/raid1/www/Hosts/bankrupt/TCR_Public/150330.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, March 30, 2015, Vol. 19, No. 89
Headlines
175 DEROUSSE: Case Summary & 4 Largest Unsecured Creditors
21ST CENTURY ONCOLOGY: Posts $343.2 Million Net Loss in 2014
7220 L.L.C.: Proposes Macey Wilensky as Counsel
ADAMIS PHARMACEUTICALS: Auditors Express Going Concern Doubt
ADVANTAGE SALES: S&P Retains 'B' CCR After $150MM Debt Add-On
ALLEN SYSTEMS: Can Hire Rothschild Inc. as Financial Advisor
ALLIED NEVADA: Price Drop Top Reason for Poor Financial Condition
ALLY FINANCIAL: To Issue $1.2 Billion Senior Notes
ALONSO & CARUS: Taps Charles A. Cuprill as Counsel
ALONSO & CARUS: Voluntary Chapter 11 Case Summary
ALONSO & CARUS: Wants to Hire Carrasquillo as Financial Consultant
ALTEGRITY INC: Court Sets Deadline for Claims Filing
ALTEGRITY INC: Files Schedules of Assets and Liabilities
AMERICAN APPAREL: Incurs $68.8 Million Net Loss in 2014
AMERICAN APPAREL: Jeff Chang Replaces Robert Mintz as Director
APPLIED MINERALS: Reports $10.3 Million Net Loss for 2014
ARISTA POWER: Suspending Filing of Reports with SEC
ASPEN DENTAL: Moody's Puts B2 CFR Under Review for Downgrade
AUBURN GROUP: Delray Beach to Spend $64K Less for Housing Complex
BEHRINGER HARVARD: Had $13M Net Assets in Liquidation at Dec. 31
BIOZONE PHARMACEUTICALS: Offering $15MM Worth of Common Shares
BRANDYWINE REALTY: Moody's Affirms Ba1 Preferred Stock Rating
BROADWAY FINANCIAL: Posts $2.5 Million Net Income in 2014
CAESARS ENTERTAINMENT: 2020 Bank Debt Trades at 6% Off
CAESARS ENTERTAINMENT: Says It Wanted to Make Pension Payments
CALEDONIAN BANK: U.S. Court Recognizes Cayman Proceedings
CAPSTONE THERAPEUTICS: Moss Adams Expresses Going Concern Doubt
CEETOP INC: Needs More Time to File 2014 Annual Report
CENTRAL ENGINEERING: Wins Summary Judgment in Suit vs. Holcim
CLIFFS NATURAL: Prices $540 Million Senior Secured Notes Due 2020
COLLAVINO CONSTRUCTION: Court Sets May 8 as Claims Bar Date
COLLAVINO CONSTRUCTION: To Hire P&A as Special Counsel
COLLAVINO CONSTRUCTIONS: Taps Cullen and Dykman as Counsel
COMARK INC: Bootlegger Owners File For Bankruptcy in Canada
CRYOPORT INC: Has Public Offering of $3.4 Million Common Shares
DCP LLC: S&P Withdraws 'B' CCR at Company's Request
EASTMAN KODAK: 6th Cir. Upholds Ruling on Ban Against Co.
ECOSPHERE TECHNOLOGIES: Extends Maturity of $666K Notes to August
ECOSPHERE TECHNOLOGIES: Obtains Add'l $250,000 Loan From Brisben
ENERGY & EXPLORATION: Bank Debt Trades at 18% Off
ENERGY FUTURE: Bankruptcy May Not Be Resolved in Early 2016
EP MECHANICAL: Voluntary Chapter 11 Case Summary
EURAMAX INTERNATIONAL: Posts $59.3 Million Net Loss in 2014
EVERGREEN ACQCO 1: Moody's Lowers CFR to B3; Outlook Stable
EXIDE TECH: Wants Court Approval to Supplement PwC Employment
EXIDE TECHNOLOGIES: Bankruptcy Court Confirms Reorganization Plan
FALCON STEEL: Court Denies Plea to Extend Plan Voting Deadline
FEDERAL RESOURCES: Murphy Armstrong OK'd to Handle Idaho Lawsuit
FIRST NATIONAL: OCC Consent Order Terminated
FORESIGHT ENERGY: S&P Affirms 'B+' ICR on Merger and Refinancing
FORTESCUE METALS: Bank Debt Trades at 9% Off
FOUR OAKS: Appoints Two New Directors
FRAC TECH: Bank Debt Trades at 21% Off
GARY L REINERT: Court Dismisses Adversary Suit vs. Bould, et al.
GASFRAC ENERGY: CCAA Plan Expected to Be Completed in June 2015
GCI INC: S&P Assigns 'B+' Rating on New $450MM Sr. Unsecured Notes
GLOBACOR ASSOCIATES: Files for Ch 11 After Building's Foreclosure
GREENVILLE CASUALTY: A.M. Best Cuts Finc'l. Strength Rating to B-
GUIDED THERAPEUTICS: Reports $10 Million Net Loss for 2014
H.J. HEINZ: Moody's Reviews for Upgrade 'Ba3' CFR on Merger Deal
IFM (US) COLONIAL: Fitch Affirms 'BB+' IDR; Outlook Remains Stable
IMPLANT SCIENCES: Extends Maturities of Credit Agreements
INTERNATIONAL TEXTILE: Posts $15.4 Million Net Loss in 2014
ISLAND BREEZE: Ship Could Run Again Under New Name & Operator
JAMES RIVER: Blackstone Fees Conditioned on Unsecureds' Recovery
JAMES RIVER: Perella Weinberg to Reduce and Defer Fees
JPH LAS VEGAS: Secured Creditor Wants Bankruptcy Case Dismissed
KARMALOOP INC: Founder Speaking With Six Groups on Retailer's Sale
KARMALOOP INC: Kanye West Seeks to Buy Streetwear Retailer
KARMALOOP INC: Meeting to Form Creditors' Panel Set for April 1
KARMALOOP INC: Section 341 Meeting Scheduled for April 16
KIOR INC: DIP Financing Hiked to $29M, Extended to September
KIOR INC: Files Dischargeability Complaint vs. Mississippi
KMART FUNDING: Moody's Affirms C Rating on Class G Notes
LAKELAND INDUSTRIES: Hires Shanghai Mazars as Unit Accountants
LEHMAN BROTHERS: Unveils Details of Seventh Creditor Distribution
LIBERTY STATE BENEFITS: Santander Bid to Withdraw Reference Denied
LIBERTY TIRE: Moody's Revises Probability of Default to Ca-PD/LD
LIFESTYLE LIFT: Case Summary & 20 Largest Unsecured Creditors
LONGVIEW POWER: Moody's Assigns B2 Rating on $250MM Term Loan
LONGVIEW POWER: S&P Gives Prelim BB- Rating on $275MM Sec. Loans
LOUISIANA-PACIFIC CORP: S&P Revises Outlook & Affirms 'BB' CCR
MALIBU ASSOCIATES: Malibu Golf Club Closes
MANTECADOS WOMETCO: Case Summary & 13 Largest Unsecured Creditors
MASTER AGGREGATES: Court Extends Plan Filing Deadline to June 11
MEDICURE INC: Grants 236,670 Options to Insiders
METALICO INC: Delays Filing of 2014 Form 10-K
METHES ENERGIES: MNP LLP Raises Going Concern Doubt
MGM RESORTS: Adopts Majority Voting Standard for Election
MICROSEMI CORP: S&P Affirms 'BB' CCR; Outlook Stable
MIDSTATES PETROLEUM: Amends Credit Agreement with SunTrust Bank
MINI MASTER: Taps Jesus Nieves to Audit Empresas' 1165(E) Plan
MOLYCORP INC: To Issue Add'l 12 Million Shares Under Plan
MONARCH COMMUNITY: Stockholders OK Chemical Financial Merger
MONARCH COMMUNITY: Suspending Filing of Reports with SEC
MONITRONICS: Moody's Rates $350MM Incremental Loan 'Ba3'
MOUNTAIN PROVINCE: Completes Primary Syndication of $370M Loan
MOUNTAIN PROVINCE: Incurs C$4.39 Million Net Loss in 2014
MURRAY ENERGY: Bank Debt Trades at 3% Off
MURRAY ENERGY: S&P Rates New $1.675-Bil. 1st Lien Term Loan BB-
NATIONAL CINEMEDIA: Cinemark Reports 29% Stake as of March 17
NATROL INC: Exclusive Plan Filing Period Extended to April 23
NEWPAGE CORP: Bank Debt Trades at 4% Off
NII HOLDINGS: Noteholders Want to Compel Mediation
NJ HEALTHCARE: Meeting to Form Creditors' Panel Set for April 2
NORTEK INC: Moody's Hikes Corp. Family Rating to B2, Outlook Stable
NORTEK INC: S&P Affirms 'B' CCR on $250MM Note Redemption
OUTFRONT MEDIA: Moody's Rates New $100 Million Sr. Note Add-on
PACIFIC BEACON: Fitch Affirms 'BB' Rating on Class III Bonds
PACIFIC DRILLING: Bank Debt Trades at 18% Off
PARAGON OFFSHORE: Bank Debt Trades at 33% Off
PEABODY ENERGY: Bank Debt Trades at 11% Off
PHILADELPHIA ENERGY: Moody's Retains 'B1' Corp. Family Rating
PHYSICAL PROPERTY: Incurs HK$820,000 Net Loss in 2014
POCARED DIAGNOSTICS: Reports $10.5-Mil. Income in 2014
PRECISION MEDICAL: Case Converted to Chapter 7 Liquidation
PREFERRED CONTRACTORS: A.M. Best Cuts Issuer Credit Rating from bb
PRESIDENTIAL REALTY: Reports $941,000 Net Loss for 2014
PRESIDENTIAL REALTY: Singley Has 481K Class B Shares as of Feb. 17
PRESIDENTIAL REALTY: Singley Holds 6.7% of Class A Shares
QUICKSILVER RESOURCES: Can Employ GCG as Claims & Noticing Agent
QUICKSILVER RESOURCES: Can Pay $18.3-Mil. to Vendors, Shippers
QUICKSILVER RESOURCES: Court Issues Joint Administration Order
QUICKSILVER RESOURCES: Has Equity Trading Protocol Interim Approval
QUICKSILVER RESOURCES: Has Interim Authority to Use Cash Collateral
QUICKSILVER RESOURCES: Seeks to Employ Ernst & Young as Auditors
RADIOSHACK CORP: Ombudsman Says Client Infos Not Included in Sale
RADIOSHACK CORP: S&P Withdraws All 'D' Ratings
RADIOSHACK CORP: Standard General, Salus Capital Fight Over Stores
REED AND BARTON: Amends List of Top Unsecured Creditors
REED AND BARTON: Verdolino & Lowey Okayed as Accountants
RIENZI & SONS: March 31 Final Hearing on Use of Cash Collateral
ROUSE PROPERTIES: Vista Ridge Mall Facing Foreclosure
SALADWORKS, LLC: Files Schedules of Assets and Debt
SAMSON RESOURCE: Laying Off One-Third of Workforce, Ch 11 Possible
SAMUEL WYLY: 40 Pieces of Art Collection to Be Sold on May 20
SAN JUAN RESORT: Trustee Protests Carrasquillo as Fin'l Consultant
SB PARTNERS: Delays 2014 Form 10-K, Expects to Report $1MM Loss
SCHOOL SPECIALTY: S&P Lowers CCR to 'B-'; Outlook Negative
SEADRILL LTD: Bank Debt Trades at 21% Off
SEARS METHODIST: Evergreen Sr. Buys Retirement Community for $15M
SEAWORLD PARKS: Moody's Gives B1 Rating on New Term Loan B-3
SEAWORLD PARKS: S&P Affirms 'BB-' CCR on New $280M Term Loan B-3
SILVERSUN TECHNOLOGIES: Deregisters Unsold Common Shares
SILVERSUN TECHNOLOGIES: Obtains $950,000 From Stock Offering
SOBELMAR ANTWERP: Court Issues Joint Administration Order
SOBELMAR ANTWERP: U.S. Trustee Has Issue With Venue
SOURCE ETF: Board Opts to Liquidate Source EURO STOXX 50 ETF
SPYR INC: Adopts Code of Business and Ethical Conduct
STELERA WIRELESS: Court Closes Chapter 11 Bankruptcy Case
STEREOTAXIS INC: Amends Sales Agreement with Cantor Fitzgerald
TERVITA CORP: Bank Debt Trades at 9% Off
TRACK GROUP: Has 150,000 Common Shares Resale Prospectus
TRAVEL LEADERS: S&P Lowers Corp. Credit Rating to 'B+'
TRIPLE A&R CAPITAL: Court Affirms Lifting of Stay as to PRLP 2011
TXU CORP: 2014 Bank Debt Trades at 40% Off
UNIVERSAL COOPERATIVES: Has Until June 8 to File Plan
USA SYNTHETIC: Has Interim Approval for $408K Loan
VANTAGE DRILLING: 2019 Bank Debt Trades at 39% Off
VERITEQ CORP: Enters Into SPAs with Investors
VERMILLION INC: Reports $4 Million Net Loss in Fourth Quarter
VERSO PAPER: Provides Supplemental Info. on Newpage's Financials
VIAWEST INC: S&P Retains 'B+' Issue Rating on $480MM Increased Debt
VISCOUNT SYSTEMS: Reports $991,000 Net Loss in 2014
WBH ENERGY: Discovery Schedules in Rift With EDC, CL III Modified
WEATHER CHANNEL: Bank Debt Trades at 4% Off
WEATHERFORD INT'L: Moody's Affirms P(Ba1) Subordinate Shelf Rating
WEBBER DENTISTRY: Loses SouthPark Office, Files for Chapter 11
WEIGHT WATCHERS: Lessening Subscribers Hinders Turnaround
WHITING PETROLEUM: S&P Assigns 'BB' Rating on New $750MM Sr. Notes
WILLACY COUNTY: S&P Cuts Rating on 2011 Revenue Bonds to 'CCC+'
WOMETCO DE PUERTO RICO: Voluntary Chapter 11 Case Summary
WPCS INTERNATIONAL: Kevin Coyle Quits as Director
XRPRO SCIENCES: Effects a 1-for-2 Reverse Common Stock Split
[*] Bankruptcy Filings in Napa 31% Lower in 2014
[*] Capital Restructure Gets Refinancing for California Project
[*] Downtown Akron Facing Rising Vacancy Rates, Foreclosures
[*] State Rep. Ron Sandack Wants to Allow Ch 9 for Illinois Cities
[*] Trent Rosenthal Joins Burleson LLP as Partner in Houston
[] Trent Rosenthal Joins Burleson's Houston Office as Partner
[^] BOND PRICING: For The Week From March 2 to 6, 2015
*********
175 DEROUSSE: Case Summary & 4 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: 175 Derousse, LLC
345 Dresher Road
Horsham, PA 19044
Case No.: 15-15299
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: March 26, 2015
Court: United States Bankruptcy Court
District of New Jersey (Camden)
Debtor's Counsel: Robert Braverman, Esq.
LAW OFFICE OF ROBERT BRAVERMAN, LLC
Suite 333, 1060 N. Kings Highway
Cherry Hill, NJ 08034
Tel: (856) 348-0115
Fax: (856) 414-1230
Email: robert@bravermanlaw.com
Total Assets: $2.7 million
Total Liabilities: $1.5 million
The petition was signed by Michael Downing, managing member.
A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/njb15-15299.pdf
21ST CENTURY ONCOLOGY: Posts $343.2 Million Net Loss in 2014
------------------------------------------------------------
21st Century Oncology Holdings, Inc., filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss of $343 million on $1.02 billion of total revenues for the
year ended Dec. 31, 2014, compared to a net loss of $78.2 million
on $737 million of total revenues for the year ended Dec. 31, 2013.
The Company previously reported a net loss of $151 million in
2012.
As of Dec. 31, 2014, the Company had $1.14 billion in total assets,
$1.22 billion in total liabilities, $329 million in series A
convertible redeemable preferred stock, $49.8 million in
noncontrolling interests- redeemable, and a $457 million total
deficit.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/bWxwor
About 21st Century
21st Century Oncology, Inc., formerly known as Radiation Therapy
Services, Inc. ("RTS") owns and operates radiation treatment
facilities in the U.S. and Latin America.
* * *
As reported by the TCR in February 2015, Moody's Investors Service
upgraded 21st Century Oncology's Corporate Family Rating and
Probability of Default Rating to 'B3' and 'B3-PD', respectively.
The upgrade of the Corporate Family Rating to 'B3' and 'SGL' to
'SGL-2' reflects the receipt of a $325 million preferred equity
investment from the Canada Pension Plan Investment Board and
subsequent debt reduction.
In September 2014, Standard & Poor's Ratings Services raised all of
its ratings on 21st Century Oncology by one notch, including the
corporate credit rating to 'B-' from 'CCC+'.
7220 L.L.C.: Proposes Macey Wilensky as Counsel
-----------------------------------------------
7220, L.L.C., filed with the bankruptcy court an application to
employ the law firm of Macey, Wilensky & Hennings, LLC, as its
attorneys.
The Debtor has selected Macey Wilensky for its experience and
qualifications as Debtor's counsel in commercial bankruptcy cases.
The professional services the attorneys are to render include:
-- Giving the Debtor legal advice with respect to its powers and
duties as debtor-in-possession in the management of its property;
-- Preparing on behalf of the Debtor necessary schedules,
applications, motions, answers, orders, reports and other legal
matters;
-- Assisting in examination of the claims of creditors;
-- Assisting with formulation and preparation of the disclosure
statement and plan of reorganization and with the confirmation and
consummation thereof;
-- Performing all other legal services for the Debtor that may be
necessary.
The firm will charge the Debtor at these hourly rates:
Standard
Attorney Hourly Rate
-------- -----------
Frank B. Wilensky $450
Todd E. Hennings $425
William A. Rountree $350
David W. Gordon $225
Standard
Paralegal Hourly Rate
--------- -----------
Sandra H. McConnell $120
K. Mike Furlong $120
Michaela Harris $120
The Debtor paid a retainer of $26,717 to the firm on Feb. 27, 2015.
The retainer is intended to be a security retainer and not a
general retainer.
William A. Rountree, a partner at the firm, attests that the firm
represents no interest adverse to the Debtor or its estate.
About 7220 L.L.C.
7220, L.L.C., sought Chapter 11 bankruptcy protection (Bankr. N.D.
Ga. Case No. 15-20448) in Gainesville, Georgia, on March 2, 2015.
Craig Bernstein, the managing member, signed the petition. The
Debtor tapped William A. Rountree, Esq., at Macey, Wilensky &
Hennings LLC, in Atlanta, Georgia, as counsel. The Debtor
estimated assets and debt of $10 million to $50 million.
ADAMIS PHARMACEUTICALS: Auditors Express Going Concern Doubt
------------------------------------------------------------
Adamis Pharmaceuticals Corporation's auditors have expressed
substantial doubt about the Company's ability to continue as a
going concern, which may hinder its ability to obtain further
financing.
Mayer Hoffman McCann, P.C., in San Diego, California, issued a
"going concern" qualification on the consolidated financial
statements for the transition period ended Dec. 31, 2014, citing
that the Company has incurred recurring losses from operations, and
is dependent on additional financing to fund operations.
The Company disclosed a net loss of $9.31 million on $0 of revenue
for the nine months ended Dec. 31, 2014, compared to a net loss of
$8.15 million on $0 of revenue for the 12 months ended March 31,
2014.
As of Dec. 31, 2014, Adamis had $12.9 million in total assets,
$3.39 million in total liabilities and $9.5 million in total
stockholders' equity.
Bankruptcy Warning
"Our ability to obtain additional financing will be subject to a
number of factors, including market conditions, our operating
performance and investor sentiment. If we are unable to raise
additional capital when required or on acceptable terms, we may
have to significantly delay, scale back or discontinue the
development or commercialization of one or more of our product
candidates, restrict our operations or obtain funds by entering
into agreements on unattractive terms, which would likely have a
material adverse effect on our business, stock price and our
relationships with third parties with whom we have business
relationships, at least until additional funding is obtained. If
we do not have sufficient funds to continue operations, we could be
required to seek bankruptcy protection or other alternatives that
would likely result in our stockholders losing some or all of their
investment in us," the Company said in the report.
Adamis filed with the Securities and Exchange Commission a
transition report on Form 10-KT on March 26, 2015.
On Nov. 6, 2014, the Company's board of directors approved a change
in the Company's fiscal year end from March 31 to December 31,
resulting in a nine-month reporting period from April 1, 2014, to
Dec. 31, 2014. A full-text copy of the Form 10-KT is available for
free at http://is.gd/kKA8bv
About Adamis
San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTC
QB: ADMP) is a biopharmaceutical company engaged in the
development and commercialization of specialty pharmaceutical and
biotechnology products in the therapeutic areas of respiratory
disease, allergy, oncology and immunology.
ADVANTAGE SALES: S&P Retains 'B' CCR After $150MM Debt Add-On
-------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on Irvine,
Calif.-based Advantage Sales & Marketing Inc. (ASM) are not
affected by the company's $150 million add-on to its first-lien
term loan due 2021. The upsized amount totals $2.01 billion. The
unaffected ratings include the 'B' issue-level rating and '3'
recovery rating on the first-lien term loan. The '3' recovery
rating indicates S&P's expectation for meaningful recovery
(50%-70%, on the low end of this range) in the event of payment
default. S&P expects the proceeds of the incremental first-lien
term loan to fund bolt-on acquisitions. The ratings are subject to
change and assume the transaction is closed on substantially the
terms presented to S&P.
All of S&P's other ratings on the company, including the 'B'
corporate credit rating, remain unchanged. The outlook is stable.
Pro forma for the proposed transaction, total debt outstanding is
about $2.8 billion.
The ratings on ASM reflect its significant debt burden and majority
ownership by a financial sponsor. The company's credit metrics are
weak, with forecasted leverage above 8x and funds from operations
(FFO) to debt in the mid-single-digit percentage area in 2015. S&P
also believes capital allocation decisions could restrict the
company from sustaining significantly lower leverage (from
additional debt-financed acquisitions, for example) for an extended
time. S&P's view is primarily rooted in the typical financial
policies of most financial sponsor-owned companies, which focus on
generating investment returns over short time horizons (less than
five years) and typically operate with high debt levels.
S&P's ratings also reflect its view of the company's good market
position and favorable industry dynamics. S&P expects ASM to
continue to benefit from consumer products companies outsourcing
sales and marketing functions. S&P believes ASM's and other
industry participants' services are more cost-effective than
retaining sales and marketing functions entirely in-house. These
positive industry fundamentals should continue to support the
company's sales and profit growth.
RATINGS LIST
Advantage Sales & Marketing Inc.
Corporate credit rating B/Stable/--
Ratings Unchanged
Senior secured
$2.01 bil. 1st lien term loan due 2021 B
Recovery rating 3L
$200 mil. fltg rate revolver due 2019 B
Recovery rating 3L
$760 mil. fltg rate 2nd lien term loan
due 2021 CCC+
Recovery rating 6
ALLEN SYSTEMS: Can Hire Rothschild Inc. as Financial Advisor
------------------------------------------------------------
The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware authorized Allen System Group Inc. and its
debtor-affiliates to employ Rothschild Inc. as financial advisor
and investment banker.
The firm will:
i) With regard to a potential M&A Transaction:
a. identify and initiate potential M&A Transactions, including
potential
acquisitions, a sale of all or part of the Debtors and a New
Capital
Raise;
b. assist the Debtors in planning for dialogue and negotiations
with
counterparties for a potential M&A Transaction and any
related New
Capital Raise;
c. review and analyze any proposals received by the Debtors
from third
parties in connection with any M&A Transaction;
d. assist the Debtors in arranging any financing in connection
with a M&A
Transaction, including, without limitation, secured debt,
unsecured
debt, mezzanine securities or equity or equity-linked
securities from
various sources, including, without limitation, from family
offices;
e. assist the Debtors and their other professionals in
reviewing the terms
of any proposed financing for a M&A Transaction, in
responding thereto
and in evaluating alternative proposals for a financing;
and
f. lead or assist the Debtors in negotiations with the parties
in interest
for a M&A Transaction, including, without limitation, any
potential
acquirers, acquisition targets and new capital providers.
ii) With respect to an assessment of the Debtors' potential
strategic
alternatives, including, without limitation, any potential
Restructuring
Transaction:
g. review and- analyze the Debtors' assets and the operating
and the
strategic plan of the Debtors and well as their liquidity;
h. review and analyze the business plans and financial
projections
prepared by the Debtors and their advisors, including, but
not limited
to, testing assumptions and comparing those assumptions to
historical
trends. of the Debtors and industry trends;
i. evaluate the Debtors' debt capacity in light of their
projected cash
flows and assist in the determination of an appropriate
capital
structure for the Debtors;
j. determine a range of values for the Debtors and any
securities that the
Debtors offer or propose to offer in connection with a
Transaction;
k. prepare and deliver to the Debtors a report assessing
strategic
alternatives available to the Debtors;
1. advise the Debtors on the risks and benefits of considering
a
Transaction with respect to the Debtors' intermediate and
long-term
business prospects and strategic alternatives to maximize
the business
enterprise value of the Debtors;
m. if the Debtors determine to pursue a Restructuring
Transaction,
assisting the Debtors in evaluating and effectuating any
such
Restructuring Transaction, including reviewing and analyzing
any
proposals the Debtors receive from third parties in
connection with such
Restructuring Transaction (including, without limitation,
any proposals
for financing, as appropriate);
n. as requested by the Debtors, assist or participate in
negotiations with
the parties in interest, including, without limitation, any
current or
prospective creditors of or claimants against the Debtors
and/or their
respective representatives in connection with a
Restructuring
Transaction;
o. advise the Debtors with respect to, and attend, meetings of
the Debtors'
board of directors, creditor groups, official constituencies
and other
interested parties, as necessary, in connection with a
Restructuring
Transaction;
p. assist the Debtors in arranging any financing (including,
without
limitation, secured debt, unsecured debt, mezzanine
securities or equity
or equity-linked securities) in connection with a
Restructuring
Transaction or otherwise; and
q. render such other financial advisory and investment banking
services as
maybe agreed upon by Rothschild and the Debtors.
In addition, the services that Rothschild will provide to the
Debtors are necessary to enable the Debtors to maximize the value
of their estates. The Debtors said they believe that the services
will not duplicate the services that other professionals will be
providing to the Debtors in these chapter 11 cases. Specifically,
Rothschild noted they will carry out unique functions and will use
reasonable efforts to coordinate with the Debtors' other retained
professionals to avoid the unnecessary duplication of services.
The Debtors told the Court that they agreed to compensate the firm
in this manner:
a. Strategic Alternatives Assessment Fee: $250,000;
b. Monthly Fee: $125,000;
c. Completion Fee: $3,750,000 upon the closing of a
Transaction;
d. New Capital Fee:
i) 1.0% of the face amount of any senior secured or junior
secured
debt raised (including, without limitation, any
debtor-in-
possession financing raised);
ii) 2.5% of the face amount of any unsecured debt raised;
and
iii) 4.5% of any equity capital or capital convertible into
equity or
hybrid capital raised, including, without limitation,
equity
underlying any warrants, purchase rights or similar
contingent
equity securities;
e. Credit: (i) against the Completion Fee or New Capital Fee,
50% of all
Monthly Fees paid in excess of $375,000, and (ii) against the
Completion
Fee, 50% of any paid New Capital Fee; provided that such
credits may not
exceed the amount of the Completion Fee or New Capital Fee,
as
applicable; and
f. Expenses: the Debtors will reimburse Rothschild for
reasonable expenses
incurred in connection with the performance of its engagement
and the
enforcement of the Engagement Letter, including without
limitation the
reasonable fees, disbursements, and other charges of
Rothschild's counsel
(without the requirement that the retention of such counsel
be approved
by the Bankruptcy Court). Reasonable expenses also include,
without
limitation, expenses incurred in connection with travel and
lodging, data
processing and communication charges, research, and courier
services.
Neil A. Augustine, executive vice chairman of North American GFA
and co-chair of the North American Debt Advisory and Restructuring
Group at Rothschild Inc., assured the Court that the firm is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
Mr. Augustine can be reached at:
Neil A. Augustine
Executive Vice Chairman of North
Global Financial Advisory and
Co-Chair of the North America Debt
Advisory and Restructuring Group
Rothschild Inc.
1251 Avenue of the Americas,
New York, NY 10020
Tel: (212) 403-5411
Fax: (646) 390-8743 fax
Email: neil.augustine@rothschild.com
About Allen Systems
Allen Systems Group, Inc., and two affiliates provide
mission-critical enterprise information technology ("IT")
management software solutions to large enterprises and small and
medium-sized businesses. Founded in 1986 by Arthur L. Allen in
Naples, Florida, ASG has more than 100 offices worldwide, primarily
in the United States and Europe. As of Feb. 17, 2015, ASG had
1,054 employees in 114 locations in 25 countries.
Allen Systems and two affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 15-10332) in Delaware on Feb.
18, 2015. The case is assigned to Judge Kevin J. Carey.
The Debtor tapped Pachulski Stang Ziehl & Jones LLP as counsel;
Latham & Watkins LLP as special counsel; and Epiq Bankruptcy
Solutions as claims and noticing agent.
Allen Systems estimated $100 million to $500 million in assets and
$500 million to $1 billion in debt.
ALLIED NEVADA: Price Drop Top Reason for Poor Financial Condition
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Jason Williams at Journal Transcript reports that Allied Nevada
Gold Corp. said the top reason behind its poor performance is the
sharp drop in commodity prices in 2014. The report adds that Other
reasons that deteriorated the Company's financial condition include
an overleveraged capital structure, extensive exposure to currency
swap and delay in execution of key projects.
According to Journal Transcript, the Company needs to deal with
several problems including dismal cash position and high debt load.
The Company said in filed papers that it has cash balance of less
than $4.5 million. Journal Transcript relates that the Company
expects $78 million as bankruptcy loan that can help it to support
its operations while the restructuring proceedings move forward in
Court.
About Allied Nevada
Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a
publicly traded U.S.-based gold and silver producer engaged in
mining, developing and exploring properties in the State of Nevada.
ANV's common stock trades on the NYSE and the TSX.
ANV was spun off from Vista Gold Corp. in 2006 and began operations
in May 2007. Nevada-based mining properties acquired from Vista
include the Hycroft Mine, an open-pit heap leach operation located
54 miles west of Winnemucca, Nevada. ANV controls 75 exploration
properties throughout Nevada as of Dec. 31, 2014.
On March 10, 2015, ANV and 13 affiliated debtors each filed a
voluntary petition for relief under Chapter 11 of the United States
Bankruptcy Code in the United States Bankruptcy Court for the
District of Delaware. The Debtors have requested that their cases
be jointly administered under Case No. 15-10503. The cases are
assigned to Judge Mary F. Walrath.
The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer
& Feld LLP as attorneys; FTI Consulting Inc. as financial advisor;
Moelis & Company as financial advisor; and Prime Clerk LLC as
claims and noticing agent.
ANV disclosed $941 million in total assets and $664 million in
total debt as of Dec. 31, 2014.
ALLY FINANCIAL: To Issue $1.2 Billion Senior Notes
--------------------------------------------------
Ally Financial Inc. proposes to issue $750,000,000 aggregate
principal amount of 4.125% senior notes due March 30, 2020.
Interest on the Notes are due semi-annually, in arrears on March 30
and September 30 of each year, until maturity, commencing Sept. 30,
2015.
The Company also plans to issue $500,000,000 aggregate principal
amount of 4.625% senior notes due March 30, 2025. Interest on the
Notes are due semi-annually, in arrears on March 30 and September
30 of each year, until maturity, commencing Sept. 30, 2015.
Joint Book-Running Managers:
Barclays Capital Inc.
Citigroup Global Markets Inc.
Deutsche Bank Securities Inc.
J.P. Morgan Securities LLC
Co-Managers:
BMO Capital Markets Corp.
CIBC World Markets Corp.
Lloyds Securities Inc.
Scotia Capital (USA) Inc.
U.S. Bancorp Investments, Inc.
Blaylock Beal Van, LLC
CastleOak Securities, L.P.
Drexel Hamilton, LLC
Lebenthal & Co., LLC
Mischler Financial Group, Inc.
A full-text copy of the free writing prospectus is available at:
http://is.gd/0ZitsP
About Ally Financial
Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/--
is one of the world's largest automotive financial services
companies. The Company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products. Ally operates as a bank
holding company.
GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3 percent stake. Private equity firm Cerberus
Capital Management LP keeps 14.9 percent, while General Motors Co.
owns 6.7 percent.
* * *
As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings
Services said it raised its issuer credit rating on Ally Financial
Inc. to 'BB' from 'B+'. "The upgrade reflects the company's
release from potential legal and financial liabilities stemming
from its ownership of ResCap," said Standard & Poor's credit
analyst Tom Connell.
In the April 3, 2014, edition of the TCR, Fitch Ratings has
upgraded Ally Financial Inc.'s long-term Issuer Default Rating
(IDR) and senior unsecured debt rating to 'BB+' from 'BB'.
The rating upgrade reflects increased clarity around Ally's
ownership structure given Ally's recent announcement that it has
launched an initial public offering those shares of its common
stock held by the U.S. Treasury (the Treasury).
As reported by the TCR on July 16, 2014, Moody's Investors Service
affirmed the 'Ba3' corporate family and 'B1' senior unsecured
ratings of Ally Financial, Inc. and revised the outlook for the
ratings to positive from stable. Moody's affirmed Ally's ratings
and revised its rating outlook to positive based on the company's
progress toward sustained improvements in profitability and
repayment of government assistance received during the financial
crisis.
ALONSO & CARUS: Taps Charles A. Cuprill as Counsel
--------------------------------------------------
Alonso & Carus Iron Works, Inc., seeks approval from the Bankruptcy
Court to employ Charles A. Cuprill, P.S.C., Law Offices, as its
counsel.
The Debtor has retained Cuprill on the basis of a $30,000 retainer,
against which the law firm will bill on the basis of $350 per hour,
for work performed or to be performed by Charles A.
Cuprill-Hernandez, Esq., $250 per hour for any associate, $150
per hour for junior associates, and $85 for paralegals, upon
application and the approval of the Court.
Mr. Cuprill-Hernandez, Esq., a principal of Cuprill, assures the
Court that his firm is a "disinterested person" as defined in
Section 101(14) of the Bankruptcy Code.
About Alonso & Carus Iron Works
Alonso & Carus Iron Works, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D. P.R. Case No. 15-02250) on March 27, 2015.
Jorge L. Ramos Viruetm the president, signed the petition. The
Hon. Enrique S. Lamoutte Inclan presides over the case.
The Debtor tapped Charles A. Cuprill, P.S.C., Law Offices, as
counsel, and CPA Luis R. Carrasquillo & Co, PSC, as financial
consultant.
The Debtor disclosed total assets of $23 million and total
liabilities of $14.9 million.
ALONSO & CARUS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Alonso & Carus Iron Works, Inc.
PO Box 566
Catano, PR 00936-0566
Case No.: 15-02250
Type of Business: Manufacturing , Metals/Mining
Chapter 11 Petition Date: March 27, 2015
Court: United States Bankruptcy Court
District of Puerto Rico (Old San Juan)
Judge: Hon. Enrique S. Lamoutte Inclan
Debtor's Counsel: Charles Alfred Cuprill, Esq.
CHARLES A CUPRILL, PSC LAW OFFICE
356 Calle Fortaleza
Second Floor
San Juan, PR 00901
Tel: 787 977-0515
Email: cacuprill@cuprill.com
Debtor's CPA LUIS R. CARRASQUILLO & CO, PSC
Financial
Consultant:
Total Assets: $23 million
Total Liabilities: $14.9 million
The petition was signed by Eng. Jorge L. Ramos Viruet, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
A full-text copy of the petition is available at:
http://bankrupt.com/misc/prb15-02250.pdf
ALONSO & CARUS: Wants to Hire Carrasquillo as Financial Consultant
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Alonso & Carus Iwon Works, Inc., seeks bankruptcy court authority
to employ CPA Luis R. Carrasquillo & Co., P.S.C. as its financial
consultant to assist the Debtor's management in the financial
restructuring of its affairs by providing advice in strategic
planning and the preparation of the Debtor's plan of
reorganization, disclosure statement and business plan, and
participating in the Debtor's negotiations with creditors.
The Debtor has retained Carrasquillo on the basis of a $20,000
advance retainer, against which Carrasquillo will bill as per the
hourly billing rates.
The firm's standard billing rates are:
Professional Position Rate
------------ -------- -----------
CPA Luis R. Carrasquillo Partner $160
CPA Marcelo Gutierrez Senior CPA $125
Other CPA's Other CPA's $90 to $125
Lionel Rodriguez Perez Senior Accountant $85
Manuel R. Carlo Serra Senior Accountant $85
Carmen Callejas Echevarria Senior Accountant $80
Alfredo J. Segarra Senior Accountant $75
Janet Marrero Administrative and
Support $40
Iris L. Franqui Administrative and
Support $40
Except that Carrasquillo has acted as financial consultant in other
bankruptcy cases in which Charles A. Cuprill, PSC Law Offices, the
Debtor's counsel, has or is representing debtors, and that
Carrasquillo has represented the Debtor previously with financial
consultation, Carrasquillo said it has no prior connections with
the Debtor, its officers, directors and insiders, any creditor, or
other party in interest, their respective attorneys and
accountants, the United States Trustee or any person employed in
the office of the United States Trustee.
Luis R. Carrasquillo Ruiz, a principal of CPA Luis R. Carrasquillo
& Co, P.S.C., assures the Court that he and the members of
Carrasquillo are disinterested persons, as defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached at:
CPA Luis R. Carrasquillo & Co, P.S.C.
28th Street, #TI-26,
Turabo Gardens, Avenue, Caguas
Puerto Rico 00725
Tel: 787-746-4555, 787-746-4556
Fax: 787-746-4564
Alonso & Carus Iron Works, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D. P.R. Case No. 15-02250) on March 27, 2015.
Jorge L. Ramos Viruet signed the petition as president.
The Debtor disclosed total assets of $23 million and total
liabilities of $14.9 million.
Hon. Enrique S. Lamoutte Inclan presides over the case. Charles A
Cuprill, PSC Law Office, serves as the Debtor's counsel.
ALTEGRITY INC: Court Sets Deadline for Claims Filing
----------------------------------------------------
The Hon. Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware approved the request of Altegrity Inc. and
its debtor-affiliates to set 5:00 p.m. (prevailing Eastern Time) on
the date which is 30 days after the service date as the deadline
for each person or entity to file their proofs of claim.
The Court established Aug. 7, 2015 at 5:00 p.m. (prevailing Eastern
Time) as the deadline for governmental units to file their claims.
As reported in the Troubled Company Reporter on March 19, 2015, the
Debtors noted the service date is the date upon which the they
commence service of the bar date notice and proof of claim form.
According the Debtor, in order for them to fully administer their
Chapter 11 estates and make distributions under a plan of
reorganization, they must obtain complete and accurate information
regarding the nature and scope of all claims that will be asserted
in these Chapter 11 cases. Establishing the bar dates will enable
them to receive, process and evaluate creditors' asserted claims in
a timely and efficient manner and to secure the prompt
administration of these Chapter 11 cases, the Debtors note.
All proofs of claim must be filed at:
Altegrity, Inc. Claims Processing
c/o Prime Clerk LLC
830 Third Avenue, 9th Floor
New York, NY 10022
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: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Altegrity Inc. and its debtor-affiliates filed their schedules of
assets and liabilities, and statements of financial affairs with
the U.S. Bankruptcy Court for the District of Delaware,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property
B. Personal Property $46,363,188
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $1,753,990,824
E. Creditors Holding
Unsecured Priority
Claims
F. Creditors Holding
Unsecured Non-priority
Claims $152,673,994
----------- --------------
TOTAL $46,363,188 $1,906,664,818
A full-text copy of the schedules is available for free
at http://is.gd/Ofzdeu
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.
AMERICAN APPAREL: Incurs $68.8 Million Net Loss in 2014
-------------------------------------------------------
American Apparel, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$68.8 million on $608.9 million of net sales for the year ended
Dec. 31, 2014, compared to a net loss of $106.3 million on $634
million of net sales for the year ended Dec. 31, 2013. The Company
previously reported a net loss of $37.3 million in 2012.
As of Dec. 31, 2014, American Apparel had $294 million in total
assets, $409.9 million in total liabilities and a $116 million
total stockholders' deficit.
Net loss for the three months ended Dec. 31, 2014, was $28.0
million on $154 million of net sales compared to a net loss of
$20.8 million on $169 million of net sales for the same period a
year ago.
Paula Schneider, chief executive officer, commented, "Our fourth
quarter year-over-year growth in adjusted EBITDA and reduction in
operating expenses position us for a solid turnaround of this
business. We remain focused on putting the right processes and
systems in place-such as a rigorous forecasting process and
disciplined bottom-up budgeting-so that we can better leverage
American Apparel's strong brand."
As of Dec. 31, 2014, the Company had $8.3 million in cash, $34.3
million outstanding on its asset-backed revolving credit facility
and $13.1 million of availability for additional borrowing under
the facility. As of March 13, 2015, the Company had $5.8 million
of availability for additional borrowings under the facility.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/tkLxtQ
About American Apparel
American Apparel is a vertically-integrated manufacturer,
distributor, and retailer of branded fashion basic apparel based
in downtown Los Angeles, California. As of Sept. 30, 2014,
American Apparel had approximately 10,000 employees and operated
245 retail stores in 20 countries including the United States and
Canada. American Apparel also operates a global e-commerce site
that serves over 60 countries worldwide at
http://www.americanapparel.com/ In addition, American Apparel
operates a leading wholesale business that supplies high quality
T-shirts and other casual wear to distributors and screen
printers.
Amid liquidity problems and declining sales, American Apparel in
early 2011 reportedly tapped law firm Skadden, Arps, Slate,
Meagher & Flom and investment bank Rothschild Inc. for advice on a
restructuring.
In April 2011, American Apparel said it raised $14.9 million in
rescue financing from a group of investors led by Canadian
financier Michael Serruya and private equity firm Delavaco Capital
Corp., allowing the casual clothing retailer to meet obligations
to its lenders for the time being. Under the deal, the investors
were buying 15.8 million shares of common stock at 90 cents
apiece. The deal allows the investors to purchase additional
27.4 million shares at the same price.
* * *
The TCR reported on Nov. 21, 2013, that Moody's Investors Service
downgraded American Apparel Inc.'s corporate family rating to
Caa2. The clothing retailer's probability of default was also
lowered one level and the outlook is negative.
As reported by the TCR on Sept. 2, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on Los Angeles-based
American Apparel Inc. to 'CCC-' from 'CCC'. The outlook is
negative.
"The downgrade reflects our assessment that a debt restructuring
appears inevitable within six months, absent unanticipated
significantly favorable changes in the company's circumstances,"
said Standard & Poor's credit analyst Ryan Ghose.
AMERICAN APPAREL: Jeff Chang Replaces Robert Mintz as Director
--------------------------------------------------------------
At Lion/Hollywood's request, American Apparel's Board of Directors
appointed Jeff Chang to fill the vacant board seat previously held
by Robert Mintz.
On March 5, 2015, Mr. Mintz, a designee of Lion/Hollywood under the
Investment Agreement, dated as of March 13, 2009, as amended,
between the Company and Lion, resigned as director.
Lion/Hollywood L.L.C, et al., disclosed that as of March 24, 2015,
they beneficially own 24,511,022 shares of common stock of American
Apparel, which represents 12.3 percent of the shares outstanding.
A copy of the regulatory filing is available for free at:
http://is.gd/JbBsoC
About American Apparel
American Apparel is a vertically-integrated manufacturer,
distributor, and retailer of branded fashion basic apparel based
in downtown Los Angeles, California. As of Sept. 30, 2014,
American Apparel had approximately 10,000 employees and operated
245 retail stores in 20 countries including the United States and
Canada. American Apparel also operates a global e-commerce site
that serves over 60 countries worldwide at
http://www.americanapparel.com. In addition, American Apparel
operates a leading wholesale business that supplies high quality
T-shirts and other casual wear to distributors and screen
printers.
Amid liquidity problems and declining sales, American Apparel in
early 2011 reportedly tapped law firm Skadden, Arps, Slate,
Meagher & Flom and investment bank Rothschild Inc. for advice on a
restructuring.
In April 2011, American Apparel said it raised $14.9 million in
rescue financing from a group of investors led by Canadian
financier Michael Serruya and private equity firm Delavaco Capital
Corp., allowing the casual clothing retailer to meet obligations
to its lenders for the time being. Under the deal, the investors
were buying 15.8 million shares of common stock at 90 cents
apiece. The deal allows the investors to purchase additional
27.4 million shares at the same price.
American Apparel reported a net loss of $68.81 million in 2014, a
net loss of $106.29 million in 2013 and a net loss of $37.27
million in 2012. As of Dec. 31, 2014, American Apparel had $294.38
million in total assets, $409.90 million in total liabilities and a
$115.51 million total stockholders' deficit.
* * *
The TCR reported on Nov. 21, 2013, that Moody's Investors Service
downgraded American Apparel Inc.'s corporate family rating to
Caa2. The clothing retailer's probability of default was also
lowered one level and the outlook is negative.
As reported by the TCR on Sept. 2, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating on Los Angeles-based
American Apparel Inc. to 'CCC-' from 'CCC'. The outlook is
negative.
"The downgrade reflects our assessment that a debt restructuring
appears inevitable within six months, absent unanticipated
significantly favorable changes in the company's circumstances,"
said Standard & Poor's credit analyst Ryan Ghose.
APPLIED MINERALS: Reports $10.3 Million Net Loss for 2014
---------------------------------------------------------
Applied Minerals, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$10.31 million on $234,000 of revenue for the year ended Dec. 31,
2014, compared to a net loss of $13.06 million on $54,800 of
revenues for the year ended Dec. 31, 2013. The Company previously
reported a net loss of $9.73 million in 2012.
As of Dec. 31, 2014, the Company had $18.5 million in total assets,
$26.0 million in total liabilities, and a $7.51 million total
stockholders' deficit.
"The Company has had to rely mainly on the proceeds of from the
sale of stock and convertible debt to fund its operations. There
is no assurance that the Company will be able to raise capital in
the future. If the Company is unable to raise capital or fund its
operations through the commercialization of its minerals at the
Dragon Mine, it may have to file bankruptcy. If the Company is
able to raise capital, the terms of such capital raise may be
significantly dilutive to existing stockholders," the report said.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/rwAYE9
About Applied Minerals
New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a
leading global producer of halloysite clay used in the development
of advanced polymer, catalytic, environmental remediation, and
controlled release applications. The Company operates the Dragon
Mine located in Juab County, Utah, the only commercial source of
halloysite clay in the western hemisphere. Halloysite is an
aluminosilicate clay that forms naturally occurring nanotubes.
ARISTA POWER: Suspending Filing of Reports with SEC
---------------------------------------------------
Arista Power, Inc., terminated its registration under the
Securities Exchange of 1934, as amended, thus terminating its
filing of periodic reports with the Securities and Exchange
Commission. That de-registration was effected by the filing of a
Form 15 with the SEC on March 27, 2015.
Prior to de-registration, the Company's Common Stock was registered
under Section 12(g) of the Exchange Act. Due to the current number
of registered holders of its Common Stock, the Company is exempt
from the requirement to be so registered and file periodic reports.
The Company's Board of Directors determined that it is in the best
interest of the Company and its stockholders to terminate its
Exchange Act registration and cease its compliance with the
Exchange Act reporting requirements. The Company's Common Stock
traded on the OTC QB tier under the symbol "ASPW". The Company
expects that its Common Stock will shortly be moved to trade on the
OTC Pink tier.
About Arista Power
Rochester, N.Y.-based Arista Power, Inc., is a developer,
manufacturer, and supplier of custom-designed power management
systems, renewable energy storage systems, and a supplier and
designer of solar energy systems.
Arista Power reported a net loss of $3.27 million on $2.19 million
of sales for the year ended Dec. 31, 2013, as compared with a net
loss of $3.48 million on $1.99 million of sales for the year ended
Dec. 31, 2012.
The Company's balance sheet at Sept. 30, 2014, showed $2.09
million in total assets, $3.56 million in total liabilities and a
$1.47 million total stockholders' deficit.
EFP Rotenberg, LLP, in Rochester, New York, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013. The independent auditors noted
that the Company's recurring losses have resulted in an
accumulated deficit and ongoing operation is dependent upon
improved results from operation and additional financing. These
conditions raise substantial doubt about its ability to continue
as a going concern.
On Dec. 23, 2014, the Company engaged Zwick & Banyai PLLC as its
independent registered public accounting firm. EFPR resigned
as the Company's independent registered public accountants.
Bankruptcy Warning
"We may also seek additional financing to accelerate our growth.
If we raise additional funds through the issuance of equity or
convertible debt securities, the percentage ownership of the
Company held by existing shareholders will be reduced and our
shareholders may experience significant dilution. In addition,
new securities may contain rights, preferences or privileges that
are senior to those of our common stock. If we raise additional
capital by incurring debt, this will result in increased interest
expense. There can be no assurance that acceptable financing
necessary to further implement our plan of operation can be
obtained on suitable terms, if at all. Our ability to develop our
business could suffer if we are unable to raise additional funds
on acceptable terms, which would have the effect of limiting our
ability to increase our revenues, develop our products, attain
profitable operations, or even may result in our business filing
for bankruptcy protection or otherwise ending our operations which
could result in a significant or complete loss of your
investment," the Company said in the Annual Report for the year
ended Dec. 31, 2013.
