/raid1/www/Hosts/bankrupt/TCR_Public/150320.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, March 20, 2015, Vol. 19, No. 79
Headlines
544 SAN ANTONIO ROAD: Section 341(a) Meeting Set for April 14
ALLIED NEVADA: Has Interim Authority to Obtain $35-Mil. in DIP Loan
ALLIED NEVADA: S&P Lowers CCR to 'D' on Ch. 11 Bankruptcy Filing
AMERICAN APPAREL: Delays Filing of 2014 Annual Report
APPLIED MINERALS: Delays 2014 Form 10-K Over SEC Comment
AUBURN TRACE: Hires Lowenhaupt as Eviction Litigation Counsel
AWAL FINANCE: Chapter 15 Case Summary
BLAKE FAMILY: Case Summary & 20 Largest Unsecured Creditors
BPI ENTERPRISES: Case Summary & 7 Largest Unsecured Creditors
BUMBLE BEE HOLDINGS: Moody's Lifts CFR to B2, Outlook Stable
CHAMPION INDUSTRIES: Incurs $468,000 Net Loss in Jan. 31 Qtr.
CHASSIX HOLDINGS: Disclosure Statement Hearing Set for April 17
CHASSIX HOLDINGS: Has Interim Authority to Tap $205MM in DIP Loans
COCRYSTAL PHARMA: Names Jeffrey Meckler as Interim CEO
CRYOPORT INC: Obtains $520,000 From Private Placement
DEB STORES: Plan Filing Exclusivity Extended to Aug. 3
DPX HOLDINGS: S&P Retains 'B' CCR Following EUR150MM Loan Add-On
ESCO MARINE: Seeks to Employ Langley & Banack as Bankruptcy Counsel
FCC HOLDINGS: Court Confirms Ch. 11 Plan of Liquidation
FEDERATION EMPLOYMENT: Case Summary & 20 Top Unsecured Creditors
FRED FULLER: Taps Boivin & Associates as 2014 401(k) Auditor
GELTECH SOLUTIONS: Issues $175,000 Conv. Note to Mr. Reger
GREENWAY CREEK: Case Summary & 13 Largest Unsecured Creditors
HYDROCARB ENERGY: Signs Employment Agreement with CEO
I.E.C. RENTALS: Section 341 Meeting Set for April 22
INERGETICS INC: Issues $150,000 Promissory Note to 31 Group
MALIBU ASSOCIATES: Section 341(a) Meeting Scheduled for April 16
MAUI LAND: Director David Heenan, Won't Seek for Re-election
MIDSTATES PETROLEUM: Auditor Expresses Going Concern Doubt
MIG LLC: Hires Appleby as British Virgin Island Counsel
MOLYCORP INC: Reports $623 Million Net Loss for 2014
MOUNTAIN PROVINCE: Provides Gahcho Kue Project Update
NATIONAL CINEMEDIA: Terminates Merger Agreement with Screenvision
NET DATA: Files Schedules of Assets and Liabilities
NII HOLDINGS: Auction Cancelled; Sale Hearing on March 23
OPTIM ENERGY: Files Ch. 11 Plan to Sell Gas Plant Portfolio
OXFORD RESOURCE: Renews Services Agreement with General Partner
PHOTOMEDEX INC: Incurs $121 Million Net Loss in 2014
PLANET FITNESS: Moody's Affirms 'B1' Corp. Family Rating
PLUG POWER: Posts $88.6 Million Net Loss in 2014
POINT BLANK: Files Liquidation Plan Following Sale of Assets
POLY PLANT: Court Converts Case to Chapter 7 Proceeding
PRECISION DRILLING: S&P Affirms 'BB+' CCR; Outlook Stable
PREMIER EXHIBITIONS: Clarifies Settlement's Restrictions
PRIME TIME: Court Extends Plan Filing Deadline to August 15
PUTNAM ENERGY: Section 341 Meeting Set for April 14
QUANTUM FUEL: To Issue Add'l 125,000 Shares Under Incentive Plan
QUICKSILVER RESOURCES: Delays 2014 Annual Report
QUICKSILVER RESOURCES: Seeks to Honor Royalty Obligations
QUICKSILVER RESOURCES: Taps GCG as Claims and Noticing Agent
QUICKSILVER RESOURCES: To Pay Claims of Shippers & Warehousemen
RADIOSHACK CORP: Fitch Affirms & Withdraws D Issuer Default Rating
RADIOSHACK CORP: Retains DJM Real Estate to Dispose Properties
RADIOSHACK CORP: Standard General Says Bid is Retailer's Hope
RL ENTERPRISE: Voluntary Chapter 11 Case Summary
ROADMARK CORP: Hires Wyrick Robbins as Special Counsel
ROYAL ADHESIVES: S&P Retains 'B' CCR Following $40MM Loan Add-On
SABINE OIL: Delays 10-K, Hires Advisors to Explore Alternatives
SAINT JAMES BAPTIST: Case Summary & Top Unsecured Creditor
SCIENTIFIC GAMES: Incurs $234 Million Net Loss for 2014
SEARS HOLDINGS: Reports $1.81 Billion Net Loss in 2014
SIGA TECHNOLOGIES: Receives NASDAQ Delisting Notice
SIGNODE INDUSTRIAL: S&P Raises Sr. Secured Debt Rating to 'B+'
SILVERSUN TECHNOLOGIES: Unit Acquires ATR Assets
SOUTH LAKES DAIRY: Seeks Final Decree Closing Case
SRIVASTAVA REAL ESTATE: Case Summary & 6 Top Unsecured Creditors
STANDARD REGISTER: Has Interim OK to Tap BofA, Silver Point Loans
STATE FISH: Ch. 11 Trustee Hires Berkeley Research as Accountants
STATE FISH: Chapter 11 Trustee Hires Klee Tuchin as Counsel
STATE FISH: Creditors' Panel Hires Levene Neale as General Counsel
STATION CASINOS: S&P Revises Outlook to Stable & Affirms 'B' CCR
SUNRISE REAL ESTATE: Hires Kenne Ruan CPA as New Accountants
USA SYNTHETIC: Files for Ch. 11 to Sell Biz to Third Eye
USA SYNTHETIC: Proposes $766,000 Financing From Buyer
USA SYNTHETIC: Wants Sale Process Completed in 3 Months
VERMILLION INC: Has New Commercial Deal with Quest Diagnostics
VIRTUAL PIGGY: Reports $9.6 Million Net Loss for 2014
W/S PACKAGING: S&P Revises Outlook to Negative & Affirms 'B' CCR
WAFERGEN BIO-SYSTEMS: Reports $10.7 Million Net Loss for 2014
WAFERGEN BIO-SYSTEMS: Reports $3.3 Million Net Loss for Q4
WILLBROS GROUP: S&P Puts 'B-' CCR on CreditWatch Negative
WPCS INTERNATIONAL: Delays Form 10-Q for Jan. 31 Quarter
YELLOW CAB AFFILIATION: Case Summary & 10 Top Unsecured Creditors
Z TRIM HOLDINGS: Appoints Daniel Jeffery as Director
[*] HWA Bankruptcy Attorneys Named to 2015 Texas Rising Stars
[*] Repealing Like-Kind Exchange Rules to Hurt US Small Firms
[^] BOOK REVIEW: Transnational Mergers and Acquisitions
*********
544 SAN ANTONIO ROAD: Section 341(a) Meeting Set for April 14
-------------------------------------------------------------
A meeting of creditors in the bankruptcy case of 544 San Antonio
Road LLC will be held on April 14, 2015, at 10:00 a.m. at RM 5, 915
Wilshire Blvd., 10th Floor, Los Angeles, California.
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.
544 San Antonio Road filed a Chapter 11 bankruptcy petition (Bankr.
C.D. Cal. Case No. 15-13570) in Los Angeles, California, on March
9, 2015. The petition was signed by Benjamin Kirk as manager.
The Debtor estimated $10 million to $50 million in assets and debt.
The official schedules of assets and liabilities and statement of
financial affairs are due March 23, 2015, according to the docket.
David B Golubchik, Esq., at Levene Neale Bender Rankin & Brill LLP,
in Los Angeles, serves as the Debtor's counsel.
ALLIED NEVADA: Has Interim Authority to Obtain $35-Mil. in DIP Loan
-------------------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware gave Allied Nevada Gold Corp., et al., interim
authority to borrow an aggregate principal amount equal to
$35,000,000, from Wilmington Savings Fund Society, FSB, as
administrative agent and collateral agent for a consortium of
lenders, and use cash collateral securing their prepetition
indebtedness.
The Interim Order follows an agreement between the Debtors and
their secured lenders under which the DIP Facility was amended to
provide that as consideration for the Debtors' right to call their
commitments to fund the DIP Facility in accordance with their
Backstop DIP Shares, the Backstop DIP Lenders will receive from the
Debtors a nonrefundable put option payment equal to $2,340,000 or
3.0% of the Total DIP Commitment. The DIP Lenders will receive
from the Debtors a non-refundable upfront cash put option payment
in the aggregate amount of $780,000 or 1.0% of the Total DIP
Commitment and a non-refundable upfront put option payment in the
aggregate amount of $3,120,000 or 4.0% of the Total DIP
Commitment.
At the final hearing scheduled to be held on April 15, 2015, at
10:30 a.m., the Debtors will ask the Court for approval to obtain
postpetition secured debtor in possession financing of up to $78.0
million from certain holders of prepetition unsecured notes.
Objections to the entry of the final order must be filed with the
Court on or before April 8.
Counsel to the DIP Agent, DIP Lenders and Noteholder Ad Hoc Group
is:
Kritopher Hansen, Esq.
Brett Lawrence, Esq.
Jayme T. Goldstein, Esq.
STROOCK & STROOCK & LAVAN LLP
180 Maiden Lane
New York, NY 10038
E-mail: khansen@stroock.com
blawrence@stroock.com
jgoldstein@stroock.com
-- and --
Matthew B. Lunn, Esq.
YOUNG CONAWAY STARGATT & TAYLOR LLP
Rodney Square
1000 North King Street
Wilmington, DE 1980
E-mail: mlunn@ycst.com
Counsel to the Administrative Agent is:
Richard Mason, Esq.
John R. Sobolewski, Esq.
WACHTELL, LIPTON, ROSEN & KATZ
51 West 52nd Street
New York, NY 10019
E-mail: RGMason@wlrk.com
JRSobolewski@wlrk.com
-- and --
Dereck C. Abbott, Esq.
MORRIS, NICHOLDS, ARSHT & TUNNELL LLP
1201 N. Market Street
16th Floor
Wilmington, DE 19899-1347
E-mail: dabbott@mnat.com
Counsel to the Co-Collateral Agent:
Andrew Tenzer, Esq.
PAUL HASTINGS LLP
75 East 55th Street
New York, NY 10022
E-mail: andrewtenzer@paulhastings.com
Counsel to the Indenture Trustee:
Tina N. Moss, Esq.
PERKINS COIE LLP
30 Rockefeller Plaza
22nd Floor
New York, NY 10112-0085
E-mail: TMoss@perkinscoie.com
-- and --
Francis A. Monaco, Jr., Esq.
WOMBLE CARLYLE SANDRIDGE & RICE LLP
222 Delaware Ave., Suite 1501
Wilmington, DE 19801
E-mail: fmonaco@wcsr.com
A full-text copy of the Interim DIP Order with Budget is available
at http://bankrupt.com/misc/ALLIEDdip0312.pdf
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.
ALLIED NEVADA: S&P Lowers CCR to 'D' on Ch. 11 Bankruptcy Filing
----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Reno, Nevada-based Allied Nevada Gold Corp. to 'D'
from 'CCC'. S&P also lowered all issue-level ratings on the
company's debt issuances to 'D' from 'CCC'.
"The rating action follows the company's filing of a petition under
Chapter 11 of the U.S. Bankruptcy Code," said Standard & Poor's
credit analyst Chiza Vitta.
The 'D' rating on Allied Nevada reflects the company's default due
to its filing voluntary petitions for Chapter 11 bankruptcy
protection. The gold producer intends to work with creditors to
restructure its balance sheet. In addition, the company entered
into an agreement with certain noteholders on a $78 million
debtor-in-possession secured credit facility, which it expects will
be sufficient to support operations during the restructuring
process.
AMERICAN APPAREL: Delays Filing of 2014 Annual Report
-----------------------------------------------------
American Apparel, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its annual report on Form 10-K for the year ended
Dec. 31, 2014.
The Company disclosed it is engaged in discussions with its
revolving credit facility lender with respect to certain waivers
and amendments to such facility that, among other things, would
reset certain covenants going forward, permit the execution of the
previously disclosed $15 million credit agreement between one or
more entities affiliated with Standard General and one or more of
the Company's foreign subsidiaries as borrowers and waive
noncompliance with certain covenants.
The Company's staff and resources have been substantially committed
to those discussions and the outcome thereof would impact the
Company's financial statements disclosures as of and for the year
ended Dec. 31, 2014, and other information required to be disclosed
in the Annual Report. The Company intends to use the net proceeds
from the Standard General Credit Agreement to fund the Company's
near-term interest payments on certain of its indebtedness,
including the April interest payment on its senior secured notes,
and other liquidity needs. No assurances can be given that the
Company will be successful in obtaining those amendments and
waivers or in consummating the Standard General Credit Agreement
when expected, or at all.
In light of the foregoing, the process of completing the financial
statements and the related information required to be included in
the Annual Report could not be completed by the scheduled filing
deadline for the Annual Report.
Net sales for the year ended Dec. 31, 2014, are estimated at $609
million, a decrease of 4% from $634 million for the year ended Dec.
31, 2013.
Gross profit for the year ended Dec. 31, 2014, is estimated at $309
million, or 51% of net sales, as compared to $321 million, or 51%
of net sales, for the year ended Dec. 31, 2013. The decrease was
primarily attributable to lower net sales.
Operating expenses for the year ended Dec. 31, 2014, are estimated
at $337 million, or 55% of net sales, as compared to $350 million,
or 55% of net sales, for the year ended Dec. 31, 2013. The
decrease was primarily due to lower payroll from the Company's cost
reduction efforts and reduced expenditures on advertising and
promotional activities.
Loss from operations for the year ended Dec. 31, 2014, is estimated
at $28 million as compared to $29 million for the year ended Dec.
31, 2013. Lower operating expenses as discussed above were offset
by lower sales volume and higher retail store impairments.
Net loss for the year ended Dec. 31, 2014, is estimated at $69
million (approximately $0.43 per share) as compared with $106
million (approximately $0.96 per share) for the year ended
Dec. 31, 2013. The improvement was primarily due the decrease in
operating expenses, mark-to-market adjustments on the warrants, and
the loss on extinguishment of debt in 2013. As a result of the net
loss for 2014, stockholders' deficit as of December 31, 2014 is
estimated at $116 million, as compared with stockholders' deficit
of $77 million as of Dec. 31, 2013.
Net cash used in operating activities for the year ended Dec. 31,
2014, is estimated at $5 million as compared with $13 million for
the year ended Dec. 31, 2013. The decrease in cash used in
operating activities was mainly due to decreased inventory levels.
Cash provided by financing activities for the year ended Dec. 31,
2014 is estimated at $16 million compared to $34 million for the
year ended Dec. 31, 2013. In the first quarter of 2014, the
Company completed a public offering of its common stock for
approximately $28 million. In 2013, cash provided by financing
activities consisted primarily of proceeds from the issuance of the
senior secured notes and borrowings under the Capital One Credit
Facility, which amounts were used to repay borrowings under and
terminate the Company's prior credit agreements. Net decrease in
available cash for the year ended Dec. 31, 2014, is estimated at
$0.3 million.
As of Dec. 31, 2014, the Company estimates that it had
approximately $8 million in cash and $13 million of availability
for additional borrowings under the Capital One Credit Facility.
Additionally, the Company estimates that it had $34 million
outstanding on its $50 million Capital One Credit Facility.
As of March 13, 2015, the Company estimates that it had
approximately $6 million of availability for additional borrowings
under the Capital One Credit Facility.
About American Apparel
American Apparel is a vertically-integrated manufacturer,
distributor, and retailer of branded fashion basic apparel based
in downtown Los Angeles, California. As of Sept. 30, 2014,
American Apparel had approximately 10,000 employees and operated
245 retail stores in 20 countries including the United States and
Canada. American Apparel also operates a global e-commerce site
that serves over 60 countries worldwide at
http://www.americanapparel.com. In addition, American Apparel
operates a leading wholesale business that supplies high quality
T-shirts and other casual wear to distributors and screen
printers.
Amid liquidity problems and declining sales, American Apparel in
early 2011 reportedly tapped law firm Skadden, Arps, Slate,
Meagher & Flom and investment bank Rothschild Inc. for advice on a
restructuring.
In April 2011, American Apparel said it raised $14.9 million in
rescue financing from a group of investors led by Canadian
financier Michael Serruya and private equity firm Delavaco Capital
Corp., allowing the casual clothing retailer to meet obligations
to its lenders for the time being. Under the deal, the investors
were buying 15.8 million shares of common stock at 90 cents
apiece. The deal allows the investors to purchase additional
27.4 million shares at the same price.
American Apparel has been in the red as far back as 2010. The
Company reported a net loss of $106.3 million on $634 million
of net sales for the year ended Dec. 31, 2013, as compared with a
net loss of $37.3 million on $617 million of net sales for the
year ended Dec. 31, 2012. American Apparel posted a net loss of
$39.3 million on $547 million of net sales for the year ended
Dec. 31, 2011, compared with a net loss of $86.3 million on
$532.98 million of net sales during 2010. In 2011, American
Apparel announced a restatement of its 2009 financial reports.
The Company's balance sheet at Sept. 30, 2014, the Company had
$307.2 million in total assets, $395 million in total
liabilities and a $87.6 million total stockholders' deficit.
* * *
The TCR reported on Nov. 21, 2013, that Moody's Investors Service
downgraded American Apparel Inc.'s corporate family rating to
Caa2. The clothing retailer's probability of default was also
lowered one level and the outlook is negative.
As reported by the TCR on Sept. 2, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on Los Angeles-based
American Apparel Inc. to 'CCC-' from 'CCC'. The outlook is
negative.
"The downgrade reflects our assessment that a debt restructuring
appears inevitable within six months, absent unanticipated
significantly favorable changes in the company's circumstances,"
said Standard & Poor's credit analyst Ryan Ghose.
APPLIED MINERALS: Delays 2014 Form 10-K Over SEC Comment
--------------------------------------------------------
Applied Minerals, Inc., disclosed in a regulatory filing with the
Securities and Exchange Commission that it was unable to file its
annual report on Form 10-K for the fiscal year ended Dec. 31, 2014,
within the prescribed time period without unreasonable effort or
expense due to an unresolved SEC Staff comment. The comment,
raised as part of the staff's regular review process, deals with
the Company's capitalization of its fixed assets relating to its
new mill. The Company is continuing its ongoing written and verbal
discussions with the SEC.
About Applied Minerals
New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a
leading global producer of halloysite clay used in the development
of advanced polymer, catalytic, environmental remediation, and
controlled release applications. The Company operates the Dragon
Mine located in Juab County, Utah, the only commercial source of
halloysite clay in the western hemisphere. Halloysite is an
aluminosilicate clay that forms naturally occurring nanotubes.
Applied Minerals incurred a net loss of $13.06 million in 2013, a
net loss of of $9.73 million in 2012 and a net loss of $7.43
million in 2011.
As of Sept. 30, 2014, Applied Minerals had $9.04 million in total
assets, $12.5 million in total liabilities and a $3.44 million
total stockholders' deficiency.
Bankruptcy Warning
"The Company has had to rely mainly on the proceeds from the sale
of stock and convertible debt to fund its operations. If the
Company is unable to fund its operations through the
commercialization of its minerals at the Dragon Mine, there is no
assurance that it will be able to raise funds through the sale of
equity or debt. If so, it may have to file bankruptcy," according
to the Company's 2013 Annual Report filed with the U.S.
Securities and Exchange Commission.
AUBURN TRACE: Hires Lowenhaupt as Eviction Litigation Counsel
-------------------------------------------------------------
Auburn Trace, Ltd. seeks authorization from the U.S. Bankruptcy
Court for the Sourthern District of Florida to employ Kenneth
Lowenhaupt and the Law Offices of Lowenhaupt & Sawyers as special
eviction litigation counsel to the Debtor, nunc pro tunc to Feb.
20, 2015.
The Debtor is a Florida limited partnership that owns affordable
homes in Delray Beach, Florida. The Debtor owns the real property
located at 625 Auburn Circle W., Delray Beach, Florida 33444.
The Debtor seeks to employ the Firm as special eviction litigation
counsel to handle eviction proceedings, proceedings relating to
tenants' non-compliance with leases or other legal disputes
relating to actions regarding the Real Property.
The three primary attorneys handling the Debtor's evictions are
Rebecca Spinale, Kristine Sawyers and Mr. Lowenhaupt. The Firm has
agreed to perform the requested representation at their ordinary
and usual rates. The first stage of an eviction case ranges from
$387 to $412 per case depending on how many occupants are over the
age of eighteen in the household and the second stage is $135,
which includes the fee to pay the Sheriff to come to the property.
The Firm charges an additional flat fee of $275 per each case
scheduled for mediation. The Firm recognizes that compensation and
reimbursement are subject to approval and adjustment by the Court
in accordance with 11 U.S.C. section 330.b
Kenneth Lowenhaupt assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtors and their estates.
The firm can be reached at:
Kenneth Lowenhaupt, Esq.
LAW OFFICES OF LOWENHAUPT & SAWYERS
7765 SW 87th Avenue, Suite 201
Miami, FL 33173
Tel: (305) 412-5636
Auburn Trace filed a Chapter 11 bankruptcy petition (Bank. S.D.
Fla. Case No. 15-10317) on Jan. 7, 2015. The petition was signed
by Brian J. Hinners as president. The Debtor estimated assets of
$10 million to $50 million and liabilities of $1 million to $10
million. The case is assigned to Judge Paul G. Hyman, Jr. Bradley
S Shraiberg, Esq., at Shraiberg, Ferrara & Landau, P.A., serves as
the Debtor's counsel.
AWAL FINANCE: Chapter 15 Case Summary
-------------------------------------
Chapter 15 Debtor: Awal Finance Company (No. 5) Limited
c/o Chris Johnson Associates
P.O. Box 2499, Phase III Elizabethan Squ
80 Shedden Road
George Town Grand Cayman KY1-1104
Cayman Islands
Chapter 15 Case No.: 15-10652
Chapter 15 Petition Date: March 19, 2015
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Chapter 15 Petitioner's Counsel: David Molton, Esq.
BROWN RUDNICK LLP
7 Times Square
Times Square Tower
New York, NY 10036
Tel: 212-209-4800
Fax: 212-209-4801
Email: dmolton@brownrudnick.com
Estimated Assets: $50 million to $100 million
Estimated Debts: $100 million to $500 million
BLAKE FAMILY: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Blake Family Properties, LLC
1330 North Howe Street
Southport, NC 28461
Case No.: 15-01497
Chapter 11 Petition Date: March 18, 2015
Court: United States Bankruptcy Court
Eastern District of North Carolina
(Wilmington Division)
Judge: Hon. Stephani W. Humrickhouse
Debtor's Counsel: George M. Oliver, Esq.
OLIVER & CHEEK, PLLC
PO Box 1548
New Bern, NC 28563
Tel: 252 633-1930
Fax: 252 633-1950
Email: efile@ofc-law.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Charles E. Blake, Sr., member/manager.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nceb15-01497.pdf
BPI ENTERPRISES: Case Summary & 7 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: BPI Enterprises, Inc.
1264 Ocean Springs Road
Ocean Springs, MS 39564
Case No.: 15-50461
Chapter 11 Petition Date: March 18, 2015
Court: United States Bankruptcy Court
Southern District of Mississippi
(Gulfport-6 Divisional Office)
Judge: Hon. Katharine M. Samson
Debtor's Counsel: Nicholas Van Wiser, Esq.
BYRD & WISER
P O Box 1939
Biloxi, MS 39533
Tel: (228) 432-8123
Fax: (228)432-7029
Email: nwiser@byrdwiser.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Guy J. Mohler, president.
A list of the Debtor's seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/mssb15-50461.pdf
BUMBLE BEE HOLDINGS: Moody's Lifts CFR to B2, Outlook Stable
------------------------------------------------------------
Moody's Investors Service upgraded the Corporate Family Rating of
Bumble Bee Holdings, Inc. to B2 from B3, as well as its Probability
of Default Rating to B2-PD from B3-PD. At the same time, the
outlook was maintained at stable. As a result of this action, the
company's senior secured notes due 2017 were upgraded to B2 from B3
and its senior unsecured Holdco PIK Toggle notes were upgraded to
Caa1 from Caa2.
The upgrade primarily reflects improvement in the company's credit
metrics and operating performance, which Moody's expects to
continue in the near-to-intermediate term. Profitability has
strengthened despite top-line growth challenges, largely driven by
lower fish costs in concert with a demonstrated ability to hold
price while maintaining market share in a highly competitive
environment. The company's leverage and interest coverage have
largely improved via profitability growth and to a lesser extent
debt reduction, but Moody's anticipates that free cash flow will
continue to be used for deleveraging over time.
The company is in the process of being acquired by Thai Union
Frozen Products PCL, owner of the Chicken of the Sea brand of shelf
stable seafood products, for approximately $1.51 billion, but the
deal is subject to US antitrust approval. If the company's debt is
repaid in connection with the acquisition, Moody's would likely
withdraw the ratings at that time.
According to Moody's Analyst Brian Silver, "Bumble Bee has improved
its margins and cash flow generation, largely as a result of
effective price management in concert with easing input costs, most
notably albacore and skipjack, which have come down from relatively
high levels in the 2011-2012 periods. However, operating
performance remains susceptible to fish price volatility over
time."
The following ratings have been upgraded at Bumble Bee Holdings,
Inc.:
-- Corporate Family Rating to B2 from B3;
-- Probability of Default Rating to B2-PD from B3-PD;
-- $525 million 9% senior secured notes due 2017 to B2 (LGD4)
from B3 (LGD4).
The following ratings were upgraded at Bumble Bee Holdco S.C.A., a
parent company of Bumble Bee Holdings, Inc.:
-- $143 million senior unsecured Holdco PIK toggle notes due
2018 to Caa1 (LGD6) from Caa2 (LGD6).
-- The rating outlook is maintained at stable
The B2 Corporate Family Rating incorporates Bumble Bee's high but
improving financial leverage, aggressive financial policies,
limited category diversification, and the commodity-like nature of
the North American shelf stable seafood industry. The rating is
supported by Bumble Bee's top-tier position in the North American
shelf-stable seafood category, well-established brand names, and
low cost sourcing capabilities. In addition, the rating benefits
from Bumble Bee's historical ability to maintain relatively healthy
margins in a challenging operating environment, given its ability
to raise/maintain prices and focus on cost saving initiatives. The
rating incorporates Moody's expectation that the company will
generate positive free cash flow during the next twelve months and
continue to pay down debt over time.
The stable outlook reflects Moody's expectation that top-line
growth will be moderate and margins will not deviate materially
from current levels through 2015, assuming fish costs do not
experience rapid price movements.
