/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150326.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, March 26, 2015, Vol. 19, No. 85 Headlines 97-111 HALE: Case Summary & Largest Unsecured Creditors ACCO BRANDS: S&P Retains 'BB-' Corporate Credit Rating ALKERMES INC: Moody's Affirms 'Ba3' Corp. Family Rating ALLISON TRANSMISSION: Moody's Hikes Corp. Family Rating to 'Ba2' ALTEGRITY INC: Gets Final OK to Incur Up to $90M of DIP Financing ALTEGRITY INC: PwC Approved as Independent Auditor and Consultant ALTEGRITY INC: US Trustee to Continue Creditors Meeting on April 2 AMERICAN TIRE: Moody's Assigns B2 Rating on New $720MM Term Loan ARCHDIOCESE OF SAINT PAUL: Amends Schedules of Assets & Debt ARMONK SNACK: Voluntary Chapter 11 Case Summary ARMTEC HOLDINGS: S&P Lowers CCR to 'SD' on Missed Interest Payment ASHER INVESTMENT: Taps M. Frank & P. Gross as Special Counsel ATLANTIC CITY, NJ: Managers Propose Big Budget Cuts ATLAS PIPELINE: Moody's Raises Notes Rating to Ba2 & Withdraws CFR BERNARD L. MADOFF: SIPC Praises Defender Recovery Agreement BROCADE COMMUNICATIONS: Moody's Raises Corp. Family Rating to Ba1 C WONDER: Court OKs Sale of Remaining Assets for $2.05M CAL DIVE: U.S. Trustee Forms 5-Member Creditors Committee CALIFORNIA RESOURCES: Moody's Cuts CFR to 'Ba2', Outlook Stable CENTRAL ENGINEERING: Holcim Has No Lien on Debtor's Property CHASSIX HOLDINGS: Has Procedures for Sec. 503(b)(9) Claims CHASSIX HOLDINGS: Proposes Lazard as Investment Banker CHASSIX HOLDINGS: Proposes to Honor Tooling & Warranty Programs CHASSIX HOLDINGS: Taps FTI to Provide Restructuring Officer CLIFFS NATURAL: Agrees to Sell Its Chromite Assets in Canada COMPUWARE CORP: S&P Assigns 'B' CCR; Outlook Stable CREEKSIDE ASSOCIATES: Wants Plan Filing Exclusivity Until Aug. 18 CTI BIOPHARMA: 2015 Annual Meeting Scheduled for June 30 DICKINSON COUNTY: Moody's Affirms Ba2 Revenue Bonds Rating DILLARD'S INC: Fitch Affirms 'BB' Rating on Capital Securities DYNASIL CORP: Gerald Entine Reports 17.3% Stake as of March 20 ENDEAVOUR INT'L: EOC Files Schedules of Assets & Debt ENERGY FUTURE: Committee Has Until April 17 for Challange ENERGY FUTURE: Court Approves $5.4 Billion DIP Financing ESTERLINE TECHNOLOGIES: Moody's Rates EUR330MM Unsec Notes at Ba2 ESTERLINE TECHNOLOGIES: S&P Affirms 'BB+' CCR; Outlook Stable ETHAN ALLEN: S&P Raises CCR to 'BB' Then Withdraws Rating FALCON STEEL: Equity Holders Oppose Exclusivity Extension FALCON STEEL: Wants to Use Cash Collateral Until April 15 FAMILY CHRISTIAN: Bankruptcy Could Have Long-Term Effects FCC HOLDINGS: Clingman & Hanger Selected as Liquidating Trustee FEDERAL RESOURCES: Creditor Balks at Commingling of Assets & Debt FRANK WOOD BOYCE: Cal. App. Affirms Dismissal of Suit v. Lender FUNDAMENTAL LONG TERM: Court Approves $20MM Compromise GLOBAL COMPUTER: April 14 Hearing on Bid for Case Dismissal GOLDEN RULE: S&P Raises Rating on Education Bonds From BB+ GROUPE BIKINI: To Be Acquired by La Vie en Rose HANGER INC: S&P Retains 'BB-' CCR on CreditWatch Negative HC2 HOLDINGS: Moody's Says $30MM Debt Add-On is Credit Neutral HC2 HOLDINGS: S&P Retains 'B' Rating on Sr. Notes Following Add-On HERCULES OFFSHORE: Files Fleet Status Report as of March 23 HEXION INC: Cuts CEO's Base Salary to $850,000 HIPCRICKET INC: Files ESW-Sponsored Chap. 11 Reorganization Plan HYDROCARB ENERGY: Incurs $1.95 Million Net Loss in Second Quarter IDERA PHARMACEUTICALS: SVP and CMO Brenner Resigns INTELLIPHARMACEUTICS INT'L: Annual Meeting Set for April 21 ITR CONCESSION: IFM Buys Toll Road Operator for $5.73 Billion JOHN DAVIE WAGGETT: Court Narrows Suit Against Select Portfolio JULIAN SALIM: Judgment Debt to VCI Not Dischargeable Under Ch. 7 KARMALOOP INC: Gets $3 Million From Comvest-Led Group LES SERRES: Savoura Files for Bankruptcy LONGVIEW POWER: Gets Nod to Sign Docs for $275M Exit Financing LPATH INC: Holds Investor Update Conference Call MCCLATCHY CO: Morgan Stanley Owns 6.3% of Class A Shares MEDICURE INC: Settles $156,000 in Debt Through Shares Issuance MF GLOBAL: SIPC Says Lauds Payouts for 72% of Unsec. Claims NASSAU ENTERPRISES: Case Summary & 4 Largest Unsecured Creditors NASSAU TOWER: Hearing on Closing of Case Reset for March 30 NII HOLDINGS: Gets Court Approval to Sell Wireless Biz in Mexico NNN 1818 MARKET: Co-Tenants Join In Daymark's Bid for Dismissal OPUS EAST: Del. Judge Narrows Suit v. Fiduciaries & Affiliates PENN HILLS SCHOOL: Moody's Lowers GO Debt Rating to 'Ba3' PINEYBROOK LLC: Case Summary & 20 Largest Unsecured Creditors RADIOSHACK CORP: Attorney General Objects Customers' Data Sale RICE ENERGY: Moody's Gives B3 Rating on New $400MM Proposed Notes RICE ENERGY: S&P Rates Proposed $400MM Sr. Unsecured Notes 'B-' RICHARD HINDIN: Del. Chancery Court Rules on EagleBank Dispute RODNEY WILSON: Judge Dismisses CFG's Fraudulent Transfer Suit SEANERGY MARITIME: Announces Delivery of Capesize Vessel SHIVSHANKAR PARTNERSHIP: Bankr. Court Denies Plan Confirmation SRS PROPERTY: Voluntary Chapter 11 Case Summary SUNOCO LP: Moody's Assigns 'Ba2' CFR, Outlook Stable SUNOCO LP: S&P Assigns 'BB' Corp. Credit Rating; Outlook Stable TENET HEALTHCARE: Fitch Affirms 'B' IDR & Revises Outlook to Neg. TENET HEALTHCARE: Moody's Places B1 CFR on Review for Downgrade TENET HEALTHCARE: Signs Joint Venture Agreement with USPI TENET HEALTHCARE: To Partner with Baylor Scott on Five Hospitals TOWERGATE FINANCE: March 27 Hearing on U.S. Recognition UCI INTERNATIONAL: Moody's Cuts CFR to Caa1, Outlook Negative UNITED AMERICAN: Suspending Filing of Reports with SEC UNITED SURGICAL: Tenet Acquisition No Impact on Moody's B2 Rating UNIVERSITY GENERAL: U.S. Trustee Forms Creditors Committee VERISIGN INC: Moody's Affirms 'Ba2' CFR, Outlook Stable VERISIGN INC: S&P Affirms 'BB+' Corp. Credit Rating VERMILLION INC: George Schuler Reports 13.7% Stake as of March 23 VERSO PAPER: Files 2014 Financial Statements of Newpage VISTEON CORP: S&P Affirms 'B+' Rating on HVCC Sale WEST COAST GROWERS: Meeting of Creditors on April 23 WPCS INTERNATIONAL: Posts $3.45 Million Net Loss in 3rd Quarter XRPRO SCIENCES: Reports $569,000 Net Loss for 2014 ZION PARK: Moody's Cuts GO Debt Rating to Ba1, Outlook Negative [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 97-111 HALE: Case Summary & Largest Unsecured Creditors ------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- 97-111 Hale, LLC 15-22381 c/o The Bobker Group 11 East 36th St., Suite 100B New York, NY 10016 100-114 Hale, LLC 15-22382 c/o The Bobker Group 11 East 36th Street, Ste 100B New York, NY 10016 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: March 25, 2015 Court: United States Bankruptcy Court Southern District of New York (White Plains) Judge: Hon. Robert D. Drain Debtors' Counsel: Jonathan S. Pasternak, Esq. DELBELLO DONNELLAN WEINGARTEN WISE & WIEDERKEHR, LLP One North Lexington Avenue White Plains, NY 10601 Tel: (914) 681-0200 Fax: (914) 684-0288 Email: jpasternak@ddw-law.com Total Total Assets Liabilities ---------- ----------- 97-111 Hale, LLC $4.5MM $16.7MM 100-114 Hale $5.5MM $16.7MM The petition was signed by Eli Bobker, manager Hale Club, LLC, managing member. A list of 97-111 Hale, LLC's three largest unsecured creditors is available for free at http://bankrupt.com/misc/nysb15-22381.pdf A list of 100-114 Hale's two largest unsecured creditors is available for free at http://bankrupt.com/misc/nysb15-22382.pdf ACCO BRANDS: S&P Retains 'BB-' Corporate Credit Rating ------------------------------------------------------ Standard & Poor's Ratings Services revised its recovery ratings on ACCO Brands Corp.'s $500 million 6.75% senior unsecured notes due 2020 to '3', indicating S&P's expectations for meaningful recovery (50% to 70%, at the high end of the range) in the event of a payment default, from '4'. The revised recovery rating reflects the company's prepayment of its term loan A to $299 million at Dec. 31, 2014, from $420 million in December 2013. The issue-level rating on the existing senior unsecured debt remains 'BB-'. The issue-level ratings on the company's revolver and term loan A due 2018 remain 'BB+'. The recovery rating remains '1', indicating S&P's expectation for very high recovery (90%-100%) in the event of a payment default. The 'BB-' corporate credit rating on ACCO remains unchanged. The rating reflects the company's participation in the highly competitive branded office products industry, customer concentration, low barriers to entry, sensitivity to cyclical demand conditions, and geographical diversification. S&P also recognizes the strength of its brands. The rating also reflects S&P's estimate that debt to EBITDA for the fiscal year ended Dec. 31, 2014, was roughly 3.6x and funds from operations (FFO) to debt was roughly 19.1%. S&P expects the company to maintain leverage between 3x and 4x and FFO to debt of below 20% during fiscal 2015. RATINGS LIST ACCO Brands Corp. Corporate credit rating BB-/Stable/-- Issue Ratings Affirmed; Recovery Rating Revised To From ACCO Brands Corp. Senior unsecured $500 mil. 6.75% notes due 2020 BB- BB- Recovery rating 3H 4L ALKERMES INC: Moody's Affirms 'Ba3' Corp. Family Rating ------------------------------------------------------- Moody's Investors Service affirmed the ratings of Alkermes Inc., a subsidiary of Alkermes plc, including the Ba3 Corporate Family Rating. At the same time, Moody's revised the rating outlook to stable from positive. -- Corporate Family Rating, Affirmed Ba3 -- Probability of Default Rating, Affirmed Ba3-PD -- Speculative Grade Liquidity Rating, Affirmed SGL-1 -- Senior Secured Bank Credit Facility, Affirmed Ba3(LGD3) from (LGD4) -- Changed To Stable From Positive The change in rating outlook reflects delayed momentum in an upgrade due to a significant ramp-up in expenses that will result in negative EBITDA during 2015. Positive rating pressure could emerge if Alkermes is successful in launching aripiprazole lauroxil later this year and experiences a fast sales uptake, and continues to advance its late-stage pharmaceutical pipeline. The affirmation of the Ba3 Corporate Family rating reflects solid growth in key revenue-generating products, strong potential from several pipeline products, and low debt levels relative to revenues and to cash on hand. The Ba3 Corporate Family Rating reflects Alkermes' limited size and scale relative to pharmaceutical peers and its high reliance on collaboration partners on key products. The company has high revenue concentration among several marketed schizophrenia products, but revenue should diversify over time with growth in Vivitrol and pipeline launches including aripiprazole lauroxil. The ratings are supported by Alkermes' expertise in proprietary drug delivery technologies, high gross margins, and good revenue growth prospects over the next several years from existing products and potential pipeline launches. Moody's anticipate that by year-end 2015, Alkermes will have three major Phase III programs in progress. Alkermes' EBITDA will be negative in 2015 and early 2016 as it funds higher R&D costs related to these programs, and invests in the aripiprazole lauroxil launch. Despite a negative impact on near-term credit ratios, Moody's view these investments positively because of their good commercial potential, which could drive significant future growth for the company. The SGL-1 rating reflects very good liquidity arising from $801 million of cash and investments that can absorb negative cash flow in 2015. The outlook is stable, with Moody's expectations for negative 2015 EBITDA offset by solid opportunities in the pipeline and from the anticipated 3Q2015 launch of aripiprazole lauroxil which should lead to a return to positive EBITDA by 2017. Moody's could upgrade Alkermes' ratings if: the company's key products continue to grow, aripiprazole lauroxil is approved and experiences fast sales uptake, pipeline momentum for ALKS 5461, ALKS 3831 and ALKS 8700 is positive, and if debt/EBITDA is sustained below 3.0 times. Conversely, Moody's could downgrade Alkermes' ratings if growth rates falter due to competitive dynamics or business disruption, pipeline execution is weak, the company performs debt-financed M&A, or if debt/EBITDA is sustained above 4.0 times. The principal methodology used in these ratings was Global Pharmaceutical Industry published in December 2012. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Alkermes, Inc. is a US subsidiary of Dublin, Ireland-based Alkermes plc (collectively "Alkermes"). Alkermes is a specialty biopharmaceutical company that develops long-acting medications for the treatment of central nervous system. During 2014, net revenues totaled approximately $619 million. ALLISON TRANSMISSION: Moody's Hikes Corp. Family Rating to 'Ba2' ---------------------------------------------------------------- Moody's Investors Service upgraded Allison Transmission, Inc.'s Corporate Family Rating (CFR) to Ba2 from Ba3. Moody's also affirmed the company's senior secured rating of Ba2 and assigned a Ba2 to the new $470 million incremental term loan, the proceeds of which will be used, along with cash on the balance sheet, to refinance the company's $471 million of 7.125% senior notes due 2019. The B2 rating on the existing senior notes was affirmed, reflecting the expectation for covenant removal on any remaining notes following the company's current tender offer and consent solicitation. Moody's affirmed the company's Speculative Grade Liquidity Rating of SGL-1. The outlook is stable. The following ratings were upgraded: Allison Transmission, Inc. -- Corporate Family Rating, to Ba2 from Ba3 -- Probability of Default Rating, to Ba2-PD from Ba3-PD The following ratings were assigned: Allison Transmission, Inc. -- Senior secured term loan B4 at Ba2 (LGD3) The following ratings were affirmed: Allison Transmission, Inc. -- Senior secured revolver at Ba2 (LGD3) -- Senior secured term loan B2 at Ba2 (LGD3) -- Senior secured term loan B3 at Ba2 (LGD3) -- Senior notes due 2019 at B2 (LGD6) -- Speculative Grade Liquidity Rating at SGL-1 The upgrade of Allison Transmission's CFR to Ba2 recognizes Moody's belief that the company has become increasingly well positioned to weather the cyclicality in the medium- and heavy-duty truck markets. Indeed, one of the main risks to the company is the high degree of cyclicality in the commercial vehicle markets and Moody's believe that the company has the operating flexibility and liquidity to contend with a future downturn. Moody's expectation for Allison Transmission to continue exhibiting strong fundamentals while maintaining prudent financial policies and a preeminent market position result in a sustainable business profile and place the company well in its rating category with the ability to hold up solidly during another down cycle. This resilience is supported by several factors that include the company's: importance to its end markets, high market share, strong margins, and modest reinvestment requirements. The solid margins that the company generates reflects the value proposition that Allison Transmission provides its customers and Moody's expect them to hold up well even in softer markets. Notably, during the 2009 downturn, the company had EBITA margins of approximately 20% and positive free cash flow of about $80 million on a Moody's adjusted basis. Importantly, the company has an excellent liquidity profile that supports its ability to contend with its cyclical end markets. The company's financial policies are an important consideration in the rating and Moody's expects the company to continue to manage its capital prudently with a balance between its various stakeholders including the return of cash to shareholders. While Moody's expect the company to continue to maintain solid credit metrics for its rating category and a very competitive position in its end markets, an upgrade during the intermediate term is unlikely. Given the company's current financial policies which result in a target ratio of debt to EBITDA of 3.5 to 4.0x (after Moody's standard adjustments and assuming the current cash level is maintained), an upgrade would not result solely from performance and credit metric improvements. Rather, the current balance between business risk and financial policies limit further upward momentum. However, if additional balance sheet strengthening develops over time and is sustainable, the ratings could be upgraded. Metrics that might contribute to a higher rating include debt/EBITDA below 2.75x and EBITA/interest approaching 5.0x while the company maintains its currently strong level of EBITA margins and solid free cash flow generation. Factors which could result in a lower rating include debt / EBITDA above 4.0x and EBITA / interest below 3.5x. Other potential factors include more aggressive returns of capital to shareholders, higher target leverage levels, a significant drop in EBITA margins or a meaningful decline in free cash flow including as a result of adverse changes in working capital management. Allison Transmission designs and manufactures fully automatic transmissions for commercial and military vehicles. Revenues in 2014 were approximately $2.1 billion with a market distribution of: North American on-highway -- 47%; outside North America on-highway -- 12%; defense -- 7%; service parts, support equipment and other -- 21%; North American off-highway -- 5%; outside North America off-highway -- 4%; and North American hybrid transit bus -- 4%. The principal methodology used in these ratings was Global Automotive Supplier Industry published in May 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. ALTEGRITY INC: Gets Final OK to Incur Up to $90M of DIP Financing ----------------------------------------------------------------- The U.S. Bankruptcy Court authorized, on a final basis, Altegrity, Inc., et al., to (i) obtain postpetition secured debtor-in-possession financing up to an aggregate principal amount of $90,000,000 from Cantor Fitzgerald Securities, as administrative agent and collateral agent, for a consortium of lenders; and (ii) use cash collateral. As reported in the Troubled Company Reporter on Feb. 25, 2015, after a final hearing on the DIP financing, the loan can increase to $45 million while the rest of the money will be available upon the implementation of a Chapter 11 plan, Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, reported. The Debtors also obtained interim authority to use cash collateral securing their prepetition indebtedness. As of the Petition Date, the Debtors had funded debt facilities in place with a face amount of $1.80 billion, of which $1.60 billion is secured debt and $140.2 million is unsecured debt. About Altegrity Inc. Altegrity Inc. provides background investigations for the U.S. government; employment background and mortgage screening for commercial customers; technology-driven legal services and software for data management; and investigative, analytic, consulting, due diligence, and security services. Altegrity is principally owned by investment funds affiliated with Providence Equity Partners. Altegrity Inc. and 37 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8, 2015. Jeffrey S. Campbell signed the petitions as president and chief financial officer. The Debtors disclosed total assets of $1.7 billion and total liabilities of $2.1 billion as of June 30, 2014. M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens, Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel. Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the Debtors' Delaware and conflicts counsel. Stephen Goldstein and Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment bankers. Kevin M. McShea and Carrianne J. M. Basler, at Alixpartners LLP serve as the Debtors' restructuring advisors. Prime Clerk LLC is the Debtors' claims and noticing agent. PricewaterhouseCoopers LLP serves as the Debtors' independent auditors. The U.S. Trustee for Region 3 appointed six creditors to serve on the official committee of unsecured creditors. ALTEGRITY INC: PwC Approved as Independent Auditor and Consultant ----------------------------------------------------------------- The U.S. Bankruptcy Court authorized on March 20, 2015, Altegrity, Inc., et al., to employ PricewaterhouseCoopers LLP as their independent auditor and financial consultant in connection with their Chapter 11 cases nunc pro tunc to the Commencement Date. PwC will provide these services to the Debtor: A. auditing services relating to the Debtors' 2014 year-end audit, including: a. auditing the consolidated financial statements of the Debtors at Sept. 30, 2014, and for the year then ending, and providing the Debtors with an audit report related to those financial statements; b. communicating with the audit committee and management about any matters that PwC believes may require material modifications to the quarterly financial information to make it conform with accounting principles generally accepted in the United States; and c. examining evidence supporting the amounts and disclosures in the financial statements, assessing accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. B. bankruptcy-related services, including: a. assisting the Debtors with bankruptcy petitions, the plan of reorganization, and other documentation customarily issued by a debtor or required by the bankruptcy court; b. advising the Debtors in connection with the Debtors' data accumulation and preparation of various schedules, account analyses, and reconciliations, including reconciliations of claims; and c. providing general and technical accounting advice with respect to planning and preparing for the bankruptcy process well as statutory filings, including the schedule of assets and liabilities, statements of financial affairs, monthly operating reports and schedules prepared pursuant to Bankruptcy Rule 2015.3. C. tax compliance and consulting services, including: a. preparing tax returns for the year ended Sept. 30, 2014; b. preparing requisite state corporate income tax returns for such period; and c. completing the Debtors' Schedule UTP. D. international tax consulting services, including: a. preparing preliminary evaluation of existing structure and future structuring opportunities, including, but not limited to, tax advice on the potential integration of non- US subsidiaries under a single foreign holding company; b. reviewing of CFC and FTC attributes to identify planning opportunities; and c. providing advice on foreign VAT and WHT regulations, and the necessary required compliance. E. international tax services, including: a. preparing US federal, state and local individual income tax returns for the authorized employees and foreign income tax returns required under foreign law; and b. providing other tax documents, calculations or other certain tax consulting services relating to such matters. The Debtors are informed that PwC intends to complement, and not duplicate, the services to be rendered by any other professional retained in the chapter 11 cases, and that PwC understands that the Debtors have chosen Evercore Group LLC to act as its investment banker and financial advisor and AlixPartners LLP to act as its restructuring advisor. The Debtors and PwC agreed to certain services based on a "fixed fee" structure. Pursuant to that Engagement Letter, the Debtors and PwC agreed to a fixed fee in the aggregate amount of $2,261,8153 for the audit services, billed according to the following amounts and timetable: (i) $45,000 on Feb. 25, 2014; (ii) $400,000 on Aug. 1, 2014; (iii) $350,000 on Sept. 1, 2014; (iv) $350,000 on October 1, 2014; (v) $350,000 on Nov. 1, 2014; and (vi) $257,800 on Dec. 1, 2014. Pursuant to the amendment letter dated Oct. 10, 2014, the Dec. 1 fixed fee was adjusted upward to $399,000 to reflect additional fees and expenses. In addition, on Jan. 6, 2015, the Debtors agreed to an additional payment of $450,000 to further reflect additional fees and expenses in connection with the audit services. As of the Commencement Date, all fixed fee amounts owed pursuant to the audit engagement letter have been paid. Pursuant to the Jan. 13, 2015, amendments to the audit engagement letter, the Debtors and PwC have agreed that going forward the audit services will be based on these hourly rates: Personnel Applicable Hourly Rates --------- ----------------------- Audit Partner $677 - $727 Audit Manager $320 - $337 Audit Senior Associate & Associates $126 - $234 TS Specialist Partner $775 - $970 TS Specialist Managing Director $682 - $761 TS Specialist Director $573 - $708 TS Specialist Manager $400 - $575 TS Specialist Senior Associate & Associates $234 - $443 FSR Specialist Partner $797 FSR Specialist Director $672 FSR Specialist Experienced Associate $166 Tax Specialist Partner $666 Tax Specialist Manager $341 Tax Specialist Senior Associate & Associates $180 - $256 Administrative $96 - $109 PwC has estimated $180,000 in additional fees associated with the interim review on quarterly statements for fiscal year 2015, and $500,000 in fees that may be incurred in relation to the Incremental Bankruptcy Services. Such fees are subject to increase if there is a significant change in the scope of PwC's services or a change in the Debtors' personnel. PwC's fees related to the Bankruptcy Engagement Letter would be based on these hourly rates: Personnel Applicable Hourly Rates --------- ------------------------ Partner/Principal $775 - $970 Managing Director $682 - $761 Director/Senior Manager $573 - $708 Manager $400 - $575 Associate/Senior Associate $234 - $443 Administrative $109 The fees for compliance services provided in connection with the Tax Compliance Engagement Letter are based on a fixed fee aggregating to $555,700, billed according to these amounts and timetable: (i) $111,000 on March 15, 2015; (ii) $111,000 on April 15, 2015; (iii) $111,000 on May 15, 2015; (iv) $111,000 on June 15, 2015; and (v) $110,700 upon completion of the services provided thereunder. Such fees are subject to increase if there is a significant change in the scope of PwC's services or a change in the Debtors' personnel. Any additional tax consulting services not related to the preparation and review of tax returns, in addition to the International Tax Consulting Services, would be billed separately at these hourly rates: Personnel Pittsburgh Tax Specialists --------- ---------- --------------- Partner $688 $688 - $975 Managing Director $610 $650 - $900 Director $465 $470 - $850 Manager $360 $370 - $700 Senior Associate $270 $275 - $500 Associate $190 $200 - $325 Under the terms and conditions of the International Assignment Engagement Letter, the Debtors and PwC agreed to fixed fees for bundled and non-bundled services estimated at $3,875 per individual for bundled services. Specific non-bundled rates are disclosed within the International Assignment Engagement Letter. During the year immediately preceding the Commencement Date, the Debtors paid PwC $6,524,810 As set forth in the Ryan Declaration, the Debtors paid PwC fees and expenses aggregating $2,418,284 in the 90 days prior to the Commencement Date. Additionally, on Feb. 4, 2015, the Debtors provided PwC a payment in the amount of $245,927 with respect to services PwC anticipated would be rendered prior to the Commencement Date, of which $153,808 exceeded amounts actually owed for services rendered during the prepetition period. PwC intends to apply the remaining $153,808 against any amounts payable to it during these chapter 11 cases until such amount is depleted. To the best of the Debtors' knowledge, PwC is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Altegrity Inc. Altegrity Inc. provides background investigations for the U.S. government; employment background and mortgage screening for commercial customers; technology-driven legal services and software for data management; and investigative, analytic, consulting, due diligence, and security services. Altegrity is principally owned by investment funds affiliated with Providence Equity Partners. Altegrity Inc. and 37 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8, 2015. Jeffrey S. Campbell signed the petitions as president and chief financial officer. The Debtors disclosed total assets of $1.7 billion and total liabilities of $2.1 billion as of June 30, 2014. M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens, Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel. Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the Debtors' Delaware and conflicts counsel. Stephen Goldstein and Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment bankers. Kevin M. McShea and Carrianne J. M. Basler, at Alixpartners LLP serve as the Debtors' restructuring advisors. Prime Clerk LLC is the Debtors' claims and noticing agent. PricewaterhouseCoopers LLP serves as the Debtors' independent auditors. The U.S. Trustee for Region 3 appointed six creditors to serve on the official committee of unsecured creditors. ALTEGRITY INC: US Trustee to Continue Creditors Meeting on April 2 ------------------------------------------------------------------ The U.S. trustee overseeing the Chapter 11 case of Altegrity Inc. will continue the meeting of creditors on April 2, at 2:00 p.m., according to a filing with the U.S. Bankruptcy Court for the District of Delaware. The meeting will be held at J. Caleb Boggs Federal Building, Room 5209, 844 King St., in Wilmington, Delaware. The court overseeing the bankruptcy case of a company schedules the meeting of creditors usually about 30 days after the bankruptcy petition is filed. The meeting is called the "341 meeting" after the section of the Bankruptcy Code that requires it. A representative of the company is required to appear at the meeting and answer questions under oath. The meeting is presided over by the U.S. trustee, the Justice Department's bankruptcy watchdog. About Altegrity Inc. Altegrity Inc. provides background investigations for the U.S. government; employment background and mortgage screening for commercial customers; technology-driven legal services and software for data management; and investigative, analytic, consulting, due diligence, and security services. Altegrity is principally owned by investment funds affiliated with Providence Equity Partners. Altegrity Inc. and 37 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8, 2015. Jeffrey S. Campbell signed the petitions as president and chief financial officer. The Debtors disclosed total assets of $1.7 billion and total liabilities of $2.1 billion as of June 30, 2014. M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens, Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel. Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the Debtors' Delaware and conflicts counsel. Stephen Goldstein and Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment bankers. Kevin M. McShea and Carrianne J. M. Basler, at Alixpartners LLP serve as the Debtors' restructuring advisors. Prime Clerk LLC is the Debtors' claims and noticing agent. PricewaterhouseCoopers LLP serves as the Debtors' independent auditors. AMERICAN TIRE: Moody's Assigns B2 Rating on New $720MM Term Loan ---------------------------------------------------------------- Moody's Investors Service assigned a B2 rating to American Tire Distributor, Inc.'s ("ATDI") proposed $720 million senior secured term loan due 2021. At the same time, Moody's affirmed the company's B2 Corporate Family Rating (CFR), B2-PD Probability of Default Rating (PDR) and Caa1 rating on senior subordinated notes. The company's Speculative Grade Liquidity rating was also affirmed at SGL-3. The ratings outlook remains stable. Proceeds from the proposed six-year $720 million term loan along with modest cash will be used to retire the company's existing term loan due 2018 (about $714 million outstanding) and pay related fees and expenses. Concurrently, the company plans to amend its asset-based credit facility (unrated by Moody's), increasing the capacity under its Canadian revolver by $40 million and extending maturities on all tranches to 2020. The rating is contingent upon the transaction closing as proposed, and the receipt and review of final documentation. As the proposed refinancing results in no material change in debt, Moody's estimates that this transaction will have no material impact on leverage, which is an important factor to the affirmation of ratings. Moreover, Moody's notes that the refinancing will marginally improve ATDI's liquidity profile given extension of debt maturities, increased capacity under ABL, as well as expected interest expense savings resulting from favorable pricing on the proposed facilities. However, such improvements are not sufficient to warrant higher rating consideration considering ADTI's high debt leverage, aggressive financial policies and acquisitive growth strategies. Issuer: American Tire Distributors, Inc. Ratings assigned: -- Proposed $720 million senior secured term loan due 2021, assigned B2 (LGD3) The following ratings will be withdrawn upon closing of the refinance: -- $300 million senior secured term loan due 2018, B2 (LGD3) -- $340 million senior secured term loan due 2018, B2 (LGD3) -- $80 million senior secured term loan due 2018, B2 (LGD3) Ratings affirmed: -- Corporate Family Rating, affirmed at B2 -- Probability of Default Rating, affirmed at B2-PD -- $855 million senior subordinated notes due 2022, affirmed at Caa1 (LGD5) -- Speculative Grade Liquidity rating, affirmed at SGL-3 -- Rating outlook: Stable The B2 CFR reflects the company's high leverage, aggressive financial policy, and significant product concentration in the tire distribution sector. The rating is also constrained by ATDI's acquisitive growth strategy, whereby the company has made extensive use of its revolver to finance acquisitions and capital expenditures for distribution center openings. As a wholesale distributor, the company has characteristically low margins and high fixed costs, which heighten its sensitivity to fluctuations in unit sales volumes. Nevertheless, the rating is supported by the long-term stability of replacement tire demand, as well as ATDI's good market position, diverse customer base, adequate liquidity and track record of deleveraging after acquisitions. The company should also benefit from favorable industry conditions in the near term. Moody's expects ATDI to generate low-single-digit revenue and earnings growth in 2015 as a result of continued growth in miles driven, modest macroeconomic improvement in the US, and lower gasoline prices and positive industry-wide pricing momentum following the introduction of tariffs on Chinese imports. The stable outlook reflects Moody's expectation for low- to mid-single-digit revenue and earnings growth in the near term and maintenance of at least an adequate liquidity profile, with modestly positive free cash flow generated through 2015. Moody's expects that ATDI's debt to EBITDA will trend towards the low 6-times over the next 12-18 months. The ratings could be downgraded if ATDI experiences a significant deterioration in unit volume, operating margins or liquidity, or if the company loses a major supplier relationship. An increasingly aggressive program of debt-financed acquisitions or shareholder distributions could also put pressure on ratings. Lower ratings could be considered if debt to EBITDA remains above 6.5 times on sustained basis, or if EBITDA less Capex to interest expense is maintained below 1.5 times. The ratings could be upgraded if the company improves its liquidity profile, including sustained strong positive free cash flow and higher revolver availability. In addition, an upgrade would require the company to demonstrate conservative financial policies while successfully managing the integration of acquisitions. Credit metrics such as debt to EBITDA of 5.0 times and interest coverage EBITDA less Capex to interest of over 2.0 times could prompt higher rating consideration. The principal methodology used in these ratings was Global Distribution & Supply Chain Services published in November 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. American Tire Distributors, Inc., ("ATDI") headquartered in Huntersville, NC, is a wholesale distributor of tires (over 95% of sales), custom wheels, and related tools. It operates more than 140 distribution centers in the US and Canada, with $5 billion of revenues for the twelve months ended Jan. 3, 2015. The company is controlled by TPG Capital, L.P. (46.7%) and Ares Management, L.P. (46.7%), with remaining shares held by management. ARCHDIOCESE OF SAINT PAUL: Amends Schedules of Assets & Debt ------------------------------------------------------------ The Archdiocese of Saint Paul and Minneapolis filed with the Bankruptcy Court amended schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $11,076,500 B. Personal Property $34,131,510 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $14,392,856 E. Creditors Holding Unsecured Priority Claims $687,253 F. Creditors Holding Unsecured Non-priority Claims $878,797 ----------- ----------- TOTAL $45,208,010 $15,958,906 The Debtor disclosed $45,203,010 in assets, including $34,126,510 in real property in the prior iteration of the schedules. Also, in the prior iteration of the schedules, the Debtor disclosed $15,890,460 in total liabilities on account of $810,351 in unsecured non-priority claims. A copy of the schedules is available for free at: http://bankrupt.com/misc/Archdiocese_SPM_SAL_Am.pdf About Archdiocese of St. Paul The Archdiocese of Saint Paul and Minneapolis was originally established by the Vatican in 1850 and serves a geographical area consisting of 12 greater Twin Cities metro-area counties in Minnesota, including Ramsey, Hennepin, Anoka, Carver, Chisago, Dakota, Goodhue, Le Sueur, Rice, Scott, Washington, and Wright counties. There are 187 parishes and approximately 825,000 Catholic individuals in the region. These individuals and parishes are served by 3999 priests and 173 deacons. The Archdiocese of St. Paul and Minneapolis filed for Chapter 11 protection (Bankr. D. Minn. Case No. 15-30125) in Minnesota on Jan. 16, 2015, saying it has large and growing liabilities related to child sexual abuse and that its pension obligations are underfunded. The Debtor disclosed $45,203,010 in assets and $15,890,460 in liabilities as of the Chapter 11 filing. The Debtor has tapped Briggs and Morgan, P.A., as Chapter 11 counsel; BGA Management LLC d/b/a Alliance Management as financial advisor; Lindquist & Vennum LLP as attorney. Eleven other dioceses have commenced Chapter 11 bankruptcy cases in the United States to settle claims from current and former parishioners who say they were sexually molested by priests. * * * According to the Court's docket, the Debtor's exclusivity period for filing a Chapter 11 plan and disclosure statement ends on May 18, 2015. Governmental proofs of claims are due July 15, 2015. ARMONK SNACK: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Armonk Snack Mart, Inc. aka Friendly Service of New Rochelle, Inc. aka Friendly Service Armonk, Inc. 25 Saint Charles Street Thornwood, NY 10504 Case No.: 15-22375 Nature of Business: The Debtor owns and manages a gasoline service station and convenience store located at 360 Main Street, Armonk, New York. Chapter 11 Petition Date: March 24, 2015 Court: United States Bankruptcy Court Southern District of New York (White Plains) Debtor's Counsel: Anne J. Penachio, Esq. PENACHIO MALARA LLP 235 Main Street, Sixth Floor White Plains, NY 10601 Tel: (914) 946-2889 Fax: (914) 946-2882 Email: apenachio@pmlawllp.com Estimated Assets: Not indicated Estimated Liabilities: Not indicated The Debtor did not include a list of its largest unsecured creditors when it filed the petition. ARMTEC HOLDINGS: S&P Lowers CCR to 'SD' on Missed Interest Payment ------------------------------------------------------------------ Standard & Poor's Ratings Services said it lowered its long-term corporate credit rating on Concord, Ont.