Daddino, Esq. MEADOWS, COLLIER, REED, COUSINS, CROUCH & UNGERMAN, L.L.P. 901 Main Street, Suite 3700 Dallas, TX 75202 Tel: (214) 744-3700 Fax: (214) 747-3732 About Life Partners Life Partners Holdings, Inc., is the parent company of the world's oldest company engaged in the secondary market for life insurance, commonly called "life settlements." Since its incorporation in 1991, Life Partners, Inc. has completed over 162,000 transactions for its worldwide client base of over 30,000 high net worth individuals and institutions in connection with the purchase of over 6,500 policies totaling over $3.2 billion in face value. Headquartered in Waco, Texas, Life Partners -- http://www.lphi.com/ -- is a financial services company engaged in the secondary market for life insurance known as life settlements. Life Partners sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex., Case No. 15-40289) on Jan. 20, 2015. The case is assigned to Judge Russell F. Nelms. The U.S. Trustee for Region 6 appointed three creditors of Life Partners Holdings to serve on the official committee of unsecured creditors. Tracy A. Bolt of BDO USA, LLP, was named as examiner for the Debtor's case. LIFE PARTNERS: Taps Meyer Unkovic as Special Litigation Counsel --------------------------------------------------------------- Life Partners Holdings, Inc. asks for authorization from the Hon. Russell F. Nelms of the U.S. Bankruptcy Court for the Northern District of Texas to employ Meyer, Unkovic & Scott, LLP as special litigation counsel, nunc pro tunc to the Jan. 20, 2015 petition date. Meyer Unkovic will continue to advise and represent the Debtor with respect to the Morrow Lawsuit. To the extent necessary, Meyer Unkovic will assist the Debtor with the prosecution of its plan of reorganization as it relates to the Morrow Lawsuit. Meyer Unkovic will charge for time at its normal and customary rates for attorneys and legal assistants and will request reimbursement for its out-of-pocket expenses. Meyer Unkovic acknowledges that it shall be compensated in accordance with the procedures set forth in the applicable provisions of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, the Court's local rules, including L.R. 2016, and such procedures as may be fixed by order of this Court. As of the Petition Date, Meyer Unkovic had outstanding fees due and owing in connection with its representation of the Debtor in the amount of $4,942. Meyer Unkovic has not received a retainer or trust deposit in connection with its engagement agreement with the Debtor. All payments that Meyer Unkovic has received in this engagement have been made by the Debtor's subsidiary Life Partners, Inc. Joshua R. Lorenz, partner of Meyer Unkovic, 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. Meyer Unkovic can be reached at: Joshua R. Lorenz, Esq. MEYER, UNKOVIC & SCOTT, LLP 535 Smithfield St., Suite 1300 Pittsburgh, PA 15222-2315 Tel: (412) 456-2836 Fax: (412) 456-2864 E-mail: jrl@muslaw.com About Life Partners Life Partners Holdings, Inc., is the parent company of the world's oldest company engaged in the secondary market for life insurance, commonly called "life settlements." Since its incorporation in 1991, Life Partners, Inc. has completed over 162,000 transactions for its worldwide client base of over 30,000 high net worth individuals and institutions in connection with the purchase of over 6,500 policies totaling over $3.2 billion in face value. Headquartered in Waco, Texas, Life Partners -- http://www.lphi.com/ -- is a financial services company engaged in the secondary market for life insurance known as life settlements. Life Partners sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex., Case No. 15-40289) on Jan. 20, 2015. The case is assigned to Judge Russell F. Nelms. The U.S. Trustee for Region 6 appointed three creditors of Life Partners Holdings to serve on the official committee of unsecured creditors. Tracy A. Bolt of BDO USA, LLP, was named as examiner for the Debtor's case. LONGVIEW POWER: Court Confirms Reorganization Plan -------------------------------------------------- Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the District of Delaware on March 16, 2015, signed off a findings of fact, conclusions of law, and order confirming Longview Power, LLC, et al.'s Second Amended Joint Plan of Reorganization, after determining that the plan complies with the confirmation requirements under Section 1129 of the Bankruptcy Code. "This case was a complex and challenging case, and I'm delighted by the results," Judge Shannon said during a hearing in U.S. Bankruptcy Court in Wilmington, Del., after confirming the plan, Sara Randazzo, writing for Daily Bankruptcy Review, reported. The Plan incorporates the settlement among the Debtors, First American Title Insurance Company, and their contractors Amec Foster Wheeler North America, Kvaerner, and Siemens Energy, Inc. Under the settlement, First American will deliver $41 million to an escrow agent, Longview will deliver $2 million to the escrow agent, and Siemens will deliver $12.5 million to the escrow agent. The settlement also provides that the escrow agent will deliver $48 million to Kvaerner and $7.5 million to Foster Wheeler. The settlement will end litigation between Longview and insurer First American over the payout of a policy covering the builders' senior claims. There was an impending trial on whether an $825 million policy issued by First American is property of Longview's bankrupt estate and whether this policy can be used to pay claims of contractors. Under the Second Amended Plan, general unsecured claims (Class 7) are impaired and are entitled to vote. If Class 7 votes to accept the Plan, holders will receive cash in an amount equal to the lesser of (x) their pro rata share of the unsecured creditor cash pool or (y) 22.07% of their allowed general unsecured claim. If Class 7 votes to reject the Plan, they will receive cash in an amount equal to the lesser of (x) their pro rata share of the unsecured rejecting creditor cash pool or (y) 5.52% of their allowed general unsecured claim. Jung W. Song, Managing Director of Balloting and Distribution at Donlin, Recano & Company, Inc., filed a declaration saying the Plan received overwhelming acceptance. A full-text copy of the Song Declaration is available at http://bankrupt.com/misc/LONGVIEWtab0313.pdf About Longview Power Longview Power LLC is a special purpose entity created to construct, own, and operate a 695 MW supercritical pulverized coal-fired power plant located in Maidsville, West Virginia, just south of the Pennsylvania border and approximately 70 miles south of Pittsburgh. The project is owned 92% by First Reserve Corporation (First Reserve or sponsor), a private equity firm specializing in energy industry investments, through its affiliate GenPower Holdings (Delaware), L.P., and 8% by minority interests. Longview Power, LLC, filed a Chapter 11 (Bank. D. Del. Lead Case 13-12211) on Aug. 30, 2013. The petitions were signed by Jeffery L. Keffer, the Company's chief executive officer, president, treasurer and secretary. The Debtor estimated assets and debts of more than $1 billion. Judge Brendan Linehan Shannon presides over the case. Kirkland & Ellis LLP and Richards, Layton & Finger, P.A., serve as the Debtors' counsel. Lazard Freres & Company LLC acts as the Debtors' investment bankers. Alvarez & Marsal North America, LLC, is the Debtors' restructuring advisors. Ernst & Young serves as the Debtors' accountants. The Debtors' claims agent is Donlin, Recano & Co. Inc. The Debtor disclosed assets of $1.72 billion plus undisclosed amounts and liabilities of $1.08 billion plus undisclosed amounts. A committee of unsecured creditors has not been appointed in the case due to insufficient response to the U.S. Trustee's communication/contact for service on the committee. LYNX AT RIVER BEND: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: The Lynx at River Bend Golf Club, Inc. 531 Route 434 Shohola, PA 18458 Case No.: 15-35461 Nature of Business: Golf Course Chapter 11 Petition Date: March 17, 2015 Court: United States Bankruptcy Court Southern District of New York (Poughkeepsie) Judge: Hon. Cecelia G. Morris Debtor's Counsel: Thomas Genova, Esq. GENOVA & MALIN, ATTORNEYS Hampton Business Center 1136 Route 9 Wappingers Falls, NY 12590-4332 Tel: (845) 298-1600 Fax: (845) 298-1265 Email: genmallaw@optonline.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Andrew R. Koch, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/nysb15-35461.pdf MAGNESIUM CORP: Judge Tacks on 6% Interest to Renco Jury Award -------------------------------------------------------------- Stephanie Gleason, writing for Daily Bankruptcy Review, reported that a federal judge added an extra 6% to the $101 million jury award against Renco Corp. and company owner, billionaire Ira Rennert, to account for nearly 14 years of missed interest payments on debt tied to the company's bankrupt magnesium mining subsidiary. The report said the interest awarded by Judge Alison Nathan of the U.S. District Court in Manhattan -- 6% a year in non-compounding interest dating back to 2001 -- amounts to roughly $95 million, according to a representative for the trustee that brought the case against Renco, and will bring the total recovery to about $213 million. As previously reported by The Troubled Company Reporter, jurors in New York have found that Mr. Rennert plundered now-bankrupt Magnesium Corp. of America to pay for personal luxuries, including a Hamptons mansion that's one of the world's biggest private homes. The Manhattan federal court ordered Mr. Rennert and his Renco Group to pay $118 million in damages. The case is Magnesium Corporation of America et al v. The Renco Group, Inc. et al., Case No. 1:13-cv-07948 (S.D.N.Y.). About MagCorp Magnesium Corporation of America, a unit of Renco Group Inc., was the largest single producer of magnesium in the United States. The Company filed for chapter 11 protection (Bankr. S.D.N.Y. Case No. 01-14312) on Aug. 2, 2001. The Debtors sold substantially all of their assets to U.S. Magnesium, LLC, in a Sec. 363 asset sale transaction. Judge Robert Gerber ordered the case converted to a chapter 7 liquidation on Sept. 24, 2003. When the Company filed for Chapter 11 protection from its creditors, it listed debts and assets of more than $100 million. MCCLATCHY CO: Reports $374 Million Net Income for 2014 ------------------------------------------------------ The McClatchy Company filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing net income of $374 million on $1.14 billion of net revenues for the year ended Dec. 28, 2014, compared with net income of $18.8 million on $1.21 billion of net revenues for the year ended Dec. 29, 2013. As of Dec. 28, 2014, the Company had $2.55 billion in total assets, $2.05 billion in total liabilities and $503.38 million in stockholders' equity. The Company's cash and cash equivalents were $220.9 million as of Dec. 28, 2014, compared to $80.8 million of cash at Dec. 29, 2013. The cash and cash equivalents balance as of Dec. 28, 2014, reflects a $146.9 million cash distribution from Classified Ventures, LLC, which is equal to the Company's share of the proceeds from its sale of Apartments.com business; the $34 million in cash proceeds received from the sale of Anchorage; and the $606.2 million in cash proceeds received from the sale of our ownership interest in Classified Ventures, LLC. A full-text copy of the Form 10-K is available for free at: http://is.gd/vMYdXz About The McClatchy Company Sacramento, Cal.-based The McClatchy Company (NYSE: MNI) -- http://www.mcclatchy.com/-- is a media company that provides both print and digital news and advertising services. Its operations include 30 daily newspapers, community newspapers, websites, mobile news and advertising, niche publications, direct marketing and direct mail services. Its owned newspapers include, among others, the (Fort Worth) Star-Telegram, The Sacramento Bee, The Kansas City Star, the Miami Herald, The Charlotte Observer, and The (Raleigh) News & Observer. The Company holds interest in digital assets which include CareerBuilder, LLC, Classified Ventures, LLC, HomeFinder, LLC, and Wanderful Media. * * * McClatchy carries a 'Caa1' corporate family rating from Moody's Investors Service. In May 2011, Moody's changed the rating outlook from stable to positive following the company's announcement that it closed on the sale of land in Miami for $236 million. The outlook change reflects Moody's expectation that McClatchy will utilize the net proceeds to reduce debt, including its underfunded pension position, which will reduce leverage by approximately half a turn and lower required contributions to the pension plan over the next few years. As reported by the TCR on April 2, 2014, Standard & Poor's Ratings Services affirmed all ratings on U.S. newspaper company The McClatchy Co., including the 'B-' corporate credit rating, and revised the rating outlook to stable from positive. The outlook revision to stable reflects S&P's expectation that the timeframe for a potential upgrade lies beyond the next 12 months, and could also depend on the company realizing value from its digital minority interests. MEDICAL CARD: S&P Affirms 'B-' Counterparty Credit Ratings ---------------------------------------------------------- Standard & Poor's Ratings Services said that it has affirmed its 'B-' counterparty credit ratings on Medical Card System Inc. (MCS), as well as S&P's 'B-' ratings on the company's senior secured notes. S&P also lowered its counterparty credit and financial strength ratings on MCS' operating companies (MCS Advantage Inc. and MCS Life Insurance Co.) to 'B+' from 'BB-'. At the same time, S&P placed all of the ratings on CreditWatch with negative implications. "MCS' capitalization deteriorated in 2014 which, in our view, weakens the financial profile of the operating entities. On a statutory accounting basis, the company reported consolidated operating company capital of $45 million as of Sept. 30, 2014, compared with $85 million at year-end 2013," said Standard & Poor's credit analyst Deep Banerjee. "We believe it's likely that MCS will not meet the 200% risk-based capital requirement for the full-year 2014. If MCS is unable to meet these regulatory requirements, it will have to file a plan for restoration of capital with regulators. The company has still not filed its year-end statutory financials, and we are unable to forecast any regulatory decisions that may be taken by the Dept. of Insurance in Puerto Rico." S&P will resolve the CreditWatch listing once MCS has filed its annual statutory financial statements and S&P is able to ascertain the regulatory capital ratio and any regulatory impact on the company's operations. "We will likely lower the ratings if regulatory intervention is imminent or if liquidity deteriorates so that MCS is unable to make interest or principal payments," Mr. Banerjee continued. "On the other hand, if MCS receives regulatory approval or a waiver for its capital levels and group liquidity remains adequate to meet debt-servicing requirements, we may revise our outlook to stable at the current rating level." MURRAY ENERGY: Moody's Reviews 'B3' CFR for Upgrade --------------------------------------------------- Moody's placed all ratings of Murray Energy Corporation on review for possible upgrade, including the corporate family rating of B3, probability of default rating of B3-PD, first lien term loan rating of B1 and second lien debt rating of Caa1. The review was prompted by the company's March 15, 2015 announcement that it had entered into a definitive agreement for a transaction whereby Murray will acquire a controlling interest in Foresight Energy LP and Foresight Energy GP LLP. Following the closing, Murray will hold roughly 80% of general partner and 50% of limited partner interests in Foresight Energy. If the review results in an upgrade, Moody's expects the potential movement in the CFR to be no more than two notches (to B1 from B3). The review is prompted by the transformative nature of the transaction, which will significantly increase the size and scale of Murray's operations. Moody's expects that the $1.4 billion purchase price will be financed with debt, with pro-forma consolidated Debt/EBITDA, as adjusted, at Dec. 31, 2014 of roughly 4.4x. While the expected leverage for the combined company is higher than each company's stand-alone leverage prior to the transaction, the review for upgrade reflects the potential for competitive advantages and synergies that will be derived from merging two major players in the Illinois Basin and Northern Appalachia. Moody's believes the combined company will benefit from logistical advantages and the low-cost position of Foresight mines in the Illinois Basin, as well as the low-cost position of Murray's Northern Appalachian mines acquired from CONSOL in December 2013. The review will focus on the extent to which synergies can be achieved and any regulatory impact of the proposed transaction. The principal methodology used in these ratings was Global Mining Industry published in August 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. PARK FLETCHER: April 13 Hearing on Motion to Use Cash Collateral ---------------------------------------------------------------- The Bankruptcy Court will convene a final hearing on April 13, 2015, at 9:00 a.m., to consider Park Fletcher Realty, LLC's motion to use cash collateral, and the limited objection filed by creditor Filbert Orton Eat, LLC. Filbert Orton, in its limited objection, stated that the budget attached to the appears to indicate that the rent generated from the property on a monthly basis is $40,000. However, the alleged rent roll provided by the Debtor as of Feb. 18, 2015, shows the effective monthly rent more in the range of $240,000. It appears that the Debtor is unable to provide meaningful operational information. The amount owed to lender is not less than $12,800,000. As reported in the TCR on Feb. 26, 2015, prior to the Petition Date, the Debtor's liquidity needs were met by the rent revenue generated from operating the 15 multi-tenant and 2 single-tenant industrial flex and office-warehouse building. The Debtor's loan facility with FOE was essentially crafted to finance the acquisition of the real estate. FOE's claim arises from its financing of the transaction in which FOE sold the real estate to the Debtor. The Debtor had a short window to refinance that transaction and simply was not able to close in time to avoid default. FOE commenced litigation to collect on its Note and alleged a balance due of less than $12,600,000, all of which is secured by the Real Estate and the rents derived from operating it. KC Cohen, Esq., in Indianapolis, Indiana, told the Court that the Debtor does not have access to any other source of financing for its postpetition operations in the near term and this inability to obtain and maintain sufficient operating liquidity to meet its postpetition obligations on a timely basis may result in a permanent and irreplaceable loss of value in its assets and a resultant diminution in the value of the Debtor to the detriment of its creditors. The Debtor proposes to grant adequate protection to FOE in the form of replacement liens and the payments shown in the budget. It is expected that upon closing of a transaction with a take-out lender FOE will be paid in full from the proceeds of the closing, Mr. Cohen said. About Park Fletcher Realty Park Fletcher Realty, LLC filed a Chapter 11 bankruptcy petition (Bank. S.D. Ind. Case No. 15-00843) on Feb. 15, 2015. The petition was signed by Shawn Williams as managing member. KC Cohen, Esq., at KC Cohen, Lawyer, PC, serves as the Debtor's counsel. The Debtors estimated assets and liabilities of $10 million to $50 million. Judge Jeffrey J. Graham presides over the case. PETTERS CO: Chap. 11 Trustee Taps RPA as Financial Advisor ---------------------------------------------------------- Douglas A. Kelley, as the Chapter 11 trustee for Petters Company, Inc., et al., sought approval from the U.S. Bankruptcy Court for the District of Minnesota to employ RPA Advisors, LLC, as his financial advisor, effective Jan. 21, 2015. The Trustee has tapped RPA as financial advisor to perform an independent review of strategic alternatives related to the PCI Bankruptcy Estate and its secured loan with Zink Imaging, Inc., in order to preserve value and maximize recoveries for the bankruptcy estate and its creditors, including without limitation, the following: a) Evaluation and assessment of short-term cash flow forecast and liquidity needs of Zink. b) Review and analysis of Zink's short-term business strategy and its short-term and long-term forecasts and budgets, including underlying assumptions; c) Review and analysis of alternatives for the preservation and maximization of value, including continued investment, a near-term sale of real estate and intellectual property, etc.; d) Review of cost structure, operations and capital expenditures to identify opportunities for improvement and the preservation of value; e) Assessment of collateral value in a restructuring or sale; and f) Assess, report and advise the Trustee on potential strategic, restructuring alternatives or exit options available including without limitation, (i) debt restructuring, (ii) debt sale, (iii) asset sale, (iv) systematic wind-down over the medium-term, or (v) immediate liquidation. PCI and Zink are parties to the Third Amended and Restated Secured Convertible Promissory Note executed and delivered by Zink in favor of PCI in the principal amount of $13,259,696, along with the Security Agreement granting PCI a security interest in all, or substantially all, of Zink's personal property, a Deed of Trust on Zink's real property in Whitsett, North Carolina, and other agreements and documents related to the foregoing. Zink has also incurred additional debt financing, granting subordinated security interests in its assets to junior lenders. On May 7, 2013, the Bankruptcy Court authorized the Trustee to enter into one or more Subordination Agreements that recognized and confirmed that the liens and security interests granted by Zink to PCI are senior to those to be granted by Zink to any other lenders. The Zink Note matured on Dec. 31, 2013, having an outstanding principal balance of $13,259,696, together with accrued interest, fees and costs thereon, that became immediately due and owing and went into default. Zink requested and the Trustee, subject to certain conditions, agreed to forbear from exercising his enforcement rights, powers and remedies under the Zink Note, the Security Agreement, the Deed of Trust, the other Loan Documents and under applicable law during a Forbearance Period ending on the earlier of May 31, 2014 or the date that an Event of Default (as defined in the Forbearance Agreement) occurred. The parties entered a Forbearance Agreement. On Feb. 11, 2014, the Bankruptcy Court approved the Applicant's entry into the Initial Forbearance Agreement. In June 2014, Zink requested that the Trustee further forbear and the Trustee and Zink entered into a second Forbearance Agreement under which the Trustee agreed, subject to certain conditions, to forbear under the Loan Documents, and without waiving the existing defaults, during the period ending on the earlier to occur of (i) Sept. 30, 2014, (ii) closing date of any debt or equity financing that enabled Zink to obtain gross proceeds of $55 million or more, or (iii) the date that an Event of Default. Under the terms of the Second Forbearance Agreement, Zink was to pay the Trustee a non-refundable fee of $100,000 within three days of court approval of the Trustee's entry into the Second Forbearance Agreement by the Bankruptcy Court. PCI was also granted a warrant for the purchase of a number of shares of Zink common stock. On June 25, 2014 the Bankruptcy Court approved the Applicant's entry into the Second Forbearance Agreement. Zink is and remains in default under the Loan Documents and the forbearance agreements, including the Second Forbearance Agreement. The Trustee is in need of a financial advisor to assist the Trustee in, among other things, evaluating various alternatives for the preserving the value of the collateral pledged by Zink to PCI under the Loan Documents and maximizing recoveries. The Trustee believes that the best interest of the PCI Bankruptcy Estate will be served by retaining RPA as financial advisors. RPA is a full-service financial advisory and restructuring firm. RPA's professionals have an average of more than 15 years of restructuring experience across many industries and have provided advisory services to lenders, investors, committees and other parties in interest. Several of RPA's professionals represented senior secured lenders in Polaroid's prior bankruptcy case and have some familiarity with the intellectual property pledged as part of the Collateral securing the obligations of Zink under the Zink Note and other Loan Documents. RPA is agreeable to performing such services for the Trustee and the Bankruptcy Estate in these cases under the terms of the engagement letter. Compensation to RPA will be based on the current hourly rates of the personnel advising the Trustee, plus reimbursement of actual and necessary expenses incurred by RPA in providing services to the Trustee. The current hourly rates of personnel currently expected to provide services to the Trustee are as follows: Category Hourly Rate -------- ----------- Executive Directors $600 to $835 Consulting Staff $220 to $595 Support Staff $140 to $195 To the best of the Trustee' knowledge, information and belief, RPA does not hold or assert a prepetition claim against the Debtors, (ii) RPA is not otherwise a creditor of the Debtors, and (iii) neither RPA nor any of its members or employees hold or represent any material interest adverse to the Trustee, to the Debtors, their estates or any party in interest, its representative attorneys and accountants, the United States Trustee, or their respective attorneys and it is a disinterested person. About Petters Company Based in Minnetonka, Minn., Petters Group Worldwide LLC is a collection of some 20 companies, most of which make and market consumer products. It also works with existing brands through licensing agreements to further extend those brands into new product lines and markets. Holdings include Fingerhut (consumer products via its catalog and Web site), SoniqCast (maker of portable, WiFi MP3 devices), leading instant film and camera company Polaroid (purchased for $426 million in 2005), Sun Country Airlines (acquired in 2006), and Enable Holdings (online marketplace and auction for consumers and manufacturers' overstock inventory). Founder and chairman Tom Petters formed the company in 1988. Petters Company, Inc., is the financing and capital-raising unit of Petters Group Worldwide. Thomas Petters, the founder and former CEO of Petters Group, has been indicted and a criminal proceeding against him is proceeding in the U.S. District Court for the District of Minnesota. Petters Company, Petters Group Worldwide and eight other affiliates filed separate petitions for Chapter 11 protection (Bankr. D. Minn. Lead Case No. 08-45257) on Oct. 11, 2008. In its petition, Petters Company estimated its debts at $500 million and $1 billion. Parent Petters Group Worldwide estimated its debts at not more than $50,000. Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing business as Sun Country Airlines, Inc., and MN Airline Holdings, Inc., filed separate petitions for Chapter 11 bankruptcy protection (Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and 08-35198) on Oct. 6, 2008. Petters Aviation is a wholly owned unit of Thomas Petters Inc. and owner of MN Airline Holdings, Sun Country's parent company. The Official Committee of Unsecured Creditors is represented by: David E. Runck, Esq., Lorie A. Klein, Esq., at FAFINSKI MARK & JOHNSON, P.A. Chapter 11 Trustee Douglas A. Kelley is represented by James A. Lodoen, Esq., Mark D. Larsen, Esq., Kirstin D. Kanski, Esq., Adam C. Ballinger, Esq., at Lindquist & Vennum LLP. PETTERS COMPANY: Chapter 11 Trustee Hires AEC as Appraiser ---------------------------------------------------------- The Hon. Gregory F. Kishel of the U.S. Bankruptcy Court for the District of Minnesota authorized Douglas A. Kelley, Chapter 11 Trustee for the bankruptcy case of Petters Company Inc. and its debtor-affiliates, to employ Aaron Equipment Company Inc. as appraiser. The firm will provide valuation services relating to the processing equipment of Zink Imaging Inc. located principally at its manufacturing facility in Whitsett, North Carolina, specifically to provide a forced liquidation and fair market value appraisal relating to the property. According to the Debtors, the firm has agreed to provide its valuation and appraisal report to the Trustee in this engagement for a fixed fee in the amount of $7,500, plus reimbursement of actual and necessary expenses incurred by it in providing services to the Trustee. If additional services are required, as providing expert testimony, additional fees will be incurred. Michael J. Cohen, vice president of the firm, assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Mr. Cohen can be reached at: Michael J. Cohen Aaron Equipment Company Inc. PO Box 80 Bensenville, IL 60106 Tel: (630) 350-2200 Fax: (630) 350-9047 Email: mcohen@aaronequipment.com About Petters Company Based in Minnetonka, Minn., Petters Group Worldwide LLC is a collection of some 20 companies, most of which make and market consumer products. It also works with existing brands through licensing agreements to further extend those brands into new product lines and markets. Holdings include Fingerhut (consumer products via its catalog and Web site), SoniqCast (maker of portable, WiFi MP3 devices), leading instant film and camera company Polaroid (purchased for $426 million in 2005), Sun Country Airlines (acquired in 2006), and Enable Holdings (online marketplace and auction for consumers and manufacturers' overstock inventory). Founder and chairman Tom Petters formed the company in 1988. Petters Company, Inc., is the financing and capital-raising unit of Petters Group Worldwide. Thomas Petters, the founder and former CEO of Petters Group, has been indicted and a criminal proceeding against him is proceeding in the U.S. District Court for the District of Minnesota. Petters Company, Petters Group Worldwide and eight other affiliates filed separate petitions for Chapter 11 protection (Bankr. D. Minn. Lead Case No. 08-45257) on Oct. 11, 2008. In its petition, Petters Company estimated its debts at $500 million and $1 billion. Parent Petters Group Worldwide estimated its debts at not more than $50,000. Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing business as Sun Country Airlines, Inc., and MN Airline Holdings, Inc., filed separate petitions for Chapter 11 bankruptcy protection (Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and 08-35198) on Oct. 6, 2008. Petters Aviation is a wholly owned unit of Thomas Petters Inc. and owner of MN Airline Holdings, Sun Country's parent company. The Official Committee of Unsecured Creditors is represented by: David E. Runck, Esq., Lorie A. Klein, Esq., at FAFINSKI MARK & JOHNSON, P.A. Chapter 11 Trustee Douglas A. Kelley is represented by James A. Lodoen, Esq., Mark D. Larsen, Esq., Kirstin D. Kanski, Esq., Adam C. Ballinger, Esq., at Lindquist & Vennum LLP. PHARMACYTE BIOTECH: Incurs $1.4 Million Net Loss for Jan. 31 Qtr. ----------------------------------------------------------------- Pharmacyte Biotech, Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.45 million on $0 of product sales for the three months ended Jan. 31, 2014, compared to a net loss of $459,000 on $0 of product sales for the same period during the prior year. For the nine months ended Jan. 31, 2015, the Company reported a net loss of $7.10 million on $0 of product sales compared to a net loss of $10.78 million on $0 of product sales for the same period last year. As of Jan. 31, 2015, the Company had $6.62 million in total assets, $379,000 in total liabilities and $6.24 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/CQ9TOi About PharmaCyte Biotech, Inc. PharmaCyte Biotech, Inc., formerly known as Nuvilex Inc, is dedicated to bringing to market scientifically derived products designed to improve the health, condition and well-being of those who use them. The Company is a clinical stage biotechnology company focused on developing and preparing to commercialize treatments for cancer and diabetes based upon a proprietary cellulose-based live-cell encapsulation technology known as Cell-in-a-Box. The Company intends to use this unique and patented technology as a platform upon which to build treatments for several types of cancer, including advanced, inoperable pancreatic cancer, and diabetes. Nuvilex incurred a net loss of $1.59 million on $12,200 of product sales for the 12 months ended April 30, 2013, as compared with a net loss of $1.89 million on $66,600 of total revenue during the prior year. Robison, Hill & Co., in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended April 30, 2013. The independent auditors noted that the Company has suffered recurring losses from operations which raises substantial doubt about its ability to continue as a going concern. PLATTSBURGH SUITES: Amends List of Top Unsecured Creditors ---------------------------------------------------------- Plattsburgh Suites, LLC, filed with the U.S. Bankruptcy Court for the Northern District of New York an amended list of its creditors holding the 20 largest unsecured claims, which include: Entity Nature of Claim Claim Amount ------ --------------- ------------ Stabilis Fund II, LLC $17,023,867 767 Fifth Avenue, 12th Floor New York, NY 10153 DCG/UGOC Income Fund LLC $9,695,415 c/o Richard Davis 9009B Perimeter Woods Drive Charlotte, NC 28216 Estate of Walter F. Uccellini $2,058,242 c/o Jessica F. Steffensen Co-Executor 1839 North Cleveland Avenue Chicago, IL 60614 American Construction Co., LLC Construction $1,735,987 Rensselaer Technology Park Services 300 Jordan Road Troy, NY 12180 United Group of Companies, Inc. Advance $550,000 Rensselaer Technology Park 300 Jordan Road Troy, NY 12180 IPFS Corporation $6,261 Charter Business $5,324 U.S. Security Associates, Inc. $4,140 North Country Landscapes, LLC $3,000 Casella Waste Management, Inc. $1,462 New York State Insurance $952 Bob Evans Fire Sprinkler $764 Maintenance USA $440 Schindler Elevator Corp. $395 Verizon Wireless $393 Alliance Worldwide $252 IRIO, Inc. $199 Security Mutual Life Insurance $180 Grace Hill, Inc. $174 Yardi Resident Screening $131 Plattsburgh Suites, LLC, filed for Chapter 11 protection (Bankr. N.D.N.Y. Case No. 15-10077) in Albany, New York, on Jan. 16, 2015, disclosing $32.06 million in liabilities. The case is assigned to Judge Robert E. Littlefield Jr. The Debtor has tapped Richard L. Weisz, Esq., at Hodgson Russ LLP, in Albany, New York, as counsel. PROCTOR-INDUSTRY: Voluntary Chapter 11 Case Summary --------------------------------------------------- Debtor: Proctor-Industry, LLC 13725 "A" Proctor Ave City of Industry, CA 91746 Case No.: 15-13931 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: March 16, 2015 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Sandra R. Klein Debtor's Counsel: Jerome D Stark, Esq. 540 N Golden Circle Dr, Ste 203 Santa Ana, CA 92705 Tel: 714 558 8014 Total Assets: $6 million Total Liabilities: $8 million The petition was signed by John Liddell, managing member. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. QUICKSILVER RESOURCES: Case Summary & 30 Top Unsecured Creditors ---------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Quicksilver Resources Inc. 15-10585 aka Wellflex Energy Solutions 801 Cherry Street, Suite 3700, Unit 19 Fort Worth, TX 76102 Barnett Shale Operating LLC 15-10586 Cowtown Drilling, Inc. 15-10587 Cowtown Gas Processing L.P. 15-10588 Cowtown Pipeline Funding, Inc. 15-10589 Cowtown Pipeline L.P. 15-10590 Cowtown Pipeline Management, Inc. 15-10591 Makarios Resources International 15-10592 Holdings LLC Makarios Resources International Inc. 15-10593 QPP Holdings LLC 15-10594 QPP Parent LLC 15-10595 Quicksilver Production Partners GP LLC 15-10596 Quicksilver Production Partners LP 15-10597 Silver Stream Pipeline Company LLC 15-10598 Type of Business: An exploration and production company engaged in the development and production of long-lived natural gas and oil properties onshore North America. Chapter 11 Petition Date: March 17, 2015 Court: United States Bankruptcy Court District of Delaware (Delaware) Debtors' Counsel: Rachel Layne Biblo, Esq. Paul N. Heath, Esq. Amanda R. Steele, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, DE 19801 Tel: 302-651-7599 Fax: 302-498-7599 Email: Biblo@rlf.com heath@rlf.com steele@rlf.com - and - Charles R. Gibbs, Esq. Sarah Link Schultz, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP 1700 Pacific Avenue, Suite 4100 Dallas, Texas 75201 Tel: (214) 969-2800 Fax: (214) 969-4343 Email: cgibbs@akingump.com sschultz@akingump.com Ashleigh L. Blaylock, Esq. Kevin M. Eide, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP Robert S. Strauss Building 1333 New Hampshire Avenue, N.W. Washington, DC 20036-1564 Tel: (202) 887-4000 Fax: (202) 887-4288 Email: blaylocka@akingump.com keide@akingump.com Debtors' HOULIHAN LOKEY Financial Advisor and Investment Banker: Debtors' John Little Strategic DELOITTE TRANSACTIONS AND ANALYTICS LLP Alternative Officer: Debtors' GCG, INC. Claims and Noticing Agent: Total Assets: $1.2 billion Total Debts: $2.35 billion The petition was signed by Vanessa Gomez LaGatta, senior vice president, CFO and treasurer. Consoliated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Wilmington Trust 7 1/8% Senior $361,568,229 National Association Subordinated Peter Finkel Notes Due 50 South Sixth Street, Ste 1290 2016 Minneapolis, MN 55402 Fax: 612-217-5651 PFinkel@WilmingtonTrust.com Delaware Trust Company 11.000% Senior $332,646,528 Sandra Horwitz and Bill Popeo Notes Due 2021 2711 Centerville Road, Ste 400 Wilmington, DE 19808 Fax: 302-636-8666 bpopeo@delawaretrust.com shorwitz@delawaretrust.com U.S. Bank National Association 9 1/8% Senior $312,729,271 James McGinley and Sandra Spivey Notes Due 2300 W. Sahara, Ste 200 2019 Nevada Financial Center Las Vegas, NV 89102 Fax: 702-251-1660 sandra.spivey@usbank.com; james.mcginley@usbank.com Oasis Pipeline LP Trade $1,333,357 Roy Patton P.O. Box 951439 Dallas, TX 75395-1439 Fax: 281-260-5642 Tel: 210-403-7300 Energy Transfer Fuel LP Trade $1,032,767 Roy Patton P.O. Box 951439 Dallas TX 75395-1439 Fax: 281-260-5642 Tel: 210-403-7300 Pinnergy Ltd Trade $970,623 Randy Taylor, President & CEO 111 Congress Ste 2020 Austin, TX 78701 Fax: 512-343-8885 Tel: 817-389-2105 Trunkline Gas Company LLC Trade $623,266 Shelly Corman P.O. Box 201203 Houston, TX 77216-1203 Tel: 713-989-2410 Fax: 713-989-1177 Targa Liquids Marketing Trade $380,480 and Trade Hunter Battle P.O. Box 730155 Dallas, TX 75373-0155 Tel: 713-584-1443 Fax: 713-554-1110 Baker Hughes Business Support Trade $281,229 John Wayne Faul P.O. Box 301057 Dallas, TX 75303-1057 Tel: 682-233-9898 Fax: 713-439-8699 Midcontinent Express Pipeline LLC Trade $241,123 Andy Edling 500 Dallas St, Ste 1000 Houston, TX 77002 Tel: 713-495-2861 Fax: 713-369-9365 Enlink North Texas Trade $148,781 West Texas LPG Pipeline Trade $147,871 Ltd Partnership Houston Pipe Line Company LP Trade $130,116 Enlink North Texas Pipeline LP Trade $98,204 Corpro Inc. Professional $80,043 ETC Katy Pipeline Ltd Trade $58,146 Cravath Swaine & Moore LLP Professional $43,571 Landmark Graphics Corp Trade $41,505 Meridian Compensation Partners LLC Professional $35,424 Knowledgelake Inc. Trade $31,909 Georges Creek Swd Limited Trade $31,281 Compliance & Ethics Learning Solutions Trade $27,800 United States Postal Service Trade $10,000 GlobeNewswire Trade $8,392 BMC Software Inc. Trade $8,373 Lee Hecht Harrison LLC Professional $6,930 Citrix Systems Inc. Trade $6,678 SNI Financial Contractor $6,610 Independence Water LP Trade $5,000 Texas Built Plumbing Trade $3,976 QUICKSILVER RESOURCES: Crestwood to Cooperate in Restructuring -------------------------------------------------------------- Crestwood Midstream Partners LP on March 17 disclosed that Quicksilver Resources Inc., a gathering and processing customer in the Barnett Shale, has filed for protection under Chapter 11 of the U.S. Bankruptcy code. As announced previously, Crestwood has been preparing for this event for some time and expects to actively participate in the bankruptcy proceedings. Crestwood's gathering and processing systems are integral to Quicksilver's Barnett Shale operations, as a substantial amount of their revenues are derived from the sale of natural gas and natural gas liquids produced from acreage dedicated to Crestwood. Quicksilver is current on all outstanding invoices received from Crestwood. Crestwood estimates that approximately $2.2 million of pre-petition services were not yet invoiced at the time of filing, and Crestwood expects to receive payment for those services. Additionally, Crestwood plans to continue providing services to Quicksilver in accordance with existing agreements, and expects to receive payment for those services in a timely manner as well. Crestwood supports Quicksilver's efforts to restructure its balance sheet and will continue to cooperate in the restructuring process. Weil, Gotshal & Manges LLP has been retained to represent Crestwood in these proceedings. About Crestwood Midstream Partners Houston, Texas, based Crestwood Midstream Partners LP is a master limited partnership that owns and operates midstream businesses in multiple unconventional shale resource plays across the United States. Crestwood Midstream is engaged in the gathering, processing, treating, compression, storage and transportation of natural gas; storage, transportation and terminalling of NGLs; and gathering, storage, terminalling and marketing of crude oil. About Quicksilver Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and production company engaged in the development and production of long-lived natural gas and oil properties onshore North America. Based in Fort Worth, Texas, the company claims to be a leader in the development and production from unconventional reservoirs including shale gas, and coal bed methane. Following more than 30 years of operating as a private company, Quicksilver became public in 1999. The company has U.S. offices in Fort Worth, Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank, Montana. The Company's Canadian subsidiary, Quicksilver Resources Canada Inc., is headquartered in Calgary, Alberta. The Company disclosed $1,214,302,000 in assets and $2,352,173,000 in liabilities as of Dec. 31, 2014. On March 17, 2015, Quicksilver Resources Inc. and certain of its affiliates filed voluntary petitions for relief under Chapter 11 of title 11 of the United States Code in Delaware. The Debtors are seeking joint administration under the main case, In re Quicksilver Resources Inc. Case No. 15-10585. Quicksilver's Canadian subsidiaries were not included in the chapter 11 filing. The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP in the U.S. and Bennett Jones in Canada. Richards Layton & Finger, P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey Capital, Inc. is serving as financial advisor. Garden City Group Inc. is the claims and noticing agent and has launched the Web site http://www.gardencitygroup.com/cases/kwk QUICKSILVER RESOURCES: Files for Chapter 11 Bankruptcy ------------------------------------------------------ Quicksilver Resources, a Fort Worth, Texas-based natural gas and oil exploration and production company, filed a voluntary petition under Chapter 11 of the U.S. Bankruptcy Code in Delaware after its marketing process failed to generate a viable offer. Quicksilver's U.S. subsidiaries Barnett Shale Operating LLC, Cowtown Drilling, Inc., Cowtown Gas Processing L.P., Cowtown Pipeline Funding, Inc., Cowtown Pipeline L.P., Cowtown Pipeline Management, Inc., Makarios Resources International Holdings LLC, Makarios Resources International Inc., QPP Holdings LLC, QPP Parent LLC, Quicksilver Production Partners GP LLC, Quicksilver Production Partners LP, and Silver Stream Pipeline Company LLC also sought bankruptcy protection. Quicksilver's Canadian subsidiaries were not included in the chapter 11 filing. Quicksilver Resources Canada Inc. ("QRCI") has reached an agreement with its first lien secured lenders regarding a forbearance for a period up to and including June 16, 2015 of any default under QRCI's first lien credit agreement arising due to the Chapter 11 filing. The company does not anticipate that U.S. and Canadian operations will be interrupted as a result of the Chapter 11 filing. Glenn Darden, Quicksilver's Chief Executive Officer said, "Quicksilver's strategic marketing process has not produced viable options for asset sales or other alternatives to fully address the company's liquidity and capital structure issues. We believe that chapter 11 provides the flexibility to accomplish an effective restructuring of Quicksilver for its stakeholders." Quicksilver has filed a series of motions with the Court to ensure the continuation of normal operations, including requesting Court approval to continue paying employee wages and salaries and providing employee benefits without interruption. The Company has also asked for authority to continue honoring royalty obligations, working interest obligations, and other obligations related to oil and gas leases. The Company expects that the Court will approve these requests. During the chapter 11 process, suppliers will be paid in full for all goods and services provided after the filing date as required by the Bankruptcy Code. Prepetition Capital Structure The Company disclosed $1,214,302,000 in assets and $2,352,173,000 in liabilities as of Dec. 31, 2014. As of the Petition Date, the Debtors have secured debt facilities in place in an aggregate face amount of $1.098 billion, which comprises: (a) no less than $273 million in combined first lien senior secured revolving credit facility obligations, consisting of a senior secured U.S. revolving credit facility (the "U.S. Credit Facility") and a senior secured Canadian revolving credit facility (the "Canadian Credit Facility"), (b) a $625 million second lien term loan (the "Second Lien Credit Facility"), and (c) $200 million of second lien floating rate notes due 2019 (the "Second Lien Notes"). In addition, the Debtors have unsecured obligations with respect to $300 million of senior notes due 2019, $325 million of Senior Notes due 2021, and $350 million of senior subordinated notes due 2016. As of the Petition Date, QRI had 191,634,503 shares of common stock issued, and members of the Darden family and entities controlled by them beneficially owned approximately 25% of QRI's outstanding common stock. Events Leading to Ch. 11 Vanessa Gomez LaGatta, Senior Vice President and CFO, explained in a court filing that in late 2013 and early 2014, the Debtors recognized the need to address certain aspects of their capital structure and other obligations. Specifically, the Debtors sought to address key issues related to, among other things, (a) potential springing maturities under the Combined Credit Agreements, the Second Lien Credit Agreement and the Second Lien Indenture related to the outstanding Senior Subordinated Notes; (b) the KKR Capital Expenditure requirements; (c) the Debtors' high debt-to-cash flow ratio, relative to comparable companies; and (d) potential financial covenant defaults under the Combined Credit Agreements. To assist with addressing these concerns, the Debtors retained Houlihan Lokey Capital, Inc. Initially, Houlihan Lokey assisted the Debtors with the negotiation of an amendment to certain agreements relating to the Fortune Creek Partnership to extend the ending date for the KKR Capital Expenditure to the earlier of June 30, 2016, or 12 months following the consummation of a transaction involving a material portion of the Horn River Basin and to broaden allowable expenditures to include acquisitions of producing properties that utilize partnership assets. During this time, the Debtors amended certain definitions to the Combined Credit Agreements providing the Debtors incremental flexibility to continue to comply with the financial covenants contained in the Combined Credit Agreements. The Debtors also divested non-core assets including, the May 1, 2014 sale of certain assets in the Niobrara formation of the Sand Wash Basin in Colorado owned jointly by the Debtors and SWEPI LP for cash proceeds of approximately $180 million, which were allocated equally between the Debtors and SWEPI LP. While the KKR amendment, the amendments to the Combined Credit Agreements, and the disposition of the majority of the Debtors' Colorado assets provided the Debtors with additional time, they did not address the underlying issues related to the Debtors' capital structure and other obligations impacting liquidity. The Debtors utilized the additional time provided by the KKR amendment, the amendments to the Combined Credit Agreements, and the Colorado asset dispositions to explore strategic alternatives. During this period the Debtors continued to work with Houlihan Lokey and they retained Deloitte Transactions and Business Analytics LLP to assist with the evaluation of options to address near-term debt maturities, enhancement of the Debtors' liquidity position, employee retention, and evaluation of strategic alternatives. After evaluating their strategic alternatives, during the third quarter of 2014, the Debtors launched a formal marketing process, led by Houlihan Lokey, covering any and all of Quicksilver's operating assets. Bids for such assets were initially due in December 2014, but the bid deadline was subsequently extended to late January 2015. After the bid deadline passed, the Debtors evaluated the bids that were received with their advisors. Following discussions with various bidders, the Debtors concluded that the marketing process had not yet produced any viable options for asset sales or other strategic alternatives that would likely have a material impact on the Debtors' capital structure or liquidity. Contemporaneous with the strategic alternatives marketing process, unfavorable economic and political developments, natural disasters and an unseasonably warm and late winter for much of North America caused commodity prices to fall precipitously. By way of example, when the marketing process began the spot price for natural gas was approximately $4.30 per mmbtu versus today's spot price of approximately $2.73 per mmbtu. While the Debtors' significant hedge position provides some protections against volatile commodity prices in 2015, none of the Debtors' NGLs are hedged and the majority of the Debtors' post-2015 production is unhedged. Despite the strength of their assets, the Debtors believe that the volatility of commodity prices coupled with general uncertainty in the oil and gas market hindered their marketing efforts. In February 2015, in light of (a) not yet having identified a transaction that would have a material impact on their capital structure or their liquidity, (b) the potential springing maturities under the Combined Credit Agreement, the Second Lien Credit Agreement and the Second Lien Indenture, and (c) the potential receipt of an opinion containing a going-concern uncertainty from QRI's auditor, the Debtors elected not to make the approximately $13.6 million interest payment on their 2019 Senior Notes, which was due on Feb. 17, 2015. During the 30-day grace