The ratings could be upgraded if Bumble Bee is able to improve
profitability and reduce debt such that leverage is sustained below
4.5 times. In addition, the company must maintain at least a good
liquidity profile and continue to generate positive free cash flow.
The ratings could be downgraded if Bumble Bee's leverage
approaches 6.5 times or if liquidity deteriorates as evidenced by
increasing reliance on its ABL facility.
The principal methodology used in these ratings was Global Packaged
Goods published in June 2013. Other methodologies used include
Loss Given Default for Speculative-Grade Non-Financial Companies in
the U.S., Canada and EMEA published in June 2009.
Bumble Bee Holdings Inc., headquartered in San Diego, California,
is believed to be the largest producer and marketer of shelf-stable
seafood in North America and maintains a leading share in many
segments of the US and Canadian shelf-stable seafood categories,
including albacore tuna, light meat tuna, salmon, sardines, clams
and other specialty seafood products. T he company's products are
primarily branded under the Bumble Bee name in the US and Clover
Leaf and Brunswick names in Canada. Bumble Bee was acquired by
Lion Capital in December 2010. The company is in the process of
being acquired by Thai Union Frozen Products PCL, owner of the
Chicken of the Sea brand of shelf stable seafood products, for
approximately $1.51 billion, but the deal is subject to US
antitrust approval. Bumble Bee's revenues for the twelve months
ending September 27, 2014 were approximately $985 million.
CHAMPION INDUSTRIES: Incurs $468,000 Net Loss in Jan. 31 Qtr.
-------------------------------------------------------------
Champion Industries, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $468,000 on $14.8 million of total revenues for the three months
ended Jan. 31, 2015, compared with a net loss of $630,000 on $15.4
million of total revenues for the same period in 2013.
As of Jan. 31, 2015, Champion Industries had $23.7 million in total
assets, $20.95 million in total liabilities and $2.73 million in
total shareholders' equity.
As of Jan. 31, 2015, the Company had cash of $0.4 million. This is
compared to $0.8 million at the Company's fiscal year end Oct. 31,
2014.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/X34Wmw
About Champion Industries
Champion Industries, Inc., is engaged in the commercial printing
and office products and furniture supply business in regional
markets east of the Mississippi River. The Company also publishes
The Herald-Dispatch daily newspaper in Huntington, West Virginia
with a total daily and Sunday circulation of approximately 23,000
and 28,000.
Champion Industries reported a net loss of $1.13 million on $63.5
million of total revenues for the year ended Oct. 31, 2014,
compared to net income of $5.71 million on $72.3 million of total
revenues during the prior year.
CHASSIX HOLDINGS: Disclosure Statement Hearing Set for April 17
---------------------------------------------------------------
The hearing to consider approval of the Disclosure Statement
explaining Chassix Holdings, Inc., et al.'s prenegotiated Chapter
11 plan of reorganization is scheduled for April 17, 2015, at 11:00
a.m. (Eastern Time) before Judge Michael E. Wiles of the U.S.
Bankruptcy Court for the Southern District of New York.
Any objections or responses to the Proposed Disclosure Statement or
the Solicitation Procedures Motion must be in writing, filed with
the Court, and served on the parties so as to be received no later
than April 13.
Specifically, pursuant to the prearranged chapter 11 plan of
reorganization, the Debtors are proposing a restructuring that
will
achieve, among other things, approximately $250 million in
debtor-in-possession financing comprised of a new $150 million
revolving asset based lending facility to be provided by PNC Bank,
National Association and a new $100 million term loan (which will
convert to an exit term loan at emergence) to be provided by the
Debtors' prepetition secured noteholders, to facilitate operations
in Chapter 11.
The restructuring also aims to achieve an infusion of $50 million
by certain secured noteholders in the form of an additional exit
term loan at emergence, as well as a commitment from the ABL DIP
Lenders to work in good faith on acceptable terms for converting
the $150 million revolving asset based lending facility to an exit
asset based lending facility, that will provide ongoing liquidity
for the Debtors post-emergence; and the conversion of approximately
$375 million of the Debtors' senior secured notes and $158 million
of the Debtors' unsecured notes to equity.
The Plan treats claims and interests as follows:
-- Holders of Secured Note Claims ($395 million) are slated for
a 79.8% recovery. In accordance with the Global Settlement, the
holders of these claims will receive their pro rata share of
approximately 97.5% of the new common stock (subject to dilution).
-- Holders of Unsecured Note Claims ($158 million) are slated
to
recover 8.3%. The unsecured noteholders will receive their pro
rata share of 2.5% (subject to dilution) of the Reorganized
Debtors' new common stock and warrants to purchase an additional
5%
of the new common stock.
-- Holders of General Unsecured Trade Claims ($31 million) are
slated to recover 25 cents on the dollar. They will receive split
$1 million in cash, provided that any holder of the claims that
enters into an agreement to extend customary trade terms will
receive its pro rata share of the $1 million, and, in addition,
its
pro rata share of an additional $4 million.
-- Holders of Other General Unsecured Claims (Undetermined)
will
recover 5%. Holders of these claims will split $2 million in cash
provided that they vote in favor of the Plan. Those rejecting the
Plan will not receive anything.
-- Holders of Subordinated Securities Claims (N/A) will not
receive or retain any property under the Plan on account of those
claims.
-- Holders of existing Chassix Holdings Equity Interests will
not receive or retain any property under the Plan on account of
those interests.
Only holders of Secured Note Claims (Class 3), Unsecured Note
Claims (Class 4), and General Unsecured Trade Claims (Class 5),
and
Other General Unsecured Claims (Class 6) are entitled to vote on
the Plan. Holders of claims that are not impaired -- Other
Priority Claims (Class 1), Other Secured Claims (Class 2),
Intercompany Claims (Class 7), and Intercompany Interests (Class
8)
-- are deemed to accept the Plan. Holders of Subordinated
Securities Claims (Class 9) and Existing Holdco Equity Interests
(Class 10), who won't receive anything under the Plan, are deemed
to reject the Plan.
A copy of the Plan of Reorganization dated March 12, 2015, is
available for free at:
http://bankrupt.com/misc/Chassix_Plan.pdf
A copy of the Disclosure Statement dated March 12, 2015, is
available for free at:
http://bankrupt.com/misc/Chassix_Plan_Outline.pdf
The Debtors also propose the following confirmation dates:
Voting Deadline June 4, 2015
at 5:00 p.m.
Plan Objection Deadline June 4, 2015 at
5:00 p.m.
Confirmation Hearing June 18, 2015
at 10:00 a.m.
About Chassix Holdings
Chassix is a global manufacturer and supplier of aluminum and iron
chassis sub-frame components and powertrain products with both
casting and machining capabilities. Based in Southfield,
Michigan,
Chassix and its subsidiaries operate 23 manufacturing facilities
across six countries, providing safety critical automotive
components, having content on approximately 64% of the largest
platforms in North America. Their product mix maintains an even
balance among trucks, minivans and SUVs, as well as small and
medium size cars and cross-over vehicles.
For the twelve months ended Dec. 31, 2014, the Debtors generated
$1.37 billion in revenue on a consolidated basis. As of Dec. 31,
2014, the Debtors had $833 million in assets and $784 million in
liabilities on a consolidated basis.
Chassix Holdings, Inc., et al., sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-10578) in Manhattan on March 12,
2015, with a Chapter 11 plan that was negotiated with lenders and
customers.
Chassix Holdings estimated $500 million to $1 billion in assets
and
debt. The formal schedules of assets and liabilities are due
March
26, 2015.
The Debtors have tapped Weil, Gotshal & Manges LLP, as attorneys;
Lazard Freres & Co, LLC, as investment banker; FTI Consulting,
Inc.
to provide an interim CFO and additional restructuring services;
and Prime Clerk LLC, as claims and noticing agent.
CHASSIX HOLDINGS: Has Interim Authority to Tap $205MM in DIP Loans
------------------------------------------------------------------
Judge Michael E. Wiles of the U.S. Bankruptcy Court for the
Southern District of New York gave Chassix Holdings, Inc., et al.,
interim authority to obtain an initial aggregate principal amount
of up to $125,000,000 of the DIP ABL Facility and an amount not to
exceed an aggregate principal amount of up to $80,000,000 from the
DIP Term Loan Facility.
At the final hearing, scheduled to be held on April 7, 2015 at
11:00 a.m. (Eastern Time), the Debtors, other than Chassix Holdings
and UC Holdings, Inc., will seek final Court authority to obtain
postpetition financing consisting of (i) a senior secured
non-amortizing asset based revolving credit facility in the
principal amount of $150,000,000, including sub-facilities for
swingline loans in an amount equal to $10,000,000 and letters of
credit in an amount equal to $15,000,000, from PNC Bank, National
Association, as Agent for a syndicate of lenders, and (ii) a senior
secured non-amortizing new money term loan credit facility in the
aggregate principal amount of $100,000,000 from Cantor Fitzgerald
Securities, as Agent for a syndicate of Prepetition Secured
Noteholders.
The Debtors also obtained interim authority to use cash collateral
securing their prepetition indebtedness. As of the Petition Date,
the Debtors were indebted to the Prepetition ABL Lenders in the
aggregate principal amount of approximately $135,000,000, and to
the Prepetition Secured Noteholders in the aggregate principal
amount of $375,000,000.
Objections to the final approval of the financing request must be
submitted on March 30.
A full-text copy of the Interim DIP Order with Budget is available
at http://bankrupt.com/misc/CHASSIXcashcol0313.pdf
About Chassix Holdings
Chassix is a global manufacturer and supplier of aluminum and iron
chassis sub-frame components and powertrain products with both
casting and machining capabilities. Based in Southfield,
Michigan,
Chassix and its subsidiaries operate 23 manufacturing facilities
across six countries, providing safety critical automotive
components, having content on approximately 64% of the largest
platforms in North America. Their product mix maintains an even
balance among trucks, minivans and SUVs, as well as small and
medium size cars and cross-over vehicles.
For the twelve months ended Dec. 31, 2014, the Debtors generated
$1.37 billion in revenue on a consolidated basis. As of Dec. 31,
2014, the Debtors had $833 million in assets and $784 million in
liabilities on a consolidated basis.
Chassix Holdings, Inc., et al., sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-10578) in Manhattan on March 12,
2015, with a Chapter 11 plan that was negotiated with lenders and
customers.
Chassix Holdings estimated $500 million to $1 billion in assets
and
debt. The formal schedules of assets and liabilities are due
March
26, 2015.
The Debtors have tapped Weil, Gotshal & Manges LLP, as attorneys;
Lazard Freres & Co, LLC, as investment banker; FTI Consulting,
Inc.
to provide an interim CFO and additional restructuring services;
and Prime Clerk LLC, as claims and noticing agent.
COCRYSTAL PHARMA: Names Jeffrey Meckler as Interim CEO
------------------------------------------------------
Cocrystal Pharma, Inc., appointed Jeffrey Meckler as interim chief
executive officer effective with the filing of the Company's Form
10-K, which will take place in late March 2015, according to a
document filed with the Securities and Exchange Commission. In
addition to serving as interim chief executive officer, Mr. Meckler
will continue to serve as a director of the Company.
Mr. Meckler will be replacing Dr. Gary Wilcox, who is stepping down
as chief executive officer due to medical reasons. On March 11,
2015, Dr. Wilcox also ceased to serve as Co-Chairman of the Board
of Directors. Dr. Wilcox will continue to serve as a director and
senior advisor to the Company and was appointed as Vice Chairman of
the Board of Directors. Dr. Raymond F. Schinazi, formerly
Co-Chairman of the Board, will now serve as Chairman of the Board.
Since November 2014, Mr. Meckler has been a director of the
Company. Since 2009, Mr. Meckler has been the managing director of
The Andra Group, a life sciences consulting firm. Since 2012, Mr.
Meckler has served on the Board of Directors of QLT, Inc., an
ultra-orphan ophthalmic biotechnology company and since 2014, he
has also served on the Board of Directors of Retrophin, Inc., also
an orphan biopharmaceutical company focused on the treatment of
catastrophic diseases. Previously, from 2011 to 2012, Mr. Meckler
acted as a Director and Interim CEO of Cypress Bioscience Inc.
after its acquisition by Royalty Pharma. He also served as a
Director of ClearFarma USA from 2010 to 2012, Kyalin Bioscience
from 2011 to 2012 and Alveolus Inc. from 2007 to 2009.
On March 13, 2015, in connection with his appointment, Mr. Meckler
entered an employment agreement with the Company, which was amended
on March 17, 2015, for purposes of clarification. Under the terms
of the Agreement, Mr. Meckler will receive a salary of $20,000 a
month in addition to compensation for his services as a director.
Effective March 23, 2015, Mr. Meckler will also receive a grant of
an option to purchase up to 1,750,000 shares of the Company's
common stock, vesting in six approximately equal monthly
installments beginning on the one-month anniversary of the date of
grant. Mr. Meckler will also be eligible to receive a
discretionary bonus of up to $100,000 based on performance criteria
to be established by the Board of Directors. The Agreement has an
initial term of six months, subject to renewal upon mutual
agreement of the Company and Mr. Meckler.
About Cocrystal Pharma
Cocrystal Pharma, Inc., formerly known as Biozone Pharmaceuticals,
Inc., is a pharmaceutical company with a mission to discover novel
antiviral therapeutics as treatments for serious and/or chronic
viral diseases. Cocrystal Pharma employs unique technologies and
Nobel Prize winning expertise to create first- and best-in-class
antiviral drugs. These technologies and the Company's market-
focused approach to drug discovery are designed to efficiently
deliver small molecule therapeutics that are safe, effective and
convenient to administer.
The Company's primary business going forward is to develop novel
medicines for use in the treatment of human viral diseases.
Cocrystal has been developing novel technologies and approaches to
create first-in-class and best-in-class antiviral drug candidates
since its initial funding in 2008. Subsequent funding was
provided to Cocrystal Discovery, Inc., by Teva Pharmaceuticals
Industries, Ltd., or Teva, in 2011. The Company's focus is to
pursue the development and commercialization of broad-spectrum
antiviral drug candidates that will transform the treatment and
prophylaxis of viral diseases in humans. By concentrating the
Company's research and development efforts on viral replication
inhibitors, the Company plans to leverage its infrastructure and
expertise in these areas.
Biozone incurred a net loss of $19.6 million in 2013, a net loss
of $7.96 million in 2012, and a net loss of $5.45 million in 2011.
As of Sept. 30, 2014, the Company had $11.6 million in total
assets, $7.65 million in total liabilities and $3.97 million in
total stockholders' equity.
CRYOPORT INC: Obtains $520,000 From Private Placement
-----------------------------------------------------
Cryoport, Inc., disclosed with the Securities and Exchange
Commission that from Feb. 25, 2015, to March 17, 2015, it entered
into definitive agreements for a private placement of its
securities to certain institutional and accredited investors for
aggregate gross proceeds of $599,648 (approximately $520,144 after
estimated cash offering expenses) pursuant to certain Subscription
Agreements between the Company and the InvestorS. The Company
intends to use the net proceeds for working capital purposes.
Pursuant to the Subscription Agreement, the Company issued shares
Class B Preferred Stock and warrants to purchase common stock of
the Company. The shares and warrants were issued as a unit
consisting of (i) one share of Class B Preferred Stock of the
Registrant and (ii) one warrant to purchase eight shares of Common
Stock at an exercise price of $0.50 per share, which will be
immediately exercisable and may be exercised at any time on or
before May 31, 2020. A total of 49,971 Units were issued in
exchange for gross proceeds of $599,648 or $12.00 per Unit.
Emergent Financial Group, Inc. served as the Company's placement
agent in this transaction and received, with respect to gross
proceeds received from the Investors, a commission of 10% and a
non-accountable finance fee of 3% of the aggregate gross proceeds
received from those Investors, plus reimbursement of legal expenses
of up to $5,000. Emergent Financial Group, Inc. will also be
issued a warrant to purchase three shares of Common Stock at an
exercise price of $0.50 per share for each Unit issued in this
transaction.
About Cryoport
Lake Forest, Calif.-based CryoPort, Inc. (OTC BB: CYRX) provides
comprehensive solutions for frozen cold chain logistics, primarily
in the life science industries. Its solutions afford new and
reliable alternatives to currently existing products and services
utilized for bio-pharmaceuticals and biologics, including in-vitro
fertilization, cell lines, vaccines, tissue and other commodities
requiring a reliable frozen solution.
Cryoport reported a net loss of $19.6 million on $2.65 million of
revenues for the year ended March 31, 2014, as compared with a net
loss of $6.38 million on $1.10 million of revenues for the year
ended March 31, 2013.
The Company's balance sheet at Dec. 31, 2014, showed $1.87 million
in total assets, $2.98 million in total liabilities, and a
stockholders' deficit of $1.12 million.
KMJ Corbin & Company LLP, in Costa Mesa, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended March 31, 2014. The independent
auditors noted that the Company has incurred recurring operating
losses and has had negative cash flows from operations since
inception. Although the Company has cash and cash equivalents of
$369,581 at March 31, 2014, management has estimated that cash on
hand, which include proceeds from convertible bridge notes
received in the fourth quarter of fiscal 2014, will only be
sufficient to allow the Company to continue its operations into
the second quarter of fiscal 2015. These matters raise
substantial doubt about the Company's ability to continue as a
going concern, the auditors maintained.
DEB STORES: Plan Filing Exclusivity Extended to Aug. 3
------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware ordered that no party, other than Deb Stores Holdings LLC,
et al., may file any plan of reorganization through and including
Aug. 3, 2015, and no party, other than the Debtors, may solicit
votes to accept a proposed plan of reorganization filed from March
18 through and including Sept. 30.
According to Laura Davis Jones, Esq., at Pachulski Stang Ziehl &
Jones LLP, the Debtors require additional time to propose a plan
because, since the inception of the bankruptcy cases, their goal
has been to achieve a sale of their assets. To that end, their
efforts have been and continue to be directed toward marketing
their remaining assets that have not yet been sold, Ms. Jones tells
the Court.
About Deb Stores
Headquartered in Philadelphia, Pennsylvania, Deb Stores is a
mall-based retailer in the juniors "fast-fashion" specialty sector
that operates under the name "DEB" and offers moderately priced,
fashionable, coordinated women's sportswear, dresses, coats,
lingerie, accessories and shoes for junior and plus sizes. The
company, founded by Philip Rounick and Emma Weiner, opened its
first store under the name JOY Hosiery in Philadelphia,
Pennsylvania in 1932. As of Sept. 30, 2014, the company operated a
total of 295 retail store locations (primarily in the East and
Midwest, especially Pennsylvania, Ohio and Michigan) as well as an
e-commerce channel.
On June 26, 2011, Deb Stores' predecessors -- DSI Holdings Inc. and
its subsidiaries -- sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 11-11941) and closed the sale of the assets three
months later to Ableco Finance, LLC, the agent for the first lien
lenders.
Deb Stores Holding LLC and eight affiliated companies commenced
Chapter 11 bankruptcy cases in Delaware on Dec. 4, 2014. The
Debtors are seeking to have their cases jointly administered, with
pleadings maintained on the case docket for Deb Stores Holding
(Case No. 14-12676). The cases are assigned to Judge Mary F.
Walrath.
Laura Davis Jones, Esq., Colin R. Robinson, Esq., at and Peter J.
Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington,
Delaware, serve as counsel to the Debtors. Epiq Bankruptcy
Solutions, LLC, is the claims and noticing agent.
As of Dec. 31, 2014, the Debtors' most recent audited consolidated
financial statements reflected assets totaling $90.5 million and
liabilities totaling $120.1 million.
The Official Committee of Unsecured Creditors tapped Cooley LLP as
its lead counsel; Drinker Biddle & Reath LLP as its co-counsel; and
Zolfo Cooper, LLC as its bankruptcy consultants and financial
advisors.
DPX HOLDINGS: S&P Retains 'B' CCR Following EUR150MM Loan Add-On
----------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on Durham,
N.C.–based pharmaceutical contract services provider DPx Holdings
B.V., including its 'B' corporate credit rating, are not affected
by the company's announcement that it will issue an incremental
EUR150 million first-lien term loan add-on to fund the acquisition
of Florence, S.C.-based active pharmaceutical ingredient
manufacturer IRIX Pharmaceuticals Inc. The transaction is expected
to close in the second quarter of 2015. S&P's rating on the term
loan remains 'B' with a '3' recovery rating, which indicates S&P's
expectation for meaningful recovery (in the lower end of the 50% to
70% range) in the event of default.
While the additional debt further increases leverage above 7x, the
transaction is consistent with S&P's assessment of DPx's financial
risk profile as "highly leveraged" and S&P's expectations that DPx
will continue to be aggressive in pursuing acquisitions that
further strengthen and broaden its drug manufacturing and
development services. IRIX further adds to DPx's development and
manufacturing capabilities for active pharmaceutical ingredients in
the U.S. S&P's "fair" business risk assessment remains unchanged.
RECOVERY ANALYSIS
Key analytical factors
-- S&P has updated its recovery analysis and its recovery
ratings are unchanged despite the modest change in the
capital structure. The incremental EUR150 million euro
tranche will benefit from the same guarantee and security
package as the existing first lien facilities, which has
increased with the addition of the Irix assets.
-- The recovery rating of '3' on the senior secured credit
facilities reflects S&P's expectation for meaningful (50% to
70%) recovery in the event of a default. S&P estimates
that, for the company to default, EBITDA would need to
decline significantly, stemming from increased competition
or damage to the company's market reputation.
Simulated default and valuation assumptions (US$ mil.)
-- Simulated year of default: 2018
-- EBITDA at emergence: 226
-- EBITDA multiple: 6.0x
Simplified waterfall
-- Net enterprise value (after 7% admin. costs): 1,262
-- Valuation split in % (Obligors/Non-obligors): 74/26
-- Nonobligor liabilities: 159
----------------------------------------------------------
-- Collateral value available to first-lien creditors: 1,048
-- Secured first-lien debt: 1,884
-- Recovery expectations: 50% to 70% (in the lower half of the
range)
----------------------------------------------------------
-- Collateral value available to unsecured lenders: 56
-- Unsecured debt: 467
-- Total unsecured claims: 1,595
-- Recovery expectations: 0% to 10%
Notes: All debt amounts include six months of prepetition interest.
Collateral value equals asset pledge from obligors plus pro rata
share in nonobligor equity after nonobligor liabilities.
RATINGS LIST
DPx Holdings B.V.
Corporate Credit Rating B/Stable/--
Rating Unchanged After Add-On
DPx Holdings B.V.
EUR470 Mil. First-Lien Term Loan B
Recovery Rating 3L
ESCO MARINE: Seeks to Employ Langley & Banack as Bankruptcy Counsel
-------------------------------------------------------------------
ESCO Marine, Inc., et al., seek authority from the U.S. Bankruptcy
Court for the Southern District of Texas, Corpus Christi Division,
to employ Langley & Banack, Inc., as attorneys.
As counsel, L&B will:
(a) take all necessary action to protect and preserve the estate
of the Debtor, including the prosecution of actions, the defense of
any action commenced against the Debtor, the negotiation of
disputes in which the Debtor is involved, and the preparation of
objections to claims filed;
(b) prepare on behalf of the Debtor all necessary motions,
applications, answers, orders, reports, and papers in connection
with the administration and prosecution of the Debtor's case;
(c) advise the Debtor in respect of bankruptcy, real estate, oil
and gas, regulatory, labor law, intellectual property, licensing,
and tax matters or other services as requested; and
(d) perform all other necessary legal services in connection
with the case.
The primary attorneys and paralegals within L&B who will represent
the Debtor and their current standard hourly rates are the
following:
R. Glen Ayers, Esq., Shareholder $500
David S. Gragg, Esq., Shareholder $475
Steven R. Brook, Esq., Shareholder $400
Allen M. DeBard, Esq., Associate $275
Natalie F. Wilson, Esq., Associate $275
Cathi Johnston $125
Gricelda M. Gonzalez, Legal Assistant $100
L&B will also be reimbursed for any necessary out-of-pocket
expenses.
R. Glen Ayers, Esq., assures the Court that his firm do not have
any other connection with or any interest adverse to the Debtor,
its creditors, or any other party-in-interest. Mr. Ayers adds that
prepetition, L&B received a total retainer of $50,000.
The firm may be reached at:
R. Glen Ayers, Esq.
David S. Gragg, Esq.
Steven R. Brook, Esq.
Allen M. DeBard, Esq.
Natalie F. Wilson, Esq.
LANGLEY & BANACK, INC.
745 E. Mulberry, Suite 900
San Antonio, TX 78212
Tel: (210) 736-6600
Fax: (210) 735-6889
Email: gayers@langleybanack.com
dgragg@langleybanack.com
sbrook@langleybanack.com
adebard@langleybanack.com
nwilson@langleybanack.com
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.
FCC HOLDINGS: Court Confirms Ch. 11 Plan of Liquidation
-------------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware on March 18, 2015, confirmed the first amended
joint plan of orderly liquidation of FCC Holdings, Inc., and its
debtor affiliates after determining that the plan satisfies the
confirmation requirements under Section 1129 of the Bankruptcy
Code.
The Plan embodies a settlement agreement by and between the
Debtors, Bank of Montreal, as agent on behalf of the Lenders, IEC
Corporation, which purchased some of the Debtors' assets, and the
Official Committee of Unsecured Creditors over the resolution of
the cases. In particular, the Debtors, the Agent on behalf of the
Lenders, IEC and the Committee have agreed to the releases of
claims and other liabilities set forth in the Plan and in the Final
Cash Collateral Order. Further, the Debtors, the Agent on behalf
of the Lenders, IEC and the Committee have agreed that (i) IEC will
fund $100,000 to a liquidating trust, and (ii) IEC will acquire any
and all potential preference actions against non-insiders under
Section 544 and 547 of the Bankruptcy Code, and will covenant not
to pursue those actions.
The Plan Confirmation Order provides that the Texas Comptroller
will have an Allowed Administrative Claim in the amount of $21,351,
payable on or as soon as practicable after the Effective Date and
the Debtors will not be required to file a final franchise tax
return in Texas. The Texas Comptroller releases any further tax
liability with respect to those periods and tax types; and the
Debtors release the Texas Comptroller from all claims relating to
those periods and tax types, including any rights of refund.
With respect to any Allowed Priority Tax Claim of the State of
Michigan, Department of Treasury, in the event that the Debtors or
the Liquidating Trustee elect to pay the Allowed Priority Tax Claim
over time, the Debtors and the Liquidating Trustee agree to pay
interest on the Allowed Priority Tax Claim at a rate of 4.25%.
With respect to any Allowed Priority Tax Claim of the State of
Nevada, Department of Taxation, in the event that the Debtors or
the Liquidating Trustee elect to pay the Allowed Priority Tax Claim
over time, the Debtors and the Liquidating Trustee agree to pay
interest on the Allowed Priority Tax Claim at a rate of 0.75%
monthly or, alternatively, 9% annually.
About FCC Holdings
FCC Holdings, Inc., and its affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 14-11987) on Aug. 25, 2014.
Headquartered in Ft. Lauderdale, Florida, FCC and its affiliates
provide quality postsecondary education in fourteen states. The
FCC schools were started by David Knobel in 1994 in Fort
Lauderdale, Florida, and, as of the bankruptcy filing, are owned by
Greenhill Capital Partners.