-based Armtec Holdings Ltd. to 'SD' (selective default) from 'CCC-'. Standard & Poor's also lowered its issue-level rating on Armtec's senior unsecured notes to 'D' (default) from 'C'. The '6' recovery rating on the notes is unchanged, indicating S&P's expectation of negligible (0%-10%) recovery in the event of default, based on its criteria. "The downgrade follows Armtec's decision to miss the C$6.7 million interest payment due March 22, 2015, on its senior unsecured notes," said Standard & Poor's credit analyst Jamie Koutsoukis. "Although the notes allow for a 30-day grace period following the interest payment date, our rating actions reflect our view that the company will not be able to make the payment within this period, which we consider a default," Ms. Koutsoukis added. Armtec also announced that, during this 30-day grace period, it will continue the sale and investment process it began on Feb. 25, 2015, and will continue to review its liquidity, financial covenants, leverage, and capital structure. ASHER INVESTMENT: Taps M. Frank & P. Gross as Special Counsel ------------------------------------------------------------- Asher Investment Properties, LLC, sought and obtained permission from the Hon. Barry Russell of the U.S. Bankruptcy Court for the Central District of California to employ Michael F. Frank and Peggi A. Gross as its special litigation counsel. The Debtor requires the services of special litigation counsel to represent it in connection with the prosecution of a lawsuit the Debtor intends to file against Garry Itkin, Trustee of the Itkin Living Trust dated March 12, 2008, to seek, among other things: -- a determination of the amount of Itkin's secured claim against the Estate; -- a declaration that Itkin is not a member of the Debtor; -- in the alternative, a determination of the nature and extent of Itkin's membership interest in the Debtor; and -- damages for breach of contract. Frank and Gross will be paid for their services at these hourly rates: Michael F. Frank $425 Peggi A. Gross $250 Mr. Frank and Ms. Gross will also be reimbursed for reasonable out-of-pocket expenses incurred. Ms. Gross does not have a prepetition claim against the Estate. Mr. Frank has a prepetition claim against the Estate in the sum of $19,587.50 for services rendered and costs incurred in connection with representing the Debtor in its litigation against Itkin and strategic options between May 17, 2014 and the filing of the petition for relief on June 6, 2014. Mr. Frank requested that the Debtor provide him with a $5,000 postpetition retainer to be deposited into Frank's Client Trust Account and applied to fees and expenses for postpetition services pursuant to the U.S. Trustee's Professional Fee Statement Procedure. Mr. Frank and Ms. Gross assured the Court that the firm is a "disinterested person" as the term is defined under Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Itkin Living Trust dated March 12, 2008 (the "Itkin Trust") is a secured creditor and a 50% member of the Debtor. The Itkin Trust's co-Trustee, Garry Itkin, is also the managing member of the Debtor based on the express terms of Debtor's restated operating agreement. Before the Court entered its ruling, the Itkin Trust objected to the employment of Michael Frank saying that the Court should deny the Application to Employ Special Counsel because Michael Frank is not disinterested and represents interests adverse to the estate. Mr. Frank can be reached at: Michael F. Frank, Esq. 9901 Durant Drive, Suite H Beverly Hills, CA 90212 Tel: (310) 277-2559 Fax: (866) 279-2860 E-mail: mfrankatty@aol.com Ms. Gross can be reached at: Peggi A. Gross, Esq. 1875 Century Park East, Suite 1000 Century City, CA 90067 Tel: (310) 788-9191 E-mail: peggigross@gmail.com The Itkin Trust is represented by: Andrew S. Pauly, Esq. GREENWALD, PAULY & MILLER, 1299 Ocean Avenue, Suite 400 Santa Monica, CA 90401-1007 Tel: (310) 451-8001 Fax: (310) 395-5961 E-mail: apauly@gpfm.com About Asher Investment Asher Investment Properties, LLC, owner of a $10 million property in Beverly Hills, California, filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 14-21172) in Los Angeles, on June 6, 2014. Yossi Dina signed the petition as managing member. Asher, a Single Asset Real Estate as defined in 11 U.S.C. Sec. 101(51B), disclosed $11.5 million in assets and $10.7 million in liabilities. Gershuni & Kate, ALC, serves as the Debtor's counsel. Hon. Barry Russell presides over the case. ATLANTIC CITY, NJ: Managers Propose Big Budget Cuts --------------------------------------------------- Josh Dawsey, writing for The Wall Street Journal, reported that Atlantic City faces a "financial crisis" and needs to reduce its workforce and make other cuts to close a $101 million budget gap this year, emergency managers appointed by New Jersey Gov. Chris Christie said. According to the Journal, releasing a much-awaited report on the city's future, the emergency managers laid out about $130 million in proposed cuts to close the shortfall. They anticipated further challenges for the struggling gambling resort, saying Atlantic City "simply cannot stand on its own" and probably would need significant state help for the foreseeable future. ATLAS PIPELINE: Moody's Raises Notes Rating to Ba2 & Withdraws CFR ------------------------------------------------------------------ Moody's Investors Service upgraded Atlas Pipeline Partners, L.P.'s senior unsecured notes to Ba2 from B2 and withdrew APL's B1 Corporate Family Rating (CFR), B1-PD Probability of Default Rating and SGL-3 Speculative Grade Rating. The outlook is stable. These actions follow the completion of APL's acquisition by Targa Resources Partners LP (Targa, Ba1 stable) on Feb. 27, 2015 and concludes our review of APL's ratings that was initiated on October 13, 2014. Issuer: Atlas Pipeline Partners, L.P. Upgrades: -- Senior Unsecured Rating, Upgraded to Ba2 from B2 Withdrawals: -- Corporate Family Rating, Withdrew B1 -- Probability of Default Rating, Withdrew B1-PD -- Speculative Grade Liquidity Rating, Withdrew SGL-3 Outlook Action: -- Stable Outlook APL is now a wholly-owned unrestricted subsidiary of Targa. APL does not guarantee any of Targa's debt and Targa does not have a downstream guarantee to APL. However, All of APL's business matters are controlled and directed by Targa's management. Moody's believe despite having less debt, the credit profile of Atlas reflects the fundamental credit risk of Targa, which has a much larger midstream business and is rated Ba1. Therefore, Moody's upgraded the Atlas notes to the same Ba2 level as the Targa notes. At closing of the acquisition, APL repaid the outstanding balance ($385 million at December 31, 2014) under its $800 million secured revolving credit facility and terminated the facility. On January 15, 2015, Targa launched a cash tender offer to redeem all of APL's $1.55 billion senior unsecured notes under the change of control provision in APL's notes indenture, and concurrently issued senior unsecured notes to fund the tender offer. As of February 27, 2015, 98% of the holders of 4.75% $400 million notes, 93% of 5.875% $650 million notes and 28% of the 6.625% $500 million notes were tendered. There are roughly $415 million of remaining APL notes that Targa plans to call/redeem at a future date. Targa has already issued debt at the Targa legal entity level to take out some of the APL's notes and remains committed to eliminating the remaining APL notes when practicable. Moody's is also withdrawing APL's CFR, PDR and SGL ratings. The stable outlook reflects Targa's stable credit outlook. Any fundamental change to the credit profile of Targa or a change to Targa's note rating will impact APL notes ratings. The APL notes could be upgraded if Targa is upgraded and vice versa. The principal methodology used in this rating was the Global Midstream Energy published in December 2010. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Atlas Pipeline Partners, L.P. is primarily engaged in the gathering, processing, and transportation segments of the midstream natural gas industry in Texas and Mid-Continent regions. BERNARD L. MADOFF: SIPC Praises Defender Recovery Agreement ----------------------------------------------------------- The Securities Investor Protection Corporation praised the latest achievement of Madoff Trustee Irving H. Picard, who on March 23 filed a motion in the United States Bankruptcy Court for the Southern District of New York seeking approval of a $93 million recovery agreement with Defender Limited and related entities. Under the agreement, the trustee was able to "clawback" 100 percent of the fraudulent transfers and preference payments made to Defender, a Madoff feeder fund. The use of this recovery tool by Picard and future Securities Investor Protection Act (SIPA) trustees is now at risk under a Second Circuit Court of Appeals ruling that is the subject of petitions for certiorari by SIPC and Picard to the U.S. Supreme Court. SIPC President Stephen Harbeck said: "This settlement is one of many recent significant additions to the Trustee's fund of 'customer property.' It shows the critical importance of the 'clawback' powers the Bankruptcy Code and the Securities Investor Protection Act provide to trustees seeking to recover fraudulent transfers. The settlement is a continuation of the Trustee's efforts to maximize the return to victims. It will make for a far more equitable distribution to those Madoff customers who have not yet received a return of all of their principal." The total amount distributed in the Madoff liquidation proceeding to date exceeds $7.2 billion, which includes more than $823 million in committed advances from SIPC. When additional settlements awaiting distribution are taken into account, the total recovery to date in the Madoff liquidation proceeding totals $10.64 billion. About SIPC The Securities Investor Protection Corporation -- http://www.sipc.org-- is the U.S. investor's first line of defense in the event of the failure of a brokerage firm owing customers cash and securities that are missing from customer accounts. SIPC either acts as trustee or works with an independent court-appointed trustee in a brokerage insolvency case to recover funds. The statute that created SIPC provides that customers of a failed brokerage firm receive all non-negotiable securities -- such as stocks or bonds -- that are already registered in their names or in the process of being registered. At the same time, funds from the SIPC reserve are available to satisfy the remaining claims for customer cash and/or securities held in custody with the broker for up to a maximum of $500,000 per customer. This figure includes a maximum of $250,000 on claims for cash. From the time Congress created it in 1970 through December 2013, SIPC has advanced $ 2.1 billion in order to make possible the recovery of $133 billion in assets for an estimated 772,000 investors. About Bernard L. Madoff Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff orchestrated the largest Ponzi scheme in history, with losses topping US$50 billion. On Dec. 15, 2008, the Honorable Louis A. Stanton of the U.S. District Court for the Southern District of New York granted the application of the Securities Investor Protection Corporation for a decree adjudicating that the customers of BLMIS are in need of the protection afforded by the Securities Investor Protection Act of 1970. The District Court's Protective Order (i) appointed Irving H. Picard, Esq., as trustee for the liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his counsel, and (iii) removed the SIPA Liquidation proceeding to the Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789) (Lifland, J.). Mr. Picard has retained AlixPartners LLP as claims agent. On April 13, 2009, former BLMIS clients filed an involuntary Chapter 7 bankruptcy petition against Bernard Madoff (Bankr. S.D.N.Y. 09-11893). The petitioning creditors -- Blumenthal & Associates Florida General Partnership, Martin Rappaport Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and Steven Morganstern -- assert US$64 million in claims against Mr. Madoff based on the balances contained in the last statements they got from BLMIS. On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff Securities International Limited in London under bankruptcy protection pursuant to Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. 09-16751). The Chapter 15 case was later transferred to Manhattan. In June 2009, Judge Lifland approved the consolidation of the Madoff SIPA proceedings and the bankruptcy case. Judge Denny Chin of the U.S. District Court for the Southern District of New York on June 29, 2009, sentenced Mr. Madoff to 150 years of life imprisonment for defrauding investors in United States v. Madoff, No. 09-CR-213 (S.D.N.Y.). From recoveries in lawsuits coupled with money advanced by SIPC, Mr. Picard has commenced distributions to victims. The fifth pro rata interim distribution slated of Jan. 15, 2015, totaled $322 million, and brought the amount distributed to eligible claimants to $7.2 billion, which includes more than $823 million in advances committed to the SIPA Trustee for distribution to allowed claimants by the SIPC. As of Nov. 30, 2014, the SIPA Trustee has recovered or reached agreements to recover approximately $10.5 billion since his appointment in December 2008. BROCADE COMMUNICATIONS: Moody's Raises Corp. Family Rating to Ba1 ----------------------------------------------------------------- Moody's Investors Service upgraded Brocade Communications Systems, Inc.'s corporate family rating to Ba1 from Ba2 and probability of default rating to Ba1-PD from Ba2-PD. Moody's also upgraded the company's unsecured convertible notes due 2020 and unsecured notes due 2023 to Ba1 from Ba2. The ratings upgrades were driven by Brocade's continued stable performance as well as the expectation that the company will maintain a leadership position in the storage area networking industry and remain a relevant niche player in the Ethernet business. Though longer term concerns remain about the evolution of storage area network architectures and the role of the Fibre Channel standard, Moody's expects Brocade's expertise in storage and Ethernet networks will ensure them a prominent role in the industry. The ratings outlook is stable. The Ba1 corporate family rating reflects Brocade's leadership position within the storage area networking (SAN) market, its strong niche position in the Ethernet data (enterprise) networking market and its conservative credit metrics. The ratings are constrained by the company's relatively small scale compared to its main competitor, Cisco, and as well the challenge of maintaining market position as the storage and data networking markets evolve. However, the company's strong capital structure gives it flexibility to manage through technology cycles related to the introduction of new SAN and Ethernet architectures and subsequent market adoption. Leverage, as of January 31, 2015 was 1.7x and free cash flow to debt was approximately 44% (pro forma for the January 2015 convertible debt offering and subsequent secured note paydown). Near-term prospects for Brocade's Fibre Channel ("FC") based SAN businesses remain good though it is still unclear whether in the long term the industry will evolve away from a Fibre Channel dominated standard to an Ethernet or IP based platform and at what pace the shift will occur. Similarly the introduction of flash based storage is driving changes in storage architecture, though Fibre Channel appears to be maintaining a critical role. Given the potential shifts, a strong capital structure, including low leverage and large cash balances, is critical to the rating. Brocade's Ethernet business, though with a modest market position, continues to show success with its VDX Ethernet Fabric and MLXe offerings. Brocade remains a small niche player however with significant reliance on federal spending in this segment. Brocade's SGL-1 speculative grade liquidity rating reflects a very good liquidity profile driven by the company's strong cash-generating capabilities (expected free cash flow of greater than $400 million over the next 12 to 18 months) and expectations for maintaining significant cash balances ($1.4 billion as of January 31, 2015). The ratings could face upward pressure if the company is able to maintain its leading positions in the SAN industry (and grow outside of its FC base) and profitably expand its Ethernet business while maintaining a conservative capital structure. Ratings could face downward pressure if Brocade materially loses its position in the SAN market, the SAN market shrinks materially or leverage increases above 2x on other than a temporary basis. Issuer: Brocade Communications Systems, Inc. -- Corporate Family Rating, Upgraded to Ba1 from Ba2 -- Probability of Default Rating, Upgraded to Ba1-PD from Ba2-PD -- Senior Unsecured Conv./Exch. Bond/Debenture, Upgraded to Ba1 (LGD4) from Ba2 (LGD4) -- Senior Unsecured Regular Bond/Debenture, Upgraded to Ba1 (LGD4) from Ba2 (LGD4) -- Speculative Grade Liquidity Rating, Affirmed SGL-1 -- Outlook, Remains Stable The principal methodology used in this rating was Global Communications Equipment Industry published in June 2008. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Brocade Communications Systems, Inc. is a leading producer of storage area network equipment and a niche provider of data network equipment. Brocade, with revenues of $2.2 billion for the twelve months ended January 31, 2015, is headquartered in San Jose, CA. C WONDER: Court OKs Sale of Remaining Assets for $2.05M ------------------------------------------------------- The U.S. Bankruptcy Court authorized C. Wonder, LLC, et al., to sell of certain their remaining assets to Burch Acquisition LLC pursuant to an assets purchase agreement, as amended. The aggregate purchase price for the assets will equal $2,050,000, exclusive of and in addition to the assumption of the assumed liabilities. The Court also approved the designation rights agreement relating to the leasehold interests of the Debtors in the 1115-1117 Broadway property attached as Exhibit A to the amendment is approved. On March 10, the Debtors notified the Court that an auction scheduled for March 11, was canceled because no qualified bids for the purchased assets were received prior to the March 9 bid deadline. On Feb. 6, 2015, the Court approved the form of stalking horse APA for the sale of certain the Debtors' remaining assets, subject to higher and otherwise better offers. The purchased assets comprise, among other things: a) all tangible personal property owned or used by any Seller at the 1115 Broadway, New York, New York location, including, without limitation, all equipment, computers, furniture, furnishings, fixtures and office supplies; b) the (i) Agreement of Lease dated May 4, 2011 with Eleven Fifteen Associates for the premises located at 1115 Broadway, 5th Floor, New York City, (ii) Agreement of Lease dated Feb. 28, 2013, with Eleven Fifteen Associates for the premises located at 1115 Broadway, 3rd Floor, New York City, the Sublease dated Feb. 27, 2014, as amended, with Poppin Inc. for the premises located at 1115 Broadway, 3rd Floor, New York City, and (iv) the Storage Unit Agreement dated Sept. 18, 2013 with Eleven Fifteen Associates for Storage Locker 26, together with all fixtures, structures, improvements and other appurtenances thereto and thereon; (c) certain contracts that the purchase may request that the sellers assign to the proposed purchaser; d) all interests of Sellers in and to all Intellectual Property that relates in any way to the business (and all avoidance actions related thereto) (for the sake of clarity, the avoidance actions do not include other avoidance actions related to the business, including, but not limited to, avoidance actions against trade creditors, landlords and the Debtors' insiders); On March 9, the Debtors filed a first amendment to the APA reflecting non-material modifications to the APA. A copy of the document is available for free at: http://bankrupt.com/misc/CWonder_183_122_1stA_BurchAPA.pdf Oracle's Objection Oracle America, Inc., successor in interest to Responsys, a creditor and contract counter-party in the cases, submitted a rights reservation although the sale motion does not expressly identify any Oracle agreements. To the extent the sale motion operates to assume and assign any Oracle software, the Debtors may not do so without Oracle's consent, because the underlying Oracle agreements are licenses of intellectual property. Oracle is represented by: Mark F. Magnozzi, Esq. Amish R. Doshi, Esq. MAGNOZZI & KYE, LLP 23 Green Street, Suite 302 Huntington, NY 11743 Tel: (631) 923-2858 Fax: (631) 923-2860 About C. Wonder Founded by J. Christopher Burch in 2010, C. Wonder is a specialty retailer with retail stores in the United States. With headquarters in New York, the company sells women's clothing, jewelry, shoes, handbags and other accessories as well as select home goods under the C. Wonder brand. The Company maintains two distribution centers in New Jersey. The Company opened its first retail store in New York in 2011. By 2014, the Company had expanded its operations to include 29 locations across 13 states including its flagship location in Soho, New York. Amid mounting losses, C. Wonder closed 16 of its retail stores by the end of 2014. C. Wonder closed 9 additional stores in January 2015. As of the bankruptcy filing, C. Wonder had four retail stores in the U.S. (Soho, Flat Iron, Time Warner Center and Manhasset). C. Wonder LLC and its affiliates sought Chapter 11 bankruptcy protection (Bankr. D.N.J. Lead Case No. 15-11127) in Trenton, New Jersey on Jan. 22, 2015. The cases are assigned to Judge Michael B. Kaplan. The Debtors tapped Cole, Schotz, Meisel, Forman & Leonard, P.A., as counsel, and Marotta, Gund, Budd & Dzera, LLC, as crisis management services provider. As of the Filing Date, the Debtors had assets with a book value of $43.7 million and liabilities of $61.0 million. The U.S. Trustee for Region 3 appointed three members to the Official Committee of Unsecured Creditors. The Creditors' Committee has tapped Porzio, Bromberg & Newman, P.C., as counsel, and CBIZ Accounting, Tax & Advisory of New York, LLC, as financial advisors. CAL DIVE: U.S. Trustee Forms 5-Member Creditors Committee --------------------------------------------------------- Andrew R. Vara, Acting United States Trustee for Region 3, formed a five-member committee of unsecured creditors in the Chapter 11 case of Cal Dive International, Inc. The Committee members are: 1. The Bank of New York Mellon Trust Company, N.A. Attn: Dennis Roemlein 601 Travis, 16th Floor Houston, TX 77002 Tel: (713) 483-6531 Fax: (713) 483-6979 2. Waveny Master Fund, LP Attn: Adam Steinberg One Letterman Drive, Building D Suite D4700 San Francisco, CA 94126 Tel: (415) 635-0120 3. AQR Funds – AQR Diversified Arbitrage Fund Attn: Melinda Franek 2 Greenwich Plaza, Third Floor Greenwich, CT 06830 Tel: (203) 742-3007 Fax: (203) 742-3077 4. Cashman Equipment Corp. Attn: Kim Marie Shaughnessy 41 Brooks Drive Suite 1005 Braintree, MA 02184 Tel: (617) 908-1982 Fax: (781) 535-6220 5. Smith Marine Towing Corp. Attn: Kirk Smith P.O. Box 2120 Morgan City, LA 70381 Tel: (985) 631-9420 Fax: (985) 631-6655 About Cal Dive International Cal Dive International, Inc., headquartered in Houston, Texas, is a marine contractor that provides manned diving, pipelay and pipe burial, platform installation and salvage, and light well intervention services to the offshore oil and natural gas industry on the Gulf of Mexico OCS, Northeastern U.S., Latin America, Southeast Asia, China, Australia, West Africa, the Middle East, and Europe, with a diversified fleet of dive support vessels and construction barges. Cal Dive had decided not to pay $2.2 million in interest due Jan. 15, 2015, on its 5.00% convertible senior notes due 2017. Cal Dive and its U.S. subsidiaries filed simultaneous voluntary petitions (Bankr. D. Del. Lead Case No. 15-10458) on March 3, 2015. Through the Chapter 11 process, the Company intends to sell non-core assets and intends to reorganize or sell as a going concern its core subsea contracting business. The Debtors tapped Richards, Layton & Finger, P.A., as counsel, O'Melveny & Myers LLP, as co-counsel; and Kurtzman Carson Consultants, LLC, as claims and noticing agent. CALIFORNIA RESOURCES: Moody's Cuts CFR to 'Ba2', Outlook Stable --------------------------------------------------------------- Moody's Investors Service downgraded the Corporate Family Rating of California Resources Corporation to Ba2 from Ba1 in light of expected weaker financial performance. The company's unsecured notes, term loan, and revolving credit facility were also downgraded to Ba2 from Ba1. CRC's Speculative Grade Liquidity Rating was moved to SGL-3 from SGL-2. The outlook is stable. "At the time of CRC's spin off from Occidental Petroleum Corporation, leverage was elevated and the original Ba1 rating reflected the earnings power for CRC with $100 oil prices," said Stuart Miller, Vice President and Senior Credit Officer at Moody's. "The dramatic drop in oil prices in light of the high leverage has weakened CRC's risk profile to the point that a Ba2 rating is more appropriate. The company has slashed its capital budget to live within cash flow in 2015. However, absent asset sales, weaker cash flow generation will make it more difficult to realize meaningful debt reduction in 2015 and 2016." Ratings actions: California Resources Corporation -- Corporate Family Rating (CFR): Ba2 from Ba1 -- Probability of Default Rating (PD): Ba2-PD from Ba1-PD -- Senior unsecured notes: Ba2, LGD4 from Ba1, LGD4 -- Senior unsecured revolving credit facility: Ba2, LGD4 from Ba1, LGD4 -- Senior unsecured term loan: Ba2, LGD4 from Ba1, LGD4 -- Speculative Grade Liquidity Rating (SGL): SGL-3 from SGL-2 -- Outlook: Stable The downgrade of the CFR to Ba2 is in response to the difficult pricing environment for an oil-focused producer with limited commodity price hedge protection, unlike most of its peers that have had hedging programs in place for a number of years. The unfortunate timing of the spin off from Occidental Petroleum Corporation (Occidental, A2 stable) just as oil prices began their abrupt slide has left the company exposed to low oil prices, high leverage, and more limited financial flexibility than what was originally expected. CRC is burdened with over $6 billion of debt, the result of a similar sized dividend to Occidental prior to the spin off. As a result, CRC's leverage metrics are weaker than most Ba1 and Ba2 exploration and production companies. However, CRC's Ba2 CFR is supported by the company's large scale and legacy production as one of the largest operators in California. At year end 2014, the company reported roughly 550 million barrels of oil equivalent (Boe) of proved developed reserves and nearly 160,000 Boe of production per day. This scale is larger than all of the other oil-focused Ba1 companies rated by Moody's. The quality of CRC's reserve base is another credit-supportive strength. CRC's production is relatively mature with a well-defined, and shallow decline rate. The reserves are well-diversified and have a reserve life index that is longer than most peers. In 2015, CRC plans to limits its capital expenditures to levels that can be funded by internally generated cash flow. The company has reduced the number of rigs working to 3 in March 2015 from 28 in October 2014. Moody's believes this level of spending and drilling activity could lead to a small decline in production in 2015 compared to 2014. In addition, with the reinvestment of its cash flow, there is little to no ability to reduce the company's debt burden and leverage will remain elevated. As part of the rating action, Moody's changed the Speculative Grade Liquidity Rating to SGL-3 to reflect CRC's adequate liquidity profile. Because CRC targets to have breakeven cash flow in 2015, there is little reliance on external financing sources. Its $2 billion unsecured revolving credit facility had $360 million drawn at year end 2014. In February 2015, the credit facility was amended to allow debt to EBITDA to grow to 8.25x by year end 2015. In return, a liquidity requirement was added that effectively reduces availability under the revolving credit facility to $1.25 billion and the rating trigger was modified so that a Ba3 CFR would give the lenders a semi-annual borrowing base to govern availability, as well as collateral security. Should the credit facility become a secured class of debt, there would likely be a downgrade of the bond rating to one notch below the CFR. Our liquidity assessment acknowledges that the credit facility is currently unsecured providing the company with the opportunity to monetize assets to generate back-door liquidity. Monetization of assets could be used to reduce outstanding debt or to supplement the capital budget. The stable outlook reflects CRC's large scale, despite the difficult pricing environment. A downgrade could occur if the company materially out spends its cash flow, and finances the out-spend with increased borrowings. A downgrade could also occur if market conditions appear to be poised to deteriorate further in 2016 and it looks likely that the company will generate negative free cash flow. It is unlikely that the ratings will be upgraded given current cash flow and leverage expectations. To be considered for an upgrade, the ratio of retained cash flow to debt should be projected to be sustained above 20%. The principal methodology used in these ratings was Global Independent Exploration and Production Industry published in December 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. CRC is a medium-sized independent, exploration and production company with operations exclusively in California. It was spun out of Occidental Petroleum in November 2014. The company is headquartered in Los Angeles, California. CENTRAL ENGINEERING: Holcim Has No Lien on Debtor's Property ------------------------------------------------------------ In the adversary complaint CENTRAL ENGINEERING & CONSTRUCTION ASSOCIATES, INC., Plaintiff, v. HOLCIM (US), INC., Defendant, ADV. PRO. NO. 14-50028 (Bankr. S.D. Ind.), Bankruptcy Judge Jeffrey Graham entered a ruling on the Plaintiff's Motion for Summary Judgment and on the Defendant's Cross-Motion for Summary Judgment. Central Engineering & Associates, Inc., was in the engineering and construction business, who bought cement on account from Holcim (US). Central fell behind on its payments and so, Holcim filed suit. In November 2011, the Hancock Circuit Court entered summary judgment in favor of Holcim for $81,758. Holcim made efforts to collect on its claim. Prior to June 2013, Holcim also filed a financing statement with the Indiana Secretary of State asserting that it has a lien on Central's property by virtue of the Hancock Circuit Court decision. Not long after, Central began to conduct an informal liquidation and engaged Ritchie Bros. to conduct a sale of its heavy equipment and other property. Before the sale, however, several creditors claim they were entitled to secured status. Consequently, Central disputed the claims and to preserve the sale, filed a voluntary Chapter 11 petition on Nov. 5, 2013 (Bankr. S.D. Ind. Case No. 13-11739). On Nov. 19, 2013, Holcim filed a secured claim in the amount of $82,592.05 based on the strength of its Financing Statement. Central eventually filed the adversary complaint to determine the validity of Holcim's asserted lien. On review, Judge Graham finds that Holcim did not obtain a lien by virtue of its judgment and, but for the funds garnished in Central's accounts at the State Bank of Lizton, Holcim did not levy and execute on the personal property described in the Financing Statement. As such, the Bankruptcy Court can find no basis upon which to conclude that Holcim had a lien, perfected or otherwise, on Central's personal property. Accordingly, Judge Graham concludes that summary judgment in favor of Central and against Holcim is appropriate. A copy of Judge Graham's Findings of Fact and Conclusions of Law on Cross-Motions for Summary Judgment dated March 16, 2015 is available at http://is.gd/HhmvIZfrom Leagle.com. CHASSIX HOLDINGS: Has Procedures for Sec. 503(b)(9) Claims ---------------------------------------------------------- Chassix Holdings, Inc., et al., sought entry of an order (i) approving procedures for the assertion of unpaid claims pursuant to Section 503(b)(9) of the Bankruptcy Code and the resolution, allowance, and satisfaction thereof and (ii) prohibiting vendors from pursuing 503(b)(9) claims outside the procedures. In the ordinary course of business, the Debtors purchased on credit a variety of raw materials, component parts, supplies, equipment, and other goods for use in their casting and machining operations. As of the Petition Date, the Debtors were in possession of certain goods that had been delivered to them by various vendors or other parties, but for which the Debtors had not yet made payment. The Debtors estimate that the value of the unpaid goods delivered within 20 days before the Petition Date is $60,000,000. Under the proposed procedures, any vendor asserting a 503(b)(9) Claim must prepare a proof of claim and mailed so as to be received no later than the 75-day after the Petition Date. The Debtors will have 75 days after the 503(b)(9) claim filing deadline to file with the Court and serve any objections to timely filed claims. Vendors will have until 30 days after the filing of the applicable objection to file with the Court and serve on the attorneys for the Debtors any replies to the objections. 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 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: Proposes Lazard as Investment Banker ------------------------------------------------------ Chassix Holdings, Inc., et al., ask the U.S. Bankruptcy Court for the Southern District of New York for approval to employ Lazard Freres & Co. LLC, as investment banker, nunc pro tunc to the Petition Date. Lazard is already familiar with the Debtors' operations. The Debtors engaged Lazard on Oct. 3, 2014. In addition to advising management and negotiating with the Debtors' various key constituencies regarding a potential restructuring, prior to the Petition Date, professionals at Lazard assisted the Debtors in securing debtor-in-possession financing as well as interim financing that provided the Debtors with the necessary short-term incremental liquidity to allow for a safe and structured entry into Chapter 11. Lazard will continue to provide investment banking services, including, but not limited to: -- Reviewing and analyzing the Debtors' businesses, operations, and financial projections; -- Evaluating the Debtors' potential debt capacity in light of their projected cash flows; -- Assisting in the determination of a capital structure for the Debtors; -- Assisting in the determination of a range of values for the Debtors on a going concern basis; -- Advising the Debtors on tactics and strategies for negotiating with certain of its stakeholders; -- Rendering financial advice to the Debtors and participating in meetings or negotiations with their stakeholders and/or rating agencies or other appropriate parties in connection with any Restructuring; -- Advising the Debtors on the timing, nature, and terms of new securities, other consideration or other inducements to be offered pursuant to any Restructuring; -- Advising and assisting the Debtors in evaluating a potential Financing transaction by the Debtors, and, if requested, contacting potential sources of capital as the Debtors may designate and assisting the Debtors in implementing such a Financing; -- Assisting the Debtors in preparing documentation within Lazard's area of expertise that is required in connection with any Restructuring; -- Assisting the Debtors in identifying and evaluating candidates for any potential Sale Transaction, advising the Debtors in connection with negotiations and aiding in the consummation of any Sale Transaction; -- Attending meetings of the Debtors' Board of Directors and their committees with respect to matters on which Lazard has been engaged to advise hereunder; -- Providing testimony, as necessary, with respect to matters on which Lazard has been engaged to advise hereunder in any proceeding before the Court; and -- Providing the Debtors with other financial advice. The Debtors have agreed to pay Lazard the proposed compensation set forth in the Engagement Letter whose principal terms are: (a) Monthly Fees: A monthly fee of $150,000 until the earlier of completion of the Restructuring or the termination of Lazard's engagement pursuant to the Engagement Letter. Additionally, 50% of any Monthly Fees paid in excess of $750,000 will be credited (without duplication) against any Restructuring Fee subsequently payable. (b) Restructuring Fee: A fee equal to $3,250,000, payable upon the consummation of a Restructuring. A percentage of the Monthly Fees, Sale Transaction Fee(s), and Financing Fee(s) will be credited (without duplication) against any Restructuring Fee subsequently payable, provided that the maximum credit will be $2,250,000 and the minimum Restructuring Fee shall be $1,000,000. In addition, the Board of Directors of Chassix may elect to increase the Restructuring Fee by up to $1,000,000. (c) Sale Transaction Fee: A fee payable upon consummation of any Sale Transaction equal to the greater of (A) 1% of the Aggregate Consideration and (B) $500,000, provided that for any Sale Transaction, the Sale Transaction Fee will be capped at $2,250,000. Additionally, 100% of any Sale Transaction Fees paid will be credited (without duplication) against any Restructuring Fee subsequently payable. (d) Financing Fee: A fee payable upon consummation of any Financing equal to the greater of (A) 1% of the aggregate gross proceeds and (B) $500,000. Additionally, 66.67% of any Financing Fees paid will be credited (without duplication) against any Restructuring Fee subsequently payable. (e) Reimbursement of Expenses: The Debtors have agreed to reimburse Lazard for all reasonable expenses incurred by Lazard as set forth in the Engagement Letter, including the reasonable legal expenses. The Debtors have agreed to certain indemnification and related obligations pursuant to an indemnification letter dated Oct. 3, 2014. Prior to the Petition Date, the Debtors paid Lazard aggregate fees of $900,000 and reimbursed Lazard for aggregate expenses of $85,500. Of these payments, $600,000 in fees and $79,000 in reimbursed expenses were paid in the 90 days before the bankruptcy filing. To the best of the Debtors' knowledge, Lazard is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code, as required by Section 327(a). The firm can be reached at: Andrew Yearley Managing Director LAZARD FRERES & CO. LLC 30 Rockefeller Plaza New York, New York 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 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: Proposes to Honor Tooling & Warranty Programs --------------------------------------------------------------- Chassix Holdings, Inc., et al., ask the U.S. Bankruptcy Court for the Southern District of New York for approval to: (a) perform and honor their prepetition obligations related to their tooling and warranty programs as they deem appropriate, and (b) continue, renew, replace, implement new, and/or terminate the tooling and warranty programs as they deem appropriate, in the ordinary course of business; Marcia L. Goldstein, Esq., at Weil, Gotshal & Manges LLP, avers that the Debtors' customers are the lifeblood of their businesses and their loyalty and continued support and patronage is critical to the success of these chapter 11 cases. According to Ms. Goldstein, the continuation of the tooling and warranty programs on an uninterrupted basis is critical to maintain this support and loyalty. 