ASPEN DENTAL: Moody's Puts B2 CFR Under Review for Downgrade
------------------------------------------------------------
Moody's Investors Service placed the ratings of Aspen Dental
Management, Inc. under review for downgrade, including the
company's B2 Corporate Family Rating, B2-PD Probability of Default
Rating, as well as the B2 instrument ratings on its secured credit
facilities. The review was prompted by the announcement on March
23, 2015 that an affiliate of American Securities has entered into
a definitive agreement to recapitalize Aspen Dental in partnership
with the management team and funds affiliated with Ares Capital and
Leonard Green & Partners.
Although financing details have not been provided, Moody's expects
that financial leverage will increase as a result of the
acquisition of the company by American Securities. Moody's review
of the ratings will focus primarily on the financial leverage and
the capital structure that will result from the sale to American
Securities, as well as ongoing operating trends at Aspen Dental.
Moody's will also evaluate current and projected operating
performance, as well as the proposed ownership and governance
structure. Moody's expects to withdraw the existing credit facility
ratings if the facilities are redeemed as part of the transaction.
The following ratings were placed under review for downgrade:
-- Aspen Dental Management, Inc.:
-- Corporate Family Rating at B2
-- Probability of Default Rating at B2-PD
-- Senior secured Revolving Credit Facility at B2 (LGD 3)
-- Senior secured 1st lien term loan at B2 (LGD 3)
Aspen's B2 Corporate Family Rating (currently under review)
reflects the company's relatively small size, high financial
leverage, and weak interest coverage relative to other single-B
rated companies given the company's operating profile. The
company's rating is further constrained by its aggressive de novo
growth strategy, which Moody's expects will constrain profitability
margins and free cash flow. However, the rating is supported by the
company's flexibility to reduce de novo growth if necessary, and
its ability to then generate positive free cash flow that could be
used to reduce debt. The credit profile also benefits from the
large population of people that are underserved in terms of access
to dental care, which Moody's believes supports Aspen's growth
prospects. However, a risk to Aspen's growth profile remains in the
company's high proportion of self-pay revenues, as Aspen's patients
typically are responsible for a large portion of their bill and
rely heavily on third party financing arrangements to pay for
services. Aspen is therefore exposed to changes in consumer
spending and credit availability trends. The ratings are also
constrained by regulatory and legal risks associated with the
company's business model, including an outstanding class action
complaint filed in October 2012.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in December 2014. Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.
Headquartered in East Syracuse, New York, Aspen Dental Management,
Inc. ("Aspen") provides business support services to Aspen Dental
branded dental practices owned by professional corporations ("PC").
The company is privately-held by PE firms Leonard Green & Partners
and Ares Capital. Aspen affiliates with its dentists through two
models: the Large Group Practice model and the practice ownership
program ("POP"). Under the Large Group Practice model (roughly 46%
of offices), dentists are at-will employees of the PCs, where the
PCs own the medical records, patient lists, and operating records.
Under the POP model (roughly 54% of offices), dentist-owned PCs
open a new practice and develop their own patient base or purchase
the medical records from an existing Large Group Practice PC and
operate as their own smaller practices. The company's audited
financials do not consolidate the POP practices. For the twelve
months ended December 31, 2014, excluding POP offices, the company
generated net revenues of approximately $538 million.
AUBURN GROUP: Delray Beach to Spend $64K Less for Housing Complex
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Marisa Gottesman at Sun Sentinel reports that city officials said
that Delray Beach in Florida will likely save money that the city
expected to spend by taking financial control of Auburn Trace, an
affordable-housing complex developed by Auburn Group. The city may
be able to spend about $64,000 less than expected, the report
says.
Sun Sentinel recalls that commissioners approved in January 2015
spending almost $4.3 million to launch talks regarding the bank
rolls of Auburn Trace. The report adds that the commissioners will
review and consider approving the new proposed terms of the
transaction on Tuesday.
According to Sun Sentinel, Auburn Group owes (i) Delray over $4.1
million in exchange for federal grant money the city loaned it to
build the community, and (ii) Iberiabank an outstanding loan
totaling nearly $4.7 million.
By taking over the loan from the Bank, the city would have greater
input over the property and its debt as well as secure its
financial position during bankruptcy hearings, Sun Sentinel says,
citing city officials. The report states that the reduced rate --
$4.28 million -- the Bank offered the city has been further reduced
to over $4.22 million after negotiations. According to the report,
the city would to buy the loan with a savings totaling about
$500,000, because in addition to lowering the sale price by
$64,000, a city official said that the Bank is paying for the fees
associated with the closing of the deal.
Sun Sentinel, citing Delray's legal team, relates that the change
in price will affect the March 30, 2015 closing date of the deal,
which could be pushed back to May 29.
The Federal Deposit Insurance Corp.'s approval is required on the
new proposed price, Sun Sentinel reports. The Bank will have until
May 15, 2015, to obtain the approval to sell the loan by May 29,
2015, the report states.
About Auburn Group
Auburn Group is the developer of an affordable 152-unit housing
complex called Auburn Trace at 625 Auburn Circle West in Florida.
Auburn Trace filed a Chapter 11 bankruptcy petition (Bank. S.D.
Fla. Case No. 15-10317) on Jan. 7, 2015. The petition was signed
by Brian J. Hinners as president. The Debtor disclosed $9.61
million in assets and $9.54 millionin liabilities as of the
Chapter 11 filing. The case is assigned to Judge Paul G. Hyman,
Jr. Bradley S Shraiberg, Esq., at Shraiberg, Ferrara & Landau,
P.A., serves as the Debtor's counsel.
BEHRINGER HARVARD: Had $13M Net Assets in Liquidation at Dec. 31
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Behringer Harvard Short-Term Opportunity Liquidating Trust filed
with the Securities and Exchange Commission its annual report on
Form 10-K disclosing $15.3 million in total assets, $2.03 million
in total liabilities and $13.3 million in et assets in liquidation
as of Dec. 31, 2014.
The Company said its ability to meet its obligations is contingent
upon the sale of its remaining assets. The Company estimates that
the net proceeds from the sale of its remaining assets will be
adequate to pay its obligations; however the Company cannot provide
any assurance as to the prices it will receive for the disposition
of its remaining assets or the net proceeds there from.
Plan of Liquidation
On Feb. 11, 2013, the Partnership completed its liquidation
pursuant to a Plan of Liquidation adopted by Behringer Harvard
Advisors II LP, as its General Partner. The Plan provided for the
formation of a liquidating trust, Behringer Harvard Short-Term
Opportunity Liquidating Trust, for the purpose of completing the
liquidation of the assets of the Partnership. In furtherance of
the Plan, the Partnership entered into a Liquidating Trust
Agreement with one of the Partnership's General Partners, Behringer
Advisors II, as managing trustee, and CSC Trust Company of
Delaware, as resident trustee. As of the Effective Date, each of
the holders of limited partnership units in the Partnership
received a pro rata beneficial interest in the Liquidating Trust in
exchange for such holder's interest in the Partnership. In
accordance with the Plan and the Liquidating Trust Agreement, the
Partnership has transferred all of its remaining assets and
liabilities to the Partnership to be administered, disposed of or
provided for in accordance with the terms and conditions set forth
in the Liquidating Trust Agreement. The General Partners elected
to liquidate the Partnership and transfer its remaining assets and
liabilities to the Liquidating Trust as a cost saving alternative
that the General Partners believed to be in the best interests of
the investors. The expenses associated with operating a public
reporting entity, like the Partnership, are comparatively high and
therefore detract from distributable proceeds and returns it can
make to its investors. The reorganization into a liquidating trust
enables us to reduce costs associated with public reporting
obligations and related audit expenses that are not applicable to
the Liquidating Trust, helping to preserve capital throughout our
disposition phase for the benefit of our investors. Cutting
expenses and maximizing investor returns is a primary focus in this
disposition phase.
The Partnership's principal demands for funds in the next twelve
months and beyond will be for the payment of operating expenses,
recurring debt service and further principal paydowns on its
outstanding indebtedness as required by its lender.
The Liquidating Trust had notes payable totaling $1 million at Dec.
31, 2014, of which all was to Behringer Harvard Holdings, LLC, a
related party.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/9cFVGl
About Behringer Harvard
Addison, Tex.-based Behringer Harvard is a limited partnership
formed in Texas on July 30, 2002. The Company's general partners
are Behringer Harvard Advisors II LP and Robert M. Behringer. As
of Sept. 30, 2011, seven of the twelve properties the Company
acquired remain in the Company's portfolio. The Company's
Agreement of Limited Partnership, as amended, provides that the
Company will continue in existence until the earlier of Dec. 31,
2017, or termination of the Partnership pursuant to the
dissolution and termination provisions of the Partnership
Agreement.
BIOZONE PHARMACEUTICALS: Offering $15MM Worth of Common Shares
--------------------------------------------------------------
Cocrystal Pharma, Inc., disclosed in a document filed with the
Securities and Exchange Commission that it accepted subscription
agreements representing investor commitments totaling $15,000,000
in a private placement offering of 16,304,350 shares of the
Company's common stock at a purchase price of $0.92 per share.
The purchasers included all seven members of the Company's board of
directors and Dr. Roger Kornberg, the Company's chief scientist.
As of March 26, 2015, the Company has received more than 50% of the
committed funds, and the remaining funds are expected to be
received within the next week, with the exception of funds
committed by the Company's Chairman, Dr. Raymond F. Schinazi. The
$15,000,000 in total investor commitments includes a subscription
by Dr. Schinazi in the amount of $3,187,667. The closing of Dr.
Schinazi's purchase is subject to the expiration or early
termination of the waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976, as amended.
Certain existing holders of the Company's common stock are entitled
to rights of first refusal to participate in the Offering under the
terms of a Stockholder Rights Agreement entered into in connection
with the Company's merger with RFS Pharma, LLC in November 2014.
If any such holders notify the Company of their desire to
participate in the offering on or prior to April 15, 2015, the
Company will reduce on a pro rata basis the investment of all
investors in the offering such that all subscriptions received,
including the subscriptions placed by investors with first refusal
rights, total not more than $15,000,000. Any shares issued to
investors in excess of such investors' adjusted pro rata allotment
will be cancelled and funds received by the Company for the
purchase of those shares will be refunded.
The Company intends to use the net proceeds of the Offering for
working capital and general corporate purposes.
About Cocrystal Pharma
Cocrystal Pharma, Inc., formerly known as Biozone Pharmaceuticals,
Inc., is a pharmaceutical company with a mission to discover novel
antiviral therapeutics as treatments for serious and/or chronic
viral diseases. Cocrystal Pharma employs unique technologies and
Nobel Prize winning expertise to create first- and best-in-class
antiviral drugs. These technologies and the Company's market-
focused approach to drug discovery are designed to efficiently
deliver small molecule therapeutics that are safe, effective and
convenient to administer.
The Company's primary business going forward is to develop novel
medicines for use in the treatment of human viral diseases.
Cocrystal has been developing novel technologies and approaches to
create first-in-class and best-in-class antiviral drug candidates
since its initial funding in 2008. Subsequent funding was
provided to Cocrystal Discovery, Inc., by Teva Pharmaceuticals
Industries, Ltd., or Teva, in 2011. The Company's focus is to
pursue the development and commercialization of broad-spectrum
antiviral drug candidates that will transform the treatment and
prophylaxis of viral diseases in humans. By concentrating the
Company's research and development efforts on viral replication
inhibitors, the Company plans to leverage its infrastructure and
expertise in these areas.
Biozone incurred a net loss of $19.6 million in 2013, a net loss
of $7.96 million in 2012, and a net loss of $5.45 million in 2011.
As of Sept. 30, 2014, the Company had $11.6 million in total
assets, $7.65 million in total liabilities and $3.97 million in
total stockholders' equity.
BRANDYWINE REALTY: Moody's Affirms Ba1 Preferred Stock Rating
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Moody's Investors Service affirmed the ratings of Brandywine Realty
Trust and its subsidiary (senior debt at Baa3) with a stable
outlook. This rating affirmation reflects the office REIT's good
financial flexibility, reduced leverage, and operating expertise
that has enabled it to continue to post steady growth in core
operating earnings. The stable outlook reflects Moody's expectation
that Brandywine will demonstrate continued improvement in core net
operating income, while continuing to execute on its plan to reduce
leverage over time.
The following ratings have been affirmed with a stable outlook:
-- Brandywine Operating Partnership, L.P. -- Backed Senior
Unsecured Notes at Baa3; Backed Senior Unsecured Shelf at
(P)Baa3
-- Brandywine Realty Trust -- Preferred Stock at Ba1; Preferred
Stock Shelf at (P)Ba1
Brandywine has strengthened its financial profile in recent years,
reducing leverage via a combination of common equity issuances and
non-core asset sales. The REIT's effective leverage (debt plus
preferred stock as a % of gross assets) was 43% at 4Q14, down from
47% at 4Q12. Although, leverage remains somewhat high as measured
by Net Debt/EBITDA at 6.5x for 2014, down from 7.7x for 2012.
Moody's expects further improvement in this metric will take time,
driven by core earnings growth and stabilization of a few large
development projects under construction.
Additional credit positives include Brandywine's modest use of
secured debt and sound liquidity position. The REIT had $258mm of
cash and full availability on its $600mm unsecured line of credit
at 4Q14 and manageable upcoming debt maturities including $102mm in
2015 and $368mm in 2016.
Moody's ratings continue to reflect Brandywine's good asset
quality, market position, and history of good relative operating
performance through various market cycles. Although, the REIT does
retain significant geographic concentration, particularly in the
Philadelphia CBD (35% of total NOI), which remains a key credit
concern.
Moody's stated that an upgrade would likely reflect Net Debt/EBITDA
closer to 6x, fixed charge coverage above 2.5x, and maintaining
secured debt less than 15% of gross assets. Conversely, a rating
downgrade would likely be precipitated by fixed charge coverage
falling below 2.0x, effective leverage rising above 55%, or
increased speculative development.
The principal methodology used in these ratings was Global Rating
Methodology for REITs and Other Commercial Property Firms published
in July 2010.
Brandywine Realty Trust is a real estate investment trust (REIT)
that owns, leases and manages an urban, town center office
portfolio comprising 286 properties and 34 million square feet as
of December 31, 2014. Gross assets stood at $5.9 billion as of
year-end 2014.
BROADWAY FINANCIAL: Posts $2.5 Million Net Income in 2014
---------------------------------------------------------
Broadway Financial Corporation filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing net
income of $2.52 million on $15.7 million of total interest income
for the year ended Dec. 31, 2014, compared to a net loss of
$301,000 on $16.0 million of total interest income in 2013.
As of Dec. 31, 2014, Broadway Financial had $351 million in total
assets, $314 million in total liabilities and $37.3 million in
total stockholders' equity.
The Bank's primary uses of funds include withdrawal of and interest
payments on deposits, originations of loans, purchases of
investment securities, and payment of operating expenses. Also,
when the Bank has more funds than required for reserve requirements
or short-term liquidity needs, the Bank sells federal funds to the
Federal Reserve Bank or other financial institutions. The Bank's
liquid assets at Dec. 31, 2014, consisted of $20.8 million in cash
and cash equivalents and $15.9 million in securities
available-for-sale that were not pledged, compared to liquid assets
of $58.2 million in cash and cash equivalents at Dec. 31, 2013.
"Currently, we believe that the Bank has sufficient liquidity to
support growth over the foreseeable future," the Company said in
the report.
Regulatory Matters
As a result of significant deficiencies in the Company's and the
Bank's operations noted in a regulatory examination in early 2010,
the Company and the Bank were declared to be in "troubled
condition" and agreed to the issuance of the cease and desist
orders by the regulatory predecessor of the Office of the
Comptroller of the Currency for the Bank and the Board of Governors
of the Federal Reserve System for the Company effective Sept. 9,
2010, requiring, among other things, that the Company and the Bank
take remedial actions to improve the Bank's loan underwriting and
internal asset review procedures, to reduce the amount of its
non-performing assets and to improve other aspects of the Bank's
business, as well as the Company's management of its business and
the oversight of the Company's business by the Board of Directors.
Effective Oct. 30, 2013, the Order for the Bank was superseded by a
Consent Order entered into by the Bank with the OCC. As part of
the Consent Order, the Bank is required to attain, and thereafter
maintain, a Tier 1 (Core) Capital to Adjusted Total Assets ratio of
at least 9% and a Total Risk-Based Capital to Risk-Weighted Assets
ratio of at least 13%, both of which ratios are greater than the
respective 4% and 8% levels for such ratios that are generally
required under OCC regulations. The Bank's regulatory capital
exceeded both of these higher capital ratios at Dec. 31, 2014, and
2013.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/lkUTJY
About Broadway Financial
Los Angeles, Calif.-based Broadway Financial Corporation was
incorporated under Delaware law in 1995 for the purpose of
acquiring and holding all of the outstanding capital stock of
Broadway Federal Savings and Loan Association as part of the
Bank's conversion from a federally chartered mutual savings
association to a federally chartered stock savings bank. In
connection with the conversion, the Bank's name was changed to
Broadway Federal Bank, f.s.b. The conversion was completed, and
the Bank became a wholly owned subsidiary of the Company, in
January 1996.
The Company is regulated by the Board of Governors of the Federal
Reserve System. The Bank is regulated by the Office of the
Comptroller of the Currency and the Federal Deposit Insurance
Corporation.
CAESARS ENTERTAINMENT: 2020 Bank Debt Trades at 6% Off
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Participations in a syndicated loan under which Caesars
Entertainment Inc. is a borrower traded in the secondary market at
94.34 cents-on-the-dollar during the week ended Friday, March 27,
2015, according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal. This represents
an increase of 0.40 percentage points from the previous week, The
Journal relates. Caesars Entertainment Inc. pays 600 basis points
above LIBOR to borrow under the facility. The bank loan matures on
Sept. 24, 2020, and carries Moody's B2 rating and Standard & Poor's
CCC+ rating. The loan is one of the biggest gainers and losers
among 251 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.
CAESARS ENTERTAINMENT: Says It Wanted to Make Pension Payments
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Caesars Entertainment Corp. has asked its lawyers about finding a
way to make pension payments to its 63 former workers whose checks
were stopped in the reorganization of its largest operating
division, Howard Stutz at Las Vegas Review-Journal reports, citing
the Company's general counsel, Tim Donovan, Esq.
According to the Review-Journal, Mr. Donovan told the Nevada Gaming
Commission in Las Vegas that bankruptcy law does not allow a
Company in a Chapter 11 to separate supplemental employee
retirement plans from other unsecured creditors. Mr. Donovan, the
report states, said that the Company was told the bankruptcy judge
in Chicago "would not look favorably" upon a motion to pay the
retired workers $33 million.
The Review-Journal relates that the Commission was not able to
force the Company to fund the payments, but it said it will have
more questions when the Company's new CEO, Mark Frissora, is
licensed later this year.
The Company's executives who were paid large bonuses could fund the
payments, the Review-Journal states, citing Commissioner Randolph
Townsend.
About Caesars Entertainment
Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies. Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names. The Company has its
corporate headquarters in Las Vegas. Harrah's announced its
re-branding to Caesar's in mid-November 2010.
In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended and
Restated Restructuring Support and Forbearance Agreement, dated as
of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors. As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.
Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015. The bondholders are represented by
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor, LLP.
CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on
Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.
Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.
Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is
the Debtors' restructuring advisors. Prime Clerk LLC acts as the
Debtors' notice and claims agent. Judge Benjamin Goldgar presides
over the cases.
The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.
CALEDONIAN BANK: U.S. Court Recognizes Cayman Proceedings
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The U.S. Bankruptcy Court for the Southern District of New York
entered an order recognizing Caledonian Bank Limited's liquidation
proceedings pending before the Grand Court of the Cayman Islands as
a "foreign main proceeding" pursuant to Section 1517 of the
Bankruptcy Code.
Cole Schotz P.C., on behalf of certain depositors of CSL, filed a
limited objection. The Cole Schotz Clients asked for a revision to
the proposed order to contain an additional paragraph that
expressly clarifies that neither the Chapter 15 proceeding nor the
recognition order implicate or in any way affect any securities
held by the Cole Schotz Clients at CSL.
Saad Investments Finance Co., (No. 5) Ltd. (in liquidation) also
filed a limited objection to the proposed Chapter 15 recognition
order, stating that the proposed order would potentially allow for
the immediate turnover of the Foreign Debtor's united States
Property to the Petitioners in the Cayman Islands before a
determination has been made as to what constitutes the Foreign
Debtor's "United States property."
The Debtor replied to the limited objection of SIFCO5 relating that
they believe that SIFCO5 has absolutely no interest in the Debtor's
assets located in the United States and therefore has no basis to
object to the Petitioners' request for recognition or to the relief
requested under Section 1521(b) of the Bankruptcy Code.
SIFCO5 is represented by:
HOLLAND & KNIGHT LLP
31 West 52nd Street
New York, NY 1019
Tel: (212) 513-3200
Fax: (212) 385-9010
The Depositors are represented by:
Michael D. Sirota, Esq.
Ilana Volkov, Esq.
COLE SCHOTZ P.C.
900 Third Avenue, 16th Floor
New York, NY 10022
Tel: (212) 752-8000
Fax: (212) 752-8393
- and -
Michael D. Warner, Esq.
COLE SCHOTZ P.C.
301 Commerce Street, Suite 1700
Fort Worth, TX 76102
Tel: (817) 810-5250
Fax: (817) 810-5255
About Caledonian Bank
Caledonian Bank Limited is a wholly-owned subsidiary of Caledonian
Global Financial Services, Inc., a well-known specialized financial
services provider in the Cayman Islands. Caledonian Bank was
incorporated in the Cayman Islands in 2007, and its registered
office and headquarters is located in Georgetown, Grand Cayman,
Cayman Islands.
On Feb. 10, 2015, the sole shareholder of the Debtor, CGFSI, passed
resolutions placing the Debtor into voluntary liquidation under the
Companies Law (2013 Revision) and appointing Gordon MacRae and
Eleanor Fisher of Zolfo Cooper (Cayman) Limited as the joint
voluntary liquidators ("JVLs") of Caledonian Bank.
On Feb. 11, 2015, the JVLs filed a petition with the Cayman Court
seeking, among other relief, court authorization to control the
affairs of, and court supervised liquidation of, the Debtor.
Keiran Hutchison and Claire Loebell of Ernst & Young Ltd., as the
joint controllers ("Petitioners"), filed a Chapter 15 petition
(Bankr. S.D.N.Y. Case No. 15-10324) for Caledonian Bank Limited in
Manhattan in the United States on Feb. 16, 2015. The case is
assigned to Judge Martin Glenn.
As of Jan. 31, 2015, Caledonian Bank had assets of $585 million,
$388 million of which was cash on deposit with other financial
institutions or liquid fixed income investments, and liabilities of
$560 million, $520 million of which was repayable to depositors on
demand.
Geoffrey T. Raicht, Esq., at Proskauer Rose LLP, serves as counsel
in the U.S. case.
Caledonian Bank estimated $500 million to $1 billion in assets and
debt.
CAPSTONE THERAPEUTICS: Moss Adams Expresses Going Concern Doubt
---------------------------------------------------------------
Capstone Therapeutics Corp. filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K for the fiscal
year ended Dec. 31, 2014.
Moss Adams LLP expressed substantial doubt about the Company's
ability to continue as a going concern, citing the uncertainty
with regards to the Company’s ability to raise funding to
implement its future business strategy.
The Company reported a net loss of $4.17 million on $nil in
revenue for the year ended Dec. 31, 2014, compared to a net loss
of $3.92 million on $nil of revenues in the same period last
year.
The Company's balance sheet at Dec. 31, 2014, showed $3.39 million
in total assets, $282,000 in total liabilities, and stockholders'
equity of $3.1 million.
A copy of the Form 10-K is available at:
http://is.gd/LhRhTJ
Tempe, Ariz.-based Capstone Therapeutics Corp. is a biotechnology
company for developing a pipeline of peptides and other molecules.
The Company’s products are aimed at patients with under-served
medical conditions.
CEETOP INC: Needs More Time to File 2014 Annual Report
------------------------------------------------------
Ceetop, Inc., notified the Securities and Exchange Commission it
cannot file its Dec. 31, 2014, Form 10-K within the prescribed time
period because management has not completed the process of
gathering and analyzing the financial information that will be
included in the Company's Form 10-K report.
About Ceetop Inc.
Oregon-based Ceetop Inc., formerly known as China Ceetop.com,
Inc., owned and operated the online retail platform before 2013.
Due to excessive competition in online retail, the Company has
transformed itself into an integrated supply chain services
provider, and focuses on B to B supply chain management and
related value-added services among enterprises.
Ceetop reported a net loss of $2.88 million in 2013 following a
net loss of $1.39 million in 2012. As of June 30, 2014, the
Company had $2.50 million in total assets, $545,000 in total
liabilities, all current, and $1.95 million in total stockholders'
equity.
Clement C. W. Chan & Co., in Hong Kong, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013. The independent auditors noted that
the Company incurred a net loss of $2.89 million for the year ended
Dec. 31, 2013, has accumulated deficit of $8.61 million at
Dec. 31, 2013. These matters raise substantial doubt about the
Company's ability to continue as a going concern.
CENTRAL ENGINEERING: Wins Summary Judgment in Suit vs. Holcim
-------------------------------------------------------------
Bankruptcy Judge Jeffrey J. Graham issued in favor of Central
Engineering & Construction Associates, Inc., his findings of fact
and conclusions of law on cross-motions for summary judgment in the
adversary proceeding captioned Central Engineering & Construction
Associates, Inc. v. Holcim (US), Inc., Case No. 14-50028.
Central bought cement on account from Holcim. When Central fell
behind on paying Holcim for its product, Holcim filed a lawsuit.
In November of 2011, the Hancock Circuit Court entered summary
judgment in favor of Holcim for $81,758. Holcim then moved for
proceedings supplemental and served interrogatories on Star
Financial Bank, which placed a hold on Central's account for the
full amount of the Judgment. Holcim released its hold on the
account in exchange for a $30,000 payment and with the expectation
that Central had the wherewithal to make a repayment proposal to
Holcim.
Central was never able to make a repayment proposal and, in June of
2013, Holcim again moved for proceedings supplemental. It served
interrogatories on various banks, including the State Bank of
Lizton, which placed a hold on Central's accounts at the bank for
$6,127.02 and for $96. Those funds were released to Holcim
pursuant to a final order in garnishment.
Prior to the June of 2013 round of interrogatories, Holcim also
filed a financing statement with the Indiana Secretary of State,
which Financing Statement asserts that Holcim has "a lien upon the
debtor's personal [property] by judicial proceedings pursuant to
the judgment entered judgment entered in the Hancock Circuit Court
in Cause No. 30C01-1107-CC-1336, including all inventory, equipment
. . ."
Later in 2013, Central began working with its creditors to conduct
an informal, but orderly, liquidation. Before the auction took
place, however, several creditors, including Holcim, claimed that
they were entitled to secured status, which required that they be
paid in full. Central disputed those claims and filed a voluntary
Chapter 11 petition on in an effort to preserve the scheduled
sale.
On November 19, 2013, Holcim filed a secured claim for $82,592
based on the strength of its Financing Statement. Central
eventually filed the instant adversary proceeding to determine the
validity of Holcim's asserted lien.
Per its Motion for Summary Judgment, Central argues that Holcim
does not have a valid lien on its personal property notwithstanding
Holcim's Financing Statement. In its Cross-Motion, Holcim insists
that its lien is valid pursuant to the Indiana Trial Rules. Holcim
insists that the rule "provides a mechanism for a judgment creditor
to perfect its lien against personal property in the form of a lis
pendens notice."
Judge Graham opines that Holcim's argument is fundamentally flawed
in that it assumes that Holcim had a lien in the first place by
virtue of its Judgment. In the Court's opinion, it did not. Judge
Graham adds 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.
Based on the undisputed facts before the Court, the Court concludes
that summary judgment in favor of Central and against Holcim is
appropriate.
A full-text copy of the Findings of Fact and Conclusions of Law
dated March 16, 2015, is available at http://bit.ly/1N3mx6ufrom
Leagle.com.
Central Engineering & Construction Associates, Inc. filed a Chapter
11 bankruptcy petition (Bankr. S.D. Ind. Case No. 13-11739) on
November 5, 2013. Central was in the engineering and construction
business.
CLIFFS NATURAL: Prices $540 Million Senior Secured Notes Due 2020
-----------------------------------------------------------------
Cliffs Natural Resources Inc. has priced $540 million aggregate
principal amount of 8.25% Senior Secured Notes due March 31, 2020,
in an offering that is exempt from the registration requirements of
the Securities Act of 1933.
The New First Lien Notes will be jointly and severally and fully
and unconditionally guaranteed on a senior secured basis by
substantially all of Cliffs' material domestic subsidiaries and
will be secured (subject in each case to certain exceptions and
permitted liens) by (i) a first-priority lien on substantially all
of Cliffs' assets and the assets of the guarantors (other than
accounts receivable and other rights to payment, inventory,
as-extracted collateral, investment property, certain general
intangibles and commercial tort claims, certain mobile equipment,
commodities accounts, deposit accounts, securities accounts and
other related assets and proceeds and products of each of the
foregoing, and (ii) a second-priority lien on the ABL Collateral.
Cliffs' assets and the assets of the guarantors that secure the New
First Lien Notes on a first-priority basis, together with the ABL
Collateral, will include substantially all of the assets of Cliffs
and the guarantors, subject to certain customary exceptions.
The Company estimates that it will receive net proceeds, after the
initial purchasers' discounts and the payment of fees and expenses,
of approximately $491.4 million. The Company intends to use the
net proceeds from the offering of the New First Lien Notes to repay
all amounts outstanding under its existing revolving credit
facility and for general corporate purposes.
The closing of the New First Lien Notes offering is expected to
occur on March 30, 2015, subject to satisfaction of customary
closing conditions.
About Cliffs Natural Resources
Cliffs Natural Resources Inc. --
http://www.cliffsnaturalresources.com/-- 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.
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.
COLLAVINO CONSTRUCTION: Court Sets May 8 as Claims Bar Date
-----------------------------------------------------------
The Hon. Shelley C. Chapman of the U.S. Bankruptcy Court for the
Southern District of New York set May 8, 2015, at 5:00 p.m.
(prevailing Eastern time) as deadline for creditors of Collavino
Construction Company Inc. and Collavino Construction Company
Limited to file their proofs of claim.
About Collavino Construction
Family-owned The Collavino Group owns entities that operate in
various sectors of the construction industry in the New York-New
Jersey metropolitan area, Canada, and the Detroit metropolitan
area. With over half a century's experience in the construction
industry, the Collavino Group performs contracts in both the
public
and private sectors as a general contractor, design-build
consultant, construction manager and prime subcontractor for
cast-in-place and precast concrete works.
Pursuant to World Trade Center Contract No. WTC-1001.04-1,
Collavino Construction Company Limited ("CCCL") contracted with
The
Port Authority of New York and New Jersey on the public
construction project known as the Reconstruction of One World
Trade
Center - Freedom Tower. Collavino Construction Company Inc.
("CCCI"), a subsidiary of CCCL, provides all the necessary labor
to
CCCL in connection with the performance of work on the WTC
Project.
As a result of, among other things, delays to the progress of work
caused by conditions beyond the control of CCCL and CCCI, and the
Port Authority's unilateral election to terminate the contract
with
CCCL for convenience, effective as of Jan. 18, 2013, CCCL incurred
a multi-million dollar damage claim against the Port Authority on
the WTC Project.
CCCI sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
14-12908) in Manhattan on Oct. 17, 2014, estimating $1 million to
$10 million in assets and debt. CCCL sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 15-10344) on Feb. 18, 2015, estimating
$50 million to $100 million in assets and $1 million to
$10 million in liabilities.
Judge Shelley C. Chapman presides over the cases. The Court has
entered an order approving joint administration of the two cases.
The Debtors have tapped Cullen and Dykman LLP as counsel, and
Peckar & Abramson, P.C., as special litigation counsel.
CCCI obtained an order extending by 90 days (a) the exclusive
period during which only the Debtor may file a plan through and
including May 15, 2015, and (b) the exclusive period to solicit
acceptances of a Chapter 11 plan for the Debtor through and
including July 14, 2015.
COLLAVINO CONSTRUCTION: To Hire P&A as Special Counsel
------------------------------------------------------
Collavino Construction Company Inc. and Collavino Construction
Company Limited ask the Hon. Shelley C. Chapman of the U.S.
Bankruptcy Court for the Southern District of New York for
authority to employ Peckar & Abramson P.C. as their special
counsel.
The Court will hold a hearing on March 31, 2015, at 10:00 a.m., to
consider approval of the Debtors' request. Objections to the
Debtors' request, if any, were due March 24, 2015.
The firm will:
a) present, negotiate, and prosecute the WTC claims against the
Port Authority to recover additional costs and damages owed
to the Debtors and their trade creditors for work performed
on the WTC project which has not been paid in over two years;
and
b) perform all other necessary legal services as requested by
the Debtor relating to or concerning the WTC claim.
The Debtors say the firm will be entitled to receive:
a) 20% of the first $10 million recovered from the Port
Authority on Collavino Construction Company Limited' claim;
b) 15% of the next $10 million, meaning 15% of any amount
recovered between $10 million and $20 million; and
c) 10% of any amount recovered by Collavino Construction
Company Limited from the Port Authority that is in excess of
$20 million.
Roger S. Markowitz, Esq., member at the firm, assures the Court
that the firm is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Roger S. Markowitz, Esq.
Peckar & Abramson P.A.
70 Grand Avenue
River Edge, NJ 07661
Tel: 201.343.3434
Fax: 201.343.6306
Email: rmarkowitz@pecklaw.com
About Collavino Construction
Family-owned The Collavino Group owns entities that operate in
various sectors of the construction industry in the New York-New
Jersey metropolitan area, Canada, and the Detroit metropolitan
area. With over half a century's experience in the construction
industry, the Collavino Group performs contracts in both the
public
and private sectors as a general contractor, design-build
consultant, construction manager and prime subcontractor for
cast-in-place and precast concrete works.
Pursuant to World Trade Center Contract No. WTC-1001.04-1,
Collavino Construction Company Limited ("CCCL") contracted with
The
Port Authority of New York and New Jersey on the public
construction project known as the Reconstruction of One World
Trade
Center - Freedom Tower. Collavino Construction Company Inc.
("CCCI"), a subsidiary of CCCL, provides all the necessary labor
to
CCCL in connection with the performance of work on the WTC
Project.
As a result of, among other things, delays to the progress of work
caused by conditions beyond the control of CCCL and CCCI, and the
Port Authority's unilateral election to terminate the contract
with
CCCL for convenience, effective as of Jan. 18, 2013, CCCL incurred
a multi-million dollar damage claim against the Port Authority on
the WTC Project.
CCCI sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
14-12908) in Manhattan on Oct. 17, 2014, estimating $1 million to
$10 million in assets and debt. CCCL sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 15-10344) on Feb. 18, 2015, estimating
$50 million to $100 million in assets and $1 million to
$10 million in liabilities.
Judge Shelley C. Chapman presides over the cases. The Court has
entered an order approving joint administration of the two cases.
The Debtors have tapped Cullen and Dykman LLP as counsel, and
Peckar & Abramson, P.C., as special litigation counsel.
CCCI obtained an order extending by 90 days (a) the exclusive
period during which only the Debtor may file a plan through and
including May 15, 2015, and (b) the exclusive period to solicit
acceptances of a Chapter 11 plan for the Debtor through and
including July 14, 2015.
COLLAVINO CONSTRUCTIONS: Taps Cullen and Dykman as Counsel
----------------------------------------------------------
Collavino Construction Company Inc. and Collavino Construction
Company Limited ask the Hon. Shelley C. Chapman of the U.S.
Bankruptcy Court for the Southern District of New York for
authority to employ Cullen and Dykman LLP as their counsel.
The Court will hold a hearing on March 31, 2015, at 10:00 a.m., to
consider approval of the Debtors' request. Objections to the
Debtors' request, if any, were due March 24, 2015.
The firm will:
a) advise the Debtor with respect to their powers and duties in
the
continued operation of their business and management of their
property as
a debtor-in-possession;
b) take all necessary actions to protect and preserve the value
of the
estate of the Debtors and related matters;
c) represent the Debtors before the Court, and any other court of
competent
jurisdiction, on matters pertaining to their affairs as a
debtor and
debtor-in-poession, including negotiating any disputes in
which the
Debtor is involved and prosecute and defending litigated
matters that may
arise during the Chapter 11 cases;
d) advise and assist the Debtors in the preparation and
negotiation of a
plan of reorganization with their creditors and other parties
in
interest;
e) prepare all necessary or appropriate applications, motions,
complaints,
answers, orders, reports, and other legal documents in
connection with
the administration of the Debtors' estate; and
f) perform all other necessary legal services in connection with
the
prosecution of the Chapter 11 cases.
The firm's professionals and their compensation rates:
Professionals Designations Hourly Rates
------------- ------------ ------------
Matthew G. Roseman, Esq. Partner $535
C. Nathan Dee, Esq. Partner $485
Bonnie L. Pollack, Esq. Partner $485
Jean-Pierre van Lent, Esq. Partner $445
Elizabeth M. Aboulafia, Esq. Associate $370
Alissa Piccone Law Clerk $250
The Debtors assure the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Matthew G. Roseman, Esq.
C. Nathan Dee, Esq.
Bonnie L. Pollack, Esq.
Jean-Pierre van Lent, Esq.
Elizabeth M. Aboulafia, Esq.
Cullen and Dykman LLP
100 Quentin Roosevelt Boulevard
Garden City, NY 11530
Tel: (516)357-3700
Email: mroseman@cullenanddykman.com
ndee@cullenanddykman.com
bpollack@cullenanddykman.com
jpvanlent@cullenanddykman.com
eaboulafia@cullenanddykman.com
About Collavino Construction
Family-owned The Collavino Group owns entities that operate in
various sectors of the construction industry in the New York-New
Jersey metropolitan area, Canada, and the Detroit metropolitan
area. With over half a century's experience in the construction
industry, the Collavino Group performs contracts in both the
public
and private sectors as a general contractor, design-build
consultant, construction manager and prime subcontractor for
cast-in-place and precast concrete works.
Pursuant to World Trade Center Contract No. WTC-1001.04-1,
Collavino Construction Company Limited ("CCCL") contracted with
The
Port Authority of New York and New Jersey on the public
construction project known as the Reconstruction of One World
Trade
Center - Freedom Tower. Collavino Construction Company Inc.
("CCCI"), a subsidiary of CCCL, provides all the necessary labor
to
CCCL in connection with the performance of work on the WTC
Project.
As a result of, among other things, delays to the progress of work
caused by conditions beyond the control of CCCL and CCCI, and the
Port Authority's unilateral election to terminate the contract
with
CCCL for convenience, effective as of Jan. 18, 2013, CCCL incurred
a multi-million dollar damage claim against the Port Authority on
the WTC Project.
CCCI sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
14-12908) in Manhattan on Oct. 17, 2014, estimating $1 million to
$10 million in assets and debt. CCCL sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 15-10344) on Feb. 18, 2015, estimating
$50 million to $100 million in assets and $1 million to
$10 million in liabilities.
Judge Shelley C. Chapman presides over the cases. The Court has
entered an order approving joint administration of the two cases.
The Debtors have tapped Cullen and Dykman LLP as counsel, and
Peckar & Abramson, P.C., as special litigation counsel.
CCCI obtained an order extending by 90 days (a) the exclusive
period during which only the Debtor may file a plan through and
including May 15, 2015, and (b) the exclusive period to solicit
acceptances of a Chapter 11 plan for the Debtor through and
including July 14, 2015.
COMARK INC: Bootlegger Owners File For Bankruptcy in Canada
-----------------------------------------------------------
Daily Bankruptcy Review, reported that a trio of apparel chains,
including Bootlegger, won court protection from its creditors on
March 26, adding to the growing ranks of retailers struggling amid
rising low-cost fashion-retail competition.
The DBR, citing Globe and Mail, said the latest chains to be
operating under bankruptcy protection are owned by Comark Inc. and
run more than 300 stores in shopping malls and open-air suburban
power centres across Canada.
CRYOPORT INC: Has Public Offering of $3.4 Million Common Shares
---------------------------------------------------------------
Cryoport, Inc., filed with the Securities and Exchange Commission a
Form S-1 registration statement relating to a firm commitment
public offering of 3,409,091 shares of common stock and warrants of
the Company consisting of one share of common stock and a warrant
to purchase one share of common stock at an exercise price of 110%
of the public offering price of a share of common stock in this
offering. The common stock and warrants are immediately separable
and will be issued separately.
Cryoport's common stock is currently traded on the OTC Bulletin
Board under the symbol CYRX. The Company has applied for listing
of its common stock on the NASDAQ Capital Market. No assurance can
be given that the Company's application will be approved.
A full-text copy of the Form S-1 prospectus is available at:
http://is.gd/gUFr7Z
About Cryoport
Lake Forest, Calif.-based CryoPort, Inc. (OTC BB: CYRX) provides
comprehensive solutions for frozen cold chain logistics, primarily
in the life science industries. Its solutions afford new and
reliable alternatives to currently existing products and services
utilized for bio-pharmaceuticals and biologics, including in-vitro
fertilization, cell lines, vaccines, tissue and other commodities
requiring a reliable frozen solution.
Cryoport reported a net loss of $19.6 million on $2.65 million of
revenues for the year ended March 31, 2014, as compared with a net
loss of $6.38 million on $1.10 million of revenues for the year
ended March 31, 2013.
The Company's balance sheet at Dec. 31, 2014, showed $1.87 million
in total assets, $2.98 million in total liabilities, and a
stockholders' deficit of $1.12 million.
KMJ Corbin & Company LLP, in Costa Mesa, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended March 31, 2014. The independent
auditors noted that the Company has incurred recurring operating
losses and has had negative cash flows from operations since
inception. Although the Company has cash and cash equivalents of
$369,581 at March 31, 2014, management has estimated that cash on
hand, which include proceeds from convertible bridge notes
received in the fourth quarter of fiscal 2014, will only be
sufficient to allow the Company to continue its operations into
the second quarter of fiscal 2015. These matters raise
substantial doubt about the Company's ability to continue as a
going concern, the auditors maintained.
DCP LLC: S&P Withdraws 'B' CCR at Company's Request
---------------------------------------------------
Standard & Poor's Ratings Services said that it withdrew its
ratings on dcp LLC, including the 'B' corporate credit rating, at
the company's request. The company refinanced its senior secured
notes prior to the withdrawal.
EASTMAN KODAK: 6th Cir. Upholds Ruling on Ban Against Co.
---------------------------------------------------------
Will Astor at Rochester Business Journal reports that a Sixth
Circuit Court of Appeals panel has upheld a lower court ruling,
decreeing a ban against Eastman Kodak Co.'s implementation of a
policy under which it would charge Versamark inks owners who
purchased non-Kodak brand ink higher prices for refurbished print
heads should stay in place while the case is being argued. The
court predicted success for Collins Inkjet in the case, the report
states.
RBJ recalls that an Ohio district court judge gave Collins Inkjet
Corp., the Company's former main supplier of Versamark inks, a
temporary injunction in 2013 barring the Company from implementing
the policy. The report adds that the Company filed in 2014 an
appeal, seeking to overturn the temporary injunction.
The panel said in a March 16 decision, "The behavior the injunction
prevents is anticompetitive. Collins has shown that it is
sufficiently likely to succeed on the merits . . . and that it
faces a realistic possibility of irreparable harm absent a
preliminary injunction."
Collins Inkjet sued the Company in 2013 for allegedly trying to
unfairly squelch the Versamark ink sales by charging the supplier's
clients higher prices for refurbished Versamark print heads, RBJ
recalls.
According to RBJ, Collins Inkjet claimed before the Company's
bankruptcy that a Kodak bankruptcy was a virtual certainty, and
that if Collins Inkjet were forced to keep supplying ink to the
Company, it would lose money when the Company shorted payments to
it and other unsecured creditors.
About Eastman Kodak
Rochester, New York-based Eastman Kodak Company and its U.S.
subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11
petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan.
Subsidiaries outside of the U.S. were not included in the filing
and are expected to continue to operate as usual.
Kodak, founded in 1880 by George Eastman, was once the world's
leading producer of film and cameras. Kodak sought bankruptcy
protection amid near-term liquidity issues brought about by
steeper-than-expected declines in Kodak's historically profitable
traditional businesses, and cash flow from the licensing and sale
of intellectual property being delayed due to litigation tactics
employed by a small number of infringing technology companies
with strong balance sheets and an awareness of Kodak's liquidity
challenges.
In recent years, Kodak had been working to transform itself from
a business primarily based on film and consumer photography to a
smaller business with a digital growth strategy focused on the
commercialization of proprietary digital imaging and printing
technologies. Kodak has 8,900 patent and trademark registrations
and applications in the United States, as well as 13,100 foreign
patents and trademark registrations or pending registration in
roughly 160 countries.
Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt &
Taylor, LLP, serve as counsel to the Debtors. FTI Consulting,
Inc., is the restructuring advisor. Lazard Freres & Co. LLC, is
the investment banker. Kurtzman Carson Consultants LLC is the
claims agent.
The Official Committee of Unsecured Creditors has tapped Milbank,
Tweed, Hadley & McCloy LLP, as its bankruptcy counsel.
Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi,
Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the
Unofficial Second Lien Noteholders Committee.
The Retirees Committee has hired Haskell Slaughter Young &
Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper,
LLC, as Bankruptcy Consultants and Financial Advisors; and the
Segal Company, as Actuarial Advisors.
Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato,
Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners
II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth
S. Grossman; and Paul Martin.
Kodak completed the $527 million sale of digital-imaging
technology on Feb. 1, 2013. Kodak intends to reorganize by
focusing on the commercial printing business.
At the end of April 2013, Kodak filed a reorganization plan
offering 85 percent of the stock to holders of the remaining
$375 million in second-lien notes. The other 15 percent is for
unsecured creditors with $2.7 billion in claims and retirees who
have a $635 million claim from the loss of retirement benefits.
U.S. Bankruptcy Judge Allan Gropper confirmed the plan on August
20, 2013. Kodak and its affiliated debtors officially emerged
from bankruptcy protection on Sept. 3, 2013.
ECOSPHERE TECHNOLOGIES: Extends Maturity of $666K Notes to August
-----------------------------------------------------------------
Ecosphere Technologies, Inc., disclosed in a Form 8-K filed with
the Securities and Exchange Commission that it entered an
agreement, effective as of Feb. 19, 2015, with two holders of the
Company's convertible notes with an outstanding balance in the
aggregate amount of $666,965 to extend the maturity of those notes,
originally due Feb. 19, 2015, to Aug. 19, 2015.
In connection with the extension of the maturity date, the Company
issued the holders of the notes additional warrants to purchase a
total of 312,500 shares of the Company's common stock exercisable
at $0.115 per share, and issued the holders a total of 434,782
shares of the Company's common stock, calculated at $0.115 per
share, in lieu of payment of an extension fee of $50,000.
All notes and warrants were issued without registration under the
Securities Act of 1933 in reliance upon the exemption provided in
Section 4(a)(2) and Rule 506(b) thereunder.
About Ecosphere Technologies
Stuart, Florida-based Ecosphere Technologies (OTC BB: ESPH) --
http://www.ecospheretech.com/-- is a water engineering,
technology licensing and environmental services company that
designs, develops and manufactures wastewater treatment solutions
for industrial markets. Ecosphere, through its majority-owned
subsidiary Ecosphere Energy Services, LLC, provides energy
exploration companies with an onsite, chemical free method to kill
bacteria and reduce scaling during fracturing and flowback
operations.
Ecosphere Technologies reported net income of $19.2 million in
2013 following net income of $1.05 million in 2012.
As of Sept. 30, 2014, the Company had $16.8 million in total
assets, $3.59 million in total liabilities, $3.78 million in total
redeemable convertible cumulative preferred stock, and $9.41
million in total equity.
Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013. The independent auditors noted
that the Company had a loss from operations and cash used in
operations along with an accumulated deficit. These matters raise
substantial doubt about the Company's ability to continue as a
going concern.
ECOSPHERE TECHNOLOGIES: Obtains Add'l $250,000 Loan From Brisben
----------------------------------------------------------------
Ecosphere Technologies, Inc., received a loan of $250,000 from
Brisben Water Solutions, LLC on March 20, 2015, according to a
document filed with the Securities and Exchange Commission.
In connection with this loan, the Company delivered to the
Purchaser a 10% secured convertible promissory note due Sept. 12,
2015, and convertible at $0.115 per share. Additionally, the
Company issued the Purchaser a warrant to purchase 4,347,826 shares
of the Company's common stock exercisable at $0.115 per share. The
Note is subject to a security agreement.
The Note and warrants were issued without registration under the
Securities Act of 1933 in reliance upon the exemption provided in
Section 4(a)(2) and Rule 506(b) thereunder.
About Ecosphere Technologies
Stuart, Florida-based Ecosphere Technologies (OTC BB: ESPH) --
http://www.ecospheretech.com/-- is a water engineering,
technology licensing and environmental services company that
designs, develops and manufactures wastewater treatment solutions
for industrial markets. Ecosphere, through its majority-owned
subsidiary Ecosphere Energy Services, LLC, provides energy
exploration companies with an onsite, chemical free method to kill
bacteria and reduce scaling during fracturing and flowback
operations.
Ecosphere Technologies reported net income of $19.2 million in
2013 following net income of $1.05 million in 2012.
As of Sept. 30, 2014, the Company had $16.8 million in total
assets, $3.59 million in total liabilities, $3.78 million in total
redeemable convertible cumulative preferred stock, and $9.41
million in total equity.
Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013. The independent auditors noted
that the Company had a loss from operations and cash used in
operations along with an accumulated deficit. These matters raise
substantial doubt about the Company's ability to continue as a
going concern.