Prior to the Petition Date, the Company, which currently operates
under the name "Anthem Education," had three sets of schools -- the
14 Florida Career College schools; the 22 Anthem Education schools;
and the 5 US Colleges schools.
The Debtors' outstanding secured obligations are $49 million, plus
interest and fees, comprised of: Tranche A Loans of $18.6 million,
Tranche B Loans of $29.1 million, and existing letters of credit of
$1.39 million. The Debtors also have unsecured debt of $15
million.
Judge Christopher S. Sontchi is assigned to the Chapter 11 cases.
The Debtors have tapped Dennis A. Meloro, Esq., at Greenberg
Traurig, LLP, as counsel, and KCC as claims and notice agent.
The U.S. Trustee has appointed three members to the Official
Committee of Unsecured Creditors. Womble Carlyle Sandridge & Rice,
LLP, and Ottenbourgh P.C., serve as its co-counsel.
FEDERATION EMPLOYMENT: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Federation Employment and Guidance Service, Inc.
dba FEGS
445 Oak Street
Copiague, NY 11726
Case No.: 15-71074
Type of Business: A not-for-profit health and human services
organization which provides a broad range of
health and social services to more than 120,000
individuals annually in the areas of behavioral
health, disabilities, housing, home care,
employment/workforce, education, youth and
family services.
Chapter 11 Petition Date: March 18, 2015
Court: United States Bankruptcy Court
Eastern District of New York (Central Islip)
Judge: Hon. Robert E. Grossman
Debtor's Counsel: Burton S Weston, Esq.
GARFUNKEL, WILD, P.C.
111 Great Neck Road
Great Neck, NY 11021
Tel: (516) 393-2588
Fax: (516) 466-5964
Email: bweston@garfunkelwild.com
Debtor's TOGUT, SEGAL & SEGAL, LLP
Co-Counsel:
Debtor's J&L CONSULTING, LLC
Restructuring
Advisor:
Debtor's CROWE HORWATH, LLP
Forensic
Auditor:
Debtor's RUST CONSULTING/OMNI BANKRUPTCY
Claims and
Noticing
Agent:
Estimated Assets: $100 million to $500 million
Estimated Debts: $100 million to $500 million
The petition was signed by Kristin Woodlock, chief executive
officer.
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Oxford Health Plans, Inc. Trade Debt $4,205,708
48 Monroe Turnpike
Trumbell, CT 06611
Attn: Lisa Tatta
New York State Office Loan $2,341,538
of Mental Health
44 Holland Avenue
Albany, New York 12229
Attn: Joshua Pepper, Deputy
Commissioner and Counsel
FOJP Service Corp. Trade Debt $1,346,800
28 East 28th Street
New York, New York 10016
Peter A. Kolbert
Senior Vice President
Claim & Litigation Services
Tel: 212.891-0733
Bronx Lebanon Trade Debt $665,000
Hospital Center
1276 Fulton Avenue
Bronx, New York 10456
Victor DeMarco
Chief Financial Officer
Netsmart Technologies, Inc. Trade Debt $600,000
1 Penn Plaza, Suite 1700
New York, New York 10119
Mike Valentine
CEO
Tel: 913.626.2809
Next Source, Inc. Trade Debt $453,836
1040 Avenue of the
Americas, 24th Floor
New York, New York 10018
Natalie Vlakancic
Implementation Manager
Tel: 212.736.5780 ext 2323
Interagency Council Trade Debt $308,251
150 West 30th Street
New York, New York
10001
Peter Pierri
Executive Director
Tel: 212.645.6360
Loeb & Troper Trade Debt $236,000
American Express Trade Debt $203,873
Department of Housing and Loan $137,000
Urban Development
Michell/Martin, Inc. Trade Debt $108,600
Coordinated Behavioral Care Trade Debt $100,340
Ultimate Psychological Trade Debt $98,873
Driscoll/Metropolitan Foods Trade Debt $94,012
Executive Cleaning Services Trade Debt $92,770
147 Corp. Trade Debt $95,650
Aetna, Inc. Trade Debt $77,811
Coned Solutions Trade Debt $76,344
North Shore LIJ Heath System Trade Debt $75,805
Montefiore Medical Center Trade Debt $57,231
FRED FULLER: Taps Boivin & Associates as 2014 401(k) Auditor
------------------------------------------------------------
Fred Fuller Oil & Propane Co. Inc. asks the U.S. Bankruptcy Court
for the District of New Hampshire for permission to employ Steven
R. Boivin, CPA, and Boivin & Associates, CPAs, PLLC, to serve as
its 401(k) auditor.
Mr. Boivin and the firm will audit the Debtor's 401(k) profit
sharing plan for the year ended Dec. 31, 2014. The Debtor proposes
to pay a flat fee of $5,000 for the 2014 audit and additional flat
fee of $5,000 for the final audit in 2015.
The Debtor assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
Mr. Boivin can be reached at:
Steven R. Boivin, CPA
Boivin & Associates, CPAs, PLLC
395 Daniel Webster Hwy, Unit 6
Merrimack, NH 03054
Tel: (603) 424-0705
Email: Steve@Boivincpa.com
About Fred Fuller Oil
Hudson, New Hampshire-based Fred Fuller Oil & Propane Co., Inc.,
the largest heating oil company in the state, serving about 30,000
New Hampshire customers. It sought Chapter 11 protection (Bankr.
D. N.H. Case No. 14-12188) in Manchester, New Hampshire, on Nov.
10, 2014, without stating a reason. It estimated $10 million to
$50 million in assets and debt. The Nov. 10, 2014 court filing
shows that the Debtor has about $13.5 million in debts. Jeremy
Blackman at Concord Monitor reports that the Debtor owes more than
$276,000 to Harvard Pilgrim Health Care and nearly $94,000 to the
city of Laconia and the towns of Hudson, Milford and Northfield.
According to Concord Monitor, the bankruptcy case was initially
filed on Nov. 10 under Chapter 7, but that has since been
terminated and replaced with a Chapter 11 restructuring proposal.
William S. Gannon, Esq., at William S. Gannon PLLC, in Manchester,
serves as counsel to the Debtor. Fredrick J. Fuller, the
president, signed the bankruptcy petition.
GELTECH SOLUTIONS: Issues $175,000 Conv. Note to Mr. Reger
----------------------------------------------------------
GelTech Solutions, Inc. disclosed in a Form 8-K filing with the
Securities and Exchange Commission that it issued [President
Michael] Reger a $175,000 7.5% secured convertible note in
consideration for a $175,000 loan on March 11, 2015. The note is
convertible at $0.27 per share and matures on Dec. 31, 2020.
Repayment of the note is secured by all of the Company's assets
including its intellectual property and inventory in accordance
with a secured line of credit agreement between the Company and Mr.
Reger. Additionally, the Company issued Mr. Reger 324,074 two-year
warrants exercisable at $2.00 per share.
All of the securities were issued without registration under the
Securities Act of 1933 in reliance upon the exemption provided in
Section 4(a)(2) and Rule 506(b) thereunder.
About GelTech
Jupiter, Fla.-based GelTech Solutions. Inc., is a Delaware
corporation organized in 2006. The Company markets four products:
(1) FireIce(R), a water soluble fire retardant used to protect
firefighters, structures and wildlands; (2) Soil2O(R) 'Dust
Control', its new application which is used for dust mitigation in
the aggregate, road construction, mining, as well as, other
industries that deal with daily dust control issues; (3)
Soil2O(R), a product which reduces the use of water and is
primarily marketed to golf courses, commercial landscapers and the
agriculture market; and (4) FireIce(R) Home Defense Unit, a system
for applying FireIce(R) to structures to protect them from
wildfires.
The Company reported a net loss of $950,000 on $111,000 of sales
for the three months ended Sept. 30, 2014, compared with a net
loss of $1.91 million on $530,800 of sales for the same period
last
year.
The Company's balance sheet at Dec. 31, 2014, showed $1.5 million
in total assets, $2.81 million in total liabilities, and a total
stockholders' deficit of $1.31 million.
GREENWAY CREEK: Case Summary & 13 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Greenway Creek Golf Course, Inc.
PO Box 1069
Glade Spring, VA 24340-1069
Case No.: 15-70329
Chapter 11 Petition Date: March 18, 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: $1.42 million
Total Liabilities: $900,811
The petition was signed by Jeffrey A. Casey, president.
A list of the Debtor's 13 largest unsecured creditors is available
for free at http://bankrupt.com/misc/vawb15-70329.pdf
HYDROCARB ENERGY: Signs Employment Agreement with CEO
-----------------------------------------------------
Hydrocarb Energy Corp. disclosed in a Form 8-K report with the
Securities and Exchange Commission that it entered into an
executive employment agreement with Kent P. Watts to serve as the
Company's chief executive officer effective as of Jan. 20, 2015.
Mr. Watts had been serving as the Company's chief executive officer
since August 2014 without an employment agreement. The agreement,
which was also approved by the Company's senior lender, provides
for the payment to Mr. Watts of a salary of $250,000 per year
(increasing by $75,000 per year in the event the Company's common
stock trades on any stock exchange); a bonus of $200,000 (subject
to certain requirements in the agreement) once the Company has
raised $9.4 million in total funding, provided such funding is
obtained between Aug. 1, 2014, and July 31, 2015, and a bonus of 2%
of the first $10 million raised in debt or equity; 1% of the next
funds raised in debt or equity between $10 million and $25 million;
and 1/2% for all funds raised above $25 million, all of which may
be paid to Mr. Watts at his option in cash, shares of common stock
or preferred stock.
The agreement remains in effect until July 31, 2017. Upon the
occurrence of a "change of control" of the Company, as defined in
the agreement, and the termination of employment by Mr. Watts or
the Company in connection therewith, or in the event the Company
terminates the agreement without cause, the Company is required to
pay Mr. Watts his then current salary plus insurance for the lesser
of one year or the remaining term of the agreement. Mr. Watts has
agreed to not require the Company to pay him any of the amounts
that he would have been due under the terms of the agreement from
Jan. 20, 2015, until the date the agreement was entered into until
such time as the Company raises additional funds.
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.
I.E.C. RENTALS: Section 341 Meeting Set for April 22
----------------------------------------------------
There will be a meeting of creditors of I.E.C. Rentals, Inc.
on April 22, 2015, at 3:00 p.m. at Ft. Myers, FL (892) - 2-101
United States Courthouse, 2110 First Street. Deadline to file
proofs of claim is July 6, 2015.
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.
I.E.C. Rentals, Inc., sought Chapter 11 protection (Bankr. M.D.
Fla. Case No. 15-02491) in Ft. Myers, Florida, on March 12, 2015,
without stating a reason.
Naples, Florida-based I.E.C. Rentals estimated $10 million to $50
million in assets and less than $10 million in debt.
According to the docket, the Chapter 11 plan and disclosure
statement are due by July 10, 2015.
Robert E. Cadenhead signed the petition as director. The Debtor is
represented by Joey M Grant, Esq., at Marshall Socarras Grant, in
Boca Raton, Florida, as counsel.
INERGETICS INC: Issues $150,000 Promissory Note to 31 Group
-----------------------------------------------------------
Inergetics, Inc., executed a securities purchase agreement with 31
Group, LLC pursuant to which the Company received $150,000 in gross
proceeds and issued a 12% subordinated convertible promissory note
to the Investor in the principal amount of $150,000, according to a
document filed with the Securities and Exchange Commission.
Principal and interest (at the rate of 12% per annum) is due and
payable under the Note on March 9, 2016.
Principal and accrued but unpaid interest is convertible into
shares of the Company's Common Stock at a price equal the lesser of
a 38% discount from the lowest trading price in the 10 days prior
or a fixed price of $.35 (subject to adjustments as provided in the
Note). The Conversion Price is subject to downward adjustment upon
the occurrence of a number of events as set forth in the Note,
including the sale (or announcement of the sale) of shares of
Common Stock or instruments exercisable or convertible into Common
Stock other than "Exempt Issuances" (as defined in the Note) at an
effective price per share that is lower than the then Conversion
Price (a "Dilution Event"). Upon the occurrence of a Dilutive
Event, the Conversion Price will be reduced to equal the lowest
price per share under the Dilution Event. If the Common Stock is
chilled for deposit at DTC and/or becomes chilled at any point
while the Agreement remains outstanding, an additional 8% discount
will be attributed to the Conversion Price. The Company is subject
to liquidated damages (as computed in the Note) if shares are not
delivered in the manner and timeframe required by the Note.
As long as any amount under the Note remains outstanding, absent
the approval of all of the holders of the outstanding Note, the
Company is subject to certain negative covenants as set forth in
the Note.
The Note provides that the Investor shall not have the right to
convert any portion of the Note, to the extent that after giving
effect to that conversion, it would beneficially own in excess of
9.99% of the number of shares of the Common Stock outstanding
immediately after giving effect to that conversion. This provision
may be waived by the Investor upon not less than 61 days' prior
notice to the Company.
About Inergetics Inc.
Paramus, N.J.-based Inergetics, Inc., formerly Millennium
Biotechnologies Group, Inc., is a holding company for its
subsidiary Millennium Biotechnologies, Inc. Millennium is a
research based bio-nutraceutical corporation involved in the field
of nutritional science. Millennium's principal source of revenue
is from sales of its nutraceutical supplements, Resurgex Select(R)
and Resurgex Essential(TM) and Resurgex Essential Plus(TM) which
serve as a nutritional support for immuno-compromised individuals
undergoing medical treatment for chronic debilitating diseases.
Millennium has developed Surgex for the sport nutritional market.
The Company's efforts going forward will focus on sales of Surgex
in powder, bar and ready to drink forms.
Inergetics reported a net loss applicable to common shareholders
of $5.74 million in 2013 following a net loss applicable to common
shareholders of $5.45 million in 2012.
As of Sept. 30, 2014, the Company had $2.16 million in total
assets, $15.8 million in total liabilities, $8.95 million in
preferred stock, and a $22.6 million total stockholders' deficit.
MALIBU ASSOCIATES: Section 341(a) Meeting Scheduled for April 16
----------------------------------------------------------------
There will be a meeting of creditors in the bankruptcy case of
Malibu Associates, LLC on April 16, 2015, at 9:00 a.m. at 128 E
Carrillo St., Santa Barbara, California.
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 Malibu Associates
Headquartered in Malibu, California, Malibu Associates, LLC, owns
the Malibu Golf Club. The club has a restaurant and clubhouse, in
addition to an 18-hole golf course, on its 650-acre property in
the Santa Monica Mountains.
Malibu Associates sought Chapter 11 protection (Barnk. C.D. Cal.
Case No. 15-10477) in Santa Barbara, California, on March 10,
2015, disclosing $76.2 million in total assets and $47.8 million in
total liabilities. Thomas Hix, the managing member of the Debtor,
signed the bankruptcy petition.
The Debtor owns real property located at 901 Encinal Canyon Road,
Malibu, California. The property secures a $46.8 million debt to
U.S. Bank, National Association, which is secured by a first deed
of trust on the property. The Los Angeles County Treasurer and
Tax Collector is also owed $459,800, secured by a tax lien on the
property.
The case is assigned to Judge Deborah J. Saltzman. David L. Neale,
Esq., at Levene Neale Bender Rankin & Brill LLP, in Los Angeles,
serves as counsel to the Debtor.
The Debtor previously sought bankruptcy protection on Nov. 3, 2009,
in the Central District of California, San Fernando Valley Division
(Bankr. C.D. Calif. Case No. No. 9-24625). That case was assigned
to the Honorable Maureen A. Tighe, but was later dismissed. The
real property in Malibu was included in the prior filing.
MAUI LAND: Director David Heenan, Won't Seek for Re-election
------------------------------------------------------------
Mr. David A. Heenan, who served as a director on the Board of
Directors of Maui Land & Pineapple Company, Inc. since 1999, has
decided not to seek election as a director at the Company's 2015
Annual Meeting on April 22, 2015, according to a Form 8-K filing
with the Securities and Exchange Commission.
About Maui Land & Pineapple Co.
Maui Land & Pineapple Company, Inc. (NYSE: MLP) --
http://mauiland.com/-- develops, sells, and manages residential,
resort, commercial, and industrial real estate. The Company owns
approximately 23,000 acres of land on Maui and operates retail,
utility operations, and a nature preserve at the Kapalua Resort.
The Company's principal subsidiary is Kapalua Land Company, Ltd.,
the operator and developer of Kapalua Resort, a master-planned
community in West Maui.
Maui Land reported net income of $17.6 million on $33 million of
total operating revenues for the year ended Dec. 31, 2014, compared
with a net loss of $1.16 million on $15.2 million of total
operating revenues in 2013.
As of Dec. 31, 2014, the Company had $49.3 million in total assets,
$64.5 million in total liabilities and a $15.2 million
stockholders' deficiency.
Accuity LLP, in Honolulu, Hawaii, issued a "going concern"
qualification in its report on the Company's consolidated financial
statements for the year ended Dec. 31, 2014.
MIDSTATES PETROLEUM: Auditor Expresses Going Concern Doubt
----------------------------------------------------------
Midstates Petroleum Company, Inc., disclosed in its annual report
for the year ended Dec. 31, 2014, that due to reduced commodity
prices and lower operating cash flows, coupled with substantial
interest payments, there is doubt about its ability to maintain
adequate liquidity through 2015 and its ability to make interest
payments in respect of its indebtedness.
The Company's independent auditor, Deloittee & Touche LLP, in
Houston, Texas, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2014,
citing that Midstates' projected debt covenant violation and
resulting lack of liquidity raise substantial doubt about its
ability to continue as a going concern.
Midstates reported net income of $116.92 million on $794.18 million
of total revenues for the year ended Dec. 31, 2014, compared to a
net loss of $343.98 million on $469.50 million of total revenues
for the year ended Dec. 31, 2013.
As of Dec. 31, 2014, the Company had $2.47 billion in total assets,
$2 billion in total liabilities and $465.86 million in total
stockholders' equity.
As of Dec. 31, 2014, the Company had available cash of
approximately $11 million and availability under the reserve based
revolving credit facility of approximately $90 million.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/9KJveh
About Midstates Petroleum Company
Midstates Petroleum Company, Inc. --
http://www.midstatespetroleum.com/-- is an independent exploration
and production company focused on the application of modern
drilling and completion techniques in oil and liquids-rich basins
in the onshore U.S. Midstates' drilling and completion efforts are
currently focused in the Mississippian Lime oil play in Oklahoma
and Anadarko Basin in Texas and Oklahoma. The Company's operations
also include the upper Gulf Coast tertiary trend in central
Louisiana.
* * *
Midstates Petroleum carries a 'B' corporate credit rating from
Standard & Poor's Ratings Services.
As reported by the TCR on April 8, 2013, Moody's Investors Service
affirmed Midstates Petroleum's 'B3' Corporate Family Rating.
MIG LLC: Hires Appleby as British Virgin Island Counsel
-------------------------------------------------------
MIG, LLC and ITC Cellular, LLC seek authorization from the U.S.
Bankruptcy Court for the District of Delaware to employ Appleby as
Special British Virgin Island ("BVI") counsel, effective Nov. 26,
2014.
The Debtors require Appleby to:
(a) render legal advice to the Debtors with respect to BVI
issues related to their corporate equity structure;
(b) negotiate, draft, and pursue all documentation necessary to
the BVI issues, in coordination with Greenberg Traurig; and
(c) provide legal advice regarding BVI corporate law issues to
the Debtors in connection with the Debtors' ongoing
business and bankruptcy Cases, in coordination with
Greenberg Traurig.
Appleby will be paid at these hourly rates:
Andrew Willins $700
Sarah Masson $550
Partners and Counsel $700
Associates $450-$550
Legal Assistants $150
Appleby will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Prior to and following the Petition Date, Appleby performed the
services described herein for the Debtors. During the 90 period
prior to the Petition Date, Appleby received from the Debtors an
aggregate of $6,000 for professional services performed and
expenses incurred.
Following the Petition Date, Appleby performed the services
described herein for the Debtors and is owed $7,619.40 from the
Debtors for these services.
Appleby will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Andrew Willins, partner of Appleby, 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.
About MIG LLC
Formerly operating under the name "Metromedia International Group,
Inc.," MIG LLC -- http://www.migllc-group.com/-- owned and
operated and sold dozens of companies in diverse industries,
including entertainment, photo finishing, garden equipment and
sporting goods, until the late 1990s. In 1997 and 1998, MIG
consummated the sale of substantially all of its U.S.-based
entertainment assets and began focusing on expanding into emerging
communications and media businesses. By 2005, all of MIG's
operating businesses were located in the Republic of Georgia and
operated through its subsidiaries.
MIG LLC and affiliate ITC Cellular, LLC, filed for Chapter 11
bankruptcy protection on June 30, 2014. The cases are currently
jointly administered under Bankr. D. Del. Lead Case No. 14-11605.
As of the bankruptcy filing, MIG's sole valuable asset, beyond its
existing cash, is its indirect interest in Magticom Ltd. The
cases
are assigned to Judge Kevin Gross. MIG LLC disclosed $15.9 million
in assets and $254 million in liabilities.
Headquartered in Tbilisi, Georgia, Magticom is the leading mobile
telephony operator in Georgia and is also the largest telephone
operator in Georgia. Magticom serves 2.4 million subscribers with
a network that covers 97% of the populated regions in Georgia.
Magticom is owned by International Telcell Cellular, LLC, which is
46% owned by MIG unit ITC Cellular, 51% owned by Dr. George
Jokhtaberidze, and 3% owned by Gemstone Management Ltd.
Formerly known as MIG, Inc., MIG was a debtor in a previous case
(Bankr. D. Del. Case NO. 09-12118). It obtained approval of its
reorganization plan in November 2010.
The Debtors have tapped Greenberg Traurig LLP as counsel, Fox
Rothschild Inc. as financial advisor; Cousins Chipman and Brown,
LLP as conflicts counsel; and Prime Clerk LLC as claims and notice
agent and administrative advisor. The Debtors have retained
Natalia Alexeeva as chief restructuring officer.
A three-member panel has been appointed in these cases to serve as
the official committee of unsecured creditors, consisting of Walter
M. Grant, Paul N. Kiel, and Lawrence P. Klamon.
MOLYCORP INC: Reports $623 Million Net Loss for 2014
----------------------------------------------------
Molycorp, Inc., filed with the Securities and Exchange Commission
its annual report on Form 10-K disclosing a net loss of $623
million on $476 million of revenues for the year ended Dec. 31,
2014, compared to a net loss of $377 million on $554 million of
revenues for the year ended Dec. 31, 2013. The Company previously
incurred a net loss of $475 million in 2012.
For the quarter ended Dec. 31, 2014, the Company reported a net
loss of $348 million on $116 million of revenues.
At Dec. 31, 2014, the Company had $2.57 billion in total assets,
$1.77 billion in total liabilities and $804.3 million in total
stockholders' equity.
KPMG LLP, in Toronto, Canada, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, stating that the Company continues to incur
operating losses, has yet to achieve break-even cash flows from
operations, has significant debt servicing costs and is currently
not in compliance with the continued listing requirements of the
New York Stock Exchange. These conditions, among other things,
raise substantial doubt about the Company's ability to continue as
a going concern.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/377uLh
About Molycorp
Molycorp Inc. -- http://www.molycorp.com-- produces specialized
products from 13 different rare earths (lights, mids and heavies),
the transition metal yttrium, and five rare metals (gallium,
indium, rhenium, tantalum and niobium). It has 26 locations across
11 countries. Through its joint venture with Daido Steel and the
Mitsubishi Corporation, Molycorp manufactures next-generation,
sintered neodymium-iron-boron ("NdFeB") permanent rare earth
magnets.
* * *
In June 2014, Moody's Investors Service downgraded the corporate
family rating of Molycorp to 'Caa2' from 'Caa1'. The downgrade
reflects continued weakness in rare earths pricing environment,
ongoing negative free cash flows, weak liquidity and high
leverage.
As reported by the TCR on Dec. 12, 2014, Molycorp has a 'CCC+'
corporate credit rating, with negative outlook, from Standard &
Poor's. "The negative outlook reflects our view that Molycorp's
business and financial condition will become increasingly
precarious unless the Mountain Pass facility can be brought to full
production capacity," said S&P's credit analyst Cheryl Richer.
MOUNTAIN PROVINCE: Provides Gahcho Kue Project Update
-----------------------------------------------------
Mountain Province Diamonds Inc. announced that good progress
continues to be made with the development of the Gahcho Kue diamond
mine. The key focus of current activities is the shipment of
equipment and supplies on the ice road between Yellowknife and
Gahcho Kue.
Mountain Province President and CEO Patrick Evans commented:
"Thanks to a high level of preparedness on the part of the project
operator, De Beers Canada, and favourable weather conditions,
approximately 78 percent of the planned deliveries had been
completed by mid-March. This equates to 1,669 out of 2,143 planned
truckloads. Based on progress to date, it is anticipated that all
the planned deliveries will be made prior to the closing of the ice
road."
The 2015 ice road shipments include the mining fleet, drills,
high-pressure grinding rolls, structural steel, cement and fuel.
Upon completion of these deliveries all the key equipment required
for the completion of construction will be on site at Gahcho Kue.
Mountain Province is also pleased to announce that the overall mine
development continues on schedule and within budget with first
production expected during H2 2016. In addition, good progress
continues to be made with the arrangement of the previously
announced US$370M term loan facility. A further announcement in
this regard is expected shortly.
About Mountain Province Diamonds
Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit known as the "Gahcho Kue Project"
located in the Northwest Territories of Canada. The Company's
primary asset is its 49 percent interest in the Gahcho Kue
Project.
Mountain Province reported a net loss of C$26.6 million in 2013,
a net loss of C$3.33 million in 2012 and a net loss of C$11.5
million in 2011.
The Company's balance sheet at Sept. 30, 2014, showed C$200.8
million in total assets, C$41.4 million in total liabilities and
C$159 million in total shareholders' equity.
Going Concern
"The Company currently has no source of revenues. In the years
ended December 31, 2013, 2012 and 2011, the Company incurred
losses, had negative cash flows from operating activities, and
will be required to obtain additional sources of financing to
complete its business plans going into the future. Although the
Company had working capital of $35,133,368 at December 31, 2013,
including $35,687,694 of cash and short-term investments, the
Company has insufficient capital to finance its operations and the
Company's share of development costs of the Gahcho Kue Project
(Note 8) over the next 12 months. The Company is currently
investigating various sources of additional funding to increase
the cash balances required for ongoing operations over the
foreseeable future. These additional sources include, but are not
limited to, share offerings, private placements, rights offerings,
credit and debt facilities, as well as the exercise of outstanding
options. However, there is no certainty that the Company will be
able to obtain financing from any of those sources. These
conditions indicate the existence of a material uncertainty that
results in substantial doubt as to the Company's ability to
continue as a going concern," the Company said in the 2013 Annual
Report.
NATIONAL CINEMEDIA: Terminates Merger Agreement with Screenvision
-----------------------------------------------------------------
National CineMedia, Inc., said that after a thorough review of
options, it has agreed with SV Holdco, LLC and Screenvision, LLC to
terminate the Merger Agreement signed May 5, 2014, that would have
combined NCM and Screenvision. The Company is the managing member
and owner of 45.8% of National CineMedia, LLC, the operator of the
largest in-theatre digital media network in North America.