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 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: Taps FTI to Provide Restructuring Officer ----------------------------------------------------------- Chassix Holdings, Inc., et al., ask the U.S. Bankruptcy Court for the Southern District of New York for approval to employ FTI Consulting, Inc., and to provide the Debtors with an interim chief financial officer and certain additional personnel. The Engagement Letter, effective as of Jan. 23, 2015, provides that David J. Woodward, a senior managing director with FTI, will serve as the Debtors' Interim CFO in connection with the Debtors' restructurings. The Engagement Letter further provides for the services of additional staff of FTI to assist the Debtors with their restructuring process. Mr. Woodward has over 34 years of financial, operating, and mergers and acquisitions experience in a variety of industrial sectors, including more than 25 years of experience in the transportation (automotive and heavy truck) industries. FTI is familiar with the Debtors' businesses, financial affairs, and capital structure. Prior to the Petition Date, FTI was retained by the Debtors, pursuant to engagement letter dated Oct. 3, 2014, to provide financial advisory and consulting services to the Debtors. Under the New Engagement Letter, FTI will provide Mr. Woodward to serve as the Debtors' Interim CFO reporting to the Debtors' chief executive officer, J. Mark Allan, and the members of the Debtors' board of directors. Mr. Woodward, along with the FTI professionals, will have such duties as the CEO and/or the board of directors may from time to time determine, including, without limitation, such duties and responsibilities as are customary of an Interim CFO at a company of similar size and operations. These services are necessary to enable the Debtors to maximize the value of their estates and successfully complete their restructuring. FTI will receive a monthly, non-refundable advisory fee of $125,000 per month for the services of Mr. Woodward. In addition, the customary hourly rates, subject to periodic adjustments, charged by FTI professionals anticipated to be assigned to this case are as follows: Position Rate per Hour -------- ------------- Senior Managing Directors $800 to $925 Directors / Managing Directors $580 to $765 Consultants/Senior Consultants $300 to $550 Administrative / Paraprofessionals $125 to $250 The Engagement Letter contains standard indemnification language with respect to FTI's services. FTI currently holds $250,000 "on account" to be held as an "evergreen retainer" and as continuing security for the payment of fees and expenses to FTI and to be applied to any unpaid amounts due to FTI at the completion of their engagement, with the unused portion of the retainer refunded to the Debtors upon payment in full of all fees and expenses. Based upon Woodward's declaration, the Debtors submit that FTI is a "disinterested person," as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: FTI CONSULTING INC 223 West Monroe Street Chicago, IL 60606 Attn: David J. Woodward Tel: (312) 252-4058 Fax: (312) 759-8119 E-mail: david.woodward@fticonsulting.com 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 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. CLIFFS NATURAL: Agrees to Sell Its Chromite Assets in Canada ------------------------------------------------------------ Cliffs Natural Resources Inc. has entered into a definitive agreement to sell its Chromite assets in Northern Ontario, Canada to Noront Resources Ltd. for $20 million. The transaction is comprised of the chromite deposits and associated claims held by Cliffs. The sale of these assets to Noront, an experienced mining company with a strategic interest in the Ring of Fire region, further demonstrates execution of Cliffs' strategy which includes divesting non-core assets and focusing on being the major supplier of iron ore pellets to the North American steel industry. Completion of the sale is subject to the satisfaction of certain closing conditions. Moelis & Company acted as financial advisor to Cliffs Natural Resources Inc. About Cliffs Natural Resources Cliffs Natural Resources Inc. is a mining and natural resources company. The Company is a major supplier of iron ore pellets to the U.S. steel industry from its mines and pellet plants located in Michigan and Minnesota. Cliffs also produces low-volatile metallurgical coal in the U.S. from its mines located in West Virginia and Alabama. Additionally, Cliffs operates an iron ore mining complex in Western Australia and owns two non-operating iron ore mines in Eastern Canada. Driven by the core values of social, environmental and capital stewardship, Cliffs' employees endeavor to provide all stakeholders operating and financial transparency. Other information on the Company are available at http://www.cliffsnaturalresources.com/ On Jan. 27, 2015, Bloom Lake General Partner Limited and certain of its affiliates, including Cliffs Quebec Iron Mining ULC commenced restructuring proceedings in Montreal, Quebec, under the Companies' Creditors Arrangement Act (Canada). The initial CCAA order will address the Bloom Lake Group's immediate liquidity issues and permit the Bloom Lake Group to preserve and protect its assets for the benefit of all stakeholders while restructuring and sale options are explored. As of Dec. 31, 2014, the Company had $3.16 billion in total assets, $4.89 billion in total liabilities and a $1.73 billion total deficit. The Company reported a net loss of $8.31 billion in 2014 following net income of $362 million in 2013. * * * As reported by the TCR on Feb. 3, 2015, Standard & Poor's Ratings Services said it lowered its corporate credit rating on Cliffs Natural Resources Inc. to 'B' from 'BB-'. The downgrade of Cleveland-based Cliffs Natural Resources is driven by a revision of the company's financial risk profile to "highly leveraged" from "aggressive" as a result of S&P's lowered iron ore price assumptions. The 24% cut to $65 per metric ton marked the third downward revision since early 2014, when S&P's forecast prices were more than $100 per metric ton. The TCR reported in March 2015 that Moody's Investors Service downgraded Cliffs Natural Resources Inc. Corporate Family Rating and Probability of Default Rating to 'B1' and 'B1-PD' respectively. "The downgrade in the CFR to 'B1' reflects expectations for a weaker performance in the Asia Pacific iron ore (APIO) segment, which has a greater exposure to the movement of iron ore prices in the seaborne market", said Carol Cowan, Moody's senior vice president. COMPUWARE CORP: S&P Assigns 'B' CCR; Outlook Stable --------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B' corporate credit rating to Detroit-based Compuware Corp. The outlook is stable. "At the same time, we assigned our 'BB-' issue-level rating and '1' recovery rating to the company's $145 million senior secured asset sale facility. The '1' recovery rating indicates our expectation for very high (90% to 100%) recovery of principal in the event of a default. We also assigned our 'B' issue-level rating and '3' recovery rating to the company's $100 million revolving credit facility ($50 million drawn at close) and $1.29 billion senior secured first-lien term loans (a $340 million B-1 tranche due 2019 and a $950 million B-2 tranche due 2020.) The '3' recovery rating indicates our expectation for meaningful (50% to 70% higher half of the range) recovery of principal in the event of a default. Additionally, we assigned our 'CCC+' issue-level rating and '6' recovery rating to the company's $460 million second-lien term loan. The '6' recovery rating indicates our expectation for negligible (0% to 10%) recovery of principal in the event of a default," S&P said. S&P also withdrew its preliminary 'B' corporate credit rating on Compuware Holdings LLC, which was the holding company of the legal borrower prior to consummation of the acquisition. Compuware Corp. is now the legal borrower. "The ratings reflect our assessment of Compuware's business risk profile as 'weak,' incorporating its relatively narrow market focus in the large global software market, declining revenues in the company's higher-margin mainframe segment, and historically weak, but improving, profitability," said Standard & Poor's credit analyst Kenneth Fleming. Good growth and an improved market position in the application performance management (APM) segment, a high level of contractually recurring revenues, and a diversified customer base partially offset these factors. The ratings also reflect S&P's assessment of Compuware's financial risk profile as "highly leveraged," with pro forma fiscal-2015 adjusted leverage in excess of 12x, or in excess of 8x when S&P excludes its treatment of non-common equity as debt. The stable outlook reflects S&P's expectation that continued growth in APM revenues and high recurring mainframe revenues will enable Compuware to generate modest revenue growth in the near term. S&P expects the company to successfully integrate Keynote and realize cost savings and synergies through fiscal 2016. In addition, S&P expects the company to maintain positive annual FOCF (excluding transaction-related expenses.) The rating does not incorporate any near-term acquisitions following the proposed transaction. Compuware's "highly leveraged" financial risk profile and S&P's expectation that the company's financial sponsor ownership will preclude sustained debt reduction over the intermediate term constrain the potential for positive rating actions. S&P could lower the rating if the company faces significant integration issues, an accelerated decline in mainframe revenues, or increased pricing pressure, leading to a decline in total revenues and EBITDA levels, and negative cash flow (excluding transaction costs), such that S&P views liquidity as "less than adequate." CREEKSIDE ASSOCIATES: Wants Plan Filing Exclusivity Until Aug. 18 ----------------------------------------------------------------- Creekside Associates, Ltd., asks the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to extend (a) the period by which it has the exclusive right to file a chapter 11 plan through and including Aug. 18, 2015; and (b) the period by which it has the exclusive right to solicit acceptance of that plan through and including Oct. 19, 2015. This is the Debtor's first request for an extension of its exclusive periods. The Debtor's initial exclusive filing period will expire on April 20, 2015 and the initial solicitation period will expire on June 18, 2015. Jesse N. Silverman, Esq., at Dilworth Paxson LLP, tells the Court that the Debtor has not been dilatory in the Chapter 11 case. However, he notes, the fact that the retention of its bankruptcy counsel was not approved until approximately two months after the Petition Date has unavoidably caused some delay in the Debtor's progress towards a successful reorganization. With the objection to the Debtor's bankruptcy counsel's retention and the uncertainty this caused behind it, the Debtor and its bankruptcy counsel can fully focus their attention and efforts on addressing critical restructuring issues and move toward proposing and confirming a plan of reorganization, Mr. Silverman says. Furthermore, according to Mr. Silverman, to advance the Chapter 11 case, the Debtor has asked the Court to establish a bar date for the filing of claims so that it can identify any unknown or unanticipated issues that need to be addressed through the plan or through litigation. About Creekside Associates Creekside Associates, Ltd., owns and operates the Creekside Apartments, a 1000+ unit apartment complex located at 2500 Knights Road, Bensalem, Pennsylvania. Creekside Associates filed a Chapter 11 bankruptcy petition (Bankr. E.D. Pa. Case No. 14-19952) in Philadelphia on Dec. 19, 2014. The case is assigned to Judge Stephen Raslavich. The Debtor disclosed $93,352,652 in assets and $88,100,436 in liabilities. The Debtor has tapped Dilworth Paxson LLP as bankruptcy attorneys and Kaufman, Coren & Ress, P.C., as special counsel. CTI BIOPHARMA: 2015 Annual Meeting Scheduled for June 30 -------------------------------------------------------- CTI Biopharma Corp. disclosed in a document filed with the Securities and Exchange Commission that its 2015 annual meeting of shareholders has been scheduled for June 30, 2015. The record date for the Annual Meeting has been set as the close of business on April 24, 2015. Because the date of the Annual Meeting has been changed by more than 30 days from the anniversary of the Company's 2014 annual meeting of shareholders, the deadline for the submission of proposals by shareholders for inclusion in the Company's proxy materials relating to the Annual Meeting in accordance with Rule 14a-8 under the Securities Exchange Act of 1934, as amended, will be the close of business on April 3, 2015, which the Company believes is a reasonable time before it expects to begin to print and send its proxy materials. To be eligible for inclusion in the Company's proxy materials, shareholder proposals must comply with the requirements of Rule 14a-8 and with the Company's second amended and restated bylaws. Those proposals should be delivered to: CTI BioPharma Corp., 3101 Western Avenue, Suite 600, Seattle, Washington 98121, Attention: Secretary. The deadline of April 3, 2015, applies only to shareholder proposals that are eligible for inclusion in the Annual Meeting in accordance with Rule 14a-8. Amends Articles of Incorporation The Amended and Restated Articles of Incorporation of CTI BioPharma Corp. became effective upon its filing with the Secretary of State of the State of Washington on March 23, 2015. The Amended and Restated Articles (i) restates the Company's articles of incorporation to incorporate the several amendments to the articles that became effective between June 19, 2008, through Feb. 27, 2015, and (ii) eliminates all references to the various series of preferred stock that were previously authorized but no longer have any shares outstanding. About CTI BioPharma CTI BioPharma Corp. (NASDAQ and MTA: CTIC) -- http://www.ctibiopharma.com/-- formerly known as Cell Therapeutics, Inc., is a biopharmaceutical company focused on the acquisition, development and commercialization of novel targeted therapies covering a spectrum of blood-related cancers that offer a unique benefit to patients and healthcare providers. The Company has a commercial presence in Europe and a late-stage development pipeline, including pacritinib, CTI's lead product candidate that is currently being studied in a Phase 3 program for the treatment of patients with myelofibrosis. CTI BioPharma is headquartered in Seattle, Washington, with offices in London and Milan under the name CTI Life Sciences Limited. CTI Biopharma reported a net loss attributable to common shareholders of $96 million in 2014, compared with a net loss attributable to common shareholders of $49.6 million in 2013. As of Dec. 31, 2014, the Company had $92.3 million in total assets, $52.4 million in total liabilities, $1.44 million in common stock purchase warrants and $38.5 million in total shareholders' equity. Bankruptcy Warning The Company believes that its present financial resources, together with additional milestone payments projected to be received under certain of its contractual agreements, its ability to control costs and expected net sales of PIXUVRI, will only be sufficient to fund its operations through mid-third quarter of 2015. This raises substantial doubt about the Company's ability to continue as a going concern. Further, the Company has incurred net losses since inception and expect to generate losses for the next few years primarily due to research and development costs for pacritinib, PIXUVRI, Opaxio and tosedostat. The Company's available cash and cash equivalents were $70.9 million as of Dec. 31, 2014. The Company said it will need to raise additional funds. It may seek to raise such capital through public or private equity financings, partnerships, collaborations, joint ventures, disposition of assets, debt financings or restructurings, bank borrowings or other sources of financing. However, the Company has a limited number of authorized shares of common stock available for issuance and additional funding may not be available on favorable terms or at all. "If additional funds are raised by issuing equity securities, substantial dilution to existing shareholders may result. If we fail to obtain additional capital when needed, we may be required to delay, scale back or eliminate some or all of our research and development programs, reduce our selling, general and administrative expenses, be unable to attract and retain highly qualified personnel, refrain from making our contractually required payments when due (including debt payments) and/or may be forced to cease operations, liquidate our assets and possibly seek bankruptcy protection," the Company states in the 2014 Annual Report. DICKINSON COUNTY: Moody's Affirms Ba2 Revenue Bonds Rating ---------------------------------------------------------- Moody's Investors Service affirmed Dickinson County Healthcare System's (DCHS) Ba2 rating. This action affects approximately $21 million of Series 1999 fixed rate revenue bonds outstanding. The outlook is revised to stable from negative. The outlook change to stable reflects DCHS's rebound in financial performance and liquidity in FY 2014 due to expense management and revenue enhancements. These changes mitigated soft volumes and expense challenges that negatively affected FY 2013. The affirmation of the Ba2 rating reflects DCHS's distinctly leading market position over a broad service area with very limited acute care competition. These favorable attributes are offset by DCHS's history of variable financial performance given its small scope of operations and high reliance on a small number of physicians. While improved, DCHS maintains weak relative liquidity metrics compared to like size peers. DCHS is also pressured by significant defined benefit pension obligations. The outlook revision to stable reflects DCHS's rebound in financial performance and liquidity in FY 2014 due to expense management and revenue enhancements. Moody's expect DCHS to maintain adequate operating margins and to continue to improve liquidity ratios over time. What could make the rating go up: - Maintenance of operating cash flow margins and liquidity ratios more in-line with Baa medians - Stronger debt coverage ratios - Organic growth that results in greater critical mass as an enterprise; lower reliance on key admitters for volumes What could make the rating go down: - Reversion to weaker operating margins - Reversion to weaker liquidity ratios or debt coverage metrics - New competitive presence that drives down market position DCHS is a small hospital ($96 million in revenues) based in Iron Mountain, MI. DCHS is a public health facilities organization and is a component unit of Dickinson County. The only rated series of DCHS debt are the Series 1999 bonds. The Series 1999 bonds are secured by a pledge of net revenues and investment income of DCHS as defined in the bond documents. A debt service reserve fund (DSRF) is in place in support of the Series 1999 bonds. The bonds are not secured by a mortgage pledge. Management is considering issuing private placement debt to refund the Series 1999 bonds. The principal methodology used in this rating was Not-for-Profit Healthcare Rating Methodology published in March 2012. DILLARD'S INC: Fitch Affirms 'BB' Rating on Capital Securities -------------------------------------------------------------- Fitch Ratings has affirmed the long-term Issuer Default Rating (IDR) for Dillard's, Inc. (Dillard's) at 'BBB-'. The Rating Outlook is Stable. KEY RATING DRIVERS The ratings reflect Dillard's positive comparable store sales (comps) trends over the past five years, which have exceeded the industry average for most of this time frame, and an EBITDA margin that has stabilized in the 12% range over the last two years. Dillard's has significantly narrowed the gap to the strong operators that have EBITDA margins in the 13%-14% range. Fitch expects Dillard's to generate comps growth in the 1%-2% range over the next 24 months and EBITDA margin to remain flat-to-modestly higher. While Dillard's credit metrics are strong for the 'BBB-' rating category with adjusted debt/EBITDAR currently at 1.1x, the ratings continue to incorporate Dillard's below industry-average sales productivity (as measured by sales per square foot) and operating profitability and geographical concentration relative to its higher rated investment-grade department store peers. Fitch expects Dillard's will continue to maintain or grow its market share modestly of the overall apparel and accessories category in the near to intermediate term, although long-term secular trends in the department store space remain negative and the decline in mall traffic has accelerated. Fitch expects Dillard's leverage to remain in the low-1x range over the next three years. Dillard's is the sixth largest department store chain in the U.S. in terms of sales with retail revenue of $6.5 billion on 277 stores and 20 clearance centers in 29 states concentrated in the southeast, central and southwestern U.S. Dillard's comps have continued their positive trajectory since 2010, although growth moderated since 2013 to 1% versus the 3%-4% range between 2010 and 2012. Dillard's has experienced positive comp growth by improving its merchandise assortment towards more upscale brands, better in-store execution, and strong inventory control. The company continues to focus on closing underperforming stores, closing a net 29 units or approximately 10% of its square footage since the end of 2007. However, Dillard's annual sales per square foot at approximately $130 is significantly lower than other well-operated mid-tier department store peers, which are in the $180-$200 range (based on gross square footage) and could constrain further improvement in EBITDA margin. From a store investment perspective, capex is expected to moderately increase to the $160 million range in 2015, from $152 million in 2014, versus an average of roughly $110 million in 2010 - 2013, to support increasing investments in store updates (in the higher sales generating or more productive areas of the store), online growth initiatives and some modest new store openings expected in 2015/2016. Liquidity remains strong, supported by a cash balance of $404 million as of Jan. 31, 2015, and $904 million available under its $1 billion credit facility, net of letters of credit outstanding. The company generated approximately $450 million in free cash flow (FCF; before special dividends) in 2014, the highest level since 2009, reflecting EBITDA growth and some working capital benefit. FCF generation has been approximately $400 million on average over the last five years, and Fitch expects Dillard's to maintain this level going forward, assuming modest working capital uses and a modest increase in capex. Given no debt maturities until early 2018, Fitch expects Dillard's will direct excess cash flow toward share buybacks and/or increased dividends including any one-time special dividends. The $1 billion senior credit facility, which is due to mature on July 1, 2018, is rated one notch above the IDR at 'BBB' as the facility is secured by 100% of the inventories at Dillard's, Inc.'s unrestricted operating subsidiaries. The $615 million of senior unsecured notes are rated at par with the IDR, while the $200 million in capital securities due 2038 are rated two notches below the IDR reflecting their structural subordination. Fitch notes that Dillard's owns 88% of its retail square footage, which is currently unencumbered. KEY ASSUMPTIONS -- Comps growth in the 1%-2% range over the next 24 months and EBITDA margin to remain flat-to-modestly higher, driven by continued improvement in its merchandise assortment towards more upscale brands, better in-store execution, and strong inventory control; -- Maintain or grow its market share modestly of the overall apparel and accessories category in the near- to intermediate-term, although long-term secular trends in the department store space remain negative and the decline in mall traffic has accelerated; -- Leverage to remain in the low-1x range; -- FCF of approximately $400 million annually, which Fitch expects will be directed toward share buybacks and/or increased dividends including any one-time special dividends. RATING SENSITIVITIES A positive rating action could result in the event that Dillard's continues to generate above-industry-average comparable store gains and EBITDA margin improves to the 13% - 14% range. A negative rating action could result in the event of a return to negative sales trends and/or a more aggressive financial posture, leading to an increase in leverage ratio of more than 2.5x and/or reduced financial flexibility. Fitch has affirmed Dillard's ratings as: -- Long-term IDR at 'BBB-'; -- $1 billion secured credit facility at 'BBB'; -- Senior unsecured notes at 'BBB-'; -- Capital securities at 'BB'. The Rating Outlook is Stable. DYNASIL CORP: Gerald Entine Reports 17.3% Stake as of March 20 -------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, Gerald Entine disclosed that as of March 20, 2015, he beneficially own 2,846,325 shares of common stock of Dynasil Corporation of America, which represents 17.33 percent of the shares outstanding. On March 20, 2015, the Reporting Person donated an aggregate of 588,000 shares of Dynasil common stock to educational institutions in the Boston area. Following these donations, Dr. Entine's family trust continues to hold 2,846,325 shares of Dynasil common stock. A copy of the regulatory filing is available for free at http://is.gd/wDHF4K About Dynasil Watertown, Mass.-based Dynasil Corporation of America (NASDAQ: DYSL) -- http://www.dynasil.com/-- develops and manufactures detection and analysis technology, precision instruments and optical components for the homeland security, medical and industrial markets. Dynasil Corp reported net income attributable to common stockholders of $2.07 million for the year ended Sept. 30, 2014, compared to a net loss attributable to common stockholders of $8.72 million for the year ended Sept. 30, 2013. As of Dec. 31, 2014, Dynasil corp had $25.5 million in total assets, $11.5 million in total liabilities and $13.9 million in total stockholders' equity. ENDEAVOUR INT'L: EOC Files Schedules of Assets & Debt ----------------------------------------------------- Endeavour Operating Corporation filed schedules of assets and liabilities. The schedules, as amended on Feb. 25, 2015, provide these information: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property N/A B. Personal Property $808,358,297 C. Property Claimed as Exempt D. Creditors Holding Secured Claims N/A E. Creditors Holding Unsecured Priority Claims N/A F. Creditors Holding Unsecured Non-priority Claims $1,242,480,297 ------------ -------------- TOTAL $808,358,297 $1,242,480,297 A copy of the schedules is available for free at: http://bankrupt.com/misc/Endeavour_O_SAL_Am.pdf About Endeavour International Houston, Texas-based Endeavour International Corporation (OTC: ENDRQ) (LSE: ENDV) is an oil and gas exploration and production company focused on the acquisition, exploration and development of energy reserves in the North Sea and the United States. On Oct. 10, 2014, Endeavour International and five affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code after reaching a restructuring deal with noteholders. The cases are pending joint administration under Endeavour Operating Corp.'s Case No. 14-12308 before the Honorable Kevin J. Carey (Bankr. D. Del.). As of June 30, 2014, the Company had $1.55 billion in total assets, $1.55 billion in total liabilities, $43.7 million in series c convertible preferred stock, and a $41.5 million stockholders' deficit. The Debtors have tapped Weil, Gotshal & Manges LLP as counsel; Richards, Layton & Finger, P.A., as co-counsel; The Blackstone Group L.P., as financial advisor; AlixPartners, LLP, as restructuring advisor; and Kurtzman Carson Consultants LLC, as claims and noticing agent. The U.S. Trustee for Region 3 has appointed three members to the Official Committee of Unsecured Creditors in the Chapter 11 cases of Endeavour Operating Corporation and its debtor affiliates. The Committee is represented by David M. Bennett, Esq., Cassandra Sepanik Shoemaker, Esq., and Demetra L. Liggins, Esq., at Thompson & Knight LLP, and Neil B. Glassman, Esq., Scott D. Cousins, Esq., and Evan T. Miller, Esq., at Bayard, P.A. Alvarez & Marsal North America, LLC, serves as financial advisors to the Committee, while UpShot Services LLC serves as website administrator. * * * U.S. Bankruptcy Judge Kevin J. Carey in of Delaware, on Dec. 22, 2014, approved the disclosure statement explaining Endeavour Operating Corporation, et al.'s joint plan of reorganization. The Amended Plan, dated Dec. 19, 2014, provides that it is supported by creditors who collectively hold 82.99% of the March 2018 Notes Claims (Class 3), 70.88% of the June 2018 Notes Claims (Class 4), 99.75% of the 7.5% Convertible Bonds Claims (Class 5), and 69.08% of the Convertible Notes Claims (Class 6). The Amended Plan also provides that holders of general unsecured claims will recover an estimated 15% of the total claims amount, which is estimated to be $6,000,000. The hearing to consider confirmation of the Amended Joint Plan of Reorganization, dated Dec. 23, 2014, of Endeavour Operating Corporation and its affiliated debtors, including Endeavour International Corporation, has been adjourned to a date to be determined. ENERGY FUTURE: Committee Has Until April 17 for Challange --------------------------------------------------------- The Bankruptcy Court approved a stipulation extending until April 17, 2015, the deadline for the Official Committee of Unsecured Creditors to challenge the stipulation and admission contained in the final cash collateral order. The stipulation was entered among Texas Competitive Electric Holdings Company LLC (TCEH), Energy Future Competitive Holdings Company LLC (EFCH), certain of TCEH's direct and indirect subsidiaries, and Wilmington Trust, N.A., as successor collateral agent and successor administrative agent under that certain credit agreement dated as of Oct. 10, 2007. On Feb. 19, 2015, the Committee sought standing to bring alleged claims and causes of action on behalf of the TCEH Debtors. The stipulation also provides that: -- each of the movants will be permitted to file and serve a reply to the objections by 40 p.m., on April 1; -- the hearing on standing motion will be held on April 14, at 9:30 a.m. About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported total assets of $36.4 billion in book value and total liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. ENERGY FUTURE: Court Approves $5.4 Billion DIP Financing -------------------------------------------------------- The U.S. Bankruptcy Court in an amended final order authorized Energy Future Intermediate Holding Company LLC and EFIH Finance Inc. to obtain postpetition financing. The Court also authorized the Debtors to: -- grant liens and provide superpriority administrative expense claims; -- use cash collateral; and -- issue roll-up debt to the extent authorized by the settlement orders. Pursuant to a Senior Secured Superpriority Debtor-In-Possession Credit Agreement with the financial institutions from time to time party thereto as lenders, certain funds and accounts advised or sub-advised by Fidelity Management & Research Company or its affiliates, Pacific Investment Management Company LLC, as investment manager for various funds and accounts, and other backstop parties, Deutsche Bank AG New York Branch, as administrative agent and collateral agent, and other agents and entities from time to time party thereto, the Debtors have acccess to a secured postpetition financing on a superpriority basis, consisting of a superpriority term loan in an aggregate principal amount of $5,400,000,000. The loan is necessary to allow the EFIH Debtors to consummate the EFIH First Lien Repayment, EFIH First Lien Settlement, EFIH Partial Second Lien Repayment, and to administer and preserve the value of their estates and satisfy other corporate expenses. The EFIH Debtors have been unable to obtain financing from sources other than EFIH Fist lien DIP lenders on terms more favorable that the EFIH Fist Lien DIP financing. A copy of Final DIP Order is available for free at: http://bankrupt.com/misc/EnergyFuture_3856_74_AFinalorder_DIP.pdf About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in book value and liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. ESTERLINE TECHNOLOGIES: Moody's Rates EUR330MM Unsec Notes at Ba2 ----------------------------------------------------------------- Moody's Investors Service assigned a Ba2 rating to TA Mfg Limited (UK)'s EUR330 million (approximately $350 million dollar equivalent) unsecured notes due 2023. TA Mfg is a wholly owned subsidiary of Esterline Technologies Corporation. Proceeds of the proposed private placement offering are expected to be used to repay borrowings outstanding under the company's existing senior secured bank credit facility. Concurrently, all of Esterline's existing ratings were affirmed including its Ba1 Corporate Family Rating and SGL-2 Speculative Grade Liquidity rating. Esterline's ratings outlook remains stable. The proposed transaction is viewed to be debt neutral as the proceeds from the proposed notes issuance are expected to be used to repay currently outstanding bank debt. The proposed senior unsecured notes are rated Ba2, one notch below the Ba1 CFR, reflecting their junior position in the capital structure relative to the company's secured credit facility and term loan. At the same time, Esterline is currently negotiating an amendment and restatement of its existing secured credit facility. The amended credit facility is expected to be comprised of a $500 million revolving facility and a $250 million delayed-draw term loan facility. The company has stated that if the delayed-draw term loan were to be utilized, it is intended to be used for working capital and/or repayment or refinancing of its existing indebtedness and related expenses. Ratings assigned: Issuer: TA Mfg Limited (UK) -- EUR330 million unsecured notes due 2023, at Ba2 (LGD-5) Ratings affirmed: Issuer: Esterline Technologies Corp. -- Corporate Family Rating, at Ba1 -- Probability of Default Rating, at Ba1-PD -- $250 million senior unsecured notes due 2020, at Ba2 (LGD-5) -- Speculative grade liquidity rating, at SGL-2 -- Outlook, Stable The assigned ratings are subject to Moody's review of the final terms and conditions of the proposed transaction. Esterline's Ba1 CFR continues to reflect the company's well-established and diversified position across platforms and geographies in the development and manufacture of highly engineered products within its primary aerospace and defense markets as well as approximate 20% exposure to industrial and other end-markets. The strength in the commercial aerospace business also supports the ratings. The ratings consider the company's good liquidity profile including expectations for consistent positive annual free cash flow generation. In addition, the ratings also consider growth in EBITDA along with debt reduction that has resulted in