period provided for in the 2019 Senior Notes Indenture, the Debtors continued discussions with their creditors. The Debtors' discussions with their creditors did not produce an agreement that would enable the Debtors to effectively address, in a holistic manner, the impending issues adversely impacting their business, including (i) potential springing maturities under the Combined Credit Agreements, the Second Lien Credit Agreement and the Second Lien Indenture, (ii) potential near term liquidity shortfalls due to the springing maturities, (iii) potential near term breaches of certain financial covenants resulting from sharp declines in natural gas and NGL prices, and (iv) certain other potential defaults under the Combined Credit Agreements and the Second Lien Credit Agreement, including the receipt of an opinion containing a going-concern uncertainty from QRI's auditor. As a result, each of the Debtors filed a voluntary petition under Chapter 11 of the Bankruptcy Code in order to restructure the Debtors' debt obligations and capital structure. Contemporaneous with the filing of the Chapter 11 cases, QRCI and the lenders under the Combined Credit Agreements entered into a Waiver and Forbearance Agreement. Among other things, the Forbearance Agreement provides that the Canadian Lenders will forbear from exercising rights and remedies under the Canadian Credit Agreement that they otherwise would have been entitled to exercise as a result of and/or related to the chapter 11 cases, up to June 16, 2015. As a result of the Forbearance Agreement, the Non-Debtor Canadian Entities have not commenced insolvency proceedings in Canada. First Day Motions The Debtors on the Petition Date filed motions to: -- jointly administer their Chapter 11 cases; -- pay employee wages and benefits; -- establish procedures for transfers of equity securities; -- prohibit utilities from discontinuing service; -- maintain their bank accounts; -- continue their prepetition insurance coverage; -- pay sales and use taxes; -- pay critical trade vendor claims; -- pay prepetition claims of certain lienholders; and -- pay royalty obligations. A copy of the affidavit in support of the first day motions is available for free at: http://bankrupt.com/misc/Quicksilver_1st_Day_Affidavit.pdf About Quicksilver Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and production company engaged in the development and production of long-lived natural gas and oil properties onshore North America. Based in Fort Worth, Texas, the company claims to be a leader in the development and production from unconventional reservoirs including shale gas, and coal bed methane. Following more than 30 years of operating as a private company, Quicksilver became public in 1999. The company has U.S. offices in Fort Worth, Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank, Montana. The Company's Canadian subsidiary, Quicksilver Resources Canada Inc., is headquartered in Calgary, Alberta. On March 17, 2015, Quicksilver Resources Inc. and certain of its affiliates filed voluntary petitions for relief under Chapter 11 of title 11 of the United States Code in Delaware. The Debtors are seeking joint administration under the main case, In re Quicksilver Resources Inc. Case No. 15-10585. Quicksilver's Canadian subsidiaries were not included in the chapter 11 filing. The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP in the U.S. and Bennett Jones in Canada. Richards Layton & Finger, P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey Capital, Inc. is serving as financial advisor. Garden City Group Inc. is the claims and noticing agent and has launched the Web site http://www.gardencitygroup.com/cases/kwk QUICKSILVER RESOURCES: To Limit Trading to Protect NOLs ------------------------------------------------------- Quicksilver Resources Inc., and its debtor-affiliates ask the U.S. Bankruptcy Court for the District of Delaware to set notification and objection procedures regarding certain transfers of, or claims of worthlessness with respect to, equity securities in Quicksilver. The Debtors seek to protect and preserve their valuable tax attributes, including the NOLs, tax credits and other tax attributes, ultimately benefiting all stakeholders. The Debtors have incurred, and are currently incurring, significant net operating losses ("NOLs"), amounting to $826 million as of the end of 2014, translating to potential tax savings of approximately $289.1 million based on a 35% federal income tax rate. Sections 39(a), 59(e), 172(b), and 904(d) of the Internal Revenue Code of 1986 (as amended, the "IRC") permit a corporation to carry forward tax attributes to offset taxable income and tax liability, thereby significantly improving the corporation's liquidity in the future. Because an "ownership change" may negatively impact the Debtors' utilization of their NOLs, the Debtors proposed these procedures: * Any "substantial shareholder" -- entity that has beneficial ownership of at least 9,102,850 shares of common stock of QRI, constituting approximately 4.75% of the outstanding shares of common stock -- must serve and file a declaration on or before the later of (i) 30 days after the notice of the interim order approving the procedures and (ii) 10 days after becoming a substantial shareholder. * Prior to effectuating any transfer of the equity securities that would result in another entity becoming a substantial shareholder, the parties to such transaction must serve and file a notice of the intended stock transaction. * The Debtors have 20 calendar days after receipt of the stock transaction notice to object to the proposed transaction. * If the Debtors do not object, the proposed transaction may proceed. * Any transfer of the equity securities in violation of the procedures will be null and void ab initio. The Debtors also request that the Court enter an order restricting the ability of shareholders that own or have owned 50% or more, by value, of the Debtors' equity securities to claim a deduction for the worthlessness of those securities on their federal or state tax returns for a tax year ending before the Debtors emerge from chapter 11 protection. The proposed procedures provide that: * Any entity that currently is or becomes a 50% shareholder must file notice of such status on or before the later of (a) 30 days after the date of entry of the Interim Order and (b) 10 days after becoming a 50% Shareholder. * Prior to filing any federal or state tax return, or any amendment to such a return, claiming any deduction for worthlessness of the equity securities of QRI, for a tax year ending before the Debtors' emergence from chapter 11 protection, such 50% Shareholder must file an advance written notice of the intended claim of worthlessness. * The Debtors will have 20 calendar days after receipt of a Declaration of Intent to Claim a Worthless Stock Deduction to file an objection to any proposed claim of worthlessness. * If the Debtors file an objection, the filing of the return with such claim would not be permitted unless approved by a final and non-appealable order of the Court. About Quicksilver Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and production company engaged in the development and production of long-lived natural gas and oil properties onshore North America. Based in Fort Worth, Texas, the company claims to be a leader in the development and production from unconventional reservoirs including shale gas, and coal bed methane. Following more than 30 years of operating as a private company, Quicksilver became public in 1999. The company has U.S. offices in Fort Worth, Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank, Montana. The Company's Canadian subsidiary, Quicksilver Resources Canada Inc., is headquartered in Calgary, Alberta. On March 17, 2015, Quicksilver Resources Inc. and certain of its affiliates filed voluntary petitions for relief under Chapter 11 of title 11 of the United States Code in Delaware. The Debtors are seeking joint administration under the main case, In re Quicksilver Resources Inc. Case No. 15-10585. Quicksilver's Canadian subsidiaries were not included in the chapter 11 filing. The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP in the U.S. and Bennett Jones in Canada. Richards Layton & Finger, P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey Capital, Inc. is serving as financial advisor. Garden City Group Inc. is the claims and noticing agent. QUICKSILVER RESOURCES: To Pay $5.8MM to Critical Vendors -------------------------------------------------------- Quicksilver Resources Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to pay up to $5.80 million in prepetition claims of critical vendors. The preservation of key business relationships and minimization of the effects of the chapter 11 process on the end users of the Debtors' oil and gas activities are among management's primary goals as the Debtors transition into chapter 11. Accordingly, the Debtors intend to pay certain necessary trade vendors that are not subject to written contracts with the Debtors or that have trade liens and that are so essential to the Debtors' business that the loss of their particular goods or services would cause immediate and irreparable harm to the Debtors' business, goodwill, and market share. The Debtors will only pay the critical vendors that agree to continue to supply goods or services to the Debtors on customary trade terms for a period of time or on other such terms and conditions as are acceptable to the Debtors. About Quicksilver Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and production company engaged in the development and production of long-lived natural gas and oil properties onshore North America. Based in Fort Worth, Texas, the company claims to be a leader in the development and production from unconventional reservoirs including shale gas, and coal bed methane. Following more than 30 years of operating as a private company, Quicksilver became public in 1999. The company has U.S. offices in Fort Worth, Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank, Montana. The Company's Canadian subsidiary, Quicksilver Resources Canada Inc., is headquartered in Calgary, Alberta. The Company disclosed $1,214,302,000 in assets and $2,352,173,000 in liabilities as of Dec. 31, 2014. On March 17, 2015, Quicksilver Resources Inc. and certain of its affiliates filed voluntary petitions for relief under Chapter 11 of title 11 of the United States Code in Delaware. The Debtors are seeking joint administration under the main case, In re Quicksilver Resources Inc. Case No. 15-10585. Quicksilver's Canadian subsidiaries were not included in the chapter 11 filing. The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP in the U.S. and Bennett Jones in Canada. Richards Layton & Finger, P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey Capital, Inc. is serving as financial advisor. Garden City Group Inc. is the claims and noticing agent. REDF MARKETING: Court Rejects Bid to Dismiss Suit v. North Carolina ------------------------------------------------------------------- Bankruptcy Judge J. Craig Whitley denied defendant's motion to dismiss the complaint captioned The Finley Group, Liquidating Agent for Redf Marketing LLC Plaintiff, v. State of North Carolina Defendant, Adversary Proceeding Case No. 14-03267. Redf Marketing, LLC, operated an advertising and marketing agency in Charlotte, North Carolina and was wholly owned by Daniel and Sara Roselli. The Debtor and the Rosellis were sued in a trade secret lawsuit, which resulted in a judgment against them in August 2012. The judgment creditors then successfully sought to put the Debtor into involuntary bankruptcy on October 12, 2012. The involuntary bankruptcy caused the Debtor to lose one of its primary customers and rendered it not viable. Thus, the Debtor chose to liquidate in Chapter 11 and converted the case on October 29, 2012. The Finley Group was appointed liquidating agent as part of the Debtor's bankruptcy plan. In the current action, plaintiff seeks to recover three transfers made by the Debtor to the State of North Carolina. The first two transactions constitute payments made by the Debtor to satisfy personal tax debts of the Rosellis amounting to $64,470. The third transaction, in the amount of $2,500, was paid to the State Treasurer as a Local Government Commission Fee owed by another entity owned by the Rosellis pertaining to financing for a real estate transaction. Judge Whitley finds the State's arguments meritless, and thus denies the bid to dismiss the action. A copy of the judge's March 10, 2015 Order is available at http://is.gd/rXuQuXfrom Leagle.com. RENAULT WINERY: Proposes Sharer Petree as Accountant ---------------------------------------------------- Renault Winery, Inc., seeks authority from the U.S. Bankruptcy Court for the District of New Jersey to employ Sharer Petree Brotz & Snyder as accountant. The Debtor says it is in the interest of its estate that a qualified accountant be appointed to render necessary services for the proper administration of the estate. The firm will, among other things, investigate financial affairs of the Debtor and related parties; prepare all necessary state and federal tax and information returns; and perform other customary services for the proper administration of the case. The firm's fees based on its normal and usual hourly billing rates, subject to annual adjustment are: Hourly Rates ------------ Partner $315 to $340 Manager $225 to $250 Senior Associate $140 to $215 Junior Associate $70 to $135 To the best of the Debtor's knowledge, the firm is a "disinterested person" under 11 U.S.C. Sec. 101(14). About Renault Winery Renault Winery, Inc., and its affiliates own and operate a hotel, two restaurants, a golf course, and a winery. The hotel is located in Egg Harbor City, N.J., and the other businesses are located on adjacent property in Galloway Township, N.J. Renault Winery has served South Jersey as a winery and restaurant facility for the past 150 years. Joseph Milza and his wife, Geraldine, took over the operations of Renault Winery in 1974. The companies that operate the businesses are Renault Winery Inc. (winery, restaurant and gift shop), Renault Golf LLC (golf course), and Tuscany House LLC (hotel, restaurant, and banquet facility). Renault Realty Co., Renault Winery Property LLC, and Renault Winery Inc., own the real estate on which the businesses operate, as well as other real estate in the immediate area. RETROPHIN INC: Amends 2014 Annual Report to Correct Disclosure -------------------------------------------------------------- Retrophin, Inc., filed an amendment to its annual report on Form 10-K for the year ended Dec. 31, 2014, as filed with the Securities and Exchange Commission on March 11, 2015, for the sole purpose of correcting the disclosure in Part III, Item 12 regarding the Company's equity compensation plan information and the security ownership of certain beneficial owners of the Company's capital stock. The following table sets forth certain information regarding the ownership of the Company's common stock as of Dec. 31, 2014: Number of Percentage Shares of Shares Beneficially Beneficially Owned Owned ------------ ------------ 5% or greater stockholders Prudential Financial, Inc. 3,148,693 11.9% Consonance Capman GP LLC 2,551,535 9.7% Broadfin Healthcare Master Fund Ltd 2,549,874 9.6% QVT Financial LP 2,053,019 7.8% Opaleye L.P. 1,858,441 7% Lombard Odier Asset Management 1,750,000 6.6% (USA) Corp Directors and named executive officers Martin Shkreli 2,547,956 9.4% Stephen Aselage 359,034 1.4% Marc Panoff 168,315 * Alvin Shih 76,668 * Steve Richardson 128,887 * Margaret Valeur-Jensen - - Cornelius Golding 21,167 * Jeffrey Meckler 21,668 * Gary Lyons 6,668 * All current executive officers 630,759 2.4% and directors as a group (8 persons) * Represents beneficial ownership of less than one percent. A full-text copy of the Form 10-K/A is available for free at: http://is.gd/EPqeJn About Retrophin Retrophin, Inc., develops, acquires and commercializes therapies for the treatment of serious, catastrophic or rare diseases. The Company offers Chenodal(R), a treatment for gallstones; Vecamyl(R), a treatment for moderately severe to severe essential hypertension and uncomplicated cases of malignant hypertension; and Thiola, for the prevention of kidney stone formation in patients with severe homozygous cystinuria. Retrophin reported a net loss of $111 million for 2014 following a net loss of $34.6 million for 2013. As of Dec. 31, 2014, Retrophin had $135 million in total assets, $173 million in total liabilities, and a $37.3 million total stockholders' deficit. BDO USA, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014. The accounting firm noted that the Company has suffered recurring losses from operations, used significant amounts of cash in its operations, and expects continuing future losses. In addition, at Dec. 31, 2014 the Company had deficiencies in working capital and net assets of $70.2 million and $37.3 million, respectively. Finally, while the Company was in compliance with its debt covenants at Dec. 31, 2014, it expects to not be in compliance with these covenants in 2015. These matters raise substantial doubt about the Company's ability to continue as a going concern, the auditors said. ROSENSTEIN PROPERTIES: Case Summary & 7 Top Unsecured Creditors --------------------------------------------------------------- Debtor: Rosenstein Properties, LLC 2111 E Pratt Blvd Elk Grove Village, IL 60007 Case No.: 15-09195 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: March 16, 2015 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Hon. Janet S. Baer Debtor's Counsel: Abraham Brustein, Esq. DIMONTE & LIZAK, LLC 216 W. Higgins Road Park Ridge, IL 60068 Tel: 847 698-9600 Ext. 221 Fax: 847 698-9623 Email: abrustein@dimonteandlizak.com - and - Julia Jensen Smolka, Esq. DIMONTE & LIZAK, LLC 216 West Higgins Road Park Ridge, IL 60068 Tel: 847 698-9600 Ext. 231 Fax: 847 698-9623 Email: jjensen@dimonteandlizak.