In November 2014, the Department of Justice filed suit seeking to
block the merger. The Company and Screenvision together determined
that the ongoing cost and distraction of the suit to their
employees, advertisers and exhibitor partners could no longer be
justified and that both companies would be better served pursuing
their independent businesses as standalone companies.
"NCM has created a highly effective offering in the
hyper-competitive video advertising marketplace through the power
of our world-class entertainment content; premium video ratings;
national reach; scalable, state-of-the-art content distribution
technology; and integrated digital marketing products. While I am
disappointed that our shareholders and our advertising clients and
exhibitor partners will not realize the benefits of a merger with
Screenvision, I remain confident in our ability to continue to
innovate and build our business," said Kurt Hall, NCM's Chairman
and CEO.
NCM's positive fourth quarter 2014 results were driven largely by
growth in national advertising revenue and the success of its
upfront strategy and the Company entered 2015 with solid momentum.
NCM continues to see strong performance in its local and regional
business and, at the same time, has made significant progress
expanding its national client base. This success in expanding the
client base combined with the successful 2014/2015 upfront campaign
has resulted in current commitments that represent approximately
77% of the 2015 national advertising annual budget (versus 51% at
this time in 2014 of actual 2014 results), indicating that the
Company's network is being viewed favorably as marketers evaluate
the impact of the changing media landscape.
NCM expects to continue to make progress executing its long-term
strategy to expand its advertising client base by delivering
improvements to its premium video network and upgrades to its
distribution and inventory management technology. The Company
remains confident that these enhancements will allow it to further
strengthen its value proposition relative to other video
advertising platforms. Combined with the changes in digital
technology that are impacting the effectiveness of many traditional
media platforms, NCM is well positioned to continue to gain share
in the video advertising marketplace.
The termination of the Merger Agreement is effective upon the
Company's payment of a $26.84 million termination payment, which
the Company has agreed to make within the next 10 business days.
This payment is $2 million lower than the reverse termination fee
contemplated by the Merger Agreement. NCM LLC has agreed to
indemnify the Company for the termination payment as well as other
costs incurred in connection with the transaction. The Company and
the founding member theatre circuits each will bear a pro rata
portion of this fee based on their aggregate ownership percentages
in NCM LLC. The total after tax cash cost for NCM, Inc. related to
the proposed merger with Screenvision including the termination fee
and all legal and other expenses is projected to be approximately
$11 million.
Further, certain amendments to NCM LLC's senior secured credit
facility that would have become effective upon a contribution of
Screenvision to NCM LLC will be immediately and automatically
revoked upon the termination of the Merger Agreement.
First Quarter and Full Year 2015 Outlook
The Company also reaffirmed its first quarter and full year 2015
outlook. For the first quarter 2015, the Company continues to
expect:
* Total revenue to be in the range of $75 million to $78
million, up 7% to 11% year-over-year; and
* Adjusted OIBDA to be in the range of $25 million to $28
million, up 11% to 24% compared with the first quarter of
2014.
For the full year 2015, based on the Company's visibility and
current forecast, the Company continues to expect:
* Total revenue to be in the range of $422 million to $432
million, up 7% to 10% year-over-year; and
* Adjusted OIBDA in the range of $210 million to $220 million,
up 5% to 10% compared with the full year 2014.
Adjusted OIBDA is a non-GAAP measure.
About National CineMedia
National CineMedia, Inc., is the holding company of National
CineMedia, LLC. NCM LLC operates the largest digital in-theatre
network in North America, allowing NCM to distribute advertising,
Fathom entertainment programming events and corporate events under
long-term exhibitor services agreements with American Multi-Cinema
Inc., a wholly owned subsidiary of AMC Entertainment Inc.; Regal
Cinemas, Inc., a wholly owned subsidiary of Regal Entertainment
Group; and Cinemark USA, Inc., a wholly owned subsidiary of
Cinemark Holdings, Inc. NCM LLC also provides such services to
certain third-party theater circuits under "network affiliate"
agreements, which expire at various dates.
* * *
As reported by the TCR on March 24, 2011, Standard & Poor's
Ratings Services raised its corporate credit ratings on
Centennial, Colorado-based National CineMedia Inc. and
operating subsidiary National CineMedia LLC (which S&P analyzes on
a consolidated basis) to 'BB-' from 'B+'. "The 'BB-' corporate
credit rating reflects S&P's expectation that NCM's EBITDA growth
will enable the company to continue to de-lever over the
intermediate term despite its aggressive dividend policy," said
Standard & Poor's credit analyst Jeanne Shoesmith.
NET DATA: Files Schedules of Assets and Liabilities
---------------------------------------------------
Net Data Centers Inc. filed with the Bankruptcy Court for the
District of Arizona its schedules of assets and liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property
B. Personal Property $9,110,070
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $500,000
E. Creditors Holding
Unsecured Priority
Claims $17,392
F. Creditors Holding
Unsecured Non-priority
Claims $4,719,295
----------- -----------
TOTAL $9,110,070 $5,236,687
A full-text copy of the schedules is available for free
at http://is.gd/Pw5I5L
Net Data Centers, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. C.D. Cal. Case No. 15-12690) on Feb. 23, 2015. Pervez P.
Delawalla, the president & CEO, signed the petition. The Debtor
estimated assets and liabilities of at least $10 million. Hon.
Sheri Bluebond is assigned to the case. William F Govier, Esq., at
Lesnick Prince & Pappas LLP, serves as counsel to the Debtor.
NII HOLDINGS: Auction Cancelled; Sale Hearing on March 23
---------------------------------------------------------
NII Holdings filed with the Bankruptcy Court a notice stating that
no other qualified bids were received by the March 17, 2015 bid
deadline, and as a result and pursuant to the Court-approved bid
procedures, the previously-scheduled auction for the sale of
substantially all Debtors Mexican operations has been cancelled,
BankruptcyData reported.
According to BData, the Court scheduled a March 23, 2015 hearing,
to consider approval of the sale of the Debtors' Mexican operations
to New Cingular Wireless Services, an affiliate of AT&T, as the
successful bidder with an offer of approximately $1.875 billion for
NII Mexico.
The Purchaser's offer is supported by major creditor
constituencies; specifically, a group of entities managed by
Aurelius Capital Management, LP; a group of entities managed by
Capital Research and Management Company; and the Official Committee
of Unsecured Creditors, each of which is a party to the existing
Plan Support Agreement.
About NII Holdings
NII Holdings Inc. through its subsidiaries provides wireless
communication services for businesses and consumers in Brazil,
Mexico and Argentina. NII Holdings has the exclusive right to use
the Nextel brand in its markets pursuant to a trademark license
agreement with Sprint Corporation and offers unique push-to-talk
("PTT") services associated with the Nextel brand in Latin
America.
NII Holdings' shares of common stock, par value $0.001, are
publicly traded under the symbol NIHD on the NASDAQ Global Select
Market.
NII Holdings and its affiliated debtors sought bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 14-12611) in Manhattan
on
Sept. 15, 2014. The Debtors' cases are jointly administered and
are assigned to Judge Shelley C. Chapman.
The Debtors have tapped Scott J. Greenberg, Esq., and Michael J.
Cohen, Esq., of Jones Day as counsel and Prime Clerk LLC as claims
and noticing agent. NII Holdings disclosed $1.22 billion in
assets
and $3.068 billion in liabilities as of the Chapter 11 filing.
The U.S. Trustee for Region 2 appointed five creditors of NII
Holdings to serve on the official committee of unsecured
creditors.
The Committee is represented by Kenneth H. Eckstein, Esq., and
Adam C. Rogoff, Esq., at KRAMER LEVIN NAFTALIS & FRANKEL LLP.
Capital Group, one of the Backstop Parties, is represented by
Andrew N. Rosenberg, Esq., Elizabeth R. McColm, Esq., and Lawrence
G. Wee, Esq., at PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP.
Aurelius, one of the Backstop Parties, is represented by Daniel H.
Golden, Esq., David H. Botter, Esq., and Brad M. Kahn, Esq., at
AKIN GUMP STRAUSS HAUER & FELD LLP.
* * *
The Plan and Disclosure Statement, filed on Dec. 22, 2014, allow
the Debtors to strengthen their balance sheet by converting $4.35
billion of prepetition notes into new stock and provide the
Debtors
with $500 million of new capital. The Plan also permits the
Debtors to avoid the incurrence of significant litigation costs
and
delays in connection with potential litigation claims and exit
bankruptcy protection expeditiously and with sufficient liquidity
to execute their business plan.
OPTIM ENERGY: Files Ch. 11 Plan to Sell Gas Plant Portfolio
-----------------------------------------------------------
Optim Energy, LLC, et al., filed with the U.S. Bankruptcy Court for
the District of Delaware a plan of reorganization that contemplate
a potential sale of the Gas Plant Portfolio at a value to the
Debtors in cash of at least $355 million, to serve as a floor for
further bidding.
According to the explanatory disclosure statement, if the Debtors
receive only one Qualifying Bid that meets or exceeds the Reserve
Price on terms satisfactory to the Debtors and the Consultation
Parties, the Debtors intend to execute a Membership Interest
Purchase and Sale Agreement with the Qualifying Bidder, and seek
Confirmation of the Plan to effectuate the Sale to the Qualifying
Bidder pursuant to the Bidding Procedures. Alternatively, if the
Debtors receive more than one Qualifying Bid that meets or exceeds
the Reserve Price on terms satisfactory to the Debtors and the
Consultation Parties, the Debtors intend to conduct an auction for
the Sale of the Reorganized OEG Equity Interests pursuant to the
Bidding Procedures, after which the Debtors intend to execute a
Membership Interest Purchase and Sale Agreement and seek
Confirmation of the Plan to effectuate the Sale to the Prevailing
Bidder.
Finally, if the Debtors do not receive a Qualifying Bid that meets
or exceeds the Reserve Price on terms satisfactory to the Debtors
and the Consultation Parties by the Bid Deadline, the Debtors will
suspend the Sale process and seek Confirmation of the Plan, which
in the circumstance, would in part, provide for the delivery of the
Reorganized OEG Equity Interests to the Prepetition Secured Parties
in full satisfaction of the Allowed Prepetition Secured Parties
Secured Claims.
Deadline for submission of bids is May 1, 2015. If the Debtors
receive more than one Qualifying Bid, an auction will be conducted
at the New York office of Bracewell & Giuliani LLP.
A hearing to consider approval of the Disclosure Statement is
scheduled for April 22, 2015, at 11:00 AM. Objections are due by
April 15.
The Debtors also propose the following Plan Confirmation Schedule:
Plan Supplement May 19, 2015
Voting Deadline May 26, 2015
Plan Objection Deadline May 26, 2015
Deadline to File Confirmation Brief June 2, 2015
Deadline to File Voting Report June 2, 2015
Confirmation Hearing June 4, 2015
A full-text copy of the Disclosure Statement is available at
http://bankrupt.com/misc/OPTIMds0318.pdf
About Optim Energy
Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market. Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas. The Altura and Cedar
Bayou plants are fueled by natural gas, and the third is coal-
fired.
Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.
The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.
Optim Energy, LLC scheduled $6.95 million in assets and $717
million in liabilities. Optim Energy Cedar Bayou 4, LLC, disclosed
$184 million in assets and $718 million in liabilities as of the
Chapter 11 filing. The Debtors have $713 million of outstanding
principal indebtedness.
On Feb. 27, 2014, Roberta A. DeAngelis, U.S. Trustee for Region 3,
notified the Bankruptcy Court that she was unable to appoint an
official committee of unsecured creditors in the Debtors' cases.
The U.S. Trustee explained that there were insufficient responses
to her communication/contact for service on the committee.
OXFORD RESOURCE: Renews Services Agreement with General Partner
---------------------------------------------------------------
Westmoreland Resource Partners, LP, and Westmoreland Resources GP,
LLC, the general partner of the Partnership, on March 13, 2015,
entered into a new services agreement to replace their existing
services agreement, according to a document filed with the
Securities and Exchange Commission.
Pursuant to the Agreement, the Partnership engaged the General
Partner to continue providing administrative, engineering,
operating and other services to the Partnership. Administrative
services include without limitation legal, accounting, treasury,
insurance administration and claims processing, risk management,
health, safety and environmental, information technology, human
resources, credit, payroll, internal audit and tax. The
Partnership will pay the General Partner a fixed annual fee of
$500,000 for certain administrative services, and reimburse the
General Partner at cost for other expenses and expenditures. The
term of the Agreement expires on Dec. 31, 2015, and automatically
renews for successive one year periods unless terminated.
In addition, on March 13, 2015, the Partnership, Oxford Mining
Company, LLC, certain subsidiaries of the Partnership, and U.S.
Bank National Association entered into Amendment No. 1 to Financing
Agreement. The Amendment amends the current Financing Agreement
among the parties to allow the Partnership to enter into the
Agreement and make payments to the General Partner under the
Agreement.
Changes Certifying Accountant
The Audit Committee of the Board of Directors of the General
Partner on March 10, 2015, approved the appointment of Ernst &
Young LLP as the Partnership's independent registered public
accounting firm for the fiscal year ending Dec. 31, 2015. This
action effectively dismissed Grant Thornton LLP as the
Partnership's independent registered public accounting firm as of
March 10, 2015.
The reports of Grant Thornton on the consolidated balance sheets of
the Partnership as of Dec. 31, 2014 (Successor) and Oxford Resource
Partners, LP as of Dec. 31, 2013 (Predecessor), and the related
consolidated statements operations, partners' capital (deficit) and
cash flows for the period of December 31, 2014 (Successor) and the
period from Jan. 1, 2014, through Dec. 31, 2014, and the year ended
Dec. 31, 2013 (Predecessor) did not contain an adverse opinion or
disclaimer of opinion and were not qualified or modified as to
uncertainty, audit scope or accounting principles. In connection
with the audits of the Partnership's consolidated financial
statements for the period of Dec. 31, 2014, (Successor) and the
period from Jan. 1, 2014, through Dec. 31, 2014, and the year ended
Dec. 31, 2013 (Predecessor), and in the subsequent interim period
through March 10, 2015, there were no disagreements with Grant
Thornton on any matters of accounting principles or practices,
financial statement disclosure or auditing scope and procedures
which, if not resolved to the satisfaction of Grant Thornton, would
have caused Grant Thornton to make reference to the matter in their
report.
At Dec. 31, 2014 (Successor) and the period from Jan. 1, 2014,
through Dec. 31, 2014, and the year ended Dec. 31, 2013,
(Predecessor) and in the subsequent interim period through
March 10, 2015, the Partnership has not consulted with Ernst &
Young with respect to the application of accounting principles to a
specified transaction, either completed or proposed, or the type of
audit opinion that would have been rendered on the Partnership's
consolidated financial statements, or any other matters set forth
in Item 304(a)(2)(i) or (ii) of Regulation S-K.
About Oxford Resource
Columbus, Ohio-based Oxford Resource Resource Partners, LP, is a
low-cost producer of high value steam coal, and is the largest
producer of surface mined coal in Ohio.
The Company reported a net loss of $20.2 million on $287 million of
revenues for the nine months ended Sept. 30, 2012, compared with a
net loss of $4 million on $304.1 million of revenues for the same
period of 2011.
The Company's balance sheet at Sept. 30, 2014, showed $203.9
million in total assets, $218 million in total liabilities, and a
partners' deficit of $14.2 million.
PHOTOMEDEX INC: Incurs $121 Million Net Loss in 2014
----------------------------------------------------
Photomedex, Inc. filed with the Securities and Exchange Commission
its annual report on Form 10-K disclosing a net loss of $121
million on $164 million of revenues for the year ended Dec. 31,
2014, compared to net income of $18.4 million on $225 million of
revenues for the year ended Dec. 31, 2013.
The Company reported a net loss of $98.7 million on $38.9 million
of revenues for the three months ended Dec. 31, 2014, compared to
net income of $3.18 million on $63.5 million of revenues for the
same period in 2013.
As of Dec. 31, 2014, PhotoMedex had $188 million in total assets,
$145 million in total liabilities and $42.3 million in total
stockholders' equity.
As of Dec. 31, 2014, the Company had cash, cash equivalents and
short-term investments of $10.6 million, compared with $59.5
million as of Dec. 31, 2013.
Dr. Dolev Rafaeli, PhotoMedex CEO, commented, "The second half of
2014 was a challenging time for PhotoMedex as we first worked to
comply with our debt covenants and then to pay down and restructure
those obligations. Last month we completed the sale of LCA-Vision
for net proceeds of $36.5 million and used the proceeds from that
sale to pay down portions of our outstanding line of credit and
term loan. We continue to pursue a satisfactory resolution with
our creditors, and earlier this month entered into a second amended
forbearance agreement whereby PhotoMedex will not have to comply
with certain covenants, yet we will have to meet certain minimum
EBITDA targets for each quarter in 2015."
"Our XTRAC physician recurring business continued to be a bright
spot during the fourth quarter, with revenue increasing 48% over
the prior year. We added 30 XTRAC systems during the fourth
quarter and exited the year with an installed base of 620 XTRAC
systems, compared with 501 at the end of 2013. Our consumer sales
were $26.7 million during the fourth quarter. Although down from
$53.7 million a year ago, this compares favorably with sales of
$24.9 million in the third quarter of 2014, helped by a successful
home shopping Today's Special event and continued growth with
Kyrobak," Dr. Rafaeli added.
Bankruptcy Warning
"If, in the future, PhotoMedex is required to obtain similar
forbearance agreements as a result of our inability to meet the
terms of the credit agreement, there can be no assurance that those
forbearance agreements will be available on commercially reasonable
terms or at all. If, as or when required, we are unable to repay,
refinance or restructure our indebtedness under those credit
facilities, or amend the covenants contained therein, the lenders
could elect to terminate their commitments under the credit
facilities and institute foreclosure proceedings against our
assets. Under such circumstances, we could be forced into
bankruptcy or liquidation. In addition, any additional events of
default or declaration of acceleration under one of those
facilities or the forbearance agreement could also result in an
event of default under one or more of these agreements. Such a
declaration would have a material adverse impact on our liquidity,
financial position and results of operations," the Company states
in the Report.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/lETeZ9
About PhotoMedex
PhotoMedex, Inc., is a global health products and services company
providing integrated disease management and aesthetic solutions to
dermatologists, professional aestheticians, ophthalmologists,
optometrists, consumers and patients. The Company provides
proprietary products and services that address skin conditions
including psoriasis, vitiligo, acne, actinic keratosis, photo
damage and unwanted hair, as well as fixed-site laser vision
correction services at our LasikPlus(R) vision centers.
PhotoMedex, Inc., and its subsidiaries has entered into a second
amended and restated forbearance agreement with the lenders that
are parties to the credit agreement dated May 12, 2014, and with JP
Morgan Chase, as administrative agent for the Lenders pursuant to
which the Lender have agreed to forbear from exercising their
rights and remedies with respect to certain events of default from
Aug. 25, 2014, until April 1, 2016, or earlier if an event of
default occurs, according to a document filed with the Securities
and Exchange Commission in March 2015.
PLANET FITNESS: Moody's Affirms 'B1' Corp. Family Rating
--------------------------------------------------------
Moody's Investors Service affirmed Planet Fitness Holdings, LLC's
B1 Corporate Family Rating and its B2-PD Probability of Default
Rating. In a related action, Moody's affirmed the B1 rating on the
company's senior secured bank facility (including a proposed
incremental term loan). Proceeds from the $120 million proposed
add-on to the term loan, along with cash from the balance sheet
will be used to finance a $140 million dividend to shareholders,
including majority private equity owner TSG Consumer Partners, and
to pay related fees and expenses. The rating outlook is stable.
Moody's took the following actions on Planet Fitness Holdings,
LLC:
Corporate Family Rating affirmed at B1;
-- Probability of Default Rating affirmed at B2-PD;
-- Sr. Secured Revolving Credit Facility expiring 2019 affirmed
at B1 (LGD3);
-- Sr. Secured Term Loan B due 2021 (incl. proposed $120
million incremental facility) affirmed at B1 (LGD3);
-- Rating outlook remains stable
Planet Fitness' B1 CFR reflects the company's pro forma debt/EBITDA
of 5.4x following the proposed $120 million add-on to its existing
senior secured term loan, which is high for a B1 rated entity per
Moody's Business and Consumer Services rating methodology. The
proposed transaction is credit negative because it increases
leverage and cash interest expense, and demonstrates an aggressive
financial policy. Moody's is nevertheless affirming the B1 CFR
because it projects that debt-to-EBITDA leverage will improve to
below 5.0x over the next 12 to 18 months, primarily from growth in
operating profits (all ratios incorporate Moody's standard
adjustments). The rating also considers Planet Fitness' small
revenue base, its exposure to discretionary spending trends and
increasing competition from other low-cost health club operators.
Also factored into the rating is financial policy and event risk,
given the two debt-financed distributions to the owners in the last
12 months.
The B1 CFR is supported by the company's strong system-wide same
store sales growth and faster-than-expected growth in both club and
membership count. Planet Fitness' franchise-based business model
is less capital-intensive and has lower earnings volatility than
the company-owned model used by most of its competitors, allowing
the company to generate strong EBITA margins in excess of 30% and
stable cash flows. The company also generates a significant share
of its revenue from exclusive fitness equipment sales to its
franchisees, which are required to purchase new equipment every
four to seven years. Pro forma interest coverage, measured as
EBITA/interest expense, was about 2.9x for the 12 months ended
September 30, 2014, and Moody's expects that this will strengthen
to close to 3.5x times over the next two years. The company also
has a diverse franchise base, with no one franchisee owning more
than 6% of total clubs. In addition, Planet Fitness benefits from
its business position as a large-scale, national fitness club
operator, as well as favorable long-term fundamentals for the
fitness industry.
The B1 on Planet Fitness' senior secured bank facility is in line
with the company's CFR, as the facility comprises 100% of the
company's debt capital structure.
The stable rating outlook reflects Moody's expectation that
operating performance will continue to improve over the next year
as the company expands its franchise clubs, and that free cash flow
will remain comfortably positive despite increased growth capex in
2015.
An upgrade is unlikely given the aggressive financial policy and
event risks associated with private equity ownership, and the
company's moderate scale. A rating upgrade would require that
Planet Fitness maintains positive same-store sales growth,
debt/EBITDA below 4.0x and free cash flow to debt sustained above
8%. A higher rating would also require the company to maintain its
overall good liquidity profile.
The ratings could be downgraded if profitability weakens such that
debt /EBITDA is sustained above 5.0 times, EBITA/interest expense
approaches 1.5 times, or liquidity materially weakens. Additional
debt-financed distributions could also pressure the ratings.
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.
Headquartered in New Hampshire, Planet Fitness Holdings, LLC
franchises and owns and operates health clubs across the United
States and in Puerto Rico. There are 918 Planet Fitness locations
as of Dec. 31, 2014, of which 863 were franchised and 55 were
company-owned and operated. Planet Fitness is currently owned by
TSG Consumer Partners and two of Planet Fitness' original
franchising co-founders. In 2014, Planet Fitness generated an
estimated $280 million in corporate revenue ($1.2 billion of
system-wide sales). As a private company, Planet Fitness does not
publish public financials.
PLUG POWER: Posts $88.6 Million Net Loss in 2014
------------------------------------------------
Plug Power Inc. filed with the Securities and Exchange Commission
its annual report on Form 10-K disclosing a net loss attributable
to common shareholders of $88.6 million on $64.2 million of total
revenue for the year ended Dec. 31, 2014, compared to a net loss
attributable to common shareholders of $62.8 million on $26.6
million of total revenue for the year ended Dec. 31, 2013.
For the three months ended Dec. 31, 2014, the Company reported a
net loss attributable to common shareholders of $7.18 million on
$21.5 million of total revenue compared to a net loss attributable
to common shareholders of $28.9 million on $8.03 million of total
revenue for the same period a year ago.
As of Dec. 31, 2014, Plug Power had $205.9 million in total assets,
$46.4 million in total liabilities, $1.15 million in redeemable
preferred stock and $158.28 million in total stockholders' equity.
Plug Power had cash and cash equivalents of $146 million and net
working capital of $167 million at Dec. 31, 2014. This compares to
$5 million and $11.1 million, respectively, at Dec. 31, 2013.
Bookings for 2014 were accelerated by the launch of GenKey, a
turnkey solution offering GenDrive fuel cells, GenCare service and
GenFuel hydrogen making it significantly easier for customers to
adopt hydrogen technology. With GenKey, Plug Power announced its
largest order ever in 2014; a multi-site contract with Walmart for
more than 1,700 GenDrive fuel cell units, GenFuel infrastructure
and hydrogen supply and six years of GenCare services.
"These sales and booking results mark 2014 as an inflection point
for Plug Power. Our results show that the market for fuel cells is
real and commercially viable with enough headroom for Plug Power to
continue its growth in 2015 and beyond," said Andy Marsh, CEO at
Plug Power. "Walmart has proven to be a tremendously important
partner to Plug Power but I'm also very happy with the broad-based
market support we saw throughout the year."
Bankruptcy Warning
"Our cash requirements relate primarily to working capital needed
to operate and grow our business, including funding operating
expenses, growth in inventory to support both shipments of new
units and servicing the installed base, and continued development
and expansion of our products. Our ability to achieve
profitability and meet future liquidity needs and capital
requirements will depend upon numerous factors, including the
timing and quantity of product orders and shipments; the timing and
amount of our operating expenses; the timing and costs of working
capital needs; the timing and costs of building a sales base; the
timing and costs of developing marketing and distribution channels;
the timing and costs of product service requirements; the timing
and costs of hiring and training product staff; the extent to which
our products gain market acceptance; the timing and costs of
product development and introductions; the extent of our ongoing
and any new research and development programs; and changes in our
strategy or our planned activities. We expect that we may require
significant additional capital to fund and expand our future
operations. In particular, in the event that our operating
expenses are higher than anticipated or the gross margins and
shipments of our products are lower than we expect, we may need to
implement contingency plans to conserve our liquidity or raise
additional capital to meet our operating needs. Such plans may
include: a reduction in discretionary expenses, funding from
licensing the use of our technologies, debt and equity financing
alternatives, government programs, and/or a potential business
combination, strategic alliance or sale of a portion or all of the
Company. If we are unable to fund our operations and therefore
cannot sustain future operations, we may be required to delay,
reduce and/or cease our operations and/or seek bankruptcy
protection," the Company states in the Report.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/m3w5ma
About Plug Power
Plug Power Inc. is a provider of alternative energy technology
focused on the design, development, commercialization and
manufacture of fuel cell systems for the industrial off-road
(forklift or material handling) market.
POINT BLANK: Files Liquidation Plan Following Sale of Assets
------------------------------------------------------------
SS Body Armor I, Inc., et al., filed with the U.S. Bankruptcy Court
for the District of Delaware a joint Chapter 11 plan of liquidation
and accompanying disclosure statement, which proposes to pay 100%
to holders of secured claims.