ENERGY & EXPLORATION: Bank Debt Trades at 18% Off
-------------------------------------------------
Participations in a syndicated loan under which Energy &
Exploration Partners is a borrower traded in the secondary market
at 82.54 cents-on-the-dollar during the week ended Friday, March
27, 2015, according to data compiled by LSTA/Thomson Reuters MTM
Pricing and reported in The Wall Street Journal. This represents
an increase of 0.89 percentage points from the previous week, The
Journal relates. Energy & Exploration pays 675 basis points above
LIBOR to borrow under the facility. The bank loan matures on Jan.
14, 2019. Moody's and Standard & Poor's did not give a rating to
the loan. The loan is one of the biggest gainers and losers among
251 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.
ENERGY FUTURE: Bankruptcy May Not Be Resolved in Early 2016
-----------------------------------------------------------
The Energy Future Intermediate Holding Company LLC could be facing
a far longer timetable than early 2016 to get out of bankruptcy,
James Osborne at The Dallas Morning News reports.
Dallas Morning News quoted Stephen Pezanosky, Esq., a Dallas
bankruptcy lawyer following the case, as saying, "The fact the case
is still going is not surprising at all. In fact, I would have been
surprised if it was resolved by now."
Talks between the Company and various creditor groups has been held
up as interest spirals around the sale of power transmission
company Oncor, Dallas Morning News says.
Dallas Morning News recalls that when the Company had planned when
it filed for bankruptcy that Oncor be taken over by a group of
creditors aligned with Hunt Consolidated, but NextEra Energy made a
$18 billion bid for the property. According to the report,
Centerpoint Energy and Berkshire Hathaway have reportedly explored
bids. A court-approved auction is now scheduled to conclude in
August, and some are speculating the sale price could reach $20
billion, the report says.
According to Dallas Morning News, obtaining the Texas Public
Utility Commission's approval for the Oncor sale can take up to six
months, and research firm Gimme Credit analyst Philip Adams said
that "the change of control may not occur until 2016."
Andrew I. Silfen, Jeffrey N. Rothleder and Ronni N. Arnold, writing
for Lexology.com relates that Delaware Trust Company has appealed
to the U.S. Court of Appeals for the Third Circuit a court decision
upholding approval of the first lien settlement. As reported by
the Troubled Company Reporter on March 5, 2015, Delaware Trust took
an appeal from the Bankruptcy Court's
order approving first lien settlement. The District Court upheld
the approval of the settlement.
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.
EP MECHANICAL: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: EP Mechanical Technologies, Inc.
dba Mechanical Technologies
aka West Texas Raters
211 N. Cotton
El Paso, TX 79901
Case No.: 15-30482
Nature of Business: Construction
Chapter 11 Petition Date: March 26, 2015
Court: United States Bankruptcy Court
Western District of Texas (El Paso)
Judge: Hon. Christopher Mott
Debtor's Counsel: E. P. Bud Kirk, Esq.
Terrace Gardens
600 Sunland Park Drive, Bldg 4, #400
El Paso, TX 79912
Tel: (915) 584-3773
Email: budkirk@aol.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jaime Zubiate, vice president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
EURAMAX INTERNATIONAL: Posts $59.3 Million Net Loss in 2014
-----------------------------------------------------------
Euramax Holdings, Inc. filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$59.3 million on $855 million of net sales for the year ended Dec.
31, 2014, compared to a net loss of $24.9 million on $827 million
of net sales for the year ended Dec. 31, 2013. The Company
previously reported a net loss of $36.8 million in 2012.
As of Dec. 31, 2014, Euramax International had $537 million in
total assets, $709.9 million in total liabilities and a $173
million total shareholders' deficit.
For the three months ended Dec. 31, 2014, the Company reported a
net loss of $20.5 million on $212 million of net sales compared to
a net loss of $11.5 million on $196 million of net sales for the
same period in 2013.
Hugh Sawyer, interim president of Euramax Holdings, Inc. and a
professional in Huron Consulting Group's Business Advisory
Practice, commented, "The Company's Adjusted EBITDA for the fourth
quarter of 2014 improved $5.0 million, or 68.5%, over the fourth
quarter of 2013. This represents the Company's third consecutive
quarter of improvement in net sales, operating income and Adjusted
EBITDA versus the corresponding prior year quarter. The Company
believes that among other factors this significant improvement has
been substantially driven by the ongoing execution of
transformative initiatives implemented in both North America and
Europe during the second half of 2014 which were designed to
improve the Company's financial performance. These initiatives
include but are not limited to the reorganization of its North
American management structure, the creation of enhanced supply
chain capabilities, rationalization of its salaried workforce,
investments in new proven business leaders, IT upgrades and the
initiation of certain business development and revenue quality
initiatives. In addition to Adjusted EBITDA improvements
associated with operational initiatives, our overall operating
performance reflects modest improvements in end market demand in
both our U.S. Residential and U.S. Commercial Products segments.
The Company believes that its portfolio of initiatives and an
evolving high-performance culture will continue to have a
meaningful impact on its operating results in future periods,
including 2015."
Mr. Sawyer continued, "In addition to improving our financial
performance, the Company remains resolute in its commitment to the
health and safety of our employees. We experienced another year of
superlative safety performance as indicated by our TCIR and LTIR
metrics, which are industry standards used to measure an
organization’s safety record. Our 2014 TCIR and LTIR results
were 1.8 and 1.7, respectively. The TCIR benchmarks for the total
manufacturing industry and fabricated metal product categories are
4.3 and 5.7, respectively. These achievements are due in large
part to the Company's culture, commitment to safety, and the
professionalism of our employees in North America and Europe. Given
that safety is core to our culture and a daily focus of our
business, we were able to maintain superior safety performance even
in the midst of the positive, evolutionary changes that occurred in
2014."
Bankruptcy Warning
"We may not be able to generate sufficient cash to service all of
our indebtedness, including the Notes, or to extend the maturity of
certain of our indebtedness, and may not be able to refinance our
indebtedness on favorable terms. If we are unable to do so, we may
be forced to take other actions to satisfy our obligations under
our indebtedness, which may not be successful.
"In the event that we are unable to obtain such amendments or
extensions, or complete such refinancing, the Company would need to
explore other alternatives, which could include a potential
restructuring or reorganization under the bankruptcy laws," the
Company said in the report.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/sRJ64g
About Euramax
Based in Norcross, Georgia, Euramax International, Inc., is an
international producer of aluminum, steel, vinyl and
fiberglass products for original equipment manufacturers,
distributors, contractors and home centers in North America and
Western Europe. The Company was acquired for $1 billion in 2005
by management and Goldman Sachs Capital Partners.
Euramax Int'l has subsidiaries in Canada (Euramax Canada, Inc.),
United Kingdom (Ellbee Limited and Euramax Coated Products
Limited), and The Netherlands (Euramax Coated Products B.V.), and
France (Euramax Industries S.A.).
* * *
As reported by the TCR on Dec. 13, 2012, Moody's Investors Service
downgraded Euramax International, Inc.'s corporate family rating
and probability of default rating to Caa2 from Caa1. The
downgrade reflects Moody's expectation that the turmoil in
global financial markets and weakness in Europe will continue to
hamper Euramax's revenues and operating margins as well as weaken
key credit metrics.
The TCR reported in March 2015 that Standard & Poor's Ratings
Services said to it revised its corporate credit rating rating on
Norcross, Ga.-based Euramax International Inc. to 'CCC' from 'B-'.
"The rating revision reflects our view that Euramax depends on
favorable business, financial, and economic conditions to meet its
financial commitment on its obligations. In the event of adverse
conditions, Euramax's capital structure appears to be unsustainable
in the long term," said Standard & Poor's credit analyst Thomas
O'Toole.
EVERGREEN ACQCO 1: Moody's Lowers CFR to B3; Outlook Stable
-----------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating of
Evergreen AcqCo 1 LP to B3 from B2. Concurrently, Moody's
downgraded the company's Probability of Default Rating to B3-PD
from B2-PD and the senior secured credit facility ratings to B1
from Ba3. The rating outlook is stable.
The downgrade reflects Moody's expectation that Savers' credit
metrics will remain weak in the near term, as the decline in its
recycling business offsets positive same-store sales growth in the
core operations and gradual recovery in the Apogee stores. Moody's
anticipates debt/EBITDA to remain around 8 times, EBITA/interest
expense near 1.1 times (Moody's-adjusted), and free cash flow to
remain breakeven to modestly negative in 2015.
Rating actions:
Issuer: Evergreen AcqCo 1 LP
-- Corporate Family Rating, downgraded to B3 from B2
-- Probability of Default Rating, downgraded to B3-PD from
B2-PD
-- $75 million senior secured revolver, downgraded to B1 (LGD3)
from Ba3 (LGD3)
-- $715 million term loan, downgraded to B1 (LGD3) from Ba3
(LGD3)
-- Stable outlook
Ratings Rationale
The B3 Corporate Family Rating reflects the company's weak
operating performance, which Moody's expects will result in
continuing high leverage near 8 times and interest coverage near
1.1 times in 2015. In addition, the company faces public affairs
challenges from the Minnesota Attorney General compliance report,
resulting in the smallest three of Savers' nonprofit partners in
the state of Minnesota no longer working with the company. While
no charities in other states have backed out, there remains a risk
for further losses of charity partners and negative publicity.
Moody's expects the company to have breakeven to negative free cash
flow generation and less than 20% cushion under the springing fixed
charge covenant but modest revolver usage in 2015. The rating also
considers Savers' modest scale and the high degree of competition
in the off-price retail segment. However, Moody's believes that
Savers' core operations and long-term earnings generation ability
remain unchanged. The rating benefits from the company's proven
resilience throughout economic cycles, favorable growth prospects,
limited seasonality and low fashion risk.
The stable rating outlook reflects Moody's expectations that the
company will maintain sufficient liquidity in 2015 to manage a
slight earnings decline and breakeven to negative free cash flow
generation, and that longer-term prospects for earnings growth
remain favorable.
The ratings could be downgraded if:
-- Liquidity deteriorates for any reason
-- The company loses charity partners of meaningful size or
encounters further regulatory or publicity challenges
-- Earnings growth does not resume by late 2015
-- Quantitatively, debt/EBITDA is sustained near 8 times or
EBITA/ interest expense declines below 1 time
The ratings could be upgraded if:
-- The company resumes strong earnings growth
-- Liquidity improves, including a return to positive free cash
flow generation
-- Quantitatively, if debt/EBITDA declines below 7 times or
EBITA/ interest expense is above 1.25 time
The principal methodology used in this rating was Global Retail
Industry published in June 2011. Other methodologies used include
Loss Given Default for Speculative-Grade Non-Financial Companies in
the U.S., Canada and EMEA published in June 2009.
Headquartered in Bellevue, Washington, Evergreen AcqCo 1 LP
("Savers") operates roughly 330 for-profit thrift stores in the
United States, Canada, and Australia under the Savers, Value
Village, and Village des Valeurs banners. Revenues for the twelve
months ended October 2014 were approximately $1.2 billion. Since
its July 2012 LBO, Savers has been owned by Leonard Green &
Partners, L.P. and TPG Capital (approximately 45.5% in aggregate,
split evenly between the two) in partnership with Savers' chairman
Thomas Ellison (45.5%), and management and others (9%).
EXIDE TECH: Wants Court Approval to Supplement PwC Employment
-------------------------------------------------------------
Exide Technologies Inc. seeks approval from the Hon. Kevin J. Carey
of the U.S. Bankruptcy Court for the District of Delaware to
further supplement the employment of PricewaterhouseCoopers LLP as
its tax advisor.
A hearing is set for April 14, 2015 at 10:00 a.m. (Eastern) at 5th
Floor, Courtroom 5, 824 North Market Street, Wilmington, Delaware,
to consider the Debtor's request. Objections, if any, are due on
April 7, 2015, at 4:00 p.m. (Eastern).
The Debtor seeks to encompass the loaned staff services to assist
in the preparation of its financial statement tax accrual and other
international tax matters dated March 3, 2015. Specifically, PwC
will:
-- provide personnel to the Debtor to assist the Debtor in
gathering data and preparing schedules and computations
necessary to determine account balances relating to the
Debtor's financial statement tax accrual and other
international tax matters;
-- provide loaned staff to assist the Debtor in gathering data
and preparing schedules and computations necessary to
determine these account balances;
-- provide loaned staff to the Debtor for approximately 20 hours
per week from March 2, 2015 to May 31, 2015 and thereafter
as mutually agreed upon by PwC and the Debtor.
According to the Debtor, the loaned staff services will not
duplicate the services that other professionals will be providing
to the Debtor in the Chapter 11 Case.
PwC will charge the following hourly fees for the loaned staff
services:
Designations Hourly Rate
------------ -----------
Director $450
Manager $355
Senior Associate $260
Associate $185
In addition, the Debtor has agreed to reimburse PwC for reasonable
out-of- pocket expenses and internal per ticket charges for booking
travel required in connection with the loaned staff services.
Pursuant to the loaned staff engagement letter, the Debtor has also
agreed to reimburse PwC for sales, use or value added tax, if
applicable, which will be included in the invoices for services or
at a later date if it is determined that such taxes should have
been collected.
Stephen J. Burke, partner of PricewaterhouseCoopers, assures the
Court that the firm is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code.
About Exide Technologies
Headquartered in Milton, Ga., Exide Technologies (NASDAQ: XIDE) --
http://www.exide.com/-- manufactures and distributes lead acid
batteries and other related electrical energy storage products.
Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002, and exited bankruptcy two years
after.
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones
LLP represented the Debtors in their successful restructuring.
Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No.
13-11482) on June 10, 2013. Exide disclosed $1.89 billion in
assets and $1.14 billion in liabilities as of March 31, 2013.
Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts.
For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl
& Jones LLP as counsel; Alvarez & Marsal as financial advisor;
Sitrick and Company Inc. as public relations consultant and GCG as
claims agent. Schnader Harrison Segal & Lewis LLP was tapped as
special counsel.
The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as
co-counsel. Zolfo Cooper, LLC serves as its bankruptcy consultants
and financial advisors. Geosyntec Consultants was tapped as
environmental consultants to the Committee.
Robert J. Keach of the law firm Bernstein Shur as fee examiner has
been appointed as fee examiner. He has hired his own firm as
counsel.
* * *
In November 2014, the Bankruptcy Court terminated Exide's exclusive
period to propose a Chapter 11 plan. The Court ordered that any
party-in-interest, including the Official Committee of Unsecured
creditors may file and solicit acceptance of a Chapter 11 Plan.
Exide already has a plan of reorganization in place. Reorganized
Exide's debt at emergence will comprise: (i) an estimated $225
million Exit ABL Revolver Facility; (ii) $264 million of New First
Lien High Yield Notes; (iii) $284 million of New Second Lien
Convertible Notes. The Debtor's non-debtor European subsidiaries
are also expected to have approximately $23 million; (b) The New
Second Lien Convertible Notes will be convertible into 80% of the
New Exide Common Stock on a fully diluted basis; and (c) New Exide
Common Stock would be allocated as follows: 15.0% to Holders of
Senior Secured Note Claims after conversion of the New Second Lien
Convertible Notes into New Exide Common Stock; 3.0% on account of
the DIP/Second Lien Conversion Funding Fee; and 2.0% on account of
the DIP/Second Lien Backstop Commitment Fee.
In December 2014, Judge Kevin Carey denied the request of Exide
shareholders for appointment of an official equity holders'
committee. The shareholders objected to the Plan.
EXIDE TECHNOLOGIES: Bankruptcy Court Confirms Reorganization Plan
-----------------------------------------------------------------
Exide Technologies, a global leader in stored electrical-energy
solutions, on March 27 disclosed that Judge Kevin J. Carey of the
U.S. Bankruptcy Court for the District of Delaware entered an order
confirming the Exide Plan of Reorganization.
The Plan had overwhelming creditor support. The Plan will become
effective and Exide will emerge from Chapter 11 upon completion of
necessary closing conditions, including obtaining closing on exit
financing. On March 26, 2015, the Company obtained an amendment to
its Debtor-in-Possession ("DIP") credit agreement, which extends
the DIP credit facility's maturity date from March 31, 2015 to
April 30, 2015.
"This is a great day for Exide," said Robert M. Caruso, President
and Chief Executive Officer of Exide Technologies. "Thanks to the
extraordinary hard work and focus of our dedicated employees and
the tremendous support from our loyal customers, suppliers, key
financial stakeholders and creditors, we are now poised to emerge
successfully from Chapter 11 and implement our business plan. Upon
consummation of the Plan, we will have dramatically realigned our
capital structure, and that substantial reduction in our debt
level, along with the extensive operational restructuring we
executed over the last nearly two years, positions Exide to
continue to make and market our premier line of stored electrical
energy products and solutions for our customers around the world."
Bankruptcy Court filings, including the Plan and related Disclosure
Statement, are available at http://www.exiderestructures.com
Interested parties may direct questions about the Exide bankruptcy
using the following toll-free numbers: 888-985-9831 for U.S.
suppliers or 855-291-0287 for all other groups.
About Exide Technologies
Headquartered in Milton, Ga., Exide Technologies (NASDAQ: XIDE) --
http://www.exide.com/-- manufactures and distributes lead acid
batteries and other related electrical energy storage products.
Exide first sought Chapter 11 protection (Bankr. Del. Case No.
02-11125) on April 14, 2002, and exited bankruptcy two years
after.
Matthew N. Kleiman, Esq., and Kirk A. Kennedy, Esq., at Kirkland &
Ellis, and James E. O'Neill, Esq., at Pachulski Stang Ziehl & Jones
LLP represented the Debtors in their successful restructuring.
Exide returned to Chapter 11 bankruptcy (Bankr. D. Del. Case No.
13-11482) on June 10, 2013. Exide disclosed $1.89 billion in
assets and $1.14 billion in liabilities as of March 31, 2013.
Exide's international operations were not included in the filing
and will continue their business operations without supervision
from the U.S. courts.
For the new case, Exide has tapped Anthony W. Clark, Esq., at
Skadden, Arps, Slate, Meagher & Flom LLP, and Pachulski Stang Ziehl
& Jones LLP as counsel; Alvarez & Marsal as financial advisor;
Sitrick and Company Inc. as public relations consultant and GCG as
claims agent. Schnader Harrison Segal & Lewis LLP was tapped as
special counsel.
The Official Committee of Unsecured Creditors is represented by
Lowenstein Sandler LLP and Morris, Nichols, Arsht & Tunnell LLP as
co-counsel. Zolfo Cooper, LLC serves as its bankruptcy consultants
and financial advisors. Geosyntec Consultants was tapped as
environmental consultants to the Committee.
Robert J. Keach of the law firm Bernstein Shur as fee examiner has
been appointed as fee examiner. He has hired his own firm as
counsel.
* * *
In November 2014, the Bankruptcy Court terminated Exide's exclusive
period to propose a Chapter 11 plan. The Court ordered that any
party-in-interest, including the Official Committee of Unsecured
creditors may file and solicit acceptance of a Chapter 11 Plan.
Exide already has a plan of reorganization in place. Reorganized
Exide's debt at emergence will comprise: (i) an estimated $225
million Exit ABL Revolver Facility; (ii) $264 million of New First
Lien High Yield Notes; (iii) $284 million of New Second Lien
Convertible Notes. The Debtor's non-debtor European subsidiaries
are also expected to have approximately $23 million; (b) The New
Second Lien Convertible Notes will be convertible into 80% of the
New Exide Common Stock on a fully diluted basis; and (c) New Exide
Common Stock would be allocated as follows: 15.0% to Holders of
Senior Secured Note Claims after conversion of the New Second Lien
Convertible Notes into New Exide Common Stock; 3.0% on account of
the DIP/Second Lien Conversion Funding Fee; and 2.0% on account of
the DIP/Second Lien Backstop Commitment Fee.
In December 2014, Judge Kevin Carey denied the request of Exide
shareholders for appointment of an official equity holders'
committee. The shareholders objected to the Plan.
FALCON STEEL: Court Denies Plea to Extend Plan Voting Deadline
--------------------------------------------------------------
The U.S Bankruptcy Court for the Northern District of Texas denied
the third request of Falcon Steel Company and its debtor-affiliates
to extend their exclusive period to solicit acceptances from
creditors of their plan of reorganization.
The Debtor's current plan filing deadline was slated to expire
March 24, 2015, absent an extension.
As reported in the Troubled Company Reporter on March 26, 2015, the
Ad Hoc Committee of Equity Security Holders objected to the
Debtors' third motion to extend their exclusive solicitation
period.
The Debtors asked 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 said 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.
FEDERAL RESOURCES: Murphy Armstrong OK'd to Handle Idaho Lawsuit
----------------------------------------------------------------
U.S. Bankruptcy Judge Joel T. Marker authorized, in an amended
order, Federal Resources Corporation and Camp Bird Colorado, Inc.,
to employ Murphy, Armstrong & Felton, LLP as special counsel
effective as of Jan. 22, 2015.
MAF, as special counsel, is expected to, among other things:
a. represent the Debtor in connection with the appeal of any
final, enforceable judgment that might be entered that certain case
captioned United States of America v. Federal Resources
Corporation, et al., pending in the U.S. District Court for the
District of Idaho; and
b. perform other services as the Court may approve upon further
application.
As reported in the Troubled Company Reporter on Feb. 17, 2015, in
2011, the United States of America, Department of Agriculture filed
a lawsuit against the Debtor, and others pending in the U.S.
District Court for the District of Idaho. The Idaho lawsuit sought
the reimbursement of financial obligations incurred by the U.S.
pursuant to the Comprehensive Environmental Response Compensation
And Liability Act (CERCLA), for environmental cleanup activities
the Conjecture Mine site in Bonner County, Idaho and at the Minnie
Moore Mine site in Blaine County, Idaho that were completed in
2007. The Debtor filed a counterclaim against the U.S. in the
action alleging arranger liability under CERCLA.
The Debtor has been represented by MAF in the Idaho lawsuit, and
MAF's fees and costs have been paid by the Debtor's insurance
carrier.
Snell & Wilmer L.L.P, as counsel, will have a limited appearance in
the Idaho lawsuit.
In this relation, MAF will to represent the Debtor in connection
with the appeal of any final enforceable judgment that might be
entered in that case pending before the District Court.
To the best of the Debtors' knowledge, MAF does not hold or
represent any entity having an adverse interest to the Debtor or to
the estate with respect to the matter on which MAF is to be
employed.
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.
On Jan. 27, the Chapter 11 cases of The Federal Bankruptcy Case
and
Camp Bird Bankruptcy Case is administratively consolidated, under
Case No. 14-33427.
FIRST NATIONAL: OCC Consent Order Terminated
--------------------------------------------
First National Community Bancorp, Inc., announced that First
National Community Bank, its wholly-owned banking subsidiary, has
been fully and completely released from the Consent Order entered
into with the Office of the Comptroller of the Currency in
September 2010. The effective date of the termination of the CO
was March 25, 2015.
In response to the CO and other factors, the Bank implemented and
adopted industry best practices to meet the evolving expectations
of the regulatory agencies for community banks. Included in the
enhancements were additional corporate governance practices and
disciplined business and banking principles related to the Bank's
procedures, systems, policies, programs, plans, training and
resources. The Board of Directors added experienced members to
provide further oversight and guidance. These and other efforts
were reflected in the results of operations for years 2013 and
2014. In 2014, the Company reported its most profitable year since
2008 and, as of Dec. 31, 2014, both the Company's and the Bank's
regulatory capital ratios were the highest they have been since
Dec. 31, 2008. All of these efforts were accomplished without any
specific capital raising activity.
The termination of the CO signifies that the OCC has determined
that the Bank has met all of the CO requirements. Also, with the
termination of the CO, the Bank is now considered
"well-capitalized" under the FDIC's prompt corrective action
provisions.
"Since the Bank entered into the CO, the Board of Directors,
management and all of our employees have worked tirelessly to
improve the Bank's processes and controls, while continuing to
serve our customers and strengthening our competitive position in
Northeastern Pennsylvania. The termination of the CO is a highly
positive milestone for the Bank and represents our team's
successful efforts to improve our compliance-related
infrastructure, as well as strengthen our balance sheet and improve
the Bank's financial performance," said Steven R. Tokach, president
and chief executive officer. "It's gratifying that we have been
able to realize significant performance improvements while
operating under the limitations of a regulatory order. The
termination of the CO enhances our ability to execute our strategic
plan and enables our team to focus its time and energy on deepening
existing and adding new customer relationships, growing core
profitability and building long-term shareholder value through the
remainder of 2015 and beyond."
About First National
Headquartered in Dunmore, Pa., First National Community Bancorp,
Inc., is a Pennsylvania corporation, incorporated in 1997 and is
registered as a bank holding company under the Bank Holding
Company Act ("BHCA") of 1956, as amended. The Company became an
active bank holding company on July 1, 1998, when it acquired
ownership of First National Community Bank (the "Bank"). The Bank
is a wholly-owned subsidiary of the Company.
The Company's primary activity consists of owning and operating
the Bank, which provides customary retail and commercial banking
services to individuals and businesses. The Bank provides
practically all of the Company's earnings as a result of its
banking services.
First National reported net income of $13.4 million on $32.7
million of total interest income for the year ended Dec. 31, 2014,
compared with net income of $6.38 million on $33 million of total
interest income during the prior year.
As of Dec. 31, 2014, the Company had $970 million in total assets,
$919 million in total liabilities, and $51.4 million in total
shareholders' equity.
* * *
This concludes the Troubled Company Reporter's coverage of First
National Community Bancorp until facts and circumstances, if any,
emerge that
demonstrate financial or operational strain or difficulty at
a level sufficient to warrant renewed coverage.
FORESIGHT ENERGY: S&P Affirms 'B+' ICR on Merger and Refinancing
----------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B+' issuer
credit rating on St. Louis-based Foresight Energy L.P. The outlook
is stable.
S&P also assigned its 'BB' issue-level rating to the partnership's
new first-lien term loan. The recovery rating on the loan is '1',
indicating S&P's expectation of very high recovery (90% to 100%) in
the event of a payment default. In addition, S&P raised its
issue-level rating on the company's senior unsecured notes to 'B+'
from 'B' and revised the recovery rating on this debt to '3' from
'5', indicating S&P's expectation of meaningful recovery (50% to
70%; low end of the range) in the event of a payment default.
The acquisition by Murray Energy represents a change of control at
Foresight, but S&P do not anticipate material changes in
operations. S&P expects Murray Energy to control the financial and
distribution policies of Foresight, however. Over time, S&P
expects assets under Foresight to grow mainly from asset "drop
downs" from Murray Energy. This transaction does result in a
change in how S&P assess the company, most notably limiting
Foresight's rating to that of the group--currently both at 'B+'--as
dictated by S&P's group rating methodology criteria.
"The stable outlook reflects our view that Foresight will continue
to be a low-cost coal miner that can operate profitably in a
low-price environment. Furthermore, a large contracted position
provides good visibility into near-term sales," said Standard &
Poor's credit analyst Chiza Vitta. "We expect these factors to
support leverage of about 4x EBITDA over the next 12 months, which
is commensurate with the current rating. However, we also expect
discretionary cash flow to be weak after distributions to
unitholders, as is typical with master limited partnerships."
Under the group rating methodology, Foresight receives some uplift,
but cannot exceed its group credit profile (GCP) rating, which is
currently 'B+'. As a result, S&P anticipates the most likely
scenario for a downgrade would involve deteriorating GCP credit
quality. This could happen if liquidity deteriorated to a level
S&P viewed to be "less than adequate" or profitability decreased
such that the "fair" business risk profile was revised downward.
S&P could upgrade Foresight if its GCP and stand-alone credit
profile both improved. Murray could use proceeds from drop downs
to decrease the group's leverage or increase liquidity. S&P could
raise the rating if the group's leverage fell below 5x, or
liquidity increased to a level S&P assessed as "strong."
FORTESCUE METALS: Bank Debt Trades at 9% Off
--------------------------------------------
Participations in a syndicated loan under which Fortescue Metals
Group Ltd is a borrower traded in the secondary market at 91.25
cents-on-the-dollar during the week ended Friday, March 27, 2015,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal. This represents an increase
of 0.83 percentage points from the previous week, The Journal
relates. The Company pays 325 basis points above LIBOR to borrow
under the facility. The bank loan matures on June 13, 2019, and
carries Moody's Baa3 rating and Standard & Poor's BBB rating. The
loan is one of the biggest gainers and losers among widely quoted
syndicated loans in secondary trading in the week ended Friday
among the 251 loans with five or more bids. All loans listed are
B-term, or sold to institutional investors.
FOUR OAKS: Appoints Two New Directors
-------------------------------------
Four Oaks Fincorp, Inc., the holding company for Four Oaks Bank &
Trust Company, announced that, effective March 23, 2015, Kenneth R.
Lehman and David H. Rupp were appointed to the Boards of Directors
of the Bank and of the Company.
Mr. Lehman is a private investor, attorney and banking
entrepreneur. Mr. Lehman was an attorney with the Securities and
Exchange Commission from 1988 through 1992, and in 1993, he
co-founded a nationally recognized law firm that specialized in
securities, mergers and acquisitions, and banking. He retired from
that firm in 2002. Since 2003, Mr. Lehman has co-founded three
banks and served as a director of several banks and bank holding
companies. Over the last five years Mr. Lehman has served as a
director of three publicly-traded companies including First Capital
Bancorp, Inc., where he has served as a director since 2012,
Virginia Commerce Bancorp, Inc., where he has served as a director
since November 2009, and Tower Bancorp, Inc., where he served as a
director from March 2009 through February 2012.
Mr. Rupp became the Bank's executive vice president, chief
operating officer in September 2014 after serving as senior vice
president, strategic project manager since June 2014. Prior to
joining the Bank, he most recently served as Retail Banking and
Mortgage President of VantageSouth Bank from 2012 to 2014. From
2009 to 2011, Mr. Rupp served as chief executive officer of
Greystone Bank and, from 2008 to 2009, he served as senior
executive vice president of Regions Financial Corporation. Prior
to his employment with Regions Financial Corporation, Mr. Rupp held
various positions at Bank of America and First Union Corporation.
"We are very pleased to have both Ken and David join our board.
They each bring with them a great deal of experience in the
financial industry that we believe will add significant depth to
our board and, in turn, our company. These appointments mark
another milestone in our plan to build a strong foundation for the
future growth of our company," said Chairman, President and Chief
Executive Officer Ayden R. Lee, Jr.
Mr. Lehman will be eligible to receive cash-based compensation for
his service as a director consistent with that provided to the
Company's other non-management directors. These compensatory
arrangements provide for a monthly fee of $1,275. In the event Mr.
Lehman is appointed to a board committee, he will receive $325, or
$375 as chairman, for each board committee meeting he attends.
Consistent with the Company's compensation policy for management
directors, Mr. Rupp will not receive additional compensation for
his service as a director.
As previously disclosed, on March 24, 2014, the Company entered
into a Securities Purchase Agreement with Mr. Lehman pursuant to
which Mr. Lehman acted as a standby purchaser in the Company's
shareholder rights offering and the Company issued Mr. Lehman an
aggregate of 16,000,000 shares of the Company's common stock for
$1.00 per share. The Securities Purchase Agreement also provides
Mr. Lehman with certain pre-emptive rights for a period of three
years, entitling him to maintain his proportionate common
stock-equivalent interest in the Company in future securities
offerings. Also, on Aug. 16, 2015, the Company entered into a
registration rights agreement with Mr. Lehman, which provides Mr.
Lehman demand registration and piggyback registration rights with
respect to his resale of shares purchased pursuant to the
Securities Purchase Agreement, subject to customary limitations.
As of March 27, 2015, Mr. Lehman holds approximately 47.89% of the
outstanding shares of the Company's common stock.
About Four Oaks
Four Oaks Bank & Trust Company is a state chartered bank
headquartered in Four Oaks, North Carolina, where it was chartered
in 1912. The wholly-owned subsidiary of Four Oaks Fincorp, Inc.,
the single bank holding company trading under the symbol FOFN on
the OTCQX Marketplace, the Bank had $820.8 million in assets as of
Dec. 31, 2014. The Bank presently operates thirteen branches
located in Four Oaks, Clayton, Garner, Smithfield, Benson,
Fuquay-Varina, Holly Springs, Wallace, Harrells, Zebulon, Dunn and
Raleigh and loan production offices in Southern Pines and in
Raleigh, North Carolina.
Four Oaks reported a net loss of $350,000 in 2013, a net loss of
$6.96 million in 2012 and a net loss of $9.09 million in 2011.
As of Sept. 30, 2014, the Company had $838 million in total
assets, $798 million in total liabilities and $40.1 million in
total shareholders' equity.
Written Agreement
"In late May 2011, the Company and the Bank entered into a formal
written agreement (the "Written Agreement") with the Federal
Reserve Bank of Richmond (the "FRB") and the North Carolina Office
of the Commissioner of Banks (the "NCCOB"). Under the terms of
the Written Agreement, the Bank developed and submitted for
approval, within the time periods specified, plans to:
* revise lending and credit administration policies and
procedures at the Bank and provide relevant training;
* enhance the Bank's real estate appraisal policies and
procedures;
* enhance the Bank's loan grading and independent loan review
programs;
* improve the Bank's position with respect to loans,
relationships, or other assets in excess of $750,000, which
are now or in the future become past due more than 90 days,
are on the Bank's problem loan list, or adversely classified
in any report of examination of the Bank; and
* review and revise the Bank's policy regarding the Bank's
allowance for loan and lease losses and maintain a program
for the maintenance of an adequate allowance.
A material failure to comply with the terms of the Written
Agreement could subject the Company to additional regulatory
actions and further restrictions on its business. These
regulatory actions and resulting restrictions on the Company's
business may have a material adverse effect on its future results
of operations and financial condition," the Company said in its
quarterly report for the period ended March 31, 2014.
FRAC TECH: Bank Debt Trades at 21% Off
--------------------------------------
Participations in a syndicated loan under which Frac Tech Services
Ltd is a borrower traded in the secondary market at 79.20
cents-on-the-dollar during the week ended Friday, March 27, 2015,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal. This represents a decrease of
1.00 percentage points from the previous week, The Journal relates.
Frac Tech pays 475 basis points above LIBOR to borrow under the
facility. The bank loan matures on April 3, 2021, and carries
Moody's B2 rating and Standard & Poor's B rating. The loan is one
of the biggest gainers and losers among 251 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
GARY L REINERT: Court Dismisses Adversary Suit vs. Bould, et al.
----------------------------------------------------------------
Chief Bankruptcy Judge Jeffery A. Deller of the U.S. Bankruptcy
Court for the Western District of Pennsylvania entered a memorandum
opinion dismissing an adversary proceeding initiated by Debtor Gary
L. Reinert, Sr.
Mr. Reinert and certain entities, which he owned or controlled, are
Debtors in bankruptcy before the Court. By prior Court orders, Mr.
Reinert has been denied a discharge as a result of his failure to
cooperate (and his otherwise failure to fulfill the duties reposed
in him to this bankruptcy estate) under applicable law.
The adversary proceeding is titled Gary L. Reinert, Sr., Plaintiff,
v. Roger M. Bould, Esq., Owen W. Katz, Esq., Fred McMillen, and
Robert Shearer, Esq., Case No. 14-02204-JAD.
Defendant Owen W. Katz, Esq., filed a motion to dismiss the case.
Similar motions or joinders to the Motion to Dismiss have been
filed by the other defendants.
The adversary proceeding was commenced by Mr. Reinert on a pro se
basis in the Court of Common Pleas of Allegheny County when he
filed a Praecipe for Writ of Summons on July 28, 2014. The writ
was subsequently followed by a Complaint filed on September 16,
2014, and superseded by an Amended Complaint filed on October 3,
2014. Defendant Owen Katz then removed the action to the
Bankruptcy Court by way of a Notice of Removal filed on October 6,
2014.
Judge Deller noted that the each of the requests for dismissal will
be treated the same. Judge Deller wrote in his memorandum opinion
that the Motions to Dismiss will be granted and an order will be
entered that dismisses the adversary proceeding with prejudice.
Judge Deller opined, among other things, that Mr. Reinert's
complaint fails to state a claim under the Racketeer Influenced and
Corrupt Organizations Act or similar state law for which relief can
be granted.
A full-text copy of the Memorandum Opinion dated March 12, 2015, is
available at http://bit.ly/1GyfUaGfrom Leagle.com.
Gary L. Reinert, Sr., filed his voluntary Chapter 11 case (Bankr.
W.D. Pa. Case No. 11-22840) on May 2, 2011. Mr. Reinert's personal
case was filed along with several corporate cases with which he was
affiliated.
GASFRAC ENERGY: CCAA Plan Expected to Be Completed in June 2015
---------------------------------------------------------------
GASFRAC Energy Services Inc. on March 27 disclosed that it has
obtained the approval of the Court of Queen's Bench of Alberta in
respect of a definitive asset purchase agreement entered into
between GASFRAC and a third party oil and gas service industry
partner, whereby GASFRAC would purchase certain fracking assets and
related services. The Purchase Transaction will assist GASFRAC in
maintaining continued operations following completion of the
previously announced sale transaction involving STEP Energy
Services Ltd. announced in March 3, 2015, under the supervision of
its board of directors and Ernst & Young Inc., the court appointed
monitor.
The Corporation has also entered into an indicative term sheet with
the same third party which contemplates, subject to inter alia,
creditor and court approval and customary closing conditions, a
proposed CCAA plan of compromise and arrangement, pursuant to which
such third party would acquire 100% equity ownership of GASFRAC, as
an operating entity.
The Purchase Transaction and proposed Plan will not affect the
completion of the Asset Sale Transaction contemplated to be
completed in early April, 2015.
Additional terms of the Purchase Transaction and Plan will be
disclosed as the Purchase Transaction and Plan progresses and the
Purchase Transaction and Plan is completed. The Purchase
Transaction is expected to be completed prior to the end of March,
2015 and the Plan is anticipated to be completed in June, 2015.
If the Plan is completed, and all applicable creditor and court
approvals are obtained, it is anticipated that the Corporation's
unsecured debentureholders may receive additional consideration
under the Plan (in addition to any amount distributed to creditors
as a result of the Asset Sale Transaction). However, it is
anticipated that the holders of common shares of the Corporation
will not receive any distribution as a result of the completion of
the Asset Sale Transaction or under the Plan.
About GASFRAC Energy
Headquartered in Calgary, Canada, GASFRAC Energy Services Inc. --
http://www.gasfrac.com/-- is an oil and gas service company, whose
business is to provide liquid petroleum gas (LPG) fracturing
services to oil and gas companies in Canada and the United States
of America. As of Dec. 31, 2011, GASFRAC had three 32 tons and
nine 100 tons sand storage vessels, 47 fracturing pumpers, 150 LPG
storage tanks and related equipment. GASFRAC's services are
marketed and operated under the name of its wholly owned subsidiary
GASFRAC Energy Services Limited Partnership.
GASFRAC commenced proceedings and obtained court protection under
the CCAA pursuant to an initial order granted by the Court of
Queen's Bench, in the Province of Alberta, on Jan. 15, 2015, "as a
result of a combination of continuing negative operating results,
limited access at the present time to capital markets for junior
issuers such as the Corporation, reduced industry activity
resulting from depressed petroleum and natural gas commodity prices
and the inability of the Corporation to obtain a suitable offer for
the purchase of the Corporation or its assets after a strategic
alternative process, which commenced on November 13, 2014, that
would satisfy all of the Corporation's existing financial
obligations, both secured and unsecured."
Ernst & Young Inc., as monitor, sought protection under Chapter 15
of the U.S. Bankruptcy Code for GASFRAC and its five affiliates
(Bankr. W.D. Tex. Case No. 15-50161) on Jan. 15, 2015. The Chapter
15 cases are assigned to Judge Craig A. Gargotta. Timothy S.
Springer, Esq., Steve A. Peirce, Esq., and Louis R. Strubeck, Esq.,
at Fulbright & Jaworski LLP, serve as counsel in the U.S. cases.
GCI INC: S&P Assigns 'B+' Rating on New $450MM Sr. Unsecured Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' issue-level
rating and '5' recovery rating to Anchorage, Alaska-based
diversified telecommunications provider GCI Inc.'s (GCI) proposed
$450 million senior notes due 2025. The '5' recovery rating
indicates S&P's expectation for modest (10%-30%; at the higher end
of the range) recovery in the event of a payment default.
GCI plans to use the proceeds from the notes to refinance the $425
million senior notes due 2019, and pay related fees and expenses.
S&P's ratings on GCI, including the 'BB-' corporate credit rating
and stable outlook, are unchanged since S&P do not expect credit
metrics, including adjusted debt to EBITDA of around 4x, to
meaningfully change as a result of the transaction. S&P believes
GCI will continue to reduce debt to EBITDA in the near term because
of EBITDA growth, and although unlikely over the next year, S&P
would consider an upgrade if leverage declines to the mid-3x area
on a sustained basis, depending on financial policy considerations.
RATINGS LIST
GCI Inc.
Corporate Credit Rating BB-/Stable/--
New Rating
GCI Inc.
$450 mil. notes due 2025
Senior Unsecured B+
Recovery Rating 5H
GLOBACOR ASSOCIATES: Files for Ch 11 After Building's Foreclosure
-----------------------------------------------------------------
Globalcor Associates, LLC, filed for Chapter 11 bankruptcy
protection (Bankr. N.D. Ohio Case No. 15-60533) on March 16, 2015,
estimating its assets at between $1 million and $10 million and
liabilities at between $500,000 and $1 million. The petition was
signed by Jeffrey Melton, managing member. The Debtor did not
include a list of its largest unsecured creditors when it filed the
petition.
John Harper, writing for Cleveland.com, reports that the Summit
County foreclosed on March 19, 2015, the Company's building that
houses The Bank Night Club. According to records, the property was
pulled from a sheriff's sale when the Company, which owes at least
$31,783 in taxes, interest and other fees, filed for bankruptcy.
Judge Russ Kendig presides over the case.
John L Juergensen, Esq., at John L. Juergensen Co., LPA, serves as
the Company's bankruptcy counsel.
Globalcor Associates, LLC, is headquartered in New Philadelphia,
Ohio.
GREENVILLE CASUALTY: A.M. Best Cuts Finc'l. Strength Rating to B-
-----------------------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to B-
(Fair) from B (Fair) and the issuer credit rating to "bb-" from
"bb" of Greenville Casualty Insurance Company (Greenville) (Greer,
SC). The outlook for both ratings remains negative.
The rating downgrades primarily reflects Greenville's continued
weak operating performance, including significant underwriting and
operating losses, while risk-adjusted capitalization remains low in
conjunction with elevated underwriting leverage measures. This is
mainly due to Greenville's aggressive premium growth in South
Carolina and increased losses that lingered into 2014. The rapid
growth also has resulted in increased operating expenses, higher
loss and loss adjustment expense reserves and elevated underwriting
leverage ratios. Although surplus growth was reported in 2014,
Greenville's policyholders' surplus remains weak.
In response to a sizable policyholders' surplus drop in 2013, the
company's owner made a cash contribution of $3 million in 2014. In
addition, management has taken a number of corrective actions in
2014, which include rate increases, reducing South Carolina
exposure through non-renewal of unprofitable business, restricting
new business growth and utilizing risk identifying tools for better
risk selection, as well as tightening overall underwriting
guidelines. A.M. Best anticipates operating performance will
remain volatile as corrective actions begin to gain traction.
These negative rating factors are partially offset by Greenville's
other income and net investment income, which have been positive
and have somewhat mitigated its unfavorable underwriting
performance over the past five years. In addition, Greenville
maintains a conservative investment philosophy as the majority of
its invested assets consist of long-term bonds and cash and
short-term investments. Finally, balance sheet liquidity measures
are adequate and compare favorably with the private passenger
non-standard automobile composite.
The ratings may be downgraded if Greenville's risk-adjusted
capitalization continues to decline and/or there is a continuation
of adverse operating performance. Removal of the negative outlook
is contingent upon improved capitalization and consistent and
satisfactory operating performance.
GUIDED THERAPEUTICS: Reports $10 Million Net Loss for 2014
----------------------------------------------------------
Guided Therapeutics, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss
attributable to common stockholders of $10.03 million on $65,000 of
contract and grant revenue for the year ended Dec. 31, 2014,
compared to a net loss attributable to common stockholders of $10.4
million on $820,000 of contract and grant revenue for the year
ended Dec. 31, 2013.
As of Dec. 31, 2014, the Company had $3.03 million in total assets,
$7.49 million in total liabilities, and a $4.46 million total
stockholders' deficit.
UHY LLP, in Sterling Heights, Michigan, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014. The independent auditors noted that
the Company's recurring losses from operations and accumulated
deficit raise substantial doubt about its ability to continue as a
going concern.
Bankruptcy Warning
"The Company's capital-raising efforts are ongoing. If sufficient
capital cannot be raised during the second quarter of 2015, the
Company has plans to curtail operations by reducing discretionary
spending and staffing levels, and attempting to operate by only
pursuing activities for which it has external financial support and
additional NCI, NHI or other grant funding. However, there can be
no assurance that such external financial support will be
sufficient to maintain even limited operations or that the Company
will be able to raise additional funds on acceptable terms, or at
all. In such a case, the Company might be required to enter into
unfavorable agreements or, if that is not possible, be unable to
continue operations, and to the extent practicable, liquidate
and/or file for bankruptcy protection," the Company said in the
report. NCI stands for National Cancer Institute.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/cMB0dT
About Guided Therapeutics
Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP)
-- http://www.guidedinc.com/-- is developing a rapid and painless
test for the early detection of disease that leads to cervical
cancer. The technology is designed to provide an objective result
at the point of care, thereby improving the management of cervical
disease. Unlike Pap and HPV tests, the device does not require a
painful tissue sample and results are known immediately. GT has
also entered into a partnership with Konica Minolta Opto to
develop a non-invasive test for Barrett's Esophagus using the
LightTouch technology platform.
H.J. HEINZ: Moody's Reviews for Upgrade 'Ba3' CFR on Merger Deal
----------------------------------------------------------------
Moody's Investors Service placed the ratings of H.J. Heinz Company
under review for upgrade including the Ba3 Corporate Family Rating,
Ba3-PD Probability of Default Rating, Ba1 senior secured first-lien
debt, and B1 senior secured second-lien debt. This action follows
the announcement that Heinz and Kraft Foods Group, Inc. ("Kraft",
Baa2 ratings under review for downgrade) have agreed to a merger to
create The Kraft Heinz Company ("Kraft-Heinz"), a nearly $30
billion global food company.
The review for upgrade reflects Moody's expectation that the
combined entity likely will have a significantly stronger credit
profile than Heinz. Based on the companies' stated financing plan,
the merger will likely result in an investment grade company.
"We expect that the combination of Heinz and Kraft would enhance
Heinz's overall credit profile in terms of larger scale,
significant incremental cost efficiencies and overall lower
financial leverage," commented Brian Weddington, a Moody's Senior
Credit Officer.
The senior management team of Kraft-Heinz, to be led by 3G Capital,
expects to achieve $1.5 billion in run-rate cost savings, $1.0
billion in working capital reductions, and $2 billion of debt
repayment in the first two years after the merger. Management also
expects to achieve an additional $450 million to $500 million in
annualized cash savings by calling the $8 billion of Heinz parent
9% company preferred stock issued in connection with the 2013 Heinz
LBO. The preferred stock is callable beginning in June 2016.
"The combination of a stronger balance sheet and cost savings
should allow Kraft-Heinz to fund the call of the expensive $8
billion preferred stock and keep debt/EBITDA below 4.5 times,"
added Weddington.
Leverage would likely have topped 6.0 times had Heinz refinanced
the preferred on its own.
Moody's review will focus primarily on the financing plan for the
proposed merger, and on the composition and longer-term operating
strategy of the new senior management team of Kraft-Heinz.
Ratings placed under review for upgrade:
H.J. Heinz Company, Inc.:
-- Corporate Family Rating at Ba3;
-- Probability of Default Rating at Ba3-PD;
-- Senior secured first-lien bank debt at Ba1/LGD2;
-- Senior secured second-lien debt at B1/LGD4.
H.J. Heinz Company (Original Issuer):
-- Senior unsecured debt at B2/LGD6.
H.J. Heinz Finance UK Plc:
-- Senior secured second-lien debt at B1/LGD4.
H.J. Heinz Finance Company:
-- Senior unsecured debt at B2/LGD6.
All outlooks have been changed to RUR from stable.
Kraft shareholders will receive one share of Kraft-Heinz stock for
each Kraft common share plus a cash payment of $16.50 per share
(approximately $10 billion in total), to be funded by a cash common
equity contribution from Heinz shareholders 3G Capital and
Berkshire Hathaway. Upon closing, which the company expects to
occur in the second half of 2015, Kraft shareholders will own 49%
and Heinz shareholders will own 51% of Kraft-Heinz, which will
continue as a publicly-traded company.
Prior to closing the merger, Heinz plans to refinance $9.5 billion
of its existing senior secured debt through the issuance of new
senior unsecured notes that will become direct obligations of
Kraft-Heinz. Up to $2 billion of Heinz second-lien notes due 2025
would remain outstanding at closing. All other existing debt at
Heinz and Kraft will remain outstanding and will become direct
obligations of Kraft-Heinz. In June 2016, Hawk Acquisition
Intermediate Corporation I -- an indirect holding company of Heinz
-- intends to call its $8 billion 9% preferred stock. The company
expects to fund the call through a special dividend from
Kraft-Heinz, which will be funded through $8 billion of incremental
senior unsecured debt to be issued some time after the merger is
completed. Moody's will likely treat the preferred stock as a debt
obligation of Kraft-Heinz until it is retired.
The principal methodology used in this rating was the Global
Packaged Goods published in June 2013. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.
Headquartered in Pittsburgh, PA, H.J. Heinz Company is a leading
marketer and producer of branded foods in ketchup, condiments,
sauces, meals, soups, snacks and infant foods. Key brands include
Heinz Ketchup, sauces, soups, beans, pasta and infant foods,
Ore-Ida French Fries and roasted potatoes, Smart Ones meals and
Plasmon baby food. For the last twelve month period ended 28
December 2014, Heinz generated sales of approximately $10.9
billion.