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Michael Madej, manager. A list of the Debtor's seven largest unsecured creditors is available for free at http://bankrupt.com/misc/ilnb15-09195.pdf SABINE OIL: To Face Noteholder Attys in Change-of-Control Suit -------------------------------------------------------------- Shasha Dai, writing for DBR High Yield, reported that attorneys representing Sabine Oil & Gas Corp., a First Reserve Corp.-backed energy producer, are scheduled to meet in court with lawyers for Forest Oil Corp. noteholders for the first time since the noteholders filed a February lawsuit against Sabine regarding the company's troubled merger with Forest late last year. According to the report, Sigmund Wissner-Gross, a partner with law firm Brown Rudnick LLP who represents noteholders' trustee Wilmington Savings Fund Society, said a preliminary conference is scheduled for March 30. As previously reported by The Troubled Company Reporter, Sabine Oil, on Feb. 25, 2015, received a notice of default and acceleration from the trustee, Wilmington, as successor to U.S. Bank National Association, with respect to the Company's 7.25% Senior Notes due 2019, alleging certain events of default had occurred under the Notes. The Notice alleged that (i) the events and transactions that are the subject of, or have been referenced in the Company's two reports on Form 8-K filed on Dec. 16, 2014 (the "Business Combination Transactions"), constituted a change of control under the Indenture and (ii) the Company's failure to issue a change of control offer pursuant to the Indenture and repurchase the Notes pursuant to the change of control redemption provision of the Notes resulted in an event of default on Jan. 15, 2015. The Trustee has demanded acceleration of the Notes and payment in full of all amounts owing under the Notes. The Company said it does not believe that a change of control occurred under the Indenture for the Notes as a result of the Business Combination Transactions, and therefore do not believe that the Trustee's claims hold merit. About Sabine Sabine Oil & Gas LLC, (formerly Forest Oil Corporation) is an independent energy company engaged in the acquisition, production, exploration and development of onshore oil and natural gas properties in the United States. Sabine's current operations are principally located in Cotton Valley Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in South Texas, and the Granite Wash in the Texas Panhandle. See http://www.sabineoil.com/ Ernst & Young LLP, in Denver, Colorado, issued a "going concern" qualification on the consolidated financial statements of Forest Oil for the year ended Dec. 31, 2013. The independent accounting firm noted that the Company has determined that it expects to fail a financial covenant in its Credit Facility sometime prior to the end of 2014, which could result in the acceleration of all borrowings thereunder and the Company's senior unsecured notes due 2019 and 2020. This raises substantial doubt about the Company's ability to continue as a going concern. The Company's balance sheet at Sept. 30, 2014, the Company had $927 million in total assets, $1.07 billion in total liabilities, and a $148 million shareholders' deficit. * * * As reported by the TCR on Feb. 16, 2015, Moody's Investors Service affirmed Forest Oil's 'B3' Corporate Family Rating, as well as its 'B3-PD' PDR and SGL-3 Speculative Grade Liquidity Rating. "The combination of Sabine and Forest joins two companies whose principal assets in East Texas and the Eagle Ford Shale are highly complementary, creating a company much larger in size and scale than the two companies are individually, although one whose production and reserves remain heavily weighted to natural gas," commented Andrew Brooks, Moody's Vice President. Standard & Poor's Ratings Services has discontinued its 'B' corporate credit rating on Sabine Oil & Gas LLC, the TCR reported on Feb. 11, 2015. SAGE AUTOMOTIVE: S&P Assigns 'B' CCR; Outlook Stable ---------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to Greenville, S.C.-based automotive interior textiles (fabrics) supplier Sage Automotive Interiors Inc. The outlook is stable. "At the same time, we assigned our 'B' issue-level and '3' recovery ratings to Sage's $155 million first-lien term loan and $30 million add-on first-lien term loan. The '3' recovery rating indicates our expectation that lenders would receive a meaningful (high end of the 50% to 70% range) recovery in the event of a payment default. We also assigned our 'CCC+' issue-level and '6' recovery ratings to the company's $35 million second-lien term loan. The '6' recovery rating indicates our expectation that lenders would receive negligible recovery (0% to 10%) in the event of a payment default. The company also has an unrated $30 million asset-based lending (ABL) revolver. We also withdrew the 'B' corporate credit rating on the previously rated entity Sage Automotive Holdings Inc," S&P said. "Our assessment of Sage's business position reflects the narrow scope of its product portfolio, with seating fabric sales make up about 93% of its revenues, and limited end-market diversity, partly offset by its favorable position in the niche seating fabric market," said Standard & Poor's credit analyst Naomi Dsouza. "Sage has a global footprint, with a manufacturing and design presence in 19 countries, and it benefits from its control over the manufacturing process by completing functions in-house that some of its competitors outsource," said Ms. Dsouza. The stable rating outlook reflects S&P's expectation that Sage can maintain debt to EBITDA below 5x and generate positive FOCF to debt during the next 12 months. S&P believes demand for Sage's textile products will continue at the current pace over the next 12 months as a result of continued market penetration in China and Europe due to increasing middle class demands (particularly in China) and additional opportunistic platform wins. S&P could lower the rating if FOCF generation turns negative for consecutive quarters and significantly decreases liquidity, or if debt to EBITDA, including S&P's adjustments, substantially exceeds 5x. This could result from a weaker-than-expected U.S. economy that stifles light vehicle demand or OEMs consolidating platforms with larger Tier 1 suppliers. Although unlikely, S&P could raise the rating during the next 12 months if it believes the U.S. seasonally adjusted annual rate (SAAR) and the underlying demand for automobile textile interiors are more robust than forecasted. This could allow the company to generate incremental cash to repay debt sooner than anticipated. S&P would also need to believe that the improvements in credit metrics would be sustained. SHASTA ENTERPRISES: Has Access to Cash Collateral Until June 30 --------------------------------------------------------------- The Bankruptcy Court authorized, on a final basis, Hank M. Spacone, Chapter 11 trustee in the bankruptcy case of Shasta Enterprises, to use cash collateral until June 30, 2015. The Debtor's secured lenders asserting interest in the cash collateral are the Curto Family Trust/Joe Curto and Lavone Curto, as co-trustees of the Curto Family Trust and Redding Bank of Commerce. The Court also ordered that the Trustee and the Lenders may stipulate to extend the cash collateral period from July 1 to Aug. 31, 2015. A further hearing on the cash collateral will be held on June 22, at 10:00 a.m. The Trustee may supplement the motion by filing no later than June 15, further briefs or evidence superseding the motion to be heard at a further hearing. The Trustee has filed a supplemental motion to (1) use cash collateral until August 2015; and (2) make monthly adequate protection payments totaling a minimum of $20,000 per month, to be paid pro rata to the lenders (Redding Bank and Curto). Redding Bank of Commerce on Dec. 8, 2014, filed an objection to the Debtor's motion, stating that the Debtor continues to use the Bank's cash collateral without consent or Court approval in violation of Section 363(c)(2) of the Bankruptcy Code. Secured creditors Joe L. Curto and L. Lavone Curto, trustees of the Curto Family Trust, filed a limited objection to the Debtor's motion, saying that the requested budget goes far beyond what is necessary or reasonable for the legitimate purposes. On Feb. 19, 2015, the trustee filed a two-page report regarding the estate's use of cash collateral for the time period of Feb. 1, 2015, until Feb. 15. A copy of the report is available for free at http://bankrupt.com/misc/SHASTAENTERPRISES_211_cashcoll.pdf The Trustee's attorneys can be reached at: Donald W. Fitzgerald, Esq. Jason E. Rios, Esq. Holly A. Estioko, Esq. FELDERSTEIN FITZGERALD WILLOUGHBY & PASCUZZI LLP 400 Capitol Mall, Suite 1750 Sacramento, CA 95814 Tel: (916) 329-7400 Fax: (916) 329-7435 E-mail: dfitzgerald@ffwplaw.com jrios@ffwplaw.com hestioko@ffwplaw.com About Shasta Enterprises Redding, California-based Shasta Enterprises, dba Vidal Vineyards, dba Silverado Knolls, dba Villa Vidal Vineyards, sought bankruptcy protection (Bankr. E.D. Cal. Case No. 14-30833) on Oct. 31, 2014. The case is before Judge Michael S. McManus. The Debtor's counsel is David M. Brady, Esq., at Law Office of Cowan & Brady, in Redding, California. The Debtor lists total assets of $33.42 million and total debts of $21.49 million. The petition was signed by Antonio Rodriguez, general partner. The Court, on Dec. 29, 2014, approved the appointment of Hank Spacone as the Chapter 11 trustee of the Debtor's estate. SIDEWINDER DRILLING: S&P Lowers CCR to 'CCC+'; Outlook Negative --------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Houston-based Sidewinder Drilling Inc. to 'CCC+' from 'B-'. At the same time, S&P lowered the issue-level rating on the company's senior unsecured notes to 'CCC+' from 'B-'. S&P has revised its recovery rating on the notes to '4' from '3'. The '4' recovery rating indicates S&P's expectation for average (at the lower end of the 30% to 50% range) recovery in the event of default. The outlook is negative. "The rating action reflects our view that Sidewinder's capital structure could become unsustainable due to weak market conditions," said Standard & Poor's credit analyst Christine Besset. S&P forecasts that 2015 EBITDA will hardly cover interest and capital spending, although the company has dramatically reduced capital spending in response to the downturn. Furthermore, the company remains very vulnerable to market conditions and S&P believes that liquidity could deteriorate rapidly if activity levels do not recover in the second half of 2015. Sidewinder's "vulnerable" business risk profile assessment reflects S&P's view of the company's participation in the very cyclical and competitive onshore drilling sector, its relatively small fleet size and low profitability. S&P considers Sidewinder's financial risk profile as "highly leveraged," reflecting S&P's view of the company's aggressive current credit protection measures and S&P's assessment that its financial sponsor ownership will be consistent with an FS-6 policy (highly leveraged financial risk profile). Despite expected liquidity sources more than covering expected uses in the next 12 months, S&P deems liquidity as "less than adequate," based on its qualitative assessment that the company would be unable to absorb a low-probability high-impact event, even factoring in capital spending cuts or asset sales. S&P believes that the company's liquidity position could rapidly deteriorate in 2016 if the market does not recover in the second half of 2015. The outlook is negative, reflecting the potential for a downgrade over the next 12 months. The negative outlook incorporates the possibility that the company's liquidity could become strained due to deteriorating market conditions or bank commitments on its revolving credit facility could be less. S&P could revise the outlook to stable if liquidity and leverage improved. Such a scenario would most likely be due to improved market conditions such that Sidewinder generated sufficient EBITDA to cover interest and maintenance capital spending on a sustained basis. SIGA TECHNOLOGIES: March 30 Fixed as Proofs of Claims Bar Date -------------------------------------------------------------- The Bankruptcy Court established March 30, 2015, at 5:00 p.m., as the deadline for any person or entity, or governmental units to file proofs of claim against Siga Technologies, Inc. The bar date is for claims that arose prior to Sept. 16, 2014. Proofs of claim must be submitted to the Debtor's claims agent, Prime Clerk LLC, as: If by overnight courier or first class mail: SIGA Technologies, Inc. Claims Processing Center c/o Prime Clerk 830 3rd Avenue, 9th Floor New York, NY 10022 If by hand delivery: SIGA Technologies, Inc. Claims Processing Center c/o Prime Clerk 830 3rd Avenue, 9th Floor New York, NY 10022 U.S. Bankruptcy Court, SDNY One Bowling Green Room 534 New York, NY 10004-1408 About SIGA Technologies Publicly held SIGA Technologies, Inc., with headquarters in Madison Avenue, New York, is a biotech/pharmaceutical company that specializes in the development and commercialization of solutions for serious unmet medical needs and biothreats. SIGA's lead product is Tecovirimat, also known as ST-246, an orally administered antiviral drug that targets orthopoxviruses. SIGA sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 14-12623) on Sept. 16, 2014, in Manhattan. The case is assigned to Judge Sean H. Lane. The Debtor has tapped Weil, Gotshal & Manges LLP, as counsel, and Prime Clerk LLC as claims agent. The Debtor's Chapter 11 plan and disclosure statement are due May 14, 2015. The Debtor disclosed total assets of $131,669,746 and $7,954,645 in liabilities as of the Chapter 11 filing. The Statutory Creditors' Committee is represented by Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Ehud Barak, Esq., at PROSKAUER ROSE LLP. The Committee tapped to retain Guggenheim Securities, LLC, as its financial advisor and investment banker. SOBELMAR ANTWERP: Commences Chapter 11 Reorganization ----------------------------------------------------- Sobelmar Antwerp N.V. on March 17 disclosed that Sobelmar and certain of its subsidiaries have commenced Chapter 11 reorganization proceedings in the United States Bankruptcy Court for the District of Connecticut (Hartford). The Company believes that the Chapter 11 process will facilitate restructuring, which is designed to restore the Company to long-term financial health. According to a spokesperson for Sobelmar, "Even though Sobelmar remained current on its debt service until its vessel Lender recently imposed a very high penalty rate, it has become increasingly clear that, in light of the unwillingness of the Lender to work with Sobelmar on an out-of-court restructuring, Sobelmar needs the protection of Chapter 11 to ensure the uninterrupted operation of our vessels and services to our customers. While we are disappointed in the Lender's intransigence, we want to assure our customers and suppliers that Sobelmar will continue to operate in the ordinary course of business during our Chapter 11 proceedings and that we intend to emerge from Chapter 11 on a financially sound footing." The Chapter 11 filings include the following companies and vessels: SBM-1 Inc. (Marshall Islands) owning M/V "Brasschaat", SBM-2 Inc. (Marshall Islands) owning M/V "Vyritsa", SBM-3 Inc. (Marshall Islands) owning M/V "Kovdor", SBM-4 Inc. (Marshall Islands) owning M/V "Zarachensk", and our two Belgian holding companies, Sobelmar Antwerp N.V. and Sobelmar Shipping N.V. Sobelmar's principal legal advisor for the restructuring process and Chapter 11 proceedings is Bracewell & Giuliani LLP, with the Hamburg-based Falkenberg Law Office continuing to provide normal course corporate and maritime legal services. Sobelmar's financial advisor is Odinbrook Global Advisors LLC. For further information, please contact Evan Flaschen at Bracewell & Giuliani, +1.860.256.8537, evan.flaschen@bgllp.com SPIG INDUSTRY: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Spig Industry, LLC P.O. Box 2617 Abingdon, VA 24212 Case No.: 15-70310 Chapter 11 Petition Date: March 16, 2015 Court: United States Bankruptcy Court Western District of Virginia (Roanoke) Judge: Hon. Paul M. Black Debtor's Counsel: Robert Tayloe Copeland, Esq. COPELAND LAW FIRM, P.C. P O Box 1296 Abingdon, VA 24212 Tel: 276 628-9525 Fax: 276-628-4711 Email: rtc@rcopelandlaw.com Total Assets: $20.9 million Total Debts: $11.7 million The petition was signed by Christopher Harman, managing member. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ AZZ Galvanizing Services Collection Account $159,082 - Judgment granted Bennett Bolt Works, Inc. Open Account $1,500 Bob Ratliff Monies loaned to $411,000 267 Yates Estates Circle company Cedar Bluff, VA 24609 Conway Law Firm, PLLC Open account $23,414 Feralloy Promissory note $2,000,000 P.O. Box 100204 Atlanta, GA 30384 Freight Logistics Open account $2,500 Gerdau Collection account $42,500 - judgment Grundy National Bank 20 acres of land $1,600,000 P.O. Box 2080 and building located Grundy, VA 24614 at 14675 Industrial Park Road, Bristol, VA Grundy National Bank Unsecured line of $1,000,000 P.O. Box 2080 credit Grundy, VA 24614 IMH Products, Inc. Open account $3,000 Jeff Harman Monies loaned to $77,000 company JIT Steel Service Open account $121,000 Jones Day Attorneys 20 acres of land $4,100,000 51 Louisiana Ave., NW and building located Washington, DC 20001 at 14675 Industrial Park Road, Bristol, VA McGuire Woods, LLP Open account $39,619 Mondo Polymer Technologies Open account $7,500 Steel Warehouse Open account $32,115 Sughrue Mion, PLLC Open account $74,770 The Sharon Company Open account $51,000 Triad Metals International Open account $25,704 Washington County Treasurer For noticing $1 purposes only SPIG INDUSTRY: Files for Ch. 11 with $12MM in Debt -------------------------------------------------- Spig Industry, LLC, a Bristol, Virginia-based manufacturer of guard rails, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Va. 15-70310) in Roanoke, Virginia, on March 16, 2015, with $21.0 million in assets against $11.7 million in debt. Spig Industry filed schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $2,100,000 B. Personal Property $18,865,402 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $7,675,000 E. Creditors Holding Unsecured Priority Claims $4 F. Creditors Holding Unsecured Non-priority Claims $4,071,708 ----------- ----------- TOTAL $20,965,402 $11,746,712 The Debtor's real property pertains to 20 acres of land and building located at 14675 Industrial Park Road, in Bristol, Virginia. The property is valued at $2.1 million, and secures $7.675 million of debt: Grundy National Bank is owed $3.58 million, and Jones Day is owed $4.1 million. Majority of the Debtor's personal property is on account of possible litigation/cause of action against government regulatory agency valued at $2 million, and rights created under the settlement agreement dated Nov. 12, 2012, valued at $12 million. In its statement of financial affairs, the Debtor disclosed that the business generated income of $183,000 in 2013, $0 in 2014, and $0 so far in 2015. A copy of the Schedules and Statements filed together with the petition is available for free at: http://bankrupt.com/misc/vawb15-70310_SAL.pdf Christopher Harman and Joshua Harman each has a 37.5 percent membership interest in the Company, while Bob Ratliff has a 25 percent interest. Christopher Harman signed the bankruptcy petition. The case is assigned to Judge Paul M. Black. The Debtor tapped Robert Tayloe Copeland, Esq., at Copeland Law Firm, P.C., in Abingdon, Virginia, serves as counsel. SPIG INDUSTRY: Proposes Copeland as Bankruptcy Counsel ------------------------------------------------------ Spig Industry, LLC, filed an application to employ Copeland Law Firm, P.C., as its attorney, under a general retainer, to perform the extensive legal services that will be necessary during its Chapter 11 case. The schedule of the current hourly billing rates charged for law clerks, paraprofessionals and attorneys are as follows: $300 per hour for attorneys, and $75 per hour for professionals. The firm received an advance fee of $5,783, plus the filing fee of $1,717 on March 13, 2015. Of the advance, $525 has been charged for prepetition services. The firm waives any and all other fees and expenses that might be outstanding for services rendered prior to the commencement of the case. The firm will be paid its customary hourly rate for services rendered that are in effect from time to time. Robert T. Copeland, a member of the firm, attests that the firm is a "disinterested person" as that term is defined by the Bankruptcy Code. About Spig Industry Spig Industry, LLC, a Bristol, Virginia-based manufacturer of guard rails, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Va. 15-70310) in Roanoke, Virginia, on March 16, 2015, with $21.0 million in assets against $11.7 million in debt. The case is assigned to Judge Paul M. Black. The Debtor tapped Robert Tayloe Copeland, Esq., at Copeland Law Firm, P.C., in Abingdon, Virginia, serves as counsel. TOWN SPORTS: Moody's Lowers CFR to 'B3', Outlook Stable ------------------------------------------------------- Moody's Investors Service downgraded Town Sports International Holdings, Inc.'s Corporate Family Rating to B3 from B2 and its Probability of Default Rating to B3-PD from B2-PD. In connection with this action, Moody's also lowered the ratings on Town Sports International, LLC's senior secured bank facility to B3 from B1. TSI is a wholly-owned subsidiary of TSIH (collectively, "Town Sports"). In a related action, Moody's downgraded Town Sports' Speculative Grade Liquidity Rating to SGL-3 from SGL-2. The rating outlook is stable. The downgrade of Town Sports' CFR reflects the continued deterioration in the company's key credit metrics and Moody's view that debt/EBITDA will be sustained above 6.0x through the end of 2016. The weakness is being driven primarily by sharp a decline in membership count and increased costs associated with new initiatives to improve operating performance and competitive position. EBITA margin fell almost 700 basis points to 11% in 2014, and Moody's projects that margins will likely remain below 10% over the near term (all ratios incorporate Moody's standard adjustments). The downgrades of the ratings on the senior secured revolver and first-lien term loan to B3 follow from the one-notch downgrade of Town Sports' CFR. Moody's also believes that the support being provided to the bank facility by the relatively large amount of lease rejection claims (in a default scenario) is currently offset by potentially higher-than-expected loss severity, bringing the bank facility rating in line with the CFR. The downgrade of the Speculative Grade Liquidity Rating to SGL-3 reflects a deterioration in Town Sports' liquidity profile. Total leverage (as defined by the Credit Agreement) as of Sep. 30, 2014 exceeded 4.5x, triggering a 75% availability block under the revolving credit facility, leaving the company with only $11.25 million of borrowing capacity until it comes into compliance with the covenant. Town Sports International Holdings, Inc. -- Corporate Family Rating downgraded to B3 from B2; -- Probability of Default Rating downgraded to B3-PD from B2- PD; -- Speculative Grade Liquidity Rating downgraded to SGL-3 from SGL-2; Town Sports International, LLC -- $45 million Senior Secured Revolving Credit Facility due 2018 downgraded to B3 (LGD3) from B1 (LGD3); -- $308.3 million Senior Secured Term Loan B due 2020 downgraded to B3 (LGD3) from B1 (LGD3); The B3 CFR reflects Moody's view that Town Sports will maintain elevated debt leverage over the next 12 to 18 months and that operating performance will continue to weaken. Debt reduction will likely be limited to mandatory term loan amortization, resulting in debt/EBITDA remaining above 6.0x through the end of 2016. The rating also takes into consideration the company's low operating margins. Moody's believes EBITA margin will fall below 10% in 2015 due to declining revenues and increased costs associated with new club openings and initiatives aimed at growing membership count. In addition, the rating incorporates Moody's concern regarding Town Sports' regional concentration in the Mid-Atlantic and Northeast US regions, particularly in the New York City metro area. Also factored into the rating is the competitive pressure from existing high-end and low-cost fitness club operators within its key markets, which could limit growth opportunities. There is still uncertainty as to how quickly the new "High Value, Low Price" ('HVLP") conversion plan will turn around negative comparable store sales growth, but early indications signal a potential for sustained improvement in membership count. The ratings are supported by Town Sports' business position as a large-scale fitness club operator, strong brand awareness and favorable fundamentals for the health/fitness industry. The rating on the senior secured credit facility reflects the overall probability of default for Town Sports, which Moody's rates B3-PD. The B3 ratings on the revolver and first-lien term loan are in line the CFR, as the bank facility comprises 100% of the company's debt capital structure. The SGL-3 Speculative Grade Liquidity Rating reflects Moody's view that Town Sports currently has an adequate liquidity profile. As of Dec. 31, 2014, the company had a cash balance of $93 million and Moody's expects the company to generate close to approximately $10 million in free cash flow in 2015. The company also has a $45 million revolving credit facility due 2018, which is currently undrawn except for $3 million of outstanding letters of credit issued under the facility. The revolver includes a total leverage covenant that restricts borrowing capacity under the revolver to 25% of the committed amount if total leverage (as defined by the Credit Agreement) is greater than 4.5x. As of Dec. 31, 2014, the company exceeded the maximum leverage threshold, resulting in total current borrowing capacity (excluding up to $5.5 million of letters of credit) of $11.25 million until it can maintain compliance with the financial covenant. All assets are encumbered to secure borrowings under the credit facility. Aside from the revolver, the company has no material debt maturities until the term loan matures in 2020. The stable rating outlook reflects Moody's expectation that the membership counts will gradually increase as a result of the HVLP strategy and that the company could experience slight growth in revenues over the next 18 months. The outlook also considers Town Sports' strong brand recognition in each of its markets, as well as, increasingly favorable long-term fundamentals for the fitness industry. Town Sports' ratings could be upgraded if the company demonstrates continued growth in membership count and comparable store sales trends resulting in debt/EBITDA nearing 5.0x, EBITA interest coverage sustained above 1.0x, and an improved liquidity profile with full access to the revolving credit facility. The ratings could be downgraded if membership count and comparable store sales continue to weaken, EBITA interest coverage remains below 1.0x, or liquidity deteriorates materially. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 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. Town Sports International Holdings, Inc., through its wholly-owned operating subsidiary Town Sports International, LLC, is one of the leading owners and operators of fitness clubs in the Northeast and Mid-Atlantic regions of the United States. As of Dec. 31, 2014, the company operated 158 fitness clubs under four key regional brand names; New York Sports Clubs, Boston Sports Clubs, Washington Sports Clubs and Philadelphia Sports Clubs as well as three clubs in Switzerland. In 2014, the company introduced BFX Studio, its private studio brand, which offers cycling, personal training and group exercise classes. These clubs collectively served approximately 484,000 members as of Dec. 31, 2014. Revenue for the fiscal year ended Dec. 31, 2014 was $454 million. TOWNSQUARE MEDIA: S&P Assigns 'B' Corp. Credit Rating ----------------------------------------------------- Standard & Poor's Ratings Services said that it assigned its 'B' corporate credit rating to Greenwich, Conn.-based Townsquare Media Inc. (Townsquare). The rating outlook is stable. At the same time, S&P assigned its 'BB-' issue-level rating and '1' recovery rating to Townsquare's proposed $305 million senior secured credit facility, which comprises a $255 million term loan B due 2022 and a $50 million revolving credit facility due 2020. The '1' recovery rating indicates S&P's expectation for substantial recovery (90%-100%) of principal for lenders in the event of a payment default. S&P's rating on the senior secured credit facility is two notches higher than our corporate credit rating on the company. S&P also assigned its 'B-' issue-level rating and '5' recovery rating to the company's $320 million senior unsecured notes due 2023. The '5' recovery rating indicates S&P's expectation for average recovery (10%-30%; lower end of the range) of principal for lenders in the event of a payment default. S&P's rating on the senior unsecured notes is one notch lower than its corporate credit rating on the company. The company will use proceeds from the refinancing to repay all outstanding debt at its Townsquare Radio LLC subsidiary, including related fees, expenses, and the call premium. S&P will withdraw its 'B' corporate credit rating and issue-level ratings on Townsquare Radio once the debt has been repaid. "The 'B' corporate credit rating on Townsquare reflects our assessment of the company's business risk profile as 'weak' and its financial risk profile as 'highly leveraged,'" said Standard & Poor's credit analyst Heidi Zhang. "The stable outlook reflects our expectation that the company will maintain 'adequate' liquidity, leverage in the 5x-6x area, and positive discretionary cash flow over the next year." S&P could raise the rating if it becomes apparent that Townsquare can maintain "adequate" liquidity and reduce its leverage to below 5x on a sustained basis. This would likely entail the company increasing EBITDA by roughly 15% or paying down debt, with the publicly stated intention of keeping leverage lower. S&P could lower the rating if leverage rises above 7x and discretionary cash flow declines to below $10 million. This could occur as a result of further debt-financed acquisitions or if lower ad spending causes revenue to decline. TRANSGENOMIC INC: Orin Hirschman Holds 8.8% Stake as of March 11 ---------------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, Orin Hirschman and his affiliates disclosed that as of March 11, 2015, they beneficially owned 1,048,200 shares of common stock of Transgenomic Inc., which represents 8.8 percent based on 11,857,078 shares of Common Stock of the Company outstanding as reported in the prospectus supplement filed Feb. 27, 2015. A copy of the regulatory filing is available at http://is.gd/OuxuZj About Transgenomic Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global biotechnology company advancing personalized medicine in cardiology, oncology, and inherited diseases through its proprietary molecular technologies and world-class clinical and research services. The Company is a global leader in cardiac genetic testing with a family of innovative products, including its C-GAAP test, designed to detect gene mutations which indicate cardiac disorders, or which can lead to serious adverse events. Transgenomic has three complementary business divisions: Transgenomic Clinical Laboratories, which specializes in molecular diagnostics for cardiology, oncology, neurology, and mitochondrial disorders; Transgenomic Pharmacogenomic Services, a contract research laboratory that specializes in supporting all phases of pre-clinical and clinical trials for oncology drugs in development; and Transgenomic Diagnostic Tools, which produces equipment, reagents, and other consumables that empower clinical and research applications in molecular testing and cytogenetics. Transgenomic believes there is significant opportunity for continued growth across all three businesses by leveraging their synergistic capabilities, technologies, and expertise. The Company actively develops and acquires new technology and other intellectual property that strengthens its leadership in personalized medicine. The Company reported a net loss available to common stockholders of $16.7 million in 2013, a net loss available to common stockholders of $8.98 million in 2012 and a net loss available to common stockholders of $10.8 million in 2011. The Company's balance sheet at Sept. 30, 2014, showed $30.8 million in total assets, $20.6 million in total liabilities and $10.2 million in stockholders' equity. VOYA FINANCIAL: Fitch Raises Jr. Subordinated Debt Rating to BB+ ---------------------------------------------------------------- Fitch Ratings has upgraded Voya Financial, Inc.'s Issuer Default Rating (IDR) to 'BBB+' from 'BBB', senior debt rating to 'BBB' from 'BBB-', and junior subordinated debt rating to 'BB+' from 'BB'. The Insurer Financial Strength (IFS) ratings of the U.S. operating entities have also been upgraded to 'A' from 'A-'. The Rating Outlook for all ratings is Stable. KEY RATING DRIVERS The upgrade reflects the significant improvement in Voya's balance sheet strength as well as improved debt servicing capacity. Voya's ratings also reflect the large scale and solid business profile in retirement and individual life markets, improved operating