The Plan, co-proposed by Official Committee of Unsecured Creditors,
has blank recoveries for Class 3 - General Unsecured Claims, Class
4 - Subordinated Unsecured Claims, Class 5 - Class Action Claims,
and Class 6 - Old Common Stock Interests. These classes of claims,
together with Class 7 - Subordinated Common Stock Interests, Class
8 - Other Old Equity Interests and Class 9 - Other Subordinated
Claims, which will recover nothing, are impaired.
A full-text copy of the Disclosure Statement dated March 17, 2015,
is available at http://bankrupt.com/misc/POINTBLANKds0317.pdf
About Point Blank
Headquartered in Pompano Beach, Florida, Point Blank Solutions,
Inc. -- http://www.pointblanksolutionsinc.com/-- designs and
produces body armor systems for the U.S. Military, Government and
law enforcement agencies, as well as select international markets.
The Company maintains facilities in Pompano Beach, Florida, and
Jacksboro, Tennessee.
The Company's former chief executive officer and chief operating
officer were convicted in September 2010 of orchestrating a $185
million fraud.
Point Blank Solutions, formerly DHB Industries, filed for Chapter
11 protection (Bankr. D. Del. Case No. 10-11255) on April 14, 2010.
Laura Davis Jones, Esq., Alan J. Kornfeld, Esq., David M.
Bertenthal, Esq., and Timothy P. Cairns, Esq., at Pachulski Stang
Ziehl & Jones LLP, serve as bankruptcy counsel to the Debtor.
Olshan Grundman Frome Rosenweig & Wolosky LLP serves as corporate
counsel. Epiq Bankruptcy Solutions serves as claims and notice
agent.
The U.S. Trustee has appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Equity Security
Holders in the case. Ian Connor Bifferato, Esq., and Thomas F.
Driscoll III, Esq., at Bifferato LLC; and Carmen H. Lonstein,
Esq.,
Andrew P.R. McDermott, Esq., and Lawrence P. Vonckx, Esq., at
Baker
& McKenzie LLP, serve as counsel for the Official Committee of
Equity Security Holders. Robert M. Hirsh, Esq., and George P.
Angelich, Esq., at Arent Fox LLP, serve as counsel to the
Creditors
Committee, and Frederick B. Rosner, Esq., and Brian L. Arban,
Esq.,
at the Rosner Law Group LLC, serve as co-counsel.
In October 2011, the Debtors sold substantially all assets to
Point
Blank Enterprises, Inc. The lead debtor changed its name to SS
Body Armor I, Inc. following the sale.
POLY PLANT: Court Converts Case to Chapter 7 Proceeding
-------------------------------------------------------
The Hon. Thomas B. Donovan of the U.S. Bankruptcy Court for the
Central District of California converted the Chapter 11 case of
Poly Plant Project to a Chapter 7 proceeding.
About Poly Plant Project
Poly Plant Project filed a Chapter 11 bankruptcy petition in its
hometown in Los Angeles (Bankr. C.D. Cal. Case No. 14-17109) on
April 14, 2014. Tetsunori T. Kunimune signed the petition as chief
executive officer. The Debtor disclosed total assets of $16.7
million and total liabilities of $22.3 million. Donahoe & Young
LLP serves as the Debtor's counsel. Judge Thomas B. Donovan
oversees the case.
The U.S. Trustee for Region 16 appointed three creditors to serve
on the official committee of unsecured creditors.
PRECISION DRILLING: S&P Affirms 'BB+' CCR; Outlook Stable
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB+' long-term
corporate credit rating on Calgary, Alta.-based Precision Drilling
Corp. The outlook is stable. The 'BB' issue-level rating and '5'
recovery rating on the company's senior unsecured notes are
unchanged, the latter reflecting S&P's expectation of modest
(10%-30%) recovery in a default scenario, with S&P's expectation in
the high end of the range.
"The affirmation reflects our expectation that although Precision's
credit measures will face significant stress in 2015 due to lower
EBITDA and committed capex, we expect the funds from
operations-to-debt measure to improve materially in 2017," said
Standard & Poor's credit analyst Aniki Saha-Yannopoulos. The
rating also incorporates that the company's high-specification rigs
will remain active, albeit at lower utilization levels and reduced
EBITDA margins, as exploration and production companies focus on
attaining higher operating efficiency from contract land drillers.
In 2016 and beyond, S&P forecasts Precision having only
maintenance-level capital expenditures, leading to significantly
improved credit measures in 2017.
The company's "satisfactory" business risk profile reflects S&P's
view of its high-quality land drilling rig fleet, dominant market
position in Canada and presence in several high-growth
unconventional producing regions in the U.S., and ability to
maintain relatively less volatile operating margins throughout the
hydrocarbon price cycle compared with that of peers. S&P believes
these factors, in conjunction with the company's long-term
contracts, are the primary factors supporting the overall business
risk profile. S&P's analysis of Precision's "significant"
financial risk profile incorporates S&P's view of the company's
historical (2013-2014) and forecast core and supplemental ratios
during S&P's 2015-2017 forecast period.
The stable outlook reflects Standard & Poor's expectation that
Precision will maintain its financial risk profile, specifically
its three-year weighted-average cash flow adequacy and leverage
metrics, at levels S&P views as appropriate for the 'BB+' rating.
In S&P's opinion, even as the North American drilling industry
faces stress, Precision should withstand significant sustained
decline for its complex tier 1 rig fleet, which is better-suited to
develop unconventional oil and gas resources. Based on the
composition of its fixed-term contracts for its drilling rig fleet,
S&P believes the company should be able to maintain its
weighted-average fully adjusted debt-to-EBITDA ratio below 2.5x and
funds from operations (FFO)-to-debt ratio above 30%.
If S&P expects operating cash flow to be pressured beyond its
expectations in the next two years such that S&P's estimated
three-year average for debt-to-EBITDA exceeded 3x and the weighted
average FFO-to-debt were to decrease below 30%, S&P could lower the
rating to 'BB'. S&P's current forecasts anticipates management
cutting back capital expenditures to maintenance levels at S&P's
commodity price assumptions. Should Precision exhibit sustained
deterioration in utilization and dayrates well below S&P's forecast
levels such that it expects credit measures to deteriorate, S&P
would also lower the rating to 'BB'.
S&P believes industry conditions will continue to pressure the
utilization and dayrates on land rigs, especially in the North
American market, so S&P do not expect any positive rating action in
the next 12 months. Nevertheless, any positive rating action would
be contingent on Precision's ability to materially broaden its
operational and geographic diversification while maintaining good
cost management, and stable operating margins throughout the
hydrocarbon price cycle. Also if the company moves its weighted
average fully adjusted debt-to-EBITDA in the 1.5x-2.0x range, and
fully adjusted sustained FFO-to-debt above 45%, S&P might consider
a positive action.
PREMIER EXHIBITIONS: Clarifies Settlement's Restrictions
--------------------------------------------------------
As previously disclosed in a current report on Form 8-K filed with
the Securities and Exchange Commission by Premier Exhibitions, Inc.
on Dec. 8, 2014, RMS Titanic, Inc., a subsidiary of Premier
Exhibitions, entered into a Full and General Mutual Release
Settlement and Confidentiality Agreement with Thomas Zaller,
Imagine Exhibitions, Inc., Imagine Exhibitions, Inc., Imagine
Exhibitions PTE, LTD., and TZ, Inc. (the "Zaller Parties"), and
Kingsmen Exhibits PTE, LTD and Kingsmen Creative, LTD (the
"Kingsmen Parties"). The Company, on March 16, 2015, amended the
Current Report to clarify that the territorial restrictions in the
Settlement Agreement relate only to the Zaller Parties.
The Agreement settles litigation between the Company and the Zaller
Parties in the United States District Court for the Northern
District of Georgia, Atlanta Division, and between the Company and
the Kingsmen Parties in United States District Court for the Middle
District of Florida and the High Court of the Republic of
Singapore.
The Agreement required Imagine Exhibitions, Imagine Exhibitions,
Inc., Imagine Exhibitions PTE, LTD, and TZ, Inc. to collectively
pay the Company $725,000 on or before Dec. 4, 2014. The Agreement
stipulates that the Zaller Parties and the Kingsmen Parties deny
any admission of fault or liability to the Company. Under the
Agreement, the Zaller Parties also agree not to stage a
Titanic-themed exhibition in the United States or Canada for a
period of thirty six months or in Western Europe (defined as the
United Kingdom, Ireland, France, Germany, Italy, Switzerland,
Spain, Portugal, Sweden, Denmark and Norway) for a period of twenty
four months. The Kingsmen Parties agree not to exhibit or
participate in a Titanic-themed exhibition with the Zaller Parties
anywhere for a period of twenty-four months. Each of the parties
to the Agreement executed mutual general releases.
About Premier Exhibitions
Premier Exhibitions, Inc., develops, deploys and operates
exhibition products that are presented to the public in exhibition
centers, museums and non-traditional venues. The Atlanta-based
Company's exhibitions generate income primarily through ticket
sales, third-party licensing, sponsorships and merchandise sales.
Premier reported a net loss of $778,000 for the year ended
Feb. 28, 2014, compared to net income of $1.86 million for the year
ended Feb. 28, 2013.
Bankruptcy Warning
"If our efforts to raise additional funds are unsuccessful, the
Company will be required to delay, reduce or eliminate portions of
our strategic plan and may be required to seek the protection of
the U.S. bankruptcy laws and/or cease operating as a going concern.
In addition, if the Company does not meet its payment obligations
to third parties as they come due, the Company may be subject to an
involuntary bankruptcy proceeding or other litigation claims. Even
if the Company were successful in defending against these potential
claims and proceedings, such claims and proceedings could result in
substantial costs and be a distraction to management, and may
result in unfavorable results that could further adversely impact
our financial condition.
If the Company makes a bankruptcy filing, is subject to an
involuntary bankruptcy filing, or is otherwise unable to continue
as a going concern, the Company may be required to liquidate its
assets and may receive less than the value at which those assets
are carried on its financial statements, and it is likely that
shareholders will lose all or a part of their investments. These
financial statements do not include any adjustments that might
result from the outcome of this uncertainty," the Company stated in
the quarterly report for the period ended Nov. 30, 2014.
PRIME TIME: Court Extends Plan Filing Deadline to August 15
-----------------------------------------------------------
The Hon. Madeleine C. Wanslee of the U.S. Bankruptcy Court for the
District of Arizona extended the exclusive periods of Prime Time
International Company and its debtor-affiliates to:
a) file a Chapter 11 plan of reorganization until Aug. 15, 2015;
and
b) solicit acceptances of that plan until Oct. 15, 2015.
As reported in the Troubled Company Reporter on Feb. 19, 2015, the
Debtors reminded the Court that their current exclusive plan filing
deadline is set to expire on March 16, 2015, and the exclusive
solicitation deadline will expire on May 18, 2015.
According to the Debtors, on Nov. 13, 2014, the Court authorized
the sale of substantially all of the Debtors' assets. Since
approval of the sale, the Debtors have worked to satisfy all
closing conditions, including the issuance of licenses. The
Debtors relate they are working with the various regulatory bodies
and have not received any negative feedback. However, processing
the various applications is pending and the Debtors likely will not
have all licenses transferred or reissued by March 16, 2015.
In order to allow the Debtor to proceed toward closing and then
wind-up its Chapter 11 cases in an orderly fashion, the Debtors
request that the Exclusivity Periods be extended. Their lender,
and approved buyer, is supportive of the extension, the Debtors
note.
About Prime Time International
Prime Time International Company, formerly known as Single Stick
Inc., manufactures and distributes cigarettes and little cigars.
PTIC has two wholly-owned subsidiaries: USA Tobacco, which
distributes PTIC's products, and 21st Century Brands, LLC, which
distributes non-tobacco consumer products.
Annual sales are $40 million and the company's products are in
100,000 convenience stores in North America. The company has
direct accounts with each of the top 25 largest convenience store
distributors in the United States.
Prime Time and its two subsidiaries sought Chapter 11 bankruptcy
protection (Bankr. D. Ariz. Lead Case No. 14-03518) in Phoenix on
March 15, 2014. The Debtors have tapped Greenberg Traurig as
attorneys, Odyssey Capital Group, LLC, as financial advisors, and
Schian Walker, P.L.C., as conflicts counsel.
The Debtors disclosed $26.8 million in total assets and $23.4
million in total liabilities as of Jan. 31, 2014.
PUTNAM ENERGY: Section 341 Meeting Set for April 14
---------------------------------------------------
A meeting of creditors of Putnam Energy, L.L.C. will be held on
April 14, 2015, at 3:00 p.m. at 219 South Dearborn, Office of the
U.S. Trustee, 8th Floor, Room 802, Chicago, Illinois.
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 Putnam Energy
Putnam Energy, L.L.C., a company with power plant and pipeline
assets, sought Chapter 11 protection (Bankr. N.D. Ill. Case No.
15-08733) on March 11, 2015, in Chicago, Illinois, after it failed
to reach a forbearance agreement with its lender.
The Debtor estimated $10 million to $50 million in assets and $1
million to $10 million in debt.
The case is assigned to Judge Carol A. Doyle. Terrence O'Malley,
manager and CEO, signed the petition. The Debtor is represented
by Douglas S Draper, Esq., at Heller, Draper, Patrick, Horn &
Dabney, LLC, in New Orleans, as counsel.
QUANTUM FUEL: To Issue Add'l 125,000 Shares Under Incentive Plan
----------------------------------------------------------------
Quantum Fuel Systems Technologies Worldwide, Inc., filed a Form S-8
registration statement with the Securities and Exchange Commission
to register 125,000 shares of common stock issuable under the
Company's 2011 Stock Incentive Plan.
Pursuant to the terms of the Plan, commencing on Jan. 1, 2013, the
number of shares of Common Stock available for issuance under the
Plan is subject to an automatic annual increase on the first day of
each of the Company's fiscal years equal to the lesser of: (x)
125,000 shares, (y) three percent (3%) of the number of the
Company's shares outstanding as of such first day of each fiscal
year, or (z) a lesser number of shares determined by the
Administrator (as defined in the Plan). Effective Jan. 1, 2015,
the Administrator approved an increase of 125,000 shares.
A full-text copy of the prospectus is available for free at:
http://is.gd/LbUSzo
About Quantum Fuel
Lake Forest, Cal.-based Quantum Fuel Systems Technologies
Worldwide, Inc. (Nasdaq: QTWW) develops and produces advanced
vehicle propulsion systems, fuel storage technologies, and
alternative fuel vehicles. Quantum's portfolio of technologies
includes electronic and software controls, hybrid electric drive
systems, natural gas and hydrogen storage and metering systems and
other alternative fuel technologies and solutions that enable fuel
efficient, low emission, natural gas, hybrid, plug-in hybrid
electric and fuel cell vehicles.
Quantum Fuel reported a net loss of $14.9 million in 2014, a net
loss attributable to stockholders of $23.04 million in 2013, a net
loss attributable to stockholders of $30.9 million in 2012 and a
net loss attributable to common stockholders of $38.5 million in
2011.
As of Dec. 31, 2014, the Company had $48.5 million in total assets,
$20.64 million in total liabilities, and $23.6 million in total
stockholders' equity.
QUICKSILVER RESOURCES: Delays 2014 Annual Report
------------------------------------------------
Quicksilver Resources Inc. filed with the U.S. Securities and
Exchange Commission a Notification of Late Filing on Form 12b-25
with respect to its annual report on Form 10-K for the year ended
Dec. 31, 2014.
The Company said its management and external advisors have devoted
substantial attention to the Company's reorganization efforts. As
a result of the increased burdens on the Company's financial,
accounting and administrative staff, the Company has not completed
its preparation of the audited financial statements for the fiscal
year ended Dec. 31, 2014, that are required to be included in the
Form 10-K.
The Company expects to file the Form 10-K no later than the
fifteenth calendar day following the prescribed due date as set
forth in Rule 12b-25.
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: Seeks to Honor Royalty Obligations
---------------------------------------------------------
Quicksilver Resources Inc., et al., are asking the U.S. Bankruptcy
Court for the District of Delaware to pay or honor prepetition and
postpetition royalty obligations, working interest obligations and
other obligations related to oil and gas leases.
In connection with their oil and gas assets, the Debtors are
obligated, pursuant to their oil and gas leases and other
agreements, to remit to the lessors of the oil and gas leases and
potentially other parties their share of revenue from the producing
wells located on the respective leases pursuant to the terms of
their oil and gas lease. As of the Petition Date, the Debtors
estimate that they owe $12.3 million to the holders of the mineral
and other interests.
The Debtors are the operators for a number of the oil and gas wells
in which the Debtors hold an interest, many under joint operating
agreements with other parties. The Debtors may also include an
Offer for Purchase ("OFP"), a mechanism by which cash and
additional cash consideration will be provided to the lessor if the
lease (or lease amendment) and OFP are both signed and returned to
the Debtors.
As of the Petition Date, the Debtors estimate that they may have as
much as $101,453 in outstanding OFP liabilities, including amounts
attributable to both returned OFPs and those that accompanied
proposed leases which have not yet been returned, and request
authority to continue honoring those obligations in the ordinary
course of business. As of the Petition Date, the Debtors estimate
that they may have as much as $101,453 in outstanding OFP
liabilities.
The Debtors are also obligated under various agreements to market
the oil and gas production of certain owners of working interests
to potential purchasers and remit the amounts due to the
appropriate parties. As of the Petition Date, the Debtors estimate
that they have $14.0 million in marketing obligations outstanding.
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.
QUICKSILVER RESOURCES: Taps GCG as Claims and Noticing Agent
------------------------------------------------------------
Quicksilver Resources Inc., et al., are asking the U.S. Bankruptcy
Court for the District of Delaware to appoint Garden City Group,
LLC as claims and noticing agent nunc pro tunc to the Petition Date
in order to assume full responsibility for the distribution of
notices and the maintenance, processing, and docketing of proofs of
claim filed in the Chapter 11 cases.
Although the Debtors have not yet filed their schedules of assets
and liabilities, they anticipate that there will be in excess of
20,000 entities to be noticed.
The firm will be paid at these hourly billing rates:
Administrative and claims control $45 to $55
Project administrator $70 to $85
Project supervisors $95 to $110
Graphic support and technology staff $100 to $200
Project manager and senior project managers $125 to $175
Director and assistant vice presidents $200 to $295
Vice president and above $295
The firm will charge $50 per 1,000 e-mails for electronic noticing
and $0.10 per page for facsimile noticing. The firm will also
charge $0.12 for document scanning. For claims administration, the
association of claimant name and address to the database will cost
$0.15 per claim. For the case Web site, there will be a $200 per
month maintenance fee and standard hourly rates for updating the
Web site. For its contact services, the firm will charge $1,900
fee to set up the Interactive Voice Response, and $0.39 per minute
for the IVR.
Prior to the Petition Date, the Debtors provided GCG a retainer in
the amount of $275,000.
Although by the Debtors do not propose to retain GCG as a
professional under 11 U.S.C. Sec. 327, to the best of GCG's
knowledge, GCG neither holds nor represents an interest materially
adverse to the Debtors' estates nor has a connection to the
Debtors, their creditors, or their related parties with respect to
any matter for which GCG will be employed.
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.
QUICKSILVER RESOURCES: To Pay Claims of Shippers & Warehousemen
---------------------------------------------------------------
Quicksilver Resources Inc., et al., filed a motion asking the U.S.
Bankruptcy Court for the District of Delaware to pay up to $15
million for prepetition claims of certain lienholders.
The Debtors engage certain vendors -- Shippers -- to transport and
deliver the transport natural gas and other related products from
the wellhead to the sales points where such gas is sold. First,
the Debtors engage certain vendors -- Crestwood Midstream Partners
LP and DCP Midstream Partners, LP -- to transport the gas from the
well site to either a compression station or a processing plant
through gathering lines. The processed gas and associated liquids
are then shipped by transportation pipeline operators through
several transportation pipelines to sales points. The average
monthly amount paid by the Debtors to the Shippers is $11,000,000
for the gatherers and $3,500,000 for the transporters. As of the
Petition Date, the Debtors estimate that they may owe the Shippers
up to approximately $10,000,000.
In the ordinary course of business, the Debtors use approximately
five vendors -- Warehousemen -- to store drilling pipe when not
being used. The average monthly amount paid by the Debtors to the
Warehousemen is approximately $300. The Debtors pay the
Warehousemen in arrears, therefore, it is likely that the
Warehousemen are owed certain amounts for storage fees.
Under most state laws, a Shipper or a Warehouseman may have a lien
on the goods in its possession, which lien secures the charges or
expenses incurred in connection with the transportation or storage
of such goods.
In addition to the Shipping and Warehousing Claims, in the ordinary
course of their business, the Debtors routinely contract with and
rely on the services with a number of third parties, a number of
which may assert mechanics' liens and materialmen's liens or other
liens that attach to the Debtors' interests in their oil and gas
leases -- Miscellaneous Lien Claims. As such, these third parties
-- Lien Claimants -- have the potential to assert Miscellaneous
Lien Claims against the Debtors and their property if the Debtors
fail to pay for the goods or services rendered. The average
monthly amounts paid by the Debtors to the Lien Claimants on behalf
of the Debtors and their partners is approximately $13.6 million.
The Debtors will pay only the Shipping and Warehousing Claims and
Miscellaneous Claims that the Debtors believe, in their business
judgment, to be necessary and appropriate.
According to the Debtors, payments will not exceed $10,000,000 on
account of prepetition Shipping and Warehousing Claims and
$5,000,000 on account of prepetition Miscellaneous Lien Claims.
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.
RADIOSHACK CORP: Fitch Affirms & Withdraws D Issuer Default Rating
------------------------------------------------------------------
Fitch Ratings has affirmed and withdrawn the 'D' Long-term Issuer
Default Rating (IDR) on RadioShack Corporation. Fitch has also
affirmed and withdrawn the 'CCC-/RR2' rating on RadioShack's $250
million secured term loan and the 'C/RR6' rating on the company's
senior unsecured notes.
These actions follow RadioShack's Chapter 11 filing on Feb. 5,
2015. Accordingly, Fitch will no longer provide ratings or
analytical coverage for RadioShack.
RADIOSHACK CORP: Retains DJM Real Estate to Dispose Properties
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DJM Real Estate, a division of Gordon Brothers Group, has been
retained by RadioShack Corporation to exclusively manage the
disposition of seven owned industrial properties. These properties
are located in Texas, California, Iowa and North Carolina, and are
available for immediate sale. The properties can be purchased
individually or in any combination, subject to US Bankruptcy Court
approval.
The properties include three major distribution centers in
Ft. Worth, TX and Woodland, CA; individually ranging in size from
324,475 sq. ft. to 639,000 sq. ft.; and four properties located in
Ft. Worth, TX, W. Burlington, IA and Swannanoa, NC; individually
ranging in size from 100,827 sq. ft. to 151,000 sq. ft. All
properties will be delivered vacant.
"This portfolio of RadioShack's distribution centers and warehouses
has drawn a lot of attention already. We have received strong
expressions of interest from national players as well as regional
and local investors. We have been speaking to some potential owner
occupier replacement tenants as well. It is likely that the
properties will be sold off individually to buyers but we are also
in discussions with bulk portfolio purchasers. We anticipate a
series of successful auctions for the sale of these properties,
most likely through the 'stalking horse' process," said Mark
Dufton, CEO of DJM Real Estate.
The RadioShack Properties Include:
-- 660 N Pioneer Ave, Woodland, CA 95776
323,475 SF Distribution Warehouse on 22.49 AC. Built in
2000.
-- 1719 W Mount Pleasant St, W. Burlington, IA 52655
100,827 SF Light Manufacturing/ Warehouse on 8.24 AC.
Built from 1962-88.
-- 111 Old Bee Tree Rd, Swannanoa, NC 28778
151,000 SF Light Manufacturing on 41.47 AC. Built from
1952-84.
-- 401 NE 38th St, Ft Worth, TX 76106
132,000 SF Light Manufacturing/ Warehouse on 9.16 AC.
Built in 1960.
-- 3131 W Bolt St, Ft Worth, TX 76110
136,570 SF Light Manufacturing/ Warehouse on 5.00 AC.
Built in 1963.
-- 900 Terminal Rd, Ft Worth, TX 76106
639,000 SF Distribution Warehouse on 23.55 AC. Built in
1975.
-- 1000 Terminal Rd, Ft Worth, TX 76106
600,000 SF Distribution Warehouse on 23.55 AC. Built in
1991.
All parties interested in acquiring one or more of the properties
should contact James Avallone at 516.682.4224 or
javallone@djmrealestate.com
Detailed property information can be obtained at
http://www.djmrealestate.com/radioshack
About DJM Real Estate
DJM Real Estate -- http://www.djmrealestate.com-- is a division of
Gordon Brothers Group. It specializes in occupancy savings, real
estate dispositions, growth strategies, strategic reviews,
auditing, advisory and equity investments. Founded in 1992 and
headquartered in New York, the firm has serviced the nation's most
recognizable brands in healthy and distressed situations; including
Toys R Us, Pep Boys, Yum! Brands, Food Lion, CompUSA, Office Depot,
CVS, Dollar Tree and Winn-Dixie. DJM Real Estate is a leader in
finding innovative ways to consolidate and reconfigure real estate
to achieve the highest possible value.
About Radioshack Corporation
Fort Worth, Texas-based RadioShack (NYSE: RSH) --
http://www.radioshackcorporation.com/-- is a retailer of mobile
technology products and services, as well as products related to
personal and home technology and power supply needs. RadioShack's
retail network includes more than 4,300 company-operated stores in
the United States, 270 company-operated stores in Mexico, and
approximately 1,000 dealer and other outlets worldwide.
RadioShack Corporation and affiliates filed separate Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 15-10197) on
Feb. 5, 2015. The petitions were signed by Joseph C. Maggnacca,
chief executive officer. Judge Kevin J. Carey presides over the
case.
David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki,
Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul M.
Green, Esq., at Jones Day serve as the Debtors' bankruptcy counsel.
David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and John H.
Schanne, II, Esq., at Pepper Hamilton LLP serve as co-counsel.
Carlin Adrianopoli at FTI Consulting, Inc., is the Debtors'
restructuring advisor. Maeva Group, LLC, is the Debtors'
turnaround advisor. Lazard Freres & Co. LLC is the Debtors'
investment banker. A&G Realty Partners is the Debtors' real estate
advisor. Prime Clerk is the Debtors' claims and noticing agent.
The Debtors disclosed total assets of $1.2 billion, versus total
debt of $1.3 billion.
Radioshack reported a net loss of $400.2 million in 2013, a net
loss of $139 million in 2012, and net income of $72.2 million in
2011. The Company's balance sheet at Aug. 2, 2014, showed $1.14
billion in total assets, $1.21 billion in total liabilities, and a
$63 million total shareholders' deficit.
The U.S. Trustee has appointed seven members to the Official
Committee of Unsecured Creditors.
RADIOSHACK CORP: Standard General Says Bid is Retailer's Hope
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Peg Brickley, writing for The Wall Street Journal, reported that
Standard General LP's buyout offer for RadioShack Corp. is the
retailer's only hope of surviving bankruptcy, albeit in a much
smaller form, and of staving off complete liquidation, lawyers said
in court.