IFM (US) COLONIAL: Fitch Affirms 'BB+' IDR; Outlook Remains Stable
------------------------------------------------------------------
Fitch Ratings has affirmed IFM (US) Colonial Pipeline 2 LLC's (IFM
Colonial) Issuer Default Rating (IDR) at 'BB+' and its senior
secured notes at 'BBB-'. In addition, Fitch assigns a recovery
rating of 'RR1' on the senior secured notes. The notes are secured
by a first priority security interest in a debt service reserve
account which holds cash, the receipt account which holds cash
received from Colonial Pipeline LLC (Colonial), and all of its
shares in Colonial.
The rating action affects $250 million of long-term debt. The
'BBB-/RR1' rating for IFM Colonial's senior secured notes reflects
its substantial collateral coverage and outstanding recovery
prospects in a distressed scenario. The one-notch uplift from IFM
Colonial's IDR reflects Fitch's notching criteria for issuers with
'BB+' IDR's.
The Rating Outlook remains Stable.
KEY RATINGS DRIVERS
The ratings are supported by these strengths:
-- Colonial's stable, FERC-regulated operations that provide
solid cash flows and relatively predictable dividends to its
owners;
-- Colonial's strong market position as the largest refined
liquid petroleum products pipeline in the U.S., and the
lowest cost method of moving refined product from the Gulf
Coast to the East Coast;
-- A debt service reserve account which currently holds six
months of cash to service the secured IFM Colonial notes.
Key rating factors include these concerns:
-- Cash flow concentration from a non-controlling, minority
interest in Colonial;
-- Colonial's single-asset business, which exposes Colonial –
and the dividends it pays its owners-to concentrated
regulatory, economic, and operating risk.
Minority Interest in Colonial
The primary rating concern for IFM Colonial is that its sole source
of cash flow is the quarterly dividend payments from its minority
interest in Colonial. Some of this concern is lessened by the fact
that each of Colonial's owners is entitled to appoint one of the
five directors to Colonial's board, and by the supermajority
requirements in the board's bylaws. Some of the more important
bylaws include a supermajority vote of at least 75% of the
shareholder vote for asset sales, and the issuance of debt greater
than one year. Shareholders also have the right of first refusal
on any stock sales.
IFM Colonial's limited control of Colonial is further balanced by
the nature of Colonial's other owners, which are either long-term
investment companies or subsidiaries of major oil & gas companies.
These companies and their ownership interest in Colonial are:
-- Koch Capital Investments Co. LLC (28.09%);
-- KKR-Keats Pipeline Investors LP (23.44%);
-- Caisse de depot et placement du Quebec (16.55%);
-- Shell Pipeline Co. LP (14.51%);
-- Shell Midstream Partners, LP (1.61%);
-- IFM Colonial (15.8%).
Single-Asset Entity
Colonial is a single-asset pipeline company, which exposes it to a
greater amount of regulatory, economic, and operating risk than a
company with multiple assets.
Predictable Dividends
Despite these concerns, Colonial's FERC-regulated tariffs and high
utilization rates have generated robust cash flows. EBITDA margins
have averaged about 57% the past four years. Overall, management
has prudently managed the balance sheet and dividends. Between 2010
and 2013, dividends have been in the range of $299 million and $341
million.
Fitch expects Colonial's financial profile to remain solid over the
next few years and enable Colonial to continue the payment of
relatively predictable quarterly dividends.
Strong Market Position:
IFM Colonial benefits from Colonial Pipeline's key position as the
leading shipper of refined liquid petroleum products along the East
Coast.
Debt Service Reserve Account
The secured notes have a debt service reserve account, which holds
cash to meet at least the next six months of interest expense
payments.
KEY ASSUMPTIONS
Fitch's key assumptions within the rating case for the issuer
include:
-- A consistent dividend payment from Colonial Pipeline;
-- The Colonial board remains supportive of a conservative
financial profile at the pipeline;
-- IFM Colonial's only debt issuance remains the $250 million
in senior secured notes.
RATING SENSITIVITIES
Positive: Future developments that may, individually or
collectively, lead to a positive rating action include:
-- Rating action is not viewed as likely given the structure of
the issuer which limits the current rating.
Negative: Future developments that may, individually or
collectively, lead to a negative rating action include:
-- Changes in the structure of IFM Colonial that result in a
weakened credit profile;
-- Significant operational issues at Colonial which reduce cash
available to IFM Colonial;
-- A material weakening of credit metrics at Colonial which
would lead to reduced dividends for IFM Colonial;
-- Debt service reserve coverage below 2.0x for a sustained
period of time.
IMPLANT SCIENCES: Extends Maturities of Credit Agreements
---------------------------------------------------------
Implant Sciences Corporation announced the extension of its March
2014 secured credit agreements with DMRJ Group, LLC and the group
of investors represented by BAM Administrative Services, LLC.
DMRJ has agreed to extend the maturity of all Implant Sciences
indebtedness held by DMRJ from March 31, 2015, to March 31, 2016.
No other terms or conditions of the DMRJ credit agreements were
changed.
The maturity of the BAM note has been extended from March 31, 2015,
to March 31, 2017. As of April 1, 2015, in consideration of the
two year extension, the interest rate on the BAM note will increase
by 1%. The remaining terms and conditions of the BAM credit
agreement remain the same.
"The recent order from the U.S. Transportation Security
Administration for the procurement of 1170 of our QS-B220 desktop
explosives trace detection systems is the single largest order in
our history," stated Implant Sciences' CEO, Dr. Bill McGann. "The
combination of approvals from TSA and the European Civil Aviation
Conference for the QS-B220 give us potential access to tens of
millions of dollars of procurements, both here in the U.S. and in
Europe. We believe these credit extensions provide the time needed
as we seek to realize the revenue from these orders. We appreciate
the continued support from DMRJ and BAM during this exciting
time."
"The updated agreement gives us the runway we need to implement our
plans for growth and profitability," stated Bob Liscouski, Implant
Sciences' executive vice president. "Our technical team has built
what we believe is the best and most reliable explosive trace
detection technology in the market, and now it is time for us to
win orders and execute as the leader in ETD solutions worldwide."
Detailed information on the extensions is available for free at:
http://is.gd/6OwF8m
About Implant Sciences
Implant Sciences Corporation (OBB: IMSC.OB) --
http://www.implantsciences.com/-- develops, manufactures and
sells sensors and systems for the security, safety and defense
(SS&D) industries.
The Company's balance sheet at Dec. 31, 2014, showed $5.51 million
in total assets, $75.9 million in total liabilities, and a
stockholders' deficit of $70.4 million.
Marcum LLP, in Boston, Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the
year ended June 30, 2014. The independent auditors noted that
the Company has had recurring net losses and continues to
experience negative cash flows from operations. As of Sept. 23,
2014, the Company's principal obligation to its primary lenders
was approximately $53.4 million and accrued interest of
approximately $10.2 million. The Company is required to repay all
borrowings and accrued interest to these lenders on March 31,
2015. These conditions raise substantial doubt about its ability
to continue as a going concern.
Bankruptcy Warning
"Despite our current sales, expense and cash flow projections and
the cash available from our line of credit with DMRJ, we will
require additional capital no later than the third quarter of
fiscal 2015 to fund operations and continue the development,
commercialization and marketing of our products. Our failure to
achieve our projections and/or obtain sufficient additional capital
on acceptable terms would have a material adverse effect on our
liquidity and operations and could require us to file for
protection under bankruptcy laws. These conditions raise
substantial doubt as to our ability to continue as a going
concern," the Company stated in its quarterly report for the period
ended Dec. 31, 2014.
INTERNATIONAL TEXTILE: Posts $15.4 Million Net Loss in 2014
-----------------------------------------------------------
International Textile Group, Inc., filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss attributable to common stock of $15.4 million on $595 million
of net sales for the year ended Dec. 31, 2014, compared to a net
loss attributable to common stock of $10.9 million on $600 million
of net sales in 2013.
As of Dec. 31, 2014, the Company had $302 million in total assets,
$368 million in total liabilities and a $66.3 million total
stockholders' deficit.
Restructuring Activities
"The Company continues to examine its manufacturing operations and
evaluate opportunities to reconfigure manufacturing and supply
chain operations with a focus on operational improvements and cost
reductions, as well as seek appropriate opportunities to reduce the
Company's general and administrative expenses. The Company also
continuously evaluates opportunities to restructure operations in
an effort to better align its manufacturing base with long-term
opportunities and increase return on investment. Management
continuously evaluates the financial and operating results of our
various businesses, and may seek to take various actions, including
transferring operations, closing plants, idling operations or
disposing of assets from time to time in order to respond to
changing economic circumstances and to improve the Company's
overall liquidity and financial results," the Company said in the
Report.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/gDbga8
About International Textile
International Textile Group, Inc., is a global, diversified
textile manufacturer headquartered in Greensboro, North Carolina,
with current operations principally in the United States, China,
Mexico, and Vietnam. ITG's long-term focus includes the
realization of the benefits of its global expansion, including
reaching full production at ITG facilities in China and Vietnam,
and continuing to seek other strategic growth opportunities.
ISLAND BREEZE: Ship Could Run Again Under New Name & Operator
-------------------------------------------------------------
Arlene Satchell at Sun Sentinel reports that Commissioners for the
Riviera Beach seaport have agreed to enter into final talks with
SourcePoint LLC subsidiary PB Gaming to allow Island Breeze II
day-cruise casino ship to run from the Port of Palm Beach under a
new operator.
According to Sun Sentinel, PB Gaming is seeking to restart the
day-cruise casino operations with the Island Breeze renamed as the
Princess Royale. P.B. Gaming's Managing Director Robert Weisberg
said that Princess Royale could sail by June, Sun Sentinel states.
Sun Sentinel quoted Port Director Manny Almira as saying, "We have
met and extensively examined the team behind this new operation and
are not only confident in their abilities, but also excited to
watch them bring the vessel back to life." Citing port
spokesperson Tara Monks, the report says that the outfit has paid
the Port of Palm Beach a $250,000 down payment -- $175,000 is a
non-refundable security deposit, and $75,000 is for prepayment of
passengers.
Sun Sentinel relates that port officials will present a final lease
and operation agreement to its board of commissioners on April 16
for approval.
Sun Sentinel recalls that Island Breeze Casino's Chapter 11
bankruptcy case was converted into one under Chapter 7 in February.
SourcePoint, which had liens on the Company's assets, took over
the charter agreement, the report states, citing John Page, Esq.,
the attorney for SourcePoint.
About Island Breeze Casino
Florida's Island Breeze Casino is a gambling cruise that set sail
twice daily from the Port of Palm Beach. It is majority owned by
IBI Palm Beach LLC, which owes about $5.2 million to Nurmi for a
charter agreement on the ship.
As reported by the Troubled Company Reporter on Nov. 11, 2014,
Katy Stech, writing for The Wall Street Journal, reported that
Island Breeze has filed for bankruptcy after halting daily
excursions from Palm Beach and laying off nearly all of its 250
employees. According to the report, Lawrence McMichael, the
ship's lawyer, said the bankruptcy could help the ship restart its
operations next month during Florida's busy tourist season.
Island Breeze disclosed in documents filed with the bankruptcy
court that it lost $1 million in May after the ship's starboard
main engine failed, putting the casino cruise out of business for
three weeks.
JAMES RIVER: Blackstone Fees Conditioned on Unsecureds' Recovery
----------------------------------------------------------------
In the Chapter 11 cases of James River Coal Company, et al., U.S.
Bankruptcy Judge Kevin R. Huennekens entered a second supplemental
order in connection with the retention of Blackstone Advisory
Partners L.P., the investment banker of the Official Committee of
Unsecured Creditors.
The Court has ordered that any supplemental monthly fee payable to
Blackstone for services rendered to the Committee in October 2014
until December 2014, approved by the Court and not yet paid by the
Debtors will be paid to Balckstone upon the later entry of the
order and approval of the fees by the Court.
Any subsequent monthly fee payable to Blackstone for services
rendered to the Committee in January 2015 until May 2015, will be
payable by the debtors only if there is a recovery to the Debtors'
unsecured creditors in the cases.
As reported in the Troubled Company Reporter on May 26, 2014, the
Committee has tapped Blackstone to assist it in the critical tasks
associated with guiding through the Debtors' reorganization efforts
including, but not limited to, the Debtors' marketing process of
its assets and solicitation of a sponsor for a plan of
reorganization. Blackstone is to receive a monthly fee of $150,000
in cash, and a restructuring fee equal to $1.75 million.
About James River
James River Coal Company is a producer and marketer of coal in the
Central Appalachia ("CAPP") and the Midwest coal regions of the
United States. James River's principal business is the mining,
preparation and sale of metallurgical coal, thermal coal (which is
also known as steam coal) and specialty coal.
James River and 33 of its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. E.D. Va. Case Nos. 14-31848 to 14-31886) in
Richmond, Virginia, on April 7, 2014. The petitions were signed
by Peter T. Socha as president and chief executive officer.
Judge Kevin R. Huennekens oversees the Chapter 11 cases.
On the petition date, James River Coal disclosed total assets of
$1.06 billion and total liabilities of $818.6 million.
The Debtors are represented by Tyler P. Brown, Esq., Henry P.
(Toby) Long, III, Esq., and Justin F. Paget, Esq. at Hunton &
Williams LLP of Richmond, VA and Marwill S. Huebner, Esq, Brian
M. Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk &
Wardwell LLP of New York, NY. Kilpatrick Townsend & Stockton LLP
serves as the Debtors' special counsel. Perella Weinberg Partners
L.P. is the Debtors' financial advisor. Deutsche Bank Securities
Inc. serves as the Debtors' investment banker and M&G advisor.
Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice,
claims and administrative agent.
The U.S. Trustee for Region 4 has appointed five creditors to the
Official Committee of Unsecured Creditors. Michael S. Stamer,
Esq., Alexis Freeman, Esq., and Jack M. Tracy II, Esq., at Akin
Gump Strauss Hauer & Feld LLP; and Jonathan L. Gold, Esq.,
Christopher L. Perkins, Esq., and Christian K. Vogel, Esq., at
LeClairRyan.
The Debtors, in August 2014, won authority to sell the Hampden
Mining Complex (including the assets of Logan & Kanawha Coal
Company, LLC), the Hazard Mining Complex (other than the assets of
Laurel Mountain Resources LLC) and the Triad Mining Complex for
$52 million plus the assumption of certain environmental and other
liabilities, to a unit of Blackhawk Mining. The Buyer is
represented by Mitchell A. Seider, Esq., and Charles E. Carpenter,
Esq., at Latham & Watkins LLP.
JAMES RIVER: Perella Weinberg to Reduce and Defer Fees
------------------------------------------------------
In a second supplemental motion, James River Coal Company, et al.,
ask the Bankruptcy Court to modify the order approving the
employment of Perella Weinberg Partners LP as restructuring
financial advisor to provide for a reduction in the firm's fees.
After the consummation of the sale of the Debtors' remaining
operational assets to Revelation Energy, LLC, the Debtors and their
professional advisors have been in the process of monetizing their
remaining non-operational assets, and otherwise winding down the
estates. In an effort to preserve cash needed to fund the
wind-down process and, ultimately, a chapter 11 plan, the Debtors
and PWP have agreed to restructure the terms of PWP's compensation
in a manner that enables the Debtors to preserve liquidity.
PWP has agreed to eliminate the cash payment of any monthly fee and
reduce and continue to defer its remaining monthly fees under the
terms and conditions.
The Debtors and PWP have agreed that, notwithstanding anything to
the contrary in the Perella Retention Order, the Supplemental
Perella Retention Order, the Engagement Letter or any other order
entered by the Court, (x) PWP will continue to earn a Monthly Fee
in accordance with the terms of the Engagement Letter; provided
that each Monthly Fee earned from and after the monthly period
commencing March 1, 2015, will be in the amount of $100,000, and
each such Monthly Fee, up to an aggregate cap of $750,000, will
accrue and be payable by the Debtors as an administrative expense
pursuant to Section 503(b) of the Bankruptcy Code at such time and
in such manner as administrative expenses and earned but unpaid
financial advisor or investment banker transaction fees are paid;
and (y) the portion of the Restructuring Fee that would be payable
to PWP as described under Section 2(b)(i)(y)(1) of the Engagement
Letter will be reduced by the aggregate of all Accrued Monthly Fee
Amounts.
About James River
James River Coal Company is a producer and marketer of coal in the
Central Appalachia ("CAPP") and the Midwest coal regions of the
United States. James River's principal business is the mining,
preparation and sale of metallurgical coal, thermal coal (which is
also known as steam coal) and specialty coal.
James River and 33 of its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. E.D. Va. Case Nos. 14-31848 to 14-31886) in
Richmond, Virginia, on April 7, 2014. The petitions were signed
by Peter T. Socha as president and chief executive officer.
Judge Kevin R. Huennekens oversees the Chapter 11 cases.
On the petition date, James River Coal disclosed total assets of
$1.06 billion and total liabilities of $818.6 million.
The Debtors are represented by Tyler P. Brown, Esq., Henry P.
(Toby) Long, III, Esq., and Justin F. Paget, Esq. at Hunton &
Williams LLP of Richmond, VA and Marwill S. Huebner, Esq, Brian
M. Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk &
Wardwell LLP of New York, NY. Kilpatrick Townsend & Stockton LLP
serves as the Debtors' special counsel. Perella Weinberg Partners
L.P. is the Debtors' financial advisor. Deutsche Bank Securities
Inc. serves as the Debtors' investment banker and M&G advisor.
Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice,
claims and administrative agent.
The U.S. Trustee for Region 4 has appointed five creditors to the
Official Committee of Unsecured Creditors. Michael S. Stamer,
Esq., Alexis Freeman, Esq., and Jack M. Tracy II, Esq., at Akin
Gump Strauss Hauer & Feld LLP; and Jonathan L. Gold, Esq.,
Christopher L. Perkins, Esq., and Christian K. Vogel, Esq., at
LeClairRyan.
The Debtors, in August 2014, won authority to sell the Hampden
Mining Complex (including the assets of Logan & Kanawha Coal
Company, LLC), the Hazard Mining Complex (other than the assets of
Laurel Mountain Resources LLC) and the Triad Mining Complex for
$52 million plus the assumption of certain environmental and other
liabilities, to a unit of Blackhawk Mining. The Buyer is
represented by Mitchell A. Seider, Esq., and Charles E. Carpenter,
Esq., at Latham & Watkins LLP.
JPH LAS VEGAS: Secured Creditor Wants Bankruptcy Case Dismissed
---------------------------------------------------------------
Nightingale Holdings Inc., secured creditor of JPH Las Vegas LLC,
asks the U.S. Bankruptcy Court for the District of Nevada to
dismiss the Debtor's Chapter 11 bankruptcy case because the Debtor
was a revoked entity on the petition date; thus, the Debtor's
bankruptcy filing was unauthorized under Nevada state law.
A hearing is set for April 22, 2015, at 11:00 a.m, to consider
Nightingale Holdings' request. Objections were due March 19,
2015.
According to Nightingale Holdings, the Debtor's initial filing was
a "bare bones" filing with no accompanying schedules and
statements. The Debtor's list of creditors holding 20 largest
unsecured claims revealed that Debtor had only three unsecured
creditors: Bert Santis for $500; the law firm of Enestein,
Ribakoff, Lavina & Pham -- the Debtor's counsel who procured the
State Court Ex Parte Temporary Restraining Order previously
reference -- for $20,000; and the law firm of Holley Driggs Walch
Puzey and Thompson for $5,000.
Nightingale Holdings adds the Debtor's filed schedules revealed:
a. The Debtor's sole assets are the Buffalo Land and Warm
Springs Land;
b. The Debtor's sole creditors consist of the 3 unsecured
creditors listed
above, the Clark County Treasurer who is owed $17,447.52 and
$19,397,
respectively, in property taxes on the Buffalo Land and the
Warm Springs
Land, and secured creditor;
c. The Debtor has never generated any income; and
d. The Debtor has no operating expenses or ongoing business.
Nightingale Holdings further adds the facts demonstrate the
Debtor's case is a single-asset real estate case, with no income,
and with no reasonable possibility of reorganization. As such, the
Debtor's filing is a bad faith filing, that should be dismissed
forthwith, with prejudice, Nightingale Holdings notes.
Nightingale Holdings retained as counsel:
A.J. Kung, Esq.
Brandy Brown, Esq.
Kung & Brown
214 S. Maryland Parkway
Las Vegas, NV 89101
Tel: (702) 382-0883
Fax: (702) 382-2720
Email: ajkung@ajkunglaw.com
bbrown@ajkunglaw.com
Based in Los Angeles, JPH Las Vegas LLC filed for Chapter 11
bankruptcy on Feb. 4, 2015 (Bankr. D. Nev. Case No.: 15-10522).
Judge August B. Landis presides the Debtor's bankruptcy case.
Matthew C. Zirzow, Esq., at Larson & Zirzow LLC, represents the
Debtor in its case. The Debtor both estimated assets and
liabilities between $10 million and $50 million.
KARMALOOP INC: Founder Speaking With Six Groups on Retailer's Sale
------------------------------------------------------------------
Karmaloop founder Greg Selkoe said that six groups are eyeing the
Company, Matt Lindner, writing for Internetretailer.com, reports.
According to Internetretailer.com, Mr. Selkoe confirmed that
Roc-A-Fella Records and Rocawear co-founder Damon Dash and Kanye
West have expressed interest, and that "they're one of five or six
groups that I've been speaking to. None of them are saying they
want to fundamentally change the business."
Citing Mr. Selkoe, Internetretailer.com relates that the Company
has been operated as usual since the bankruptcy filing, and that
business has spiked since the initial announcement.
Mr. Selkoe, Internetretailer.com says, blames the Company's
financial woes on a series of four failed e-commerce ventures
during what he calls the e-commerce gold rush from 2011 to 2012.
Rebecca Strong, writing for BostInno, reports that Karmaloop,
Inc.'s bankruptcy is being blamed on its eagerness to invest in
startups Monark Box, Miss KL and Boylston Trading -- is an
ill-fated expansion move -- and Karmaloop TV, another disappointing
effort launched in 2011 that took the Company away from its core
business and into media.
"We made a couple of strategic errors. We had to make the hard
choice of closing [other businesses] down, but we continued to
carry the debt of these businesses that didn't exist on Karmaloop.
It was taking away from our ability to grow and make money on
Karmaloop," Internetretailer.com quoted Mr. Selkoe as saying.
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.
KARMALOOP INC: Kanye West Seeks to Buy Streetwear Retailer
----------------------------------------------------------
Melanie Cohen, writing for The Wall Street Journal, reported that
Kanye West is interested in buying Karmaloop out of bankruptcy.
According to the Journal, citing Billboard, the hip-hop artist, who
is collaborating with entrepreneur Damon Dash, spoke with company
founder Greg Selkoe about acquiring the online streetwear
retailer.
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.
KARMALOOP INC: Meeting to Form Creditors' Panel Set for April 1
---------------------------------------------------------------
Andy Vara, Acting United States Trustee for Region 3, will hold an
organizational meeting on April 1, 2015, at 10:30 a.m. in the
bankruptcy case of Karmaloop, Inc., et al.
The meeting will be held at:
The DoubleTree Hotel
700 King St., Salon C
Wilmington, DE 19801
The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.
The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code. A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.
To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee. Section 1103 of the
Bankruptcy Code provides that the Committee may consult with the
debtor, investigate the debtor and its business operations and
participate in the formulation of a plan of reorganization. The
Committee may also perform other services as are in the interests
of the unsecured creditors whom it represents.
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.
KARMALOOP INC: Section 341 Meeting Scheduled for April 16
---------------------------------------------------------
A meeting of creditors in the bankruptcy case of Karmaloop, Inc.
will be held on April 16, 2015, at 10:30 a.m., J. Caleb Boggs
Federal Building, 844 King Street, Wilmington, Delaware, 2nd Floor,
Room 2112.
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 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 estimated assets of $10 million to $50 million and debts of
$100 million to $500 million.
The Debtors tapped Burns & Levinson LLP and Womble Carlyle
Sandridge & Rice, LLP as their attorneys. Consensus Advisory
Services LLC serves as the Debtors' investment banker. Rust
Consulting Omni Bankruptcy acts as the Debtors' claims and noticing
agent.
KIOR INC: DIP Financing Hiked to $29M, Extended to September
------------------------------------------------------------
KiOR, Inc., asks the Bankruptcy Court to approve a first amendment
to the Senior Secured and Superpriority Financing Agreement. The
amendment would hike the total commitment to $29,000,000 from
$15,000,000 and extends the maturity until the end of September.
The Debtor has filed its Second Amended Plan, its First Amended
Disclosure Statement, and the Complaint for Determination of
Dischargeability of Debt, which seeks a declaration that the claim
filed by the State of Mississippi, the Mississippi Development
Authority, against the Debtor is dischargeable.
The Dischargeability Complaint is the product of the State of
Mississippi's recent state court lawsuit, which includes fraud
allegations against representatives of the Debtor while acting in
their representative capacities. The Debtor filed the
Dischargeability Complaint to resolve this issue, which is a
condition precedent to the Effective Date of the Second Amended
Plan.
The proposed DIP Amendment provides funding for the time period
expected to resolve the Dischargeability Complaint and satisfy the
condition to the Effective Date of the Second Amended Plan with
respect to such determination. In particular, the DIP Amendment
increases the total lending commitment to $29,000,000 from
$15,000,000, extends the maturity until Sept. 30, 2015, revises the
budget, includes additional research and development milestones,
and makes similar changes. The DIP Amendment will, subject to the
Court's Final DIP Order, extend the maturity date and size of the
DIP Facility and also provide certain amendments to the Senior
Secured and Superpriority Financing Agreement.
About KiOR Inc.
KiOR, Inc., and wholly owned subsidiary KiOR Columbus, LLC, are
development stage, renewable fuels companies based in Pasadena,
Texas and Columbus, Mississippi, respectively. KiOR, Inc., was
founded in 2007 as a joint venture between Khosla Ventures, LLC,
and BIOeCon B.V. KiOR Inc.'s primary business is the development
and commercialization of a ground-breaking proprietary technology
designed to generate a renewable crude oil from non-food
cellulosic
biomass.
KiOR, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Del.
Case No. 14-12514) on Nov. 9, 2014, in Delaware. Through the
chapter 11 case, the Debtor intends to reorganize its business or
sell substantially all of its assets so that it can continue its
core research and development activities. KiOR Columbus did not
seek bankruptcy protection.
The Debtor disclosed $58.3 million in assets and $261 million in
liabilities as of June 30, 2014.
The Debtor is represented by Mark W. Wege, Esq., Edward L. Ripley,
Esq., and Eric M. English, Esq., at King & Spalding, LLP, in
Houston, Texas; and John Henry Knight, Esq., Michael Joseph
Merchant, Esq., and Amanda R. Steele, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware. The Debtor's financial
advisor is Alvarez & Marsal. Guggenheim Securities, LLC, is the
Debtor's investment banker. Epiq Bankruptcy Solutions, LLC, is
the
Debtor's claims and noticing agent.
Pasadena Investments, LLC, as administrative agent for a
consortium
of lenders, committed to provide up to $15 million in postpetition
financing. The DIP Agent is represented by Thomas E. Patterson,
Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles,
California, and Michael R. Nestor, Esq., at Young Conaway Stargatt
& Taylor, LLP, in Wilmington, Delaware.
KIOR INC: Files Dischargeability Complaint vs. Mississippi
----------------------------------------------------------
KiOR, Inc., has filed a complaint for a determination of the
dischargeability of the debt alleged by the State of Mississippi,
about which the State has asserted allegations of fraud in state
court litigation. The State has filed a proof of claim (Claim
Docket No. 31, amended at Claim Docket No. 70) in the approximate
amount of $78.5 million.
The background of the State's filed claim and the state court
litigation begins in 2007, when the Debtor was formed to develop
and bring to market a renewable fuel technology so promising that
investors committed over $600 million in debt and equity to its
development. When the Debtor began to lay the groundwork to build
its first-of-a-kind production facility, several states actively
courted it, hoping to attract this investment. Among these was the
State of Mississippi, whose then-governor was a strong advocate of
offering financial incentives to startups and development stage
companies (particularly in the alternative energy industry) to
locate their businesses in Mississippi, based on their potential to
generate jobs and economic growth in the State. A key factor that
induced the Debtor to choose Mississippi over the competing states
as the site for its project was the provision of a $75 million
development loan. The State signed a commitment to provide these
funds in 2010, and advanced them in 2011.
The current governor has adopted a different policy from his
predecessor, repudiating the previous policy of investing in
non-established companies. Specifically relevant here is that the
current Mississippi Attorney General has commenced a lawsuit in
connection with the MDA debt in the Circuit Court of Hinds County,
Mississippi. In the Mississippi State Court Action, the State
alleges that certain current and former officers, directors and
employees of the Debtor, acting in their representative capacities,
fraudulently induced the State to make the loan. The complaint
does not name the Debtor as a defendant in the Mississippi State
Court Action only because, according to the complaint itself, the
Debtor's bankruptcy case prevented it from being named. Instead,
the complaint names as defendants the Debtor's Chief Executive
Officer, two current directors of the Debtor and a former employee
of the Debtor, each apparently acting in their capacity as such, as
well as its largest investors, entities associated with Mr. Vinod
Khosla.
The State's attempt to end-run the automatic stay – effectively
accusing the Debtor of wrongdoing without formally naming it as a
defendant – fails to prevent the Mississippi State Court Action
from having a significant adverse effect on the Debtor's
reorganization efforts.
To the extent applicable, section 1141(d)(6)(A) of the Bankruptcy
Code, incorporating sections 523(a)(2)(A) and (B), creates an
exception to the discharge of corporate debts pursuant to a plan
of reorganization arising from a governmental unit's claims that
it was defrauded of money or in connection with the extension of
credit.
Thus, according to the Debtor, if applicable, although all
prepetition debts other than those expressly set forth in a
confirmed plan of reorganization would be fully discharged and
satisfied, the Reorganized Debtor could still be liable for the
State's alleged $78.5 million debt. This overhang jeopardizes the
Debtor's effort to reorganize. The Debtor expects that the
Mississippi State Court Action will be vigorously contested and
will almost certainly not be resolved within the plan confirmation
timetable in the chapter 11 case.
The Debtor commenced this action pursuant to Rule 4007(a) of the
Federal Rules of Bankruptcy Procedure to determine that the
alleged claim of the State in the Chapter 11 case is
dischargeable.
About KiOR Inc.
KiOR, Inc., and wholly owned subsidiary KiOR Columbus, LLC, are
development stage, renewable fuels companies based in Pasadena,
Texas and Columbus, Mississippi, respectively. KiOR, Inc., was
founded in 2007 as a joint venture between Khosla Ventures, LLC,
and BIOeCon B.V. KiOR Inc.'s primary business is the development
and commercialization of a ground-breaking proprietary technology
designed to generate a renewable crude oil from non-food
cellulosic
biomass.
KiOR, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Del.
Case No. 14-12514) on Nov. 9, 2014, in Delaware. Through the
chapter 11 case, the Debtor intends to reorganize its business or
sell substantially all of its assets so that it can continue its
core research and development activities. KiOR Columbus did not
seek bankruptcy protection.
The Debtor disclosed $58.3 million in assets and $261 million in
liabilities as of June 30, 2014.
The Debtor is represented by Mark W. Wege, Esq., Edward L. Ripley,
Esq., and Eric M. English, Esq., at King & Spalding, LLP, in
Houston, Texas; and John Henry Knight, Esq., Michael Joseph
Merchant, Esq., and Amanda R. Steele, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware. The Debtor's financial
advisor is Alvarez & Marsal. Guggenheim Securities, LLC, is the
Debtor's investment banker. Epiq Bankruptcy Solutions, LLC, is
the Debtor's claims and noticing agent.
Pasadena Investments, LLC, as administrative agent for a
consortium of lenders, committed to provide up to $15 million in
postpetition financing. The DIP Agent is represented by Thomas E.
Patterson, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los
Angeles, California, and Michael R. Nestor, Esq., at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware.
KMART FUNDING: Moody's Affirms C Rating on Class G Notes
--------------------------------------------------------
Moody's Investors Service affirmed the rating of Kmart Funding
Corporation Secured Lease Bond as:
Cl. G, Affirmed C; previously on March 27, 2014 Affirmed at C
RATINGS RATIONALE
The rating is consistent with Moody's expected loss and thus is
affirmed. Class G, the only remaining class, has experienced an
aggregate $12.3 million loss due to the liquidations of properties
originally occupied by Kmart.
FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING:
The ratings of Credit Tenant Lease (CTL) deals are primarily based
on the senior unsecured debt rating (or the corporate family
rating) of the tenants leasing the real estate collateral
supporting the bonds. Other factors that are also considered are
Moody's dark value of the collateral (value based on the property
being vacant or dark), which is used to determine a recovery rate
upon a loan's default and the rating of the residual insurance
provider, if applicable. Factors that may cause an upgrade of the
ratings include an upgrade in the rating of the corporate tenant or
significant loan paydowns or amortization which results in a higher
dark loan to value. Factors that may cause a downgrade of the
ratings include a downgrade in the rating of the corporate tenant
or the residual insurance provider.
METHODOLOGY UNDERLYING THE RATING ACTION
No model was used in this review.
DEAL PERFORMANCE
This credit tenant lease (CTL) transaction at origination consisted
of seven classes supported by twenty-four retail properties leased
to Kmart under fully bondable, triple net leases. In 2001, Kmart
filed voluntary petitions for reorganization under Chapter 11 of
the U.S. Bankruptcy Code. Kmart subsequently rejected the leases
for seventeen properties secured in this transaction. Leases for
three of the properties were later assumed by other retailers and
fourteen properties were liquidated from the trust. Since
securitization, five classes paid off prior to 2000 and one class
was withdrawn due to maturity in 2010. Class G, the remaining
certificate, has an outstanding balance of $8.6 million. This
class experienced $12.3 million in losses (59% overall severity)
due to liquidations. Ten properties remain in the portfolio. The
bond's payment is semi-annual and the final principal distribution
date is July 1, 2018.
LAKELAND INDUSTRIES: Hires Shanghai Mazars as Unit Accountants
--------------------------------------------------------------
The Audit Committee of Lakeland Industries, Inc.'s Board of
Directors engaged Shanghai Mazars Certified Public Accountants as
the new independent registered public accountants of Weifang
Lakeland Safety Products Co., Ltd. ("Lakeland China"), and Lakeland
(Beijing) Safety Products Co., Ltd., according to a Form 8-K filed
with the Securities and Exchange Commission.
During the two most recent fiscal years and through the interim
period preceding the engagement of Mazars China, neither the
Company, nor anyone on its behalf, consulted with Mazars China, the
report said.
As previously disclosed, RSM China (Shanghai), the former auditors
of Lakeland China, merged its practice prior to November 2014 with
Ruihua Certified Public Accountants. As a result of the merger,
Ruihua CPA became the successor auditors for Lakeland China on whom
the Company's principal independent registered public accounting
firm had expected to express reliance in its report. On March 3,
2015, the Company was advised by Ruihua CPA that the firm's policy
prohibited a principal accountant from placing reliance on Ruihua
CPA's work, making reference to that effect in the principal
accountants' report and filing Ruihua CPA's separate report in an
annual report on Form 10-K or any other public filing.
As a result of this Policy, on March 20, 2015, the Company
dismissed Ruihua CPA as the auditors for Lakeland China. The
decision to dismiss Ruihua CPA was made and approved by the Audit
Committee of the Company's Board of Directors. In light of the
abbreviated period of time for which Ruihua CPA was the auditors of
Lakeland China, Ruihua CPA did not, and will not, audit the
financial statements of Lakeland China or issue any report for the
past fiscal year ended Jan. 31, 2015. Ruihua CPA, as the successor
firm to RSM China (Shanghai), intends to reissue its report for the
fiscal year ended Jan. 31, 2014.
About Lakeland Industries
Ronkonkoma, N.Y.-based Lakeland Industries, Inc., manufactures and
sells a comprehensive line of safety garments and accessories for
the industrial protective clothing market.
The Company reported a net loss of $26.3 million on $95.1 million
of net sales for the year ended Jan. 31, 2013, as compared with a
net loss of $377,000 on $96.3 million of sales for the year ended
Jan. 31, 2012.
In their report on the consolidated financial statements for the
year ended Jan. 31, 2013, Warren Averett, LLC, in Birmingham,
Alabama, expressed substantial doubt about Lakeland Industries'
ability to continue as a going concern. The independent auditors
noted that the Company is in default on certain covenants of its
loan agreements at Jan. 31, 2013.
As of Oct. 31, 2014, the Company had $86.8 million in total
assets, $31.8 million in total liabilities and $54.9 million in
total stockholders' equity.
LEHMAN BROTHERS: Unveils Details of Seventh Creditor Distribution
-----------------------------------------------------------------
Lehman Brothers Holdings Inc., as Plan Administrator, on March 26
announced in a court filing the percentage recovery that will be
distributed on April 2, 2015 to holders of allowed claims against
Lehman Brothers Holdings Inc. and its various affiliated Debtors.
Lehman's aggregate seventh distribution to unsecured creditors
pursuant to its confirmed chapter 11 plan will total approximately
$7.6 billion. This distribution includes (1) $6.3 billion of
payments on account of third-party claims, which includes
non-controlled affiliate claims, and (2) $1.3 billion of payments
among the Lehman Debtors and their controlled affiliates (see
Exhibit B to the court filing, Docket # 49001, for further detail).
Cumulatively through the seventh distribution, Lehman's total
distributions to unsecured creditors will amount to approximately
$99.6 billion including (1) $72.4 billion of payments on account of
third-party claims, which includes
non-controlled affiliate claims and (2) $27.2 billion of payments
among the Lehman Debtors and their controlled affiliates.
In accordance with the chapter 11 plan, which was confirmed on
December 6, 2011, and subject to available funds, the Lehman
Debtors' eighth distribution to creditors is anticipated to be made
within 5 business days of September 30, 2015.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States. For more than
150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and individuals
worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in U.S.
history. Several other affiliates followed thereafter.
Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC
sought for bankruptcy protection in December 2009.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as
counsel to the Official Committee of Unsecured Creditors. Houlihan
Lokey Howard & Zukin Capital, Inc., is the Committee's investment
banker.
On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S.
District Court for the Southern District of New York, entered an
order commencing liquidation of Lehman Brothers, Inc., pursuant to
the provisions of the Securities Investor Protection Act (Case No.
08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee
for the SIPA liquidation of the business of LBI.
The Bankruptcy Court approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for US$1.75
billion. Nomura Holdings Inc., the largest brokerage house in
Japan, purchased LBHI's operations in Europe for US$2 plus the
retention of most of employees. Nomura also bought Lehman's
operations in the Asia Pacific for US$225 million.
Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history. The Chapter 11 plan for the Lehman companies other than
the broker was confirmed in December 2011.
As of Oct. 2, 2014, Lehman's total distributions to unsecured
creditors have amounted to $92.0 billion. As of Sept. 30, 2014,
the brokerage trustee has substantially completed customer claims
distributions, distributing more than $106 billion to 111,000
customers.
LIBERTY STATE BENEFITS: Santander Bid to Withdraw Reference Denied
------------------------------------------------------------------
Judge Leonard P. Stark of the U.S. District Court for the District
of Delaware denied a motion for withdrawal of reference filed by
Santander Bank, N.A., in connection with the bankruptcy cases of
Liberty State Benefits of Delaware Inc., et al.
"Taken as a whole, the Court finds that Santander has not met its
burden to demonstrate that cause exists under 28 U.S.C. Section
157(d) to withdraw this case," Judge Stark wrote in his memorandum
order. He added that withdrawing this proceeding at this stage
would only further delay the bankruptcy process and result in an
inefficient use of the parties' resources.
The adversary proceeding is Richard W. Barry, as Chapter 11 Trustee
v. Santander Bank, N.A., Case No. 14-50020-KG.
In January 2014, the U.S. Trustee filed the adversary proceeding
against Santander. The Complaint alleges that Santander
facilitated the fraudulent schemes of third-party conspirators,
which led to the theft and misappropriation of the Debtors' funds,
and eventually caused Debtors' bankruptcy.
On March 19, 2014, Santander simultaneously filed in the Bankruptcy
Court a Motion for Withdrawal, a Motion to Change Venue, a Motion
for a Determination of Whether Proceedings are Core or Non-Core,
and a Motion to Dismiss. The Motion to Change Venue and Motion to
Dismiss remain pending in the Bankruptcy Court and the parties have
extensively briefed both issues.
On May 28, 2014, the Motion for Withdrawal was docketed in the
District Court.
A full-text copy of the March 12, 2015 Memorandum Order is
available at http://bit.ly/1D8x4vWfrom Leagle.com.
Liberty State Benefits of Delaware Inc. filed a Chapter 11
bankruptcy petition (Bankr. Del. Case No. 11-12404) on July 29,
2011.
LIBERTY TIRE: Moody's Revises Probability of Default to Ca-PD/LD
----------------------------------------------------------------
Moody's Investors Service declared Liberty Tire Recycling Holdco,
LLC's debt restructuring, which concluded on March 5, 2015, to be a
distressed exchange and an effective default on the company's
unsecured notes. As a result, the Probability of Default was
revised to Ca-PD/LD to designate a limited default (LD). Although
the reduction in the company's debt burden and cash requirements
for debt service as well as anticipated savings from initiatives
undertaken to strengthen profitability will have somewhat improved
the credit profile, the Corporate Family Rating (CFR) was affirmed
at Ca and the rating of the unsecured notes remains at Ca. The
Loss-Given-Default Assessment on the notes was revised to LGD-4
from LGD-6. The rating outlook was reset at stable. Moody's will
proceed to withdraw all ratings in approximately three days.
RATINGS RATIONALE
Under the terms of Liberty Tire's out-of-court debt restructuring,
participating unsecured note holders received on a pro rata basis
new second lien PIK notes for $175 million (not rated) plus equity
interests in the reorganized company. 80% of the reorganized
company's common stock was given to participating unsecured note
holders on a pro rata basis with a further 15% given to those note
holders who extended a secured loan and a further 5% given to those
who back-stopped additional secured credit commitments (all subject
to dilution by management incentives and warrants given to certain
former equity holders). Under Moody's definitions, this was
considered a distressed exchange and a limited default on the
unsecured notes as it represents a diminished financial obligation
relative to the original contract and has the effect of permitting
Liberty Tire to avoid bankruptcy or payment default.
A very small portion of the unsecured notes will survive the debt
restructuring. Substantial covenants under the indenture for the
unsecured notes were stripped in the exchange's consent and
solicitation, including the right to receive future financial
statements.
Ratings to be withdrawn:
-- Corporate Family Rating, Ca
-- Probability of Default to Ca-PD/LD from Ca-PD
-- $225 million of Unsecured Notes to Ca, LGD-4 from Ca,
LGD-6
-- Outlook to stable from negative.
The principal methodology used in these ratings was Environmental
Services and Waste Management Companies published in June 2014.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.
Liberty Tire Recycling Holdco, LLC., headquartered in Pittsburgh,
PA, is a scrap tire collector and recycler in the United States and
Canada. Annual revenue is roughly $320 million.
LIFESTYLE LIFT: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Lifestyle Lift Holding, Inc. 15-44839
110 Kirts, Suite A
Troy, MI 48084
Scientific Image Center Management, Inc. 15-44855
100 Kirts Blvd., Suite A
Troy, MI 48084
Scientific Image Center Staffing, Inc. 15-44859
100 Kirts Blvd, Suite A
Troy, MI 48084
Scientific Image Center Properties, Inc. 15-44860
100 Kirts Blvd, Suite A
Troy, MI 48084
Pacific Seaboard Management, Inc. 15-44861
100 Kirts, Suite A
Troy, MI 48084
Nature of Business: Health Care
Chapter 11 Petition Date: March 27, 2015
Court: United States Bankruptcy Court
Eastern District of Michigan (Detroit)
Judge: Hon. Walter Shapero (15-44839, 15-44855, 15-44859 and
15-44861)
Hon. Thomas J. Tucker (15-44860)
Debtors' Counsel: Jeffrey H. Bigelman, Esq.
OSIPOV BIGELMAN, P.C.
20700 Civic Center Drive., Ste. 420
Southfield, MI 48076
Tel: 248-663-1800
Email: jhb_ecf@osbig.com
- and -
William C. Blasses, Esq.
20700 Civic Center Drive
Suite 420
Southfield, MI 48076
Tel: (248) 663-1889
Email: wcb@osbig.com
Estimated Estimated
Assets Liabilities
----------- -----------
Lifestyle Lift Holding $0-$50,000 $1MM-$10MM
Scientific Image Center Management $0-$50,000 $10MM-$50MM
Scientific Image Center Staffing $0-$50,000 $10MM-$50MM
Scientific Image Center Properties $0-$50,000 $10MM-$50MM
Pacific Seaboard Management $0-$50,000 $10MM-$50MM
The petitions were signed by David Kent, president.
A list of Lifestyle Lift Holding's 20 largest unsecured creditors
is available for free at http://bankrupt.com/misc/mieb15-44839.pdf
A list of Scientific Image Center Management's 20 largest unsecured
creditors is available for free at:
http://bankrupt.com/misc/mieb15-44855.pdf
A list of Scientific Image Center Staffing's largest unsecured
creditor is available for free at:
http://bankrupt.com/misc/mieb15-44859.pdf
A list of Scientific Image Center Properties's three largest
unsecured creditors is available for free at:
http://bankrupt.com/misc/mieb15-44860.pdf
A list of Pacific Seaboard Management's largest unsecured creditor
is available for free at http://bankrupt.com/misc/mieb15-44861.pdf
LONGVIEW POWER: Moody's Assigns B2 Rating on $250MM Term Loan
-------------------------------------------------------------
Moody's Investors Service has assigned a rating of B2 to Longview'
Power, LLC's proposed approximately $250 million six year senior
secured term loan and its approximate $25 million five year senior
secured revolving credit facility. The financing is being obtained
in accordance with Longview's court approved plan to emerge from
Chapter 11 bankruptcy and will be used to repay approximately $150
million of debtor-in-possession financing and to complete repairs
on the project. The rating outlook is stable.
Longview's B2 rating reflects the significant uncertainty
surrounding the project's cash flow generating ability which stems
from its position as an entirely merchant generating facility, but
is also compounded by performance issues the plant has experienced
stemming from its original construction completed in 2011. The B2
rating assumes the rehabilitation program the plant is now
undergoing will be successful and that after completion,
commissioning, and the initial shakeout period, Longview will be
able to operate at or close to its originally designed
specifications. The B2 recognizes that the plant's, age, design and
fuel supply arrangements make it one of the lowest cost and
environmentally friendly coal-plants in PJM, so that when it is
available, it almost always runs. As a result, the vast majority of
its revenues (approximately 85% over the life of the term loan),
are expected to come from energy sales which are entirely dependent
upon market prices and therefore expected to be highly volatile.
The B2 rating acknowledges that, from a capital structure
perspective, the amount of debt anticipated at Longview post
restructuring is relatively modest. That said, the amount of gross
debt per kW at approximately $360 / kW is in line with other deeply
speculative grade rated coal-fired unregulated generation projects
in the region, including Homer City Generating Company (B3 stable),
whose current debt / kW approximates $360 /kW. The B2 rating
further recognizes the relatively weak credit metrics Moody's
expect the project to produce over the next few years as it
completes its rehabilitation plan, and works through its shakeout
period while energy markets remain relatively soft. The B2 reflects
Moody's expectation that Longview's current liquidity reserves will
be sufficient to cover the shortfalls in cash flow from operations
that are likely to occur over the next 12-18 months while the
remediation plan is completed and the project is regaining its
expected availability.
Longview is currently in the midst of a comprehensive
rehabilitation program designed to address the numerous operating
issues it has experienced since the onset of completion testing at
the end of 2011. After completion of the program, Moody's
anticipate the plant should ultimately be able to operate as
originally intended. With a design heat-rate of less than 9,000
Btu/ KWh, Longview is one of the most competitive coal plants in
PJM. It also benefits from its close proximity to cost-based coal
supplies which results in a consolidated variable cost rate that
Longview calculates at about $10 MWh. The project's cost structure,
and its relationship with its affiliate coal supplier work to
assure the project is dispatched even in low cost energy
environments. That said, the amount of revenue Longview receives is
entirely dependent upon market prices for energy and capacity and
therefore highly variable and credit metrics are highly susceptible
to energy prices. In addition, Moody's understand that the energy
price that Longview currently receives is actually several dollars
per MWh lower than the energy price received by other coal-fired
generation plants in the broader PJM region, including Keystone,
Conemaugh, and Homer City.
While the $250 million term loan appears modest in comparison to
the over $2 billion needed to construct the plant, the B2 rating
highlights the fact that cash flow coverage over the next few years
will be relatively tight. Over the next three years, Moody's
anticipate the project's average debt service coverage ratio (DSCR)
will be about 1.20x and that its ratio of funds from operations
(after capital expenditures) (FFO) to debt will be about 6%,
respectively. These metrics are within the 'Caa' range for the DSCR
factor and near the lower end of the 'B' range for FFO to debt
factor indicated in Moody's rating methodology for Power Generation
Projects (the Methodology). During the first two years, Moody's
estimate that both metrics will score in the 'Caa' range.
Projected credit metrics are highly sensitive to energy price
assumptions. In Longview's base case forecast, the three year
projected average DSCR is over 1.9x and FFO / debt is over 12%.
However, if energy prices are 10% lower than Longview's assumptions
(5% lower than Moody's base case), or approximately $34 / kWh in
2016, with no change in coal procurement, the average three year
DSCR falls below 1.0x and FFO / debt is about 2%.