performance within its core businesses, and conservative investment portfolio. Holding company financial leverage has declined to 21% at year-end 2014 from 56% at year-end 2010. Fitch believes the quality of the company's common equity is better than peer averages, with minimal exposure to goodwill and other intangibles. Fitch considers Voya's aggregate capitalization, including captives, to be strong for the current rating level. The consolidated risk-based capital (RBC) ratio for the company's U.S. insurance subsidiaries was 537% at year-end 2014. Fitch expects reported RBC to remain in the 425% - 450% range over the intermediate term driven by improved statutory operating performance offset by distributions to the holding company. Fitch views positively the 2013 contribution of over $1.8 billion of capital to Security Life of Denver International to support certain minimum guarantees in its closed-block variable annuity products. During 2014, Voya reported pre-tax operating income of $1.2 billion and an operating ROE of 8.4%. Operating income benefitted from higher prepayment income, higher sales and improved loss ratios in Employee Benefits segment, improved margins in Annuities and Investment Management segments, and an increase in fees associated with higher assets under management. Offsetting these positives were unfavorable mortality changes on the universal life blocks due to an aging block, the impact of the continued low interest rate environment on reinvestment rates and higher operating expenses. While Voya expects operating income to improve, operating ROE will continue to be impacted by the significant amount of capital supporting the closed block VA and individual life business. Fitch expects a sustained low interest rate environment will create headwinds and could impact Voya's ability to meaningfully improve earnings. Statutory dividend capacity improved in 2014 after Voya transferred amounts out of paid-in capital into unassigned funds in 2013, thereby creating a positive earned surplus account and ordinary statutory dividend capacity. Statutory interest coverage improved to 4.5x in 2014, up from 1.4x in 2013. Based on estimated ordinary statutory dividend capacity of $1.0 billion in 2015, Fitch estimates Voya's statutory interest coverage will improve further to approximately 6x in 2015. This is in excess of Fitch's median ratio guideline for an 'A' rated company of 3x. GAAP adjusted operating earnings-based interest coverage increased to 7.9x in 2014 from 6.6x the prior year. Fitch's key rating concerns include the challenges related to the run-off of Voya's $43 billion closed-block VA book, particularly in a tail-risk scenario. Fitch notes as positive that the company has utilized dynamic and macro hedging to mitigate the statutory capital impact associated with changes in the equity markets and/or interest rates. However, policyholder behavior assumptions cannot be hedged and therefore remain a risk. At year-end 2014, Voya had $5.0 billion in reserves and capital supporting the closed-block VA book. The ratings also recognize the company's reliance on the capital markets for excess reserve financing. Voya's total financing and commitments (TFC) ratio of 0.7x is driven by funding for XXX and AXXX reserve financing, and to a much lesser extent, securities lending agreements. In 2014 Voya completed a reinsurance transaction with Reinsurance Group of America, Inc. that improved the TFC ratio since Voya was able to unwind one of its captives and the associated redundant reserve financing. On March 9, 2015 ING Groep N.V. fully exited its stake its stake in Voya common stock. RATING SENSITIVITIES The key rating triggers that could result in an upgrade include: -- Continued growth in operating profitability which leads to an improvement in operating ROE to over 11%; -- Sustained maintenance of GAAP adjusted operating earnings- based interest coverage of more than 10x; -- Private sale of closed-block book at good value with boost to capitalization and reduction in volatility and risk; -- Reported RBC above 450%, and financial leverage below 20%; The key rating triggers that could result in a downgrade include: -- A decline in reported RBC below 375%; -- Financial leverage exceeding 30%; -- Significant adverse operating results which leads to GAAP adjusted operating earnings-based interest coverage below 6x; -- Material reserve charges required in its insurance/variable annuity books. Fitch has upgraded the following ratings with a Stable Outlook: Voya Financial, Inc. -- Long-term IDR to 'BBB+' from 'BBB'; -- 5.5% senior notes due July 15, 2022 to 'BBB' from 'BBB-'; -- 2.9% senior notes due Feb. 15, 2018 to 'BBB' from 'BBB-'; -- 5.7% senior notes due July 15, 2043 to 'BBB' from 'BBB-'; -- 5.65% fixed-to-floating junior subordinated notes due May 15, 2053 to 'BB+' from 'BB'. Voya Retirement Insurance and Annuity Company Voya Insurance and Annuity Company ReliaStar Life Insurance Company ReliaStar Life Insurance Company of New York Security Life of Denver Insurance Company -- IFS to 'A' from 'A-'. Equitable of Iowa Companies, Inc. -- Long-term IDR to 'BBB+' from 'BBB'. Equitable of Iowa Companies Capital Trust II -- 8.424% Trust Preferred Stock to 'BB+' from 'BB'. Peachtree Corners Funding Trust -- $500 million of 3.976% pre-capitalized trust securities due 2025 to 'BBB' from 'BBB-'. VULCAN MATERIALS: Moody's Rates $400MM Sr. Unsecured Notes 'Ba3' ---------------------------------------------------------------- Moody's Investors Service assigned a (P)Ba3 rating to Vulcan Materials Company's senior unsecured shelf and a Ba3 senior unsecured rating to the company's $400 million senior unsecured note offering. Vulcan's Corporate Family Rating of Ba3 and all other ratings were affirmed. The rating outlook remains positive. On March 16, 2015, Vulcan Materials Company announced that it intends to offer $400 million of senior unsecured notes due 2025. The company intends to use the net proceeds from this offering along with cash on hand and revolver borrowings: (i) to fund a partial tender offer for its existing 7.00% notes due 2018, which was separately announced by the company on March 16, 2015; (ii) to fund the previously announced redemption of its 6.40% notes due 2017 and the planned redemption of its 6.50% notes due 2016; and (iii) to fund the planned redemption of $20 million of other debt. The positive rating outlook reflects Vulcan's improving financial ratios and our expectations that the construction end markets it serves will continue to improve in 2015. The company's adjusted debt-to-EBITDA declined to 4.3x at year end 2014 from 5.7x at year-end 2013. Operating margins have also improved over the same period, increasing to 11.2% from 7.2%. Moody's expect adjusted debt-to-EBITDA to decline below 4.0x in 2015 and margins to expand further with growing shipment volumes. The following ratings were assigned: Vulcan Materials Company -- Senior unsecured shelf, assigned at (P)Ba3 -- $400 million senior unsecured notes due 2025, assigned at Ba3 (LGD4); The following ratings were affirmed: Vulcan Materials Company -- Corporate Family Rating, affirmed at Ba3; -- Probability of Default Rating, affirmed at Ba3-PD; -- Senior secured revolving credit facility rating, affirmed at Ba1 (LGD2) -- Senior unsecured notes rating, affirmed at Ba3 (LGD4); -- Speculative Grade Liquidity Assessment rating, affirmed at SGL-2. Outlook is positive. Legacy Vulcan Corp. -- Senior unsecured MTN Program, affirmed at (P)Ba3; -- Senior unsecured notes rating, affirmed at Ba3 (LGD4); Outlook is positive. The Ba3 corporate family rating is supported by the company's leading position in the North American aggregates industry, large proven reserves, its end market diversity and regional geographic diversity. Longer term, the business benefits from high barriers to entry, a stable competitive landscape, and diverse end use markets. The rating also reflects Vulcan's weak, though improving, adjusted EBIT-to-interest coverage, as well as margin and cash flow volatility expected through economic cycles. Moody's expect further improvements in financial leverage, interest coverage and margins as business conditions and operating performance improve over the intermediate-term. Vulcan's senior secured revolving credit facility, due March 2019, is rated Ba1, two notches above the company's Ba3 Corporate Family Rating to reflect its senior position in the capital structure. The senior secured revolving credit facility is secured by the company's accounts receivables and inventory and is ranked above the company's senior unsecured debt. The SGL-2 speculative grade liquidity rating reflects Vulcan's good liquidity profile, supported by its $500 million senior secured credit facility due 2019, $141 million cash balance at year end 2014 and manageable near-term debt maturities. In March 2014, Vulcan amended the facility to eliminate the asset-based-lending structure that previously governed its borrowing capacity. As of Dec. 31, 2014, Vulcan's available borrowing capacity was $446 million net of $54 million used to support standby letters of credit. Borrowing capacity of the facility and total debt are limited by two financial covenants: debt-to-EBITDA ratio and EBITDA-to-interest expense ratio. As of Dec. 31, 2014, Vulcan was in compliance with these covenants with adequate cushion. Moody's believe Vulcan will maintain adequate cushion over the next 12-18 months. The credit facility may become unsecured provided that Vulcan's credit rating becomes investment grade by either Moody's or S&P, provided that the other rating agency rates Vulcan Ba1 or BB+, respectively. It can also become unsecured if debt-to-EBITDA (calculation as provided in the credit facility) is less than or equal to 3.5x and Moody's rating is Ba1 stable and S&P's rating is BB+ stable. The company's free cash flow generation is expected to strengthen over the intermediate-term. Moody's expect the company to use cash to invest in bolt-on acquisitions and/or pay down debt as it matures. Vulcan's ratings could be upgraded should the company drive adjusted debt-to-EBITDA comfortably below 4.0x, improve operating performance such that adjusted operating margins exceed 10%, adjusted EBIT-to-interest expense approaches 3.0x and retained cash flow as a percentage of net debt is approximately 15%, with the expectation that all metrics are sustainable. The rating outlook could return to stable should construction end markets weaken, resulting in flat to negative growth in shipment volumes. The ratings would likely be downgraded in the event that Vulcan's adjusted operating margins deteriorate below 7.5%, its adjusted debt leverage rises above 5.0x and its adjusted EBIT-to-interest coverage metric falls below 1.0x over the intermediate-term. Additional rating pressures may emerge in the event that construction fundamentals deteriorate. The principal methodology used in these ratings was Building Materials Industry published in September 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. Vulcan Materials Company is the largest producer of construction aggregates in the U.S., and is also a major producer of asphalt mix and concrete. Its primary end markets include public construction, infrastructure, private nonresidential, and private residential construction, and its aggregates reserves are about 16 billion tons. In 2014, Vulcan generated approximately $3.0 billion in revenues. VULCAN MATERIALS: S&P Rates $400-Mil. Sr. Unsecured Notes 'BB+' --------------------------------------------------------------- Standard & Poor's Ratings Services said it revised its rating outlook on Birmingham, Ala.-based aggregates producer Vulcan Materials Co. to positive from stable. At the same time, S&P affirmed its 'BB+' corporate credit rating on the company and its 'BB+' issue-level ratings on the company's senior notes. The recovery rating on the notes remains unchanged at '3', indicating S&P's expectation of meaningful (50% to 70%; high end of the range) recovery in the event of default. In addition, S&P assigned its 'BB+' issue-level rating to Vulcan's proposed $400 million senior unsecured notes due 2025 based on preliminary terms and conditions. S&P assigned a recovery rating of '3' to these notes, indicating that investors can expect meaningful recovery (50% to 70%; high end of the range) in the event of a default. S&P understands that the company will use proceeds from the proposed notes to refinance existing debt. "The positive outlook reflects our expectation that operating performance will continue to improve such that we are confident that the leverage ratio and FFO to debt can be sustained below 4x and above 20%, respectively," said Standard & Poor's credit analyst Maurice Austin. An upgrade could occur if debt to EBITDA falls and is sustained below 3.5x and FFO to debt rises and is sustained above 20%, levels in line with a significant financial risk profile. This could occur if the company obtained mid-single-digit price increases and double-digit percentage volume growth over the next 12 months. A negative rating action seems unlikely within the next 12 months, based on S&P's expectation that construction markets will continue to improve during 2015. However, a downgrade could occur if Vulcan failed to show improvement in its results during the next year, such that leverage increases above 5x. WASHINGTON PRIME: Moody's Affirms 'Ba1' Preferred Stock Rating -------------------------------------------------------------- Moody's Investors Service affirmed the Baa2 issuer rating of Washington Prime Group, L.P., the operating subsidiary of Washington Prime Group, Inc. (dba WP Glimcher) as well as the REIT's Ba1 preferred stock rating. The outlook remains negative. The following ratings were affirmed with a negative outlook: -- Washington Prime Group, L.P. -- issuer rating at Baa2 -- Glimcher Realty Trust (assumed by Washington Prime Group, Inc.) -- preferred stock at Ba1 Washington Prime Group (dba WP Glimcher) is a REIT that was spun out of Simon Property Group in May 2014 owning a mix of retail properties, including enclosed regional malls as well as community centers. The negative outlook reflects WPG's substantial increase in overall leverage and secured debt following its acquisition of Glimcher Realty Trust, a highly levered mall REIT, completed in January 2015. Moody's is monitoring the REIT's progress in de-levering and ability to bring other key credit metrics back to levels commensurate with its existing rating category. Moody's notes that the newly formed WP Glimcher owns and manages a mix of malls (~75% of pro forma NOI) and strip centers (~25%) that have a national presence spanning across 30 states. The Glimcher acquisition enhanced WPG's asset quality, as Glimcher's portfolio has higher productivity, higher occupancy and lower occupancy costs as compared with WPG's legacy mall portfolio. The REIT has also achieved much greater size and scale in a sector where scale offers significant advantages, particularly with respect to leasing and redevelopment opportunities. Finally, WPG gained Glimcher's well-developed operating platform, accelerating its ability to internalize property management of its malls and other transition services that are still being performed by Simon. Despite these strengths, the merger has also significantly weakened WPG's financial profile including key metrics like leverage, unencumbered assets and fixed charge coverage. The REIT has made some progress towards refinancing the short-term bridge loan it assumed in conjunction with closing the transaction. A portion of the $1.2 billion bridge loan will be repaid with $430 million of net proceeds from a newly formed joint venture set to close in 2Q15. Moody's expect the remaining bridge loan balance will be repaid via potential capital market offerings. Pro forma for the JV closing, WPG's Net Debt/EBITDA is expected to approximate 7x. The REIT plans to reduce leverage further via cash flow growth from merger synergies and leasing, as well as opportunistic asset sales or potentially common equity depending on market conditions. WPG's stated leverage target is 6.0x-6.5x Net Debt/EBITDA and Moody's will be closely monitoring the REIT's likely time frame for meeting that goal. Moody's will also be monitoring the REIT's progress in integrating and demonstrating successful cash flow growth from this large acquisition. A rating upgrade is unlikely over the intermediate term as WPG works to complete integrating and long-term financing for what is considered a large and initially highly leveraged transaction. A downgrade would likely reflect the REIT's failure to bring Net Debt/EBITDA down closer to 6x or make progress at reducing secured leverage by early 2016. Fixed charge coverage below 3x would also put pressure on the rating, as would any integration or liquidity challenges. The last rating action for Washington Prime Group was on Sep. 16, 2014, when Moody's affirmed its Baa2 issuer rating and revised the outlook to negative. The principal methodology used in these ratings was Global Rating Methodology for REITs and Other Commercial Property Firms published in July 2010. WP Glimcher (NYSE: WPG) is a retail REIT that owns and manages 121 shopping centers totaling more