improved credit metrics over the past three years. Esterline currently remains well-positioned at the Ba1 rating level with debt to EBITDA of below 3.0 times and EBIT to interest coverage above 5.0 times. These positive considerations are counterbalanced by key risk factors considered in the ratings including the fiscal budget pressures on defense spending both in the U.S. and Europe and concerns relating to the company's ability to absorb working capital requirements to support commercial aerospace ramp up activity. Importantly, the ratings are also constrained by the company's increasingly shareholder-friendly financial policy, as evidenced by Esterline's recently-announced increased share repurchase authorization by $200 million to $400 million. The company still has $55 million available under its current program. Esterline's SGL-2 rating reflects a good liquidity profile supported by consistent free cash flow generation, availability under the company's revolving credit facility and ample headroom under financial maintenance covenants. The company's ability to sell certain unpledged assets abroad as a source of liquidity also supports the rating. The stable outlook is supported by Esterline's good liquidity profile as well as degree of revenue visibility provided by its backlog and expectation of continued healthy demand in the commercial aerospace market counterbalanced by softness in certain areas of the defense business. Developments that could establish negative pressure on the ratings include significant declines in revenues and margins, a meaningful reduction in free cash flow or an elevation of Esterline's debt to EBITDA above 3.5 times on a sustained basis and EBIT to interest falling to the 3.3 times level. Factors that could lead to a positive outlook or stronger ratings include achieving greater revenue scale, while maintaining strong margins and generating ample free cash flow. In addition, a continued balanced approach to financing share repurchases such that debt to EBITDA is at 2.5 times or below and demonstrating EBIT to interest coverage of at or above 4.5 times on a sustained basis would also be considered. The principal methodology used in these ratings was Global Aerospace and Defense Industry published in April 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. Esterline Technologies Corporation, headquartered in Bellevue, Wash., serves primarily aerospace and defense customers with highly engineered products for applications including avionics, human-machine interface, thermal protection, wire management, sensing, electrical connection and power distribution. The company operates in three business segments: Avionics and Controls, Sensors and Systems and Advanced Materials. Revenues for the twelve months ending Jan. 30, 2015 totaled approximately $2.0 billion. ESTERLINE TECHNOLOGIES: S&P Affirms 'BB+' CCR; Outlook Stable ------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB+' corporate credit rating on Esterline Technologies Corp. The outlook is stable. "At the same time, we assigned our 'BB+' issue rating to the proposed EUR330 million unsecured notes to be issued by Esterline's U.K. subsidiary TA Mfg Ltd. The recovery rating is '3', indicating our expectations of meaningful recovery (50%-70%; upper half of the range) in a payment default scenario. We also assigned our 'BB+' issue rating to Esterline's proposed amended and restated $750 million secured credit facility, which comprises a $500 million five year revolver and a $250 million delayed draw term loan. The recovery rating is also '3', indicating our expectation for meaningful recovery (50%-70%; upper half of the range) in a payment default scenario," S&P said. "We do not expect overall debt levels to change as a result of Esterline's proposed refinancing transactions, although they will improve liquidity and lower interest expense," said credit analyst Christopher Denicolo. The outlook is stable. Credit metrics are currently appropriate for the rating and S&P expects them to remain so for the next 12 months. S&P expects Esterline's diversified revenue base, contributions from acquisitions, and a strong commercial aerospace market to offset possible delays or reduced orders for military products. S&P also expects the company to continue to use excess cash to pay debt, to pursue small to midsize acquisitions, or for modest share repurchases. S&P could raise the ratings if management adopted a financial policy that resulted in FFO to debt staying above 45%. S&P could lower the ratings if FFO to debt declines to below 25% as a result of increased debt from acquisitions, and it does not improve in a timely manner. ETHAN ALLEN: S&P Raises CCR to 'BB' Then Withdraws Rating --------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Ethan Allen Interiors Inc. to 'BB' from 'BB-'. S&P is also raising the issue-level rating on the $150 million senior secured facility to 'BBB' from 'BB+'. The recovery rating is unchanged at '1', indicating S&P's expectation of very high (90% to 10%) recovery in the event of payment default. The outlook is stable. S&P then withdrew all ratings at the company's request. The rating actions follow the planned redemption of Ethan Allen's $200 million senior unsecured notes due Oct. 2015 (of which about $130 million were still outstanding at the time of redemption), with about $75 million drawn on its senior secured facility and about $61 million in cash. Because Ethan Allen's credit profile improves with the successful completion of the redemption, S&P raised the ratings. S&P is withdrawing the ratings in a separate action at the company's request. FALCON STEEL: Equity Holders Oppose Exclusivity Extension --------------------------------------------------------- Falcon Steel Company and New Falcon Steel, LLC's third motion for an extension their exclusive period is facing an objection from the Ad Hoc Committee of Equity Security Holders. The Debtors are asking the Court to extend the exclusive period to solicit acceptances of their Chapter 11 plan by four weeks until April 15, 2015, so that period will not expire prior to the hearing on the confirmation of the Debtors' Plan. The Debtors say they have worked with their principal creditors to formulate the Plan. They need additional time to obtain confirmation thereof. The Ad Hoc Committee, in its objection, asserted that the motion must be denied because, among other things, (1) the Debtor served the motion only on a handful of creditors, maybe 50 out of 240 creditors; (2) for insufficient reason and; (3) for insufficient grounds. The Ad Hoc Committee is comprised of Vichien Nopratvarakorn, David Smith, and Jeff Jones, each shareholders of Falcon Steel. The confirmation hearing for the Debtor's Plan is set for March 30, 2015. About Falcon Steel Company Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on June 29, 2014. Falcon Steel claims to be the only American-owned company that builds steel lattice towers for high electrical transmission lines. Falcon Steel was formed in 1963 and has operated continuously since that time as a manufacturer engaged in fabricating and galvanizing structural steel for customers in the United States. New Falcon, a subsidiary, suspended operations in June 2013 and is being held for sale. Falcon has three manufacturing plants in the DFW area in Texas, with one facility in Haltom City, another in Euless, and the third facility in Kaufman, Texas. The company's corporate headquarters is located at its Haltom City plant. It currently employs approximately 255 employees. Bankruptcy Judge D. Michael Lynn, in an amended order, directed the joint administration of the case of Falcon Steel Company and New Falcon Steel, LLC (Lead Case No. 14-42585). Falcon Steel estimated assets and debt of $10 million to $50 million. The Debtors have tapped Forshey & Prostok, LLP, as general counsel and employ Decker, Jones, McMackin, McClane, Hall & Bates, P.C. as special corporate counsel. Ryan LLC acts as property tax consultant. The Debtors also tapped Western Operations LLC as financial consultant, and Rylander, Clay & Opitz, LLP, as accountants. The U.S. Trustee has appointed a five-member panel to serve as the official unsecured creditors committee in the Debtors' cases. The Committee has tapped McCathern, PLLC, as counsel. Falcon Steel Co., filed a plan to emerge from bankruptcy protection, saying it has secured new orders and reached a deal to refinance a $17.5 million bank loan. FALCON STEEL: Wants to Use Cash Collateral Until April 15 --------------------------------------------------------- Falcon Steel Company, and New Falcon Steel, LLC, notified the U.S. Bankruptcy Court of a second stipulation on an extension of the agreed final order for use of cash collateral and providing partial adequate protection. The stipulation provides for, among other things, extending until April 15, 2015, the termination of the cash collateral order. The stipulation was entered among the Debtors, the Official Committee of Unsecured Creditors, and Texas Capital Bank, National Association. About Falcon Steel Company Falcon Steel Company and New Falcon Steel, LLC, sought Chapter 11 protection in the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division (Case Nos. 14-42585 and 14-42586) on June 29, 2014. Falcon Steel claims to be the only American-owned company that builds steel lattice towers for high electrical transmission lines. Falcon Steel was formed in 1963 and has operated continuously since that time as a manufacturer engaged in fabricating and galvanizing structural steel for customers in the United States. New Falcon, a subsidiary, suspended operations in June 2013 and is being held for sale. Falcon has three manufacturing plants in the DFW area in Texas, with one facility in Haltom City, another in Euless, and the third facility in Kaufman, Texas. The company's corporate headquarters is located at its Haltom City plant. It currently employs approximately 255 employees. Bankruptcy Judge D. Michael Lynn, in an amended order, directed the joint administration of the case of Falcon Steel Company and New Falcon Steel, LLC (Lead Case No. 14-42585). Falcon Steel estimated assets and debt of $10 million to $50 million. The Debtors have tapped Forshey & Prostok, LLP, as general counsel and employ Decker, Jones, McMackin, McClane, Hall & Bates, P.C. as special corporate counsel. Ryan LLC acts as property tax consultant. The Debtors also tapped Western Operations LLC as financial consultant, and Rylander, Clay & Opitz, LLP, as accountants. The U.S. Trustee has appointed a five-member panel to serve as the official unsecured creditors committee in the Debtors' cases. The Committee has tapped McCathern, PLLC, as counsel. Falcon Steel Co., filed a plan to emerge from bankruptcy protection, saying it has secured new orders and reached a deal to refinance a $17.5 million bank loan. FAMILY CHRISTIAN: Bankruptcy Could Have Long-Term Effects --------------------------------------------------------- Ann Byle at Publishers Weekly reports that agents admitted that Family Christian, LLC's bankruptcy could have long-term effects. "This has hurt publishers, and has trickled down to authors and agents. It's one thing for a huge New York house to have a retailer go broke owing them a million dollars -- it isn't easy, but they would weather the storm. But when a medium-sized or smaller publisher suddenly is told they won't be paid the half-million they are owed, that's a huge blow," Publishers Weekly quoted MacGregor Literary, Inc president Chip MacGregor as saying. According to Publishers Weekly, a publisher said in a March 2, 2015 email letter to agents and authors that the "short-term impact of this unexpected event in our company's cash flow has presented us with a significant challenge. We have taken steps to shore up this cash flow crunch, and fully expect to send your royalty payment within the month of March." Publishers Weekly quoted Books & Such Literary Management founder Janet Kobobel Grant as saying, "I think we'll see much more of the affects of FCS's Chapter 11 in the next round of royalty statements, especially in terms of more returns and a downturn in royalties earned for our best-selling authors." Publishers Weekly relates that The Evangelical Christian Publishers Association has conducted a survey on the impact of the the bankruptcy and is yet to release the results. About Family Christian Family Christian Holding, LLC, is the sole owner and member of Family Christian, LLC, which operates and runs Family Christian stores, one of the largest retail sellers of Christian books, music, DVDs, church supplies, and other faith based merchandise. Family Christian, LLC, Family Christian Holding, LLC, and FCS Giftco, LLC, filed Chapter 11 bankruptcy petitions (Bankr. W.D. Mich. Lead Case No. 15-00643) on Feb. 11, 2015. The petition was signed by Chuck Bengochea as president and CEO. The Debtors estimated assets and liabilities of $50 million to $100 million. The Debtors are being represented by Todd Almassian, Esq., at Keller & Almassian PLC, and Erich Durlacher, Esq., Brad Baldwin, Esq., Bryan Glover, Esq., at Burr & Forman LLP as counsel. The Court ordered the joint administration of the Chapter 11 cases of Family Christian LLC, Family Christian Holding LLC and FCS Giftco LLC under Case No. 15-00643. The U.S. Trustee for Region 9 appointed seven creditors of to serve on the official committee of unsecured creditors. FCC HOLDINGS: Clingman & Hanger Selected as Liquidating Trustee --------------------------------------------------------------- FCC Holdings, Inc., et al., and the Official Committee of Unsecured Creditors in consultation with Bank of Montreal, selected: Clingman & Hanger Management Associates, LLC Teresa S. Hanger, principal 880 Technology Park Drive Glen Allen, VA 23059 Tel: (804) 550 7911 (x 105) Fax: (804) 550-7915 E-mail: THanger@ClingmanHanger.com as a liquidating trustee. As reported in the Troubled Company Reporter on March 20, 2015, Judge Christopher S. Sontchi, on March 18, 2015, confirmed the first amended joint plan of orderly liquidation of the Debtors 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. Objections to Plan Confirmation The State of Nevada, on relation of its Department of Taxation, a Creditor, objected to the Debtors' First Amended Plan, stating that: 1. the Debtors' Plan fails to provide for payment of statutory interest; 2. the Debtors' Plan fails to provide default language for nonpayment or late payment of priority claims; and 3. the Debtors' plan impermissibly includes releases to non-debtors. The Department filed a prepetition claim on Dec. 16, 2014, in the amount of $14,745 of which $13,332 is entitled to priority treatment. Responses to Objection The Debtors, in response to the objection of the Former Employees, stated that pursuant to the settlement, the Debtors, Bank of Montreal (on behalf of the lenders), IEC Corporation, and the Committee agree to the release of certain claims and liabilities set forth in the Plan and in the final cash collateral order. Further, pursuant to the Settlement, the Debtors, BMO, IEC and the Committee agreed that IEC will fund $100,000 to the Liquidating Trust and acquire any and all potential preference actions against non-insiders under section 544 and 547 of the Bankruptcy Code. The Debtors assert that: I. the settlement agreement is fair and in the best interests of the Debtors' estates, is a proper exercise of the Debtors' business judgment, and must be approved. II. the Section 11.02 release provision is fair and equitable and must be approved. III. Section 11.03 only releases claims of the Former Employees in their capacity as officers, directors and employees of the Debtors. The Official Committee of Unsecured Creditors joined the reply filed by the Debtors to the objection of Former Employees to confirmation of First Amended Plan. On March 11, Former Employees consisting of Aaron Anderson, Erik Brodie, Deborah Calamaro, David Knobel, Michael Knowles, Martin Najarro, Sandra May, Jeffrey Pierne, Joseph Sous and Michael Schwam, objected to the Plan confirmation. 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 -- the14 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. FEDERAL RESOURCES: Creditor Balks at Commingling of Assets & Debt ----------------------------------------------------------------- Creditor Aspen Land Conservation, LLC, objected to Federal Resources Corporation and Camp Bird Colorado, Inc.'s motion to use cash to pay postpetition operational expenses. On Dec. 28, 2014, the Debtors entered into a loan agreement with certain entities owned or controlled by Bentley J. Blum (the lenders). The loan allows Federal and Camp Bird to borrow up to $500,000 to be used to pay administrative and operational expenses associated with their bankruptcy proceedings. Under the terms of the loan, Federal and Camp Bird will be jointly and severally liable for the loan balance, regardless of how the loan proceeds are allocated between the Debtors. Aspen Land asserted that, among other things: 1. the Debtors must be prohibited from any future commingling of assets or liabilities; and 2. the loan entitles lenders to administrative priority claims in Camp Bird's bankruptcy for funds used to benefit Federal. About Federal Resources Federal Resources Corporation and Camp Bird Colorado, Inc., filed voluntary petitions for protection under Chapter 11 of the Bankruptcy Code on Dec. 29, 2014, with the U.S. Bankruptcy Court for the District of Utah (Salt Lake City). The Debtors are represented by David E. Leta, Esq., and Andrew V. Hardenbrook, Esq., at Snell & Wilmer L.L.P. FRANK WOOD BOYCE: Cal. App. Affirms Dismissal of Suit v. Lender --------------------------------------------------------------- The Court of Appeals of California, Second District, Division Six, affirmed the dismissal of the case, F. WOOD BOYCE, Plaintiff and Appellant, v. T.D. SERVICE COMPANY et al., Defendants and Respondents, 2d Civil No. B255958 (Cal. App.). F. Wood Boyce sued his lender for "wrongful foreclosure" because a $1.155 million deed of trust was placed in a mortgage investment pool before the foreclosure. Boyce also sued the transferees/assignees to the promissory note and deed of trust, the foreclosure trustee and company that processed the foreclosure documents, and the person who purchased the property. Wells Fargo Bank, N.A. -- which assumed interest on the deed of trust from Pacific Mortgage Group, the original lender -- obtained relief from the Bankruptcy Court overseeing Boyce's bankruptcy case to foreclose. Wells Fargo sold the property to Dave Kerr. The trial court ruled that the action was subject to a res judicata/collateral estoppel bar and sustained, without leave to amend, demurrers to the First Amended Complaint. The Appeals Court affirmed, saying the doctrine of res judicata, of which collateral estoppel is a part, encompasses both claim preclusion and issue preclusion. A copy of the Appeals Court's March 23, 2015 decision is available at http://is.gd/lLt1Mcfrom Leagle.com. Ronald H. Freshman, Esq., argues for Plaintiff and Appellant. Lawrence J. Dreyfuss, Esq., at The Dreyfuss Firm, for T. D. Service Company, argues for Defendant and Respondent. He may be reached at: Lawrence J. Dreyfuss, Esq. THE DREYFUSS FIRM 7700 Irvine Center Drive, Suite 710 Irvine, CA 92618 Lisa Edgar-Dickman, Esq. -- lmedgar@comcast.net -- argues for PMG Mortgage Inc., dba Pacific Mortgage Group and Sandeep Bhasin, Defendants and Respondents. Shulman Bunn, Esq., Stephanie J Shulman, Esq. and PDatricia Snyder, Esq., argue for Dave Kerr, Defendant and Respondent. Nina Huerta, Esq. -- nhuerta@lockelord.com -- at Locke Lord for Wells Fargo Bank, N.A., as Trustee for Option One Mortgage Loan Trust 2007-2, Asset Backed Certificates, Series 2007-2; Homeward Residential, Inc., and Power Default Services, Inc., Defendants and Respondents. Boyce filed an emergency Chapter 11 bankruptcy petition on April 4, 2011 to stay the foreclosure. He declared the house was worth $630,000 and that he owed $1,182,166.69 on the note. (In re Frank Wood Boyce, United States Bankruptcy Court, Central Dist. Calif., Case No. 9:11-bk-11564-RR.) FUNDAMENTAL LONG TERM: Court Approves $20MM Compromise ------------------------------------------------------ Bankruptcy Judge Michael G. Williamson approved two separate compromises that will bring $20 million to the Chapter 7 estate of Fundamental Long Term Care, Inc. After nearly 11 years of litigation, including at least 27 lawsuits and 15 appeals before 13 different courts and 17 judges in 5 states, the Bankruptcy Court finally considered the merits of every claim for that relief six probate estates and the chapter 7 trustee in this case had against 16 defendants they claim are responsible for more than $2 billion in empty-chair verdicts against Trans Health Management, Inc. ("THMI"), the Debtor's wholly owned subsidiary, and THMI's former corporate parent, Trans Health Care, Inc. ("THI"). At the conclusion of the trial on the merits of those claims, which involved nearly 100 hours of testimony and more than 3,000 exhibits, the Court tentatively ruled in favor of the Trustee and Probate Estates on one claim for successor liability and sent the Probate Estates, the Trustee, and the parties who were potentially liable on that claim (along with anyone else who was interested) to mediation. The mediation resulted in the two separate compromises. "This Court will approve the proposed compromises and bar orders conditioned on the entry of a final, nonappealable order enjoining the Probate Estates from pursuing any claims arising out of the nucleus of facts set forth in the adversary complaint in this proceeding," Judge Williamson said. "The Probate Estates are free to appeal any of this Court's orders. They are likewise free to litigate their negligence claims against the THI Receiver in the Jones and Sasser cases and complete the new trial in Webb. But they are enjoined from (i) pursuing any pending proceedings supplementary; (ii) litigating their civil rights claim against the GTCR Group, GECC, and Ventas; and (iii) pursuing any claims against the GTCR Group, GECC, Ventas, and Schron as "real parties in interest" in the Townsend, Jones, or Sasser cases. In short, there will be no sequel." "Everything has to come to an end, sometime," according to Judge Williamson in his March 20, 2015 Memorandum Opinion available at http://is.gd/gcrWfKfrom Leagle.com. The adversary case is, Estate of Juanita Jackson, et al., Plaintiffs, v. General Electric Capital Corporation, et al., Defendants, ADV. NO. 8:13-AP-00893-MGW CONSOLIDATED(Bankr. M.D. Fla.). The bankruptcy case is, In re: Fundamental Long Term Care, Inc., Chapter 7, Debtor, CASE NO. 8:11-BK-22258-MGW (Bankr. M.D. Fla.) GLOBAL COMPUTER: April 14 Hearing on Bid for Case Dismissal ----------------------------------------------------------- The Bankruptcy Court will convene a hearing on April 14, 2015, at 11:00 a.m., to consider Global Computer Enterprises, Inc.'s motion to dismiss its Chapter 11 case. The Debtor stated that it has more than $19 million in cash to pay general unsecured and priority claims in the total amount of $12 million, including the settlement with John Tayloy McConkie of the U.S. Department of Justice on behalf of the United States of America in the amount of $9 million. Because all creditors with allowed claims can be paid in full as of April 14, 2015, and because every dollar spent on the Official Committee of Unsecured Creditors' Plan process -- including the solicitation procedures, the disbursing agent, ongoing professional fees and other administrative costs -- would be taken from the return to equity, the Debtor submits that it is in the best interest of the estate to pay all the claims in April and provide for a structured dismissal. In the alternative, if the Court finds that a structured dismissal is not appropriate, the Debtor requests approval of its Disclosure Statement and hearing on confirmation of the Debtor's 100% full payment Plan without solicitation procedures. The Debtor is represented by: David I. Swan, Esq. MCGUIREWOODS LLP 1750 Tysons Boulevard, Suite 1800 Tysons Corner, VA 22102-4215 Tel: (703) 712-5365 Fax: (703) 712-5246 E-mail: dswan@mcguirewoods.com About Global Computer Global Computer Enterprises, Inc., dba GCE, is a cloud-based "software as a service" provider, commonly referred to as a "SAAS," offering financial management solutions primarily to executive departments of the federal government and independent federal government agencies. GCE sought protection under Chapter 11 of the Bankruptcy Code (Case No. 14-13290, Bankr. E.D. Va.) on Sept. 4, 2014. The case is assigned to Judge Robert G. Mayer. The Debtor's counsel is David I. Swan, Esq., at McGuirewoods LLP, in McLean, Virginia. The Debtor's financial advisor is Weinsweig Advisors. The petition was signed by Mike Freeman, interim chief operating officer. Judge Mayer designated Mike Freeman to perform duties imposed upon GCE by the Bankruptcy Code. The U.S. Trustee for Region 4 appointed three creditors of Global Computer Enterprises, Inc. to serve on the official committee of unsecured creditors. The Committee tapped Armstrong Teasdale LLP, as its counsel and Leach Travell Britt PC as its local bankruptcy counsel. GOLDEN RULE: S&P Raises Rating on Education Bonds From BB+ ---------------------------------------------------------- Standard & Poor's Ratings Services raised its long-term rating to 'BBB-' from 'BB+' on the Danbury Higher Education Authority, Texas' education bonds issued for Golden Rule School Inc. In addition, Standard & Poor's assigned its 'BBB-' long-term rating to the corporation's series 2015A and 2015B education revenue refunding bonds; S&P notes that, post issuance, the series 2008A and B bonds will be refunded by the series 2015A and B bonds. The outlook is stable. "The 'BBB-' rating reflects our opinion of Golden Rule's long-standing operations, growing enrollment, history of break-even to positive operations culminating in a small surplus for fiscal 2014, and solid liquidity with approximately 219 days' cash on hand," said Standard & Poor's credit analyst Ashley Ramchandani. "The rating further reflects our view of the school's indefinite capital spending plans, which could materially compress the school's cash position if implemented," added Ms. Ramchandani. Following issuance, total pro forma debt will be approximately $7.6 million. Management anticipates using the proceeds of the series 2015 bonds to fully refund the series 2008A and 2008B bonds. GROUPE BIKINI: To Be Acquired by La Vie en Rose ----------------------------------------------- CBC News reported that La Vie en Rose will buy bankrupt Bikini Village for an undisclosed sum and continue to run the chain under the two seperate brand names. According to the report, a spokesman said only 48 of Bikini Village's 52 stores will continue to operate if the deal with La Vie goes through, while 100 jobs at the company's Montreal head office will be lost in the process. The deal is expected to close at the end of this month if approved by the Superior Court overseeing Bikini Village's creditor proceedings, CBC said. The Troubled Company Reporter, on Feb. 20, 2015, reported that Quebec-based swimwear retailer Groupe Bikini Village Inc. filed for bankruptcy protection in order to gain time to find a partner or buyer after posting a series of million-dollar quarterly losses. The company said it needs cash in order to help it reach profitability after announcing it is seeking creditor protection under the Bankruptcy and Insolvency Act. HANGER INC: S&P Retains 'BB-' CCR on CreditWatch Negative --------------------------------------------------------- Standard & Poor's Ratings Services stated that its ratings on Hanger Inc., including the 'BB-' corporate credit rating, remain on CreditWatch, where S&P placed them with negative implications on Dec. 16, 2014. "The CreditWatch update follows the company's 8-K announcement that the company has received another waiver from its banks to extend its filing requirement of its Sept. 30, 2014, 10-Q quarterly filing; its Dec. 31, 2014, 10-K annual filing; and its March 31, 2015, 10-Q quarterly filing with the SEC," said Standard & Poor's credit analyst Tahira Wright. The waiver will prevent a technical default on its credit facility. The company is currently in the process of reviewing accounting treatment around inventory and will restate prior quarter financial statements to properly reflect previous periods. The company has not received a notification of debt acceleration stemming from the violation of the reporting covenant from its trustee for its unsecured notes. S&P expects to resolve the CreditWatch once the company completes its financial statement restatement efforts and files its quarterly and annual financial statements for the periods ending Sept. 30, 2014, Dec. 31, 2014, and March 31, 2015. HC2 HOLDINGS: Moody's Says $30MM Debt Add-On is Credit Neutral -------------------------------------------------------------- Moody's Investors Service said HC2 Holdings Inc. proposed $30 million tack-on to its existing $250 million senior secured notes is credit neutral. The company's B3 corporate family rating and stable outlook remain unchanged at the present time. The additional $30 million of debt will only modestly increase the company's financial leverage and the proceeds will enhance its liquidity in the short term, but the company is expected to apply the proceeds towards acquisitions. Located in New York City, HC2 Holdings Inc. is a holding company whose principal focus is on acquiring or entering into combinations with businesses in diverse segments. The company's principal holdings include controlling interests in Schuff International, a North American steel fabrication and erection company and Global Marine Systems Limited, a UK-based offshore engineering company, focused on subsea cable installation and maintenance. In addition to Schuff and Global Marine, HC2 owns or has investments in other businesses, including in the telecommunications services (PGTi, Novatel Wireless), life sciences (Genovel Orthopedics, BeneVir Biopharm, GemDerm Aesthetics), technology(NerVve Technologies, DMi) and energy (American Natural Gas) sectors. HC2 is owned by Harbinger Group, Inc. (B2 stable) and its affiliates (24.2%) and other public shareholders (75.8%). HC2 HOLDINGS: S&P Retains 'B' Rating on Sr. Notes Following Add-On ------------------------------------------------------------------ Standard & Poor's Ratings Services said its 'B' issue-level rating and '4' recovery rating on Herndon, Va.-based operating holding company HC2 Holdings Inc.'s senior notes due 2019 are unaffected by its proposed $30 million add-on. The '4' recovery rating indicates an average (30%-50%; upper half of the range) recovery in the event of a default. The company will use the proceeds from he issuance for working capital for HC2 and its subsidiaries and general corporate purposes, including the financing of future acquisitions and investments. The senior notes will be unconditionally guaranteed by HC2's direct restricted subsidiaries (not including Schuff International Inc. [Schuff] or Global Marine Holdings LLC [GMSL]). S&P's rating on HC2 reflects the company's weak asset diversity, with portfolio concentration in two companies (Schuff and GMSL), limited financial flexibility, with significant asset value in controlled companies, and a short track record, with the stated investment strategy of seeking controlling equity stakes and maintaining ownership over an extended time horizon. S&P expects coverage metrics will remain stretched and potentially volatile over the next two years, given the company's asset profile and limited track record. RECOVERY ANALYSIS Simulated default and valuation assumptions (mil. US$) -- Simulated year of default: 2018 -- EBITDA at emergence: 75 -- EBITDA multiple: 5x Simplified waterfall -- Net enterprise value (after 7% admin. Costs): 349 -- Valuation split in % (obligors/non-obligors): 2/98 -- Collateral value available to secured creditors: 107 -- Secured first-lien debt: 295 -- Recovery expectations: 30% to 50% (upper half of the range) Notes: All debt amounts include six months of prepetition interest. RATINGS LIST HC2 Holdings Inc. Corporate Credit Rating B/Stable/-- Senior notes due 2019 B Recovery rating 4H HERCULES OFFSHORE: Files Fleet Status Report as of March 23 ----------------------------------------------------------- Hercules Offshore, Inc. posted on its Web site at http://www.herculesoffshore.com/a report entitled "Hercules Offshore Fleet Status Report". The Fleet Status Report includes the Hercules Offshore Rig Fleet Status (as of March 23, 2015), which contains information for each of the Company's drilling rigs, including contract dayrate and duration. The Fleet Status Report also includes the Hercules Offshore Liftboat Fleet Status Report, which contains information by liftboat class for February 2015, including revenue per day and operating days. The Fleet Status Report can be found under the Investor Relations portion of the Company's Web site, a copy of which is available for free at: http://is.gd/477R9O About Hercules Offshore Hercules Offshore Inc. (NASDAQ: HERO) -- http://www.herculesoffshore.com/-- provides shallow-water drilling and marine services to the oil and natural gas exploration and production industry in the United States, Gulf of Mexico and internationally. The Company provides these services to integrated energy companies, independent oil and natural gas operators and national oil companies. The Company operates in six business segments: Domestic Offshore, International Offshore, Inland, Domestic Liftboats, International Liftboats and Delta Towing. Hercules Offshore reported a net loss of $216 million in 2014, compared to a net loss of $68.1 million in 2013. As of Dec. 31, 2014, the Company had $2 billion in total assets, $1.38 billion in total liabilities and $615 million in equity. * * * The TCR report in March 2015 that Moody's Investors Service downgraded Hercules Offshore, Inc.'s Corporate Family Rating to Caa2 from B2. The Caa2 Corporate Family Rating (CFR) reflects the company's contract roll-off and sparse contract coverage through the June 2016, its aging fleet, and the projection for a deterioration of its liquidity position. As reported by the TCR on March 2, 2015, Standard & Poor's Ratings Services lowered its corporate credit rating on Houston-based Hercules Offshore Inc. to 'CCC+' from 'B-'. "The downgrade reflects our expectation of deteriorating liquidity over the next year, as well as the company's escalating debt leverage," said Standard & Poor's credit analyst Stephen Scovotti. HEXION INC: Cuts CEO's Base Salary to $850,000 ---------------------------------------------- The Compensation Committee of the Board of Managers of Hexion Holdings LLC, the indirect parent of Hexion Inc., approved, at Craig O Morrison's recommendation, a 22.9% reduction of his base salary, from $1,102,500 to $850,000, according to a document filed with the Securities and Exchange Commission. Mr. Morrison, Hexion Inc.'s president and chief executive officer, recommended that his base salary be reduced in light of his reduced responsibilities as a result of the separation of Momentive Performance Materials Inc.'s business. On March 17, 2015, the Compensation Committee met to review the annual base salaries of its named executive officers. About Hexion Inc. Hexion Inc., formerly known as Momentive Specialty Chemicals, Inc., headquartered in Columbus, Ohio, is a producer of thermoset resins (epoxy, formaldehyde and acrylic). The company is also a supplier of specialty resins for inks and specialty coatings sold to a diverse customer base as well as a producer of commodities such as formaldehyde, bisphenol A, epichlorohydrin, versatic acid and related derivatives. Hexion reported a net loss of $148 million in 2014 following a net loss of $634 million in 2013. As of Dec. 31, 2014, Hexion had $2.67 billion in total assets, $5.02 billion in total liabilities and a $2.35 billion total deficit. * * * The TCR reported on Oct. 3, 2014, that Standard & Poor's Ratings Services lowered its corporate credit rating on Momentive Specialty by one notch to 'CCC+' from 'B-'. "The downgrade follows MSC's significant use of cash in the first half of 2014 and our expectation that lackluster cash flow from operations and elevated capital spending will cause free operating cash flow to be significantly negative in 2014 and 2015," said Standard & Poor's credit analyst Cynthia Werneth. As reported by the TCR on Dec. 15, 2014, Moody's Investors Service lowered the Corporate Family Rating of Momentive to 'Caa1' from 'B3'. "Due to elevated leverage, heavy capital spending on new capacity in 2014 and 2015, and the lack of meaningful improvement in financial performance, Moody's have lowered Momentive Specialty's rating," stated John Rogers, senior vice president at Moody's. HIPCRICKET INC: Files ESW-Sponsored Chap. 11 Reorganization Plan ---------------------------------------------------------------- Hipcricket, Inc., filed with the U.S. Bankruptcy Court for the District of Delaware a plan of reorganization sponsored by ESW Capital, LLC. According to the explanatory disclosure statement, ESW Capital, as plan sponsor, will receive the Reorganized Debtor's new equity in exchange for: (i) $4.5 million in cash, plus (ii) an amount equal to the cure amounts up to $500,000, plus (iii) amounts approved by the Court with respect to the Debtor's key employee incentive plan up to $255,000, plus (iv) bid protections in the amount of $325,000, plus (v) an overbid in the amount of $3,170,000, minus (vi) the net amount of the replacement debtor in possession financing facility outstanding as of the closing date (which is expected to be less than $4.5 million, the maximum amount of the ESW DIP Facility. Pursuant to ESW's plan sponsorship bid, the Debtor and ESQ Capital negotiated a replacement postpetition financing facility, providing up to $4.5 million in financing, on substantially similar terms as the DIP Facility provided by SITO Mobile. On the Effective Date, the DIP Claim will be Allowed and, pursuant to the Subscription Option, the DIP Lender will have the option to exchange a total of up to $3,000,000 in satisfaction of such amount of its Allowed DIP Claim for up to a total of 600 shares, equal to 60%, of the issued New Equity, at a rate of $5,000 of its Allowed DIP Claim for one (1) share of New Equity, and (ii) the DIP Lender, on account of being the holder of the Allowed DIP Claim, will receive, from the Consideration, payment in Cash of the remaining amount of the Allowed DIP Claim after the DIP Lender has exercised the Subscription Option to receive its share of the New Equity. Pursuant to the Plan, the only class entitled to vote is Class 3 (General Unsecured Claims). The Debtor proposes this plan confirmation schedule: Voting Deadline May 1, 2015 Plan & Disclosure Statement Objection Deadline May 1, 2015 Deadline to File Voting Certification May 6, 2015 Plan and Disclosure Statement Hearing May 11, 2015 A full-text copy of the Disclosure Statement dated March 20, 2015, is available at http://bankrupt.com/misc/HIPCRICKETds0320.pdf About Hipcricket Inc. Headquartered in Bellevue, Washington, Hipcricket, Inc., formerly known as Augme Technologies, is a publicly held Delaware corporation. Hipcricket is in the business of providing end-to-end, data-driven mobile advertising and marketing solutions through its proprietary AD LIFE software-as-a service platform a proprietary, mobile engagement platform for businesses to communicate with customers through cellphones, tablets and other mobile devices. The Company had 77 full-time employees as of the bankruptcy filing. Hipcricket sought Chapter 11 protection (Bankr. D. Del. Case No. 15-10104) on Jan. 20, 2015, with a deal to sell its assets. The Debtor tapped Pachulski Stang Ziehl & Jones LLP as counsel, Canaccord Genuity Inc. as investment banker, Perkins Coie LLP as special corporate counsel, and Omni Management Group, LLC, as claims and noticing agent. As of Jan. 20, 2015, the Company had total assets of $16.8 million and liabilities of $12.06 million. The U.S. Trustee for Region 3 appointed five creditors to serve on an official committee of unsecured creditors. The Committee retained Cooley LLP as lead counsel, Pepper Hamilton LLP as Delaware counsel, and Getzler Henrich & Associates, LLC, as financial advisor. HYDROCARB ENERGY: Incurs $1.95 Million Net Loss in Second Quarter ----------------------------------------------------------------- Hydrocarb Energy Corp. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $1.95 million on $646,000 of revenues for the three months ended Jan. 31, 2015, compared to a net loss of $1.27 million on $990,000 of revenues for the same period a year ago. For the six months ended Jan. 31, 2015, Hydrocarb reported a net loss of $3.73 million on $1.85 million of revenues compared to a net loss of $2.86 million on $2.82 million of revenues for the same period during the prior year. As of Jan. 31, 2015, the Company had $27.5 million in total assets, $20.65 million in total liabilities and $6.89 million in total equity. "The Company has not generated any significant revenues from ongoing operations and incurred net losses since inception. These matters raise substantial doubt about the Company's ability to continue as a going concern. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset amounts or the classification of liabilities that might be necessary should the Company be unable to continue as a going concern," the Company states in the Report. A full-text copy of the Form 10-Q is available for free at: http://is.gd/0dBUx0 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. IDERA PHARMACEUTICALS: SVP and CMO Brenner Resigns -------------------------------------------------- Louis Brenner, M.D., resigned his positions as senior vice president and chief medical officer of Idera Pharmaceuticals, Inc., to accept a new role as the chief operating officer of a privately-held biotechnology company. This change will become effective April 3, 2015, according to a document filed with the Securities and Exchange Commission. About Idera Cambridge, Massachusetts-based Idera Pharmaceuticals, Inc., is a clinical stage biotechnology company engaged in the discovery and development of novel synthetic DNA- and RNA-based drug candidates that are designed to modulate immune responses mediated through Toll-like Receptors, or TLRs. The Company has two drug candidates, IMO-3100, a TLR7 and TLR9 antagonist, and IMO-8400, a TLR7, TLR8, and TLR9 antagonist, in clinical development for the treatment of autoimmune and inflammatory diseases. Idera Pharmaceuticals reported a net loss attributable to common stockholders of $39.2 million in 2014, a net loss applicable to common stockholders of $21.09 million in 2013 and a net loss applicable to common stockholders of $22.5 million in 2012. As of Dec. 31, 2014, the Company had $51.4 million in total assets, $8.02 million in total liabilities and $43.4 million in total stockholders' equity. INTELLIPHARMACEUTICS INT'L: Annual Meeting Set for April 21 ----------------------------------------------------------- Intellipharmaceutics International Inc. notified the Securities and Exchange Commission that an annual and special meeting of shareholders of the Company will be held at The National Club, 303 Bay Street, Toronto, Ontario on Tuesday, April 21, 2015, at 10:30 a.m. (Toronto time) for the following purposes: 1. To receive the audited consolidated financial statements of the Company for the financial year ended Nov. 30, 2014, and the auditor's report thereon; 2. To elect six directors; 3. To reappoint the auditor and to authorize the directors to fix the auditor's remuneration; 4. To pass a resolution to approve all unallocated options, rights and entitlements under the Company's stock option plan; and 5. To transact such further and other business as may properly come before the Meeting or any adjournments thereof. The specific details of the matters proposed to be put before the Meeting are set forth in the Management Proxy Circular prepared for the Meeting, a copy of which is available at: http://is.gd/d58nFb Shareholders with questions about notice-and-access can call the Company toll-free at 1-800-275-0139. Shareholders may obtain paper copies of the Management Proxy Circular free of charge up to and including the date of the Meeting, including any adjournment of the Meeting at the same toll-free number. A request for paper copies which are required in advance of the Meeting should be sent so that it is received by the Company by at least five business days in advance of the proxy deposit date of the meeting, in order to allow sufficient time for the shareholders to receive the paper copies and to return their relevant voting document by their due date. About Intellipharmaceutics Toronto, Canada-based Intellipharmaceutics International Inc. is incorporated under the laws of Canada. Intellipharmaceutics is a pharmaceutical company specializing in the research, development and manufacture of novel and generic controlled-release and targeted-release oral solid dosage drugs. Its patented Hypermatrix(TM) technology is a multidimensional controlled- release drug delivery platform that can be applied to the efficient development of a wide range of existing and new pharmaceuticals. Based on this technology, Intellipharmaceuticshas a pipeline of product candidates in various stages of development, including filings with the FDA in therapeutic areas that include neurology, cardiovascular, gastrointestinal tract, diabetes and pain. Intellipharmaceutics reported a net loss of $3.85 million on $8.76 million of revenues for the year ended Nov. 30, 2014, compared to a net loss of $11.5 million on $1.52 million of revenues for the year ended Nov. 30, 2013. As at Nov. 30, 2014, the Company had $7.87 million in total assets, $2.96 million in total liabilities and $4.91 million in shareholders' equity. Deloitte LLP, in Toronto, Canada, issued a "going concern" qualification on the consolidated financial statements for the year ended Nov. 30, 2014, citing that the Company's recurring losses from operations and the accumulated deficit cast substantial doubt about its ability to continue as a going concern. ITR CONCESSION: IFM Buys Toll Road Operator for $5.73 Billion ------------------------------------------------------------- Reuters reports that Australia's IFM Investors said it had agreed to pay $5.73 billion to buy ITR Concession Co LLC, the bankrupt operator of a major U.S. toll road, making its biggest overseas investment. Reuters relates that IFM Investors, which is owned by 30 Australian pension funds and manages $43 billion, said the purchase of ITR Concession gave its investors access to core infrastructure in the world's largest capital market. "ITR represents a rare opportunity to acquire a large, high-quality, US-denominated transportation asset, giving our investors direct linkage to US GDP and CPI," IFM's global head of infrastructure, Kyle Mangini, said in an emailed statement obtained by Reuters. According to Reuters, ITR put itself up for sale when it filed for bankruptcy in September after it was unable to support its $6 billion in debt. The company, owned by units of Spanish infrastructure company Ferrovial SA and Australia's Macquarie Group Ltd, had paid $3.8 billion to the state of Indiana in 2006 for the right to operate the toll road for 75 years, the report notes. Reuters says that soon after the deal closed, the United States slid into a deep recession. Traffic volume on the toll road in 2013 was 10.7 percent below the 2007 level, Reuters relates citing documents filed with U.S. Bankruptcy Court in Chicago. It is currently used by nearly 130,000 vehicles a day, the report notes. Reuters reports that IFM Investors said the road's strategic importance to the North American transportation network ensured that it remained a valuable asset. "ITR is a core infrastructure asset with defensive characteristics, demonstrated by strong financial resilience during the recession," Reuters quotes Mr. Mangini as saying. ITR will use money raised from the sale toward repayments to its creditors, Reuters adds. About ITR Concession ITR Concession Co. operates a 157-mile, four- to six-lane toll road in Northern Indiana commonly referred to as the Indiana Toll Road. The toll road is a vital artery for interstate commerce, linking the City of Chicago and Lake Michigan to the interstate highway system, as well as markets, ports, and commercial and financial centers across the United States. The toll road opened in 1956 and is used by nearly 130,000 vehicles per day. ITR Concession and its affiliates filed for bankruptcy protection (Bankr N.D. Ill. Lead Case No. 14-34284) on Sept. 21 with a plan to restructure some $6 billion in debt by selling its assets or reorganizing its business. The Debtors have tapped Marc Kieselstein, Esq., Chad J. Husnick, Esq., Jeffrey D. Pawlitz, Esq., and Gregory F. Pesce, Esq., at Kirkland & Ellis LLP as counsel; Moelis & Company LLC as investment banker; and Kurtzman Carson Consultants LLC, as claims and notice agent. As of the Petition Date, the Debtors have outstanding funded debt of $6.0 billion that is comprised of approximately $3.855 billion in principal amount of first-priority syndicated bank-debt obligations and approximately $2.15 billion in principal amount of pari passu first-lien interest rate hedging obligations. JOHN DAVIE WAGGETT: Court Narrows Suit Against Select Portfolio --------------------------------------------------------------- Bankruptcy Judge Stephani W. Humrickhouse granted, in part, the motion filed by the Bank of New York Mellon Trust and Select Portfolio Servicing to dismiss the lawsuit filed by John Davie Waggett and Nancy Charlene Floyd Waggett. Specifically, the defendants' motion to dismiss is granted, without prejudice, with respect to the plaintiffs' third, fourth and eighth claims for relief and denied with respect to the plaintiffs' second, fifth and sixth claims for relief. The defendants foreclosed on the Waggetts' property. John Davie Waggett and Nancy Charlene Floyd Waggett, the plaintiffs, filed a voluntary petition (Bankr. E.D.N.C. Case No. 09-04152-8-SWH) seeking relief under Chapter 11 of the United States Bankruptcy Code on May 19, 2009. On September 16, 2009, the Waggetts filed their proposed chapter 11 plan of reorganization, which was subsequently amended on February 2, 2010. On April 28, 2011, the court entered the order confirming plan, which was later supplemented by order entered on March 9, 2012. The case is, JOHN DAVIE WAGGETT, NANCY CHARLENE FLOYD WAGGETT, Plaintiffs, v. SELECT PORTFOLIO SERVICING, INC. AND BANK OF NEW YORK MELLON F/K/A BANK OF NEW YORK, AS TRUSTEE FOR THE CERTIFICATE HOLDERS OF CWALT, INC., ALTERNATIVE LOAN TRUST 2005-27, MORTGAGE PASS-THROUGH CERTIFICATES SERIES 2005-27, Defendants, Adv. Proc. No. 14-00096-8-SWH (Bankr. E.D.N.C.). A copy of the Court's March 23, 2015 Amended Order is available at http://is.gd/sCugdpfrom Leagle.com. JULIAN SALIM: Judgment Debt to VCI Not Dischargeable Under Ch. 7 ---------------------------------------------------------------- Bankruptcy Judge Elizabeth Stong issued a memorandum decision on the summary judgment motion filed by VW Credit Inc. (VCI) to the extent that VCI established that it is entitled to summary judgment on its claim under Section 523(a)(6) of the Bankruptcy Code that a certain "Judgment Debt" owed by Julian Salim to VCI, including VCI's attorneys' fees and costs and expenses to protect its collateral, is not dischargeable in Mr. Salim's Chapter 7 bankruptcy case because it arose from a willful and malicious injury by Mr. Salim to VCI or its property. In all other respects, the Motion for Summary Judgment is denied, the judge ruled. A copy of the judge's March 16, 2015 Memorandum Decision available at http://is.gd/NKBwNdfrom Leagle.com. The case is In re: JULIAN SALIM, Chapter 7, Debtor. VW CREDIT, INC., Plaintiff, v. JULIAN SALIM, Defendant, CASE NO. 13-42974-ESS, ADV. PRO. NO. 13-01442-ESS, (Bankr. E.D.N.Y.) The debt at issue (the "Judgment Debt"), in the amount of $1,146,758.11, arose out of two agreements made between VCI and Big Apple Volkswagen, LLC, with respect to VCI's financing of Big Apple's automotive sales. Mr. Salim, who initially held a 35% equity interest in Big Apple and later became the company's majority owner, executed a personal guaranty of Big Apple's obligations under the Loan Agreements. VCI brought an action against Big Apple, Mr. Salim, and others in the U.S. District Court for the Southern District of New York, alleging that Big Apple breached the Loan Agreements by failing to remit payments to VCI for the automobiles that it sold. The District Court held that Mr. Salim and two other Big Apple members, John Koeppel and Grzegorz Samborski, were personally liable for Big Apple's breach of the Loan Agreements. The District Court entered judgment in favor of VCI and against Mr. Salim in the amount of $1,146,758.11, comprised of the value of the "sale out of trust" remaining after VCI's recovery from the liquidation of Big Apple's inventory, together with attorneys' fees and other expenses. Big Apple Volkswagen LLC sought bankruptcy protection (Bankr. S.D.N.Y. Case No. 11-11388) in Manhattan on March 30, 2011. The Debtor, an auto dealer on Boston Post Road in the Bronx, New York, filed for Chapter 11 protection to prevent Volkswagen Credit Inc. from taking possession. The lender, according to the Debtor, confiscated the keys and titles to the dealership's 76 new and seven used autos. Jason A. Little, Esq. -- jlittle@deilylawfirm.com -- Deily & Glastetter LLP, Albany, NY, Jonathan R. Miller, Esq. -- jonathan.miller@lawyer.com -- The Law Office of Jonathan R. Miller, Titusville, NJ, Attorneys for VW Credit, Inc. George Bassias, Esq. -- gbassias@bassiaslaw.com --, Astoria, NY, Phillip Jaffe, Esq., New York, NY, Attorneys for Julian Salim. KARMALOOP INC: Gets $3 Million From Comvest-Led Group ----------------------------------------------------- Karmaloop, Inc., received an investment of $3 million led by Comvest Partners along with co-lender CapX Partners to support the restructuring. The Company has begun a formal restructuring as part of a 363 sale process. The restructuring and new funding provides an opportunity to address existing debt that was incurred to support the launch of four new business divisions and development of television content between 2011 and 2013. The Company said that over time, these ventures proved not to be economically feasible and the debt that remained as a vestige of these past efforts was hindering working capital for the core business. The main property, Karmaloop.com, has continued to dominate the streetwear space, with more than 500 brands and close to 4 million monthly unique visitors. The Company, subject to court approval, has secured debtor-in-possession financing from a lending group led by Comvest Partners to support reorganization efforts and the forthcoming Sec. 363 sale process. The Comvest-led lending group has also submitted an offer to convert a portion of its debt to equity to own the business should no higher or better offer emerge through the Section 363 sale process. The Company has retained retail and consumer products investment bank specialist Consensus to assist in marketing the Company for sale. "Comvest is a big believer in Karmaloop and we are excited to partner with management to restructure and grow the business," said Daniel Lee, Managing Director of Comvest Partners. "The Karmaloop team has built a unique, market-leading platform through its 15-year history, and will now be poised to continue building the company without the strain of debt." Said Karmaloop CEO and Founder Greg Selkoe, "The Karmaloop brand is solid and powerful, we simply have been carrying too much debt from past ancillary business startups that were discontinued. We're excited to be able to restructure Karmaloop to focus on and enhance our core business strategy and continue to execute on our plans for profitability. This restructuring will assist with our strategic move to vendor direct." The Company's eponymous website will continue full operations during this process, as will the Company's wholly-owned European website StreetAmmo, the Company's PLNDR division, its off-price members-only sale section, and its Kazbah division, the Company's underground brand marketplace. Said Consensus's CEO Michael O'Hara, "Karmaloop provides a buyer with the unique opportunity to immediately gain access to an established online platform with real scale that has an unusually passionate customer base. Karmaloop has few if any direct competitors, and its core demographic is increasingly influential and affluent." Gaby Wilson, writing for Mtv.com, relates that Roc-A-Fella Records and Rocawear co-founder Damon Dash and Kanye West might be looking to buy the brand. The report quoted Mr. Selkoe as saying, "A lot of people have expressed interest in partnering with Karmaloop. I have tons of respect for Damon and Kanye and for what they've done professionally, and we're keeping lines of communication open with a number of interested parties." About Comvest Comvest Partners is a private investment firm providing equity and debt capital to middle-market companies across the U.S. With nearly $2.0 billion of assets under management, the firm includes seasoned, senior level operating executives who partner with management and entrepreneurs to grow businesses and create long-term value. Since 2000, Comvest has invested more than $2.0 billion of capital in over 140 public and private companies. About Karmaloop Inc. Karmaloop, Inc., founded in 1999 by Gregory Selkoe, is a cross-platform digital commerce and media property company that specializes in the sale of global streetwear fashion and culture. Karmaloop specializes in the sale of over 400 brands of apparel, shoes and accessories via an e-commerce business model, primarily using the Web site http://wwww.karmaloop.com/ The company has nearly 5 million monthly unique visitors, 2.2 million Facebook followers and 800,000 Twitter followers. On March 23, 2015, Karmaloop, Inc. and KarmaloopTV, Inc. filed voluntary Chapter 11 bankruptcy petitions in the United States Bankruptcy Court for the District of Delaware (Lead Case No. 15-10635). The cases are assigned to Judge Kevin J. Carey. The Debtors tapped Burns & Levinson LLP and Womble Carlyle Sandridge & Rice, LLP as attorneys; CRS Capstone Partners LLC as financial advisor and Capstone's Brian L. Davies, Jr., as restructuring officer; and Omni Management Group, LLC as claims and noticing agent. LES SERRES: Savoura Files for Bankruptcy ---------------------------------------- Christina DiMartino at The Produce News reports that on Feb. 5 major creditors of the Savoura trademark, which claims to be the largest greenhouse tomato producer in Quebec, asked the court to appoint a receiver under the Bankruptcy & Insolvency Act. The company, founded under the name Les Serres du St-Laurent Inc., and headquartered in Portneuf, QC, began in business in 1988 headed by the Gosselin and Gauvin families, the report discloses. Marie Gosselin, president of the company, also served as president of the Quebec Produce Marketing Association in 2014, and is immediate past president, The Produce News says. The Produce News notes that Raymond Chabot was chosen to initiate an assets sales process to allow the secured creditors, the Banque Nationale and Banque Royale their guarantors. An unnamed source told The Produce News that the company has been actively seeking buyers, namely other greenhouse companies in Canada. The company owes a total of $20 million to its creditors, including $10 million to the Banque Nationale and $6 million to the Banque Royale Investissement Quebec, The Produce News discloses. LONGVIEW POWER: Gets Nod to Sign Docs for $275M Exit Financing -------------------------------------------------------------- The U.S. Bankruptcy Court authorized Longview Power, LLC, et al., to enter into the exit financing commitment letter and the fee letter with Morgan Stanley Senior Funding, Inc.; KKR Capital Markets LLC, KKR Corporate Lending LLC; and Third Avenue Trust; (ii) pay associated fees and expenses; and (iii) furnish related indemnities. The Debtor sought to obtain certain senior secured loan facilities in aggregate principal amount of up to $275 million to (i) repay extensions of credit under the DIP facility; (ii) repay the DunkardCreek Lender Claims; (iii) to fund the special outage account; (iv) fund a cash collateralized letters of credit needed on the closing date, which will not exceed $25 million. A copy of the terms of the financing is available for free at: http://bankrupt.com/misc/LongviewP_1858_1824_ord_exit_letter.pdf About Longview Power Longview Power LLC is a special purpose entity created to construct, own, and operate a 695 MW supercritical pulverized coal-fired power plant located in Maidsville, West Virginia, just south of the Pennsylvania border and approximately 70 miles south of Pittsburgh. The project is owned 92% by First Reserve Corporation (First Reserve or sponsor), a private equity firm specializing in energy industry investments, through its affiliate GenPower Holdings (Delaware), L.P., and 8% by minority interests. Longview Power, LLC, filed a Chapter 11 (Bank. D. Del. Lead Case 13-12211) on Aug. 30, 2013. The petitions were signed by Jeffery L. Keffer, the Company's chief executive officer, president, treasurer and secretary. The Debtor estimated assets and debts of more than $1 billion. Judge Brendan Linehan Shannon presides over the case. Kirkland & Ellis LLP and Richards, Layton & Finger, P.A., serve as the Debtors' counsel. Lazard Freres & Company LLC acts as the Debtors' investment bankers. Alvarez & Marsal North America, LLC, is the Debtors' restructuring advisors. Ernst & Young serves as the Debtors' accountants. The Debtors' claims agent is Donlin, Recano & Co. Inc. The Debtor disclosed assets of $1.72 billion plus undisclosed amounts and liabilities of $1.08 billion plus undisclosed amounts. A committee of unsecured creditors has not been appointed in the case due to insufficient response to the U.S. Trustee's communication/contact for service on the committee. Judge Brendan Linehan Shannon on March 16, 2015, confirmed the Debtors' Second Amended Joint Plan of Reorganization. The Plan incorporates the settlement among the Debtors, First American Title Insurance Company, and their contractors Amec Foster Wheeler North America, Kvaerner, and Siemens Energy, Inc. LPATH INC: Holds Investor Update Conference Call ------------------------------------------------ Lpath, Inc., hosted a conference call and live webcast on March 24, 2015, to update investors on the progress of Lpath's programs. About LPath San Diego, Calif.-based Lpath, Inc. is a biotechnology company focused on the discovery and development of lipidomic-based therapeutics, an emerging field of medical science whereby bioactive lipids are targeted to treat human diseases. LPath reported a net loss of $6.56 million in 2013, a net loss of $2.75 million in 2012, and a net loss of $3.11 million in 2011. The Company's balance sheet at Sept. 30, 2014, showed $26.7 million in total assets, $4.73 million in total liabilities, and $21.9 million in total stockholders' equity. MCCLATCHY CO: Morgan Stanley Owns 6.3% of Class A Shares -------------------------------------------------------- In a Schedule 13G filed with the Securities and Exchange Commission, Morgan Stanley disclosed that as of March 11, 2015, it beneficially owns 3,946,445 shares of Class A common stock of McClatchy Co., which represents 6.3 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/LJNKSr About The McClatchy Company Sacramento, Cal.-based The McClatchy Company (NYSE: MNI) -- http://www.mcclatchy.com/-- is a media company that provides both print and digital news and advertising services. Its operations include 30 daily newspapers, community newspapers, websites, mobile news and advertising, niche publications, direct marketing and direct mail services. Its owned newspapers include, among others, the (Fort Worth) Star-Telegram, The Sacramento Bee, The Kansas City Star, the Miami Herald, The Charlotte Observer, and The (Raleigh) News & Observer. The Company holds interest in digital assets which include CareerBuilder, LLC, Classified Ventures, LLC, HomeFinder, LLC, and Wanderful Media. McClatchy Co reported net income of $374 million on $1.14 billion of net revenues for the year ended Dec. 28, 2014, compared with net income of $18.8 million on $1.21 billion of net revenues for the year ended Dec. 29, 2013. As of Dec. 28, 2014, the Company had $2.55 billion in total assets, $2.05 billion in total liabilities and $503.38 million in stockholders' equity. * * * McClatchy carries a 'Caa1' corporate family rating from Moody's Investors Service. In May 2011, Moody's changed the rating outlook from stable to positive following the company's announcement that it closed on the sale of land in Miami for $236 million. The outlook change reflects Moody's expectation that McClatchy will utilize the net proceeds to reduce debt, including its underfunded pension position, which will reduce leverage by approximately half a turn and lower required contributions to the pension plan over the next few years. As reported by the TCR on April 2, 2014, Standard & Poor's Ratings Services affirmed all ratings on U.S. newspaper company The McClatchy Co., including the 'B-' corporate credit rating, and revised the rating outlook to stable from positive. The outlook revision to stable reflects S&P's expectation that the timeframe for a potential upgrade lies beyond the next 12 months, and could also depend on the company realizing value from its digital minority interests. MEDICURE INC: Settles $156,000 in Debt Through Shares Issuance -------------------------------------------------------------- Medicure Inc. disclosed that it issued 108,206 of its common shares at a deemed price of $1.44 per common share extinguishing $156,000 of amounts owing to certain members of the Board of Directors and a consultant under shares for debt agreements originally entered into and announced on Jan. 27, 2015. These shares will be subject to resale restrictions for a period of four months from the date of issuance under applicable securities legislation. About Medicure Inc. Based in Winnipeg, Manitoba, Canada, Medicure Inc. (TSX/NEX: MPH.H) -- http://www.medicure.com/-- is a biopharmaceutical company engaged in the research, development and commercialization of human therapeutics. The Company has rights to the commercial product, AGGRASTAT(R) Injection (tirofiban hydrochloride) in the United States and its territories (Puerto Rico, U.S. Virgin Islands, and Guam). AGGRASTAT(R), a glycoprotein GP IIb/IIIa receptor antagonist, is used for the treatment of acute coronary syndrome (ACS) including unstable angina, which is characterized by chest pain when one is at rest, and non-Q-wave myocardial infarction. Medicure Inc. reported a net loss of C$1.63 million for the year ended May 31, 2014, compared to a net loss of C$2.57 million for the year ended May 31, 2013. As of Aug. 31, 2014, the Company had C$5.60 million in total assets, C$9.92 million in total liabilities and a C$4.32 million total deficiency. Ernst & Young LLP, issued a "going concern" qualification on the consolidated financial statements for the year ended May 31, 2014. The independent auditors noted that Medicure Inc. has experienced losses and has accumulated a deficit of $128 million since incorporation and has a working capital deficiency of $869,000 as at May 31, 2014. These conditions, the auditors said, raise substantial doubt about its ability to continue as a going concern. MF GLOBAL: SIPC Says Lauds Payouts for 72% of Unsec. Claims ----------------------------------------------------------- With the filing on March 25 of a motion with the U.S. Bankruptcy Court for the Southern District of New York that would clear the way for the distribution to MF Global Inc. (MFGI) general creditors of $461 million, the Securities Investor Protection Corporation (SIPC) lauded the work of MFGI liquidation Trustee James W. Giddens. SIPC President Stephen Harbeck said: "With this new step forward, Trustee Giddens will have achieved distributions to date covering nearly three quarters -- 72 percent -- of allowed unsecured general creditor claims. This is a major milestone in a complicated liquidation proceeding. This return to creditors exceeds the expectations that existed at the outset of the case. It is yet another testament to how the Securities Investor Protection Act works so well when it is called upon in the wake of the failure of a major firm." Mr. Harbeck added: "The SIPC staff has worked with the Trustee and his staff throughout the case. The creditors have been very well served by the efforts of SIPC, the Trustee, his counsel, and consultants. Thanks to all who made this excellent result possible." To date, the MFGI liquidation under SIPA has resulted in distributions for 100 percent of customer claims ($6.7 billion); 100 percent of secured, administration and priority general claimants ($32.3 million); and 39 percent of unsecured general claimants ($518.7 million). About SIPC The Securities Investor Protection Corporation -- http://www.sipc.org-- is the U.S. investor's first line of defense in the event of the failure of a brokerage firm owing customers cash and securities that are missing from customer accounts. SIPC either acts as trustee or works with an independent court-appointed trustee in a brokerage insolvency case to recover funds. The statute that created SIPC provides that customers of a failed brokerage firm receive all non-negotiable securities -- such as stocks or bonds -- that are already registered in their names or in the process of being registered. At the same time, funds from the SIPC reserve are available to satisfy the remaining claims for customer cash and/or securities held in custody with the broker for up to a maximum of $500,000 per customer. This figure includes a maximum of $250,000 on claims for cash. From the time Congress created it in 1970 through December 2013, SIPC has advanced $ 2.1 billion in order to make possible the recovery of $133 billion in assets for an estimated 772,000 investors. About MF Global New York-based MF Global -- http://www.mfglobal.com/-- was one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm also was one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058), after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41 million in total assets and $39.7 million in total liabilities. On Nov. 7, 2011, the United States Trustee appointed the statutory creditors' committee in the Debtors' cases. At the behest of the Statutory Creditor's Committee, the Court directed the U.S. Trustee to appoint a chapter 11 trustee. On Nov. 28, 2011, the Bankruptcy Court entered an order approving the appointment of Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC, as Chapter 11 trustee. On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services LLC and MF Global FX Clear LLC filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and 11-15810). On Dec. 27, the Court entered an order installing Mr. Freeh as Chapter 11 Trustee of the New Debtors. On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr. Freeh also was installed as its Chapter 11 Trustee. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan LLP, as investigative counsel; (ii) FTI Consulting Inc., as restructuring advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel; and (iv) Pepper Hamilton as special counsel. The Official Committee of Unsecured Creditors has retained Capstone Advisory Group LLC as financial advisor, while lawyers at Proskauer Rose LLP serve as counsel. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. In April 2013, the Bankruptcy Court approved MF Global Holdings' plan to liquidate its assets. Bloomberg News reported that the court-approved disclosure statement initially told creditors with $1.134 billion in unsecured claims against the parent holding company why they could expect a recovery of 13.4% to 39.1% from the plan. As a consequence of a settlement with JPMorgan, supplemental materials informed unsecured creditors their recovery was reduced to the range of 11.4% to 34.4%. Bank lenders will have the same recovery on their $1.174 billion claim against the holding company. As a consequence of the settlement, the predicted recovery became 18% to 41.5% for holders of $1.19 billion in unsecured claims against the finance subsidiary, one of the companies under the umbrella of the holding company trustee. Previously, the predicted recovery was 14.7% to 34% on bank lenders' claims against the finance subsidiary. NASSAU ENTERPRISES: Case Summary & 4 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Nassau Enterprises LLC c/o GC Realty Advisors, LLC 115 Broadway, Suite 302 New York, NY 10006 Case No.: 15-10714 Chapter 11 Petition Date: March 25, 2015 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Debtor's Counsel: Mark A. Frankel, Esq. BACKENROTH FRANKEL & KRINSKY, LLP 800 Third Avenue, 11th Floor New York, NY 10022 Tel: (212) 593-1100 Fax: (212) 644-0544 Email: mfrankel@bfklaw.com Total Assets: $300,000 Total Liabilities: $2.37 million The petition was signed by David Goldwasser, managing member of GC Realty Advisors, LLC, Debtor's managing member. A list of the Debtor's four largest unsecured creditors is available for free at http://bankrupt.com/misc/nysb15-10714.pdf NASSAU TOWER: Hearing on Closing of Case Reset for March 30 ----------------------------------------------------------- The Bankruptcy Court rescheduled until March 30, 2015, at 11:00 a.m., the hearing to consider the closing of the Chapter 11 case of Nassau Tower Realty, LLC. The hearing was originally scheduled for March 16. The Acting U.S. Trustee, objected to the closing, stating that to date, the Debtor has not paid its fourth quarter 2014 statutory fees, which was due Jan. 31, 2015. In addition, according to the U.S. Trustee, the Debtor must provide disbursement information from Jan. 1, 2015 through the date the case is closed in order to determine the statutory quarterly fee due for the first quarter of 2015. Without receipt of the disbursement information from Jan. 1, to the date the case is closed, the amount of statutory quarterly fees outstanding, if any, cannot be determined to finality, the U.S. Trustee said. The U.S. Trustee insists that the fees must be paid prior to closure of the case. As reported in the Troubled Company Reporter on Feb. 26, 2015, the Court signaled it will close the Chapter 11 bankruptcy case of the Debtor after March 17, unless an objection to the closing is timely filed with the court. About Nassau Tower Bay Head, N.J.-based Nassau Tower Realty LLC filed for Chapter 11 relief (Bankr. D.N.J. Case No. 13-24984) on July 9, 2013. The Hon. Judge Michael B. Kaplan presides over the case. Paul Maselli, Esq., and Kimberly Pelkey Sdeo, Esq., at Maselli Warren, P.C., represent the Debtor as counsel. The Debtor estimated assets of $10 million to $50 million and debts of $10 million to $50 million. The Debtor is the owner of 17 parcels of real estate. It owns 13 parcels in New Jersey, 3 parcels in Pennsylvania, one parcel in Maine. Most of the properties generate income in the form of rents paid by tenants. The petition was signed by Louis Mercatanti, officer of Nassau Holdings, Inc. The Court confirmed the Debtor's Chapter 11 Plan on Sept. 18, 2014. NII HOLDINGS: Gets Court Approval to Sell Wireless Biz in Mexico ---------------------------------------------------------------- NII Holdings Inc. received court approval to sell its wireless business in Mexico to an affiliate of AT&T Inc. U.S. Bankruptcy Judge Shelley Chapman on March 23 approved the sale of the company's wireless business to New Cingular Wireless Services Inc., which offered $1.875 billion. In his decision, the bankruptcy judge said the $1.875 billion offer made by New Cingular is "fair and reasonable" and is in the "best interests" of NII Holdings and its creditors. A copy of the court order is available for free at http://is.gd/GYdh6D The company's wireless business was supposed to be sold at an auction on March 20, with New Cingular's offer serving as the stalking horse bid. NII Holdings, the parent of Nextel operators in Latin America, canceled the auction after it didn't receive competing bids. Rothschild Inc., NII Holdings' financial adviser, said it tried to contact major international telecommunications companies but no one expressed an interest to buy the wireless business. "No party believed it would be able to make an offer that was higher or otherwise better than the offer received from the purchaser," J. Nicholas Melton, Rothschild's managing director, said in a declaration. AT&T had said in January that it wanted to buy NII Holdings' wireless business to create a larger Mexican wireless player that will have a better chance of competing with billionaire Carlos Slim's America Movil. The company plans to combine Nextel Mexico with Iusacell, Mexico's third-largest wireless operator which has over 8 million subscribers. AT&T acquired Iusacell in November for $1.7 billion. AT&T had said combining Nextel Mexico with Iusacell would help create a North American mobile service area covering 400 million consumers and businesses in Mexico and the U.S. 