The financing structure includes a $40 million construction reserve
that will be used to complete the rehabilitation project in 2015
along with about $45 million of balance sheet cash. Moody's
anticipate the combination of cash from operations, the
construction reserve and balance sheet cash will be sufficient to
complete the capital expenditures, pay operating expenses and cover
debt service over the near term. Absent the balance sheet cash,
Moody's anticipate debt service ratios in 2015 will be below 1.0x.
The term loan will be repaid via a 1% scheduled annual amortization
along with a sweep of 100% of excess cash. The sweep percentage
reduces to 75% after the ratio of debt to earnings before taxes and
depreciation reaches 1.0. In most cases evaluated by Moody's, a
meaningful amount of debt repayment is anticipated prior to the
March 2021 maturity of the term loan. In its base case projections,
Moody's anticipate under 20% of the original term loan balance
would be outstanding at maturity. The debt reduction is a function
of an assumed improvement in power prices during the latter half of
the decade owing to expected plant retirements in PJM.
The lenders will benefit from a traditional project financing
structure, including (subject to permitted pari-passu counterparty
liens of up to $325 million) a first priority pledge of all of the
assets, accounts, intangibles and equity interests in the Longview
and its coal supplier Mepco, a trustee administered waterfall of
accounts, as well as limitations on asset sales, change of control
and liens. Longview will however have the ability, subject to
rating agency confirmation, to issue an additional $100 million of
pari-passu debt. There will be a six month debt service reserve
initially funded with cash, but which may be replaced by a letter
of credit. As noted above, there will also be an initial $40
million 2015 outage account. Going forward, Longview has the
ability to reserve for major maintenance (12 months forward) as
well as operating cash (up to $45 million but expected to be
targeted at $25 million) prior to the annual sweep of cash for debt
repayment. There will be one financial covenant, maintenance of a
debt service coverage ratio of 1.10x (four quarter look back --
annualized for the first three quarters). The covenant will be
tested quarterly, beginning March 31, 2016.
The rating outlook for Longview is stable reflecting Moody's
assumption that the rehabilitation project will generally be
completed as anticipated, on time and on budget, and will over time
result in substantial improvement in Longview's availability and
heat rate consistency. The stable outlook assumes Longview's
liquidity will be sufficient to cover anticipated near term
shortfalls and that pricing for energy and capacity will remain
near or above their current levels.
Downward pressure on the rating could occur if the rehabilitation
plan is unsuccessful such that there is no material improvement in
Longview's demonstrated availability and capacity factors. If
liquidity was to be insufficient to cover near term cash needs, or
if energy prices were to move lower for a prolonged period, the
rating would likely be adjusted downward. Also, to the extent
Longview were to issue an incremental $100 million of debt while
the rehabilitation plan was ongoing, or while energy prices remain
near their current levels, there would likely be downward pressure
on the rating.
Although not likely in the near term, to the extent the
rehabilitation projects are completed as planned leading to
consistent strong operating performance, and if future power prices
increase on a sustained basis resulting in a more rapid repayment
of debt than Moody's currently anticipate, there could be upward
pressure on the rating.
Longview is a special purpose entity that owns and operates a 700
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 plant was
completed in December 2011, after several months of delay, for an
approximate cost of about $2 billion. The plant's energy and
capacity is sold entirely on a merchant basis into PJM's wholesale
energy and capacity markets. Coal for the project is provided at
cost from an adjacent mine owned and operated by Longview's
affiliate Mepco Intermediate Holdings, LLC (Mepco). Water for the
project is drawn from the Monongahela River, via a pipeline and
treatment facility constructed by Dunkard Creek Water System LLC
(Dunkard), another Longview affiliate. Mepco and Dunkard are both
subsidiaries of Longview's parent, Longview Intermediate Holdings
and are part of the collateral package pledged to the Longview
lenders.
The principal methodology used in these ratings was Power
Generation Projects published in December 2012.
LONGVIEW POWER: S&P Gives Prelim BB- Rating on $275MM Sec. Loans
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its preliminary 'BB-'
ratings and preliminary '1' recovery ratings to Longview Power
LLC's $250 million senior secured term loan due 2021 and $25
million senior secured revolving credit facility due 2021. The '1'
recovery rating indicates S&P's expectation of "very high" (90% to
100%) recovery of principal if a payment default occurs. The
preliminary ratings are subject to receipt and review of final
financial and legal documentation.
Longview is a limited-purpose, bankruptcy-remote entity that owns a
700 net-megawatt coal-fired power plant in West Virginia and a
mining subsidiary, MEPCO, that supplies coal to the plant. The key
aspect of the bankruptcy emergence plan is the successful
rehabilitation of various parts of the plant to improve
availability from about 70% or so to about 90%. Boiler tube leaks
have been a major factor in poor operational performance since the
plant began operations in 2011, contributing to lower-than-expected
cash flow and the eventual bankruptcy filing in August 2013. One
of the plan's major goals is to repair the leaks. Most of the
operational problems stem from construction phase work.
Siemens and Foster Wheeler will perform and self-fund a significant
portion of the repairs, which Longview expects to complete in 2015
for a total cost of about $110 million. Siemens will repair the
turbine generator and Foster Wheeler will fix the plant boiler.
Part of the emergence funding includes $26 million in balance-sheet
cash that could help cover cost overruns of the overall effort.
"We base the stable outlook on our expectation that Longview will
be able to complete its repair program in 2015 and then return to
operation," said Standard & Poor's credit analyst Terry Pratt.
Cash flow will be fairly stable thereafter based on S&P's
assumptions of future natural gas prices along with known capacity
market revenues.
S&P could lower the rating if the plant cannot improve its
operational performance following the rehabilitation plan, or
energy prices over the next few years are materially lower than
S&P's expectations. A rating downgrade would likely require the
DSCR to be closer to 1.5x. A downgrade could result if repairs are
delayed substantially or costs increase from expectations.
S&P would consider an upgrade if financial performance improved
such that the expected minimum DSCR was closer to 2.5x. This would
likely stem from stronger energy prices and more debt being paid
down than in S&P's base case forecast.
LOUISIANA-PACIFIC CORP: S&P Revises Outlook & Affirms 'BB' CCR
--------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on Nashville-based Louisiana-Pacific Corp. to negative from
stable. At the same time, S&P affirmed its ratings, including the
'BB' corporate credit rating, on the company.
The negative outlook reflects S&P's view that if OSB prices do not
improve in 2015 (due to weak prices caused by overproduction,
Louisiana-Pacific could experience a second consecutive year of
negative discretionary cash flow due to its capital spending
requirements for the year, causing a further decline in its surplus
cash balances and increased debt leverage of close to 5x.
S&P could lower the rating if Louisiana-Pacific's EBITDA generation
does not improve from 2014 levels (approximately $42 million),
resulting in negative discretionary cash flow. If
Louisiana-Pacific's EBITDA remains flat in 2015 compared with 2014,
S&P estimates leverage could approach 5x, and EBITDA to interest
coverage would be less than 1x for the second consecutive year.
Given the current level of OSB prices and projected new housing
starts, S&P views an upgrade as unlikely over the next 12 months.
However, S&P could raise its ratings on Louisiana-Pacific if OSB
prices do recover and the company produces EBITDA sufficient to
maintain debt to EBITDA leverage of 1x and interest coverage of 6x
or higher (the "intermediate" range) after S&P's adjustments for
surplus cash and future earnings volatility. For this to occur,
S&P thinks Louisiana-Pacific would need to generate at least $180
million of EBITDA in 2015.
MALIBU ASSOCIATES: Malibu Golf Club Closes
------------------------------------------
Ani Martirosyan at Canyon News reports that Malibu Associates,
LLC's Malibu Golf Club off Encinal in Western Malibu has closed
after the Company foreclosed on their $47 million loan from U.S.
Bank.
About Malibu Associates
Headquartered in Malibu, California, Malibu Associates, LLC, owns
the Malibu Golf Club. The club has a restaurant and clubhouse, in
addition to an 18-hole golf course, on its 650-acre property in
the Santa Monica Mountains.
Malibu Associates sought Chapter 11 protection (Barnk. C.D. Cal.
Case No. 15-10477) in Santa Barbara, California, on March 10,
2015, disclosing $76.2 million in total assets and $47.8 million in
total liabilities. Thomas Hix, the managing member of the Debtor,
signed the bankruptcy petition.
The Debtor owns real property located at 901 Encinal Canyon Road,
Malibu, California. The property secures a $46.8 million debt to
U.S. Bank, National Association, which is secured by a first deed
of trust on the property. The Los Angeles County Treasurer and
Tax Collector is also owed $459,800, secured by a tax lien on the
property.
The case is assigned to Judge Deborah J. Saltzman. David L. Neale,
Esq., at Levene Neale Bender Rankin & Brill LLP, in Los Angeles,
serves as counsel to the Debtor.
The Debtor previously sought bankruptcy protection on Nov. 3, 2009,
in the Central District of California, San Fernando Valley Division
(Bankr. C.D. Calif. Case No. No. 9-24625). That case was assigned
to the Honorable Maureen A. Tighe, but was later dismissed. The
real property in Malibu was included in the prior filing.
MANTECADOS WOMETCO: Case Summary & 13 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Mantecados Wometco, Inc.
aka Baskin Robbins
aka Dunkin Donuts
PO Box 9044
San Juan, PR 00908
Case No.: 15-02266
Nature of Business: Ice cream specialty shops
Chapter 11 Petition Date: March 27, 2015
Court: United States Bankruptcy Court
District of Puerto Rico (Old San Juan)
Judge: Hon. Brian K. Tester
Debtor's Counsel: Charles Alfred Cuprill, Esq.
CHARLES A CURPILL, PSC LAW OFFICE
356 Calle Fortaleza, Second Floor
San Juan, PR 00901
Tel: 787 977-0515
Email: cacuprill@cuprill.com
Total Assets: $228,919
Total Liabilities: $2.86 million
The petition was signed by Michael, S. Brown, president.
A list of the Debtor's 13 largest unsecured creditors is available
for free at http://bankrupt.com/misc/prb15-02266.pdf
MASTER AGGREGATES: Court Extends Plan Filing Deadline to June 11
----------------------------------------------------------------
The Hon. Mildred Caban Flores of the U.S. Bankruptcy Court for the
District of Puerto Rico extended the exclusive periods of Mini
Master Concrete Services Inc. aka Master Aggregates to file a
Chapter 11 plan until June 11, 2015, and solicit acceptances from
creditors through and including April 27, 2015.
The Debtor said it needs an additional period of time to execute
and implement fundamental operational changes to provide
feasibility to its operations as well as to present the Court, with
a confirmable plan.
The Debtor told the Court that it has met its Chapter 11 operating
and reporting requirements. The Debtor, together with its
advisors, have also worked with the Office of the United States
Trustee to provide requested information and comply with the
reporting requirements under the Bankruptcy Code and the Bankruptcy
Rules, according to court documents.
About Mini Master Concrete
Mini Master Concrete aka Mini Master aka Empresas Master filed a
Chapter 11 petition (Bankr. D.P.R. Case No. 13-10302) on Dec. 11,
2013, in Old San Juan, Puerto Rico. Charles A. Cuprill, PSC Law
Office, also serves as counsel to Mini Master Concrete. The
petition was signed by Carmen Betancourt, president.
Affiliate Master Aggregates Toa Baja Corporation also filed a
Chapter 11 petition (Bankr. D.P.R. Case No. 13-10305) in Old San
Juan, Puerto Rico on Dec. 11, 2013. The Debtor disclosed
$11,125,939 in assets and $10,148,437 in liabilities.
MEDICURE INC: Grants 236,670 Options to Insiders
------------------------------------------------
Medicure Inc. announced that its Board of Directors has approved
the grant of an aggregate of 236,070 options to certain directors,
officers, employees, management company employees and consultants
of the Company pursuant to the Company's Stock Option Plan. Of
these options, 181,070 are set to expire on the tenth anniversary
of the date of grant, 5,000 are set to expire on the third
anniversary of the date of grant and 50,000 are set to expire on
the first anniversary of the date of grant. All of the options
were issued at an exercise price of $1.90 per share. The options
are subject to the approval of the TSX Venture Exchange.
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.
METALICO INC: Delays Filing of 2014 Form 10-K
---------------------------------------------
Metalico, Inc. plans to delay filing its annual report on Form 10-K
for the year ended Dec. 31, 2014, for up to 15 days from the
current target date of March 31.
The Company has filed a Notification of Late Filing with the U.S.
Securities and Exchange Commission for the Annual Report, allowing
the Company to file its 2014 10-K by April 15. Metalico intends to
release its results for 2014 and the fourth quarter and host an
earnings call by that date.
Metalico stated that it is in talks with its senior secured lenders
about future compliance with terms of its debt as a result of
further downturns in the scrap industry and their impact on the
Company's financial statements. These factors may affect the
presentation of certain items in the 2014 Annual Report and,
accordingly, the Company will not be able to file the report by
March 31, 2015.
Metalico continues to meet all its obligations to its various
constituencies and is focused on maintaining a sustainable capital
structure pending improvement in its business.
About Metalico
Metalico, Inc., is a holding company with operations in two
principal business segments: ferrous and non-ferrous scrap metal
recycling, and fabrication of lead-based products. The Company
operates recycling facilities in New York, Pennsylvania, Ohio,
West Virginia, New Jersey, Texas, and Mississippi and lead
fabricating plants in Alabama, Illinois, and California.
Metalico's common stock is traded on the NYSE MKT under the symbol
MEA.
Metalico reported a net loss of $34.8 million in 2013 following a
net loss attributable to the Company of $13.1 million in 2012. For
the nine months ended Sept. 30, 2014, Metalico reported a net loss
attributable to the Company of $10.52 million.
As of Sept. 30, 2014, the Company had $294 million in total assets,
$157 million in total liabilities, and $138 million in total
equity.
METHES ENERGIES: MNP LLP Raises Going Concern Doubt
---------------------------------------------------
Methes Energies International Ltd. filed with the U.S. Securities
and Exchange Commission on March 11, 2015, its annual report on
Form 10-K for the fiscal year ended Nov. 31, 2014.
MNP LLP expressed substantial doubt about the Company's ability to
continue as a going concern, citing that the Company has a
significant working capital deficiency and has incurred significant
losses and negative cash flows from operations.
The Company reported a net loss of $6.31 million on $5.45 million
of revenue for the year ended Nov. 30, 2014, compared to a net loss
of $5.65 million on $8.87 million of revenue in the prior year.
The Company's balance sheet at Nov. 30, 2014, showed $9 million
in total assets, $4.86 million in total liabilities, and total
stockholders' equity of $4.14 million.
A copy of the Form 10-K is available at:
http://is.gd/UTQ9NR
Methes Energies International Ltd. offers a range of products and
services for biodiesel fuel producers in the United States. This
Las Vegas-based renewable energy company also markets and sells its
products in Canada.
MGM RESORTS: Adopts Majority Voting Standard for Election
---------------------------------------------------------
MGM Resorts International amended Article I, Sections 5 and 8 of
the Company's Amended and Restated Bylaws to adopt a majority
voting standard for the election of directors in uncontested
elections. According to a document filed with the Securities and
Exchange Commission, the new majority voting standard provides that
to be elected in an uncontested election, a director nominee must
receive a majority of the votes cast in the election such that the
number of shares properly cast "for" the nominee exceeds the number
of votes properly cast "against" that nominee. In contested
elections where the number of nominees exceeds the number of
directors to be elected, the voting standard will continue to be a
plurality of votes cast.
In connection with the Bylaw Amendment, the Company also amended
Section II of its Corporate Governance Guidelines to require an
incumbent director who fails to receive the required number of
votes in an uncontested election to tender his or her resignation
to the Board. The Corporate Governance Guidelines, as amended,
provide that the Nominating/Corporate Governance Committee of the
Board of Directors of the Company will assess the appropriateness
of such nominee continuing to serve as a director and will
recommend to the Board the action to be taken with respect to such
tendered resignation. The Corporate Governance Guidelines require
that the Board publicly disclose its decision and rationale with
respect to the tendered resignation within 90 days following
certification of the stockholder vote.
About MGM Resorts
MGM Resorts International (NYSE: MGM) a global hospitality
company, operating a portfolio of destination resort brands
including Bellagio, MGM Grand, Mandalay Bay and The Mirage. The
Company also owns 51% of MGM China Holdings Limited, which owns
the MGM Macau resort and casino and is in the process of
developing a gaming resort in Cotai, and 50% of CityCenter in Las
Vegas, which features ARIA resort and casino. For more
information about MGM Resorts International, visit the Company's
Web site at http://www.mgmresorts.com/
MGM Resorts reported a net loss attributable to the Company of
$157 million in 2013 following a net loss attributable to the
Company of $1.76 billion in 2012.
Bankruptcy Warning
The Company stated in its 2013 Annual Report, "The agreements
governing our senior secured credit facility and other senior
indebtedness contain restrictions and limitations that could
significantly affect our ability to operate our business, as well
as significantly affect our liquidity, and therefore could
adversely affect our results of operations. Covenants governing
our senior secured credit facility and certain of our debt
securities restrict, among other things, our ability to:
* pay dividends or distributions, repurchase or issue equity,
prepay certain debt or make certain investments;
* incur additional debt;
* incur liens on assets;
* sell assets or consolidate with another company or sell all
or substantially all assets;
* enter into transactions with affiliates;
* allow certain subsidiaries to transfer assets; and
* enter into sale and lease-back transactions.
Our ability to comply with these provisions may be affected by
events beyond our control. The breach of any such covenants or
obligations not otherwise waived or cured could result in a
default under the applicable debt obligations and could trigger
acceleration of those obligations, which in turn could trigger
cross defaults under other agreements governing our long-term
indebtedness. Any default under our senior secured credit
facility or the indentures governing our other debt could
adversely affect our growth, our financial condition, our results
of operations and our ability to make payments on our debt, and
could force us to seek protection under the bankruptcy laws."
* * *
As reported by the TCR on Nov. 14, 2011, Standard & Poor's Ratings
Services raised its corporate credit rating on MGM Resorts
International to 'B-' from 'CCC+'. In March 2012, S&P revised
the outlook to positive from stable.
"The revision of our rating outlook to positive reflects strong
performance in 2011 and our expectation that MGM will continue to
benefit from the improving performance trends on the Las Vegas
Strip," S&P said.
In March 2012, Moody's Investors Service affirmed its B2 corporate
family rating and probability of default rating. The affirmation
of MGM's B2 Corporate Family Rating reflects Moody's view that
positive lodging trends in Las Vegas will continue through 2012
which will help improve MGM's leverage and coverage metrics,
albeit modestly. Additionally, the company's declaration of a $400
million dividend ($204 million to MGM) from its 51% owned Macau
joint venture due to be paid shortly will also improve the
company's liquidity profile. The ratings also consider MGM's
recent bank amendment that resulted in about 50% of its
$3.5 billion senior credit facility being extended one year from
2014 to 2015.
As reported by the TCR on Sept. 29, 2014, Fitch Ratings has
upgraded MGM Resorts International's (MGM) and MGM China Holdings
Ltd's (MGM China) IDRs to 'B+' from 'B' and 'BB' from 'BB-',
respectively. Fitch's upgrade of MGM's IDR to 'B+' and the
Positive Outlook reflect the company's strong performance on the
Las Vegas Strip and in Macau as well as Fitch's longer-term
positive outlooks for these markets.
MICROSEMI CORP: S&P Affirms 'BB' CCR; Outlook Stable
----------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB' corporate
credit rating on Aliso Viejo, Calif.-based Microsemi Corp. The
outlook is stable.
S&P also assigned a 'BB+' issue-level rating with a recovery rating
of '2' to the company's proposed $325 million senior secured term
loan A due 2019 and $100 million revolving credit facility due
2019. The '2' recovery rating indicates S&P's expectation for
substantial recovery (in the lower half of the 70% to 90% range) in
the event of payment default.
S&P expects the proceeds from the term loan A to fund the Vitesse
acquisition. S&P will withdraw its ratings on the company's
existing revolving credit facility following the close of the
transaction.
"The corporate credit rating reflects our view of Microsemi's
acquisitive growth strategy, which can result in leverage in the 3x
to 4x range, but also the company's track record of debt repayment
and successful integration following such acquisitions," said
Standard & Poor's credit analyst Chris Frank.
The ratings assigned to the proposed credit facilities are the same
as the ratings assigned to the company's existing senior secured
debt.
The stable outlook reflects S&P's expectation that Microsemi will
maintain good profitability and positive free operating cash flow
despite the muted defense spending environment in the U.S.
MIDSTATES PETROLEUM: Amends Credit Agreement with SunTrust Bank
---------------------------------------------------------------
Midstates Petroleum Company, Inc., and Midstates Petroleum Company
LLC, a wholly owned subsidiary of Midstates, entered into a Sixth
Amendment to its Second Amended and Restated Credit Agreement dated
as of June 8, 2012, among Midstates, Midstates Sub, as borrower,
SunTrust Bank, N.A., as administrative agent, and the lenders and
other parties.
According to a document filed with the Securities and Exchange
Commission, the Sixth Amendment provides that Midstates Sub's
borrowing base will remain at its current size of $525 million as
part of the regular semi-annual borrowing base redetermination
under the Credit Agreement. The Sixth Amendment also confirmed
that the borrowing base will not be reduced as a result of the
consummation of the sale of certain of its oil and gas properties
in Beauregard and Calcasieu Parishes, Louisiana expected to close
on or before April 30, 2015. The Sixth Amendment amends the
required ratio of net consolidated indebtedness to EBITDA under the
Credit Agreement for each of the fiscal quarters in 2015 from
4.0:1.0 to 4.5:1.0. Additionally, the Sixth Amendment amends the
mortgage requirements under the Credit Agreement to provide for an
increase from 80% to 90% in the percentage of properties included
in the borrowing base that are required to be subject to mortgages
for the benefit of the lenders.
A copy of the Sixth Amendment to Second Amended and Restated Credit
Agreement is available at http://is.gd/Wl64xJ
About Midstates Petroleum Company
Midstates Petroleum Company, Inc. --
http://www.midstatespetroleum.com/-- is an independent exploration
and production company focused on the application of modern
drilling and completion techniques in oil and liquids-rich basins
in the onshore U.S. Midstates' drilling and completion efforts are
currently focused in the Mississippian Lime oil play in Oklahoma
and Anadarko Basin in Texas and Oklahoma. The Company's operations
also include the upper Gulf Coast tertiary trend in central
Louisiana.
Midstates reported net income of $117 million on $794 million of
total revenues for the year ended Dec. 31, 2014, compared to a net
loss of $344 million on $470 million of total revenues for the year
ended Dec. 31, 2013.
As of Dec. 31, 2014, the Company had $2.47 billion in total assets,
$2 billion in total liabilities and $466 million in total
stockholders' equity.
The Company's independent auditor, Deloittee & Touche LLP, in
Houston, Texas, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2014,
citing that Midstates' projected debt covenant violation and
resulting lack of liquidity raise substantial doubt about its
ability to continue as a going concern.
* * *
Midstates Petroleum carries a 'B' corporate credit rating from
Standard & Poor's Ratings Services.
As reported by the TCR on April 8, 2013, Moody's Investors Service
affirmed Midstates Petroleum's 'B3' Corporate Family Rating.
MINI MASTER: Taps Jesus Nieves to Audit Empresas' 1165(E) Plan
--------------------------------------------------------------
Mini Master Concrete Services Inc. asks the U.S. Bankruptcy Court
for the District of Puerto Rico for permission to employ Jesus Mora
Nieves, CPA, as auditor to conduct the audit of Empresas Master
Profit Sharing's 1165(E) Plan as of March 31, 2014, in connection
with its annual reporting obligation under the Employee Retirement
Income Act of 1974.
The firm will charge the Debtor between $3,400 and $3,600 for the
audit.
The Debtor assures the Court that the firm is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
Mr. Nieves can be reached at:
Jesus Mora Nieves, CPA
P.O. Box 367101
San Juan, PR 00936-7101
Tel: (787)612-5104
Fax: (787)775-1294
Email: jmmn23@gmail.com
About Mini Master Concrete
Mini Master Concrete aka Mini Master aka Empresas Master filed a
Chapter 11 petition (Bankr. D.P.R. Case No. 13-10302) on Dec. 11,
2013, in Old San Juan, Puerto Rico. Charles A. Cuprill, PSC Law
Office, also serves as counsel to Mini Master Concrete. The
petition was signed by Carmen Betancourt, president.
Affiliate Master Aggregates Toa Baja Corporation also filed a
Chapter 11 petition (Bankr. D.P.R. Case No. 13-10305) in Old San
Juan, Puerto Rico on Dec. 11, 2013. The Debtor disclosed
$15,279,612 in total assets, and $14,700,365 in total liabilities.
The Debtor selected Charles Alfred Cuprill, Esq., at Charles A
Cuprill, PSC Law Office, as its counsel.
MOLYCORP INC: To Issue Add'l 12 Million Shares Under Plan
---------------------------------------------------------
Molycorp, Inc., filed a Form S-8 registration statement with the
Securities and Exchange Commission to register an additional
12,000,000 shares of common stock issuable under the Molycorp, Inc.
Amended and Restated 2010 Equity and Performance Incentive Plan for
which a previously filed registration statement on Form S-8
relating to the Plan is effective. The proposed maximum aggregate
offering price is $4.38 million. A copy of the Form S-8 prospectus
is available for free at http://is.gd/Lbb1U9
About Molycorp
Molycorp Inc. -- http://www.molycorp.com/-- produces specialized
products from 13 different rare earths (lights, mids and heavies),
the transition metal yttrium, and five rare metals (gallium,
indium, rhenium, tantalum and niobium). It has 26 locations
across 11 countries. Through its joint venture with Daido Steel
and the Mitsubishi Corporation, Molycorp manufactures
next-generation, sintered neodymium-iron-boron ("NdFeB") permanent
rare earth magnets.
Molycorp reported a net loss of $623 million in 2014, a net loss of
$377 million in 2013 and a net loss of $475 million in 2012. At
Dec. 31, 2014, the Company had $2.57 billion in total assets,
$1.77 billion in total liabilities and $804.3 million in total
stockholders' equity.
KPMG LLP, in Toronto, Canada, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, stating that the Company continues to incur
operating losses, has yet to achieve break-even cash flows from
operations, has significant debt servicing costs and is currently
not in compliance with the continued listing requirements of the
New York Stock Exchange. These conditions, among other things,
raise substantial doubt about the Company's ability to continue as
a going concern.
* * *
In June 2014, Moody's Investors Service downgraded the corporate
family rating of Molycorp to 'Caa2' from 'Caa1'. The downgrade
reflects continued weakness in rare earths pricing environment,
ongoing negative free cash flows, weak liquidity and high
leverage.
As reported by the TCR on Dec. 12, 2014, Molycorp has a 'CCC+'
corporate credit rating, with negative outlook, from Standard &
Poor's. "The negative outlook reflects our view that Molycorp's
business and financial condition will become increasingly
precarious unless the Mountain Pass facility can be brought to
full production capacity," said S&P's credit analyst Cheryl Richer.
MONARCH COMMUNITY: Stockholders OK Chemical Financial Merger
------------------------------------------------------------
A special meeting of stockholders of Monarch Community Bancorp,
Inc., was held March 26, 2015, at which the stockholders approved
the merger agreement between the Company and Chemical Financial
Corporation. The stockholders also approved, on a non-binding
advisory vote, the compensation of named executive officers related
to the merger.
Chemical Financial and Monarch Community entered into an Agreement
and Plan of Merger on Oct. 31, 2014. Pursuant to the Merger
Agreement, Monarch will be merged with and into Chemical, with
Chemical as the surviving corporation, and Monarch Community Bank,
Monarch's wholly-owned subsidiary bank, will be consolidated with
and into Chemical Bank, Chemical's wholly-owned subsidiary bank,
with Chemical Bank as the surviving bank.
Chemical Financial has received regulatory approval of
the Holding Company Merger and the Bank Consolidation from the
Board of Governors of the Federal Reserve System and regulatory
approval of the Bank Consolidation from the State of Michigan
Department of Insurance and Financial Services.
About Monarch Community
Coldwater, Michigan-based Monarch Community Bancorp, Inc., was
incorporated in March 2002 under Maryland law to hold all of the
common stock of Monarch Community Bank, formerly known as Branch
County Federal Savings and Loan Association. The Bank converted
to a stock savings institution effective Aug. 29, 2002. In
connection with the conversion, the Company sold 2,314,375 shares
of its common stock in a subscription offering.
Monarch Community reported a net loss available to common
stockholders of $2.55 million in 2013, a net loss available to
common stockholders of $741,000 in 2012 and a net loss of $353,000
in 2011.
As of Sept. 30, 2014, the Company had $177 million in total
assets, $157 million in total liabilities, and $20.0 million
in total stockholders' equity.
MONARCH COMMUNITY: Suspending Filing of Reports with SEC
--------------------------------------------------------
Monarch Community Bancorp, Inc., has suspended its reporting
obligations under Section 15(d) of the Securities Exchange Act of
1934, as amended, by filing a Form 15 with the Securities and
Exchange Commission on March 27, 2015. The Corporation will not
file an annual report on Form 10-K for the most recently completed
fiscal year ended Dec. 31, 2014.
About Monarch Community
Coldwater, Michigan-based Monarch Community Bancorp, Inc., was
incorporated in March 2002 under Maryland law to hold all of the
common stock of Monarch Community Bank, formerly known as Branch
County Federal Savings and Loan Association. The Bank converted
to a stock savings institution effective Aug. 29, 2002. In
connection with the conversion, the Company sold 2,314,375 shares
of its common stock in a subscription offering.
Monarch Community reported a net loss available to common
stockholders of $2.55 million in 2013, a net loss available to
common stockholders of $741,000 in 2012 and a net loss of $353,000
in 2011.
As of Sept. 30, 2014, the Company had $176.88 million in total
assets, $157 million in total liabilities, and $20 million
in total stockholders' equity.
MONITRONICS: Moody's Rates $350MM Incremental Loan 'Ba3'
--------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Monitronics'
new, $350 million senior secured term loan, the proceeds of which
are expected to be used to pay down $300 million of existing term
loan debt and $50 million of revolver borrowings. The
leverage-neutral transaction has no impact on the company's B2 CFR,
the Ba3 rating on existing secured debt, the Caa1 senior unsecured
notes rating, or the stable outlook.
The financing has the credit-favorable impacts of pushing out the
maturity of a portion of Monitronics' term loan debt by four years,
to 2022, and freeing up revolver availability. However, the
transaction will also moderately raise the cost of the company's
financing, as the incremental debt will likely be priced slightly
higher than existing term loan debt.
Assignments:
-- $350 million Senior Secured Term Loan, Assigned Ba3 (LGD3)
RATINGS RATIONALE
The B2 CFR reflects Moody's expectation for moderate de-leveraging
of debt/RMR (including Moody's standard adjustments) to near or
below 38 times by year-end 2015, which would be achieved through
revenue growth instead of debt reduction.
Subscriber contracts provide steady and predictable revenue
streams, subject to expectations for attrition rates, which we
expect to remain fairly stable despite increased activity in the
housing market. Like its competitors, Monitronics must spend a
significant amount annually to replace customers lost to attrition.
Moody's expects Monitronics to use cash generation and revolver
capacity to purchase incremental subscriber accounts and grow RMR
in the mid-single-digit percentages annually. And while growth
spending will cause free cash flow to be negative, Moody's expects
Monitronics to maintain an adequate liquidity profile due to
significant availability under its revolver, which earlier this
year was increased by $90 million, to $315 million. The dealer
sales model enhances Monitronics' financial flexibility by
providing a mostly variable cost structure.
Monitronics benefits from its position as one of the larger
providers of alarm monitoring services in the U.S.. The
residential industry is highly fragmented with low barriers to
entry and is seeing heightened competition from cable and
telecommunication providers entering the market in an attempt to
sell additional services to existing customers. Secular changes in
technology and consumer preferences provide a longer-term threat.
The stable outlook reflects Moody's expectation that Monitronics
will successfully integrate recent acquisitions while continuing to
grow RMR by mid-single-digit percentages annually on a pro-forma
basis, using cash and the revolver to fund purchases of new
subscriber contracts from dealers. A ratings upgrade could be
prompted if Monitronics sustains debt / RMR below 30 times and free
cash flow (before growth spending) to debt above 10%, while
maintaining a good liquidity profile. The ratings could be
downgraded if debt / RMR is sustained above 40 times, attrition
rates or dealer multiples increase materially, liquidity
deteriorates, or free cash flow (before growth spending) approaches
breakeven.
With Moody's-expected revenues approaching $575 million in 2015,
Monitronics International, Inc. provides alarm monitoring services
to about 1.1 million, mainly residential customers in the U.S..
Monitronics is owned by Ascent Capital Group, Inc. ("Ascent
Capital", ticker: ASCMA).
The principal methodology used in this rating was Business and
Consumer Service Industry published in December 2014. Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.
MOUNTAIN PROVINCE: Completes Primary Syndication of $370M Loan
--------------------------------------------------------------
Mountain Province Diamonds Inc. disclosed that primary syndication
of the previously announced US$370 million term loan facility has
been successfully completed.
Commenting, Mountain Province CEO Patrick Evans said: "With the
completion of primary syndication the way is now clear for the
finalization of the documentation and closing of the Facility."
Drawdown against the Facility is subject to funding of a cost
overrun account, which is expected to be completed on closing of
the previously announced C$95M rights issue on March 30, 2015. The
Company's major shareholder, Mr. Dermot Desmond, has advised the
Company that he intends to fully exercise his rights and has also
entered into a standby agreement with the Company in terms of which
he has undertaken to fully subscribe for those rights not otherwise
subscribed for under the rights issue.
Mr. Evans added: "The overall project development remains on
schedule for first production in H2 2016 and continues within
budget."
About Mountain Province Diamonds
Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit known as the "Gahcho Kue Project"
located in the Northwest Territories of Canada. The Company's
primary asset is its 49 percent interest in the Gahcho Kue
Project.
Mountain Province reported a net loss of C$26.6 million in 2013,
a net loss of C$3.33 million in 2012 and a net loss of C$11.5
million in 2011. The Company's balance sheet at Sept. 30, 2014,
showed C$200.8 million in total assets, C$41.4 million in total
liabilities and C$159 million in total shareholders' equity.
Going Concern
"The Company currently has no source of revenues. In the years
ended December 31, 2013, 2012 and 2011, the Company incurred
losses, had negative cash flows from operating activities, and
will be required to obtain additional sources of financing to
complete its business plans going into the future. Although the
Company had working capital of $35,133,368 at December 31, 2013,
including $35,687,694 of cash and short-term investments, the
Company has insufficient capital to finance its operations and the
Company's share of development costs of the Gahcho Kue Project
(Note 8) over the next 12 months. The Company is currently
investigating various sources of additional funding to increase
the cash balances required for ongoing operations over the
foreseeable future. These additional sources include, but are not
limited to, share offerings, private placements, rights offerings,
credit and debt facilities, as well as the exercise of outstanding
options. However, there is no certainty that the Company will be
able to obtain financing from any of those sources. These
conditions indicate the existence of a material uncertainty that
results in substantial doubt as to the Company's ability to
continue as a going concern," the Company said in the 2013 Annual
Report.
MOUNTAIN PROVINCE: Incurs C$4.39 Million Net Loss in 2014
---------------------------------------------------------
Mountain Province Diamonds Inc. filed with the Securities and
Exchange Commission its annual report on Form 20-F disclosing a net
loss of C$4.39 million for the year ended Dec. 31, 2014, compared
with a net loss of C$26.6 million for the year ended Dec. 31, 2013.
The Company previously reported a net loss of C$3.33 million in
2012.
As of Dec. 31, 2014, Mountain Province had C$301 million in total
assets, C$46.08 million in total liabilities and C$255 million in
total shareholders' equity.
The Company currently has no source of revenues. In the years
ended Dec. 31, 2014, 2013, and 2012, the Company incurred losses,
had negative cash flows from operating activities, and will be
required to obtain additional sources of financing to complete its
business plans going into the future. Although the Company had
working capital of C$46.8 million at Dec. 31, 2014, including
C$81.04 million of cash and short-term investments the Company has
insufficient capital to finance its operations including the
Company's share of development costs of the Gahcho Kue Project.
The Company intends to obtain the required financing through a
senior secured term loan facility of up to US$370 million and by
issuing common shares by way of a rights offering for gross
proceeds of $95 million. Finalization of the Facility remains
subject to agreement on Facility documentation, the arrangement of
a cost overrun facility of US$75 million, which is being arranged
by way of the rights offering, and certain other matters and
conditions.
KPMG LLP, Toronto, Canada, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2014, citing that the Company's ability to continue operations
is dependent upon its ability to obtain sufficient financing to
fund its operations and development costs.
A full-text copy of the Form 20-F is available for free at:
http://is.gd/7aV3Qk
About Mountain Province Diamonds
Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit known as the "Gahcho Kue Project"
located in the Northwest Territories of Canada. The Company's
primary asset is its 49 percent interest in the Gahcho Kue
Project.
MURRAY ENERGY: Bank Debt Trades at 3% Off
-----------------------------------------
Participations in a syndicated loan under which Murray Energy is a
borrower traded in the secondary market at 97.75
cents-on-the-dollar during the week ended Friday, March 27, 2015,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal. This represents a decrease of
0.31 percentage points from the previous week, The Journal relates.
Murray Energy pays 425 basis points above LIBOR to borrow under
the facility. The bank loan matures on Nov. 21, 2019, and carries
Moody's B1 rating and Standard & Poor's BB rating. The loan is one
of the biggest gainers and losers among 251 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
MURRAY ENERGY: S&P Rates New $1.675-Bil. 1st Lien Term Loan BB-
----------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB-'
issue-level rating to Murray Energy Corp.'s proposed $1.675 billion
first-lien term loan. The recovery rating on the term loan is '2',
indicating S&P's expectation of substantial recovery (70% to 90%;
upper half of the range) in the event of default. S&P also
assigned its 'B-' issue-level rating to the company's proposed $860
million second-lien notes. The recovery rating on the notes is
'6', indicating S&P's expectation of negligible recovery (0% to
10%) in the event of a payment default.
In addition, S&P lowered its rating on the company's first-lien
term bank loan to 'BB-' from 'BB' and revised the recovery rating
on the loan to '2' from '1', indicating S&P's expectation of
substantial recovery (70% to 90%; upper half of the range) in the
event of default. At the same time, S&P lowered its issue-level
rating on the company's existing senior secured notes to 'B-' from
'B' and revised our recovery rating on the notes to '6' from '5',
indicating S&P's expectation of negligible recovery (0% to 10%) in
the event of a payment default. S&P also affirmed its 'B+'
corporate credit rating on the company. The outlook is stable.
"The stable outlook is supported by Murray's highly contracted
sales position for 2015, with about 85% of production priced. This
should result in stable profitability and cash flow over the year,"
said Standard & Poor's credit analyst Chiza Vitta.
S&P would consider a lower rating if leverage remains above 5x or
liquidity deteriorates such that S&P no longer considered it to be
adequate. Increasing leverage could occur as a result of a drop in
EBITDA due to unanticipated mining conditions that could affect
costs or production levels.
S&P would consider a positive rating action if leverage were
sustained below 5x. This would result if EBITDA margins remain
consistently above 25% and excess cash flow were used for debt
reduction.
NATIONAL CINEMEDIA: Cinemark Reports 29% Stake as of March 17
-------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Cinemark Holdings, Inc., disclosed that as of March 17,
2015, it beneficially owned 25,631,046 shares of common stock of
National CineMedia, Inc., which represents 29 percent of the shares
outstanding.
On March 17, 2015, pursuant to the Common Unit Adjustment
Agreement, the Company notified Cinemark that on or about March 29,
2015, Cinemark will receive, through its wholly-owned subsidiary,
Cinemark USA, Inc., 1,074,910 newly issued NCM Units in accordance
with the 2014 Annual Adjustment.
Cinemark acquired the NCM Units in accordance with the 2014 Annual
Adjustment, for investment purposes pursuant to the terms of the
Common Unit Adjustment Agreement.
A copy of the regulatory filing is available for free at:
http://is.gd/0CPy2y
About National CineMedia
National CineMedia, Inc., is the holding company of National
CineMedia, LLC. NCM LLC operates the largest digital in-theatre
network in North America, allowing NCM to distribute advertising,
Fathom entertainment programming events and corporate events under
long-term exhibitor services agreements with American Multi-Cinema
Inc., a wholly owned subsidiary of AMC Entertainment Inc.; Regal
Cinemas, Inc., a wholly owned subsidiary of Regal Entertainment
Group; and Cinemark USA, Inc., a wholly owned subsidiary of
Cinemark Holdings, Inc. NCM LLC also provides such services to
certain third-party theater circuits under "network affiliate"
agreements, which expire at various dates.
As of Jan. 1, 2015, the Company had $991 million in total assets,
$1.20 billion in total liabilities and a $208.7 million total
deficit.
* * *
As reported by the TCR on March 24, 2011, Standard & Poor's
Ratings Services raised its corporate credit ratings on
Centennial, Colorado-based National CineMedia Inc. and
operating subsidiary National CineMedia LLC (which S&P analyzes on
a consolidated basis) to 'BB-' from 'B+'. "The 'BB-' corporate
credit rating reflects S&P's expectation that NCM's EBITDA growth
will enable the company to continue to de-lever over the
intermediate term despite its aggressive dividend policy," said
Standard & Poor's credit analyst Jeanne Shoesmith.
NATROL INC: Exclusive Plan Filing Period Extended to April 23
-------------------------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware extended the exclusive plan period for each of
Leaf123, Inc., f/k/a Natrol, Inc., et al., through and including
April 23, 2015, and the exclusive solicitation period through and
including June 22.
The Debtors' counsel, Ian J. Bambrick, Esq., at Young Conaway
Stargatt & Taylor, LLP, in Wilmington, Delaware, said that further
extending the Exclusive Periods will facilitate an orderly and cost
effective plan process for the benefit of all creditors by
providing the Debtors with a meaningful opportunity to build on the
progress that has been made in the Chapter 11 Cases without
unnecessary interference from non-debtor parties.
Termination of the Exclusive Periods, on the other hand, would give
rise to the threat of competing plans, resulting in increased
administrative expenses that would diminish the value of the
Debtors' estates to the detriment of creditors and equity holders,
Mr. Bambrick told the Court. Termination of the Exclusive Periods
could also meaningfully delay, if not completely undermine, the
Debtors' ability to confirm the Plan, Mr. Bambrick added.
About Natrol, Inc.
Headquartered in Chatsworth, Calif., Natrol, Inc., sold herbs and
botanicals, multivitamins, specialty and sports nutrition
supplements made to support health and wellness throughout all
ages
and stages of life. Natrol, Inc., was a wholly owned subsidiary
of
Plethico Pharmaceuticals Limited (BSE: 532739. BO: PLETHICO).
Natrol, Inc., and its six affiliates sought bankruptcy protection
(Bankr. D. Del. Case No. 14-11446) on June 11, 2014. The case is
assigned to Judge Brendan Linehan Shannon. The Debtors are
represented by Robert A. Klyman, Esq., and Samuel A. Newman, Esq.,
at Gibson, Dunn & Crutcher LLP, in Los Angeles, California; and
Michael R. Nestor, Esq., Maris J. Kandestin, Esq., and Ian J.
Bambrick, Esq., at Young Conaway Stargatt & Taylor, LLP, in
Wilmington, Delaware. The Debtors' Claims and Noticing Agent is
Epiq Systems INC.
The Debtors requested that the Court approve the employment of (i)
Jeffrey C. Perea of the firm Conway MacKenzie Management Services,
LLC as chief financial officer and for CMS to provide temporary
employees to assist Mr. Perea in carrying out his duties; (ii)
Stephen P. Milner of the firm Squar, Milner, Peterson, Miranda &
Williamson LLP as chief restructuring officer and for CMS to
provide temporary employees to assist Mr. Milner in carrying out
his duties; (iv) BDO USA, LLP as auditor; (v) TaxGroup Partners as
tax services provider.
The Official Committee Of Unsecured Creditors tapped Otterbourg
P.C. as lead counsel; Pepper Hamilton LLP as Delaware counsel; and
CMAG as financial advisors.
On Nov. 10, 2014, the Debtors held an auction for the sale of the
assets, and Aurobindo Pharma USA Inc. emerged as the successful
bidder. The Court approved the sale and the sale closed on Dec.
4,
2014. The Debtors changed their names to Leaf123, Inc., following
the sale.
* * *
The Troubled Company Reporter, on Feb. 23, 2015, reported that
Leaf123, Inc., f/k/a Natrol Inc., and its debtor affiliates filed
a
Chapter 11 plan of liquidation, pursuant to which tax refunds and
credits, all shares of capital stock or other Equity Interests in
Natrol UK, all Avoidance Actions not otherwise purchased by the
Buyer under the Purchase Agreement, the proceeds from prepetition
litigation, the proceeds from the Sale Transaction, and certain
other assets are being pooled and distributed to persons or
entities holding allowed claims in accordance with the priorities
of the Bankruptcy Code.
The Debtors will present the explanatory Disclosure Statement for
approval at a hearing on March 30, 2015, at 10:00 a.m. (prevailing
Eastern Time). Objections, if any, must be submitted on or before
March 18. The hearing to consider confirmation of the Plan is
currently scheduled for May 6, 2015, at 10:00 a.m. (ET).
NEWPAGE CORP: Bank Debt Trades at 4% Off
----------------------------------------
Participations in a syndicated loan under which NewPage Corp is a
borrower traded in the secondary market at 96.10 cents-
on-the-dollar during the week ended Friday, March 27, 2015,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal. This represents a decrease of
0.59 percentage points from the previous week, The Journal relates.
NewPage Corp pays 825 basis points above LIBOR to borrow under the
facility. The bank loan matures on Jan. 31, 2021, and carries
Moody's B2 rating and Standard & Poor's B+ rating. The loan is one
of the biggest gainers and losers among 251 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
NII HOLDINGS: Noteholders Want to Compel Mediation
--------------------------------------------------
The Ad Hoc Group of NII Capital 2021 Noteholders asks the
Bankruptcy Court for an order directing the Debtors to participate
in mediation.
Mitchell A. Seider, Esq., of Latham & Watkins LLP, representing
the Ad Hoc Group, tells the Court that the Debtors have now filed
two successive plan support agreements, each of which have been
structured to reallocate value of the Debtors' estates to a few
preferred creditors in violation of the requirements of Bankruptcy
Code, and in what amounts to the equitable subordination of the
7.625% Senior Notes issued by NII Capital Corp. due in 2021. Each
of the Debtors’ plan support agreements was constructed without
any input from holders of a substantial amount of the 2021 CapCo
Notes, who unlike the holders who negotiated these agreements with
the Debtors, do not hold the other series of CapCo Notes. It is
these other series of CapCo Notes that receive significantly
larger distributions than the 2021 CapCo Notes under the Debtors’
plan proposal. These larger distributions come at the expense of
the distributions to the holders of the 2021 CapCo Notes,
notwithstanding the fact that CapCo Notes are all contractually
and structurally pari passu with one another. The Movant submits
that had the Debtors and their preferred creditors accepted rather
than rebuffed the Movant’s multiple requests to be included in
plan negotiations, this Motion would have been unnecessary. The
proposed plan favors those creditors the Debtors included in
negotiations under the guise of a purported settlement at the
expense of those they excluded from negotiations, the Movant. The
basis for the purported settlement—the Transferred Guarantor
Claims is a flimsy straw man, Mr. Seider states.
The CapCo 2021 Group has simultaneously filed a preliminary
limited objection to the Debtors’ proposed debtor-in-possession
financing and intends to object to confirmation of any plan that
is proposed without its consent and that fails to treat the 2021
CapCo Notes in substantially the same manner as other claims
against NII Capital Corp, as is required under section 1129(a)(7)
of the Bankruptcy Code. The Debtors are holding companies, and as
such, a hypothetical chapter 7 liquidation of the Debtors would
permit going-concern sales of the Debtors’ equity in their non-
debtor subsidiaries that hold valuable businesses. In such a
hypothetical chapter 7 liquidation, the Transferred Guarantor
Claims would be litigated, proven meritless, and accorded no
value. The result would be equal distributions to claims of equal
dignity - a fundamental right for creditors that each plan
proposed by the Debtors has failed to honor, Mr. Seider adds.
A consensual resolution of these chapter 11 cases is in the best
interest of all constituents and may indeed be achievable. It
should at least be given a chance, particularly when there is time
before a hearing on an as-yet-unfiled disclosure statement. To
that end, the CapCo 2021 Group has made repeated, good-faith
efforts, as recently as this week, to engage the Debtors and other
constituents in negotiations towards a value-maximizing and
confirmable plan for the Debtors. The CapCo 2021 Group has sent
the Debtors three separate letters requesting an invitation to
participate in plan negotiations and offering to enter into a
reasonable non-disclosure agreement as the basis for meaningful
discussions. Despite these attempts, the Debtors have refused to
include the CapCo 2021 Group in plan negotiations or even propose
a form of non-disclosure agreement. The Court should compel the
Debtors to engage in plan negotiations with all of its
constituents through mediation that includes unconflicted holders
of the 2021 CapCo Notes which, until now, have been shut out of
the plan process.
The Ad Hoc Group of NII Capital 2021 Noteholders is represented
by:
LATHAM & WATKINS LLP
Mitchell A. Seider, Esq.
Adam J. Goldberg, Esq.
885 Third Avenue
New York, NY 10022
Tel: (212) 906-1200
Fax: (212) 751-4864
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.
NJ HEALTHCARE: Meeting to Form Creditors' Panel Set for April 2
---------------------------------------------------------------
Andy Vara, Acting United States Trustee for Region 3, will hold an
organizational meeting on April 2, 2015, at 1:30 p.m. in the
bankruptcy case of NJ Healthcare Facilities Management LLC aka New
Jersey Health Care Facilities Management LLC dba Advanced Care
Center at Lakeview
The meeting will be held at:
United States Trustee's Office
One Newark Center, 1085 Raymond Blvd.