than 68 million square feet across the United States. WP Glimcher is the dba for Washington Prime Group, Inc. WET SEAL: Court Sets April 10 as Claims Bar Date ------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware set April 10, 2015, at 5:00 p.m. (prevailing Eastern Time) as deadline for creditors of The Wet Seal Inc. and its debtor-affiliates to file proofs of claim. The Court also set July 14, 2015, at 5:00 p.m. (prevailing Eastern Time) as last day by which any governmental unit must file their claim against the Debtors. All original proofs of claim must be filed by first-class mail, overnight delivery service, or hand delivery at these address, as applicable: a) If Proof of Claim is sent by regular mail, to: Donlin, Recano & Company, Inc. Re: The Wet Seal, Inc., et al. P.O. Box 899 Madison Square Station New York, NY 10010 b) If Proof of Claim is sent by overnight or hand delivery, to: Donlin, Recano & Company, Inc. Re: The Wet Seal, Inc., et al. 6201 15th Avenue Brooklyn, NY 11219 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. B. Riley, the DIP lender and plan sponsor, is represented by Van C. Durrer, II, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP. There are four members of the Official Committee of Unsecured Creditors. WINLAND OCEAN: March 20 Hearing on Further Use of Cash Collateral ----------------------------------------------------------------- The U.S. Bankruptcy Court will convene a hearing on March 20, 2015, to consider Winland Ocean Shipping Corporation, et al.'s continued access to cash collateral in which China Merchants Bank Co., Ltd., asserts an interest. The Court has entered an interim order authorizing the Debtor's use of cash collateral to continue their ordinary course business operations and to maintain the value of their bankruptcy estates. As adequate protection from any diminution value of the lender's collateral, the Debtor will grant CMB: 1. adequate protection of its interest in the cash collateral and the M.V. Fon Tai and M.V. Rui Lee for the diminution in value of such interests; 2. adequate protection liens in assets and property; and 3. a superpriority administrative expense claims, subject to carve out on certain expenses. The Debtors' acquisition of two of the Vessels -- M.V. Fon Tai and M.V. Rui Lee -- was partially financed with funds loaned by CMB. By a certain facility agreement dated March 26, 2010, made by and among CMB, as lender, Fon Tai and Won Lee, as joint and several borrowers, SkyAce, as corporate guarantor, and Li and Xue as individual guarantors, CMB made available to Fon Tai and Won Lee a secured loan facility of $37 million for the finance and construction of M.V. Fon Tai and M.V. Rui Lee. As of June 30, 2011, the Debtors drew down $37 million from the CMB Facility for the purpose of commencing the building of these two vessels. Currently, there is approximately $25.9 million outstanding in principal plus accrued interest on the CMB Facility. About Winland Ocean Shipping Winland Ocean Shipping Corp. is mainly engaged in ocean transportation of dry bulk cargoes worldwide through the ownership and operation of dry bulk vessels and chartering brokerage services. The company operates in the People's Republic of China, Japan, Korea, the Russian Federation, and southern and eastern Asia. Winland Ocean Shipping is based in Sheung Wan, Hong Kong. Winland Ocean Shipping Corporation and its five affiliates sought protection under Chapter 11 of the Bankruptcy Code on Feb. 12, 2015 (Bankr. S.D. Tex., Case No. 15-60007). The case is assigned to Judge David R Jones. The Debtors are represented by Matthew Scott Okin, Esq., George Y. Nino, Esq., and Ruth E. Piller, Esq., at Okin & Adams LLP, in Houston, Texas. The petition was signed by Robert E. Ogle, chief restructuring officer. YELLOW CAB OF RENO: May File for Bankruptcy Over Disabilities Suit ------------------------------------------------------------------ Scott Sonner, writing for The Associated Press, reported that Yellow Cab Co. of Reno may have to file for bankruptcy if it's ordered to pay excessive attorney fees after a federal judge found it violated the Americans with Disabilities Act by denying service to a disabled woman with a motorized scooter. According to the report, the disabled woman's lawyer says Yellow Cab's owner may be making the claim fraudulently to try to save money while shielding his assets in a series of other taxi companies he operates, including Reno Sparks Cab Co. YMCA MILWAUKEE: Seeks Court Order Closing Bankruptcy Cases ---------------------------------------------------------- The Young Men's Christian Association of Metropolitan Milwaukee Inc. and YMCA Youth Leadership Academy Inc. ask the U.S. Bankruptcy Court for the Eastern District of Wisconsin to issue a final decree and order closing their Chapter 11 bankruptcy cases. The Debtors relate that on Jan. 30, 2015, they obtained a Court order confirming their joint plan of reorganization. The plan has been substantially consummated and the Debtors' estates are fully administered. About YMCA Milwaukee The Young Men's Christian Association of Metropolitan Milwaukee, Inc., and affiliate, YMCA Youth Leadership Academy, Inc., filed voluntary Chapter 11 bankruptcy petitions (Bankr. E.D. Wis. Case Nos. 14-27174 and 14-27175) in Milwaukee, on June 4, 2014. YMCA Milwaukee, which has more than 100,000 members using its centers and camps, plans to sell a majority of its owned real estate to help pay down $29 million in debt. YMCA Milwaukee estimated $10 million to $50 million in both assets and liabilities. YMCA Academy estimated $100,000 to $500,000 in both assets and liabilities. The formal schedules of assets and liabilities are due June 18, 2014. The cases are assigned to Judge Susan V. Kelley. The Debtors have tapped Olivier H. Reiher, Esq., and Mark L. Metz, Esq., at Leverson & Metz, S.C., in Milwaukee, as counsel. The Debtors have engaged Ernst & Young LLP as their financial advisors, and Reputation Partners, L.L.C. as their public relations advisors. The Debtors have also tapped Fox, O'Neill & Shannon, S.C. as their special counsel for real estate matters. On June 30, 2014, the Official Committee of Unsecured Creditors won approval to retain Goldstein & McClintock LLLP as its counsel, provided that the G&M attorney who had represented the BMO participant may not participate in representation of the Committee. The Committee also won approval to hire Navera Group, LLC as financial advisors. [*] Moody's Identifies Warning Signs of Troubled Companies ---------------------------------------------------------- The most common predictors of future financial distress are weak credit metrics (excessive leverage and weak interest coverage), poor operating performance, weak liquidity, declining sales and weak industry fundamentals. These characteristics are among 10 credit issues that can surface prior to default which Moody's Investors Service illustrates as it looks at a random sample of 10 small, speculative-grade companies that have defaulted since 2009. While not universal, a majority of the sample companies generated negative free cash flow three to 15 months prior to default. "Although non-exhaustive, our list provides early warning signs of a potential default at a time when speculative-grade issuers are cutting back sharply on covenant protections," says Moody's Managing Director Alexandra Parker in the report "Warning Signs: As Covenants Vanish, Past Defaults Offer Lessons for the Future." Financial maintenance covenants, which typically require a borrower to meet certain financial tests on a quarterly basis, can often signal financial distress when breached. While the absence of these covenants in loan agreements is less of a concern when market risk is relatively benign, credit problems could quickly escalate when markets suddenly turn -- especially for lower-rated, smaller speculative-grade companies. "Not all traditional risk gauges light up when something goes wrong," says Moody's Parker. Of the 10 randomly picked companies Moody's analyzes in the report only one had a negative EBITDA margins and only one cut back on maintenance capital expenditures. Four of the companies in the study demonstrated adequate liquidity 12 to 15 months before defaulting. While eight companies had maintenance covenants, three experienced no covenant compliance issues prior to defaulting. Although the volatility of credit markets has increased, the decline in covenant protections is not a short-term danger. Moody's expects the US speculative-grade default rate to remain low by historical standards over the next 12 months. [*] Moody's Publishes New Bank Rating Methodology ------------------------------------------------- Moody's Investors Service, on March 16, 2015, published its updated methodology for rating banks globally, which incorporates several new components: a Loss Given Failure (LGF) analysis; the introduction of a Macro Profile into the elements that Moody's considers when it assigns a bank's baseline credit assessment (BCA); a BCA scorecard which now incorporates not only financial ratios but also a broader range of metrics and qualitative considerations; and a Counterparty Risk Assessment (CR Assessment). The revisions to the methodology reflect insights gained from the crisis and the fundamental shift in the banking industry and its regulation. The revised approach to establishing BCAs helps to more accurately predict bank failures, while Moody's LGF framework assesses how different creditor classes are likely to be affected when a bank enters resolution based on the relevant resolution policy and balance sheet structure. The updated methodology, "Rating Methodology: Banks," is now available. The introduction of this new methodology follows a market consultation initiated via a Request for Comment published on Sep. 9, 2014. "The first key change is the introduction of a Loss Given Failure (LGF) analysis, which addresses expected loss and assesses the impact a bank's failure would have on its various debt instruments and deposits in the absence of any support. For banks subject to operational resolution regimes, the LGF analysis will incorporate the cushion against loss that each creditor class derives from the amount of debt subordinate to it in a resolution," says Gregory Bauer, Managing Director Global Banking, Moody's. "With the recent dramatic shift in public policy toward implementation of resolution regimes, it has become increasingly important for investors to know their position in a bank's liability structure, and thus the potential losses they are exposed to in the event of a resolution," continues Bauer. "LGF analysis directly addresses this key investor concern." Moody's employs both a basic and an advanced LGF analysis. The basic LGF analysis applies to banks that are not subject to operational resolution regimes. The advanced LGF analysis applies to banks that are subject to operational resolution regimes, whereby losses can be imposed selectively on creditors outside of a liquidation, and through which specific legislation provides a reasonable degree of clarity on how the bank's failure could affect depositors and other creditors. Basic LGF analysis entails an approach wherein senior unsecured debt and deposits are positioned at the level of the adjusted BCA (the adjusted BCA is the BCA plus Moody's assessment of support from affiliates being forthcoming in the event of need), before government support and additional coupon-related notching considerations. Subordinated instruments are positioned at one notch below the adjusted BCA, excluding support and additional notching, reflecting increased loss severity. This basic LGF analysis continues the previous notching practice and, in the rating agency's view, remains an appropriate guide to loss severity for banks in systems without operational resolution regimes. Under the advanced LGF analysis, which would be applied, for example, to banks subject to the European Union's Bank Recovery and Resolution Directive and to US banks subject to Titles I and II of the Dodd-Frank Act, Moody's bases its notching on (1) the likely bank-wide loss rate in failure; (2) the amount of subordination below a given instrument class; and (3) the volume of a given instrument class itself. In Moody's view, taking these together provides a more refined and predictive view of expected loss for each instrument class under new resolution regimes. "The second key change is the revision of our framework for assessing the risk of bank failure, expressed by our baseline credit assessment. This includes the introduction of a Macro Profile, which allows us to place greater emphasis on potential system-wide pressures that we believe are predictive of the propensity of banks to fail," explains Frederic Drevon, Managing Director Global Banking, Moody's. Moody's framework for assigning BCAs is structured around a new Scorecard that more comprehensively integrates Moody's analytical judgments. The Scorecard begins by focusing on five core ratios that Moody's has found to be predictive of bank failure covering five main financial factors: asset risk, capital, profitability, funding structure and liquid resources. Additionally, analysts and rating committees may consider supplementary ratios, as relevant, for each institution. Individual scores for each factor will now directly incorporate not only financial ratios, but also a broader range of metrics, Moody's forward-looking judgments and qualitative considerations relative to each. Moody's new Macro Profile complements the bank-specific analysis reflected in the Scorecard and will be expressed on a scale ranging from Very Strong+ to Very Weak-. It comprises six elements: economic strength, institutional strength, susceptibility to event risk, credit conditions, funding conditions and industry structure. The Macro Profile, combined with the results of the Scorecard, helps establish the bank's Financial Profile. This results in the BCA, representing Moody's view of a bank's probability of default, in the absence of support. Lastly, Moody's has introduced a Counterparty Risk (CR) Assessment into its analysis. This is not a rating, but an assessment of an issuer's ability to avoid defaulting on certain senior bank operating obligations and other contractual commitments. The CR Assessment takes into account the issuer's standalone strength as well as the likelihood of affiliate and government support in the event of need, reflecting the anticipated seniority of counterparty obligations in the liabilities hierarchy. The CR Assessment also takes into account other steps authorities can take to preserve the key operations of a bank in a resolution. When credit rating methodologies are revised, the updated methodology is applied to all relevant credit ratings. Accordingly, in the coming days, Moody's will place on review the ratings of those banks that are likely to be affected. Regulation requires that rating actions related to methodology changes be completed within six months of the release of the methodology. However, Moody's expects to conclude the large majority of the reviews in the first half of 2015. In conjunction with the methodology-driven review, Moody's expects to incorporate revised views on government support in Europe, driven by the introduction of resolution regimes. For any banks whose ratings are placed under review, CR Assessments will be assigned when the reviews are concluded; for other banks, CR Assessments will be assigned in the coming months. Moody's preliminary assessment of the anticipated impact of the new methodology and revised support assumptions shows that the ratings impact is likely to vary across countries and regions. Moody's anticipates the following key outcomes: (1) An overall net neutral impact on banks' BCAs globally, with around 15% of BCAs changing. About half of these changes are anticipated to be within Europe, with a modest positive bias; (2) in the US, a significant positive effect on bank deposit ratings and a material negative effect on senior unsecured bank debt ratings. This reflects the nature of deposit preference, which benefits depositors at the expense of senior unsecured debt. However senior unsecured holding company ratings are expected to be little changed, overall; (3) in the EU and western Europe, a modest positive effect on deposit ratings and a broadly neutral effect on senior unsecured ratings, reflecting the changes in BCAs coupled with the counterbalancing effects of the new resolution regime and reduced likelihood of government support. While support is expected to decline, banks' most senior creditors, especially depositors, will benefit from the lower loss rates expected in an orderly resolution and the subordination that protects them from loss; (4) in Asia Pacific, the Commonwealth of Independent States, Western Asia, Latin America, the Middle East and Africa, a small negative effect on senior unsecured and deposit ratings in some systems. This reflects Moody's view that the capacity for government support is henceforth limited to the government bond rating, and that there is little scope for other policy tools to provide durable support beyond this constraint. ********* 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 ***