According to the report, valued at $145.5 million, the deal with
the hedge fund, one of RadioShack's lenders, is the sole proposal
that would save 9,000 jobs, Gregg Galardi, a lawyer for Standard
General, said at a court hearing.
According to the Journal, RadioShack has decided to cut off
small-town shopkeepers who have been peddling RadioShack products
out of their hardware or appliance or general electronics or corner
drug stores across America from credit and demanded cash in advance
from small-business owners who have been selling its goods for
decades if they want inventory now.
The small-business owners are also doing contingency planning in
case RadioShack comes to an end in liquidation or staggers forward
without giving a thought to the independent dealers, said Ira
Brezinsky, one of the organizers of the dealer committee, the
Journal related.
About Radioshack Corporation
Fort Worth, Texas-based RadioShack (NYSE: RSH), is a retailer of
mobile technology products and services, as well as products
related to personal and home technology and power supply needs.
RadioShack's retail network includes more than 4,300
company-operated stores in the United States, 270 company-operated
stores in Mexico, and approximately 1,000 dealer and other outlets
worldwide.
RadioShack Corporation and affiliates filed separate Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 15-10197) on
Feb. 5, 2015. The petitions were signed by Joseph C. Maggnacca,
chief executive officer. Judge Kevin J. Carey presides over the
case.
David G. Heiman, Esq., Greg M. Gordon, Esq., Amanda M. Suzuki,
Esq., Jonathan M. Fisher, Esq., Thomas A. Howley, Esq., and Paul
M. Green, Esq., at Jones Day serve as the Debtors' bankruptcy
counsel. David M. Fournier, Esq., Evelyn J. Meltzer, Esq., and
John H. Schanne, II, Esq., at Pepper Hamilton LLP serve as
co-counsel. Carlin Adrianopoli at FTI Consulting, Inc., is the
Debtors' restructuring advisor. Maeva Group, LLC, is the Debtors'
turnaround advisor. Lazard Freres & Co. LLC is the Debtors'
investment banker. A&G Realty Partners is the Debtors' real
estate advisor. Prime Clerk is the Debtors' claims and noticing
agent.
The Debtors disclosed total assets of $1.2 billion, versus total
debt of $1.3 billion.
Radioshack reported a net loss of $400.2 million in 2013, a net
loss of $139 million in 2012, and net income of $72.2 million in
2011. The Company's balance sheet at Aug. 2, 2014, showed
$1.14 billion in total assets, $1.21 billion in total liabilities,
and a $63 million total shareholders' deficit.
The U.S. Trustee has appointed seven members to the Official
Committee of Unsecured Creditors. The Committee has retained
Cooley LLP as co-counsel.
RL ENTERPRISE: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: RL Enterprise, LLC
PO Box 11903
Costa Mesa, CA 92627
Case No.: 15-11423
Chapter 11 Petition Date: March 18, 2015
Court: United States Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Hon. August B. Landis
Debtor's Counsel: Seth D Ballstaed, Esq.
THE BALLSTAEDT LAW FIRM
9480 S Eastern Ave. Suite 213
Las Vegas, NV 89123
Tel: (702) 715-0000
Fax: (702) 666-8215
Email: seth@ballstaedtlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Roman Libonao, member.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
ROADMARK CORP: Hires Wyrick Robbins as Special Counsel
------------------------------------------------------
Roadmark Corporation seeks permission from the U.S. Bankruptcy
Court for the Eastern District of North Carolina to employ L. Diane
Tindall and the firm of Wyrick Robbins Yates & Ponton LLP as
special counsel to provide legal services in the area of employment
law.
Wyrick Robbins will provide specific benefits to the Debtor and
their legal services will enhance the administration of this case.
Wyrick Robbins provided services for the Debtor pre-petition, and
there is an unpaid balance owed to Wyrick Robbins for such
pre-petition work and unreimbursed expenses of $11,514.70.
L. Diane Tindall 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.
Wyrick Robbins can be reached at:
L. Diane Tindall, Esq.
WYRICK ROBBINS YATES & PONTON LLP
The Summit, Suite 300
4101 Lake Boone Trail
Raleigh, NC 27607-7506
Tel: (919) 865-1112
E-mail: dtindall@wyrick.com
About Roadmark Corporation
Roadmark Corporation is a regional full-service highway paving
striper operating primarily in North Carolina, South Carolina,
Virginia and Maryland.
Roadmark filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.C.
Case No. 15-00432) in Raleigh, North Carolina, on Jan. 26, 2015.
The case is assigned to Judge David M. Warren.
The Debtor disclosed $14.5 million in assets and $15.0 million in
liabilities in its schedules.
The Debtor tapped John Paul H. Cournoyer, Esq., and Vicki L.
Parrott, Esq., at Northen Blue, LLP, in Chapel Hill, North
Carolina, as counsel. The Debtor also tapped Nelson & Company as
accountants and The Finley Group, Inc., as financial consultant.
The U.S. Trustee appointed eight creditors to serve on the official
committee of unsecured creditors.
ROYAL ADHESIVES: S&P Retains 'B' CCR Following $40MM Loan Add-On
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Standard & Poor's Ratings Services said that the 'B' issue-level
rating and '3' recovery rating (higher half of the range) on South
Bend, Ind.-based adhesive, sealant, encapsulant, and polymer
coating producer Royal Adhesives & Sealant LLC's first-lien term
loan B will remain unchanged following the company's announcement
of a proposed add-on of up to $40 million. This issuance will be
an amendment to the company's existing credit agreement and will be
used to finance potential acquisitions as well as for fees and
expenses associated with future transactions. All other ratings on
Royal Adhesives, including the 'B' corporate credit rating, also
remain unchanged. The outlook remains stable.
The ratings on Royal Adhesives reflect S&P's assessments of the
company's "weak" business profile and "highly leveraged" financial
risk profile.
RATING LIST
Royal Adhesives & Sealants LLC
Corp credit rating B/Stable/--
Rating Unchanged
Royal Adhesives & Sealants LLC
First-lien term loan B B
Recovery rating 3H
SABINE OIL: Delays 10-K, Hires Advisors to Explore Alternatives
---------------------------------------------------------------
Sabine Oil & Gas Corporation informed the Securities and Exchange
Commission it will not timely file its annual report on Form 10-K,
but expects to file by March 31, 2015. Sabine does not intend to
host a conference call in connection with the release of its fourth
quarter and full year 2014 financial and operating results.
In addition, Sabine announced that it has retained financial
advisors Lazard and legal advisors Kirkland & Ellis LLP to advise
management and the board of directors on strategic alternatives
related to its capital structure.
On Dec. 16, 2014, Sabine Oil & Gas LLC and Forest Oil Corporation,
completed the combination of their respective businesses through a
series of transactions whereby certain indirect equity holders of
Sabine O&G contributed the equity interests in Sabine O&G to Forest
Oil Corporation. In exchange for this contribution, the equity
holders of Sabine O&G received shares of the Company's common stock
and Series A senior non-voting equity equivalent preferred stock
collectively representing approximately a 73.5% economic interest
in the Company and 40% of the total voting power in the Company.
The Company anticipates changes in the results of operations since
the corresponding period for the year ended
Dec. 31, 2013, due to the Combination.
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.
SAINT JAMES BAPTIST: Case Summary & Top Unsecured Creditor
----------------------------------------------------------
Debtor: Saint James Baptist Church, Inc.
1305 West Club Blvd.
Durham, NC 27705
Case No.: 15-80297
Chapter 11 Petition Date: March 18, 2015
Court: United States Bankruptcy Court
Middle District of North Carolina (Durham)
Judge: Hon. Benjamin A. Kahn
Debtor's Counsel: Florence A. Bowens, Esq.
FLORENCE A. BOWENS, ATTORNEY AT LAW
P. O. Box 51263
Durham, NC 27717
Tel: (919)402-9700
Fax: (919) 402-9002
Email: FBOWENSlaw@aol.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Luther K. Brooks, pastor.
A list of the Debtor's largest unsecured creditor is available for
free at http://bankrupt.com/misc/ncmb15-80297.pdf
SCIENTIFIC GAMES: Incurs $234 Million Net Loss for 2014
-------------------------------------------------------
Scientific Games Corporation filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$234 million on $1.78 billion of total revenue for the year ended
Dec. 31, 2014, compared to a net loss of $30.2 million on $1.09
billion of total revenue for the year ended Dec. 31, 2013. The
Company previously reported a net loss of $62.6 million for 2012.
As of Dec. 31, 2014, Scientific Games had $9.99 billion in total
assets, $9.99 billion in total liabilities and $3.9 million in
total stockholders' equity.
Scientific Games did not file its Annual Report by the filing
deadline of March 16, 2015. The delay was due to unanticipated
technical difficulties the Company encountered with its third-party
SEC software application related to the formatting of certain
exhibits to the 2014 Form 10-K. The technical difficulties were
resolved and the 2014 Form 10-K was submitted to, and accepted for
filing by, the SEC via its EDGAR filing system at 6:46 p.m.,
Eastern Time, on March 16, 2015.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/obozef
About Scientific Games
Scientific Games Corporation is a developer of technology-based
products and services and associated content for worldwide gaming
and lottery markets. The Company's portfolio includes instant and
draw-based lottery games; electronic gaming machines and game
content; server-based lottery and gaming systems; sports betting
technology; loyalty and rewards programs; and social, mobile and
interactive content and services. Visit
http://www.scientificgames.com/
* * *
The TCR reported on May 21, 2014, that Moody's Investors Service
downgraded Scientific Games Corporation's ("SGC") Corporate Family
Rating to 'B1'. The downgrade reflects Moody's view that slower
than expected growth in SGC's Gaming and Instant Products segments
will cause Moody's adjusted leverage to exceed 6.0 times by the
end of 2014.
As reported by the TCR on Aug. 5, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating to 'B+' from 'BB-' on
Scientific Games Corp.
"The downgrade and CreditWatch placement follow Scientific Games'
announcement that it has agreed to acquire Bally Technologies for
$5.1 billion, including the refinancing of about $1.8 billion in
net debt at Bally," said Standard & Poor's credit analyst Ariel
Silverberg.
SEARS HOLDINGS: Reports $1.81 Billion Net Loss in 2014
------------------------------------------------------
Sears Holdings Corporation filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$1.81 billion on $31.2 billion of merchandise sales and services
revenues for the year ended Jan. 31, 2015, compared to a net loss
of $1.11 billion on $36.2 billion of merchandise sales and services
revenues for 2013. The Company previously incurred a net loss of
$1.05 billion in 2012.
As of Jan. 31, 2015, Sears Holdings had $13.2 billion in total
assets, $14.2 billion in total liabilities and a $945 million total
deficit.
"Our business has been and will continue to be affected by
worldwide economic conditions; a failure of the economy to sustain
its recovery, a renewed decline in consumer-spending levels and
other conditions, including inflation and changing prices of
energy, could lead to reduced revenues and gross margins, and
negatively impact our liquidity," the Company states in the Report.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/gvEeis
In a separate regulatory filing, Sears Holdings registered
1,500,000 shares of common stock, par value $0.01 per share,
issuable under the Sears Holdings Savings Plan and
Sears Holdings Puerto Rico Savings Plan for a proposed maximum
aggregate offering price of $55.2 million. A copy of the Form S-8
prospectus is available for free at http://is.gd/yEGLKW
About Sears
Sears Holdings Corporation (NASDAQ: SHLD) --
http://www.searsholdings.com/-- is an integrated retailer focused
on seamlessly connecting the digital and physical shopping
experiences to serve members. Sears Holdings is home to Shop Your
Waytm, a social shopping platform offering members rewards for
shopping at Sears and Kmart as well as with other retail partners
across categories important to them.
The Company operates through its subsidiaries, including Sears,
Roebuck and Co. and Kmart Corporation, with more than 2,000 full-
line and specialty retail stores in the United States and Canada.
Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary
Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on
Jan. 22, 2002. Kmart emerged from chapter 11 protection on May 6,
2003, pursuant to the terms of an Amended Joint Plan of
Reorganization. Skadden, Arps, Slate, Meagher & Flom, LLP,
represented Kmart in its restructuring efforts. Its balance sheet
showed $16,287,000,000 in assets and $10,348,000,000 in debts when
it sought chapter 11 protection.
Kmart bought Sears, Roebuck & Co., for $11 billion to create the
third-largest U.S. retailer, behind Wal-Mart and Target, and
generate $55 billion in annual revenues. Kmart completed its
merger with Sears on March 24, 2005.
* * *
Moody's Investors Service in January 2014 downgraded Sears
Holdings Corporate Family Rating to 'Caa1' from 'B3'.
The rating outlook is stable.
The downgrade reflects the accelerating negative performance of
Sears' domestic business with comparable sales falling 7.4% for
the quarter to date ending January 6th, 2014 compared to the prior
year. The company now expects domestic Adjusted EBITDA to decline
to a range of ($80 million) to $20 million for the fourth fiscal
quarter, compared with $365 million in the year prior period. For
the full year, Sears expects domestic Adjusted EBITDA loss between
$(308) million and $(408) million, as compared to $557 million
last year. Moody's expects full year cash burn (after capital
spending, interest and pension funding) to be around $1.2 billion
in 2013 and we expect Sears' cash burn to remain well above $1
billion in 2014. "Operating performance for fiscal 2013 is
meaningfully weaker than our previous expectations, and we expect
negative trends in performance to persist into 2014" said Moody's
Vice President Scott Tuhy. He added "While Sears noted improved
engagement metrics for its "Shop Your Way" Rewards program,
Moody's remains uncertain when these improved engagement metrics
will lead to stabilization of operating performance."
As reported by the TCR on March 26, 2014, Standard & Poor's
Ratings Services affirmed its ratings on the Hoffman Estate, Ill.-
based Sears Holdings Corp., including the 'CCC+' corporate credit
rating.
Fitch Ratings had downgraded its long-term Issuer Default Ratings
(IDR) on Sears Holdings Corporation (Holdings) and its various
subsidiary entities (collectively, Sears) to 'CC' from 'CCC',
according to a TCR report dated Sept. 12, 2014.
SIGA TECHNOLOGIES: Receives NASDAQ Delisting Notice
---------------------------------------------------
SIGA Technologies, Inc., a company specializing in the development
and commercialization of solutions for serious unmet medical needs
and biothreats, disclosed that it received a letter on March 18
from the Hearings Advisor for The NASDAQ Stock Market LLC,
indicating that the NASDAQ Hearings Panel has determined to delist
the shares of the Company from the NASDAQ Stock Market and
accordingly, suspend trading in the Company's shares effective at
the open of business on March 20, 2015. SIGA expects its shares to
continue to trade on the OTC Markets under the "SIGAQ" symbol.
On September 16, 2014, the Company received a letter from NASDAQ
asserting the Company no longer met the continuing listing
requirements necessary to maintain its listing on the NASDAQ Global
Market as a consequence of the Company filing for relief under
Chapter 11 of the United States Bankruptcy Code. The Company's
Chapter 11 filing was precipitated by its ongoing litigation with
PharmAthene, Inc.
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.
SIGNODE INDUSTRIAL: S&P Raises Sr. Secured Debt Rating to 'B+'
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its issue-level rating on
Signode Industrial Group Lux S.A.'s senior secured credit
facilities to 'B+' from 'B', one notch above the corporate credit
rating on the company. At the same time, S&P revised the recovery
rating on the debt to '2' from '3'. The '2' recovery rating
indicates S&P's expectations of substantial (70% to 90%; in the
lower half of the range) recovery in the event of a payment
default.
S&P revised the recovery rating to reflect a lower estimated amount
of senior secured debt outstanding at default than S&P assessed in
its previous analysis. The lower balances under the senior secured
credit facility are largely the result of debt repayments. Signode
reduced debt by over $200 million in 2014.
S&P's 'B' corporate credit rating and stable outlook on Glenview,
Ill.-based provider of industrial packaging systems and solutions
Signode Industrial Group Lux S.A. remain unchanged.
RATINGS LIST
Signode Industrial Group Lux S.A.
Corporate Credit Rating B/Stable/--
Upgraded; Recovery Rating Revised
To From
Signode Industrial Group Lux S.A.
Senior Secured Credit Fac. B+ B
Recovery Rating 2L 3H
SILVERSUN TECHNOLOGIES: Unit Acquires ATR Assets
------------------------------------------------
SWK Technologies, Inc., a wholly owned subsidiary of SilverSun
Technologies, Inc., on March 11, 2015, entered into an asset
purchase agreement by and among SWK, 2000Soft, Inc. d/b/a
Accounting Technology Resources (the "Seller"), and Karen Espinoza
McGarrigle, owner all of the issued and outstanding capital stock
of ATR.
On the Closing Date, pursuant to the terms of the Purchase
Agreement, the Seller sold, transferred, conveyed and delivered to
SWK all of the Acquired Assets to SWK. In consideration for the
Acquired Assets, SWK (i) paid Seller $80,000 cash; (ii) issued
Seller a promissory note in the principal amount of $175,000. The
Note bears interest at a rate of two percent per annum, has a three
year term, with the principal being amortized in thirty-six equal
installments.
As additional compensation, SWK will pay Seller ten percent of that
certain sum that SWK nets from existing ATR clients for maintenance
renewals. Similarly, SWK shall pay Seller five percent of that
certain sum that SWK nets for maintenance renewals between the 13th
and 24th months following the Closing Date.
Pursuant to the Purchase Agreement, SWK assumed liability for
client deposits and entered into that certain Assignment and
Assumption Agreement, assume Seller's real estate lease for the
premises located at 200 East Sandpointe Avenue, Suite 560, Santa
Ana, CA 92707.
Additionally, in connection with the Purchase Agreement, SWK
entered into an Employment Agreement with Karen Espinoza McGarrigle
pursuant to which Ms. McGarrigle will serve as an SWK ERP sales
executive. Ms. McGarrigle's duties will focus primarily on
software application sales to new and existing customers. The term
of the Employment Agreement is for three years unless otherwise
terminated pursuant to the terms and conditions thereunder. SWK
will pay Ms. Garrigle $155,000 per annum. Ms. Garrigle will also
receive 10,000 options to purchase common stock of the Company, no
later than 30 days after the execution of the Employment Agreement,
at a price equal to the actual closing price of the Company's
common stock on the day before the Closing Date. The options will
vest at a rate of 20% per year over five years.
About SilverSun
Livingston, N.J.-based SilverSun Technologies, Inc., formerly
known as Trey Resources, Inc., focuses on the business software
and information technology consulting market, and is looking to
acquire other companies in this industry. SWK Technologies, Inc.,
the Company's subsidiary and the surviving company from the
acquisition and merger with SWK, Inc., is a New Jersey-based
information technology company, value added reseller, and master
developer of licensed accounting and financial software published
by Sage Software. SWK Technologies also publishes its own
proprietary supply-chain software, the Electronic Data Interchange
(EDI) solution "MAPADOC." SWK Technologies sells services and
products to various end users, manufacturers, wholesalers and
distribution industry clients located throughout the United
States, along with network services provided by the Company.
Silversun Technologies posted net income of $323,000 on $17.4
million of net total revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $1.23 million on $13.2 million of net
total revenues for the year ended Dec. 31, 2012.
As of Sept. 30, 2014, the Company had $5.12 million in total
assets, $4.89 million in total liabilities and $238,000 in total
stockholders' equity.
SOUTH LAKES DAIRY: Seeks Final Decree Closing Case
--------------------------------------------------
South Lakes Dairy Farm filed a third request for entry of final
decree and order closing its Chapter 11 bankruptcy case in the U.S.
Bankruptcy Court for the Eastern District of California.
The Debtor says it has been making payments to creditors required
by its plan since December 2013. The payments represent
substantial consummation of the plan of reorganization dated Sept.
17, 2013, and it has carried out the plan as required in the
Bankruptcy Code. All check issued in consummation of the plan have
been cashed by the bank on which they were drawn or there is money
in the accounts to cover the checks, the Debtor notes.
The Debtor adds it has recovered preference payments and made
preference recovery distribution as required by its plan.
The Debtor relates it filed two motions to close the case. The
first motion to close was denied, and the second was withdrawn when
it decided to retain Michael Wilhelm of Walter & Wilhelm Law Group
to perform an independent preference analysis. Mr. Wilhelm
performed an independent analysis of preference claims including
gathering and organizing data from the Debtor and reviewing all
payments to vendors and eliminating potential defendants for
various reasons including payments below the statutory minimum for
business preference actions, and payments that were not on an
antecedent debt.
About South Lakes Dairy
South Lakes Dairy Farm is a California partnership engaged in the
dairy cattle and milking business. The partnership filed a bare-
bones Chapter 11 petition (Bankr. E.D. Calif. Case No. 12-17458)
in Fresno, California on Aug. 30, 2012. The Debtor said it has
$1.97 million in accounts receivable charged to Dairy Farmers of
America on account of milk proceeds, and that it has cattle worth
$12.06 million. The farm owes $12.7 million to Wells Fargo Bank
on a secured note.
The Debtor disclosed, in amended schedules, $25,281,583 in assets
and $26,193,406 in liabilities as of the Chapter 11 filing. The
Debtor disclosed $19.5 million in assets and $25.4 million in
liabilities in a prior iteration of the schedules.
Bankruptcy Judge W. Richard Lee presides over the case. Jacob L.
Eaton, Esq., at Klein, DeNatale, Goldner, Cooper, Rosenlieb
& Kimball, LLP, in Bakersfield, Calif., represents the Debtor as
counsel. The Debtor tapped A&M Livestock Auction, Inc., to
auction livestock.
August B. Landis, the Acting U.S. Trustee for Region 17, appointed
seven creditors to serve in the Official Committee of Unsecured
Creditors. Ronald A. Clifford, Esq., at Blakley & Blakeley LLP,
represents the Creditors Committee as counsel.
SRIVASTAVA REAL ESTATE: Case Summary & 6 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Srivastava Real Estate Holding, Inc.
1286 N Morgantown Rd
Greenwood, IN 46142
Case No.: 15-02112
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: March 18, 2015
Court: United States Bankruptcy Court
Southern District of Indiana (Indianapolis)
Debtor's Counsel: Flora Ajolayo Owolabi, Esq.
LAW OFFICE OF FLORA A. OWOLABI
1300 E. 86th Street
P.O. Box 40967
Indianapolis, IN 46240
Tel: 317-292-7071
Email: flora@owolabilaw.com
Total Assets: $400,000
Total Liabilities: $1.13 million
The petition was signed by Prashith Srivastava, president.
A list of the Debtor's six largest unsecured creditors is available
for free at http://bankrupt.com/misc/insb15-02112.pdf
STANDARD REGISTER: Has Interim OK to Tap BofA, Silver Point Loans
-----------------------------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware gave interim approval to The Standard Register
Company, et al.'s motion to obtain (i) a $125,000,000 asset-based
revolving credit ("ABL") extension from Bank of America, N.A., as
administrative and collateral agent, and (ii) a $30,000,000 term
loan from Silver Point Finance, LLC, as administrative and
collateral agent.
The hearing to consider final approval of the DIP facilities will
be held on April 1, 2015, at 10:00 a.m. Any party asserting an
objection must file that objection on or before March 25.
Pursuant to an Amended and Restated Loan and Security Agreement,
dated as of dated Aug. 1, 2013, with BofA, as agent, the Debtors
owed $96.3 million, on an asset-based revolving credit facility
("ABL Credit Facility"), secured by a first priority security
interest in the Debtors' financial assets. Pursuant to First Lien
Credit Agreement, dated Aug. 1, 2013, with Silver Point, as agent,
the Debtors owe an aggregate principal amount of $115.4 million on
a term loan (the "First Lien Debt") secured by a first priority
security interest in the Debtors' owned real property and by a
second priority security interest in and lien on the ABL Priority
Collateral. Pursuant to a Second Lien Credit Agreement, dated as
of Aug. 1, 2013, with Silver Point, as administrative agent, the
Debtors owed $98.6 million on a term loan (the "Second Lien Debt")
secured by a second priority security interest in and lien on the
Term Loan Priority Collateral and by a third priority security
interest in and lien on the ABL Priority Collateral.
DIP Terms Loan
The DIP Term Loan Agreement contemplates a multiple draw term loan
providing for up to $30 million aggregate principal amount of DIP
Term Loans. The DIP Term Loan will be secured by (a) a
first-priority senior priming lien on the Term Loan Priority
Collateral and, subject to certain sharing provisions in the
Interim Order, the Debtors' unencumbered assets, subject to the
Carve-Out; and (b) liens on the ABL Priority Collateral that are
junior to the liens in favor of the ABL Agent and the ABL DIP Agent
with respect to the ABL Priority Collateral, the ABL Adequate
Protection Liens, and Permitted Senior Liens (as defined in the DIP
ABL Credit Agreement), subject to the Carve-Out. The DIP Term Loan
matures on Sept. 8, 2015, unless otherwise extended or shortened
under certain circumstances.
The salient terms of the DIP Term Loan Facility are:
* Borrowers: The Standard Register Company; Standard
Register Holding Company; Standard Register
Technologies, Inc.; Standard Register
International, Inc. iMedConsent, LLC;
Standard Register of Puerto Rico Inc.;
Standard Register Mexico Holding Company;
Standard Register Holding, S. de R.L. de
C.V.; Standard Register de México, S. de
R.L. de C.V.; Standard Register Servicios,
S. de R.L. de C.V.; and Standard Register
Technologies Canada ULC.
* Administrative
Agent: Silver Point.
* DIP Lenders: Managed funds of Silver Point Capital, L.P.
and other lenders.
* Amount: $30,000,000.
* Interest Rate: LIBOR plus 9.5% per annum (with a LIBOR
floor of 1%) or the Alternative Base Rate
(as defined in the DIP Term Loan Agreement)
plus 8.5% per annum, at the Debtors'
election.
* Fees And
Expenses: Closing fee of $1,050,000; commitment fee of
1% on the undrawn amount; monitoring fee of
$10,000 per month. Borrowers to pay the
Administrative Agent's out-of-pocket costs
and expenses.
* Maturity and
Milestones: The earliest to occur of any of the
following:
(a) Sept. 8, 2015;
(b) 30 days after the entry of the Interim
Order if the Final Order has not been
entered prior to or on such date;
(c) March 31, 2015, if the Debtors have not
provided a draft operational
restructuring plan to the Administrative
Agent;
(d) April 10, 2015, if the order approving
the Debtors' proposed bid procedures has
not been entered prior to or on such
date;
(e) April 15, 2015, if the Debtors have not
provided a final operational
restructuring plan to the Administrative
Agent;
(f) June 19, 2015, if the order approving
the Debtors motion to sell substantially
all of their assets has not been entered
prior to or on such date;
(g) If the sale of the Debtors' assets
pursuant to such order has not been
closed not later than the earlier of (a)
60 days after the entry of the Sale
Order for any reason other (i) than the
issuance of a stay pending appeal from
the Sale Order, or (ii) the winning
bidder failing to close the sale
transaction, except as a result of a
breach by the Debtors of a
representation or covenant in the
Purchase Agreement, or (b) the date that
is 180 days after the date of the
Purchase Agreement;
(h) The date that the sale contemplated by
the Sale Order closes;
(i) The date that the substantial
consummation of a plan of reorganization
or liquidation is confirmed pursuant to
an order entered by the Bankruptcy
Court; and
(j) The date on which the acceleration of
the DIP Term Loans and the termination
of the commitments in accordance with
the DIP Term Loan Agreement occurs
following an Event of Default.