21st Floor, Room 2106
Newark, NJ 07102
The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.
The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code. A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.
To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee. Section 1103 of the
Bankruptcy Code provides that the Committee may consult with the
debtor, investigate the debtor and its business operations and
participate in the formulation of a plan of reorganization. The
Committee may also perform other services as are in the interests
of the unsecured creditors whom it represents.
About NJ Healthcare
NJ Healthcare Facilities Management LLC, doing business as Advanced
Care Center at Lakeview, sought Chapter 11 protection (Bankr.
D.N.J. Case No. 15-14871) in Newark, New Jersey, on
March 19, 2015.
The Debtor estimated $10 million to $50 million in assets and debt.
The official schedules of assets and liabilities, as well as the
statement of financial affairs, are due April 2, 215.
According to the docket, the Debtor's exclusive right to file a
plan expires on July 17, 2015. The appointment of a healthcare
ombudsman is due by April 9, 2015.
The case is assigned to Judge Vincent F. Papalia.
The Debtor has tapped Anthony Sodono, III, Esq., at Trenk,
DiPasquale, Della Fera & Sodono, in West Orange, New Jersey, as
counsel.
NORTEK INC: Moody's Hikes Corp. Family Rating to B2, Outlook Stable
-------------------------------------------------------------------
Moody's Investors Service upgraded Nortek, Inc.'s Corporate Family
Rating to B2 from B3, and its Probability of Default Rating to
B2-PD from B3-PD. These actions reflect Moody's expectations that
Nortek's operating performance will continue to improve, generating
large levels of earnings and free cash flow. In a related rating
action, Moody's affirmed the Ba3 rating assigned to Nortek's senior
secured term loan due 2020, which is being increased to $600
million (may be further upsized to $615 million) from $350 million,
and upgraded the company's senior unsecured notes to B3 from Caa1.
The Speculative Grade Liquidity Rating is affirmed at SGL-2. The
rating outlook is stable.
The add-on term loan will have essentially the same terms and
conditions as the company's existing term loan, and will rank pari
passu in right of payment. Proceeds from the proposed add-on and
some cash on hand will be used to redeem the $250 million 10%
senior unsecured notes due 2018, at which time the rating for this
debt will be withdrawn.
The following ratings/assessments were affected by this action:
-- Corporate Family Rating upgraded to B2 from B3;
-- Probability of Default Rating upgraded to B2-PD from B3-PD;
-- Senior secured term loan due 2020 affirmed at Ba3 (LGD2);
-- Senior unsecured notes upgraded to B3 (LGD5) from Caa1
(LGD5);
-- Speculative Grade Liquidity Rating affirmed at SGL-2.
The upgrade of Nortek's Corporate Family Rating to B2 from B3
reflects Moody's views that the company's operating performance
will get better over the next 12 to 18 months now that Nortek's
transformational and operational improvement program expenses are
largely completed. Over the past three years, the company has spent
about $86 million to streamline and to improve its manufacturing
and distribution capabilities. Future costs will taper off within
the next six months, and will approximate $25 million over the next
two years to complete these initiatives. However, Nortek estimates
total amount of savings when all projects have been successfully
concluded by year-end 2016 will be between $48 million and $60
million. Nortek will continue to benefit from domestic repair and
remodeling activity for both homes and non-residential buildings,
from which the company derives about 75% of its revenues.
Moody's projects Nortek's adjusted EBITA margin improving to about
8.75% by year-end 2016 from 7.7% for 2014 due to operating
efficiencies, higher earnings from recent acquisitions, modest
price increases and higher volumes. "Our forecasted margin is at
levels not experienced since 2012. With a projected revenue base of
$2.8 billion, Nortek could generate nearly $250 million in adjusted
EBITA, which translates into debt-to-EBITDA improving to 5.0x by
year-end 2016 from 6.1x at FYE14. Likewise, Moody's projects
interest coverage (measured as EBITA-to-interest expense)
increasing to approximately 2.25x over the next 12 to 18 months
from 1.6x for 2014. Moody's forecasts free cash flow-to-debt
nearing 5.5% over our time horizon, an improvement from 0.3% for
FY14 (all ratios incorporate Moody's standard adjustments). Our
forward looking views include costs related to the transformational
and operational improvement programs, in addition to more expenses
for future restructuring activities. With the exception of $6.0
million in term loan amortization per year, which is very
manageable, Nortek has no significant maturities until mid-2017
when its revolving credit facility matures, giving the company
financial flexibility to contend with ongoing demand and future
growth opportunities potentially through acquisitions," Moody's
said.
The stable rating outlook results from Moody's expectations that
debt credit metrics will be more supportive of Nortek's B2
Corporate Family Rating by late 2016.
No change in the Ba3 rating assigned to Nortek's term loan and the
rating upgrade for the senior unsecured notes to B3 from Caa1
result from the upgrade in Nortek's Corporate Family Rating, a key
driver in Moody's Loss Given Default analysis. The reduction in
Nortek's unsecured debt by $250 million to $735 million decreases
the amount of first-loss absorption in a recovery scenario relative
to the term loan, while the similar size increase in the term loan
reduces amount of collateral to which holders of the secured term
loan have access. This scenario would normally warrant a downgrade
in the rating assigned to the term loan, however the upgrade in the
company's fundamental rating offsets the reconfiguration of the
Nortek's debt capital structure and results in no change to the
term loan's rating.
Positive rating actions are not likely until Nortek demonstrates
its ability to generate higher levels of earning and to validate
Moody's expectations over the next 12 to 18 months. However, if
Nortek's operating performance results in debt-to-EBITDA sustained
near 4.75x or EBITA-to-interest expense sustained around 2.5x (all
ratios incorporate Moody's standard adjustments), then upward
rating pressures could ensue.
Negative rating actions may occur if Nortek fails to benefit from
its rationalization programs or if operating performance falls
below Moody's expectations. A weakening in financial performance
due to a decline in its end markets could also stress the ratings.
Debt-to-EBITDA sustained above 6.0x or EBITA-to-interest expense
trending towards 1.25x (all ratios incorporate Moody's standard
adjustments) could result in downward rating pressures.
Deterioration in liquidity, sizeable debt-financed acquisitions, or
materially large shareholder-friendly actions could negatively
impact the ratings as well. Also, further increases in first lien
debt could put downward pressures on the Nortek's debt instrument
ratings.
Nortek, Inc., headquartered in Providence, Rhode Island, is a
diversified manufacturer of branded, residential and commercial
building products. It operates through six business segments -- Air
Quality and Home Solutions, Security and Control Solutions,
Ergonomic and Productivity Solutions, Residential and Commercial
HVAC, Custom and Commercial Air Solutions, and Audio/Video. Nortek
derives approximately 83.5% of its sales from the US. Ares
Management LLC ("Ares"), through its respective funds, is Nortek's
largest shareholder. Revenues for the 12 months through December
31, 2014 totaled about $2.5 billion.
The principal methodology used in this rating was Global
Manufacturing Companies published in July 2014. Other methodologies
used include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.
NORTEK INC: S&P Affirms 'B' CCR on $250MM Note Redemption
---------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B'
corporate credit rating on Providence, R.I.-based Nortek Inc. The
outlook is stable.
At the same time, S&P affirmed its 'BB-' issue-level rating on
Nortek's $600 million senior secured term loan (reflecting the
original $350 million and the incremental $250 million). The
recovery rating remains '1', indicating S&P's expectation for very
high (90% to 100%) recovery under our default scenario.
S&P has also revised its recovery rating on Nortek's $735 million
8.5% unsecured notes due 2021 to '5' from '4', indicating S&P's
expectation for modest recovery (high end of the 10%-30% range)
under S&P's default scenario. As a result, S&P has revised its
issue-level rating on the notes to 'B-' from 'B'. Although the
proposed transaction is neutral from a total leverage
perspective--$250 million incurred, $250 million redeemed-—the
"replacement" of $250 million of unsecured debt with $250 million
of secured debt weighs on recovery prospects for holders of
Nortek's 8.5% senior notes due 2021.
"The stable outlook reflects our opinion that Nortek will
experience revenue growth of approximately 10% in 2015, as well as
interest coverage above 3.0x," said Standard & Poor's credit
analyst Pablo Garces. "Our rating and outlook also reflect our
view that Nortek will maintain a highly leveraged financial risk
profile, with forecast leverage of 5x or more, and adequate
liquidity position."
A downgrade could occur if EBITDA were to decrease more than 35%
from S&P's projected 2015 level due to another recession and
reduced construction activity or rapidly rising raw material costs.
For a lower rating, the company's interest coverage would have to
fall to 1.5x or lower and its debt to EBITDA ratio would have to
rise to more than 6x.
An upgrade could occur if Nortek manages to maintain leverage in
the mid-4x area and FFO to debt in the mid-teens-percentage area
and private equity ownership was committed to maintaining leverage
and FFO to debt within this range.
OUTFRONT MEDIA: Moody's Rates New $100 Million Sr. Note Add-on
--------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to a subsidiary of
OUTFRONT Media Inc.'s proposed $100 million add on to the 5.625%
senior unsecured notes due 2024. The existing Ba3 corporate family
rating (CFR), Ba1 rated senior secured credit facility and B1 rated
senior unsecured notes due 2022, 2024, and 2025 will remain
unchanged. The outlook remains stable.
The use of proceeds is for the repayment of a $50 million draw on
the revolver and to add cash to the balance sheet. The $100 million
add on increases total leverage to 5.6x from 5.5x as of Q4 2014
pro-forma for the Van Wagner acquisition including Moody's standard
adjustment for lease expense or to 5.2x from 5x excluding Moody's
standard lease adjustments.
A summary of Moody's actions are as follows:
OUTFRONT Media Capital LLC
-- New $100 million add on to senior note due 2024 assigned B1
(LGD5)
The ratings are subject to review of final documentation and no
material change in the terms and conditions of the transaction as
provided to Moody's.
OUTFRONT's Ba3 corporate family rating reflects its market position
as one of the largest outdoor advertising companies in the US with
positions in all the top 25 markets and over 180 markets across the
US, Canada and Latin America. The company is expected to generate
good free cash flow although the vast majority is expected to be
distributed to shareholders. Given that the required distribution
is based on earnings and it is after interest and taxable
depreciation of capital, Moody's expect the company to have
adequate resources to manage all required liabilities. The ability
to convert traditional static billboards to digital is expected to
be supportive of both revenue and EBITDA growth although the
company has historically spent substantially less than its largest
competitors on digital displays. The outdoor advertising industry
benefits from restrictions on the supply of billboards that help
support advertising rates and high asset valuations. Leverage
pro-forma for the acquisition of Van Wagner and the $100 million
proposed debt add on is 5.6x including Moody's standard adjustments
for lease expenses and 5.2x excluding Moody's standard lease
adjustments as of Q4 2014. While the 5.6x leverage level is
slightly above the 5.5x threshold for the existing Ba3 CFR, Moody's
expect leverage to decline modestly during 2015 from EBITDA growth
and voluntary debt repayment during the second half of 2015.
However, additional debt issuance without a corresponding increase
in EBITDA or weak operating performance would likely put downward
pressure on the ratings. In 2015, Moody's anticipate that revenue
and EBITDA will grow in the low single digits led by strength in
local ad spending and a modest improvement in national ad spending
which was weak in 2014. Moody's expect the company to be focused on
renewing the New York Metropolitan Transit Authority contract
during the 2nd and 3rd quarter that represents 17% of US total
revenue, but a materially less percentage of EBITDA given the lower
margins of the transit business compared to billboards (transit
franchise expenses alone accounted for 64% of transit revenue in
2014).
EBITDA margins are also below the industry average of its US
competitors at approximately 29% as calculated by Moody's due to
its lower margin transit and international business. Moody's expect
the billboard industry to become more volatile than it has been in
the past as companies operate with shorter term contracts than the
industry has historically. The outdoor industry also remains
vulnerable to consumer ad spending and OUTFRONT derives significant
revenue from national advertisers as well as elevated business
concentration in both New York City and Los Angeles. The
combination of shorter term contracts in the industry and above
average exposure to national advertising increases the revenue
volatility, although the company operates with a large number of
cancelable leases that could be terminated or renegotiated at lower
rates during a downturn. Moody's expect the company to continue to
evaluate additional acquisitions which has the potential to impact
the ratings depending on the size of the acquisition and how it is
financed.
Moody's expect OUTFRONT to maintain good liquidity as reflected by
its SGL-2 liquidity rating. Liquidity is supported by the company's
$425 million revolver, $80 million L/C facility, and good free cash
flow prior to shareholder distributions. While the distribution of
free cash flow to shareholders will lead to a limited amount of
cash on the balance sheet, the required distributions would decline
as earnings decline. However, the company has access to additional
sources of liquidity to maintain the distribution level despite a
decline in the required distribution rate. If the company retained
its distribution rate above the amount of free cash flow for an
extended period of time, the liquidity position would deteriorate.
Moody's expect the company to generate over $50 million in free
cash flow in 2015 after $186 million in dividends, an $8 million
top up payment, and $70 million in capex.
The term loan facility is covenant lite, but the revolver is
subject to a financial covenant based on a net secured leverage
test. The company has the ability to issue an Incremental Term Loan
in the amount of the greater of $400 million or an unlimited amount
subject to an incurrence test.
The rating outlook is stable with low single digit revenue and
EBITDA increases driven by strength in local billboard revenue and
a modest improvement in national billboard revenue. Moody's
anticipate that leverage will decline modestly driven mainly by
EBITDA growth and voluntary debt repayments in the second half of
2015.
An upgrade is unlikely in the near term given the high leverage
level for the existing rating. Leverage would need to decrease
below 4x (including Moody's standard adjustments) and the company
will need to demonstrate both the desire and ability to sustain
leverage below that level while maintaining a good liquidity
position. Positive organic revenue growth would also be required.
The ratings could face downward pressure if debt to EBITDA were
sustained above 5.5x driven by debt funded acquisitions or a
decline in earnings triggered by a significant drop in advertising
spending. A material deterioration in its liquidity position could
also trigger a downgrade.
OUTFRONT Media Inc. (OUTFRONT) (fka CBS Outdoor Americas Inc.) is a
leading outdoor advertising company with operations primarily in
the US in addition to Canada and Latin America. The company was
previously an operating subsidiary of CBS Corporation and in July
2014 began operating as a REIT. In October 2014, OUTFRONT completed
the acquisition of certain outdoor assets from Van Wagner
Communications, LLC (Van Wagner) for $690 million. The company
reported revenues of approximately $1.4 billion in FY 2014.
The principal methodology used in this rating was Global Broadcast
and Advertising Related Industries published in May 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.
PACIFIC BEACON: Fitch Affirms 'BB' Rating on Class III Bonds
------------------------------------------------------------
Fitch Ratings affirms its ratings on the following classes of
Pacific Beacon LLC, military housing taxable revenue bonds (Naval
Base San Diego Unaccompanied Housing Project), 2006 series A (the
bonds):
-- $175 million class I bonds at 'AA-'
-- $62 million class II bonds at 'A-'
-- $55 million class III bonds at 'BB'
The Rating is Outlook Stable.
SECURITY
The bonds are special limited obligations of the issuer primarily
secured by pledged revenues from the operation of the unaccompanied
housing project known as Pacific Beacon at the San Diego Naval
Base. The absence of a cash-funded debt service reserve fund
limits protections afforded bondholders.
KEY RATING DRIVERS
OCCUPANCY REMAINS HIGH: The project is currently 98% occupied.
Management continues to achieve high occupancy levels, despite
deployments resulting in a nearly 80% turnover rate per year.
BAH PERCENTAGE INCREASE: The increase in the percentage of the
basic allowance for housing (BAH) from 68% to 82% in 2014 allowed
for rental revenue increases to the project for the rank of E-1 to
E-4 and in turn increased debt service coverage.
IMPROVING DEBT SERVICE COVERAGE: The ratings on the class I, II and
III bonds are being affirmed with a Stable Outlook based on the
actual 2014 debt service coverage ratios (DSCR)of 1.96x, 1.47x and
1.20x, compared to 2013 DSCR of 1.83x, 1.37x and 1.12x,
respectively.
PROPERTY MANAGEMENT ADDS CREDIT STRENGTH: Management's ability to
continue to maintain occupancy levels and contain operating
expenses even with the persistent apartment turnover is a
positive.
ROBUST RENTAL MARKET: The BAH increased approximately 8% for the
E-1 to E-4 rank on average when compared to last year due to San
Diego's rental market strength.
RATING SENSITIVITIES
DSCR STABILITY: After several years of DSCR stability, a positive
rating change could materialize.
BAH DECREASE: Although unlikely, a material decrease in BAH for the
San Diego market area in the near term could put negative pressure
on the rating.
DECREASED OCCUPANCY AND/OR INCREASED EXPENSES: Management's
inability to maintain high occupancy levels and/or control project
operating expenses could negatively impact DSCRs.
PAYMENT OF DEFERRED FEES: To the extent that deferred fees are not
paid off in the next few years, it could result in long-term credit
implications.
CREDIT PROFILE
BASE INFORMATION
Located just south of downtown San Diego and adjacent to National
City, CA, Naval Base San Diego has a primary mission of providing
shore support, living quarters and pier-side berthing services to
the 37 ships of the Naval Surface Force, U.S. Pacific Fleet. It is
the largest surface force support installation in the U.S.
The naval base is home to 90 tenant commands, including many fleet
vocational schools; employs more than 40,000 military and civilian
personnel; houses 6,500 family members of military personnel; and
supports 58,000 military retirees.
PROJECT INFORMATION
The project, which is located at Naval Base San Diego, consists of
1,199 units made up of Pacific Beacon (1,715 beds) and Palmer Hall
(516 beds) and operates under the name Pacific Beacon.
The original scope included upgrading and renovating existing
two-bedroom residential units at Palmer Hall and the construction
of three new buildings/towers known as Pacific Beacon with
two-bedroom units. The project includes a fitness facility, a
multi-use area, classrooms and free parking.
PROJECT OCCUPANCY LEVELS
The project is currently 98% occupied and demonstrated 97% average
occupancy for the three-year period ending December 2014.
Management reports that the project experiences high turnover rates
every year which is largely driven by the deployment of existing
tenants.
Project occupancy levels play a key role in determining the amount
of revenue generated by the project, as BAH amounts vary by rank
level. However, rank levels are now less important as currently
79% of the beds are leased to service members with a rank of E4 or
below, which all receive the same monthly BAH amount. Management
reports that it expects that by year-end 2015 90% of the units will
be leased to this segment of the service member population.
BAH RATES
One of the keys to the current financial health of the project was
the Department of Defense changing the percentage of the BAH to the
E1-E4 ranks to 82% of BAH in 2014. This increased the per bedroom
revenue (regardless of tenant mix), offset some of the property
operating expenses and increased DSCR this year, and should
continue that trend in the future assuming operating expenses
remain stable. The Project is currently accruing approximately
$12.4 million in deferred fees and is expected to pay these fees
off over the next few years (projected payoff by 2018).
PROJECTED DEBT SERVICE COVERAGE LEVELS
The 2015 budget for the property incorporates a 4.6% economic
vacancy assumption. In addition, the projection includes the actual
8% increase in BAH along with 90% allocation for the E-1 to E-4
tenants and demonstrates the following expectation for debt service
coverage ratios for 2015:
-- Class I bonds: 2.18x
-- Class II bonds: 1.64x
-- Class III bonds: 1.33x
Debt service remains nearly level throughout the life of the bonds
at approximately $20 million.
Fitch continues to view unaccompanied military housing projects as
having more risk than other Fitch-rated military family housing
projects given the varied profile of the respective tenant bases.
Unaccompanied housing projects tend to be subject to higher levels
of physical wear and much higher annual turnover which leads to
higher property operating expenses. Therefore, Fitch expects that
the DSCRs for an unaccompanied project will be higher than those of
military family housing transactions at the same rating level to
account for this dynamic.
PROJECT CONSTRUCTION
Construction for the project was completed ahead of schedule,
November 2009.
BRAC RISK
In 2005, the BRAC commission recommended the closure of Naval
Station Ingleside, TX and the relocation of its ships, equipment
and personnel to Naval Base San Diego. This closure and the
consolidation of the Navy Reserve Command's installation management
function with Navy Region Southwest at the San Diego base resulted
in a gain of nearly 1,100 military personnel and more than 80
civilian employees for Naval Base San Diego.
While the four previous BRAC commission recommendations (1988,
1991, 1993 and 1995) to the President resulted in the loss of some
assigned personnel and activities located in San Diego due to
realignments within the Navy's organizational structure, none of
the recommendations challenged the future of the base as a home
port, fleet support facility or training center. On the contrary,
the consolidation of the Navy's infrastructure over the past 18
years has increased its reliance on the San Diego base to serve as
a home port to the Pacific Fleet, securing its vital role for the
foreseeable future.
There has been no additional BRAC information since the 2005
commission.
DEBT SERVICE RESERVE FUND
The transaction maintains an MBIA surety bond for the (DSRF sized
at maximum annual debt service. Fitch does not assign any value to
the MBIA surety bond and does not rely on its presence in the event
of project financial deterioration. In addition, there is an
excess collateral agreement in place in the amount of $10 million
which acts as a line of credit to the project from Merrill Lynch
(rated 'A/F1'; Negative Outlook by Fitch) with a wrap from AIG
(rated 'A-'; Positive Outlook). At this time, the surety bond
provider has had its creditworthiness downgraded since the issuance
of the bonds. Fitch does not include either the surety bond or the
excess collateral agreement as factors in its analysis.
PROJECT MANAGEMENT
The original project manager, Pinnacle Realty Management, was
replaced by Clark Realty Capital, LLC on Jan. 1, 2010. Since
taking over the property management, the project has maintained
occupancy over 95% and has been able to manage operating expenses.
PACIFIC DRILLING: Bank Debt Trades at 18% Off
---------------------------------------------
Participations in a syndicated loan under which Pacific Drilling
Ltd is a borrower traded in the secondary market at 82.75
cents-on-the-dollar during the week ended Friday, March 27, 2015,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal. This represents an increase
of 0.30 percentage points from the previous week, The Journal
relates. The Company pays 350 basis points above LIBOR to borrow
under the facility. The bank loan matures on May 15, 2018, and
carries Moody's B1 rating and Standard & Poor's B+ rating. The
loan is one of the biggest gainers and losers among 251 widely
quoted syndicated loans with five or more bids in secondary trading
for the week ended Friday.
PARAGON OFFSHORE: Bank Debt Trades at 33% Off
---------------------------------------------
Participations in a syndicated loan under which Paragon Offshore is
a borrower traded in the secondary market at 67.30
cents-on-the-dollar during the week ended Friday, March 27, 2015,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal. This represents a decrease
of
0.70 percentage points from the previous week, The Journal relates.
The Company pays 275 basis points above LIBOR to borrow under the
facility. The bank loan matures on July 14, 2021, and carries
Moody's Ba1 rating and Standard & Poor's BB+ rating. The loan is
one of the biggest gainers and losers among 251 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
PEABODY ENERGY: Bank Debt Trades at 11% Off
-------------------------------------------
Participations in a syndicated loan under which Peabody Energy
Power Corp. is a borrower traded in the secondary market at 89.18
cents-on-the-dollar during the week ended Friday, March 27, 2015,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal. This represents an increase
of 1.58 percentage points from the previous week, The Journal
relates. Peabody Energy pays 325 basis points above LIBOR to
borrow under the facility. The bank loan matures on Sept. 20,
2020, and carries Moody's Ba2 rating and Standard & Poor's BB
rating. The loan is one of the biggest gainers and losers among
251 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended Friday.
PHILADELPHIA ENERGY: Moody's Retains 'B1' Corp. Family Rating
-------------------------------------------------------------
Moody's Investors Service assigned SGL-2 Speculative Grade
Liquidity Rating to Philadelphia Energy Solutions Refining &
Marketing LLC (PES). All other ratings of the company were
unchanged and the outlook remains stable.
"Philadelphia Energy Solutions' SGL-2 rating reflects the company's
expected good liquidity primarily owing to healthy cash flows and
balance sheet cash over the next 12 months," commented Arvinder
Saluja, Moody's Vice President. "PES is benefitting from favorable
refining crack spreads and maintains the flexibility to source
advantaged crude from various sources."
Issuer: Philadelphia Energy Solutions Refining & Marketing LLC
Ratings assigned:
-- Speculative Grade Liquidity Rating of SGL-2
Ratings Unchanged:
-- Corporate Family Rating, B1
-- Probability of Default Rating, B1-PD
-- Term Loan due 2018, B1, LGD4
-- Outlook remains Stable.
PES's SGL-2 liquidity rating reflects Moody's expectation for good
short term liquidity at least through early 2016. The company had
cash balances plus the availability under its ABL revolver totaling
$245 million as of September 30, 2014. Even though PES's liquidity
profile could be constrained by the volatility and cyclicality of
the refining business, as well as periods of outage in 2015,
Moody's expect PES's internally generated cash flow to comfortably
cover its capital spending, including both maintenance and growth.
As of September 30, 2014, the company had $90 million availability
under its $100 million ABL revolving credit facility, which matures
in September 2017, after accounting for the outstanding letters of
credit. There are no active financial maintenance covenants
associated with PES's credit facility.
PES's liquidity is enhanced by the crude supply and product
off-take agreement which accounts for all of the refineries' crude
supply and product off-take. This agreement, historically with JP
Morgan Ventures Energy Corporation, was assigned to Merrill Lynch
Commodities in October 2014 and simultaneously amended and restated
to provide PES with additional liquidity and flexibility along with
a new 3 year maturity. Alternate liquidity is limited given that
substantially all of the company's assets are pledged under the
revolving credit facility and the senior secured term loan. PES may
also benefit from its parents' enhanced access to the equity
capital markets and potential proceeds from initial public
offerings pursuant to two recently filed registration statements
with the SEC.
In September 2014, the parent of PES filed a registration statement
for PES Logistics Partners, L.P. ("PESL"), a master limited
partnership that will be focused on providing logistics services to
PES and third parties. The earnings of PESL will be indirectly
underpinned by a 10-year take-or-pay commercial agreement with PES,
which contains a minimum volume commitment of 170,000 bpd and an
unloading fee of $1.90 per barrel with inflation escalators.
Additionally, in February 2015 the parent of PES filed a
registration statement for Philadelphia Energy Solutions Inc.
("PESC"). These offerings, if consummated are expected to raise
gross proceeds of $100 million per offering and use of proceeds
could include repayment of existing liabilities, distributions to
owners or general corporate purposes. Though PES is not an issuer
in either of these proposed offerings, access to the public equity
capital markets would provide PES' parent with enhanced access to
capital that could ultimately benefit PES.
The principal methodology used in this rating was the Global
Refining and Marketing Rating Methodology published in December
2009. Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.
Philadelphia Energy Solutions Refining & Marketing LLC owns a
refinery complex in Philadelphia with two refineries, Girard Point
(190,000 bpd throughput) and Pointe Breeze (145,000 bpd
throughput).
PHYSICAL PROPERTY: Incurs HK$820,000 Net Loss in 2014
-----------------------------------------------------
Physical Property Holdings Inc. filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss and comprehensive loss of HK$820,000 on HK$1.05 million of
rental revenue for the year ended Dec. 31, 2014, compared with a
net loss and comprehensive loss of HK$459,000 on HK$1.05 million of
rental revenue for the year ended Dec. 31, 2013.
As of Dec. 31, 2014, the Company had HK$9.39 million in total
assets, HK$11.7 million in total liabilities, all current, and a
$2.32 million total stockholders' deficit.
Cash and cash equivalent balances for the fiscal years ended Dec.
31, 2014, and Dec. 31, 2013, were HK$63,000 (US$8,000) and
HK$29,000, respectively.
Mazars CPA Limited, in Hong Kong, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company had a negative working
capital as of Dec. 31, 2014, and incurred loss for the year then
ended, which raised substantial doubt about its ability to continue
as a going concern.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/GUYJ6k
About Physical Property
Located in Hong Kong, Physical Property Holdings Inc., through its
wholly-owned subsidiary, Good Partner Limited, owns five
residential apartments located in Hong Kong. The Company was
incorporated in the State of Delaware.
POCARED DIAGNOSTICS: Reports $10.5-Mil. Income in 2014
------------------------------------------------------
Pocared Diagnostics Ltd. filed with the U.S. Securities and
Exchange Commission on March 11, 2015, its annual report on Form
20-F for the year ended Dec. 31, 2014.
The Company reported net income of $10.48 million for the year
ended Dec. 31, 2014, compared with net income of $10.62 million in
2013.
The Company's balance sheet at Dec. 31, 2014, showed $3.54 million
in total assets, $1.02 million in total liabilities, $77.8 million
in total convertible preferred shares, and a stockholders' deficit
of $75.3 million.
The Company has an accumulated deficit of $76.6 million as of Dec.
31, 2014 and has accumulated negative cash flow from operating
activities. The Company plans to continue to finance its
operations, as it has done in the past, through private placements.
The Company cannot, however, give any assurance that it will in
the future continue to be successful in obtaining such additional
necessary financing. These factors raise substantial doubt about
the Company's ability to continue as a going concern.
A copy of the Form 20-F is available at:
http://is.gd/5BYa0Y
Pocared Diagnostics, Ltd. operates as a medical device company. It
provides a solution for real-time and reagentless in-vitro
diagnostics. The company develops point-of-care in-vitro
diagnostics system that allows on-site analysis of human fluids and
specimen to provide physicians with real-time detection,
identification, and antibiotic sensitivity of pathogenic bacteria.
Pocared Diagnostics, Ltd. was founded in 2004 and is based in
Petach Tikva, Israel.
PRECISION MEDICAL: Case Converted to Chapter 7 Liquidation
----------------------------------------------------------
Richard M. Kipperman, the Chapter 11 Trustee for Precision Medical
Holdings Inc., sought and obtained an order from Judge Louise
DeCarl Adler converting the Debtor's Chapter 11 case into a Chapter
7 liquidation proceeding.
As reported in the March 2, 2015 edition of the Troubled Company
Reporter, the Chapter 11 Trustee, in his conversion motion, said
that good cause exists for conversion because the Debtor's business
is now effectively defunct as its subsidiaries were forced to
voluntarily forfeit their rights to operate as medicare suppliers,
which was the business' primary source of revenue. Lacking the
funds for regular expenses, the Debtor's business also lacks the
funds necessary for jump-starting its rehabilitation. The Trustee
determined that liquidation is in the best interest of the Debtor's
estate, and has reached a tentative sale agreement for the sale of
equipment and inventory of the Debtor's business.
The Court's order provides that the Chapter 11 Trustee is required
to turn over to the Chapter 7 trustee all records and property of
the estate under its custody or control as required by Federal Rule
of Bankruptcy Procedure 1019(4).
The Trustee on Feb. 27, 2015 obtained an order providing that the
assets and liabilities of the Debtor are consolidated with the
assets and liabilities of its subsidiaries. A copy of the order,
which contains a list of those subsidiaries, is available for free
at http://bankrupt.com/misc/Precision_M_Consolidation.pdf
About PMH
Torrey Pines Precision Medical, LLC, Nikolay Savchuk, and American
Medical Wholesale, which are collectively owed $3.7 million, filed
an involuntary Chapter 11 petition against Precision Medical
Holding, Inc., aka Precision Repair Network (Bankr. S.D. Cal. Case
No. 14-09522) on Dec. 8, 2014.
The Petitioning Creditors were represented by Jeffry A. Davis,
Esq., Mintz Levin Cohn Ferris Glovsky & Popeo, in San Diego,
California.
Richard M. Kipperman was later appointed as Chapter 11 trustee. The
Chapter 11 trustee retained as counsel:
Victor A. Vilaplana, Esq.
Marshall J. Hogan, Esq.
3579 Valley Centre Drive, Suite 300
San Diego, CA 92130
Tel: 858.847.6700
Fax: 858.792.6773
E-mail: vavilaplana@foley.com
mhogan@foley.com
PREFERRED CONTRACTORS: A.M. Best Cuts Issuer Credit Rating from bb
------------------------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to C++
(Marginal) from B (Fair) and the issuer credit rating to "b" from
"bb" of Preferred Contractors Insurance Company Risk Retention
Group, LLC (PCIC) (Billing, MT). The ratings have been removed
from under review with negative implications and the outlook
assigned to both ratings is negative. Concurrently, A.M. Best has
withdrawn the ratings in response to the company's request to no
longer participate in A.M. Best's interactive rating process.
The rating downgrade reflects PCIC's weakened risk-adjusted
capitalization, as measured by Best's Capital Adequacy Ratio,
significant growth in premium volume that well exceeded projections
in the prior year and sharp increase in adverse loss reserve
development. The downgrade also reflects the uncertainty of future
results in the near term regarding the company's adverse
development coverage, management initiatives and continual changes
in quota share agreements. PCIC has requested to discontinue its
participation in the rating process as the company has arranged for
another insurer to provide cut through endorsements to PCIC's
policies.
PRESIDENTIAL REALTY: Reports $941,000 Net Loss for 2014
-------------------------------------------------------
Presidential Realty Corporation filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss attributable to the Company of $941,000 on $871,000 of total
revenue for the year ended Dec. 31, 2014, compared to net income
attributable to the Company of $1.02 million on $847,000 of total
revenues during the prior year.
As of Dec. 31, 2014, the Company had $1.19 million in total assets,
$1.9 million in total liabilities and a $706,000 total deficit.
Baker Tilly Virchow Krause, LLP, in Melville, New York, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2014, citing that the
Company has suffered recurring losses from operations and has a
working capital deficiency. These factors raise substantial doubt
about its ability to continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/7l09Kc
About Presidential Realty
Headquartered in White Plains, New York, Presidential Realty
Corporation, a real estate investment trust, is engaged
principally in the ownership of income-producing real estate and
in the holding of notes and mortgages secured by real estate or
interests in real estate. On Jan. 20, 2011, Presidential
stockholders approved a plan of liquidation, which provides for
the sale of all of the Company's assets over time and the
distribution of the net proceeds of sale to the stockholders after
satisfaction of the Company's liabilities.
PRESIDENTIAL REALTY: Singley Has 481K Class B Shares as of Feb. 17
------------------------------------------------------------------
Christopher Singley disclosed in a Schedule 13G filed with the
Securities and Exchange Commission that as of Feb. 17, 2015, he
beneficially owned 481,030 shares of Class B common stock of
Presidential Realty, which represents 12.5 percent of the shares
outstanding.
Mr. Singley is the president of Singley Capital Management, Inc.; a
registered investment adviser which serves as the investment
manager of Singley Capital Partners, LP. Mr. Singley is also the
president of Singley Capital GP, Inc.; an entity which acts as the
general partner of Singley Capital Partners, LP.
Amount beneficially owned:
Singley Capital Partners, LP: 378,254
Singley Capital GP, Inc.: 378,254
Singley Capital Management, Inc.: 430,180
A copy of the regulatory filing is available for free at:
http://is.gd/DeM6Ro
About Presidential Realty
Headquartered in White Plains, New York, Presidential Realty
Corporation, a real estate investment trust, is engaged
principally in the ownership of income-producing real estate and
in the holding of notes and mortgages secured by real estate or
interests in real estate. On Jan. 20, 2011, Presidential
stockholders approved a plan of liquidation, which provides for
the sale of all of the Company's assets over time and the
distribution of the net proceeds of sale to the stockholders after
satisfaction of the Company's liabilities.
Presidential Realty reported net income of $2.47 million on
$847,000 of total revenue for the year ended Dec. 31, 2013, as
compared with a net loss of $2.33 million on $780,000 of total
revenues in 2012.
Baker Tilly Virchow Krause, LLP, in Melville, New York, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013. The independent
auditors noted that the Company has suffered recurring losses from
operations and has a working capital deficiency. These factors
raise substantial doubt about its ability to continue as a going
concern.
PRESIDENTIAL REALTY: Singley Holds 6.7% of Class A Shares
---------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Singley Capital Partners, LP, Singley Capital GP, Inc.,
Singley Capital Management, Inc. and Christopher Singley disclosed
that as of Feb. 17, 2015, they beneficially own 29,725 shares of
Class A common stock of Presidential Realty Corporation, which
represents 6.7 percent of the shares outstanding.
Mr. Singley is the president of Singley Capital Management, Inc.; a
registered investment adviser which serves as the investment
manager of Singley Capital Partners, LP. Mr. Singley is also the
president of Singley Capital GP, Inc.; an entity which acts as the
general partner of Singley Capital Partners, LP.
A full-text copy of the regulatory filing is available at:
http://is.gd/luKQWP
About Presidential Realty
Headquartered in White Plains, New York, Presidential Realty
Corporation, a real estate investment trust, is engaged
principally in the ownership of income-producing real estate and
in the holding of notes and mortgages secured by real estate or
interests in real estate. On Jan. 20, 2011, Presidential
stockholders approved a plan of liquidation, which provides for
the sale of all of the Company's assets over time and the
distribution of the net proceeds of sale to the stockholders after
satisfaction of the Company's liabilities.
Presidential Realty reported net income of $2.47 million on
$847,000 of total revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $2.33 million on $780,000 of total
revenues in 2012.
Baker Tilly Virchow Krause, LLP, in Melville, New York, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013. The independent
auditors noted that the Company has suffered recurring losses from
operations and has a working capital deficiency. These factors
raise substantial doubt about its ability to continue as a going
concern.
QUICKSILVER RESOURCES: Can Employ GCG as Claims & Noticing Agent
----------------------------------------------------------------
Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware authorized Quicksilver Resources Inc., et
al., to employ Garden City Group, LLC, as claims and noticing agent
in order to assume full responsibility for the distribution of
notices and the maintenance, processing, and docketing of proofs of
claim filed in the Chapter 11 cases.
The firm will be paid at these hourly billing rates:
Administrative and claims control $45 to $55
Project administrator $70 to $85
Project supervisors $95 to $110
Graphic support and technology staff $100 to $200
Project manager and senior project managers $125 to $175
Director and assistant vice presidents $200 to $295
Vice president and above $295
The firm will charge $50 per 1,000 e-mails for electronic noticing
and $0.10 per page for facsimile noticing. The firm will also
charge $0.12 for document scanning. For claims administration,
the
association of claimant name and address to the database will cost
$0.15 per claim. For the case Web site, there will be a $200 per
month maintenance fee and standard hourly rates for updating the
Web site. For its contact services, the firm will charge $1,900
fee to set up the Interactive Voice Response, and $0.39 per minute
for the IVR.
Prior to the Petition Date, the Debtors provided GCG a retainer in
the amount of $275,000.
About Quicksilver
Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.
The company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc., is headquartered in Calgary, Alberta.
The Company disclosed $1,214,302,000 in assets and $2,352,173,000
in liabilities as of Dec. 31, 2014.
On March 17, 2015, Quicksilver Resources Inc. and certain of its
affiliates filed voluntary petitions for relief under Chapter 11
of
title 11 of the United States Code in Delaware. The Debtors are
seeking joint administration under the main case, In re
Quicksilver
Resources Inc. Case No. 15-10585. Quicksilver's Canadian
subsidiaries were not included in the chapter 11 filing.
The Company's legal advisors are Akin Gump Strauss Hauer & Feld
LLP
in the U.S. and Bennett Jones in Canada. Richards Layton &
Finger,
P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey
Capital, Inc. is serving as financial advisor. Garden City Group
Inc. is the claims and noticing agent.
QUICKSILVER RESOURCES: Can Pay $18.3-Mil. to Vendors, Shippers
--------------------------------------------------------------
Quicksilver Resources Inc., et al., obtained interim authority from
the U.S. Bankruptcy Court for the District of Delaware to pay
critical vendor claims in an amount not to exceed $5.0 million and
to pay shipping and warehousing claims in an amount not to exceed
$9.5 million and miscellaneous lien claims in an amount not to
exceed $3.75 million.
Ares Management LLC objected to the Debtors' request, asserting
that the Court should deny the motion in so far as it is requesting
the entry of an order authorizing the Debtors to make substantial
payments on an interim basis to prepetition creditors on account of
prepetition obligations without (i) affording the Debtors'
unsecured creditors and the Court a full and fair opportunity to
adequately explore the basis for the relief requested and (ii)
otherwise not establishing that the relief is warranted based on
the facts set forth in the motion.
As a condition to receiving any payment, the Shippers, Warehousemen
and Lien Claimants will waive and release any previously asserted
lien on the assets of the Debtors.
The Final Hearing on the Motions will be held on April 15, 2015, at
2:00 p.m. (prevailing Eastern Time). Objections are due April 8.
In the event that no objections are timely received, the Court may
enter the Final Orders without need for the Final Hearing.
About Quicksilver
Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.
The company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc., is headquartered in Calgary, Alberta.
The Company disclosed $1,214,302,000 in assets and $2,352,173,000
in liabilities as of Dec. 31, 2014.
On March 17, 2015, Quicksilver Resources Inc. and certain of its
affiliates filed voluntary petitions for relief under Chapter 11
of
title 11 of the United States Code in Delaware. The Debtors are
seeking joint administration under the main case, In re
Quicksilver
Resources Inc. Case No. 15-10585. Quicksilver's Canadian
subsidiaries were not included in the chapter 11 filing.
The Company's legal advisors are Akin Gump Strauss Hauer & Feld
LLP
in the U.S. and Bennett Jones in Canada. Richards Layton &
Finger,
P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey
Capital, Inc. is serving as financial advisor. Garden City Group
Inc. is the claims and noticing agent.
QUICKSILVER RESOURCES: Court Issues Joint Administration Order
--------------------------------------------------------------
Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware signed an order directing the joint
administration of the Chapter 11 cases of Quicksilver Resources,
Inc., and its debtor affiliates under lead case no. 15-10585.
About Quicksilver
Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.
The company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc., is headquartered in Calgary, Alberta.
The Company disclosed $1,214,302,000 in assets and $2,352,173,000
in liabilities as of Dec. 31, 2014.
On March 17, 2015, Quicksilver Resources Inc. and certain of its
affiliates filed voluntary petitions for relief under Chapter 11
of
title 11 of the United States Code in Delaware. The Debtors are
seeking joint administration under the main case, In re
Quicksilver
Resources Inc. Case No. 15-10585. Quicksilver's Canadian
subsidiaries were not included in the chapter 11 filing.
The Company's legal advisors are Akin Gump Strauss Hauer & Feld
LLP
in the U.S. and Bennett Jones in Canada. Richards Layton &
Finger,
P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey
Capital, Inc. is serving as financial advisor. Garden City Group
Inc. is the claims and noticing agent.
QUICKSILVER RESOURCES: Has Equity Trading Protocol Interim Approval
-------------------------------------------------------------------
Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware gave Quicksilver Resources, Inc., et al.,
interim authority to establish notification and hearing procedures
for transfers of, or claims of worthlessness with respect to,
equity securities.
Pursuant to the proposed protocol, any entity who currently is or
becomes a Substantial Shareholder must file with the Court a
declaration of that status on or before the later of (i) 30 days
after the date of the Notice of Interim Order and (ii) 10 days
after becoming a Substantial Shareholder.
A "Substantial Shareholder" is any entity that has beneficial
ownership of at least 9,102,850 shares of common stock of QRI,
constituting approximately 4.75% of the outstanding shares of
Common Stock.
The Final Hearing on the motion will be held on April 15, 2015, at
2:00 p.m. (prevailing Eastern Time). Any objections or responses
to entry of the proposed final order must be filed no later than
April 8. In the event that no objections are timely received, the
Court may enter the Final Order without need for the Final
Hearing.
About Quicksilver
Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.
The company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc., is headquartered in Calgary, Alberta.
The Company disclosed $1,214,302,000 in assets and $2,352,173,000
in liabilities as of Dec. 31, 2014.
On March 17, 2015, Quicksilver Resources Inc. and certain of its
affiliates filed voluntary petitions for relief under Chapter 11
of
title 11 of the United States Code in Delaware. The Debtors are
seeking joint administration under the main case, In re
Quicksilver
Resources Inc. Case No. 15-10585. Quicksilver's Canadian
subsidiaries were not included in the chapter 11 filing.
The Company's legal advisors are Akin Gump Strauss Hauer & Feld
LLP
in the U.S. and Bennett Jones in Canada. Richards Layton &
Finger,
P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey
Capital, Inc. is serving as financial advisor. Garden City Group
Inc. is the claims and noticing agent.
QUICKSILVER RESOURCES: Has Interim Authority to Use Cash Collateral
-------------------------------------------------------------------
Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware gave Quicksilver Resources, Inc., et al.,
interim authority to use cash collateral to, among other things,
permit the orderly continuation of their operations and preserve
the going concern value of their business.
As previously reported by The Troubled Company Reporter, as of the
Petition Date, the Debtors have secured debt facilities in place in
an aggregate face amount of $1.098 billion, which comprises: (a) no
less than $273 million in combined first lien senior secured
revolving credit facility obligations, consisting of a senior
secured U.S. revolving credit facility (the "U.S. Credit Facility")
and a senior secured Canadian revolving credit facility (the
"Canadian Credit Facility"), (b) a $625 million second lien term
loan (the "Second Lien Credit Facility"), and (c) $200 million of
second lien floating rate notes due 2019 (the "Second Lien
Notes").
In addition, the Debtors have unsecured obligations with respect to
$300 million of senior notes due 2019, $325 million of Senior Notes
due 2021, and $350 million of senior subordinated notes due 2016.
Any objection to the Motion to the extent not withdrawn or resolved
is overruled. Those objections include the objections raised by
Weatherford U.S., L.P., and its affiliates, and Ares Management
LLC. Weatherford, owed $4,531,389, objected to the Cash Collateral
Motion because it did not contain any proposed budget and asserted
that without that budget itemizing what creditors will be paid,
grant of the motion gives the Debtors and lenders too much
un-regulated discretion. Ares complained that the Debtors cannot
make the claim that absent the use of cash collateral they would
have to cease operations and liquidate their assets because of the
significant unencumbered cash they possess.
The Final Hearing is scheduled for April 15, 2015, at 2:00 p.m.,
prevailing Eastern time. Objections are due April 8.
Weatherford is represented by:
Frederick B. Rosner, Esq.
Julia B. Klein, Esq.
THE ROSNER LAW GROUP LLC
824 N. Market Street, Suite 810
Wilmington, DE 19801
Tel: (302) 777-1111
E-mail: rosner@teamrosner.com
klein@teamrosner.com
- and -
Annie E. Catmull, Esq.
Brendetta Scott, Esq.
HOOVER SLOVACEK LLP
Galleria Tower II
5051 Westheimer, Suite 1200
Houston, TX 77056
Tel: (713) 977-8686
E-mail: catmull@hooverslovacek.com
Ares is represented by:
Laura Davis Jones, Esq.
Colin R. Robinson, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 North Market Street
17th Floor
Wilmington, DE 19801
Tel: (302) 652-4100
Fax: (302) 652-4400
E-mail: ljones@pszjlaw.com
crobinson@pszjlaw.com
- and -
Brad Eric Scheler, Esq.
Gary L. Kaplan, Esq.
Aaron S. Rothman, Esq.
FRIED, FRANK, HARRIS, SHRIVER & JACOBSON LLP
One New York Plaza
New York, NY 10004-1980
Tel: (212) 859-8000
Fax: (212) 859-4000
E-mail: brad.scheler@friedfrank.com
gary.kaplan@friedfrank.com
aaron.rothman@friedfrank.com
About Quicksilver
Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.
The company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc., is headquartered in Calgary, Alberta.
The Company disclosed $1,214,302,000 in assets and $2,352,173,000
in liabilities as of Dec. 31, 2014.
On March 17, 2015, Quicksilver Resources Inc. and certain of its
affiliates filed voluntary petitions for relief under Chapter 11
of
title 11 of the United States Code in Delaware. The Debtors are
seeking joint administration under the main case, In re
Quicksilver
Resources Inc. Case No. 15-10585. Quicksilver's Canadian
subsidiaries were not included in the chapter 11 filing.
The Company's legal advisors are Akin Gump Strauss Hauer & Feld
LLP
in the U.S. and Bennett Jones in Canada. Richards Layton &
Finger,
P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey
Capital, Inc. is serving as financial advisor. Garden City Group
Inc. is the claims and noticing agent.
QUICKSILVER RESOURCES: Seeks to Employ Ernst & Young as Auditors
----------------------------------------------------------------
Quicksilver Resources, Inc., et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Ernst &
Young LLP as independent auditor.
Prepetition EY served as the Debtors' auditors and provided a
variety of audit-related services. To that end, EY has begun and
is near completing the audit related to the Debtors' 2014 Form
10-K. EY will complete and issue the audit of the Company's
financial statements and its internal control over financial
reporting. Specifically, the Audit Services include:
(a) Auditing and reporting on the consolidated financial
statements of the Company for the year ended December 31, 2014.
(b) Auditing and reporting on the effectiveness of the Company's
internal control over financial reporting as of December 31, 2014.
(c) Reviewing the Company's 2015 quarterly unaudited interim
financial information before the Company files its Form 10-Qs.
EY's hourly rates in effect at this time for the Audit Services are
as follows:
Partner/Executive Director $925
Senior Manager $815
Manager $715
Senior $540
Staff $335
In addition to the hourly fees, the Debtors will reimburse EY for
any reasonable, necessary and documented administrative and other
expenses incurred in connection with the services.
Scott Hickson, partner at E&Y, assures the Court that his firm (a)
has no connection to the Debtors, their creditors, or related
parties; (b) does not hold any interest adverse to the Debtors'
estates for the matters for which EY is to be employed; and (c) is
a "disinterested person" within the meaning of Section 101(14) of
the Bankruptcy Code, as required by Section 327(a).