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. NNN 1818 MARKET: Co-Tenants Join In Daymark's Bid for Dismissal --------------------------------------------------------------- NNN 1818 Market Street 1, LLC, and 13 other entities join in the motion filed by Daymark Properties Realty, Inc., to dismiss the Chapter 11 cases of three debtors -- NNN 1818 Market Street 16, LLC, NNN 1818 Market Street 21, LLC and NNN 1818 Market Street 37, LLC. The Joining Parties are fourteen LLCs, each of which owns a co-tenancy, or "tenancy-in-common," interest in real estate, an office building in Philadelphia. The Joining Parties own roughly 39% of those interests; by contrast, the three debtors composed of NNN 16, NNN 21 and NNN 37 together own less than 12%. On behalf of the Joining Parties, Robert Barnes, Esq., of Allen Matkins Leck Gamble Mallory & Natsis LLP, contends that "[t]he chapter 11 cases were commenced in bad faith, solely to delay pending litigation, and serve no legitimate reorganization purpose. The cases represent an abuse of [the Bankruptcy] Court's equity jurisdiction and should be dismissed." In a separate filing, Mr. Barnes also notes that the independent manager did not in fact consent to the bankruptcy filings by the Debtors. He maintains that the Debtors couldn't file bankruptcy petitions without the consent of the independent manager. Daniel P. O'Keefe, who signed the petitions, was only a member, not a manager, Mr. Barnes points out. "Literally the very first document filed in these cases, the voluntary petitions, were false, and the cases should be dismissed for that reason alone," says Mr. Barnes. The allegations that the voluntary petitions were false and without consent were filed on behalf of the following parties, each of whose name is in the Form "NNN 1818 Market Street LLC": 2, 9, 10, 11, 14, 15, 20, 23, 24, 25, 26, 30, and 35. NNN 1818 Market 1, LLC, apparently does not wish to be part of this bankruptcy dispute, Mr. Barnes says. Daymark Replies Back Daymark Properties Realty, Inc., responded to the objections lodged by Debtors NNN 1818 Market Street 16, LLC, et al., to the Dismissal Motion. On behalf of Daymark, Michael D. Breslauer, Esq., of Solomon Ward Seidenwurm & Smith, LLP, said: "The issues here are not what Daymark has done or not done, not whether there's a "better 20 deal" out there for the Debtors' three principals and not whether it might be theoretically possible that the Debtors can propose a plan. The issue is whether the cases were filed without the good faith required of all debtors seeking the Court's and the Bankruptcy Code's equity jurisdiction. And on this issue, one which the Debtors carry the burden of persuasion, there is no credible and persuasive argument put forth in opposition. The Three Cases [of NNN 1818 Market Street 16, LLC, NNN 1818 Market Street 21, LLC and NNN 1818 Market Street 37, LLC] should be dismissed, the removed actions remanded in connection with that dismissal. The parties' disputes should then be resolved by tribunals having jurisdiction to hear and decide all issues." The attorneys for NNN 1818 Market Street 1, et al., can be reached at: Patrick E. Breen, Esq. Vincent M. Coscino, Esq. Robert R. Barnes, Esq. ALLEN MATKINS LECK GAMBLE MALLORY & NATSIS LLP 515 South Figueroa Street, Ninth Floor Los Angeles, California 90071-3309 Tel: (213) 622-5555 Fax: (213) 620-8816 E-mail: bbarnes@allenmatkins.com Daymark's attorneys can be reached at: Michael D. Breslauer, Esq. SOLOMON WARD SEIDENWURM & SMITH, LLP 401 B Street, Suite 1200 San Diego, California 92101 Tel: 619.231.0303 Fax: 619.231.4755 E-mail: mbreslauer@swsslaw.com About NNN 1818 Market Street NNN 1818 Market Street 16, LLC, filed a Chapter 11 bankruptcy petition on Jan. 5, 2015. The Debtor estimated assets and debt of $10 million to $50 million. Two affiliates, NNN 1818 Market Street 21, LLC and and NNN 1818 Market Street 37, LLC sought bankruptcy protection on Jan. 6, 2015. The cases are jointly administered under the lead case of NNN 1818 Market Street 16, LLC, Case No. 15-10111. The Debtors are fractional owners of 1818 Beneficial Bank Place, a 37-story, Class-A office building (located in the prestigious West of Broad office submarket in Philadelphia. Specifically, the Debtors are tenants-in-common (TIC) holding 3 of 38 TICs holding fractional percentage interests in the property located at 1818 Market Street, Philadelphia. John L. Smaha, Esq., at Smaha Law Group serves as the Debtors' counsel. OPUS EAST: Del. Judge Narrows Suit v. Fiduciaries & Affiliates -------------------------------------------------------------- Bankruptcy Judge Mary F. Walrath concludes that Jeoffrey L. Burtch, the chapter 7 trustee of Opus East LLC, is entitled to partial judgment (and pre-judgment interest) against: -- Opus Core, LLC, on Counts 31, 32, and 33 for preferences and fraudulent transfers, and on Count 47 for revocation of its certificate of dissolution; -- Opus Northwest, LLC, on Counts 35 and 36 for fraudulent transfers; and -- Opus Core, LLC, and Opus Northwest, LLC, on Count 39 for disallowance of their claims. Judgment on the remaining counts will be entered in favor of the Defendants. The case is, JEOFFREY L. BURTCH, CHAPTER 7 TRUSTEE FOR THE ESTATE OF OPUS EAST, LLC, Plaintiff, v. OPUS, LLC, a Minnesota limited liability company; OPUS CORPORATION, A Minnesota Corporation; GERALD RAUENHORST 1982 IRREVOCABLE TRUST F/B/O GRANDCHILDREN and the GERALD RAUENHORST 1982 IRREVOCABLE TRUST F/B/O CHILDREN; KEITH P. BEDNAROWSKI and LUZ CAMPA, as Trustees thereof; OPUS REAL ESTATE VII, L.P.; OPUS REAL ESTATE VIII, L.P.; MARK RAUENHORST, individually; KEITH P. BEDNAROWSKI, individually, LUZ CAMPA, individually, ADLER MANAGEMENT, LLC; MARSHALL M. BURTON, individually; OPUS PROPERTY SERVICES, LLC; OPUS 2, LLC; OPUS ARCHITECTS & ENGINEERS, P.C.; OPUS ARCHITECTS & ENGINEERS, INC.; OPUS CORE, LLC; OPUS NORTHWEST, LLC; OPUS DESIGN BUILD, LLC; OPUS DEVELOPMENT CORPORATION; OPUS HOLDING, LLC; OPUS HOLDING, INC.; OPUS AE GROUP, INC., Defendants, Adv. Proc. No. 11-52423 (MFW)(Bankr. Del.). The Chapter 7 Trustee's Third Amended Complaint seeks recovery against former fiduciaries of the Debtor and related business entities on theories of piercing the corporate veil, breach of fiduciary duty and aiding and abetting such a breach, successor liability, avoiding fraudulent and preferential transfers, unjust enrichment, disallowance and equitable subordination of claims, revocation of a certificate of dissolution, imposition of a constructive trust, tortious interference with contract, and conversion and conspiracy to commit conversion. A copy of Judge Walrath's March 23, 2015 Opinion is available at http://is.gd/09XRxgfrom Leagle.com. Opus East LLC is a Delaware limited liability company which was formed on Sept. 14, 1994, to develop and sell commercial real estate projects in the Northeastern and Mid-Atlantic United States. It was a merchant builder that developed, built, and sold projects as soon as possible rather than holding and renting them. Opus East LLC was part of a large network of real estate companies (sometimes referred to as the Opus Group) which grew from a construction company originally founded by Gerald Rauenhorst in 1953. Opus East LLC successfully operated from 1994 until 2008, growing its equity from $12 to $75 million. On September 15, 2008, Lehman Brothers filed bankruptcy, which had a significant impact on the credit and capital markets, commercial real estate, and real estate developers. With the failure of Lehman Brothers and the subsequent collapse of the financial markets, Opus East LLC was unable to sell its completed real estate projects because buyers could not obtain financing. Opus East LLC was similarly unable to obtain financing to complete projects in process. Although Opus East LLC considered filing a chapter 11 reorganization case, it was ultimately forced to file under chapter 7 (Bankr. D. Del. Case No. 09-12261) when it could not obtain debtor-in-possession financing. PENN HILLS SCHOOL: Moody's Lowers GO Debt Rating to 'Ba3' --------------------------------------------------------- Moody's Investors Service downgraded the Penn Hills School District's (PA) general obligation underlying rating to Ba3 from Baa1. Concurrently, Moody's have downgraded the district's enhanced rating to Ba1 from A2. The ratings are under review for possible downgrade. The rating actions affect $53 million outstanding bonds. The downgrade of the underlying rating to Ba3 from Baa1 reflects the rapid and severe deterioration of the district's financial position and lack of liquidity to meet current fiscal year obligations, potentially including debt service, without obtaining emergency cash flow borrowing. The rating also incorporates the suburban Pittsburgh (A1 positive) tax base, budgetary pressures from charter school enrollment, a high debt burden and heavy budgetary impact from increasing pension contributions. The enhanced rating downgrade to Ba1 from A2 reflects the bottom-up approach to assigning the enhanced rating of up to two notches above the underlying rating as long as there is sufficient state aid coverage for debt service. The rating also represents the possibility of Penn Hills having to rely on the state aid intercept mechanism to make its April 1, 2015 debt service payment, possibly on a post-default basis. Both ratings are under review for further downgrade given the lack of liquidity and need for emergency cash flow borrowing to meet upcoming payment obligations, including an April 1, 2015 debt service payment. Failure to meet the April 1 debt service payment would likely result in an additional multi-notch downgrade. The outlook applies to the enhanced rating as well. Please refer to the enhanced rating methodology, State Aid Intercept Programs and Financings: Pre and Post Default published in July 2013 for further details. What could make the rating go up: - Ability to access the capital market for liquidity needs - Stabilization of operating position What could make the rating go down: - Inability to make April 1, 2015 debt service payment - Inability to obtain financing for liquidity needs The district has a population of 42,423 and provided K-12 education to approximately 3,900 students. It is located in the eastern central part of Allegheny County in the southwest portion of the state, approximately 9 miles east of downtown Pittsburgh. Debt service on the rated debt is secured by a general obligation limited tax pledge, as debt service is not exempt from the limitations of Special Session Act 1 (Taxpayer Relief Act). The principal methodology used in the underlying rating was US Local Government General Obligation Debt published in January 2014. The principal methodology used in the enhanced rating was State Aid Intercept Programs and Financings: Pre and Post Default published in July 2013. PINEYBROOK LLC: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Pineybrook LLC 4935 Kingwood Road Markleton, PA 15551 Case No.: 15-70202 Chapter 11 Petition Date: March 24, 2015 Court: United States Bankruptcy Court Western District of Pennsylvania (Johnstown) Judge: Hon. Jeffery A. Deller Debtor's Counsel: Kevin J. Petak, Esq. SPENCE CUSTER SAYLOR WOLFE & ROSE, LLC P.O. Box 280 Johnstown, PA 15907-0280 Tel: 814-536-0735 Fax: 814-539-1423 Email: kpetak@spencecuster.com Total Assets: $728,040 Total Liabilities: $1.57 million The petition was signed by Daniel A. Ream, member. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/pawb15-70202.pdf RADIOSHACK CORP: Attorney General Objects Customers' Data Sale -------------------------------------------------------------- Paula Rosenblum, writing for Forbes, reports that the Texas State Attorney General's office has filed an objection to RadioShack Corp.'s sale of customers' data, saying that doing so would breach the Company's statement that it prides itself on "not selling our private mailing list." Benjamin Snyder at Fortune.com relates that personal data -- which could include information about shoppers' buying behavior -- could be up for bid in the Company's bankruptcy auctions. Bloomberg says that over 13 million e-mail addresses and 65 million customers' names and addresses are included in the RadioShack auctions. The Company agreed not to sell customers' data, Bloomberg states, citing Texas Attorney General Ken Paxton. Mr. Paxton asked that each bidder be required to break out its offer for the data so that the court could recalculate bids if it were to block the deal, according to Bloomberg. Bloomberg says that AT&T, clearly concerned that the auction could give sensitive information to a competitor, is also trying to stop the Company from sharing some of its consumer data and wants the records destroyed. AT&T, according to the Bloomberg, claims that some of the data about shopping habits actually belongs to the telecom company. The court, Bloomberg relates, has appointed a privacy ombudsman to handle issues related to sensitive data, and that official hasn't yet ruled publicly on either challenge. Bloomberg reports that Standard General has won the auction and is awaiting bankruptcy court approval. Citing people familiar with the process, Tom Hals at Reuters says that Standard General has raised its bid to buy about 1,740 stores of the Company. 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. RICE ENERGY: Moody's Gives B3 Rating on New $400MM Proposed Notes ----------------------------------------------------------------- Moody's Investors Service assigned a B3 rating to Rice Energy Inc.'s proposed offering of $400 million of senior unsecured notes due 2023. At the same time, the company's Speculative Grade Liquidity Rating (SGL) was changed to SGL-2 from SGL-3. Rice's B2 Corporate Family Rating (CFR) and other debt ratings are unaffected, and the rating outlook remains positive. The proceeds from the proposed notes offering will be used to fund capital expenditures. "The change to Rice's SGL rating reflects the company's improved liquidity profile as a result of proposed bond offering, with strong pro forma cash balances and credit facility availability to fund the company's cash flow outspending," commented Gretchen French, Moody's Vice President. "Our positive outlook on Rice reflected in our March 19, 2015 rating action remain unchanged." Ratings List: Ratings Assigned: -- Senior unsecured notes due 2023 -- assigned at B3 (LGD 5) Moody's current ratings for Rice Energy Inc. are: -- Corporate Family Rating of B2 -- Probability of Default Rating of B2-PD -- Senior unsecured notes due 2022 rating of B3 (LGD5) -- Speculative Grade Liquidity Assessment (SGL) - changed to SGL-2 from SGL-3 -- Rating Outlook -- Positive The B3 rating on Rice's senior unsecured notes reflects both Rice's overall probability of default, to which Moody's assigns a PDR of B2-PD, and a loss given default of LGD 5. The size of the potential senior secured claims relative to the unsecured notes outstanding results in the senior notes being notched one rating below the B2 CFR under Moody's Loss Given Default Methodology. The senior notes benefit from upstream guarantees from all subsidiaries except for its midstream subsidiaries. The notes are unsecured and contractually subordinated to the senior secured credit facility's potential priority claim to the company's assets. The borrowing base under the revolver is currently $550 million, with the next redetermination scheduled for April 2015. Rice's SGL-2 Speculative Grade Liquidity Rating reflects good liquidity over the next 12-15 months. Constraining Rice's liquidity profile is its high level of capital spending, as Rice will outspend internally generated cash flow through at least 2016. This will deplete its cash balances and increase its reliance on its revolvers to fund project based capital expenditures, as well as provide for growing letters of credit needs for its firm transportation contracts. Supporting Rice's liquidity profile are strong sources of capital, with good revolver availability across the consolidated company, high cash balances, good projected covenant compliance, and alternative liquidity provided by its midstream business. Pro-forma for the $400 million bond issuance Rice will have full availability under its $550 million borrowing base credit facility and about $649 million in cash on the balance sheet (as of December 31, 2014 reported numbers). Rice's borrowing base credit facility has $1.5 billion of commitments, and Moody's expect the borrowing base to grow as Rice ramps up its drilling program. The borrowing base revolving credit facility matures in January 2019, and requires that Rice maintain a minimum current ratio of 1.0x and a minimum interest coverage ratio of 2.5x. Moody's expect Rice to remain well in compliance with these covenant ratios through mid-2016. Rice also has a $300 million revolver at Rice Midstream Holdings that is secured by its midstream assets, including the General Partner of its midstream MLP. The Midstream Holdings revolver matures in 2019 and has a maximum debt/EBITDA covenant of 4.25x and a minimum EBITDA/Interest covenant of 2.5x. Rice's midstream MLP, Rice Midstream Partners, also has a $450 million secured revolver (secured by the MLP's assets, but non-recourse to Rice). The MLP's revolver matures in 2019 and has a maximum debt/EBITDA covenant of 4.75x and a minimum EBITDA/Interest covenant of 2.5x. As of December 31, 2014, Rice has no cash drawings under any of its revolvers, but did have letters of credit of $67 million outstanding under its borrowing base revolver. Rice's B2 CFR benefits from the company's low cost, early entry position in the Marcellus Shale, where it has established a favorable acreage position and demonstrated strong drilling and operating performance relative to peers, both of which support continued, visible production and cash flow growth potential. In addition, the company has proven its willingness to use equity to finance acreage acquisitions. However, the company faces several years of outspending cash flow as it further develops and holds its acreage positions in both the Marcellus and still early stage Utica shale, which entails both execution risk and the need to maintain strong access to funding sources. Rice's rating continues to be constrained by the company's improving but still short operating history compared to higher rated, B1 exploration and production (E&P) peers, with an overall high portfolio decline rate and production concentration in the Marcellus. Although, with the formation of a midstream master limited partnership (MLP) in late 2014, Rice has expanded its sources of liquidity and partially monetized its valuable midstream infrastructure, the MLP formation has also increased the company's structural complexity. The high payouts associated with the MLP, along with expectations of increased debt at both the MLP and at Rice's retained midstream business, will constrain Rice's consolidated retained cash flow/debt metrics An upgrade could be considered if Rice successfully grows production at sound returns while also maintaining sufficient liquidity and debt/average daily production less than $25,000 per barrel of oil equivalent (boe)/day and retained cash flow/debt of at least 15%. A downgrade is possible if debt to average daily production is sustained above $30,000 boe/day or liquidity tightens. The principal methodology used in these ratings was Global Independent Exploration and Production Industry published in December 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Rice Energy Inc. is an exploration and production company with operations in the Appalachian Basin. Rice is headquartered in Canonsburg, Pennsylvania. RICE ENERGY: S&P Rates Proposed $400MM Sr. Unsecured Notes 'B-' --------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B-' issue-level rating to Rice Energy Inc.'s proposed $400 million senior unsecured notes. The recovery rating on the notes is '5', indicating S&P's expectation for modest (high end of the 10% to 30% range) recovery in the event of a payment default. The company plans to use the proceeds from the notes issuance for general corporate purposes, including capital spending. All of S&P's other ratings on Rice Energy, including the 'B' corporate credit rating, remain unchanged. The outlook remains stable. The ratings on Rice Energy reflect S&P's assessments of the company's "vulnerable" business risk profile and "aggressive" financial risk profile. RATINGS LIST Rice Energy Inc. Corporate credit rating B/Stable/-- New Ratings Rice Energy Inc. $400 mil proposed sr unsecd notes B- Recovery rating 5H RICHARD HINDIN: Del. Chancery Court Rules on EagleBank Dispute -------------------------------------------------------------- Master Abigail M. Legrow of the Court of Chancery of Delaware recommends that the Court grant the motion of defendant EagleBank to cancel the notice of pendency that plaintiff Richard Hindin filed in connection with a dispute between the parties regarding title to an ocean front property in Bethany Beach. That dispute culminated in the defendant recording a deed in lieu of foreclosure, which the plaintiff executed several months before and which transferred title in the property to the defendant. The plain terms of the parties' agreement, confirmed in a series of documents signed by the plaintiff over a number of years, show that the plaintiff defaulted on his obligations and the bank was entitled to record the deed. "Because the plaintiff has not shown there is a probability that a final judgment will be entered in his favor on the claims challenging title to the property, I recommend that the Court grant the motion. This is my final report," Master Legrow said. Hindin is a resident of the District of Columbia. EagleBank, based in Bethesda, Maryland, is the successor in interest to Fidelity & Trust Bank. On January 11, 2005, Hindin entered into a loan agreement with Fidelity, evidenced by a Commercial Line of Credit Agreement & Disclosure, under which Fidelity loaned Hindin $2 million for an initial two-year term. As security for the loan, Hindin granted Fidelity a mortgage on 15 Heather Lane, Bethany Beach, Delaware. The Mortgage was the third lien recorded on the Property. The Bank became Fidelity's successor in interest to the Mortgage and the Credit Agreement on August 31, 2008. The maturity date of the loan was extended several times. On Nov. 27, 2009, Hindin filed a petition in the Bankruptcy Court for the Eastern District of Virginia seeking relief under Chapter 11 of the Bankruptcy Code. The bankruptcy court approved Hindin's proposed reorganization plan on Sept. 19, 2011. The case is, RICHARD HINDIN, Plaintiff/Counterclaim Defendant, v. EAGLEBANK, a Maryland Corporation, Defendant/Counterclaim Plaintiff, C.A. No. 9272-ML (Del. Chancery). A copy of Master Legrow's Final Report dated March 23, 2015, is available at http://is.gd/PUinFBfrom Leagle.com. Attorneys for Plaintiff: John G. Harris, Esq. David B. Anthony, Esq. BERGER HARRIS, LLP 1105 North Market Street, 11th Floor Wilmington, DE 19801 Tel: (302) 655-1140 E-mail: jharris@bergerharris.com danthony@bergerharris.com Attorneys for Defendant: John C. Phillips, Jr., Esq. Lisa C. McLaughlin, Esq. Stephen A. Spence, Esq. PHILLIPS, GOLDMAN & SPENCE, P.A. 1200 North Broom Street Wilmington, DE 19806-4204 Tel: (302) 655-4200 Fax: (302) 655-4210 E-mail: jcp@pgslaw.com lcm@pgslaw.com sws@pgslaw.com RODNEY WILSON: Judge Dismisses CFG's Fraudulent Transfer Suit ------------------------------------------------------------- The adversary complaint CUSTOM FOOD GROUP, LP, Plaintiff, v. JONELL McCULLOCH, Defendant, No. 14-05018 (Bankr. N.D. Tex.), stems from the alleged sale of a house Rodney Wayne Wilson and Donna Lynn Wilson owned in Ruidoso, New Mexico, to Jonell McCulloch for $130,000; the sale took place less than a month prior to the Wilson's filing for bankruptcy. Ms. McCulloch is Donna Wilson's mother. Custom Food Group (CFG) has contended throughout the Wilsons' bankruptcy proceedings that the transfer of the house to Ms. McCulloch, as well as the Wilsons' payments for the upkeep of that property, was a fraudulent transfer. The Wilsons filed their bankruptcy case on October 4, 2011 (In Re Rodney Wilson, Bankr. N.D. Tex. Case No. 11-50396). The Wilsons' bankruptcy case was subsequently converted to chapter 7; a trustee, Myrtle McDonald, was appointed on September 27, 2013. In a March 16, 2015 Memorandum Opinion available at http://is.gd/PuYYhFfrom Leagle.com, Bankruptcy Judge Robert L. Jones agrees with Ms. McCulloch that CFG does not have standing to bring the adversary complaint. Thus, the judge granted Ms. McCulloch motion CFG's complaint. SEANERGY MARITIME: Announces Delivery of Capesize Vessel -------------------------------------------------------- Seanergy Maritime Holdings Corp. announced the delivery of the Capesize dry bulk vessel M/V Leadership of 171,199 dwt. The vessel was acquired from an unaffiliated third party and was built by Imabari-Koyo, Japan in 2001. As previously announced, the gross acquisition cost of the M/V Leadership was $17.3 million. The acquisition cost has been funded by a senior secured loan agreement with a reputable financial institution and by the previously announced funding arrangement with one of the Company's major shareholders. Stamatis Tsantanis, the Company's chairman & chief executive officer, stated: "We are very pleased to announce that the Company took delivery of its first vessel following the successful completion of our financial restructuring. In addition we managed to secure a loan facility from a reputable financial institution to fund a significant part of the transaction despite the challenging banking environment in the dry bulk sector. The remaining part of this acquisition was funded by a funding arrangement with one of our major shareholders." "We believe that Seanergy is in a unique position to rebuild its fleet at the lowest part of the dry bulk market of the last 20 years. We are also exploring other investment opportunities that we expect to generate significant value to our shareholders." About Seanergy Athens, Greece-based Seanergy Maritime Holdings Corp. is an international company providing worldwide seaborne transportation of dry bulk commodities. The Company owns and operates a fleet of seven dry bulk vessels that consists of three Handysize, two Supramax and two Panamax vessels. Its fleet carries a variety of dry bulk commodities, including coal, iron ore, and grains, as well as bauxite, phosphate, fertilizer and steel products. Seanergy Maritime reported net income of $10.90 million on $23.07 million of net vessel revenue for the year ended Dec. 31, 2013, as compared with a net loss of $194 million on $55.6 million of net vessel revenue for the year ended Dec. 31, 2012. Ernst & Young (Hellas) Certified Auditors Accountants S.A., in Athens, Greece, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013. The independent auditors noted that the Company, as of December 31, 2013 continued to be in breach of certain terms and covenants of the loan facility with its remaining lender, and had a working capital deficit and an accumulated deficit. Following the disposal of its entire fleet subsequent to December 31, 2013 in the context of its restructuring plan, the Company is unable to generate sufficient cash flow to meet its obligations and sustain its continuing operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of Sept. 30, 2014, the Company had $3.13 million in total assets, $317,000 in total liabilities and $2.82 million in total shareholders' equity. SHIVSHANKAR PARTNERSHIP: Bankr. Court Denies Plan Confirmation -------------------------------------------------------------- Judge Suzanne H. Bauknight denied confirmation of the Second Amended Plan of Reorganization proposed by Shivshankar Partnership LLC in a March 6, 2015 Memorandum available at http://is.gd/QqhIMn from Leagle.com. Tennessee State Bank and the United States Trustee have objected to confirmation. Judge Bauknight opined that the Debtor has not met its burden to prove that the Second Amended Plan is feasible. TARPY, COX, FLEISHMAN & LEVEILLE, PLLC, T. Lynn Tarpy, Esq., Knoxville, Tennessee, Attorneys for Debtor. GENTRY, TIPTON & MCLEMORE, PC, Maurice K. Guinn, Esq. -- mkg@tennlaw.com -- Knoxville, Tennessee, Attorneys for Tennessee State Bank. SAMUEL K. CROCKER, ESQ., UNITED STATES TRUSTEE, Kimberly C. Swafford, Esq., Howard H. Baker, Jr., Knoxville, Tennessee, Attorneys for United States Trustee. Shivshankar Partnership LLC, based in Alcoa, Tenn., filed for Chapter 11 bankruptcy (Bankr. E.D. Tenn. Case No. 14-30843) on March 17, 2014, on the eve of a foreclosure sale of its real property. SRS PROPERTY: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: SRS Property Investment, Inc 1951 W. Main Street Stroudsburg, PA 18360 Case No.: 15-01167 Chapter 11 Petition Date: March 24, 2015 Court: United States Bankruptcy Court Middle District of Pennsylvania (Wilkes-Barre) Judge: Hon. Robert N Opel II Debtor's Counsel: Erik Mark Helbing, Esq. LAW OFFICES OF ERIK M. HELBING 1328 Second Avenue Berwick, PA 18603 Tel: 570-498-5544 Email: Erik_Helbing_Esq@yahoo.com Estimated Assets: Not indicated Estimated Liabilities: Not indicated The petition was signed by Nicholas Revella, president. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. SUNOCO LP: Moody's Assigns 'Ba2' CFR, Outlook Stable ---------------------------------------------------- Moody's Investors Service assigned first time ratings to Sunoco LP and co-issuer Sunoco Finance Corp. including a Ba2 Corporate Family Rating, a Ba2-PD Probability of Default Rating and a Ba3 rating to its proposed offering of $800 million senior unsecured notes due 2023. Moody's also assigned an SGL -3 Speculative Grade Liquidity Rating. The rating outlook is stable. The proceeds of the financing will be used for acquisition financing and to repay borrowings outstanding under SUN's revolving credit facility. "This inaugural notes issue continues the process of financing the separation of the retail motor fuels business from Energy Transfer Partners, L.P. (ETP, Baa3 stable) acquired in 2012's Sunoco, Inc. transaction, and doing so in a tax-efficient manner," commented Andrew Brooks, Moody's Vice President. "While a planned sequencing of asset dropdowns into SUN adds to the structural complexity of this newly re-constituted master limited partnership (MLP), the geographic reach, extensive scale and prospectively improving credit metrics are supportive of the assigned Ba2 rating." Issuer: Sunoco LP -- Probability of Default Rating, Assigned Ba2-PD -- Speculative Grade Liquidity Rating, Assigned SGL-3 -- Corporate Family Rating, Assigned Ba2 -- Senior Unsecured Regular Bond/Debenture (Local Currency), Assigned Ba3, LGD5 -- Outlook, Assigned Stable The Ba2 CFR reflects the growing size, scale and geographic reach of SUN's wholesale and retail motor fuels business through the sequenced dropdown of assets from its general partner and ETP, as well as prospectively improving credit metrics. SUN's earnings stream is likely to evidence resilience to cyclical economic conditions reflecting relatively stable consumer demand for motor fuels and value priced convenience items. The ratings are constrained by the execution risk associated with the rapid growth trajectory and continuing acquisition appetite on the part of SUN and its general partner, as well as the incremental complexity and calls on cash flow characterizing SUN's MLP structure, a structure typically not shared by competing motor fuels retailers. The ratings are also constrained by the company's susceptibility to swings in profitability due to the volatility in fuel volumes and prices. SUN's senior unsecured notes are rated Ba3, one notch below its Ba2 CFR, reflecting their effective subordination to its senior secured revolving credit facility under Moody's Loss Given Default (LGD) Methodology. ETP Retail Holdings, LLC - a wholly owned ETP subsidiary that indirectly owns the former Sunoco, Inc.'s residual retail fuels assets - will provide a limited contingent guarantee of SUN's obligation to pay the principal of the notes. This credit support, facilitating the tax efficiency of ETP's asset dropdowns, is structured to be highly conditional, amounting to a deficiency claim for debt holders on any unrecovered principal in the event of a SUN bankruptcy, following the full adjudication of such a bankruptcy. The SGL-3 reflects Moody's expectation that SUN will have adequate liquidity into 2016. It further recognizes that as an MLP, SUN can be expected to distribute most of its cash from operations to its limited and general partners, requiring it to fund its dropdowns and growth initiative through externally sourced capital. SUN maintains a $1.25 billion secured revolving credit facility, under which $671 million was outstanding as of March 13, 2015. The revolver has a September 25, 2019 scheduled maturity date. The facility's 5.5x leverage covenant can be expanded to 6.0x during a Specified Acquisition period, under which it has operated since October 7, 2014 in connection with its initial asset dropdown. In August 2014, ETP acquired Susser Holdings Corporation (Susser, not rated), an owner/operator of a retail motor fuels and convenience store system in the southwestern US, and the general partner of Susser Petroleum Partners LP (SUSP, not rated), a wholesale distributor of motor fuels to Susser and third parties. In October, SUSP was re-named Sunoco LP (SUN). Through 2017, in a series of sequenced asset dropdowns, ETP intends to contribute all remaining Sunoco, Inc. legacy retail and wholesale assets, and all of Susser's retail assets, to SUN. Moody's expects the dropdowns to be financed with a balanced mix of debt and equity through a roughly two-year dropdown period. On a pro forma basis the combined entities' asset base will approximate 6,600 locations located across 31 US states. The stable outlook reflects Moody's expectation that ETP will successfully execute on its dropdown strategy to grow the size and scope of SUN's motor fuels footprint, financing this growth with a balanced mix of debt and equity while maintaining debt leverage in a 4.0x-4.5x range during the dropdown period. Presuming a well-executed growth trajectory, an upgrade could be considered should debt/EBITDA improve to a sustained level of 3.0x or below. Deterioration in operating performance resulting in weakening of liquidity or credit metrics could result in a downgrade. Growth strategy that negatively impacts liquidity or metrics could also pressure ratings. Ratings could be downgraded if debt/EBITDA is sustained above 4.0 times following the two-year dropdown period ending in 2017. The methodologies used in these ratings were Global Midstream Energy published in December 2010 and Global Retail Industry published in June 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Sunoco LP, with a retail motor fuels business and convenience store operations located across 10 US states, is headquartered in Houston, Texas. SUNOCO LP: S&P Assigns 'BB' Corp. Credit Rating; Outlook Stable --------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'BB' corporate credit to Sunoco L.P. The outlook is stable. At the same time, S&P assigned a 'BB' issue-level rating and a '4' recovery rating to the senior unsecured notes due 2023. The '4' recovery rating (lower half of the range) indicates that lenders can expect average (30% to 50%) recovery of principal if a payment default occurs. At the same time, S&P assigned a 'BB+' issue-level rating to the company's senior secured revolving credit facility. S&P also assigned a '2' recovery (lower half of the range) to the credit facility. The '2' recovery rating indicates substantial (70% to 90%) recovery. The ratings on Sunoco reflect the partnership's "satisfactory" business risk profile and "aggressive" financial risk profile. The "satisfactory" business risk profile incorporates the entity's large size and scale of operations compared with peers and generally stable cash flow coming from convenience store sales, which is offset by its low profit margins and the industry's high competitive pressures. The "aggressive" financial risk profile reflects S&P's expectation for pro forma debt to EBITDA in the 4.5x area in 2015, adequate liquidity, and the master limited partnership structure that gives the partnership incentive to distribute nearly all free cash flow after maintenance expenses to unitholders each quarter. "The stable outlook reflects our belief that the partnership will maintain near-term total debt to EBITDA in the 4.5x area and adequate liquidity as it funds organic growth and acquires assets from ETP," said Standard & Poor's credit analyst Nora Pickens. TENET HEALTHCARE: Fitch Affirms 'B' IDR & Revises Outlook to Neg. ----------------------------------------------------------------- Fitch Ratings has affirmed the ratings of Tenet Healthcare Corp. (Tenet; NYSE: THC), including the 'B' long-term Issuer Default Rating (IDR). The Rating Outlook is revised to Negative from Stable. The rating actions follow Tenet's announcement that it will raise approximately $2.4 billion of new long-term debt, including $500 million of senior secured notes and $1.9 billion of senior unsecured notes, to fund a transaction with private equity firm Welsh, Carson, Anderson & Stowe (Welsh Carson). The deal will combine Tenet's ambulatory surgery and imaging centers with those of Welsh Carson-owned United Surgical Partners International (USPI) to create a joint venture (JV) majority-owned (50.1%) by Tenet. Tenet will also acquire Aspen Healthcare Ltd. (Aspen), an operator of private hospitals and clinics in the U.K., from Welsh Carson. Tenet