DIP ABL Loans
The DIP ABL Agreement contemplates a revolving loan providing for
up to $125 million aggregate principal amount of loans and other
financial accommodations, the provision of which will be subject to
compliance with a 13-week budget and the borrowing base formula.
The DIP ABL Loan will be secured by (a) a first-priority senior
priming lien on the ABL Loan Collateral and, subject to certain
sharing provisions in the Interim Order, the Unencumbered
Assets, and (b) liens on the Term Loan Priority Collateral that are
junior to the liens in favor of the Term Agents and the DIP Term
Agent with respect to the Term Loan Priority Collateral, the
Term Adequate Protection Liens, and Permitted Senior Liens (as
defined in the DIP ABL Credit Agreement).
The DIP Lenders will also receive a superpriority administrative
expense claim for any unpaid obligations under the DIP Loans.
The ABL Debt will be paid from the proceeds of the ABL Priority
Collateral collected prior to the Final Hearing and in full in cash
after the Final Hearing, or rolled up, through a draw on the DIP
ABL Debt. After the Interim Hearing, use of the DIP Term
Loans, a multiple-draw facility, will be authorized in full,
provided that the Debtors may not use more than $115,000,000 in DIP
Loans (other than DIP Credit Extensions) through the date of the
Final Hearing. After the initial funding approved by the Interim
Order, the Debtors seek approval at the Final Hearing for the ABL
Loan to be fully paid fully and rolled up, and to permit
the DIP ABL Loan to serve as a revolver up to the full $125,000,000
limit of the ABL DIP Facility, which, as supplemented by the DIP
Term Loan, will have the capacity needed to meet the Debtors'
projected operating expenses going forward.
* Borrowers: The Standard Register Company; Standard
Register Holding Company; Standard Register
Technologies, Inc.; Standard Register
International, Inc.; iMedConsent, LLC;
Standard Register of Puerto Rico Inc.;
Standard Register Mexico Holding Company;
Standard Register Holding, S. de R.L. de
C.V.; Standard Register de México, S. de
R.L. de C.V.; Standard Register Servicios,
S. de R.L. de C.V.; and Standard Register
Technologies Canada ULC.
* Administrative
Agent: BofA.
* DIP Lenders: BofA and Wells Fargo Bank, National
Association.
* Amount: $125 million on a final basis.
* Interest Rate: The Base Rate plus 1.25% per annum, or at
the Debtors' election with respect to draws
of at least $3 million, LIBOR plus 2.25%.
* Fees And
Expenses: Closing fee of $625,000; commitment fee of
0.5% on the undrawn amount; letter of credit
fee of 0.25% on the undrawn amount of any
issued and outstanding letters of credit.
Borrowers to pay the Administrative Agent's
out-of-pocket costs and expenses.
* Maturity: The DIP ABL Credit Agreement will terminate
on the earliest to occur of any of the
following:
(a) Sept. 8, 2015;
(b) 30 days after the entry of the Interim
Order if the Final Order has not been
entered prior to or on such date;
(c) April 10, 2015, if the order approving
the Debtors' proposed bid procedures has
not been entered prior to or on such
date;
(d) June 19, 2015, if the order approving
the Debtors motion to sell substantially
all of their assets has not been entered
prior to or on such date;
(e) 30 days after the entry of the Sale
Order if the sale of the Debtors' assets
pursuant to such order has not been
closed for any reason other than the
issuance of a stay pending appeal from
the Sale Order (subject to an extension
of an additional 30 days at the request
of the DIP Term Lenders);
(f) The date on which the Borrowers
terminate the ABL DIP Credit Agreement
in accordance with section 5.2.1
thereof;
(g) The date of closing of a sale of all or
substantially all of Borrowers' assets
pursuant to Section 363 of the
Bankruptcy Code;
(h) The effective date of any confirmed
Acceptable Plan (as defined in the DIP
ABL Credit Agreement);
(i) The date that any Borrower files a
chapter 11 plan that is not an
Acceptable Plan (as defined in the DIP
ABL Credit Agreement);
(j) The date that any chapter plan filed by
a person that is not a Borrower is
confirmed, if such chapter 11 plan is
not an Acceptable Plan;
(k) The date on which any of the Chapter 11
Cases are dismissed or converted by the
Court; and
(l) The date on which the acceleration of
the DIP ABL Loans and the termination of
the commitments in accordance with the
DIP ABL Credit Agreement occurs
following an Event of Default.
Counsel for ABL DIP Agent:
Edward Dobbs, Esq.
PARKER HUDSON RAINER & DOBBS, LLP
1500 Marquis Two Tower
285 Peachtree Center Avenue
Atlanta, GA 30303
Email: edobbs@phrb.com
-- and --
Mark D. Collins, Esq.
RICHARDS LAYTON & FINGER
One Rodney Square
920 North King Street
Wilmington, DE 19801
E-mail: collins@rlf.com
Counsel for Term DIP Agent:
Ron E. Meisler, Esq.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
155 N. Wacker Dr., Suite 2700
Chicago, IL 60606
E-mail: ron.meisler@skadden.com
-- and --
Sarah E. Pierce, Esq.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
One Rodney Square
920 N. King Street
Wilmington, DE 19801
E-mail: sarah.pierce@skadden.com
A full-text copy of the Interim DIP Order with Budget is available
at http://bankrupt.com/misc/STANDARDdip0313.pdf
A copy of the DIP Financing Motion is available for free at:
http://bankrupt.com/misc/SRC_DIP_Motion.pdf
About Standard Register
Standard Register — http://www.standardregister.com/—
provides
market-specific insights and a compelling portfolio of workflow,
content and analytics solutions to address the changing business
landscape in healthcare, financial services, manufacturing and
retail markets. The company has operations in all U.S. states and
Puerto Rico, and currently employs 3,500 full-time employees and 16
part-time employees.
The Standard Register Company sought Chapter 11 protection (Bankr.
D. Del. Case No. 15-10541) on March 12, 2015, with plans to launch
a sale process where its largest secured lender would serve as
stalking horse bidder in an auction.
The Debtors have tapped Young Conaway Stargatt & Taylor LLP as
counsel, and Prime Clerk LLC as claims agent.
STATE FISH: Ch. 11 Trustee Hires Berkeley Research as Accountants
-----------------------------------------------------------------
R. Todd Neilson, the Chapter 11 trustee of State Fish Co., Inc. and
Calpack Foods, LLC, seeks authorization from the Hon. Sandra R.
Klein of the U.S. Bankruptcy Court for the Central District of
California to employ Berkeley Research Group, LLC as accountants
and financial advisors for the Trustee, nunc pro tunc to Feb. 27,
2015.
The Trustee requires Berkeley Research to:
(a) assist with the operations of the Debtors;
(b) analyze the books and records of the Debtors to investigate
the status and values of the assets of the estates;
(c) analyze and liquidate claims against the estates,
(d) as determined appropriate and necessary, to reconstruct
financial transactions of the Debtors;
(e) complete tax work and other financial analyses that is
required by the Trustee to properly administer the estates
and conclude these cases;
(f) prepare chapter 11 operating and interim reports in
compliance with Office of the United States Trustee
Guidelines;
(g) assist in the identification and pursuit of any causes of
action;
(h) assist the Trustee in preparing the necessary income tax
returns for the estates;
(i) communicate with taxing authorities on behalf of the
estates; and
(j) other accounting services as required by the Trustee.
Berkeley Research will be paid at these hourly rates:
David H. Judd, Director $610
Vernon Calder, Director $580
Tom Jeremiassen, Director $525
Leif Larsen, Consultant $420
Nick Troszak, Consultant $420
Spencer Ferrero, Consultant $300
Laura Kramer, Associate $230
Rowen Dizon, Para-Professional $150
Berkeley Research will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Adam Tenenbaum, deputy general counsel of Berkeley Research,
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.
Berkeley Research can be reached at:
David H. Judd
BERKELEY RESEARCH GROUP, LLC
2049 Century Park East, Suite 2525
Los Angeles, CA 90067
Tel: (310) 499-4941
Fax: (310) 557-8982
E-mail: djudd@thinkbrg.com
About State Fish
State Fish Co., Inc., was founded in 1932 and began as a small
local wholesale fish buyer in California. Under the leadership of
Sam DeLuca, State Fish expanded from a small fresh fish company to
an internationally-known import and export company operating its
own processing and cold store facilities near the Port of Los
Angeles. Calpack Foods, LLC, a wholly owned subsidiary, was formed
in April 2012 to produce high quality food and beverage products.
State Fish and Calpack Foods filed voluntary Chapter 11 bankruptcy
petitions (C.D. Cal. Lead Case No. 15-11084) on Jan. 26, 2015, amid
a family dispute and liquidity woes brought by declining fish
catches.
The Hon. Sandra R. Klein presides over the jointly administered
cases. Amir Gamliel, Esq., and Alan D Smith, Esq., at Perkins Coie
LLP, serve as the Debtors' counsel. George Blanco, at Avant
Advisory Group, acts as chief restructuring officer.
State Fish disclosed $34,868,772 in assets and $10,084,671 in
liabilities as of the bankruptcy filing.
STATE FISH: Chapter 11 Trustee Hires Klee Tuchin as Counsel
-----------------------------------------------------------
R. Todd Neilson, the Chapter 11 trustee of State Fish Co., Inc. and
Calpack Foods, LLC, seeks authorization from the Hon. Sandra R.
Klein of the U.S. Bankruptcy Court for the Central District of
California to employ Klee, Tuchin, Bogdanoff & Stern LLP as
bankruptcy counsel to the Trustee, nunc pro tunc to Feb. 27, 2015.
The Trustee requires Klee Tuchin to:
(a) represent the Trustee in contested matters and adversary
proceedings and at hearings before this Court;
(b) assist the Trustee in identifying, analyzing, and obtaining
possession of property of the estates, including, if
appropriate, seeking the turnover of property of the
estates and conducting examinations pursuant to Bankruptcy
Rule 2004;
(c) assist the Trustee with the use, sale, or lease of property
of the estates;
(d) assist the Trustee with the abandonment or other
disposition of property of the estates;
(e) review and pursue avoidable transfers;
(f) assist with the collection of the accounts receivables, if
any;
(g) analyze and review the validity of claims of alleged
creditors and, if appropriate, object to those claims;
(h) analyze the validity of all scheduled and filed claims and,
if appropriate, object to those claims;
(i) analyze the validity of all administrative expenses and, if
appropriate, object to those expenses;
(j) assist the Trustee with the settlement and compromise
of claims by or against the estates, or pertaining to
matters relating to these cases;
(k) advise the Trustee so that he may properly comply with the
Bankruptcy Code, the Bankruptcy Rules, the Local Bankruptcy
Rules, and the Guidelines of the United States Trustee; and
(l) perform other general legal services to accelerate the
administration of the estates
Klee Tuchin will be paid at these hourly rates:
David M. Stern $1,080
Michael L. Tuchin $1,080
Colleen M. Keating $650
Jonathan M. Weiss $475
Klee Tuchin will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David M. Stern, partner of Klee Tuchin, 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.
Klee Tuchin can be reached at:
David M. Stern, Esq.
KLEE, TUCHIN, BOGDANOFF & STERN LLP
1999 Avenue of the Stars, 39th Floor
Los Angeles, CA 90067
Tel: (310) 407-4025
Fax: (310) 407-9090
E-mail: dstern@ktbslaw.com
About State Fish
State Fish Co., Inc., was founded in 1932 and began as a small
local wholesale fish buyer in California. Under the leadership of
Sam DeLuca, State Fish expanded from a small fresh fish company to
an internationally-known import and export company operating its
own processing and cold store facilities near the Port of Los
Angeles. Calpack Foods, LLC, a wholly owned subsidiary, was formed
in April 2012 to produce high quality food and beverage products.
State Fish and Calpack Foods filed voluntary Chapter 11 bankruptcy
petitions (C.D. Cal. Lead Case No. 15-11084) on Jan. 26, 2015, amid
a family dispute and liquidity woes brought by declining fish
catches.
The Hon. Sandra R. Klein presides over the jointly administered
cases. Amir Gamliel, Esq., and Alan D Smith, Esq., at Perkins Coie
LLP, serve as the Debtors' counsel. George Blanco, at Avant
Advisory Group, acts as chief restructuring officer.
State Fish disclosed $34,868,772 in assets and $10,084,671 in
liabilities as of the bankruptcy filing.
STATE FISH: Creditors' Panel Hires Levene Neale as General Counsel
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of State Fish Co.,
Inc. and Calpack Foods, LLC seeks authorization from the Hon.
Sandra R. Klein of the U.S. Bankruptcy Court for the Central
District of California to retain Levene, Neale, Bender, Yoo & Brill
LLP as general counsel to the Committee, effective Feb. 13, 2015.
The Committee requires Levene Neale to:
(a) advise the Committee with regard to the requirements of the
Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules and
OUST as they pertain to the Committee;
(b) advise the Committee with regard to certain rights and
remedies of the Debtors' bankruptcy estates and the rights,
claims and interests of creditors;
(c) represent the Committee in any proceeding or hearing in the
Bankruptcy Court involving the Debtors' estates unless the
Committee is represented in such proceeding or hearing by
other special counsel;
(d) conduct examinations of witnesses, claimants or adverse
parties and representing the Committee in any adversary
proceeding except to the extent that any such adversary
proceeding is in an area outside of Levene Neale's
expertise;
(e) prepare and assist the Committee in the preparation of
reports, applications, pleadings and orders including, but
not limited to, applications to employ professionals, and
responding to pleadings filed by any other parties in
interest in these cases, including the Debtors;
(f) assist the Committee to evaluate any sale or other
disposition of assets in these cases;
(g) assist the Committee to evaluate the existence of any
assets and causes of action to pursue and representing the
Committee in connection with the pursuit of any
such causes of action;
(h) assist the Committee in the negotiation, formulation,
preparation and confirmation of a plan of reorganization
and the preparation and approval of a disclosure statement
in respect of the plan; and
(i) perform any other services which may be appropriate in
Levene Neale's representation of the Committee during these
bankruptcy cases.
Martin J. Brill and Daniel H. Reiss will be the primary attorneys
at Levene Neale responsible for the representation of the Committee
during the Debtors' chapter 11 cases. Mr. Brill's current billing
rate is $595 per hour and Mr. Reiss's current billing rate is $575
per hour.
Levene Neale will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Martin J. Brill, partner of Levene Neale, 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.
Levene Neale can be reached at:
Martin J. Brill, Esq.
LEVENE, NEALE, BENDER,
YOO & BRILL L.L.P.
10250 Constellation Boulevard, Ste 1700
Los Angeles, CA 90067
Tel: (310) 229-1234
Fax: (310) 229-1244
E-mail: mjb@LNBYB.com
About State Fish
State Fish Co., Inc., was founded in 1932 and began as a small
local wholesale fish buyer in California. Under the leadership of
Sam DeLuca, State Fish expanded from a small fresh fish company to
an internationally-known import and export company operating its
own processing and cold store facilities near the Port of Los
Angeles. Calpack Foods, LLC, a wholly owned subsidiary, was formed
in April 2012 to produce high quality food and beverage products.
State Fish and Calpack Foods filed voluntary Chapter 11 bankruptcy
petitions (C.D. Cal. Lead Case No. 15-11084) on Jan. 26, 2015, amid
a family dispute and liquidity woes brought by declining fish
catches.
The Hon. Sandra R. Klein presides over the jointly administered
cases. Amir Gamliel, Esq., and Alan D Smith, Esq., at Perkins Coie
LLP, serve as the Debtors' counsel. George Blanco, at Avant
Advisory Group, acts as chief restructuring officer.
State Fish disclosed $34,868,772 in assets and $10,084,671 in
liabilities as of the bankruptcy filing.
STATION CASINOS: S&P Revises Outlook to Stable & Affirms 'B' CCR
----------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on Las Vegas-based Station Casinos LLC to stable from
positive and affirmed all ratings, including the 'B' corporate
credit rating.
S&P is affirming the 'CCC+' issue-level rating on the company's
senior notes due 2021 following the announcement of a proposed $300
million add-on to the notes. The add-on would bring the total size
of the issue to $800 million. The recovery rating on the notes
remains '6', reflecting S&P's expectation for negligible (0% to
10%) recovery for lenders in the event of a payment default.
Station plans to use the proceeds, along with a potential modest
draw on its revolving credit facility, to fund a dividend to the
company's owners and to pay fees and expenses.
"The revision of the outlook to stable from positive reflects our
expectation that leverage will remain above 6x through 2015 as a
result of the incremental debt Station is incurring to fund a
distribution to owners," said Standard & Poor's credit analyst
Stephen Pagano.
Pro forma for the transaction, S&P believes leverage is about 6.5x
as of Dec. 31, 2014. Although S&P expects leverage to improve
closer to 6x by the end of 2015 under its base-case forecast, S&P
no longer believes that the company will improve and sustain
leverage over the next year below the 6x leverage threshold that
S&P believes could support a one-notch higher rating on Station.
S&P's corporate credit rating on Station reflects S&P's assessment
of its business risk profile as "fair" and its financial risk
profile as "highly leveraged."
The stable outlook reflects S&P's expectation that continued good
growth in the Las Vegas locals gaming market, coupled with higher
management fees generated from Station's Native American management
agreements, support improvement in leverage to around 6x by the end
of 2015 from the mid-6x area pro forma for the incremental debt
Station is incurring in the proposed transaction.
S&P could consider a one-notch upgrade if it was confident that the
company would improve adjusted leverage to below 6x and if S&P
believed Station's financial policy is aligned with sustaining
leverage below this level. S&P would also expect Station to be
able to maintain interest coverage above 2x.
S&P could lower the rating if the company undertakes additional
leveraging transactions to fund additional shareholder
distributions or make acquisitions, such that leverage is sustained
above 7x or EBITDA coverage of interest deteriorates to below 1.5x.
A lower rating could also result if operating performance is
meaningfully weaker than S&P's expectations, which could result
from a disruption in the Las Vegas locals gaming market due to
economic conditions that leads to leverage increasing to above 7x
or coverage deteriorating below 1.5x. S&P views this as a less
likely alternative given its outlook for the market over the next
few years.
SUNRISE REAL ESTATE: Hires Kenne Ruan CPA as New Accountants
------------------------------------------------------------
Sunrise Real Estate Group, Inc.'s Board of Directors engaged Kenne
Ruan, CPA, P.C., as the Company's certifying accountant to audit
its financial statements, replacing its former certifying
accountant, Finesse CPA, P.C., according to a document filed with
the Securities and Exchange Commission. Upon receipt of the notice
of the Company's acceptance of the proposal from Kenne Ruan to
audit its consolidated financial statements for the fiscal year
ending Dec. 31, 2014, Finesse resigned as the Company's certifying
accountant on March 13, 2015.
None of the reports of Finesse on the Company's financial
statements for either of the past two fiscal years contained an
adverse opinion or disclaimer of opinion, or was qualified or
modified as to uncertainty, audit scope or accounting principles,
except that the reports did contain a going concern paragraph.
During the most recent two fiscal years ended Dec. 31, 2014, and
2013, and any subsequent interim period through March 13, 2015, the
Company did not consult with Kenne Ruan regarding any accounting
matters.
The engagement of Kenne Ruan as the Company's new certifying
independent accountant was approved by the Board of Directors.
About Sunrise Real Estate
Headquartered in Shanghai, the People's Republic of China, Sunrise
Real Estate Group, Inc. was initially incorporated in Texas on
Oct. 10, 1996, under the name of Parallax Entertainment, Inc.
On Dec. 12, 2003, Parallax changed its name to Sunrise Real
Estate Development Group, Inc. On April 25, 2006, Sunrise Estate
Development Group, Inc., filed Articles of Amendment with the
Texas Secretary of State, changing the name of Sunrise Real Estate
Development Group, Inc. to Sunrise Real Estate Group, Inc.,
effective from May 23, 2006.
The Company and its subsidiaries are engaged in the property
brokerage services, real estate marketing services, property
leasing services and property management services in China.
Sunrise Real Estate reported a net loss of $1.93 million in 2013
following a net loss of $3.47 million in 2012. As of Dec. 31,
2013, the Company had $61.7 million in total assets, $58.09 million
in total liabilities and $3.60 million in total stockholders'
equity.
Finesse CPA, P.C., in Chicago, Illinois, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013. The independent auditors noted that the
Company has a working capital deficiency, accumulated deficit from
recurring net losses for the current and prior years, and
significant short-term debt obligations currently in default or
maturing in less than one year. These conditions raise
substantial doubt about its ability to continue as a going
concern.
USA SYNTHETIC: Files for Ch. 11 to Sell Biz to Third Eye
--------------------------------------------------------
USA Synthetic Fuel Corporation purchased land in Lima, Ohio to put
up a plant that would use environmentally-friendly technology to
convert abundant hydrocarbon reserves in the U.S. to energy
products. After failing to obtain enough funding for the project,
USFC has sought bankruptcy protection with a deal to sell
substantially all assets to its lender Third Eye Capital
Corporation, absent higher and better offers.
Secured creditor Third Eye Capital, which is offering $15 million
in the form of a credit bid plus the assumption of certain
liabilities, has agreed to serve as stalking horse at an auction
for the assets. If the procedures are approved by the Bankruptcy
Court, TEC at the auction will be entitled to credit bid all or a
portion of its $36 million in secured claims against the Debtors.
TEC is providing the Debtors $765,970 to fund the Chapter 11 case
pending the sale of the assets.
Lima Energy Project
The Debtors' primary asset is the yet-to-be-completed Lima Energy
Project, which sits on a 63-acre brownfield site located in Lima,
Ohio. In particular, the Debtors expect to develop the Lima Energy
Project in two phases, which the Debtors refer to as Lima Energy 1
and Lima Energy 2. Lima Energy 1 will be designed to convert
approximately 860,000 tons per year of petroleum coke feedstock
into approximately 2.86 million barrels per year of Ultra Clean
Synthetic Crude. Lima Energy 2 is planned for the same site as
Lima Energy 1, and it is expected to produce approximately 5.5
million barrels per year of Ultra Clean Synthetic Crude.
Accordingly, the Debtors project that the total expected production
at the Lima Energy Project will be over 8.1 million barrels per
year of Ultra Clean Synthetic Crude, with a total nominal
production capacity of over 10 million barrels per year. The
Debtors anticipate that construction of Lima Energy 1 will take 30
to 36 months with a total capitalized cost of approximately $490
million. The Debtors anticipate that construction of Lima Energy 2
will also take approximately 30 to 36 months and cost approximately
$1.2 billion. At the present time, construction of Lima Energy 1
has been suspended, and the Debtors have yet to commence
construction of Lima Energy 2.
The Debtors have invested over $2.5 million to prepare the site for
construction. The Debtors also negotiated contracts to build Lima
Energy 1. The City of Lima invested, with the assistance of city,
state, and federal funding support, $70 million to, among other
things, improve the site's existing railroad infrastructure and
construct a water reservoir with sufficient capacity to meet the
substantial water requirements of the Lima Energy Project.
Road to Bankruptcy
Dr. Steven C. Vick, the CEO, explains in court filings that the
Debtors obtained $36.6 million of secured debt financing from TEC
and Strative Capital Ltd. in 2012, and used those funds to procure
land and other materials for the construction of an Ultra Clean Btu
Converter in Lima, Ohio.
In 2014, the Debtors were preparing to launch a $700 million bond
and equity offering to, among other things, cover the substantial
costs of constructing the Debtors' first Ultra Clean Btu Converter
on the Lima site and refinance the TEC debt.
However the proposed offering was cancelled after (i) the Debtors
failed to make certain payments under their prepetition secured
indebtedness as a result of liquidity issues, (ii) mounting
liabilities to employees, tax authorities, professional advisors,
(iii) TEC's appraisal of the Company's Coal Asset, and (iv) an
investigation by the U.S. Securities and Exchange Commission into
certain accounting practices and internal controls.
On July 15, 2014, TEC delivered a default notification letter to
USASF specifying non-payment of June 2014 interest, failure to
comply with other covenants, and the SEC Investigation.
Starting in July 2014, the Debtors contacted over 50 project
financing sources and coordinated further due diligence with those
entities that expressed an interest in providing the Debtors with
financing.
In August 2014, the Debtors received a term sheet from their
prepetition secured lenders which suggested a transaction in which
the lenders would purchase substantially all the assets of the
Debtors in an 11 U.S.C. Sec. 363 sale.
In the following months, the Debtors diligently explored TEC’s
proposal, as well as continued their efforts to obtain alternative
financing to address the defaults on their secured debt and restart
the Lima Energy Project. While the Debtors' efforts to find
alternative financing continued until as recently as March 2015,
the Debtors were unable to identify viable alternatives to the
proposal offered by TEC.
The Debtors have determined that the postpetition financing
proposals made by TEC -- including the requirement in TEC's
proposal that the Debtors conduct a 363 sale of substantially all
their assets -- were the best and only viable options available
under the circumstances.
First Day Motions
Aside from the sale motion, the Debtors on the Petition Date filed
motions to:
-- jointly administer their Chapter 11 cases;
-- maintain their bank accounts and continue using their
existing cash management system; and
-- obtain DIP financing from TEC.
A copy of the affidavit in support of the first day motions is
available for free at:
http://bankrupt.com/misc/USA_Synthetic_1st_Day_A.pdf
About USA Synthetic Fuel
Based in Lima, Ohio, USA Synthetic Fuel Corporation is an
environmentally focused, development stage energy company pursuing
low-cost, clean energy solutions through the deployment of Ultra
Clean Btu Converter technology. Ultra Clean Btu Converter
technology is a process that cost-effectively converts lower-value
solid hydrocarbons, such as coal, into higher-value energy
products, such as Ultra Clean Synthetic Crude, which can be refined
into a variety of fuels, such as diesel, jet, and gasoline.
USA Synthetic and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 15-10599) on March 17, 2015.
The Debtors have tapped Morris, Nichols, Arsht & Tunnell, as
counsel and Asgaard Capital LLC as investment banker.
USA SYNTHETIC: Proposes $766,000 Financing From Buyer
-----------------------------------------------------
USA Synthetic Fuel Corporation and its affiliates ask the U.S.
Bankruptcy Court for the District of Delaware to enter interim and
final orders authorizing them to obtain $765,970 Secured
Superpriority Priming Debtor-in-Possession Term Loan Facility from
Third Eye Capital Corporation, and to use TEC's cash collateral.
TEC is the Debtors' prepetition lender and the proposed stalking
horse bidder for the assets. The DIP facility will bear interest
at 12.00% per annum. Default interest will be the base rate of
12.00% plus 5.0%. The DIP facility will mature 75 days from the
Petition Date.
The Debtors intend to use a portion of the DIP financing to
compensate Dr. Steven C. Vick, the Debtors' CEO, and Mr. Dwight N.
Lockwood, a Senior Advisor to the Debtors, for their postpetition
services rendered to the Debtors. Dr. Vick and Mr. Lockwood are
the Debtor' only employees, and the Debtors believe that payments
for their postpetition work should be considered ordinary course
transactions.