Mr. Hickson discloses that during the 90 days immediately preceding
the Petition Date, the Debtors paid to E&Y LLP amounts totaling
$815,314 ($745,642 of which constituted advance payments). As of
March 13, 2015, E&Y LLP was owed $0 by the Debtors in respect of
services provided by E&Y LLP prior to the Petition Date. Upon
approval of E&Y LLP's retention in these cases, E&Y LLP will waive
its right to receive any unpaid fees incurred on the Debtors'
behalf prior to the Petition Date. As of March 13, 2015, E&Y LLP
was holding a credit balance of $117,407 for the Debtors' account,
which amount will be applied by E&Y LLP in payment of compensation
and reimbursement of expenses incurred following March 13, 2015,
subject to Court approval following the Petition Date.
About Quicksilver
Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.
The company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc., is headquartered in Calgary, Alberta.
The Company disclosed $1,214,302,000 in assets and $2,352,173,000
in liabilities as of Dec. 31, 2014.
On March 17, 2015, Quicksilver Resources Inc. and certain of its
affiliates filed voluntary petitions for relief under Chapter 11
of
title 11 of the United States Code in Delaware. The Debtors are
seeking joint administration under the main case, In re
Quicksilver
Resources Inc. Case No. 15-10585. Quicksilver's Canadian
subsidiaries were not included in the chapter 11 filing.
The Company's legal advisors are Akin Gump Strauss Hauer & Feld
LLP
in the U.S. and Bennett Jones in Canada. Richards Layton &
Finger,
P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey
Capital, Inc. is serving as financial advisor. Garden City Group
Inc. is the claims and noticing agent.
RADIOSHACK CORP: Ombudsman Says Client Infos Not Included in Sale
-----------------------------------------------------------------
Reuters reports that Elise Frejka, the consumer privacy ombudsman
in RadioShack Corp.'s bankruptcy case, has denied that customers'
personal information is included in its sale. Ms. Frejka told
Bankruptcy Judge Linehan Shannon that if that changes, she would
file a report with recommendations based on specific facts and
circumstances, Reuters adds.
As reported by the Troubled Company Reporter on March 26, 2015,
Paula Rosenblum, writing for Forbes, reported that the Texas State
Attorney General's office and AT&T objected to the sale of
customers' data. According to the report, the Attorney General
said that the sale would breach the Company's statement that it
prides itself on "not selling our private mailing list," while AT&T
claimed that some of the data about shopping habits belongs to the
telecom company.
Tom Hals at Reuters relates that Salus Capital Partners has called
the auction of the Company's stores a sham and has sought a new
sale. According to Reuters, the Company had selected the Standard
General as the winning bidder. Salus Capital said in court
documents it had bid $271 million in cash, compared to the $16
million offer from Standard General.
Judge Brendan Shannon, Reuters reports, said that he had cleared
his schedule through Monday to decide if the sale to Standard
General should be approved.
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. The Committee has retained
Cooley LLP as co-counsel.
RADIOSHACK CORP: S&P Withdraws All 'D' Ratings
----------------------------------------------
Standard & Poor's Ratings Services, on March 26, 2015, withdrew its
ratings on Fort Worth, Texas-based RadioShack Corp. S&P previously
lowered all the ratings to 'D' in February 2015 when the company
filed a petition under Chapter 11 of the Bankruptcy Code.
RADIOSHACK CORP: Standard General, Salus Capital Fight Over Stores
------------------------------------------------------------------
Salus Capital Partners asked the Bankruptcy Court to deny approval
of the sale of the stores to Standard General, as its bid for
RadioShack Corp.'s more than 1,700 stores was "fundamentally flawed
and unfair," Steve Kaskovich at Star-Telegram reports.
Salus Capital, Star-Telegram relates, said that the bids Standard
General submitted over several weeks for the stores "became
progressively worse" and that its own rival bid submitted with a
team of liquidators would provide far more cash for creditors.
According to the report, Salus Capital said that it is offering the
Company $271 million, compared to Standard General's bid, which
would include a cash contribution of $16.4 million. Tom Hals at
Reuters recalls that Salus Capital has asked the Bankruptcy Court
to prevent Standard General from paying for its proposal in the
form of a credit bid, or debt forgiveness.
Standard General, Star-Telegram states, called Salus Capital's
claims "completely without merit". Salus Capital's "last minute
and out-of-the-blue effort" to thwart the auction should be
rejected, the report says, citing Standard General.
According to Star-Telegram, 22 states joined with Texas in opposing
the Company's plan to sell personal data on 117 million clients.
As reported by the Troubled Company Reporter on March 26, 2015,
Paula Rosenblum, writing for Forbes, reported that the Texas State
Attorney General's office filed an objection to the Company'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." Bloomberg reported that AT&T, clearly concerned that the
auction could give sensitive information to a competitor, also
objected to the sale, claiming that some of the data about shopping
habits belongs to the telecom 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.
REED AND BARTON: Amends List of Top Unsecured Creditors
-------------------------------------------------------
Reed and Barton Corporation filed an amended list of creditors
holding the 20 largest unsecured claims, which includes:
41 Madison L.P. Prepetition lease $31,194
obligations
Brother Silver Products Goods/services $108,221
provided
Columbia Gas of MA Utilities $17,125
Division of Ecological Contribution $85,000
Restoration regarding River
Mill Dam
restoration
Krebel, Loretta Supplementary Unknown
Executive
Retirement Plan
LeachGarner Goods/services $16,437
provided
MA Dept. of Environmental Environmental $500,000
Protection cleanup and
1 Winter Street restoration
Boston, MA 02108
Pension Benefit Guaranty Corp. Underfunded $18,000,000
1200 K Street, N.W. contribution
Washington, DC 20005 liability
Rolf Glass Goods/services $30,037
provided
Rosse and Associates Goods/services $16,337
provided
SEORIM VIETNAM Company, Ltd. Goods/services $937,618
Plot D14-1, Road No 5 provided
Long Binh Industrial Zone
Bien Hoa City, Dong Nai Prov.
Vietnam
Spruce Creek Retail Outlet LLC Lease obligations $24,579
Sung Jin (Hongkong) Limited Goods/services $67,352
provided
Terry, Charles Supplementary
Executive Unknown
Retirement Plan
TOB International Marketing Corp. Accrued royalties $19,753
Wacker Industrial Co. Ltd. Goods/services $66,409
provided
Wing Yip Metal
Manufactory Ltd. Goods/services
Provided $17,146
Winko Internatonal Products Goods/services $117,252
Limited provided
Winkuan Metals Technology
CO., Ltd. Goods/services $44,577
provided
Woodmax Ky Industries Corp. Goods/services $464,976
3F, No. 91 Ta Shun 1st provided
Road
Kaohsiung City, 813
Taiwan R.O.C.
About Reed and Barton
Founded in 1824, Reed and Barton Corporation is a designer and
distributor of high quality silverware and tableware, along with
flatware, crystal drinkware, picture frames, ornaments, and baby
giftware. Reed and Barton, which sells products with the Reed &
Barton, Lunt, R&B EveryDay, and Williamsburg brands, is based in
Taunton, Massachusetts. The privately held company's stock is
owned by 28 record shareholders who either are descendants of
Henry
Reed or trusts for their benefit. Aside from selling its products
in department stores and TV shopping networks, the company has an
on-site factory store in Taunton and a showroom in Atlanta,
Georgia.
Reed and Barton sought Chapter 11 bankruptcy protection (Bankr. D.
Mass. Case No. 15-10534) in Boston, Massachusetts, on Feb. 17,
2015. The case is assigned to Judge Henry J. Boroff.
The Debtor has tapped Holland & Knight, in Boston, as counsel;
Financo, LLC, as investment banker; and Verdolino & Lowey, P.C., as
accountant.
The Debtor estimated $10 million to $50 million in assets and
debt.
REED AND BARTON: Verdolino & Lowey Okayed as Accountants
--------------------------------------------------------
Reed and Barton Corporation sought and obtained Bankruptcy Court
permission to employ Craig R. Jalbert and the accounting firm of
Verdolino & Lowey, P.C. as its accountants and third party
consultant nunc pro tunc to the Petition Date.
The Debtor requires the services of V&L to:
(a) Assist with the preparation and review of 13-week cash flow
forecasts, as required by the DIP Credit Agreement, and related
projections including advising as to post-filing financing;
(b) Advise the Debtor with regard to its liquidity and working
capital management, budgets and forecasts, and interactions with
Rockland Trust Company;
(c) Be available to Rockland Trust Company to discuss in detail
the 13-week cash flow forecast, the Debtor's operating and
financial performance, and the reports and other materials and
matters as set forth in the DIP Credit Agreement;
(d) Assist the Debtor in reviewing and analyzing prospective
assets purchase proposals and related services;
(e) Assist with review and analysis of the Debtor's business and
its operations;
(f) Assist with the preparation and review of SOFAs and
Schedules, including amending as necessary;
(g) Assist with regard to accounting and accounting system
matters, records and records retention;
(h) Assist with the preparation, review, and/or analysis of
Monthly Operating Reports;
(i) Assist with preparation and/or review of federal and state
income tax, payroll tax, and sales and use tax returns;
(j) Assist in reviewing, reconciling, analyzing and, if
necessary, objecting to proofs of claim;
(k) Assist in reviewing the Debtor's books and records for
possible avoidable transactions such as preference and fraudulent
transfer claims including, but not limited to, under Sections 547
and 548 of the Bankruptcy Code;
(l) Assist in valuation and insolvency analyses and other
litigation issues and, if necessary, expert report preparation and
testimony;
(m) Assist with plan development and preparation, including
feasibility analysis;
(n) Report and respond to the United States Trustee's office;
(o) Other related matters as requested by the Debtor, and/or
directed by the Court and the United States Trustee.
Subject to the Court's jurisdiction with respect to professional
fees, the Debtor has agreed to compensate V&L for its professional
services described above at its usual hourly rates in effect at the
time services are rendered, subject to adjustment with the consent
of the Debtor and V&L. The current hourly rates charged by the
staff and professionals who are expected to provide services to the
Debtor range from $85 to $435.
The Debtor has also agreed to reimburse V&L for its cash
disbursements and for such expenses as V&L customarily bills to its
clients.
The firm required a retainer of $25,000.
Craig R. Jalbert, a principal at the firm, attested that V&L is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
About Reed and Barton
Founded in 1824, Reed and Barton Corporation is a designer and
distributor of high quality silverware and tableware, along with
flatware, crystal drinkware, picture frames, ornaments, and baby
giftware. Reed and Barton, which sells products with the Reed &
Barton, Lunt, R&B EveryDay, and Williamsburg brands, is based in
Taunton, Massachusetts. The privately held company's stock is
owned by 28 record shareholders who either are descendants of Henry
Reed or trusts for their benefit. Aside from selling its products
in department stores and TV shopping networks, the company has an
on-site factory store in Taunton and a showroom in Atlanta,
Georgia.
Reed and Barton sought Chapter 11 bankruptcy protection (Bankr. D.
Mass. Case No. 15-10534) in Boston, Massachusetts, on Feb. 17,
2015. The case is assigned to Judge Henry J. Boroff.
The Debtor has tapped Holland & Knight, in Boston, as counsel;
Financo, LLC, as investment banker; and Verdolino & Lowey, P.C., as
accountant.
The Debtor estimated $10 million to $50 million in assets and
debt.
RIENZI & SONS: March 31 Final Hearing on Use of Cash Collateral
---------------------------------------------------------------
U.S. Bankruptcy Judge Nancy Hershey Lord will convene a final
hearing on March 31, 2015 at 11:00 a.m., to consider Rienzi & Sons,
Inc.'s motion to use cash collateral in which Alma Bank asserts an
interest.
The Court has already authorized, on an interim basis, the Debtor
to use the cash collateral to pay for ordinary expenses, like
goods, ingredients, utilities, payroll, taxes, and insurance.
As reported in the Troubled Company Reporter on March 17, 2015, the
current outstanding secured obligation to Alma Bank is $1 million.
The Debtor has about $2.0 million inventory and about
$500,000 in accounts receivable. Further, the Debtor has about
$2.5 million equipment. Accordingly, the Debtor tells the Court
that Alma Bank is significantly oversecured. To adequately protect
Alma Bank with respect to the cash collateral utilized during its
case, the Debtor proposes to maintain the value of its business
though payment of the normal monthly expenditures in general accord
with the Budget. Furthermore, the Debtor proposes to pay Alma Bank
monthly interest of $4,500.
As adequate protection for the Debtor's use of cash collateral, the
Debtor will grant replacement liens in all of its prepetition and
postpetition assets and proceeds, to the extent that Alma Bank has
a valid security interests in those prepetition assets on the
Petition Date and in the continuing order of priority that existed
as of the Petition Date.
The replacement liens will be subject and subordinate only to: (i)
the claims of Chapter 11 professionals; (ii) United States Trustee
fees pursuant to 28 U.S.C. Section 1930 and 31 U.S.C. Section 3717
and any Clerk's filing fees; (iii) fees and expenses incurred in
connection with any investigation of the nature, extent and
validity of Citibank's or Grant's liens and security interests in
an amount not to exceed $10,000; (iv) the fees and commissions of a
hypothetical Chapter 7 trustee in an amount not to exceed $10,000;
and (v) the recovery of funds or proceeds from the successful
prosecution of avoidance actions pursuant to Sections 502(d), 544,
545, 547, 548, 549, 550 or 553 of the Bankruptcy Code.
About Rienzi & Sons
Rienzi & Sons filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 15-40926) on March 3, 2015. The petition was
signed by Michael Rienzi as president. The Debtor estimated assets
and debts of $10 million to $50 million. Vincent J Roldan, Esq.,
and Michael J. Sheppeard, Esq., at Ballon Stoll Bader & Nadler
P.C., serve as counsel to the Debtor. Judge Nancy Hershey Lord
presides over the Chapter 11 case.
ROUSE PROPERTIES: Vista Ridge Mall Facing Foreclosure
-----------------------------------------------------
The Vista Ridge Mall in Lewisville in Texas is facing foreclosure,
as its owner, Rouse Properties, Inc., is 30 days late paying on its
$67.82 million loan, Maria Halkias at The Morning Dallas News
reports, citing Trepp LLC, a firm that tracks commercial
mortgage-backed securities.
The Morning Dallas News relates that the Company said in February
that the Mall's loan was sent to a special servicing firm.
According to a Nomura report, Trepp stated that the Company is
expected to walk away from the property.
The Morning Dallas News recalls that the Company excluded the Mall
and the Collin Creek Mall -- also listed as being in foreclosure,
with all interest in the property conveyed to the lenders to
satisfy the loan in default -- in its operating results when it
reported its fourth-quarter earnings this month. Citing Trepp
research analyst Sean Barrie, the report adds that the two malls
aren't bringing in enough revenue to service debt and aren't
"operating at break-even."
According to The Morning Dallas News, the Mall's value was cut 20%
to $115 million when it was appraised in 2009.
"We don't think the mall is actually going to close. From
processes that other malls go through in this situation, the loan
will go back to the bank and they will try to sell it to another
company," Adam Schrader, writing for The Dallas Morning News,
reports, citing John Yates, manager at Zumiez, which sells action
sports clothing and accessories and occupies a space on the second
floor.
Rouse Properties, Inc., owns and manages regional malls in the
United States. Its portfolio consists of 30 regional malls in 19
states totaling approximately 21 million square feet of retail and
ancillary space. The Company is based in New York, New York.
The Company (NYSE:RSE) operates independently of General Growth
Properties Inc. as of Jan. 12, 2012. The Dallas Morning News says
that General Growth Partners, which owned Vista Ridge, filed for
Chapter 11 protection in 2009, and that after the bankruptcy, 30
low-performing malls, including Vista Ridge, were spun off to
shareholders and formed into Rouse Properties.
As reported by the Troubled Company Reporter on Nov. 24, 2014,
filed with the U.S. Securities and Exchange Commission its
quarterly report on Form 10-Q, disclosing a net loss of $26.4
million on $74.8 million of total revenues for the three months
ended Sept. 30, 2014, compared with a net loss of $4.68 million on
$60.3 million of total revenues for the same period during the
prior year.
The Company's balance sheet at Sept. 30, 2014, showed $2.27 billion
in total assets, $1.71 billion in total liabilities, and
stockholders' equity of $555 million.
SALADWORKS, LLC: Files Schedules of Assets and Debt
---------------------------------------------------
Saladworks, LLC, filed its schedules of assets and liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $0
B. Personal Property $2,303,632
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $72,101
E. Creditors Holding
Unsecured Priority
Claims $14,148,620
F. Creditors Holding
Unsecured Non-priority
Claims $0
----------- -----------
TOTAL $2,303,632 $14,220,722
A copy of the schedules, as well as a statement of financial
affairs, is available for free at:
http://bankrupt.com/misc/Saladworks_SALs.pdf
About Saladworks, LLC
Developed in 1986, Saladworks, LLC, is the first and largest
fresh-salad franchise concept in the United States. From its
beginning in the Cherry Hill Mall, Saladworks quickly expanded to
12 additional locations in area malls and soon thereafter began
franchising. The company has franchise agreements with 162
different franchisees. The equity owners are J Scar Holdings,
Inc., (70%) and JVSW LLC (30%).
Saladworks, LLC, sought Chapter 11 bankruptcy protection (Bankr.
D. Del. Case No. 15-10327) on Feb. 17, 2015. The case assigned to
Judge Laurie Selber Silverstein.
The Debtor has tapped Landis Rath & Cobb LLP as counsel; SSG
Advisors, LLC, as investment banker; EisnerAmper LLP, as financial
advisor; and Upshot Services LLC, as claims and noticing agent.
The Debtor estimated $10 million to $50 million in assets and
debt.
The U.S. trustee overseeing the Chapter 11 case of Saladworks LLC
appointed three creditors of the company to serve on the official
committee of unsecured creditors.
SAMSON RESOURCE: Laying Off One-Third of Workforce, Ch 11 Possible
------------------------------------------------------------------
Rod Walton at Tulsa World reports that Samson Resource Co., beset
by huge debt leverage and falling crude oil prices, has confirmed
Thursday that it is letting go of one-third of its Tulsa, Oklahoma
workforce -- 196 employees at the Tulsa headquarters and 270
companywide. The report adds that the Company could also file for
Chapter 11 bankruptcy protection.
Tulsa World recalls that the Company hired in February 2015
restructuring firms Kirkland & Ellis LLP and Blackstone Group to
pursue various strategic options -- including asset sales, possibly
a Chapter 11 filing, and reductions in force -- in dealing with its
struggles.
Company spokesperson Brian Maddox said in a statement, "As has been
previously communicated, Samson Resources is currently in the
process of evaluating restructuring alternatives to address the
sharp decline in oil and natural gas prices, which have posed huge
challenges to the company and to the broader industry."
Samson Resource Co. is a privately-held oil and gas company in
Tulsa, Oklahoma.
SAMUEL WYLY: 40 Pieces of Art Collection to Be Sold on May 20
-------------------------------------------------------------
Dallas Auction Gallery President Scott Shuford said that the
auction house will sell 40 pieces of Samuel Wyly's art collection,
which includes work by American artists Norman Rockwell, Rembrandt
Peale, Fred Darge and Frank Tenney Johnson, Candace Carlisle at
Dallas Business Journal reports.
Citing Mr. Shuford, Business Journal relates that Mr. Wyly's
notoriety in the Dallas business community will help bolster
sales.
According to Business Journal, an auction of the 40 items is set
for May 20, 2015, at 6:00 p.m. at its Dallas Design District
headquarters, while another similar auction might be scheduled
later this fall.
About Samuel Wyly
Samuel Wyly filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 14-35043) on Oct. 19, 2014, weeks after a judge
ordered him to pay several hundred million dollars in a civil
fraud case. In September 2014, a federal judge ordered Mr. Wyly
and the estate of his deceased brother to pay more than $300
million in sanctions after they were found guilty of committing
civil fraud to hide stock sales and nab millions of dollars in
profits.
About Caroline Wyly
Caroline Wyly is the widow of business tycoon Charles Wyly. She
and her brother-in-law Sam Wyly sought Chapter 11 bankruptcy
protection as leverage to settle a looming tax bill and a $329
million claim from the Securities and Exchange Commission. Her
bankruptcy is In re Caroline D. Wyly, 14-35074, in U.S. Bankruptcy
Court, Northern District Texas (Dallas).
SAN JUAN RESORT: Trustee Protests Carrasquillo as Fin'l Consultant
------------------------------------------------------------------
Guy G. Gebhardt, the U.S. Trustee for Region 21, asks the U.S.
Bankruptcy Court for the District of Puerto Rico to deny the motion
filed by San Juan Resort Owners Inc. to employ CPA Luis R.
Carrasquillo & Co. P.S.C. as financial consultant because the
Debtor's request is devoid of any information regarding Mr.
Carrasquillo and his staff's hourly billing rates or the proposed
compensation arrangement as required by the Federal Rule of
Bankruptcy Procedure 2014.
The U.S. Trustee adds Mr. Carrasquillo should explain why he should
be allowed to petition the Court for interim compensation every 60
days, when he has already received a substantial retainer in this
case, in the amount of $25,000.
The firm was expected to provide the Debtor advice with regards to
strategic planning, preparation of amended schedules, disclosure
statement and plan, as well as negotiation with creditors.
About San Juan Resort
San Juan Resort Owners Inc. sought Chapter 11 bankruptcy protection
(Bankr. D.P.R. Case No. 15-01627) in Old San Juan, Puerto Rico on
March 5, 2015. The petition was signed by Luis A. Carreras Perez
as president. The Debtor is represented by William M. Vidal, Esq.,
at William Vidal Carvajal Law Offices in San Juan, Puerto Rico.
The Debtor disclosed total assets of $12.7 million and total
liabilities and $32.9 million as of the bankruptcy filing. The
Debtor owns a parcel of land of 1,637 square meters, with
commercial property known as the San Juan Beach Hotel, a 96-room
hotel. The hotel is located at 1045, Ashford Avenue, Condado, San
Juan, Puerto Rico. The company claims the property is worth $11
million based on appraised value. Banco Popular de Puerto Rico is
owed $17.5 million, of which $6.56 million is unsecured.
SB PARTNERS: Delays 2014 Form 10-K, Expects to Report $1MM Loss
---------------------------------------------------------------
SB Partners filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its annual report on Form 10-K for the year ended
Dec. 31, 2014.
The Company has a 30% non-controlling interest in Sentinel Omaha,
LLC, an affiliate of the Company's general partner. The investment
in Omaha is accounted for at fair value. The controller for Omaha
has informed the Company that due to open issues, the audit firm
conducting the annual audit for Omaha's calendar year 2014 has not
completed the audit and issued the audit opinion. The investment
in Omaha constitutes a significant portion of the assets of the
Company. As such, the audit firm conducting the annual audit for
the Company is required to review both the financial statements of
Omaha and the related workpapers prepared by Omaha's auditors.
Until Omaha's auditors are able to complete their audit of Omaha
and the Company's auditors perform their review of the Omaha audit,
the Company's auditors cannot issue an audited opinion on the
Company's financial statements.
The Company anticipates reporting a net loss from continuing
operations of approximately $1.08 million for 2014, a decrease in
the loss of approximately $195,000 as compared to a net loss of
$1.28 million for 2013. The loss for 2014 is lower due to higher
income from the tenant at the Company's property in maple Grove,
Mn. In addition, in March 2015, the Company initiated the process
to sell its property located in Lino Lakes, Minnesota. The sale is
expected to be completed during the third quarter of 2015.
About SB Partners
Milford, Conn.-based SB Partners is a New York limited partnership
engaged in acquiring, operating and holding for investment a
varying portfolio of real estate interests. As of June 30,
2010, the partnership owns an industrial flex property in Maple
Grove, Minnesota and warehouse distribution centers in Lino Lakes,
Minnesota and Naperville, Illinois.
SB Partners incurred a net loss of $1.10 million in 2013, a net
loss of $1.10 million in 2012 and a net loss of $1.02 million in
2011.
SCHOOL SPECIALTY: S&P Lowers CCR to 'B-'; Outlook Negative
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Wisconsin-based School Specialty Inc. to 'B-' from 'B'.
The rating outlook is negative. At the same time, S&P lowered the
issue-level rating on the term loan facility to 'B-' from 'B'. The
'3' recovery rating remains unchanged, reflecting S&P's
expectations for meaningful (50%-70%, at the higher end) recovery
in the event of default.
"The downgrade reflects our expectation that School Specialty's
operating performance will remain under pressure for the remainder
of the current fiscal year and our expectation for only a slight
improvement in the next fiscal year ending April 2016," said credit
analyst Mathew Christy. "We believe customer retention and sales
trends have been uneven since the company emerged from bankruptcy
and operating expenses remain elevated. The company's performance
weakened in recent quarters and despite our forecast for some
modest improvement in the next fiscal year, we expect credit
metrics to remain weak for the next 12 months."
The negative rating outlook on School Specialty reflects S&P's
belief that the weakening operating trends in recent quarters have
reduced the headroom under the leverage and interest coverage
covenants and that the low growth environment and uneven operating
trends create uncertainty in the company's ability to remain in
compliance with its financial maintenance covenants.
A lower rating could result from a deterioration of the company's
liquidity such that the capital structure becomes unsustainable or
weaker operating performance results in a likely breach of one of
its financial maintenance covenants. This could occur if EBITDA
declines by more than 10% from S&P's current base-case
projections.
Although unlikely over the next 12 months, S&P could consider an
upgrade if the company achieves a sustained improvement in
operating results upon improved sales growth and margins all
leading to an adjusted leverage ratio below 6x on a sustained
basis. This scenario could occur if sales growth improves by more
than 2% in conjunction with gross margins exceeding 42%. S&P would
also consider revising the outlook back to stable if the company
can obtain adequate cushion under its covenants to more than 15% on
a current and projected basis through a covenant amendment or a
debt refinance.
SEADRILL LTD: Bank Debt Trades at 21% Off
-----------------------------------------
Participations in a syndicated loan under Seadrill Ltd is a
borrower traded in the secondary market at 79.63 cents-on-the-
dollar during the week ended Friday, March 27, 2015, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal. This represents a decrease of 0.47
percentage points from the previous week, The Journal relates.
Seadrill Ltd pays 300 basis points above LIBOR to borrow under the
facility. The bank loan matures on Feb. 17, 2021. The bank debt
carries Moody's B2 and Standard & Poor's B rating. The loan is one
of the biggest gainers and losers among 251 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
SEARS METHODIST: Evergreen Sr. Buys Retirement Community for $15M
-----------------------------------------------------------------
Roy Maynard at Tyler Morning Telegraph reports that Tyler's Meadow
Lake continuing care retirement community has been sold to
Evergreen Senior Living Properties LLC in the Sears Methodist
Retirement System Inc. bankruptcy auction.
According to Morning Telegraph, Capital One Bank has provided a
$15.5 million loan to finance the acquisition. Capital One said in
a news release that it moved quickly to process the loan " to allow
the borrower to acquire the property within five weeks of the
auction." The Morning Telegraph relates that original project was
estimated at $64 million in 2009.
About Sears Methodist
Sears Methodist Retirement System Inc. provides luxurious
residency to seniors. The system includes: (i) eight senior living
communities located in Abilene, Amarillo, Lubbock, Odessa and
Tyler, Texas; (ii) three veterans homes located in El Paso,
McAllen and Big Spring, Texas, managed by Senior Dimensions, Inc.,
pursuant to contracts between SDI and the Veterans Land Board of
Texas; and (iii) Texas Senior Management, Inc. ("TSM"), Senior
Living Assurance, Inc. ("SLA") and Southwest Assurance Company,
Ltd. ("SWAC"), which provide, as applicable, management and
insurance services to the System. Sears Methodist Senior Housing,
LLC, is the general partner of, and controls .01% of the interests
in, Canyons Senior Living, L.P. ("CSL").
Sears Methodist and its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 14
32821) on June 10, 2014. The cases are assigned to Judge Stacey G.
Jernigan.
The Debtors' counsel is Vincent P. Slusher, Esq., and Andrew
Zollinger, Esq., at DLA Piper LLP (US), in Dallas, Texas; and
Thomas R. Califano, Esq., Gabriella L. Zborovsky, Esq., and Jacob
S. Frumkin, Esq., at DLA Piper LLP (US), in New York. The
Debtors' financial advisor is Alvarez & Marsal Healthcare Industry
Group, LLC, while the Debtors' investment banker is Cain Brothers &
Company, LLC. The Debtors' notice, claims and solicitation agent
is GCG Inc.
The Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases.
The Official Committee of Unsecured Creditors is represented by
Clifton R. Jessup, Jr., Esq., and Bryan L. Elwood, Esq., at
Greenberg Traurig, LLP, in Dallas, Texas.
SEAWORLD PARKS: Moody's Gives B1 Rating on New Term Loan B-3
-------------------------------------------------------------
Moody's Investors Service downgraded SeaWorld Parks and
Entertainment, Inc.'s existing revolving and term loan B-2 rating
to B1 from Ba3 and assigned a B1 rating to the proposed new term
loan B-3. The B1 corporate family rating (CFR) was affirmed at B1,
but the probability of default rating (PDR) was downgraded to B2-PD
from B1-PD. The outlook remains stable.
The use of proceeds of the proposed $280 million term loan B-3 is
the repayment of the $260 million 11% senior note due 2016 (not
rated by Moody's) in addition to the payment of call premiums and
transaction expenses. The downgrade of the revolver and term loan
B-2 reflects the removal of the subordinated debt which results in
an all first lien capital structure.
The transaction is expected to increase debt by $20 million, extend
out its debt maturity schedule, and generate material interest
expense savings from the refinancing of 11% coupon debt.
A summary of Moody's actions are:
SeaWorld Parks and Entertainment, Inc
-- New 1st lien term loan B-3 facility due May 2020,
assigned B1 (LGD3)
-- Corporate Family Rating, affirmed at B1
-- Probably of Default Rating, downgraded to B2-PD from
B1-PD
-- Revolving credit facility due April 2018, downgraded
to B1 (LGD3) from Ba3 (LGD3)
-- 1st lien term loan B-2 facility due May 2020,
downgraded to B1 (LGD3) from Ba3 (LGD3)
-- Speculative Grade Liquidity Rating, downgraded to
SGL-3 from SGL-2
Outlook: stable
SUMMARY RATING RATIONALE
SeaWorld's B1 (CFR) reflects the portfolio of eleven regional and
destination theme and water parks and weak operating performance
during 2014 which increased leverage from 4.3x as of Q2 2014
(including Moody's lease adjustments which capitalize lease expense
at 6x) to 4.7x as of Q4 2014. The parks are highly seasonal and
sensitive to cyclical discretionary consumer spending, weather
conditions, changes in fuel prices, public health issues as well as
other disruptions outside of the company's control. The rating
also reflects negative publicity from its killer whale shows and
legislative attempts in California to ban the shows in that state.
Despite weaker performance, the company still generates meaningful
annual attendance (over 22 million in FY 2014) and benefits from
adequate cash flow generation to fund a significant ongoing capital
program and pay dividends. The value of its portfolio of parks is
also substantial and provides significant asset protection.
SeaWorld has an adequate liquidity position as reflected in our
SGL-3 rating supported by cash of $44 million as of Q4 2014 and
free cash flow to cover capital spending, required debt service,
and dividends. Moody's expects seasonal reliance on the $192.5
million revolver (undrawn at Q4 2014 except for $18 million of
letters of credit) which matures in April 2018.
Moody's anticipates the company will maintain access to the
revolver and remain in compliance with the credit facility
covenants (based on the credit agreement definitions). The total
leverage covenant is set at 5.75x and the interest coverage ratio
is set at 2.05x for the life of the loan as calculated in the
credit agreement.
The stable rating outlook reflects our expectation that SeaWorld
will experience low single digit percentage revenue and EBITDA
declines in 2015. Marketing campaigns and easier yoy comparisons
will benefit the company, but negative publicity from animal
activist campaigns and competitive park offerings in Orlando are
expected to remain significant headwinds for the company.
Given recent weak performance, an upgrade is not expected in the
near term. Positive rating pressure would occur if the company
generates positive revenue, attendance and EBITDA growth that
caused leverage to decline below 4.25x (as calculated by Moody's)
on a sustained basis. Comfort that there were not any significant
legislative, regulatory, or activist actions that would materially
impact operations would also be required as would a good liquidity
position.
Downward rating pressure could result from continued poor operating
performance due to negative publicity or economic weakness, debt
funded equity friendly transactions, or debt financed acquisitions
that led to leverage increasing above 5.25x (as calculated by
Moody's). Legislative or regulatory actions that are expected to
materially impact its business model could also result in negative
rating pressure. A weakened liquidity profile or failure to
maintain an adequate cushion of compliance with covenants could
also lead to a downgrade.
SeaWorld Entertainment, Inc. (SeaWorld), headquartered in Orlando,
Florida, owns and operates 11 amusement and water parks located in
the US. Properties include SeaWorld (Orlando, San Diego and San
Antonio), Busch Gardens (Tampa and Williamsburg) and Sesame Place
(Langhorne, PA). The Blackstone Group (Blackstone) acquired
SeaWorld Parks in December 2009 in a $2.4 billion (including fees)
leveraged buyout. SeaWorld Entertainment, Inc. filed for an
initial public offering in December 2012 and Blackstone has reduced
its ownership position to 22% as of Q4 2014. SeaWorld's revenue
was approximately $1.4 billion in FY 2014.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in December 2014. Other
methodologies used include Loss Given Default for Speculative-Grade
Non-Financial Companies in the U.S., Canada and EMEA published in
June 2009.
SEAWORLD PARKS: S&P Affirms 'BB-' CCR on New $280M Term Loan B-3
----------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'BB-'
corporate credit rating on Orlando, Fla.-based SeaWorld Parks &
Entertainment Inc. The outlook is negative.
At the same time, S&P assigned its 'BB' issue-level and '2'
recovery ratings to the company's proposed $280 million term loan
B-3 due 2020. The '2' recovery rating indicates S&P's expectation
for substantial (70%-90%; lower half of the range) recovery for
lenders in the event of a payment default.
Additionally, S&P affirmed its 'BB' issue-level rating on the
company's existing senior secured credit facility, consisting of a
$192.5 million revolver due 2018 and $1.35 billion term loan B-2
due 2020. The recovery rating on the facility remains '2',
indicating S&P's expectation for substantial (70%-90%; lower half
of the range) recovery for lenders in the event of a payment
default. The additional senior secured borrowing reduced recovery
prospects to the lower half of the '2' recovery rating range.
The company plans to raise the additional $280 million term loan
under its existing senior secured credit facility. This additional
debt will have the same 2020 maturity as the existing term loan
B-2. SeaWorld plans to use the proceeds to repay its $260 million
senior unsecured notes, to pay a call premium related to the notes,
and for transaction fees and expenses.
"Our assessment of SeaWorld's business risk profile as 'fair'
reflects our expectation that ongoing negative press reports could
limit the company's ability to raise ticket pricing, and generate
advertising and sponsorship alliances in its SeaWorld-branded parks
over the intermediate term," said Standard & Poor's credit analyst
Shivani Sood.
S&P believes that these factors will lead to more volatile EBITDA
over the intermediate term than that of other rated theme park
operators. Additionally, S&P believes the theme park industry as a
whole is more vulnerable to seasonality and weather-related risk
than other companies within the leisure sector. Partially
offsetting these risks are the high barriers to entry in the theme
park industry, as well as some diversity of theme park brands and
geographic locations in SeaWorld's portfolio.
"Our assessment of SeaWorld's financial risk is "aggressive,"
although we expect that adjusted debt to EBITDA will be weak in the
5x area and FFO to debt will be in the mid-teens percent area in
2015. We expect that cost savings at SeaWorld from the 2014
restructuring will be almost entirely offset by increased marketing
and advertising costs at its three SeaWorld branded parks. Our
preliminary expectation is that attendance and per capita spending
trends will stabilize in 2016, as advertising and marketing
initiatives begin to impact the significant brand and reputational
damage that the 2014 negative media and press reports caused. As a
result, our preliminary expectation is for adjusted debt to EBITDA
to be in the high-4x area and FFO to debt to be in the mid-teens
area in 2016," S&P said.
The negative outlook reflects S&P's expectation that SeaWorld faces
significant challenges regarding reputational risk and potential
improvements in operating performance in 2015.
S&P could lower the rating if it believes 2015 operating
performance will underperform our current expectation and
total-lease adjusted debt to EBITDA will be sustained above 5x.
S&P could also lower the rating if it believes that reputational
damage to SeaWorld's brand is severe enough to hurt the company's
competitive advantage in the future, or if S&P believes that
negative publicity is affecting operating performance at SeaWorld
San Antonio or SeaWorld Orlando.
S&P could revise the outlook to stable if EBITDA improves and
SeaWorld is able to maintain total operating-lease adjusted debt to
EBITDA below 5x. This could result from a recovery in public
perception of the brand, such that the company is able to recover
attendance levels at the San Diego park and avoid attendance
erosion at the company's other two SeaWorld-branded parks. Higher
ratings are unlikely at this time and would require a meaningful
improvement in EBITDA that sustains total-lease adjusted debt to
EBITDA below 4x.
SILVERSUN TECHNOLOGIES: Deregisters Unsold Common Shares
--------------------------------------------------------
Silversun Technologies, Inc., filed a post-effective amendment to
its registration statement on Form S-1 which was originally filed
with the Securities and Exchange Commission on Dec. 4, 2014, as
amended.
The prospectus relates to the issuance of up to 746,964 shares of
the Company's common stock, par value $0.00001 per share and
warrants to purchase 373,482 shares of Common Stock, in connection
with a "best efforts" offering of such Common Stock and Warrants by
the Company's placement agent, Alexander Capital, L.P., and one or
more sub agents or selected brokers, including without limitation
The Benchmark Company.
Pursuant to the Placement Agency Agreement, dated March 4, 2015,
between the Company and the Placement Agent, the Offering period
ended on March 24, 2015. The final closing of the sale of the
Common Stock and Warrants took place on March 27, 2015.
Accordingly, the Company is seeking to deregister 383,474 shares of
Common Stock and 191,737 shares of Common Stock underlying Warrants
registered pursuant to the Registration Statement that remained
unsold.
The Company amended the Registration Statement to deregister
383,474 shares of Common Stock and 191,737 shares of Common Stock
underlying the Warrants that remain unsold.
About SilverSun
Livingston, N.J.-based SilverSun Technologies, Inc., formerly
known as Trey Resources, Inc., focuses on the business software
and information technology consulting market, and is looking to
acquire other companies in this industry. SWK Technologies, Inc.,
the Company's subsidiary and the surviving company from the
acquisition and merger with SWK, Inc., is a New Jersey-based
information technology company, value added reseller, and master
developer of licensed accounting and financial software published
by Sage Software. SWK Technologies also publishes its own
proprietary supply-chain software, the Electronic Data Interchange
(EDI) solution "MAPADOC." SWK Technologies sells services and
products to various end users, manufacturers, wholesalers and
distribution industry clients located throughout the United
States, along with network services provided by the Company.
Silversun Technologies posted net income of $323,000 on $17.4
million of net total revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $1.23 million on $13.2 million of net
total revenues for the year ended Dec. 31, 2012.
As of Sept. 30, 2014, the Company had $5.12 million in total
assets, $4.89 million in total liabilities and $238,000 in total
stockholders' equity.
SILVERSUN TECHNOLOGIES: Obtains $950,000 From Stock Offering
------------------------------------------------------------
On March 10, 2015, March 23, 2015 and March 24, 2015, SilverSun
Technologies entered into subscription agreements with certain
investors providing for the issuance and sale by the Company of an
aggregate of 363,490 shares of common stock, par value $0.00001 per
share and warrants to purchase an aggregate of 181,745 shares of
Common Stock, for an aggregate purchase price of $1,543,015. Each
Warrant to purchase one share of Common Stock has an exercise price
of $5.30 per share. Each Warrant shall be exercisable for a period
of five years from the date of issuance.
The Company received net proceeds from the Offering of
approximately $950,000. The net proceeds received by the Company
from the Offering will be used for general corporate purposes,
including working capital, sales and marketing activities, product
development, general and administrative matters and capital
expenditures, and acquisitions.
The Company conducted the Offering pursuant to a registration
statement on Form S-1, as amended which was declared effective by
the Securities and Exchange Commission on March 3, 2015, having a
proposed maximum aggregate offering price of $2,000,000. The
Company filed a final prospectus on March 5, 2015, disclosing the
final terms of the Offering.
In connection with the Offering, on March 4, 2015, the Company
entered into a Placement Agency Agreement with Alexander Capital,
L.P. pursuant to which the Placement Agent agreed to act as the
Company's lead placement agent for the Offering and sale of the
Shares and Warrants.
The Placement Agent received an aggregate cash placement agent fee
equal to 7% of the gross proceeds of the sale of the Shares and
Warrants in the Offering. The Placement Agent also received a
warrant to purchase 19,654 shares of Common Stock at an exercise
price of $5.088 per share, exercisable between the first and fifth
anniversary dates of the effective date of the Registration
Statement. The Company has also agreed to reimburse the Placement
Agent for actual expenses up to a maximum not to exceed $125,000 or
3.125% of gross proceeds from the transaction. The Company also
granted the Placement Agent a right of first refusal to participate
in any subsequent offering or placement of our securities that
takes place within 12 months following the effective date of the
Registration Statement.
About SilverSun
Livingston, N.J.-based SilverSun Technologies, Inc., formerly
known as Trey Resources, Inc., focuses on the business software
and information technology consulting market, and is looking to
acquire other companies in this industry. SWK Technologies, Inc.,
the Company's subsidiary and the surviving company from the
acquisition and merger with SWK, Inc., is a New Jersey-based
information technology company, value added reseller, and master
developer of licensed accounting and financial software published
by Sage Software. SWK Technologies also publishes its own
proprietary supply-chain software, the Electronic Data Interchange
(EDI) solution "MAPADOC." SWK Technologies sells services and
products to various end users, manufacturers, wholesalers and
distribution industry clients located throughout the United
States, along with network services provided by the Company.
Silversun Technologies posted net income of $323,000 on $17.4
million of net total revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $1.23 million on $13.2 million of net
total revenues for the year ended Dec. 31, 2012.
As of Sept. 30, 2014, the Company had $5.12 million in total
assets, $4.89 million in total liabilities and $238,000 in total
stockholders' equity.
SOBELMAR ANTWERP: Court Issues Joint Administration Order
---------------------------------------------------------
Judge Albert S. Dabrowski of the U.S. Bankruptcy Court for the
District of Connecticut signed an order directing the joint
administration of the Chapter 11 cases of Sobelmar Antwerp N.V., et
al., under the lead case no. 15-20423.
About Sobelmar Antwerp
Sobelmar Antwerp N.V., a Belgium corporation provides worldwide
seaborne transportation services, operating a fleet of four
handysize bulk carriers. The vessels Brasschaat, Vyritsa, Kovdor,
and Zarachensk, are owned that are all Marshall Islands
corporations.
Sobelmar Antwerp N.V. and its affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Conn. Lead Case No. 15-20423) in
Hartford, Connecticut, in the United States on March 17, 2015.
The Debtors have approximately $66.2 million in assets and $63
million in liabilities as of Dec. 31, 2014.
The Debtors tapped Bracewell & Giuliani LLP, in Hartford,
Connecticut, as counsel.
The formal schedules of assets and liabilities are due March 31,
2015.
SOBELMAR ANTWERP: U.S. Trustee Has Issue With Venue
---------------------------------------------------
William K. Harrington, U.S. Trustee for Region 2, objects to debtor
Sobelmar Antwerp N.V., et al.'s motion to use collateral to the
extent that the Debtors are seeking a finding that venue is
appropriate in the U.S. Bankruptcy Court for the District of
Connecticut, Hartford Division.
According to the U.S. Trustee, the Debtors have not established any
evidentiary basis for the Court to find that venue in the district
is proper. Further, the U.S. Trustee, says venue should not be
determined as a first-day matter with limited notice and before an
official committee of unsecured creditors is appointed and before
any party in interest has had an opportunity to examine whether
venue is proper, the U.S. Trustee asserts. Therefore, the U.S.
Trustee asks that the Cash Collateral Motion be denied to the
extent that the Debtors seek a finding that venue is proper in this
district.
The U.S. Trustee is represented by:
Abigail Hausberg, Esq.
Trial Attorney
Office of the United States Trustee
Giaimo Federal Building, Room 302
150 Court Street
New Haven, CT 06510
Tel: (203) 773-2210
Filing in the U.S.
As reported in the March 25, 2015 edition of the Troubled Company
Reporter, Vladimir Terechtchenko, owner of 50.2 percent of the
equity interests, and the managing director, explains that because,
at any particular time, the Debtors' primary assets -- the vessels
-- are in international waters or foreign ports, there is no single
logical location for an insolvency filing.
After considering the possibility of filings in Belgium and
Germany, the Debtors concluded that the United States provided the
most meaningful opportunity due to, among other reasons, the
extraterritorial reach of the automatic stay and the practical
enforceability of the stay against creditors such as HSH with
business operations in the United States.
The Debtors were also aware of the commencement of Chapter 11
cases by numerous other international maritime transportation
companies for similar reasons, including recent filings by Taiwan-
based TMT Shipping (Houston), Athens-based Excel Maritime (New
York), Bermuda-based Nautilus Shipping (New York), Athens-based
Omega Navigation (Houston), and Amsterdam-based Marco Polo
Seatrade (New York).
About Sobelmar Antwerp
Sobelmar Antwerp N.V., a Belgium corporation provides worldwide
seaborne transportation services, operating a fleet of four
handysize bulk carriers. The vessels Brasschaat, Vyritsa, Kovdor,
and Zarachensk, are owned that are all Marshall Islands
corporations.
Sobelmar Antwerp N.V. and its affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Conn. Lead Case No. 15-20423) in
Hartford, Connecticut, in the United States on March 17, 2015.
The Debtors have approximately $66.2 million in assets and $63
million in liabilities as of Dec. 31, 2014.
The Debtors tapped Bracewell & Giuliani LLP, in Hartford,
Connecticut, as counsel.
The formal schedules of assets and liabilities are due March 31,
2015.
SOURCE ETF: Board Opts to Liquidate Source EURO STOXX 50 ETF
------------------------------------------------------------
The Board of Trustees of the Source ETF Trust on March 26 disclosed
that it has decided to close and liquidate the Source EURO STOXX 50
ETF, which is managed and marketed by Source Exchange Traded
Investments, LLC.
The last day of trading of the Fund's shares on the NYSE Arca will
be April 10, 2015. Shareholders may sell Fund shares through a
broker in the standard manner through this date. Customary
brokerage charges may apply to such transactions. The Fund will be
closed to new investors as of April 10, 2015. Between April 10,
2015 and April 17, 2015, the Fund will be in the process of
liquidating its portfolio assets. This will cause the Fund to
increase its cash holdings and deviate from the investment
objective and strategies stated in the prospectus.
Shareholders remaining in the Fund on April 10, 2015 will have
their shares redeemed automatically and will receive cash in an
amount equal to the net asset value of their shares as of the close
of business on April 17, 2015. This amount includes any accrued
capital gains and dividends. Shareholders remaining in the Fund on
April 10, 2015 will not be charged any transaction fees by the
Fund.
Whether shares are sold or are automatically redeemed, they will
generally recognize a capital gain (or loss) equal to the amount
received for shares above (or below) or adjusted cost basis in such
shares.
Earlier this year, on Jan. 12, 2015, Source Exchange Traded
Investments LLC, along with Source ETF Trust and Fund Source (US)
LLC, filed an application for exemptive relief in relation to
managing passive funds.
The Source EURO STOXX 50 ETF is distributed by Fund Source (US),
LLC.
SPYR INC: Adopts Code of Business and Ethical Conduct
-----------------------------------------------------
Pursuant to Item 406 of Regulation S-K, and Sections 406 and 407 of
the Sarbanes Oxley Act of 2002, SPYR, Inc. adopted a Code of
Business and Ethical Conduct on March 18, 2015. The Code applies
to the Company's executive officers, members of its Board of
Directors and employees.
The Code contains written standards designed to deter wrongdoing
and to promote: honest and ethical conduct, including the ethical
handling of actual or apparent conflicts of interest between
personal and professional relationships; full, fair, accurate,
timely, and understandable disclosure in SEC reports and documents
and other public communications; compliance with applicable
governmental laws, rules and regulations; prompt internal reporting
of violations of the Code of Ethics to the appropriate persons
identified in the Code of Ethics; and accountability for adherence
to the Code of Ethics.
Particularly with respect to the Company's reports and documents
filed or submitted to the Commission, and in other public
communications made by the Company, the Code requires that all of
the Company's public and regulatory communications and disclosures
be subject to mandatory review procedures including review and
written confirmation from the Company's executive officers and SEC
legal counsel as to the accuracy of the factual representations and
disclosures to be disseminated.
Additionally, the Code requires that no public communication or
regulatory disclosure be published or filed unless it is
accomplished pursuant to the Company's authorized process and in a
Company-authorized forum or with the SEC, and that the public and
the government shall only look to these Company-authorized sources
for legitimate disclosure concerning the Company.
A copy of the Code of Business and Ethical Conduct is available for
free at http://is.gd/qymTtE
About SPYR, INC.
SPYR, INC., formerly known as Eat at Joe's, Ltd, is a holding
company that through its wholly-owned subsidiary, Franklin
Networks, Inc., is engaged in digital publishing and advertising
operations and through its other wholly-owned subsidiary, E.A.J.:
PHL, Airport Inc., owns and operates an "American Diner" theme
restaurant located in the Philadelphia International Airport in
Philadelphia, Pennsylvania called "Eat at Joe's." The Company is
currently exploring opportunities for additional acquisitions in
these and other verticals, including mobile application and game
development, in order to expand its holdings, to drive and increase
revenue and to generate profits and build value for shareholders.
Eat at Joe's reported a net loss of $1.38 million in 2013
following net income of $2.84 million in 2012.