expects both transactions to close by the third quarter of 2015. KEY RATING DRIVERS -- Tenet is among the largest for-profit operators of acute care hospitals in the U.S. and, through its USPI JV, will become the largest operator of ambulatory surgery and imaging centers. Such scale is increasingly important among U.S. healthcare providers in order to drive efficiencies that offset the effects of an overall constrained reimbursement environment. -- Incremental debt expected to fund the transaction will prolong the de-leveraging horizon Fitch has considered following the 2013 acquisition of Vanguard Health Systems, Inc. (Vanguard). Opportunities to repay debt are limited over the ratings horizon given the absence of prepayable debt in the pro forma capital structure. -- The structure of the USPI transaction is unfavorable to Tenet's balance sheet initially. Funding will occur at the parent company level rather than at the JV level, which will dilute the free cash flow (FCF) benefit to Tenet. Furthermore, Fitch expects USPI will use a large portion of its FCF to fund strategic M&A, supporting EBITDA growth and contributing to de-leveraging over time. -- The USPI deal is strategically compelling. It will improve Tenet's overall diversification and payor mix, markedly boost Tenet's somewhat laggard position in outpatient services, and add to growth potential going forward. The USPI business will also provide Tenet with an offset to Fitch's expectation for flat to declining inpatient volumes due to a volumes shift toward lower-cost settings. -- Fitch expects improving underlying business fundamentals, particularly at legacy Vanguard, to combine with lower uncompensated care from the coverage expansion components of the Affordable Care Act to drive improving FCF generation in 2015-2016. -- Hospital industry management teams are contending with a very dynamic operating environment due to the implementation of the ACA, the evolution of payment schemes, and other regulatory reforms influencing organic operating trends. Tenet is now adding the complex partnership-driven business model of USPI on top of the ongoing integration of Vanguard, which was Tenet's largest major acquisition in recent history and included a large schedule of in-progress and recently completed capital expansion projects. RATING SENSITIVITIES Maintenance of Tenet's current 'B' IDR considers gross debt/EBITDA trending toward 5.5x over the next one to two years. De-leveraging is expected only from EBITDA growth, as Tenet will not have a material amount of prepayable debt post-deal. Debt leverage of 5.9x at Dec. 31, 2014 remains elevated from the 2013 acquisition of Vanguard Health Systems, Inc. (Vanguard) and will be pushed even higher by the transaction. Fitch estimates pro forma gross debt/EBITDA of 6.5x, but acknowledges this figure gives Tenet full credit for the USPI business, which it will initially only half own. Additionally, the structure of the USPI transaction limits the near-term FCF accretion to Tenet because the company is funding the transaction on its own balance sheet rather than at the JV level. Nevertheless, Fitch expects growth- and synergy-driven de-leveraging post-deal and may consider raising the 5.5x gross debt/EBITDA target as Tenet's growing share of the JV's cash flows (growing with Tenet's increasing ownership) add to Fitch's expectations for materially improved core FCF generation in 2015-2016. The Negative Rating Outlook illustrates that a downgrade could result if Fitch does not expect Tenet's cash generation to be sufficient to fund the bulk of cash outflows associated with future acquisitions, both of remaining USPI interests from Welsh Carson and otherwise. Fitch estimates run-rate FCF at legacy Tenet will need to trend near $300 million by 2016 in order to avoid incremental associated debt financing. A positive rating action is unlikely over the next one to two years given Tenet's constrained FCF and weak margins. Furthermore, the 'B' IDR incorporates the expectation for generally improving operations in the hospital industry due to the ACA and economic improvement in the near term. KEY ASSUMPTIONS -- Underlying acute care business growth in the low- to mid- single digits, mostly driven by commercial payor pricing increases with relatively flat volumes, ex-ACA; -- Robust inorganic growth opportunities for the USPI JV, boosting an otherwise good organic growth outlook possibly into the low-double digits; -- No debt repayment in 2015-2017 except the refinancing of revolver balances; -- Tenet and Welsh Carson will exercise put/call options in order that Tenet owns 100% of USPI by 2020; -- Capital expenditures of $1 billion or more in 2015 and 2016. Fitch has affirmed these ratings of Tenet: -- IDR at 'B'; -- Senior secured ABL facility at 'BB/RR1'; -- Senior secured notes at 'BB/RR1'; -- Senior unsecured notes at 'B-/RR5'. The Rating Outlook is Negative. TENET HEALTHCARE: Moody's Places B1 CFR on Review for Downgrade --------------------------------------------------------------- Moody's Investors Service placed the ratings of Tenet Healthcare Corporation (Tenet) under review for downgrade, including the company's B1 Corporate Family Rating and B1-PD Probability of Default Rating. The rating action follows the announcement that Tenet has signed a definitive agreement to enter into a joint venture with Welsh, Carson, Anderson & Stowe to combine the ambulatory surgery center businesses of Tenet and United Surgical Partners International (USPI). Tenet also announced the acquisition of Aspen Healthcare Ltd. (Aspen), which operates nine private hospitals and clinics in the United Kingdom. In order to finance the transactions, Tenet will issue $2.4 billion of new debt, including the refinancing of about $1.5 billion of USPI debt. Moody's understands that the transactions are expected to close in the third quarter of 2015. "Tenet's joint venture transaction will further delay the expected reduction in leverage considered in our confirmation of the B1 Corporate Family Rating following the company's acquisition of Vanguard Health Systems (Vanguard) in the fourth quarter of 2013, said Dean Diaz, Vice President and Senior Credit Officer at Moody's. "While the transactions evidence an ongoing appetite for increasing scale and diversifying across different care settings, Tenet will have an improved payor mix and geographic diversity, as well as less reliance on revenue sources from the more capital intensive and lower margin acute care hospitals following the transactions," continued Diaz. The following ratings were placed under review for downgrade: -- Senior secured notes, Ba2 (LGD 2) -- Senior unsecured notes, B3 (LGD 5) -- Corporate Family Rating, B1 -- Probability of Default Rating, B1-PD Tenet's current B1 Corporate Family Rating reflects its high financial leverage, and Moody's anticipation that significant capital spending requirements will limit free cash flow in the near term and constrain the ability to meaningfully repay debt. Ratings also reflect Moody's expectation that industry challenges will continue, including pricing pressure from changes in Medicare reimbursement, slow growth in healthcare utilization, and increases in expenses associated with physician alignment initiatives. The rating is supported by Tenet's considerable scale, as well as Moody's anticipation that credit metrics will improve over the next 12 to 18 months to levels more supportive of the B1 rating. The rating also incorporates Moody's expectation that the company will remain disciplined in the use of incremental leverage for acquisitions or shareholder initiatives until leverage is reduced. Moody's review of Tenet's ratings will focus on the extent of incremental debt and the resulting capital structure of the company along with the company's plan to reduce leverage. Moody's review will also consider expectations around future financial policy, including share repurchases and additional acquisitions. Moody's estimates that pro forma debt to EBITDA less minority interest may not increase significantly but will remain well in excess of 6.5 times following the transaction. Moody's had expected leverage to return to around 5.0 times within 12 to 18 months after the acquisition of Vanguard. Moody's will also consider the increased scale and payor diversification provided by the addition of USPI's operations as well as opportunities for synergies. The principal methodology used in these ratings was Global Healthcare Service Providers published in December 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Tenet, headquartered in Dallas, Texas, is one of the largest for-profit hospital operators by revenues. The company's subsidiaries operate 80 hospitals as well as 214 outpatient centers. The company also offers other services, including six health plans and Conifer Health Solutions, which provides revenue cycle management, value based care and patient communications services. Tenet generated revenue of approximately $16.6 billion for the year ended Dec. 31, 2014. TENET HEALTHCARE: Signs Joint Venture Agreement with USPI --------------------------------------------------------- Tenet Healthcare Corporation and Welsh, Carson, Anderson & Stowe have signed a definitive agreement under which Tenet and United Surgical Partners International will combine their short-stay surgery and imaging center assets into a new joint venture. The Tenet and USPI joint venture will be the largest provider of ambulatory surgery in the United States. Under the terms of the agreement, Tenet will initially own 50.1% of the joint venture and will consolidate its financial results. Welsh Carson and the other existing investors in USPI will initially own the remaining 49.9%. Tenet will have a path to full ownership of USPI over the next five years through a put/call structure. The joint venture will have ownership interests in 244 ambulatory surgery centers, 16 short-stay surgical hospitals and 20 imaging centers in 29 states. It will maintain the USPI brand, as well as USPI's innovative three-way partnership model with physicians and leading not-for-profit health systems. The combined operations will have partnerships with 50 health systems and more than 4,000 physicians at the facility level. Bill Wilcox will continue to lead USPI as chief executive officer, and Brett Brodnax, president and chief development officer of USPI, will lead the company's strategy and growth efforts. Kyle Burtnett, senior vice president for outpatient services at Tenet, will join USPI as president of ambulatory services and will take on the additional role of chief integration officer for the new venture. "Through strong partnerships with physicians and leading health systems, USPI has built a network of relationships and facilities that are providing high quality surgical care across the United States," said Trevor Fetter, Tenet's president and chief executive officer. "Creating this joint venture with the premier operator of short-stay hospitals and surgery centers has strategic and financial benefits for both parties. The partnership accelerates Tenet's and USPI's shared strategy to expand our ambulatory service offerings to meet growing consumer demand for services that are provided in a lower cost, more convenient setting and that are aligned with the long-term transition to value-based care. In addition, together Tenet, USPI and Conifer Health Solutions will be even better positioned as a strategic and capital partner to not-for-profit health systems. Financially, this transaction is expected to be neutral to EPS this year and accretive to EPS in 2016, to sustainably increase our growth and profitability, and improve our cash flow profile." Bill Wilcox, chief executive officer of USPI, said, "We share Tenet's vision and excitement with regard to the benefits of this transaction and look forward to working with Tenet to grow our ambulatory services platform. Tenet is committed to delivering high quality care and clearly values its partners, and together we will further establish USPI as the innovative leader in providing ambulatory solutions for healthcare systems. The growth potential of USPI is strengthened as a result of this partnership." Tenet also has entered into a definitive agreement to acquire from Welsh Carson the operations of Aspen Healthcare Ltd., which operates nine private hospitals and clinics in the United Kingdom. Aspen began as a two hospital system that was acquired by USPI in April 2000 with backing from Welsh Carson. USPI grew the system before a restructuring of the USPI group in 2012, which resulted in it becoming an independent company majority owned by Welsh Carson. Tenet is buying Aspen Healthcare from Welsh Carson for approximately $215 million in cash. Aspen Healthcare will not be included in the new joint venture. "Aspen Healthcare has achieved a strong track record of performance under Welsh Carson's ownership, and their significant and smart capital investments in recent years have positioned the company to drive additional robust growth in the future," said Mr. Fetter. Both transactions are subject to customary closing conditions, including in the case of USPI the receipt of regulatory approvals, and both are expected to close by the third quarter of 2015. In total, Tenet expects to raise $2.2 billion of debt related to these transactions, to be used principally to refinance $1.5 billion in existing debt of USPI, make the $0.6 billion in cash payments to Welsh Carson for USPI and Aspen, and for related transaction expenses. These transactions are expected to close by the third quarter of 2015, after which the company intends to update its 2015 guidance. J.P. Morgan and Lazard acted as financial advisors to Tenet, and Gibson, Dunn & Crutcher served as Tenet's legal counsel. Barclays acted as lead financial advisor to USPI, with Goldman Sachs also acting as financial advisor, and Ropes & Gray LLP serving as legal counsel. For Aspen, Barclays and Goldman Sachs served as financial advisors. Barclays has provided committed financing to Tenet as part of the transaction. Additional information is available for free at: http://is.gd/0i678q A full-text copy of the Contribution and Purchase Agreement is available for free at http://is.gd/U69cYy About Tenet Tenet Healthcare Corporation is a national, diversified healthcare services company with 110,000 employees united around a common mission: to help people live happier, healthier lives. The company operates 80 hospitals, 214 outpatient centers, six health plans and Conifer Health Solutions, a leading provider of healthcare business process services in the areas of revenue cycle management, value based care and patient communications. For more information, please visit www.tenethealth.com. Tenet Healthcare reported net income attributable to the Company's shareholders of $12 million for the year ended Dec. 31, 2014, compared to a net loss attributable to the Company's shareholders of $134 million during the prior year. As of Dec. 31, 2014, Tenet Healthcare had $18.1 billion in total assets, $16.9 billion in total liabilities, $401 million in redeemable non-controlling interest in equity of consolidated subsidiaries, and $785 million in total equity. * * * Tenet carries a 'B' IDR from Fitch Ratings, 'B' corporate credit rating from Standard & Poor's Ratings Services and 'B1' Corporate Family Rating from Moody's Investors Service. TENET HEALTHCARE: To Partner with Baylor Scott on Five Hospitals ---------------------------------------------------------------- Baylor Scott & White Health and Tenet Healthcare Corporation announced a definitive agreement to partner on providing care through five North Texas hospitals. The partnership will focus on delivering integrated, value-based care to communities in Rockwall, Collin and Dallas counties. Through this new partnership, the two organizations will jointly own Centennial Medical Center, Doctors Hospital at White Rock Lake, Lake Pointe Medical Center, and Texas Regional Medical Center at Sunnyvale -- currently owned and operated by a subsidiary of Tenet -- and Baylor Medical Center at Garland -- currently owned and operated by Baylor Scott & White Health. Baylor Scott & White Health will hold a majority ownership interest in the five hospitals, and all five will operate under the Baylor Scott & White Health brand. The transaction is subject to regulatory review and customary closing conditions. "This is an exciting step as we partner with a like-minded organization to create a strong network that will improve the health of individuals, families and communities across eastern and northeastern Dallas," says Gary Brock, president and chief operating officer of Baylor Scott & White Health, North Texas. "This partnership demonstrates our commitment to advancing population health in North Texas." "Our goal is to provide high-quality care for patients and families in the Dallas area," says Brett Lee, chief executive officer of Tenet's Dallas Market. "This partnership will strengthen our ability to provide better care for patients and better health in the communities we serve." Additional details of the definitive agreement include: * Governance: The partnership will be governed by a jointly appointed board of managers. In addition, each hospital will have a governing board and independent medical staffs and medical staff leadership responsible for certain medical staff and clinical matters. * Branding: Centennial Medical Center, Doctors Hospital at White Rock Lake, Lake Pointe Medical Center and Texas Regional Medical Center at Sunnyvale will transition to the Baylor Scott & White Health brand over a period of time. * Operations: Tenet will continue to manage the operations of Centennial Medical Center, Doctors Hospital at White Rock Lake, Lake Pointe Medical Center and Texas Regional Medical Center at Sunnyvale on behalf of the partnership. Baylor Scott & White Health will continue to manage Baylor Medical Center at Garland. * Leadership and Employees: The leadership teams for each hospital will remain in place, and there should be little-to- no change for employees at the five hospitals. * Medical Staffs: Each hospital will maintain an independent medical staff, and physicians will retain their current hospital privileges. * Community Benefit and Charity Care: Centennial Medical Center, Doctors Hospital at White Rock Lake, Lake Pointe Medical Center and Texas Regional Medical Center at Sunnyvale will adopt certain policies that are integral to Baylor Scott & White Health's identity and its traditions, including its policies and standards related to charity care and community benefit. Baylor Medical Center at Garland will continue to meet or exceed the same standards. Separately, Tenet's North Texas accountable care organization recently entered into an affiliation agreement with the Baylor Scott & White Quality Alliance, effective Feb. 23, 2015. For members of the Baylor Scott & White Quality Alliance, a leading accountable care organization in Texas, this agreement increases convenient access to coordinated and integrated care by adding four hospitals, six outpatient centers and more than 170 physicians to the network. About Baylor Scott & White Baylor Scott & White Health, the organization formed from the 2013 merger between Baylor Health Care System and Scott & White Healthcare, is today the largest not-for-profit health care system in the State of Texas. With total assets of $9 billion and serving a population larger than the state of Virginia, Baylor Scott & White Health has the vision and resources to provide its patients continued quality care while creating a model system for a dramatically changing health care environment. The organization now includes 49 hospitals, more than 800 access points, more than 5,800 active physicians, 35,000 employees and the Scott & White Health Plan. About Tenet Tenet Healthcare Corporation -- http://www.tenethealth.com/-- is a national, diversified healthcare services company with 110,000 employees united around a common mission: to help people live happier, healthier lives. The company operates 80 hospitals, 214 outpatient centers, six health plans and Conifer Health Solutions, a leading provider of healthcare business process services in the areas of revenue cycle management, value based care and patient communications. Tenet Healthcare reported net income attributable to the Company's shareholders of $12 million for the year ended Dec. 31, 2014, compared to a net loss attributable to the Company's shareholders of $134 million during the prior year. As of Dec. 31, 2014, Tenet Healthcare had $18.1 billion in total assets, $16.9 billion in total liabilities, $401 million in redeemable non-controlling interest in equity of consolidated subsidiaries, and $785 million in total equity. * * * Tenet carries a 'B' IDR from Fitch Ratings, 'B' corporate credit rating from Standard & Poor's Ratings Services and 'B1' Corporate Family Rating from Moody's Investors Service. TOWERGATE FINANCE: March 27 Hearing on U.S. Recognition ------------------------------------------------------- Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the Southern District of New York will convene a hearing on March 27, 2015, to consider Towergate Finance PLC's petition for recognition of its English proceeding as the main forum of action for its restructuring. The Debtor, an English public limited company, has issued secured and unsecured debt that it seeks to adjust through two separate but related schemes of arrangement to be approved by the affected creditors and ultimately by the English Court under part 26 of the Companies Act 2006 of England and Wales. In order to mitigate the risk of a dissenting creditor suing under the applicable indentures in U.S. courts to frustrate the Debtor's successful financial restructuring under the Schemes, the Foreign Representative files this Petition seeking this Court's aid in extending the protections granted by the English Court under the Schemes to the territorial jurisdiction of the United States. Towergate's trading performance since mid-2014, coupled with the significant risk that it may have material liabilities under certain ongoing regulatory investigations into its historic business practices, has resulted in the Towergate Group facing financial difficulties, particularly in light of the Debtor's debt service obligations. As a result, the Debtor has, since November 2014, been in negotiations with its key creditor constituencies and other stakeholders with a view to restructuring its capital structure and financial obligations. On Feb. 2, 2015, the Debtor, which relies on cash generated by its operating subsidiaries to service its debt, did not make an interest payment due on that day in respect of certain of its senior secured notes. The Towergate Group's negotiations with an ad hoc group of senior secured creditors and an ad hoc group of senior unsecured noteholders recently resulted in an agreed framework for a financial restructuring that, if approved by at least the senior secured creditors and, if applicable, its senior unsecured noteholders, will be implemented through the Schemes. Only two classes of the Debtor's creditors -- its Existing Senior Secured Creditors and its Existing Senior Unsecured Noteholders -- will have their rights affected by, and will vote on, the relevant Scheme. As of the date hereof, holders of 86.2% of the Existing Senior Secured Debt and holders of approximately 86.9% of the Existing Senior Unsecured Notes have entered into a lockup and restructuring agreement with the Debtor pursuant to which they have agreed to vote in favor of their respective Schemes. The Debtor thus expects each of the Schemes to be approved by each of the applicable classes of debt. This scenario is referred to in the Scheme documents and herein as the "Composite Restructuring." Under the Composite Restructuring, the senior secured creditors will, in consideration for the release and discharge of the Debtor's Existing Senior Secured Debt, receive a combination of cash, new debt, equity interests in a new holding company ("TopCo") and the right to subscribe for new super senior debt and participate in a back-stopped offering of shares in TopCo. The Existing Senior Unsecured Noteholders will, in consideration for the release and discharge of the Debtor's Existing Senior Unsecured Notes, receive equity interests in a new holding company controlled by the Existing Senior Unsecured Noteholders that will be a shareholder in TopCo and the right to participate in a back-stopped offering of shares in TopCo. However, if the Senior Secured Scheme is approved by the Existing Senior Secured Creditors but the Parallel SUN Scheme is not approved by the Existing Senior Unsecured Noteholders (or certain other conditions do not occur), the Composite Restructuring toggles to an alternative restructuring between the Debtor and the Existing Senior Secured Creditors. Under this scenario, the Existing Senior Secured Creditors will, in consideration for the release and discharge of the Debtor's Existing Senior Secured Debt, receive the entire share capital in TopCo, and new senior secured and subordinated debt and the right to subscribe for new super senior debt. In this scenario, the guarantees granted by the Debtor's Parent and its subsidiaries in respect of the Existing Senior Unsecured Notes will be released in accordance with a contractual release mechanism in the Existing Intercreditor Agreement. In order to effectuate the restructuring contemplated by the Schemes, the Debtor, through its Scott Egan, the foreign representative of the Debtor, seeks recognition of the English Proceeding as a foreign main proceeding and requests the Court grant full force and effect to the English Court's order approving the applicable Schemes. Pursuant to the indentures governing the senior secured notes and the senior unsecured notes, the Debtor has expressly consented to the jurisdiction of any federal or state court located in the Borough of Manhattan in the City of New York, New York in connection with any disputes arising out of the relevant indentures. Thus, according to Mr. Egan, absent relief from the U.S. Court honoring the discharge and release of debts obtained in the Schemes, a dissenting noteholder in a class that has otherwise voted in favor of the Schemes could commence a lawsuit in the United States seeking to obtain more than its pro rata share of its class's distributions. Mr. Egan notes that the English Proceeding grants substantial due process rights to the Debtor's affected creditors that sufficiently protect their interests and is consistent with, and not manifestly contrary to, U.S. public policy. A copy of the Petition for U.S. Recognition is available for free at http://bankrupt.com/misc/Towergate_US_Recognition.pdf About Towergate Finance Towergate Finance is an independently-owned insurance intermediary company distributing general insurance products in the United Kingdom through its own brokers and third party brokers, including mortgage brokers and other mortgage intermediaries. Towergate Finance is a subsidiary of privately held Towergate Holdings II Limited and Towergate Partnershipco Limited, which is owned by investment funds managed by the private equity firm Advent International Corporation and individual shareholders. Towergate's corporate headquarters are located in Kent, England, and it has more than 90 offices across the U.K. Towergate does not currently have any operations outside of the U.K. The Towergate group's trading performance since mid-2014, coupled with the significant risk that it may have material liabilities relating to the ongoing UK Financial Conduct Authority investigations into its historic business practices, has resulted in the Towergate Finance and the Group facing financial difficulties particularly in the context of Towergate Finance's debt service obligations. On Feb. 2, 2015, Towergate Finance failed to make an interest payment due under its floating rate senior secured notes due 2018. On Feb. 6, 2015, Towergate proposed with the Chancery Division (Companies Court) of the High Court of Justice of England and Wales schemes of arrangement that would adjust its secured and unsecured debt. The schemes of arrangement are subject to approval by the affected creditors and ultimately by the English Court. To ward off the threat of a lawsuit in the U.S. from a dissenting investor, Towergate Finance filed for Chapter 15 bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-10509) in Manhattan in the United States on March 6, 2015. Scott Egan, as foreign representative, signed the petition. Aaron Javian, Esq., at Linklaters LLP, in New York, serves as counsel in the U.S. case. UCI INTERNATIONAL: Moody's Cuts CFR to Caa1, Outlook Negative ------------------------------------------------------------- Moody's Investors Service downgraded the ratings of UCI International, Inc. (UCI) -- Corporate Family and Probability of Default, to Caa1 and Caa1-PD, from B3 and B3-PD, respectively. UCI is the parent of United Components, Inc. In a related action Moody's downgraded the ratings on UCI's senior secured bank credit facilities to B1 from Ba3, and senior unsecured note to Caa2 from Caa1. The rating outlook remains negative. The following ratings were downgraded: UCI International, Inc. -- Corporate Family Rating, to Caa1 from B3; -- Probability of Default Rating, to Caa1-PD from B3-PD; -- $75 million guaranteed senior secured revolving credit due 2016, to B1 (LGD2) from Ba3 (LGD2); -- $288 million (remaining amount) guaranteed senior secured term loan due 2017, to B1 (LGD2) from Ba3 (LGD2); -- $400 million guaranteed senior unsecured notes due 2019, to Caa2 (LGD5) from Caa2 (LGD5). The downgrade of UCI's Corporate Family Rating to Caa1 incorporates the risks around the unresolved strategic review of the ownership of the businesses operated by UCI announced in August 2014 combined with the near-term January 2016 maturity of the company's $75 million revolving credit facility. The timing and form of the resolution of the strategic review has not been announced. While Moody's believes that UCIs performance over the near-term could stabilize at about $100 million of EBITDA by year-end 2015, this result is contingent on the stability of pricing pressure in the company's end markets, the attainment of anticipated cost savings, and the elimination of restructuring charges related to any additional cost savings actions. For the year ending December 31, 2014, UCI's Debt/EBITDA approximated 11.8x (inclusive of Moody's standard adjustments). After excluding factored receivables, Debt/EBITDA remains high at about 8.8x. UCI's EBITA/Interest was about 0.9x. Moody's believes that UCI's weak credit metrics combined with the risks around the ability to resolve the company's strategic review, extend debt maturities, and stabilize operating performance could result in a distressed exchange of the senior unsecured notes. Despite the above challenges, Moody's continues to consider UCI to be well positioned in the automotive aftermarkets industry with a strong market position in: filtration products with leading private label brands; fuel delivery systems; cooling systems; and vehicle electronic products. The automotive aftermarket industry benefits from the increasing age of light vehicles in use, estimated to be 11.4 years in 2014, with the proportion of vehicles over 11 years of age also increasing. Also supporting, the industry is growth in average miles driven in the U.S, estimated to be 1.4% in 2014, compared to 0.6% in 2013. UCI maintains a weak liquidity profile weighed by the January 26, 2016 maturity of its $75 million revolving credit facility. Moody's expect the revolving credit maturity and the July 26, 2017 maturity of the senior secured term loan to be addressed following the resolution of the strategic review of the ownership of the business by the company's shareholder, an affiliate of Rank Group Limited. However, the timing and form of this resolution has not been determined as of this writing. As of December 31, 2014, the revolver had $48.5 million of availability after $20 million of borrowings and $6.5 million of outstanding letters of credit. UCI should be able to generate nominally positive free cash flow by the end of 2015, as implemented cost savings are realized, and working capital levels are normalized following restructuring actions taken in 2014. Supporting UCI's liquidity profile was $44.5 million of cash and cash equivalents as of December 31, 2014, with about $31 million of this amount at the issuer and guarantor subsidiaries. Financial covenants under the bank credit facilities are a senior secured leverage ratio test and interest coverage ratio test. Both are expected to have sufficient cushion for UCI to access the vast majority of the revolving credit facility through its maturity on January 26, 2016. UCI's accounts receivable factoring program continues to represent a liquidity risk if these programs are discontinued. Had UCI not factored accounts receivables, additional accounts receivable of $284.2 million would have been outstanding as of Dec. 31, 2014. These factoring arrangements support the commercial relationships between UCI and certain of its longstanding customers. As such, these programs are expected to remain largely in place over the intermediate term. The negative rating outlook reflects the company's weak credit metrics along with a weak liquidity profile resulting from the near-term maturity of the revolving credit facility. Future events that could drive UCI's ratings lower include: in Moody's view, continued uncertainty over the timing of the resolution of the strategic business review; the expectation of maintaining a weak liquidity profile; or expectations of a deteriorating economic environment, or market share losses which would drive lower operating margins. Consideration for a lower rating would result if any combination of the above factors would lead to further deterioration in EBITA/Interest, or increase leverage. Future events that could potentially improve the company's outlook or ratings include: improvement in revenues and operating margins through organic growth and the impact of cost savings actions, and a resolution of the company's strategic review combined with an extension of the company's debt maturities. Consideration for a higher outlook or rating could arise if any combination of these factors were to result in EBITA/Interest sustained above 1x, and leverage approaching 6.0x (excluding factored receivables). The principal methodology used in these ratings was Global Automotive Supplier Industry published in May 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. UCI International Inc. headquartered in Lake Forest, Illinois, is a leading supplier to the light and heavy-duty vehicle aftermarket for replacement parts, supplying a broad range of filtration, fuel delivery systems, vehicle electronics and cooling systems products. The company manufactures under its own proprietary brands such as Airtex, Wells, ASC and Champ, and under other private labels and licensing arrangements. Revenues in 2014 were approximately $1 billion. UCI is a wholly owned subsidiary of UCI Holdings Limited which is owned by an affiliate of Rank Group Limited. UNITED AMERICAN: Suspending Filing of Reports with SEC ------------------------------------------------------ United American Health Healthcare Corporation filed a Form 15 with the Securities and Exchange Commission to terminate the registration of its common stock, no par value. The Company is eligible for the the voluntary termination because there were only 92 holders of the Company's common shares as of March 17, 2015. As a result, the Company's duty to file reports with the SEC will be suspended. About United American Chicago-based United American Healthcare, through its wholly owned subsidiary Pulse Systems, LLC, provides contract manufacturing services to the medical device industry, with a focus on precision laser-cutting capabilities and the processing of thin-wall tubular metal components, sub-assemblies and implants, primarily in the cardiovascular market. The Company disclosed a net loss of $769,000 on $3.23 million of contract manufacturing revenue for the six months ended Dec. 31, 2013, as compared with net income of $82,000 on $3.83 million of contract manufacturing revenue for the same period in 2012. Bravos & Associates, CPA's, in Bloomingdale, Illinois, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2013. The independent auditors noted that the Company's liabilities and working capital raise substantial doubt about its ability to continue as a going concern. The Company's balance sheet at March 31, 2014, showed $15.0 million in total assets, $13.1 million in total liabilities and $1.84 million in total shareholders' equity. UNITED SURGICAL: Tenet Acquisition No Impact on Moody's B2 Rating ----------------------------------------------------------------- Moody's Investors Service commented that the announced acquisition of United Surgical Partners International, Inc. (USPI) (B2 stable) by Tenet Healthcare Corporation (B1 review for downgrade) has no impact on the company's existing credit ratings. The total consideration is valued at $2.6 billion. There are no immediate changes to USPI's current ratings, including the B2 Corporate Family Rating or stable outlook. The principal methodology used in this rating was the Global Healthcare Service Providers published in December 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. United Surgical Partners International, Inc. headquartered in Dallas, TX, owns and operates ambulatory surgery centers and surgical hospitals in the United States. At Dec. 31, 2014, the company operated 219 short-stay surgical facilities. UNIVERSITY GENERAL: U.S. Trustee Forms Creditors Committee ---------------------------------------------------------- United States Trustee Judy A. Robbins formed a nine-member panel of unsecured creditors in the Chapter 11 cases of University General Health System, Inc., et al. The Committee members are: 1. Hillair Capital Management L.P. Attn: Sean M. McAvoy, Managing Member Lorton Avenue, Suite 303 Burlingame, CA 94010 Tel: 415.306.6945 E-mail: seanm@hillaircapital.com 2. Siemens Medical Solutions USA, Inc. Attn: Gregory Hauck 51 Valley Stream Pkwy. Malvern, PA 19355 Tel: 610.219.8598 Fax: 610.219.8333 E-mail: gregory.hauck@siemens.com 3. Vital Weight Control, Inc., d/b/a Neweigh Attn: Diane Crumley, President 5423 Holly Springs Dr. Houston, TX 77056-2021 Tel: 713.201.2347 Fax: 713.772.8248 E-mail: dlcrumley10@gmail.com 4. 