A full-text copy of the DIP Financing Motion is available for free
at http://bankrupt.com/misc/USA_S_DIP_Motion.pdf
About USA Synthetic Fuel
Based in Lima, Ohio, USA Synthetic Fuel Corporation is an
environmentally focused, development stage energy company pursuing
low-cost, clean energy solutions through the deployment of Ultra
Clean Btu Converter technology. Ultra Clean Btu Converter
technology is a process that cost-effectively converts lower-value
solid hydrocarbons, such as coal, into higher-value energy
products, such as Ultra Clean Synthetic Crude, which can be refined
into a variety of fuels, such as diesel, jet, and gasoline.
USA Synthetic and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 15-10599) on March 17, 2015.
The Debtors have tapped Morris, Nichols, Arsht & Tunnell, as
counsel and Asgaard Capital LLC as investment banker.
USA SYNTHETIC: Wants Sale Process Completed in 3 Months
-------------------------------------------------------
To ensure that Third Eye Capital Corporation's offer -- in the form
of a credit bid of $15 million plus assumption of certain
liabilities -- represents the highest and best offer for their
assets, USA Synthetic Fuel Corporation and its affiliates seek
approval from the U.S. Bankruptcy Court for the District of
Delaware of an auction process for substantially all their assets.
The Debtors have retained an investment banker, Asgaard Capital
LLC, to market the Debtors' assets for sale. The Debtors, however,
want to complete the sale process in three months. The Debtors say
they need to quickly and efficiently sell their assets while they
still have realizable value.
The Debtors propose these procedures:
-- Subject to a confidentiality agreement, interested parties may
receive due diligence information from the Debtor and access to the
electronic data room;
-- The deadline to submit bids by a qualified bidder will be 55
days after the Petition Date;
-- If a qualified bid (other than TEC's) is received by the bid
deadline, an auction will commence on the date that is 58 days
after the Petition Date at 10:00 a.m. (prevailing Eastern time);
-- TEC will be entitled to credit bid all or a portion of its
secured claims against the Debtors; and
-- The sale hearing will be conducted one business day following
the auction.
The proposed procedures also provide that in the event the Debtors
pursue an alternative transaction, TEC will be entitled to receive
a break-up fee equal to $450,000 and expense reimbursement of up to
$1,000,000.
The Debtors believe that the auction process and time periods set
forth in the bidding procedures are reasonable and will provide
parties with sufficient time and the information necessary to
formulate a bid to purchase the assets.
About USA Synthetic Fuel
Based in Lima, Ohio, USA Synthetic Fuel Corporation is an
environmentally focused, development stage energy company pursuing
low-cost, clean energy solutions through the deployment of Ultra
Clean Btu Converter technology. Ultra Clean Btu Converter
technology is a process that cost-effectively converts lower-value
solid hydrocarbons, such as coal, into higher-value energy
products, such as Ultra Clean Synthetic Crude, which can be refined
into a variety of fuels, such as diesel, jet, and gasoline.
USA Synthetic and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 15-10599) on March 17, 2015.
The Debtors have tapped Morris, Nichols, Arsht & Tunnell, as
counsel and Asgaard Capital LLC as investment banker.
VERMILLION INC: Has New Commercial Deal with Quest Diagnostics
--------------------------------------------------------------
Vermillion, Inc., announced a new commercialization and services
agreement with Quest Diagnostics related to Vermillion's OVA1
ovarian cancer test.
OVA1 was the first test cleared by the FDA for aiding in the
pre-surgical evaluation of an ovarian mass for cancer. Since
launch in 2010, Quest Diagnostics has been the exclusive National
laboratory provider offering this test. Under the new agreement,
Vermillion's wholly-owned subsidiary, ASPiRA Labs, will begin to
offer OVA1 testing to Quest customers. Quest Diagnostics expects
to transfer all OVA1 testing service to ASPiRA Labs starting with
39 states this year, while providing the current logistics support
to transport specimens from its clients to ASPiRA Labs for testing.
Quest will continue to offer OVA1 services through its own OVA1
performing lab in the remaining 11 states until ASPiRA Labs has the
required state approvals to provide services.
Quest will receive an undisclosed sum and fees for logistic support
services provided to Vermillion under the new agreement. Additional
terms were not disclosed.
In addition, the two parties have also reached a settlement
agreement under which all claims related to prior strategic
alliance and loan agreements are dismissed and terminated.
Valerie Palmieri, CEO of Vermillion/ASPiRA, Inc. noted, "We are
pleased that we are taking steps to offer OVA1 testing through
ASPiRA on behalf of Quest Diagnostics clients."
Additional information is available for free at:
http://is.gd/wPWHc7
About Vermillion
Vermillion, Inc., is dedicated to the discovery, development and
commercialization of novel high-value diagnostic tests that help
physicians diagnose, treat and improve outcomes for patients.
Vermillion, along with its prestigious scientific collaborators,
has diagnostic programs in oncology, hematology, cardiology and
women's health.
The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 09-11091) on March 30, 2009. Vermillion's legal
advisor in connection with its successful reorganization efforts
wass Paul, Hastings, Janofsky & Walker LLP. Vermillion emerged
from bankruptcy in January 2010. The Plan called for the Company
to pay all claims in full and equity holders to retain control of
the Company.
Vermillion incurred a net loss of $8.81 million in 2013, a net
loss of $7.14 million in 2012 and a net loss of $17.8 million in
2011.
As of Sept. 30, 2014, Vermillion had $18.4 million in total
assets, $5.83 million in total liabilities and $12.6 million in
total stockholders' equity.
VIRTUAL PIGGY: Reports $9.6 Million Net Loss for 2014
-----------------------------------------------------
Virtual Piggy, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$9.65 million on $5,708 of sales for the year ended Dec. 31, 2014,
compared to a net loss of $16.0 million on $2,460 of sales for the
year ended Dec. 31, 2013. The Company previously incurred a net
loss of $12.03 million in 2012.
As of Dec. 31, 2014, the Company had $3.11 million in total assets,
$1.55 million in total liabilities, all current, and $1.55 million
in stockholders' equity.
Morison Cogen LLP, in Bala Cynwyd, PA, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company's losses from
development stage activities 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/knqSWw
About Oink (Virtual Piggy, Inc.)
Virtual Piggy is the provider of Oink, a secure online and in-store
teen wallet. Oink enables teens to manage and spend money within
parental controls, while gaining valuable financial management
skills. The technology company also delivers payment platforms
designed for the Under 21 age group in the global market, and
enables online businesses the ability to function in a manner
consistent with the Children's Online Privacy Protection Act and
similar international children's privacy laws. The company, based
in Hermosa Beach, CA, is on the Web at: http://www.oink.com/and
holds three technology patents, US Patent No. 8,762,230, 8,650,621
and 8,812,395.
W/S PACKAGING: S&P Revises Outlook to Negative & Affirms 'B' CCR
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
W/S Packaging Holdings Inc. to negative from stable. At the same
time, S&P affirmed all ratings, including its 'B' corporate credit
rating on the company.
"The outlook revision reflects W/S Packaging's increased debt
leverage, and our expectation that the company will not be able to
increase its EBITDA enough to maintain an adequate maximum leverage
cushion in its credit facility when it steps down in fourth-quarter
fiscal 2015 [ending June 30]," said Standard & Poor's credit
analyst Liley Mehta. S&P estimates that the headroom in the
covenant will remain in the low- to mid-single-digit percent area,
in the absence of material earnings improvement. As a result, S&P
revised its liquidity profile assessment to "less than adequate"
from "adequate". The next scheduled covenant step-down to 5x from
5.25x is in June 2015, and with such tight covenant headroom on the
maximum consolidated leverage ratio covenant, a covenant violation
could occur if the company misses S&P's base-case forecast.
Moreover, the company faces another covenant step-down to 4.75x at
the end of March 2016.
"The negative outlook reflects our view of the company's tight
covenant cushion and the potential that it could violate covenants
if it misses our base-case forecast, especially because it needs to
improve earnings generation related to its recently completed
capacity expansion in the durables compliance labeling segment. We
expect that the company will improve earnings and generate positive
free cash flow generation in the next several quarters to shore up
liquidity and improve covenant headroom to above 15% in fiscal
2016," S&P added.
S&P could lower the rating if the company's EBITDA and liquidity
does not rebound, and the covenant cushion does not widen through
fiscal 2016. S&P could also lower the rating if financial policy
becomes more aggressive, either from a debt-financed dividend or
leveraged acquisition, resulting in limited availability on its
revolving credit facility or a further weakening of credit
measures. At that point, S&P would expect the FFO to debt ratio to
drop to the mid-single-digit area, and total debt to EBITDA to
exceed 6x on a sustained basis.
S&P could revise the outlook to stable if the company improves its
total maximum financial covenant headroom to above 15% and S&P
revises out liquidity assessment to "adequate". To achieve this,
the company would need to recognize the benefits from its recent
capital expenditures and strengthen its financial profile through
debt repayment such that the covenant headroom increases to above
15%.
WAFERGEN BIO-SYSTEMS: Reports $10.7 Million Net Loss for 2014
-------------------------------------------------------------
WaferGen Bio-systems, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$10.7 million on $6 million of total revenue for the year ended
Dec. 31, 2014, compared to a net loss of $16.3 million on $1.3
million of total revenue during the prior year. The Company
previously reported a net loss of $8.97 million in 2012.
As of Dec. 31, 2014, the Company had $20.7 million in total assets,
$6.62 million in total liabilities and $14.07 million in total
stockholders' equity.
"We expect that the cash we have available will fund our operations
into 2016. We are currently considering several different
financing alternatives to support our operations thereafter. If we
are unable to obtain such additional financing on a timely basis,
we may have to curtail our development activities and growth plans
and/or be forced to sell assets, perhaps on unfavorable terms,
which would have a material adverse effect on our business,
financial condition and results of operations, and ultimately could
be forced to discontinue our operations and liquidate, in which
event it is unlikely that stockholders would receive any
distribution on their shares," the Company warns in the Report.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/1yPNpe
About WaferGen Bio-systems
Fremont, California-based WaferGen Bio-systems, Inc., engages in
the development of systems for gene expression quantification,
genotyping and stem cell research. Since 2008, the Company's
primary focus has been on the development, manufacture and
marketing of its SmartChip System, a genetic analysis platform
used for profiling and validating molecular biomarkers in the life
sciences and pharmaceutical drug discovery industries.
WAFERGEN BIO-SYSTEMS: Reports $3.3 Million Net Loss for Q4
----------------------------------------------------------
WaferGen Bio-systems, Inc., reported a net loss attributable to
common stockholders of $3.26 million on $1.61 million of total
revenue for the three months ended Dec. 31, 2014, compared to net
income attributable to common stockholders of $4.38 million on
$490,000 of total revenue for the same period a year ago.
For the year ended Dec. 31, 2014, the Company reported a net loss
attributable to common stockholders of $10.69 million on $6 million
of total revenue compared to a net loss attributable to common
stockholders of of $17.7 million on $1.30 million of total revenue
in 2013.
As of Dec. 31, 2014, WaferGen had $20.7 million in total assets,
$6.62 million in total liabilities, and $14.07 million in total
stockholders' equity.
"As our revenue growth in 2014 indicates, our business is beginning
to gain significant momentum," said Ivan Trifunovich, president and
CEO of WaferGen. "We have an expanding and diverse customer base,
and our focus on the rapidly growing segment of Next-Gen Sequencing
continues to enhance our market penetration. In addition, our
SmartChip platform has the potential to play a critical role in the
important area of single cell analysis, which has become
increasingly important for scientists attempting to unlock the
underlying mechanisms of complex diseases, such as diabetes and
cancer. WaferGen intends to launch an Early Access Program for our
single cell analysis technology in the second quarter of 2015, and
a full commercial launch before the end of 2015."
As of Dec. 31, 2014, WaferGen had cash and equivalents of $14.7
million.
WaferGen currently expects full-year 2015 revenue of $8 - $8.5
million, which excludes revenue from its single cell products,
presently being developed. At present, the Company cannot predict
with any degree of certainty the timing of revenue for the single
cell products it intends to commercialize.
A full-text copy of the press release is available at:
http://is.gd/XOXczF
About WaferGen Bio-systems
Fremont, California-based WaferGen Bio-systems, Inc., engages in
the development of systems for gene expression quantification,
genotyping and stem cell research. Since 2008, the Company's
primary focus has been on the development, manufacture and
marketing of its SmartChip System, a genetic analysis platform
used for profiling and validating molecular biomarkers in the life
sciences and pharmaceutical drug discovery industries.
WaferGen reported a net loss attributable to common stockholders
of $17.7 million in 2013, following a net loss attributable to
common stockholders of $8.97 million in 2012.
SingerLewak LLP, in San Jose, California, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013. The independent auditors noted that the
Company has incurred operating losses and negative cash flows from
operating activities since inception which raise substantial doubt
about the Company's ability to continue as a going concern.
WILLBROS GROUP: S&P Puts 'B-' CCR on CreditWatch Negative
---------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B-' corporate credit
rating on Willbros Group Inc. on CreditWatch with negative
implications.
"The CreditWatch placement reflects the continued decline in the
company's operating trends, as well as the need to address loan
covenant compliance, cut costs, and make previously planned asset
sales," said Standard & Poor's credit analyst Michael Durand.
The downturn in energy prices has hurt Willbros' industry, and S&P
believes operating performance will weaken further in 2015. S&P
continues to assess Willbros' management and governance as "weak"
because of the company's weak internal controls, in S&P's view.
Willbros has had numerous restatements and delays in filings since
2004. Most recently, Willbros determined a material weakness
existed at Dec. 31, 2014. The company has delayed filing its 2014
10-K annual report with the SEC.
S&P could lower the corporate credit rating if the company is not
able to obtain amendments and waivers to its credit agreements in a
timely manner. Alternatively, S&P could lower the rating if the
terms of any amendment are unfavorable such that S&P believes
Willbros' financial commitments are unsustainable in the long term,
given weak business prospects in 2015.
S&P could affirm the rating if the company successfully negotiates
an amendment with lenders, and if S&P believes there is sufficient
cushion under the amendment, given the execution risk the company
will likely face in 2015 with respect to operating performance,
cost cutting, and previously planned asset sales.
WPCS INTERNATIONAL: Delays Form 10-Q for Jan. 31 Quarter
--------------------------------------------------------
WPCS International Incorporated notified the Securities and
Exchange Commission it cannot file its quarterly report on Form
10-Q for the period ended Jan. 31, 2015, within the prescribed time
period because of delays in compiling the information for the
preparation of the financial statements and management's discussion
and analysis for the Form 10-Q which could not be eliminated
without unreasonable effort or expense. The Company said it is
working diligently with its auditors to complete its Quarterly
Report and expects to file that Report no later than five days
following its prescribed due date.
About WPCS International Incorporated
WPCS -- http://www.wpcs.com/-- operates in two business segments
including: (1) providing communications infrastructure contracting
services to the public services, healthcare, energy and corporate
enterprise markets worldwide; and (2) developing a Bitcoin trading
platform.
As reported by the TCR on Feb. 7, 2014, WPCS appointed Marcum LLP
as its new independent registered public accounting firm.
CohnReznick LLP resigned on Dec. 20, 2013.
WPCS International incurred a net loss attributable to common
shareholders of $11.2 million for the year ended April 30, 2014,
as compared with a net loss attributable to common shareholders of
$6.91 million for the year ended April 30, 2013. As of Oct. 31,
2014, the Company had $17.7 million in total assets, $17.3
million in total liabilities and $397,000 in total equity.
Marcum LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the
year ended April 30, 2014. The independent auditing firm
noted that the Company has incurred significant losses and needs
to raise additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
YELLOW CAB AFFILIATION: Case Summary & 10 Top Unsecured Creditors
-----------------------------------------------------------------
Debtor: Yellow Cab Affiliation, Inc.
3351 West Addison
Chicago, IL 60618
Case No.: 15-09539
Chapter 11 Petition Date: March 18, 2015
Court: United States Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: Hon. Carol A. Doyle
Debtor's Counsel: Matthew T. Gensburg, Esq.
GREENBERG TRAURIG LLP
77 West Wacker Drive Suite 3100
Chicago, IL 60601
Tel: 312 456-8400
Fax: 312-456-8435
Email: gensburgm@gtlaw.com
- and -
Martin S Kedziora, Esq.
GREENBERG TRAURIG, LLP
77 West Wacker Drive, Suite 3100
Chicago, IL 60610
Tel: (312) - 4568400 Ext.
Email: kedzioram@gtlaw.com
Debtor's BRUCE ZIRINKSKY
Co-Counsel:
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Michael Levine, president.
A list of the Debtor's 10 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ilnb15-09539.pdf
Z TRIM HOLDINGS: Appoints Daniel Jeffery as Director
----------------------------------------------------
The Board of Directors of Z Trim Holdings, Inc., appointed Daniel
Jeffery to serve as a director of the Company on March 10, 2015,
according to a Form 8-K report filed with the Securities and
Exchange Commission.
Mr. Jeffery fills the vacancy created by the resignation of Mark
Hershhorn from the Company's Board of Directors. On Mach 10, 2015,
the Company received Mr. Hershhorn's written resignation. The
resignation did not involve any disagreement with the Company.
According to the Company, there are no family relationships between
Mr. Jeffery and any director, executive officer or person nominated
or chosen by the Company to become as director or executive
officer. Additionally, there have been no transactions involving
Mr. Jeffery that would require disclosure under Item 404(a) of
Regulation S-K.
About Z Trim
Mundelein, Ill.-based Z Trim Holdings, Inc., is a functional food
ingredient company which provides custom product solutions that
help answer the food industry's problems. Z Trim's revolutionary
technology provides value-added ingredients across virtually all
food industry categories. Z Trim's all-natural products, among
other things, help to reduce fat and calories, add fiber, provide
shelf-stability, prevent oil migration, and add binding capacity
-- all without degrading the taste and texture of the final food
products.
Z Trim Holdings reported a net loss of $13.4 million in 2013, a
net loss of $9.58 million in 2012, and a net loss of $6.94 million
in 2011.
The Company's balance sheet at Sept. 30, 2014, showed $3.17 million
in total assets, $3.28 million in total liabilities, and a $104,600
stockholders' deficit.
M&K CPAS, PLLC, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013. The independent auditors noted that
the Company does not have enough cash on hand to meet its current
liabilities and has had reoccurring losses as of Dec. 31, 2013.
These conditions raise substantial doubt about its ability to
continue as a going concern.
[*] HWA Bankruptcy Attorneys Named to 2015 Texas Rising Stars
-------------------------------------------------------------
Hughes Watters Askanase L.L.P. (HWA) attorneys Allison D. Byman,
Erica Hakimi, Simon R. Mayer, Nathan J. Milliron, Sabrina A. Neff,
and Sarah S. Robbins have been recognized by Law & Politics
Magazine and Texas Monthly Magazine for the list of 2015 Texas
Rising Stars.
These six HWA attorneys are included in the following categories:
Business Bankruptcy – Byman and Mayer; Business Litigation –
Neff; Civil Litigation Defense – Milliron and Robbins; and Labor
and Employment – Hakimi.
Law & Politics Magazine and Texas Monthly Magazine's Texas Rising
Stars recognize the state's top lawyers who are 40 years old or
younger, or who have been in practice for 10 years or less. The
survey from which Rising Stars are selected is based on
nominations, personal observation and attorney-led research. No
more than 2.5 percent of all lawyers in Texas are named to the
Texas Rising Stars list.
"Recruiting and retaining bright young attorneys such as these six
on the list of 2015 Rising Stars is a high priority for HWA,"
commented Wayne Kitchens, co-managing partner of the firm. "As our
firm approaches its 40-year anniversary, we are positioning all of
our associates and of counsel attorneys to deliver the continuity
of legal counsel and support that our clients expect from my fellow
partners and our firm as a whole."
Ms. Byman joined HWA in an Of Counsel role in May 2012. She earned
a Bachelor of Arts degree in political science, cum laude, from
Texas A&M University in 2000 and a Doctor of Jurisprudence from the
University of Houston Law Center in 2003. She was admitted to the
State Bar of Texas in 2003. She was appointed as a Chapter 7
Bankruptcy Trustee for the Southern District of Texas in April
2012. She has been named to the list of Texas Rising Stars in
2010, 2013, 2014, and 2015.
Ms. Hakimi joined HWA in February 2013 to support the Commercial
Litigation Practice Area and the Labor and Employment Practice
Area. She is a member of the State Bar of Texas Labor and
Employment Law Section. She earned a Bachelor of Science degree in
psychology in 1998 from the University of Houston and a Doctor of
Jurisprudence from South Texas College of Law Center in 2001. Ms.
Hakimi was named to the list of Texas Rising Stars in 2004, 2012,
2013, 2014, and 2015.
Mr. Milliron joined HWA in 2011 and supports the firm's Commercial
Litigation Practice Area. He earned a Bachelor of Science degree in
business and finance from Seton Hall University in 2001. He earned
a Juris Doctorate from the University of Houston Law Center and was
admitted to the State Bar of Texas in May 2004.
Mr. Milliron was named a Texas Rising Star for the first time in
2014.
Mr. Mayer joined the firm as an associate in HWA's Business
Bankruptcy Practice Area in 2007. He earned a Bachelor of Arts
degree in philosophy from Trinity University in 1998. He earned a
Doctor of Jurisprudence from South Texas College of Law and was
admitted to the State Bar of Texas in 2007. He has been named to
the list of Texas Rising Stars in 2012, 2013, 2014, and 2015.
Ms. Neff joined HWA as an associate in the Commercial Litigation
Practice Area in February 2011. She attended Baylor University
where she earned a Bachelor of Arts degree in political science in
2002 and a Master of Arts degree in church-state studies in 2004.
Neff earned a Juris Doctorate from the University of Houston Law
Center in 2008 and was admitted to the State Bar of Texas the same
year. She was named to the list of Texas Rising Stars for the
first time in 2014.
Ms. Robbins joined HWA as an associate in December 2011. She
supports the firm's Default Services Practice Area and Consumer
Financial Services Practice Area. She earned a Bachelor of Science
degree in advertising, magna cum laude, from the University of
Texas in 2007. Ms. Robbins was admitted to the State Bar of Texas
in 2010 after earning a Juris Doctorate from the University of
Houston Law Center. She was named to the list of Texas Rising
Stars for the first time in 2015.
For full biographical profiles for Ms. Byman, Ms. Hakimi,
Mr. Mayer, Mr. Milliron, Ms. Neff, and Ms. Robbins, please visit
http://www.hwa.com
About Hughes Watters Askanase L.L.P.
Hughes Watters Askanase, L.L.P.'s practice focuses on
representation of commercial and consumer lenders, including banks
and credit unions; business bankruptcy; business planning and
strategy; default servicing; real estate and real estate finance;
commercial and consumer financial services litigation; employment
law; and wills and probate.
[*] Repealing Like-Kind Exchange Rules to Hurt US Small Firms
-------------------------------------------------------------
The Section 1031 Like-Kind Exchange Coalition released an economic
impact study on March 18 which concludes that repealing the
like-kind exchange rules would slow economic growth, reduce GDP and
hurt many U.S. small businesses.
The Ernst & Young study was commissioned in response to legislative
proposals to repeal Section 1031, and concludes that the GDP
reduction is driven primarily by decreased business investment. A
repeal of Section 1031 would impose tax on investors across a wide
spectrum of industries who, absent the tax, would continue their
investment in real property and other capital assets. The
industries most impacted by a repeal of Section 1031 include truck
transportation, real estate, specialty construction and heavy
construction.
The Coalition hosted a roll-out event featuring small business
owners and industry professionals who described their experiences
with like-kind exchanges and explained how a repeal would hurt
their industries.
"Like-kind exchanges allow domestic businesses to efficiently
expand and prosper, stimulating economic growth. Most importantly,
exchanges are used by a wide array of businesses including farmers
and ranchers, commercial real estate investors, construction
companies, conservationists, trucking and transportation companies
as well as small family owned businesses that invest in real estate
and vehicles," commented President of the Federation of Exchange
Accommodators Mary Cunningham.
The Coalition is comprised of more than a dozen industry
associations whose members represent of a diverse group of U.S.
business owners and individuals.
The full EY Study can be found at:
http://www.1031taxreform.com/1031economics/
[^] BOOK REVIEW: Transnational Mergers and Acquisitions
-------------------------------------------------------
Author: Sarkis J. Khoury
Publisher: Beard Books
Softcover: 292 pages
List Price: $34.95
Review by Gail Owens Hoelscher
Order your personal copy today at http://is.gd/hl7cni
Transnational Mergers and Acquisitions in the United States will
appeal to a wide range of readers. Dr. Khoury's analysis is
valuable for managers involved in transnational acquisitions,
whether they are acquiring companies or being acquired themselves.
At the same time, he provides a comprehensive and large-scale look
at the industrial sector of the U.S. economy that proves very
useful for policy makers even today. With its nearly 100 tables
of data and numerous examples, Khoury provides a wealth of
information for business historians and researchers as well.
Until the late 1960s, we Americans were confident (some might say
smug) in our belief that U.S. direct investment abroad would
continue to grow as it had in the 1950s and 1960s, and that we
would dominate the other large world economies in foreign
investment for some time to come. And then came the 1970s, U.S.
investment abroad stood at $78 billion, in contrast to only $13
billion in foreign investment in the U.S. In 1978, however, only
eight years later, foreign investment in the U.S. had skyrocketed
to nearly #41 billion, about half of it in acquisition of U.S.
firms. Foreign acquisitions of U.S. companies grew from 20 in
1970 to 188 in 1978. The tables had turned an Americans were
worried. Acquisitions in the banking and insurance sectors were
increasing sharply, which in particular alarmed many analysts.
Thus, when it was first published in 1980, this book met a growing
need for analytical and empirical data on this rapidly increasing
flow of foreign investment money into the U.S., much of it in
acquisitions. Khoury answers many of the questions arising from
the situation as it stood in 1980, many of which are applicable
today: What are the motives for transnational acquisitions? How do
foreign firms plans, evaluate, and negotiate mergers in the U.S.?
What are the effects of these acquisitions on competition, money
and capital markets; relative technological position; balance of
payments and economic policy in the U.S.?
To begin to answer these questions, Khoury researched foreign
investment in the U.S. from 1790 to 1979. His historical review
includes foreign firms' industry preferences, choice of location
in the U.S., and methods for penetrating the U.S. market. He
notes the importance of foreign investment to growth in the U.S.,
particularly until the early 20th century, and that prior to the
1970s, foreign investment had grown steadily throughout U.S.
history, with lapses during and after the world wars.
Khoury found that rates of return to foreign companies were not
excessive. He determined that the effect on the U.S. economy was
generally positive and concluded that restricting the inflow of
direct and indirect foreign investment would hinder U.S. economic
growth both in the short term and long term. Further, he found no
compelling reason to restrict the activities of multinational
corporations in the U.S. from a policy perspective. Khoury's
research broke new ground and provided input for economic policy
at just the right time.
Sarkis J. Khoury holds a Ph.D. in International Finance from
Wharton. He teaches finance and international finance at the
University of California, Riverside, and serves as the Executive
Director of International Programs at the Anderson Graduate School
of Business.
*********
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
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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 ***