683 Capital Partners, LP Attn: Joseph Patt, Partner/Head Trader 3 Columbus Circle, Suite 2205 New York, NY 10019 Tel: 212.554.2380 E-mail: jpatt@683capital.com 5. Management Affiliates of Northeast Houston, LLC Attn: Robert Stephen Grayson, D.O. 22751 Professional Drive Kingwood, TX 77339 Tel: 281.319-8310 Fax: 281.476.6612 E-mail: stephen.grayson@gmail.com 6. Emergency Medical Group LLC d/b/a Elitecare Emergency Center Attn: Jeff Addicks, General Counsel 211 Highland Cross, Suite 275 Houston, TX 77073 Tel: 281.784.1500 Fax: 281.784.1522 E-mail: jeff.addicks@enfinahealth.com 7. NEC Kingwood Emergency Center, LP d/b/a Kingwood Emergency Center Attn: John Decker, CFO 1120 Broadway, Suite 2320 Pearland, TX 77584 Tel: 713.436.5200 Fax: 713.436.9669 E-mail: jdecker@nec24.com 8. Jacinto Medical Group, PA Attn: Siraj Jiwani, CEO 2800 Garth Road Baytown, TX 77521 Tel: 832.724.7466 281.425.3840 Fax: 281.425.3898 E-mail: sjiwani@jacintomedicalgroup.com 9. RockHill Global LLC Attn: Pavel Oliva 245 E. 58th Street, Suite 19A New York NY 10022 Tel: 212.792.0200 E-mail: pavel.oliva@rhgllc.com An organizational meeting to form a creditors committee was convened in the Offices of the United States Trustee on March 16, 2015. About University General University General Health System, Inc., with headquarters in Houston, Texas, is a multi-specialty health care provider that delivers concierge physician- and patient-oriented services. UGHS and its consolidated subsidiaries operate, amongst others, a general acute care hospital, ambulatory surgical centers, hyperbaric wound care centers, diagnostic imaging centers, physical therapy centers, and senior living centers. UGHS owns the University General Hospital, a 72-bed, general acute care hospital in the heart of the Texas Medical Center in Houston, Texas. UGHS and its affiliated entities sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 15-31086) in Houston, Texas, on Feb. 27, 2015. The case is assigned to Judge Letitia Z. Paul. The Debtors have tapped John F Higgins, IV, Esq., Aaron James Power, Esq., and Joshua W. Wolfshohl, Esq., at Porter Hedges LLP, in Houston, Texas, as counsel. Upshot Services, LLC, is the claims and noticing agent. VERISIGN INC: Moody's Affirms 'Ba2' CFR, Outlook Stable ------------------------------------------------------- Moody's Investors Service assigned a Baa3 rating to VeriSign, Inc.'s new senior unsecured notes and affirmed Verisign's Ba2 Corporate Family Rating, Ba2-PD Probability of Default rating and the SGL-1 speculative grade liquidity rating. Moody's also affirmed the Baa3 rating for Verisign's existing $750 million of senior unsecured notes. The outlook for the ratings is stable. The company will use net proceeds from new senior notes for general corporate purposes, including share repurchases. Pro forma for the $400 million of new debt, Verisign's total debt to EBITDA (Moody's adjusted, mainly for non cash stock compensation and capitalized operating leases) will increase from 3.2x to 3.8x, offsetting the deleveraging since the recapitalization in April 2013. Moody's affirmed Verisign's Ba2 CFR based on the expectation that leverage will gradually decline to 3.5x over the next 12 to 24 months, and that the company will produce free cash flow in excess of 22% of total debt over this period. The large increase in senior unsecured debt relative to Verisign's subordinated convertible debentures has resulted in reduced junior debt cushion available to senior notes. As a result, the rating for Verisign's senior unsecured notes is weakly positioned in the Baa3 rating category and a meaningful increase in senior unsecured debt levels, including increases in borrowing capacity under the revolving credit facility, will likely trigger a downgrade of the rating for the senior notes. The Ba2 CFR reflects Verisign's strong market position as the exclusive global registry operator for domain names in the.com top level domain (TLD). The company provides global registry services for .com, .net and other generic TLDs under agreements with Internet Corporation for Assigned Names and Numbers (ICANN), and in the case of the .com registry, additionally with the U.S. Department of Commerce (DOC). The rating is further supported by Verisign's predictability of revenues in its registry operations, and Moody's expectations of solid free cash flow relative to debt. Moody's expects Verisign to maintain robust levels of cash relative to debt. However, Verisign's revenue growth rates have moderated due to a maturing U.S. market and increasing competition from new gTLDs assigned by the ICANN and from country code TLDs in foreign markets. The company has limited ability to raise prices for the .com domains under the cooperative agreement with the U.S. Department of Commerce. The rating is also constrained by Verisign's concentration of revenue in the .com and .net registry operations. Furthermore, while Verisign has renewal rights under its registry operations agreements with ICANN and the DOC, the company's dependence on the exclusivity agreements and uncertainty about potential revisions in the terms of the agreements increases Verisign's business risks. The Ba2 rating also considers Verisign's moderately high leverage and its history of significant returns of capital to shareholders. Moody's does not anticipate increase in debt levels to fund share buybacks over the next 12 to 18 months. The SGL-1 liquidity rating reflects Verisign's highly liquid balance sheet, including cash available at its domestic subsidiaries, strong free cash flow and availability under the revolving credit facility. The stable outlook is based on Moody's expectations that Verisign's leverage will gradually decline from EBITDA growth toward the mid 3x level and the company should produce free cash flow in excess of 20% of total debt. Verisign's ratings could be downgraded if aggressive financial policies or intensifying competition result in a deterioration in liquidity, including a material erosion in cash and cash equivalents, or the financial risk profile. Specifically, Moody's could downgrade Verisign's ratings if Moody's believes that the company is unlikely to sustain leverage below 4.0x and free cash flow in excess of about 15% of total debt (both metrics on Moody's adjusted basis). Moody's could upgrade Verisign's ratings if the company demonstrates a commitment to conservative financial policies and maintains total debt-to-EBITDA below 3.0x (Moody's adjusted), it generates good operating cash flow growth, and revenue diversity increases through success in new product initiatives. In addition, an upgrade would be contingent upon Moody's continued expectations that the company should be able to renew its exclusive right to operate the .com registry with ICANN and get approvals from the DOC at substantially similar terms. Moody's has assigned the following ratings: Issuer: VeriSign, Inc. -- Proposed Senior Unsecured notes due 2025 --Baa3 (LGD 2) The following ratings were affirmed: Issuer: VeriSign, Inc. -- Corporate Family Rating -- Ba2 -- Probability of Default Rating -- Ba2-PD -- $750 million of Senior Unsecured notes due 2023 -- Baa3 (LGD 2) -- Speculative Grade Liquidity -- SGL-1 -- Outlook - Stable Headquartered in Reston, VA, Verisign provides Internet infrastructure services. Verisign reported $1.01 billion in revenue in 2014. The principal methodology used in these ratings was Global Software Industry published in October 2012. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. VERISIGN INC: S&P Affirms 'BB+' Corp. Credit Rating --------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'BB+' corporate credit rating on Reston, Va.-based VeriSign Inc. (Verisign). The outlook is stable. At the same time, S&P assigned a 'BB+' issue-level rating to Verisign's $400 million senior unsecured notes due 2025. The '3' recovery rating on these instruments indicate S&P's expectation for meaningful recovery (50% to 70%) in the event of payment default. The recovery rating for these instruments is capped at '3' per S&P's criteria. "The rating reflects our view of Verisign's 'modest' financial risk profile reflecting its consistent operating performance and strong cash flow characteristics despite the additional debt, the proceeds of which we anticipate will be primarily used for shareholder returns," said Standard & Poor's credit analyst Andrew Chang. The stable outlook reflects S&P's expectation that the company will maintain its market position and stable operating performance while continuing to pursue a similar level of shareholder returns over the near term. VERMILLION INC: George Schuler Reports 13.7% Stake as of March 23 ----------------------------------------------------------------- George Schuler disclosed in a regulatory filing with the Securities and Exchange Commission that, as of March 23, 2015, he may be deemed to beneficially own, in the aggregate, 5,907,688 shares of of common stock of Vermillion, Inc., representing approximately 13.7% of the Shares outstanding. This amount consists of (A) 1,787,536 Shares held by the Tino Trust; (B) 1,787,536 Shares held by the Tanya Trust; (C) 1,787,536 Shares held by the Therese Trust; (D) 188,888 Shares held by the Continuation Trust; (E) 188,888 Shares held by the Grandchildren LLC; (F) 26,000 Shares held by Gayle Schuler; and (E) 141,304 Shares held by Seascape Partners L.P. The percentage is based on a total of 43,115,790 Shares reported as outstanding as of Feb. 10, 2015, in the Issuer's registration statement on Form S-3 filed on Feb. 11, 2015. Jack W. Schuler also reported beneficial ownership of 7,961,368 common shares or 18.5 percent equity stake as of May 13, 2013. A copy of the regulatory filing is available for free at: http://is.gd/6xSy1I 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. VERSO PAPER: Files 2014 Financial Statements of Newpage ------------------------------------------------------- Verso Paper Holdings, LLC, filed with the Securities and Exchange Commission a current report on Form 8-K on Jan. 7, 2015, to report, among other things, the consummation of the acquisition by Verso of NewPage Holdings Inc. On March 23, 2015, Verso amended the Form 8-K to provide the audited consolidated financial statements of NewPage and its predecessor, NewPage Corporation, as of Dec. 31, 2014, and 2013, and for the three years ended Dec. 31, 2014, and the unaudited pro forma condensed combined financial information of Verso and Verso Holdings. NewPage Holdings reported a net loss of $328 million on $3.06 billion of net sales for the year ended Dec. 31, 2014, compared to a net loss of $2 million on $3.05 billion of net sales in 2013. As of Dec. 31, 2014, NewPage Holdings had $1.79 billion in total assets, $1.57 billion in total liabilities and $223 million in total equity. A full-text copy of the Report is available for free at http://is.gd/HilOWV About Verso Verso is a North American producer of coated papers, including coated groundwood and coated freesheet, and specialty products. Verso is headquartered in Memphis, Tennessee, and owns three paper mills located in Maine and Michigan. Verso's paper products are used primarily in media and marketing applications, including magazines, catalogs and commercial printing applications such as high-end advertising brochures, annual reports and direct-mail advertising. Additional information about Verso is available on its Web site at http://www.versopaper.com/ Verso Paper reported a net loss of $356 million on $1.29 billion of net sales for the year ended Dec. 31, 2014, compared with a net loss of $111 million on $1.38 billion of net sales in 2013. As of Dec. 31, 2014, Verso Holdings had $900.9 million in total assets, $1.68 billion in total liabilities and a $780.3 million total deficit. * * * As reported by the TCR on July 10, 2014, Standard & Poor's Ratings Services lowered its corporate credit rating on Memphis, Tenn.- based Verso Paper Holdings LLC to 'CC' from 'CCC'. "The rating action reflects the announcement that the company plans to conduct a two-part exchange for its senior secured second-priority notes and senior subordinated notes," said Standard & Poor's credit analyst David Kuntz. The TCR reported on June 24, 2014, that Moody's Investors Service downgraded Verso Paper's corporate family rating (CFR) to 'Caa3' from 'B3' and probability of default rating (PDR) to 'Caa3-PD' from 'Caa2-PD'. Verso's Caa3 CFR reflects the elevated risk of a default or distressed exchange in the next 12 months, the company's weak liquidity, high leverage (adjusted leverage over 13x), and the expectation that the company will continue to face secular demand declines and weak prices for most of the grades of coated paper it produces. VISTEON CORP: S&P Affirms 'B+' Rating on HVCC Sale -------------------------------------------------- Standard & Poor's Ratings Services affirmed its corporate credit rating on Visteon Corp. The outlook remains positive. At the same time, S&P is raising its issue-level rating on the company's senior secured debt to 'BB' from 'BB-' and revising the recovery rating to '1' from '2'. This follows the anticipated pay-down of structurally senior debt related to HVCC and a further debt reduction of about $250 million on its term loan, post-amendment. The '1' recovery rating indicates S&P's expectation for a very high recovery (90% to 100%) for debtholders following a hypothetical payment default. "The positive outlook reflects our view that there is at least a one-third probability that Visteon's ongoing transformation into a business focused on cockpit electronics could lead to a higher rating over the next 12 months," said Standard & Poor's credit analyst Nishit K Madlani. A higher rating assumes that the company improves its profitability through the successful integration of the electronics business acquired from Johnson Controls Inc.'s (JCI) automotive electronics division assets, further cost-cutting initiatives and efficiencies gained by information technology investment. S&P's business risk assessment incorporates the company's participation in the highly competitive, cyclical global auto supplier market. Although the company has balanced geographic concentration, Visteon also has customer concentration with Ford Motor Co. and Renault/Nissan Alliance. With the sale of HVCC, the company has below-average profitability for the auto supplier sector, with adjusted EBITDA margins of 7.5% to 8.5%. The path to a higher rating in part depends on the realization of higher margins and improved comparability of its operational flexibility with higher-rated peers. S&P's financial risk profile assessment reflects its view of the company's inconsistent free operating cash flow (FOCF) in recent years, which S&P estimates will be negative in 2015 due to restructuring cost and positive in 2016, and manageable debt maturities. As S&P includes the impact of restructuring on EBITDA, it expects Visteon's total debt leverage to be nearly 5x in 2015; however, S&P sees it moving below 3x in 2016 due mostly to declining restructuring costs and S&P's estimate of modest synergies arising from the integration of JCI's electronic business. S&P considers Visteon's liquidity as "adequate" and its debt maturities manageable over the next 12 months. The positive outlook reflects at least a one-in-three likelihood of an upgrade over the next 12 months based on a credible pathway toward positive free operating cash flow in 2016 following the sale of its 70% stake in Halla Visteon Climate Control Corp. S&P could raise the rating on Visteon if it expects that the company will achieve and sustain FOCF to total debt of greater than 10%. S&P would also need to believe that debt leverage will move well below 4x sustainably and the company's financial policy, following the CEO-transition, remains supportive of these levels. For an upgrade, S&P would expect to see a track record of performance signaled by the successful realization of expected synergies and cost-savings and underscored by an improving competitive position in its business over the next 12 months. S&P could revise the rating outlook to stable if it concludes that the company cannot sustain debt leverage below 4x and FOCF to total debt near 10% or higher. S&P could also revise the outlook to stable if it believes the company cannot sustainably improve its competitive position as a result of recent asset transactions. WEST COAST GROWERS: Meeting of Creditors on April 23 ---------------------------------------------------- A meeting of creditors of West Coast Growers, Inc. will be held on April 23, 2015, at 10:00 a.m. at Fresno Meeting Room 1452. A separate meeting of creditors of Salwasser, Inc., is scheduled to be held at 10:30 a.m. on the same date, according to a notice filed with the Court. Deadline for creditors to file their proofs of claim is July 22, 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. About West Coast Growers West Coast Growers, Inc., a Kerman, California-based processor and distributor of California raisins, sought Chapter 11 bankruptcy protection (Bankr. E.D. Cal. Case No. 15-11079) on March 20, 2015, in Fresno, California. The case is assigned to Judge W. Richard Lee. Related entity Salwasser, Inc. (the 100% shareholder of WCG) also sought bankruptcy protection on March 20, 2015 (Case No. 15-11080). Charlotte Ellen Salwasser filed a Chapter 11 petition (Case No. 15-10705) on Feb. 26, 2015. Ms. Salwasser an husband George Salwasser are the principals and 50% shareholders of Salwasser, Inc. Mr. Salwasser is the president of WCG, and Ms. Salwasser is the vice president and secretary of WCG. West Coast Growers disclosed total assets of $10.1 million and total liabilities of $59.6 million. Hagop T. Bedoyan, Esq., Jacob L. Eaton, Esq., at Lisa A. Holder, Esq., at Klein, Denatale, Goldner, Cooper, Rosenlieb & Kimball, LLP, serve as West Coast Growers' attorneys. Peter L. Fear, Esq., at Fear Law Group, P.C., represents Salwasser as counsel. WPCS INTERNATIONAL: Posts $3.45 Million Net Loss in 3rd Quarter --------------------------------------------------------------- WPCS International Incorporated filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to the Company's common shareholders of $3.45 million on $6.36 million of revenue for the three months ended Jan. 31, 2015, compared to a net loss attributable to the Company's common shareholders of $3.54 million on $6.26 million of revenue for the same period in 2014. For the nine months ended Jan. 31, 2015, WPCS reported a net loss attributable to the Company's common shareholders of $9.59 million on $20.3 million of revenue compared to a net loss attributable to the Company's common shareholders of $9.95 million on $15.02 million of revenue for the same period a year ago. As of Jan. 31, 2015, the Company had $14.8 million in total assets, $14.8 million in total liabilities and a $36,000 total deficit. "The Company's continuation as a going concern beyond the next twelve months from the date of filing and our ability to discharge our liabilities and commitments in the normal course of business is ultimately dependent upon the execution of our future plans, which include our ability to generate future operating income, reduce operating expenses and produce cash from our operating activities, which will be affected by general economic, competitive, and other factors, many of which are beyond our control and our ability to raise additional funds either through the financing or sale of assets or raising additional capital through equity or debt markets. Presently we have no commitments to raise cash or capital and these factors raise substantial doubt about the Company's ability to continue as a going concern," the Company states in the Report. A full-text copy of the Form 10-Q is available for free at: http://is.gd/d7gt13 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. 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. XRPRO SCIENCES: Reports $569,000 Net Loss for 2014 -------------------------------------------------- XRPro Sciences, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss applicable to common stock of $569,000 on $542,000 of sales for the year ended Dec. 31, 2014, compared to a net loss applicable to common stock of $5.88 million on $708,000 of sales during the prior year. As of Dec. 31, 2014, XRPro had $7.63 million in total assets, $2.49 million in total liabilities, $133,000 in convertible redeemable preferred stock, and $5 million in total stockholders' equity. "We have a history of annual losses from operations since inception and we have primarily funded our operations through sales of our unregistered equity securities and cash flows generated from government contracts and grants. The settlement of the Los Alamos National Security matter has resulted in a gross cash injection of $7,000,000 (net cash injection of $5,502,000 after legal expenses and discretionary bonus payments). The closing of the Private placement on December 31, 2014 resulted in a gross cash injection of $5,018,867 and net proceeds of $4,579,858 after placement agent fees and expenses," the Company said in the Report. A full-text copy of the Form 10-K is available for free at: http://is.gd/QIN1D4 About XRpro Sciences, Inc. XRpro Sciences, Inc., formerly known as Caldera Pharmaceuticals Inc., provides a unique platform for drug discovery and development services featuring high throughput screening of ion channel assays for the pharmaceutical industry. The Company's proprietary advances in X-ray fluorescence provide measurements that would otherwise be difficult or impossible applying other readily available technologies. XRpro technology directly measures the activity of a drug target, without the need for costly and artifact-causing chemical dyes or radiolabels. For further information, please visit www.xrpro.com. Caldera incurred a net loss applicable to common stock of $5.88 million in 2013, a net loss of $952,000 in 2012, and a net loss of $2.35 million in 2011. ZION PARK: Moody's Cuts GO Debt Rating to Ba1, Outlook Negative --------------------------------------------------------------- Moody's Investors Service downgraded the rating on Zion Park District, IL's general obligation (GO) debt to Ba1 from Baa3 and the rating on the district's general obligation limited tax (GOLT) debt certificates to Ba2 from Ba1. The Ba1 rating applies to $1.9 million in outstanding general obligation (GO) alternate revenue debt and $540,000 in GOLT debt service extension base (DSEB) debt. The Ba2 rating applies to $400,000 in outstanding GOLT debt certificates. The outlook is negative. The Ba1 rating reflects the district's rapidly declining tax base; limited revenue raising ability as the district is operating at property tax rate caps in almost all of its major operating funds, and narrow Operating Fund cash reserves. Also incorporated in the rating is the district's reliance regular borrowing to support debt service payments on outstanding debt, including plans to fully leverage its debt service extension base (DSEB) to support GO alternative revenue source debt service. The district's Ba2 debt certificate rating reflects the lack of a dedicated property tax levy for repayment of debt service, along with the district's narrow liquidity position. The negative outlook reflects our expectation that the district's finances will remain limited, requiring regular borrowing to pay debt service on existing debt, as well as expectations for continued, material tax base declines. What could make the rating go up (or remove the negative outlook): - Stabilization or growth in the district's property tax base - Growth in overall liquidity supported by balanced operations - Formalized planning toward and the attainment of self supporting enterprises - Discontinuation of the practice of borrowing to support recurring debt service on outstanding debt What could make the rating go down: - Further deterioration in property tax base valuations - Recreation Fund tax rate hitting property tax rate cap - Erosion of operating liquidity - Increased Enterprise Fund dependency on the General Fund The district is located in Lake County, IL and is essentially coterminous with the city of Zion with access to the Chicago and Milwaukee metropolitan regions. The district operates a swimming pool, two golf courses, two community centers, and 23 parks. The district's outstanding GO and GOLT debt represent three different security types. Approximately $1.9 million is secured by the district's GO alternate revenue pledge, which is ultimately secured by the district's property tax pledge that is unlimited by rate or amount. Roughly $540,000 of outstanding GOLT debt is secured by the district's DSEB, which benefits from a dedicated property levy that is limited as to amount but unlimited as to rate. The district has $400,000 of outstanding debt certificates which do not benefit from a designated levy. The principal methodology used in this rating was US Local Government General Obligation Debt published in January 2014. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Jerry L. Russell and Lynn M. Russell Bankr. M.D. Fla. Case No. 15-01085 Chapter 11 Petition filed March 13, 2015 In re Children of America (Lansdale), LLC Bankr. S.D. Fla. Case No. 15-14629 Chapter 11 Petition filed March 13, 2015 See http://bankrupt.com/misc/flsb15-14629.pdf represented by: Charles M. Tatelbaum, Esq. TRIPP SCOTT, P.A. E-mail: cmt@trippscott.com In re Veronica Idalia Rivera-Nunez Bankr. D. Nev. Case No. 15-11344 Chapter 11 Petition filed March 13, 2015 In re Alex Badalamenti Bankr. D.N.J. Case No. 15-14413 Chapter 11 Petition filed March 13, 2015 In re Jose Sebastian Quintana Bankr. D.N.J. Case No. 15-14353 Chapter 11 Petition filed March 13, 2015 In re Michael Pizzuti Bankr. S.D.N.Y. Case No. 15-22324 Chapter 11 Petition filed March 13, 2015 In re Brian Denker Bankr. E.D.N.Y. Case No. 15-41069 Chapter 11 Petition filed March 13, 2015 In re SL Installations, Inc. Bankr. W.D.N.Y. Case No. 15-10452 Chapter 11 Petition filed March 13, 2015 See http://bankrupt.com/misc/nywb15-10452.pdf represented by: Frederick J. Gawronski, Esq. FREDERICK J. GAWRONSKI, P.C. E-mail: fgawronski@colliganlaw.com In re Seven Eighty Eight Sports LLC Bankr. D.R.I. Case No. 15-10452 Chapter 11 Petition filed March 13, 2015 See http://bankrupt.com/misc/rib15-10452.pdf represented by: Gail A. Balser, Esq. LAW OFFICES OF GAIL A. BALSER E-mail: gail@bklaw.me In re Reynaldo Carrillo Bankr. M.D. Tenn. Case No. 15-01634 Chapter 11 Petition filed March 13, 2015 In re Danny Lane Keys and Janice Diane Keys Bankr. M.D. Tenn. Case No. 15-01650 Chapter 11 Petition filed March 13, 2015 In re Tequila Hospitality Restaurant Group, LLC dba Agave Azul Mexican Kitchen - Tequila Sanctuary Bankr. E.D. Tex. Case No. 15-40450 Chapter 11 Petition filed March 13, 2015 See http://bankrupt.com/misc/txeb15-40450.pdf represented by: Eric A. Liepins, Esq. ERIC A. LIEPINS P.C. E-mail: eric@ealpc.com In re Vivek Sagar Sahgal and Namita Sahgal Bankr. N.D. Ind. Case No. 15-30516 Chapter 11 Petition filed March 14, 2015 In re Dorothy Hannah Hamilburg Bankr. C.D. Cal. Case No. 15-10528 Chapter 11 Petition filed March 16, 2015 In re Michael Dewayne Richmond and Yancie Marie Richmond Bankr. N.D. Cal. Case No. 15-50867 Chapter 11 Petition filed March 16, 2015 In re John Michael Corbitt Bankr. M.D. Fla. Case No. 15-01098 Chapter 11 Petition filed March 16, 2015 In re Michael Gerald Lalonde Bankr. M.D. Fla. Case No. 15-02236 Chapter 11 Petition filed March 16, 2015 In re BND Enterprises, LLC dba Blue Water Spa Covers Bankr. M.D. Fla. Case No. 15-02245 Chapter 11 Petition filed March 16, 2015 See http://bankrupt.com/misc/flmb15-02245.pdf represented by: Kenneth D. Herron, Jr., Esq. WOLFF, HILL, MCFARLIN & HERRON, P.A. E-mail: kherron@whmh.com In re World Bitcoin Association LLC Bankr. S.D.N.Y. Case No. 15-10618 Chapter 11 Petition filed March 16, 2015 See http://bankrupt.com/misc/nysb15-10618.pdf represented by: Joel Shafferman, Esq. SHAFFERMAN & FELDMAN, LLP E-mail: joel@shafeldlaw.com In re George Robert Hanson and Mary Darlene Hanson Bankr. E.D.N.C. Case No. 15-01442 Chapter 11 Petition filed March 16, 2015 In re Freddie E. Braswell Bankr. E.D.N.C. Case No. 15-01444 Chapter 11 Petition filed March 16, 2015 In re Bobst Collision, Inc. Bankr. S.D. Ohio Case No. 15-51527 Chapter 11 Petition filed March 16, 2015 See http://bankrupt.com/misc/ohsb15-51527.pdf represented by: Garry A. Sabol, Esq. SABOL LAW OFFICES E-mail: sabolg@yahoo.com In re Macrina Garcia Atanasio-Maldonado and Roberto Andres Maldonado-Quiroz Bankr. C.D. Cal. Case No. 15-14048 Chapter 11 Petition filed March 17, 2015 represented by: Anthony Obehi Egbase, Esq. LAW OFFICES OF ANTHONY O EGBASE & ASSOC E-mail: info@anthonyegbaselaw.com In re G & G Holdings, LLC Bankr. M.D. Fla. Case No. 15-02287 Chapter 11 Petition filed March 17, 2015 See http://bankrupt.com/misc/flmb15-02287.pdf represented by: Justin M. Luna, Esq. LATHAM, SHUKER, EDEN & BEAUDINE, LLP E-mail: jluna@lseblaw.com In re Devanand S. Maharaj Bankr. M.D. Fla. Case No. 15-02635 Chapter 11 Petition filed March 17, 2015 In re Carmen Vara Bankr. S.D. Fla. Case No. 15-14888 Chapter 11 Petition filed March 17, 2015 In re Thelldine Linmoe Wegesend Bankr. D. Haw. Case No. 15-00315 Chapter 11 Petition filed March 17, 2015 In re Lister-Petter US Holding, Inc. Bankr. D. Kan. Case No. 15-10504 Chapter 11 Petition filed March 17, 2015 See http://bankrupt.com/misc/ksb15-10504.pdf represented by: Edward J. Nazar, Esq. HINKLE LAW FIRM, L.L.C. E-mail: ebn1@hinklaw.com In re Meredith L. Lawrence Bankr. E.D. Ky. Case No. 15-20344 Chapter 11 Petition filed March 17, 2015 In re Hearts Desire, LLC Bankr. W.D. La. Case No. 15-30327 Chapter 11 Petition filed March 17, 2015 See http://bankrupt.com/misc/lawb15-30327.pdf represented by: Bradley L. Drell, Esq. GOLD, WEEMS, BRUSER, SUES & RUNDELL E-mail: bdrell@goldweems.com In re Meridian Downtown Develepment LLC Bankr. S.D. Miss. Case No. 15-00924 Chapter 11 Petition filed March 17, 2015 See http://bankrupt.com/misc/mssb15-00924.pdf represented by: J. Walter Newman, IV, Esq. NEWMAN & NEWMAN E-mail: wnewman95@msn.com In re Simple Management NY Corp. Bankr. W.D.N.Y. Case No. 15-10482 Chapter 11 Petition filed March 17, 2015 See http://bankrupt.com/misc/nywb15-10482.pdf represented by: Robert B. Gleichenhaus, Esq. GLEICHENHAUS, MARCHESE & WEISHAAR, P.C. E-mail: RBG_GMF@hotmail.com In re KJ'z Wings & Ale, LLC Bankr. D.S.C. Case No. 15-01477 Chapter 11 Petition filed March 17, 2015 See http://bankrupt.com/misc/scb15-01477.pdf represented by: Robert H. Cooper, Esq. THE COOPER LAW FIRM E-mail: thecooperlawfirm@thecooperlawfirm.com In re Michael A. Madrid Bankr. C.D. Cal. Case No. 15-12646 Chapter 11 Petition filed March 18, 2015 represented by: Todd L. Turoci, Esq. THE TUROCI FIRM E-mail: mail@theturocifirm.com In re American Waste Services, LLC Bankr. W.D. La. Case No. 15-10503 Chapter 11 Petition filed March 18, 2015 See http://bankrupt.com/misc/lawb15-10503.pdf represented by: Robert W. Raley, Esq. ROBERT W. RALEY & ASSOCIATES E-mail: rraley52@bellsouth.net In re Benjamin L. Hall, Jr. Bankr. D. Mass. Case No. 15-10973 Chapter 11 Petition filed March 18, 2015 In re Sierra Resource Group, Inc. Bankr. D. Nev. Case No. 15-11426 Chapter 11 Petition filed March 18, 2015 See http://bankrupt.com/misc/nvb15-11426.pdf represented by: Seth D. Ballstaedt, Esq. THE BALLSTAEDT LAW FIRM E-mail: seth@ballstaedtlaw.com In re 40 Lakeview Drive, LLC Bankr. D.N.J. Case No. 15-14692 Chapter 11 Petition filed March 18, 2015 See http://bankrupt.com/misc/njb15-14692.pdf Filed Pro Se In re Trina M. Hagy Bankr. W.D. Wis. Case No. 15-10942 Chapter 11 Petition filed March 18, 2015 In re Edward Francis Stapleton, III Bankr. C.D. Cal. Case No. 15-14204 Chapter 11 Petition filed March 19, 2015 In re Scarborough-St. James Corporation Bankr. D. Del. Case No. 15-10625 Chapter 11 Petition filed March 19, 2015 See http://bankrupt.com/misc/deb15-10625.pdf represented by: Thomas F. Driscoll, III, Esq. BIFFERATO LLC E-mail: tdriscoll@bifferato.com In re Dennis F. Rosebrough Bankr. S.D. Fla. Case No. 15-15038 Chapter 11 Petition filed March 19, 2015 In re Guillermo Luna and Lourdes Diana Luna Bankr. D. Kan. Case No. 15-20488 Chapter 11 Petition filed March 19, 2015 In re Eric Nieves Bankr.D. Nev. Case No. 15-11481 Chapter 11 Petition filed March 19, 2015 In re Jorge Tobar Bankr. D. Nev. Case No. 15-11483 Chapter 11 Petition filed March 19, 2015 In re 11 Schenectady Management Corp. Bankr. E.D.N.Y. Case No. 15-41159 Chapter 11 Petition filed March 19, 2015 Filed Pro Se In re Angela F. Wilson Bankr. E.D.N.Y. Case No. 15-41168 Chapter 11 Petition filed March 19, 2015 In re Rojo31 Inc. dba Tottenville Car Wash and Detail Bankr. E.D.N.Y. Case No. 15-41172 Chapter 11 Petition filed March 19, 2015 See http://bankrupt.com/misc/nyeb15-41172.pdf represented by: Eric C. Zabicki, Esq. PICK & ZABICKI LLP E-mail: dpick@picklaw.net In re Windolyn A. Turner Bankr. E.D.N.C. Case No. 15-01550 Chapter 11 Petition filed March 19, 2015 In re Gary W. Adkins Bankr. W.D.N.C. Case No. 15-10135 Chapter 11 Petition filed March 19, 2015 In re Jared F. Christiansen Bankr. D. Utah Case No. 15-22336 Chapter 11 Petition filed March 19, 2015 In re OSO Properties, Inc. Bankr. S.D.N.Y. Case No. 15-10673 Chapter 11 Petition filed March 20, 2015 Filed Pro Se In re Travis Carter Stephenson and Chelsea Lin Stephenson Bankr. D. Colo. Case No. 15-12758 Chapter 11 Petition filed March 20, 2015 represented by: Daniel K. Usiak, Jr., Esq. E-mail: daniel@usiaklaw.com In re Charles Keith Wilkerson Bankr. D. Colo. Case No. 15-12784 Chapter 11 Petition filed March 20, 2015 In re Woodrow Alexander Stewart Bankr. M.D. Fla. Case No. 15-02823 Chapter 11 Petition filed March 20, 2015 In re Mae's Early Childhood Development and Therapeutic Day Care Center, Inc. Bankr. N.D. Ill. Case No. 15-09929 Chapter 11 Petition filed March 20, 2015 See http://bankrupt.com/misc/ilnb15-09929.pdf represented by: James L. Hardemon, Esq. LEGAL REMEDIES, CHARTERED E-mail: bknotices@legalremedieschicago.com In re Onsite Solutions Inc. Bankr. D. Mass. Case No. 15-40525 Chapter 11 Petition filed March 20, 2015 See http://bankrupt.com/misc/mab15-40525.pdf represented by: Michael B. Feinman, Esq. FEINMAN LAW OFFICES E-mail: mbf@feinmanlaw.com In re Oscar Armando Berrios Bankr. D. Nev. Case No. 15-11519 Chapter 11 Petition filed March 20, 2015 In re J&M Holdings Co., LLC Bankr. D.N.J. Case No. 15-14874 Chapter 11 Petition filed March 20, 2015 See http://bankrupt.com/misc/njb15-14874.pdf represented by: Melinda D. Middlebrooks, Esq. MIDDLEBROOKS SHAPIRO, P.C. E-mail: middlebrooks@middlebrooksshapiro.com In re 606 East 242 Street LLC Bankr. E.D.N.Y. Case No. 15-41177 Chapter 11 Petition filed March 20, 2015 See http://bankrupt.com/misc/nyeb15-41177.pdf Filed Pro Se In re Beauty Supply Etc. Bankr. E.D.N.Y. Case No. 15-41191 Chapter 11 Petition filed March 20, 2015 See http://bankrupt.com/misc/nyeb15-41191.pdf Filed Pro Se In re Adrienne Aldridge Bankr. E.D.N.C. Case No. 15-01552 Chapter 11 Petition filed March 20, 2015 In re Moxie Towing, LLC Bankr. M.D. Pa. Case No. 15-01105 Chapter 11 Petition filed March 20, 2015 See http://bankrupt.com/misc/pamb15-01105.pdf represented by: Chad J. Julius, Esq. JACOBSON & JULIUS E-mail: cjulius@ljacobsonlaw.com In re Too Lions LLC Bankr. W.D. Wash. Case No. 15-41214 Chapter 11 Petition filed March 20, 2015 See http://bankrupt.com/misc/wawb15-41214.pdf Filed Pro Se In re New Paradise Missionary Baptist Church Inc. Bankr. E.D. Wis. Case No. 15-22658 Chapter 11 Petition filed March 20, 2015 See http://bankrupt.com/misc/wieb15-22658.pdf represented by: Richard A. Check, Esq. BANKRUPTCY LAW OFFICE OF RICHARD A. CHECK E-mail: rickchecklaw@aol.com In re IT'Z ALL 4 U INC Bankr. E.D.N.Y. Case No. 15-41202 Chapter 11 Petition filed March 21, 2015 See http://bankrupt.com/misc/nyeb15-41202.pdf represented by: Michelle Labayen, Esq. LAW OFFICES OF MICHELLE LABAYEN, P.C. E-mail: michelle@bankruptcynyc.com In re Ohio Scrap Corporation Bankr. N.D. Ohio Case No. 15-30858 Chapter 11 Petition filed March 22, 2015 See http://bankrupt.com/misc/ohnb15-30858.pdf represented by: Mark Mockensturm, Esq. MOCKENSTURM LIMITED E-mail: mark@mockltd.com In re Superior Towing & Transport, LLC Bankr. N.D. Ohio Case No. 15-30859 Chapter 11 Petition filed March 22, 2015 See http://bankrupt.com/misc/ohnb15-30859.pdf represented by: Mark Mockensturm, Esq. MOCKENSTURM LIMITED E-mail: mark@mockltd.com In re John Tylka Bankr. N.D. Ill. Case No. 15-10334 Chapter 11 Petition filed March 23, 2015 In re JDE Consulting, LLC dba Mid-West Forensic Services Bankr. S.D. Ind. Case No. 15-02265 Chapter 11 Petition filed March 23, 2015 See http://bankrupt.com/misc/insb15-02265.pdf represented by: John C. Hoard, Esq. RUBIN & LEVIN E-mail: johnh@rubin-levin.net In re Vera Cruz Building Associates, Inc. Bankr. D. Mass. Case No. 15-11048 Chapter 11 Petition filed March 23, 2015 See http://bankrupt.com/misc/mab15-11048.pdf represented by: Norman Novinsky, Esq. NOVINSKY & ASSOCIATES E-mail: nnovinsky@msn.com In re Francisco Rosas and Martha Rosas Bankr. D. Nev. Case No. 15-11550 Chapter 11 Petition filed March 23, 2015 In re LGD Real Estate Partners, LP Bankr. E.D. Pa. Case No. 15-11961 Chapter 11 Petition filed March 23, 2015 See http://bankrupt.com/misc/paeb15-11961.pdf represented by: Marcia Y. Phillips, Esq. BOWMAN & PARTNERS, LLP E-mail: mphillips@bowmanltd.com In re East Philadelphia Furniture Services, Inc. Bankr. E.D. Pa. Case No. 15-11962 Chapter 11 Petition filed March 23, 2015 See http://bankrupt.com/misc/paeb15-11962.pdf represented by: David B. Smith, Esq. SMITH KANE E-mail: dsmith@smithkanelaw.com In re Interdistrict Adversary Transfers Bankr. W.D. Pa. Case No. 15-29999 Chapter 11 Petition filed March 23, 2015 Filed Pro Se In re Ramon Fernandez Vega Bankr. D.P.R. Case No. 15-02084 Chapter 11 Petition filed March 23, 2015 In re SRJE Corporation dba Delta Signs Bankr. N.D. Tex. Case No. 15-41133 Chapter 11 Petition filed March 23, 2015 See http://bankrupt.com/misc/txnb15-41133.pdf represented by: Behrooz P. Vida, Esq. THE VIDA LAW FIRM, PLLC E-mail: filings@vidalawfirm.com ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2015. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552. *** End of Transmission ***