Robison, Hill & Co., in Salt Lake City, Utah, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2013. The independent auditors noted
that the Company has suffered recurring losses from operations
raising substantial doubt about its ability to continue as a going
concern.
STELERA WIRELESS: Court Closes Chapter 11 Bankruptcy Case
---------------------------------------------------------
The Hon. Niles Jackson of the U.S. Bankruptcy Court for the Western
District of Oklahoma issued a final decree closing the Chapter 11
bankruptcy case of Stelera Wireless LLC. Judge Jackson noted the
Debtor has fully administered its joint plan and the bankruptcy
estate in accordance with the terms of the confirmation order, and
of the joint plan.
About Stelera Wireless, LLC
Stelera Wireless, LLC, filed a Chapter 11 petition (Bankr. W.D.
Okla. Case No. 13-13267) on July 18, 2013. Tim Duffy signed the
petition as chief technology officer/manager. Judge Niles L.
Jackson presides over the case. The Debtor disclosed $18,005,000
in assets and $30,809,314 in liabilities as of the Chapter 11
filing.
Christensen Law Group, PLLC, serves as the Debtor's primary
counsel. Mulinix Ogden Hall & Ludlam, PLLC, serves as additional
bankruptcy counsel. Wilkinson Barker Knauer, LLP, serves as the
Debtor's special counsel. American Legal Claims Services, LLC
serves as official noticing agent. Falkenberg Capital Corporation
serves as the Debtor's broker.
The official committee of unsecured creditors is represented by
attorneys G. Blaine Schwabe, III, Esq., John (Jake) M. Krattiger,
Esq., at GableGotnals' Oklahoma City office; and Sidney K.
Surinson, Esq., Mark D.G. Sanders, Esq., and Brandon C. Bickle,
Esq., at GableGotnals' Tulsa office.
* * *
The Troubled Company Reporter reported on Dec. 10, 2013, the Hon.
Niles Jackson of the U.S. Bankruptcy Court for the Western
District of Oklahoma authorized Stelera Wireless to sell its
Federal Communications Commission licenses to: AT&T Mobility
Spectrum LLC, as purchaser; and Atlantic Tele-Network, Inc., as
backup purchaser. In an auction held Nov. 20, 2013, AT&T's bid
was the highest and best offer for the FCC licenses, while
Atlantic's, the stalking horse purchaser, was the second highest.
Pursuant to the APA, the aggregate purchase price to be paid by
AT&T will be $6,020,000.
STEREOTAXIS INC: Amends Sales Agreement with Cantor Fitzgerald
--------------------------------------------------------------
Stereotaxis, Inc., on March 26, 2015, entered into an amendment to
its existing Controlled Equity OfferingSM Sales Agreement with
Cantor Fitzgerald & Co., pursuant to which the Company may issue
and sell shares of common stock from time to time through Cantor
acting as sales agent, having an aggregate offering price of up to
$14,257,211, which is the balance remaining from the $18,000,000
originally contemplated by the sales agreement, after taking into
account the $3,742,789 previously sold under the sales agreement.
Sales of the Company's common stock through Cantor, if any, may be
made by any method deemed to be an "at-the-market" offering as
defined in Rule 415 under the U.S. Securities Act of 1933, as
amended, or any other method permitted by law, including in
privately negotiated transactions. Subject to the terms and
conditions of the sales agreement, Cantor will use commercially
reasonable efforts consistent with its normal trading and sales
practices, applicable state and federal law, rules and regulations
and the rules of The NASDAQ Capital Market to sell shares from time
to time based upon the Company's instructions, including any price,
time or size limits specified by the Company. The Company will pay
Cantor a commission of 3.0% of the aggregate gross proceeds from
each sale of shares and the Company has agreed to provide Cantor
with customary indemnification and contribution rights.
About Stereotaxis
Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer
and developer of a suite of navigation systems in interventional
surgical procedures. The Company's Epoch Solution is used in the
treatment of arrhythmias and coronary artery disease.
Stereotaxis reported a net loss of $5.20 million in 2014, a net
loss of $68.8 million in 2013 and a net loss of $9.23 million in
2012. As of Dec. 31, 2014, Stereotaxis had $23.9 million in total
assets, $36.4 million in total liabilities, and a $12.5 million
stockholders' deficit.
Ernst & Young LLP, in St. Louis, Missouri, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has incurred recurring
operating losses and has a net capital deficiency. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
TERVITA CORP: Bank Debt Trades at 9% Off
----------------------------------------
Participations in a syndicated loan under which Tervita Corp is a
borrower traded in the secondary market at 90.68 cents-on-the-
dollar during the week ended Friday, March 27, 2015, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal. This represents a decrease of 1.86
percentage points from the previous week, The Journal relates.
Tervita Corp pays 500 basis points above LIBOR to borrow under the
facility. The bank loan matures on Jan. 24, 2018. The bank debt
carries Moody's B3 rating and S&P's B- rating. The loan is one of
the biggest gainers and losers among 251 widely quoted syndicated
loans with five or more bids in secondary trading for the week
ended Friday.
TRACK GROUP: Has 150,000 Common Shares Resale Prospectus
--------------------------------------------------------
SecureAlert, Inc., filed with the Securities and Exchange
Commission a Form S-1 registration statement relating to the offer
and resale by The Gilgan 2011 Family Trust, The Annand (2009)
Family Trust and The Stewart 2011 Family Trust of up to 150,000
shares of the common stock, par value $0.0001, of SecureAlert, dba
TrackGroup.
The Company is not selling any securities under this prospectus and
will not receive any of the proceeds from the sale or other
disposition of the Shares by the Selling Shareholders.
The Company will pay the expenses incurred in registering the
Shares, including legal and accounting fees.
The Company's Common Stock is currently quoted on the OTC Markets
(OTCQB) under the symbol "SCRA." On March 25, 2015, the last
reported sale price of the Company's Common Stock was $10.11 per
share.
A full-text copy of the prospectus is available for free at:
http://is.gd/oy2nXm
About Track Group
Track Group (formerly SecureAlert) is a global provider of
customizable tracking solutions that leverage real-time tracking
data, best-practice monitoring, and analytics capabilities to
create complete, end-to-end solutions. Visit Web site
http://www.trackgrp.com/.
SecureAlert incurred a net loss attributable to the Company's
common stockholders of $18.9 million for the year ended Sept. 30,
2013, following a net loss attributable to the Company's common
stockholders of $19.9 million for the fiscal year ended Sept. 30,
2012.
Hansen, Barnett & Maxwell, P.C., in Salt Lake City, Utah, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Sept. 30, 2013. The independent
auditors noted that the Company has incurred losses, negative cash
flows from operating activities, notes payable in default and has
an accumulated deficit. These conditions raise substantial doubt
about its ability to continue as a going concern.
TRAVEL LEADERS: S&P Lowers Corp. Credit Rating to 'B+'
------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Travel Leaders Group LLC to 'B+' from 'BB-'. The
rating outlook is stable.
At the same time, S&P lowered its issue-level rating on TLG's
proposed upsized aggregate $255 million credit facility (consisting
of a $15 million revolver due 2020 and an upsized $240 million
first—lien term loan due 2020) two notches to 'B+' from 'BB'.
S&P also lowered the recovery rating on this facility to '3' from
'2', reflecting lowered recovery prospects due to additional
secured debt in the capital structure, as well as indicating S&P's
expectation that lenders would achieve meaningful (50% to 70%; at
the higher half of the range) recovery in the event of a payment
default. The two-notch downgrade of the credit facility reflects
the lower corporate credit rating on the company and the lower
recovery rating on the credit facility.
"The corporate credit rating downgrade to 'B+' reflects our belief
that, over time, TLG is likely to sustain a leverage policy of
total lease-adjusted debt to EBITDA exceeding our 3.5x leverage
threshold that we had determined would trigger the downgrade," said
Standard & Poor's credit analyst Carissa Schreck.
In S&P's view, this would put TLG at risk of sustaining leverage
above 4x during periods of revenue and EBITDA volatility, and
warranted the lower rating.
The stable outlook reflects S&P's expectation for increasing travel
volumes and commission revenue in TLG's businesses, and S&P's
belief that lease adjusted debt to EBITDA will be in the high-3x
area in 2015 and in the low- to mid—3x area in 2016. These
measures are comfortably below the 5x threshold at which S&P would
lower ratings further.
S&P could lower the rating if the company pursues meaningful
debt-financed shareholder returns or acquisitions, or if operating
performance meaningfully declines, resulting in adjusted leverage
sustained above 5x.
Rating upside is limited at this time, given S&P's expectation for
TLG to maintain leverage at the high-end of the current financial
risk assessment. However, rating upside would be contingent upon
S&P's belief that TLG is willing to sustain leverage below 3.5x.
TRIPLE A&R CAPITAL: Court Affirms Lifting of Stay as to PRLP 2011
-----------------------------------------------------------------
Judge Jose Antonio Fuste of the U.S. District Court for the
District of Puerto Rico affirmed the ruling of the Bankruptcy Court
in the appellate case styled Triple A & R Capital Investment, Inc.
v. PRLP 2011 Holdings LLC, Case No. 14-1896 (JAF).
The Appellant appeals from an opinion and order by the Bankruptcy
Court granting the Appellee's motion for relief from stay under
Section 362 of the Bankruptcy Code.
On November 25, 2009, Banco Popular de Puerto Rico, now PRLP,
executed a "Forbearance and Amendment Agreement" with Triple A & R,
which provides that each Loan Party stipulates that, at the Bank's
option, the Bank will be entitled to an immediate and absolute
lifting of any automatic stay of the enforcement of Bank's remedies
under the agreement.
On August 5, 2014, Triple A & R and PRLP filed a joint stipulation
for interim use of cash collateral and adequate protection, which
included a ratification of all previous loan documents and
obligations. The next day, PRLP filed a motion for relief from
stay under Section 362, arguing, among other things, that Triple A
& R consented to the relief from stay as part of extended
negotiations through the prepetition execution of the forbearance
and amendment agreement, and that at the start of the bankruptcy
case, Triple A & R and PRLP had already entered into a consent
judgment rendered by the Puerto Rico Commonwealth Court.
On October 9, 2014, the Bankruptcy Court published an Opinion and
Order granting PRLP's motion to lift the stay.
A full-text copy of the Opinion and Order dated March 12, 2015, is
available at http://bit.ly/1IBaH0Sfrom Leagle.com.
The Appellant is represented by:
Nicolas Anthony Wong-Young, Esq.
CHARLES A. CUPRILL PSC LAW OFFICE
356 Fortaleza Street, Second Floor
San Juan, PR 00901
Telephone: (787) 977-0515
E-mail: nwong@cuprill.com
The Appellee is represented by:
Luis C. Marini-Biaggi, Esq.
Nayuan Zouairabani-Trinidad, Esq.
O'NEILL & BORGES LLC
American International Plaza
250 Munoz Rivera Avenue, Suite 800
San Juan, PR 00918-1813
Telephone: (787) 764-8181
Facsimile: (787) 753-8944
E-mail: luis.marini@oneillborges.com
nayuan.zouairabani@oneillborges.com
The U.S. Trustee is represented by:
Monsita Lecaroz-Arribas, Esq.
ASSISTANT UNITED STATES TRUSTEE
OFFICE OF THE US TRUSTEE
Edificio Ochoa
500 Tanca Street, Suite 301
San Juan, PR 00901-1922
Telephone: (787) 729-7444
E-mail: USTP.Region21@usdoj.gov
Triple A&R Capital Investment, Inc., aka Concordia Gardens Shopping
Center, based in San Juan, Puerto Rico, filed for Chapter 11
bankruptcy (Bankr. D.P.R. Case No. 14-04744) on June 9, 2014.
Charlez Alfred Cuprill, Esq., at Charles A Curpill, PSC Law Office
serves as the Debtor's counsel. In its petition, Triple A&R listed
total assets of $4.14 million and total liabilities of $3.87
million. The petition was signed by Luisette Cabanas Colon,
president. A list of the Debtor's 10 largest unsecured creditors
is available for free at http://bankrupt.com/misc/prb14-04744.pdf
TXU CORP: 2014 Bank Debt Trades at 40% Off
------------------------------------------
Participations in a syndicated loan under which TXU Corp. is a
borrower traded in the secondary market at 59.75 cents-on-the-
dollar during the week ended Friday, March 27, 2015, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal. This represents an decrease of 0.52
percentage points from the previous week, The Journal relates. TXU
Corp. pays 450 basis points above LIBOR to borrow under the
facility. The bank loan matures on Oct. 10, 2017 and carries
Moody's Caa3 rating and Standard & Poor's CCC- rating. The loan is
one of the biggest gainers and losers among 251 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
UNIVERSAL COOPERATIVES: Has Until June 8 to File Plan
-----------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware extended the exclusive plan period for Universal
Cooperatives, Inc., et al., through and including June 8, 2015, and
their exclusive solicitation period through and including Aug. 4.
In support of their extension request, the Debtors told the Court
that they need more time to file their plan as they have actively
engaged the Official Committee of Unsecured Creditors and its
advisors in making critical decisions particularly in relation to
the material source of distribution under an eventual Chapter 11
plan. The Debtors said they need more time to negotiate and
finalize a plan of liquidation and collaborate with the Committee
in conjunction with that plan.
About Universal Cooperatives
As an inter-regional farm supply cooperative, Universal
Cooperatives, Inc. consolidates the purchasing power of its members
to procure, and/or manufacture, and distribute high quality
products at competitive prices. Universal has 14 voting members and
over 50 associate members.
Eagan, Minnesota-based Universal Cooperatives and its affiliates
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
14-11187) on May 11, 2014. The debtor-affiliates are Heritage
Trading Company, LLC; Bridon Cordage LLC; Universal Crop Protection
Alliance, LLC; Agrilon International, LLC; and Pavalon, Inc. UCI
do Brasil, a majority-owned subsidiary located in Brazil, is not a
debtor in the Chapter 11 cases.
The cases are assigned to Judge Mary F. Walrath.
Universal Cooperatives disclosed $12.09 million in assets and $29.3
million in liabilities as of the Chapter 11 filing.
The Debtors have tapped Travis G. Buchanan, Esq., Robert S. Brady,
Esq., Andrew L. Magaziner, Esq., and Travis G. Buchanan, Esq., at
Young Conaway Stargatt & Taylor, LLP; and Mark L. Prager, Esq.,
Michael J. Small, Esq., and Emil P. Khatchatourian, Esq., at Foley
& Lardner LLP, as counsel; The Keystone Group, as financial advisor
and Prime Clerk as notice and claims agent.
Bank of America, N.A., as agent for the DIP Lenders, is represented
by Daniel J. McGuire, Edward Kosmowski, Esq., and Gregory M.
Gartland, Esq., at Winston & Strawn, LLP.
The United States Trustee for Region 3 has appointed seven members
to the Official Committee of Unsecured Creditors, which is
represented by Sharon Levine, Esq., Bruce S. Nathan, Esq., and
Timothy R. Wheeler, Esq., at Lowenstein Sandler LLP, in Roseland,
New Jersey; and Jamie L. Edmonson, Esq., and Daniel A. O'Brien,
Esq., at Venable LLP, in Wilmington, Delaware.
USA SYNTHETIC: Has Interim Approval for $408K Loan
--------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware gave USA Synthetic Fuel Corporation, et al., interim
authority to obtain $408,145 of postpetition financing from Third
Eye Capital Corporation.
The Debtors are also given interim authority to use cash collateral
(i) in the ordinary course of the Debtors' businesses, (ii) to pay
reasonable professional fees, expenses, and disbursements related
to services provided in connection with the cases, and (iii) to pay
all fees required to be paid to the Clerk of the Court.
At the Final Hearing, scheduled for April 15, 2015, at 11:30 a.m.,
the Debtors will ask the Court to obtain $765,970 Secured
Superpriority Priming Debtor-in-Possession Term Loan Facility from
Third Eye. Objections are due April 8.
TEC is the Debtors' prepetition lender and the proposed stalking
horse bidder for the assets. The DIP facility will bear interest
at 12.00% per annum. Default interest will be the base rate of
12.00% plus 5.0%. The DIP facility will mature 75 days from the
Petition Date.
About USA Synthetic Fuel
Based in Lima, Ohio, USA Synthetic Fuel Corporation is an
environmentally focused, development stage energy company pursuing
low-cost, clean energy solutions through the deployment of Ultra
Clean Btu Converter technology. Ultra Clean Btu Converter
technology is a process that cost-effectively converts lower-value
solid hydrocarbons, such as coal, into higher-value energy
products, such as Ultra Clean Synthetic Crude, which can be refined
into a variety of fuels, such as diesel, jet, and gasoline.
USA Synthetic and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 15-10599) on March 17,
2015. The petitions were signed by Dr. Steven C. Vick as chief
executive officer. The Debtors disclosed total assets of $7.9
million and total debts of $99.3 million.
Morris, Nichols, Arsht & Tunnell, represents the Debtors as
counsel. Asgaard Capital LLC acts as the Debtors' investment
banker. R2B Group, LLC serves as the Debtors' interim chief
financial officer provider.
VANTAGE DRILLING: 2019 Bank Debt Trades at 39% Off
--------------------------------------------------
Participations in a syndicated loan under which Vantage Drilling
Co. is a borrower traded in the secondary market at 61.71
cents-on-the-dollar during the week ended Friday, March 27, 2015,
according to data compiled by LSTA/Thomson Reuters MTM Pricing and
reported in The Wall Street Journal. This represents a decrease of
3.70 percentage points from the previous week, The Journal relates.
The Company pays 400 basis points above LIBOR to borrow under the
facility. The bank loan matures on April 4, 2019, and carries
Moody's B3 rating and Standard & Poor's B- rating. The loan is one
of the biggest gainers and losers among widely-quoted syndicated
loans in secondary trading in the week ended Friday among the 251
loans with five or more bids. All loans listed are B-term, or sold
to institutional investors.
VERITEQ CORP: Enters Into SPAs with Investors
---------------------------------------------
VeriTeQ Corporation entered into a securities purchase agreement,
dated March 19, 2015, and effective March 20, 2015, with an
accredited investor. Pursuant to the terms of the SPA, the Company
issued and sold to the Buyer two 8% convertible promissory notes in
the amount of $25,000 each. The first note for $25,000 was paid
for by the Buyer on March 20, 2015, in cash, less $4,000 of
transaction expenses, with net proceeds of $21,000 being used for
general corporate purposes. The second note was paid for by the
issuance of an offsetting $25,000 secured note issued to the
Company by the Buyer, which is to be paid in cash to the Company no
later than Nov. 19, 2015.
The 8% Note matures on March 19, 2016. It may be converted in
whole or in part into the Company's common stock, at the option of
the Buyer, at any time prior to the maturity date at a conversion
price of 61% of the lowest closing price of the Company's common
stock for the 15 prior trading days, including the day upon which
the conversion notice is received by the Company. However, the
Buyer may not effect a conversion if that conversion, along with
all other shares of Company common stock beneficially owned by the
Buyer and its affiliates, would exceed 9.9% of the outstanding
shares of the Company's common stock.
The 8% Second Note matures on March 19, 2016. The holder of the 8%
Second Note is entitled, at its option, after the expiration of the
requisite Rule 144 holding period and after full cash payment of
the 8% Buyer Note, to convert all or any amount of the principal
face amount of the 8% Second Note then outstanding into shares of
the Company's common stock at a conversion price for each share of
the Company's common stock equal to 61% of the lowest closing price
of the Company's common stock for the 15 prior trading days,
including the day upon which the conversion notice is received by
the Company. The 8% Second Note may not be prepaid, except in
certain circumstances described therein. Interest on any unpaid
principal balance of the 8% Second Note shall be paid by the
Company in Interest Shares. The holder may, at any time, send in a
notice of conversion to the Company for Interest Shares based on
the formula provided for principal conversions.
12% Convertible Promissory Notes due March 17, 2016
On March 19, 2015, the Company issued and sold to Magna Equities
II, LLC, an accredited investor, a convertible promissory note,
bearing interest at 12% per annum in the aggregate principal amount
of $77,500. In accordance with the terms of the Notes, the Company
agreed to pay Magna's expenses associated with the transaction in
the amount of $2,500. As a result, the Company realized net
proceeds from the sale of the Magna Note in the amount of $75,000,
which is being used for general corporate purposes. Principal and
interest on the Magna Note are due on the maturity date of March
17, 2016. In the event that principal and interest are not paid
when due, the interest rate increases to 22% per annum.
The Magna Note can be prepaid, at a redemption premium of 50%, at
any time prior to maturity. The Magna Note is convertible at a
price per share equal to the lesser of (i) $0.015 or (ii) 60% of
the average of the lowest three trading prices of the Company's
common stock during the 10 trading days prior to conversion.
However, in no event shall the holder be entitled to convert any
portion of the Magna Note if such conversion would result in
beneficial ownership by the holder and its affiliates of more than
9.99% of the outstanding shares of the Company's common stock. If,
at any time when the Magna Note is outstanding, the Company issues
or sells, or is deemed to have issued or sold, any shares of its
common stock in connection with a subsequent placement for no
consideration or for a consideration per share that is less than
the conversion price on the date of issuance or based on a variable
price formula that is more favorable to the subsequent investor
than the foregoing variable conversion price formula, then the
conversion price of the Magna Note will be reduced to the amount of
the consideration per share received for such issuance or the
conversion price will be adjusted to match the Alternative Variable
Price Formula.
Securities Purchase Agreement
Dated March 10, 2015, Effective as of March 16, 2015
Effective as of March 16, 2015, the Company entered into a
Securities Purchase Agreement with Vis Vires Group, Inc., an
accredited investor, pursuant to which the Company sold to the
Investor a convertible promissory note in the principal amount of
$66,500, and a warrant to purchase an aggregate of 500,000 shares
of common stock of the Company for a purchase price of $54,000.
Under the terms of the Purchase Agreement, the Company agreed to
reimburse the Investor for its expenses incurred in connection with
the agreement in the amount of $4,000, such that net proceeds to
the Company were $50,000, which are being used for general
corporate purposes.
The Note bears interest at a rate of 1% per annum, and principal
and interest on the Note are due March 16, 2016. In the event the
Note is not paid when due, the interest rate increases to 22% per
annum. The Note is convertible beginning 180 days after the date
of issuance into shares of the Company's common stock at a
conversion price of 57% of the average of the lowest three trading
prices of the common stock during the 30 days prior to closing.
However, in no event shall the holder be entitled to convert any
portion of the Magna Note if such conversion would result in
beneficial ownership by the holder and its affiliates of more than
9.99% of the outstanding shares of the Company's common stock.
The Warrant is exercisable, either in whole or in part, for a
period of 3 years after the date of issuance at an exercise price
of $0.021 per share, subject to certain anti-dilution provisions as
set forth in the terms of the Warrant.
About VeriTeQ
VeriTeQ (formerly known as Digital Angel Corporation) develops
innovative, proprietary RFID technologies for implantable medical
device identification, and dosimeter technologies for use in
radiation therapy treatment. VeriTeQ --
http://www.veriteqcorp.com/-- offers the world's first FDA
cleared RFID microchip technology that can be used to identify
implantable medical devices, in vivo, on demand, at the point of
care. VeriTeQ's dosimeters provide patient safety mechanisms
while measuring and recording the dose of radiation delivered to a
patient in real time.
Veriteq Corporation reported a net loss of $15.07 million on
$18,000 of sales for the year ended Dec. 31, 2013, as compared
with a net loss of $1.60 million on $0 of sales for the year ended
Dec. 31, 2012.
As of Sept. 30, 2014, the Company had $6.77 million in total
assets, $14 million in total liabilities, and a $7.18 million
stockholders' deficit.
EisnerAmper LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2013. The independent auditors noted that
the Company has incurred recurring net losses, and at Dec. 31,
2013, had negative working capital and a stockholders' deficit.
These events and conditions raise substantial doubt about the
Company's ability to continue as a going concern.
VERMILLION INC: Reports $4 Million Net Loss in Fourth Quarter
-------------------------------------------------------------
Vermillion, Inc., reported a net loss of $4.07 million on $1.56
million of total revenue for the three months ended Dec. 31, 2014,
compared to a net loss of $1.81 million on $1.58 million of total
revenue for the same period in 2013.
For the year ended Dec. 31, 2014, the Company reported a net loss
of $19.2 million on $2.52 million of total revenue compared to a
net loss of $8.81 million on $2.56 million of total revenue in
2013.
As of Dec. 31, 2014, Vermillion had $24.17 million in total assets,
$4.91 million in total liabilities, and $19.3 million in total
stockholders' equity.
"We are very pleased to have completed our new commercial agreement
with Quest Diagnostics as well as increase the market in which we
offer ASPiRA Labs' OVA1 testing service," stated Valerie Palmieri,
president and CEO of Vermillion, Inc.
A full-text copy of the press release is available for free at:
http://is.gd/aMztja
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.
VERSO PAPER: Provides Supplemental Info. on Newpage's Financials
----------------------------------------------------------------
Verso Corporation and Verso Paper Holdings LLC filed an amendment
to a current report on Form 8-K/A in which they provided, among
other information, certain audited consolidated financial
statements of NewPage Holdings Inc.
The Registrants, on March 24, 2015, furnished a current report on
Form 8-K certain supplemental information regarding the
reconciliation of NewPage's audited consolidated net income (loss)
to its unaudited consolidated EBITDA and Adjusted EBITDA for the
years and three- month periods ended Dec. 31, 2014 and 2013, a copy
of which is available for free at http://is.gd/chTyuM
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.
VIAWEST INC: S&P Retains 'B+' Issue Rating on $480MM Increased Debt
-------------------------------------------------------------------
Standard & Poor's Ratings Services said its ratings on Denver-based
data center operator ViaWest Inc.'s (B+/Stable) senior secured
facilities remain 'B+', with a recovery rating of '3', following
the upsizing of the facilities to $480 million from $450 million.
The proposed $75 million revolving credit facility, issued by
ViaWest, will increase to $85 million, while the proposed $375
million term loan, issued by affiliate finance company Shaw Data
Centre LP, will increase to $395 million. The '3'recovery rating
indicates S&P's expectation for meaningful (50% to 70%; lower half
of the range) recovery in the event of a payment default.
The increased senior secured facilities will not materially affect
leverage, which S&P expects will be in the high-4x area. ViaWest
intends to use the additional proceeds to fund its capital
expenditures in 2015.
The 'B+' corporate credit rating and stable outlook on ViaWest also
remain unchanged.
RATINGS LIST
ViaWest Inc.
Corporate Credit Rating B+/Stable/--
Senior Secured
$85 mil. revolver B+
Recovery Rating 3L
Shaw Data Center LP
Senior Secured
$395 mil. term loan B+
Recovery Rating 3L
VISCOUNT SYSTEMS: Reports $991,000 Net Loss in 2014
---------------------------------------------------
Viscount Systems, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss and
comprehensive loss of $991,000 on $4.76 million of sales for the
year ended Dec. 31, 2014, compared to a net loss and comprehensive
loss of $3.08 million on $4.13 million of sales in 2013.
As of Dec. 31, 2014, the Company had $1.59 million in total assets,
$3.97 million in total liabilities and a $2.37 million total
stockholders' deficit.
Cash as of Dec. 31, 2014, as compared to Dec. 31, 2013, was
$190,000 and $173,000, respectively, a decrease of $17,625.
Dale Matheson Carr-Hilton Labonte LLP, in Vancouver, Canada, issued
a "going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2014, citing that the
Company has incurred losses in developing its business, and further
losses are anticipated in the future. The Company requires
additional funds to meet its obligations and the costs of its
operations and there is no assurance that additional financing can
be raised when needed. These factors raise substantial doubt about
the Company's ability to continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
http://is.gd/bWjZmR
About Viscount Systems
Burnaby, Canada-based Viscount Systems, Inc., is a manufacturer,
developer and service provider of access control security
products.
WBH ENERGY: Discovery Schedules in Rift With EDC, CL III Modified
-----------------------------------------------------------------
The Hon. H. Christopher Mott of the U.S. Bankruptcy Court for the
Western District of Texas approved the agreement among WBH Energy
LP and its debtor-affiliates; U.S. Energy Development Corporation;
the Official Committee of Unsecured Creditors; and CL III Funding
Holding Company LLC et al. (Opposing Parties) to modify the Court's
scheduling order related to the parties' dispute:
Original Due Revised
Date/Deadline Dates Party(ies) Actions
------------- ------- ---------------- -------
3/2/2015 NA Opposing Parties File
responses/oppositions
to CL III contested
motion(s)
3/11/2015 NA CL III Witness/Expert
Witness List due to
Opposing Parties
3/18/2015 3/31/2015 Opposing Parties Witness/Expert
Witness List due to
CL III
3/27/2015 4/1/2015 CL III Expert Reports due to
Opposing Parties
3/27/2015 4/1/2015 CL III, Debtors, File Joint Report
Committee and w/Court re whether
USED mediation would be
productive, if so,
time frame to
complete mediation
and identity of
potential mediator
4/10/2015 4/15/2015 Opposing Parties Expert Reports due to
CL III
4/16/2015 4/20/2015 CL III Rebuttal Expert
Reports due to
Opposing Parties
4/17/2015 4/20/2015 All Parties Discovery/Deposition
cut off (except
depositions of
rebuttal Experts)
4/20/2015 4/23/2015 All Parties Discovery/Deposition
cut off as to
rebuttal Experts
4/20/2015 NA All Parties Deadline to file
Briefs
4/20/2015 NA All Parties File Exhibit/Witness
Lists w/court and
serve all parties
with copies of same
and exhibits
4/23/2015 NA All Parties Deadline to request
authentication of
Exhibits, if any
4/27/2015 NA All Parties Final Hearing on
Contested Motions at
9:30 am in Austin
4/28/215 NA All Parties Continuation of Final
Hearing on Contested
Motions at 9:30 am in
Austin
About WBH Energy
WBH Energy Partners LLC (Bankr. W.D. Tex. Case No. 15-10004) and
its affiliates -- WBH Energy, LP (Bankr. W.D. Tex. Case No.
15-10003) and WBH Energy GP, LLC (Bankr. W.D. Tex. Case No.
15-10005) separately filed for Chapter 11 bankruptcy protection on
Jan. 4, 2015. The petitions were signed by Joseph S. Warnock, vice
president.
Judge Christopher Mott presides over WBH Energy, LP's case, while
Judge Tony M. Davis presides over WBH Energy Partners' and WBH
Energy GP's cases.
William A. (Trey) Wood, III, Esq., at Bracewell & Giuliani LLP,
serves as the Debtors' bankruptcy counsel.
WBH Energy, LP, and WBH Energy Partners estimated their assets and
liabilities at between $10 million and $50 million each. WBH
Energy, LP disclosed $557,045 plus an unknown amount and
$48,950,652 in liabilities as of the Chapter 11 filing. WBH Energy
GP estimated its assets at up to $50,000, and its liabilities at
between $10 million and $50 million.
The U.S. Trustee for Region 7 appointed seven creditors to serve on
the official committee of unsecured creditors.
WEATHER CHANNEL: Bank Debt Trades at 4% Off
-------------------------------------------
Participations in a syndicated loan under which Weather Channel is
a borrower traded in the secondary market at 95.75 cents-on-the-
dollar during the week ended Friday, March 27, 2015, according to
data compiled by LSTA/Thomson Reuters MTM Pricing and reported in
The Wall Street Journal. This represents a decrease of 0.29
percentage points from the previous week, The Journal relates. The
Company pays 275 basis points above LIBOR to borrow under the
facility. The bank loan matures on Feb. 4, 2017 band carries
Moody's Ba3 rating and Standard & Poor's B+ rating. The loan is
one of the biggest gainers and losers among 251 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended Friday.
WEATHERFORD INT'L: Moody's Affirms P(Ba1) Subordinate Shelf Rating
------------------------------------------------------------------
Moody's Investors Service affirmed Weatherford International Ltd.'s
(Weatherford, incorporated in Bermuda) Baa3 senior unsecured and
Prime-3 commercial paper ratings. The rating outlook has been
changed to negative from stable.
"Weatherford's negative rating outlook reflects the risk that debt
balances could increase during the current cyclical downturn,
weakening the company's financial leverage profile relative to a
number of its Baa3 rated peers," commented Gretchen French, Moody's
Vice President. "While Weatherford was successful in reducing debt
balances through asset sale proceeds in 2014, its ability to
generate positive free cash flow through an industry cycle has
still not been demonstrated, which increases the risk of negative
free cash flow and rising debt levels in 2015."
Ratings affirmed include:
Weatherford International Ltd. (Bermuda)
-- Senior Unsecured Notes at Baa3
-- Senior Unsecured Shelf Rating at P(Baa3)
-- Subordinate Shelf Rating at P(Ba1)
-- Preferred Shelf Rating at P(Ba2)
-- Commercial Paper Rating at P-3
-- Rating outlook change to Negative from Stable
Weatherford International, LLC. (Delaware)
-- Senior Unsecured Notes at Baa3
-- Senior Unsecured Shelf Rating at P(Baa3)
-- Subordinate Shelf Rating at P(Ba1)
-- Rating outlook change to Negative from Stable
Weatherford's Baa3 senior unsecured rating is supported by: its
scale and leading market positions; its geographic diversification,
with a substantial portion of its revenue coming from markets
outside the historically more volatile North American market; and
its numerous patented products and technologies, which give the
company a competitive edge in several markets. While Weatherford's
asset profile is indicative of a higher rating, the Baa3 rating is
constrained by the company's high financial leverage and lower
returns compared to its peers. Weatherford has weak coverage and
leverage metrics stemming from a history of debt-financed
acquisitions and periods of sustained negative free cash flow
resulting from its historically aggressive growth profile.
Weatherford is facing what looks to be a sharper and more
protracted oilfield services industry downturn than the last
cyclical downturn of 2009. Moody's expects Weatherford will face
not only reduced activity levels, particularly in North America,
but also reduced pricing across product lines, pressuring earnings
and cash flow generation.
Moody's positively note that Weatherford has quickly responded to
the downturn by reducing its cost structure and capital spending
levels, with the company targeting positive cash flow in 2015, with
any excess cash flow targeted towards debt reduction. In addition,
the company's good geographic diversification outside of North
America and meaningful exposure to the production cycle through its
artificial lift business should help to somewhat offset severe
North American drilling curtailments.
Nevertheless, Weatherford is facing a deep cyclical downtown while
still in the midst of re-vamping its corporate strategy, in which
the company is focusing on its key core businesses, with the
planned divestiture of its remaining rigs business. Moreover, its
track record in generating free cash flow remains challenged. While
the company is focused on continuing to reduce its debt burden, and
its debt levels were reduced materially in 2014 through asset sale
proceeds, its ability to protect its balance sheet during this
cyclical downturn remains a risk. Furthermore, Moody's continue to
see a high level of recurring charges in Weatherford's reported
financials and weak free cash flow generation, which is indicative
of its on-going re-vamp strategy, as well as the cyclical
downturn.
Weatherford has an adequate liquidity profile. The company's
Prime-3 rating on its $2.25 billion commercial paper (CP) program
is supported by its operating cash flow and $2.25 billion credit
facility maturing in July 2016. As of December 31, 2014 Weatherford
had $245 million of commercial paper outstanding with $1,800
million of availability under its revolving credit facility (after
accounting for $30 million in letters of credit, the commercial
paper backstop utilization, and anticipated drawings of $175
million to pay off short term debt due in April 2015). The company
is expected to maintain compliance under its sole financial
covenant, which is a maximum debt-to-capitalization ratio of 60% on
an unadjusted basis.
The rating outlook is negative. The outlook could be stabilized if
Weatherford remains disciplined executing its strategy, is
successful in achieving sufficient cost reductions, generating
positive free cash flow, and protecting its balance sheet such that
debt/EBITDA is trending towards 3.5x and retained cash flow/debt is
sustained above 15%.
Weatherford's ratings could be downgraded should debt/EBITDA look
to be sustained above 4.0x and retained cash flow/debt below 15%,
without a clear near-term trajectory to lower leverage levels.
If Weatherford can reduce debt levels sufficiently in order to
support Debt/EBITDA trending towards 3.0x and retained cash
flow/debt above 20%, including through weaker points in the
oilfield services cycle, then the ratings could be upgraded.
The principal methodology used in these ratings was Global Oilfield
Services Industry Rating Methodology published in December 2014.
Weatherford International Ltd., headquartered in Ireland, is a
diversified international energy service and manufacturing company
that provides a variety of services and equipment to the oil and
gas industry.
WEBBER DENTISTRY: Loses SouthPark Office, Files for Chapter 11
--------------------------------------------------------------
Ely Portillo at The Charlotte Observer reports that Webber
Dentistry filed for Chapter 11 bankruptcy protection on March 25,
2015, after the Mecklenburg County Office of the Tax Collector
seized the Company's SouthPark office on Fairview Road, North
Carolina, this month due to $65,403 worth of unpaid taxes.
Court documents show that the Company estimated its assets and
liabilities at between $1 million and $10 million each. The
Company listed the Internal Revenue Service as its biggest
creditor, owed at more than $1 million.
Spurgeon Webber III, the Company's owner, said that the offices at
the University City and East Boulevard offices will remain open
while he works through bankruptcy to reorganize his practice, The
Charlotte Observer relates.
Webber Dentistry is located in Charlotte, North Carolina.
WEIGHT WATCHERS: Lessening Subscribers Hinders Turnaround
---------------------------------------------------------
Recently downgraded Weight Watchers International Inc. (B3
negative) continues to see its credit profile burdened as
accelerating subscriber erosion heightens the potential for further
deterioration in its revenue, profit and cash flows, Moody's
Investor Service says in a new report.
In addition, the company's efforts to revitalize the business
through marketing campaigns and new programs launched earlier this
year have so far generated little evidence of a turnaround.
"Weight Watchers must broaden the appeal of its traditional weight
loss model to new audiences and markets if it is to halt the slide
in subscriber counts and the deterioration of its credit profile,"
says Moody's Vice President -- Senior Credit Officer Edmond
Deforest.
The company's leverage and other key metrics are at risk if it
fails to improve profitability, build its subscriber base and
successfully launch new programs, Moody's says in "Weight Watchers
International: It's Now or Never for Reboot."
If the new programs fail to revive active subscribers in 2016 and
2017, revenue and EBITDA will continue to decline through at least
2017. Moody's says its downside scenario anticipates negative free
cash flow, accompanied by a revolver tap which leads to inadequate
liquidity once the revolver matures in April 2018.
Moody's expects Weight Watchers' first quarter 2015 revenues will
be their lowest in five years, down roughly 14% from the comparable
year ago period. From 2011-2014, the company's first quarter
revenue consistently accounted for 27% of its full-year revenues.
Despite the current weakness, Weight Watchers has adopted
initiatives which have the potential to drive revenue, EBITDA and
free cash flow as early as 2016, according to Moody's. These
initiatives include the implementation of new technology to
integrate with the broadest range of mobile devices, and additional
support services to subscribers.
Moody's says several new programs or marketing campaigns which meet
with moderate success are necessary to stabilize subscribers
beginning in 2016. The company will target specific demographic
groups which will help stabilize revenues, profits and maintain
free cash flow and adequate liquidity, which may facilitate a par
refinancing of debt before 2020.
The report is available to Moody's subscribers at:
https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1003824
WHITING PETROLEUM: S&P Assigns 'BB' Rating on New $750MM Sr. Notes
------------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'BB'
issue-level rating and '5' recovery rating to Whiting's proposed
$750 million senior unsecured notes due 2023 and its proposed $1
billion convertible notes due 2020. At the same time, S&P lowered
its ratings on Whiting's existing senior unsecured notes to 'BB'
from 'BB+' and removed them from CreditWatch, where S&P placed them
with negative implications on July 16, 2014. All of Whiting's
unsecured debt, including the assumed Kodiak Oil & Gas notes, has a
recovery rating of '5', indicating S&P's expectation of modest (the
high end of the 10% to 30% range) recovery in the event of a
payment default.
At the same time, S&P affirmed its 'BB+' corporate credit rating on
Whiting, S&P's 'BBB' issue-level and '1' recovery ratings on the
company's senior secured debt, and S&P's 'BB-' issue-level and '6'
recovery rating on its subordinated notes. The rating outlook
remains negative.
Whiting Petroleum announced a registered 35 million share offering,
which S&P estimates could raise net proceeds of about $1.25
billion. The company also announced a proposed $750 million senior
unsecured notes offering and a $1 billion convertible notes
offering. Whiting plans to use proceeds from all three issues to
repay outstanding borrowings under its credit facility.
"Although the proposed transactions will significantly boost
near-term liquidity and modestly improve credit ratios, we expect
Whiting's leverage will remain high for the rating over the next
one to two years as the company outspends our estimate of operating
cash flows," said Standard & Poor's credit analyst Stephen
Scovotti.
S&P based its ratings on its assessment of Whiting's "satisfactory"
business risk, "significant" financial risk, and "adequate"
liquidity.
The negative outlook reflects S&P's view that credit measures will
be weak for the rating over the next one to two years, but improve
in 2017 as oil prices recover under S&P's price deck assumptions.
WILLACY COUNTY: S&P Cuts Rating on 2011 Revenue Bonds to 'CCC+'
---------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating on
Willacy County Local Government Corp. (LGC), Texas' series 2011
taxable project revenue bonds to 'CCC+' from 'BBB' and removed the
rating from CreditWatch, where it was placed with negative
implications Feb. 24, 2015. The outlook is negative.
Following a prison disturbance that significantly damaged the
facility and caused the relocation of the entire prison population,
or more than 2,800 inmates, Standard & Poor's had placed the rating
on CreditWatch with negative implications so as to determine the
damages the facility sustained and the operational impact. Since
then, S&P has been informed of the Federal Bureau of Prisons'
(FBOP) intent to cancel, for convenience, their contract with
Management & Training Corp. (MTC).
The FBOP's action affects S&P's assessment of the corporation's
ability to operate, and subsequently make annual debt service
payments. A first lien on and pledge of facility revenues derived
from the facility's operation secure the bonds. Therefore, in
S&P's view, and consistent with our rating definitions, S&P
believes that the FBOP's action has now left the bonds vulnerable
to nonpayment, as the LGC is now dependent upon favorable business,
financial, and economic conditions to meet its financial commitment
on the obligation. Although S&P believes the LGC's financial
commitment appears to be unsustainable in the long term, S&P
believes that the issuer may not face a payment crisis over the
next 12 months, given the access to available funds including the
debt service reserve to support debt service payments.
"The negative outlook reflects our concern with the facility's
available cash balance and future cash flows, which the corporation
now depends on to make debt service payments in the short term,"
said Standard & Poor's credit analyst Ann Richardson. "The outlook
also reflects our view that the issuer's ability to meet debt
obligations over the following 12 months could be diminished if
other available funds prove insufficient to make debt service
payments and the debt service reserve fund is drawn down," Ms.
Richardson added.
S&P could lower the rating during the one-year outlook period if
estimated available cash projections to pay annual debt service
fall short, placing additional speculation on the issuer's capacity
to meet its financial commitments on the obligations in the near
term, such that specific default scenarios are envisioned over the
next 12 months. S&P could also lower the rating if another
contract is not secured, or a sustainable plan to restore
operations has not come to fruition within the outlook period. Any
weakening of the corporation's credit quality or, in S&P's view,
its willingness and ability to continue to service its obligations
would likely result in a proportionate downgrade. S&P could revise
the outlook to stable if project revenues derived from operations
are produced that S&P believes reduces the likelihood of a near
term payment crisis.
WOMETCO DE PUERTO RICO: Voluntary Chapter 11 Case Summary
---------------------------------------------------------
Debtor: Wometco de Puerto Rico, Inc.
aka Baskin Robbins
aka Dunkin Donuts
PO Box 9044
San Juan, PR 00908
Case No.: 15-02264
Nature of Business: Ice cream specialty shops
Chapter 11 Petition Date: March 27, 2015
Court: United States Bankruptcy Court
District of Puerto Rico (Old San Juan)
Judge: Hon. Edward A Godoy
Debtor's Counsel: Charles Alfred Cuprill, Esq.
CHARLES A CURPILL, PSC LAW OFFICE
356 Calle Fortaleza, Second Floor
San Juan, PR 00901
Tel: 787 977-0515
Email: cacuprill@cuprill.com
Total Assets: $5.6 million
Total Liabilities: $22.1 million
The petition was signed by Michael S. Brown, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
A copy of the petition is available for free at:
http://bankrupt.com/misc/prb15-02264.pdf
WPCS INTERNATIONAL: Kevin Coyle Quits as Director
-------------------------------------------------
As part of an ongoing corporate restructuring, Kevin Coyle resigned
from the Board of Directors of WPCS International Incorporated on
March 20, 2015. Mr. Coyle expressed no disagreements with the
Company, according to a Form 8-K report filed with the Securities
and Exchange Commission.
About WPCS International Incorporated
WPCS -- http://www.wpcs.com/-- operates in two business segments
including: (1) providing communications infrastructure contracting
services to the public services, healthcare, energy and corporate
enterprise markets worldwide; and (2) developing a Bitcoin trading
platform.
As reported by the TCR on Feb. 7, 2014, WPCS appointed Marcum LLP
as its new independent registered public accounting firm.
CohnReznick LLP resigned on Dec. 20, 2013.
WPCS International incurred a net loss attributable to common
shareholders of $11.2 million for the year ended April 30, 2014,
as compared with a net loss attributable to common shareholders of
$6.91 million for the year ended April 30, 2013.
As of Jan. 31, 2015, the Company had $14.8 million in total assets,
$14.8 million in total liabilities and a $36,000 total deficit.
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: Effects a 1-for-2 Reverse Common Stock Split
------------------------------------------------------------
XRpro Sciences, Inc., filed a Certificate of Amendment to the
Second Amended and Restated Certificate of Incorporation which
effected a 1-for-2 reverse stock split of the Company's common
stock, effective as of 5:00 p.m. on March 25, 2015, according to a
document filed with the Securities and Exchange Commission.
About XRpro Sciences, Inc.
XRpro Sciences, Inc., formerly known as Caldera Pharmaceuticals
Inc. -- http://www.xrpro.com/-- 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.
XRPro Sciences reported a net loss applicable to common stock of
$569,000 in 2014 following a net loss applicable to common stock of
$5.88 million in 2013.
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.
[*] Bankruptcy Filings in Napa 31% Lower in 2014
------------------------------------------------
The U.S. Bankruptcy Court in Santa Rosa said that bankruptcy
filings in Napa County, California, dropped 31% to 203 in 2014,
from 296 in 2013, Jennifer Huffman at Napa Valley Register reports.
According to Napa Valley Register, last year's bankruptcies
include: (a) 53 Napa County Chapter 13 filings, compared with 73 in
2013; (b) 147 local Chapter 7 filings, compared with 219 in 2013;
and (c) three Chapter 11 filings, from three in 2013. Napa Valley
Register relates that while attorney Chuck Gravett, Esq., said that
these three main causes of bankruptcy -- divorce, medical problems,
and job loss -- haven't gone away, attorney Ronda Connor, Esq.,
agreed that bankruptcy filings "are way down," because, besides the
economy improving, Obamacare will also make a difference, as those
who might have faced huge medical bills likely have more protection
with the new coverage.
[*] Capital Restructure Gets Refinancing for California Project
---------------------------------------------------------------
Capital Restructure Group, a Chapter 11 advisor, has announced the
funding of a $1 million refinance of a residential project in
Bakersfield, California.
The firm was retained by the property owner in early 2014 to be the
lead strategist to formulate the reorganization plan and negotiate
the commercial loan modification of a $4.5 million portfolio whose
loans had matured and that the developer had been unable to
refinance.
Capital Restructure was also hired as lead bankruptcy strategist
and to interface with legal counsel and to manage the day to day
operations of the Chapter 11 in order to reorganize the company's
debts.
Capital Restructure wrote the reorganization plan and disclosure
statement restructuring the banks mortgages and instituted a
negotiating strategy resulting in the bank modifying the commercial
loan under terms and conditions acceptable to the developer.
Approximately eight months after the reorganization plan written by
Capital Restructure was confirmed, the Chapter 11 advisor
refinanced the first $1 million of the portfolio with a 4.5% bank
loan.
Capital Restructure Group --
http://www.capitalrestructuregroup.com/-- is an expert in CMBS
loan modifications, commercial loan modifications, and business
debt restructures. The company has negotiated the restructure and
modification of loans for over 30 years with banks and financial
institutions nationwide.
Capital Restructure consults to real estate developers, real estate
investors and business owners throughout the U.S. Its principals
have restructured their own businesses and real estate projects
through Chapter 11 and bring a combined 125 years of real estate
development, investment and finance experience to the table for
their clients.
[*] Downtown Akron Facing Rising Vacancy Rates, Foreclosures
------------------------------------------------------------
John Harper, writing for Cleveland.com, reports that downtown
Akron, Ohio, is facing rising vacancy rates, a string of
foreclosures and tax delinquencies. The report says that the
Summit County has foreclosed two nightclub buildings near Canal
Park in the last two months for unpaid taxes.
Cleveland.com says that Main Street Partners, which owns five
buildings, owes $82,165.10 in outstanding taxes, but no foreclosure
proceedings have been announced, and the company has agreed to
payment plans.
According to Cleveland.com, the latest foreclosures and occupancy
data from the Downtown Akron Partnership signal financial trouble
in the downtown strip. The market for restaurants and nightlife
appears to be oversaturated, the report states, citing real estate
broker Bob Smith, who represents downtown clients in tax appeal
cases.
Cleveland.com, citing the Partnership, relates that occupancy in
downtown Akron has dropped in recent years. According to the
report, vacancy rate in downtown spaces increased to 18.03 percent
in the first half of 2014 from 16.2 percent in 2013, while retail
and entertainment venues increased -- two new nightlife
destinations, three new retail stores and a new restaurant in
2014.
Mr. Smith said that many of his clients aren't making enough money
as they fight over new University of Akron students living
downtown, Cleveland.com states. The report quoted Mr. Smith as
saying, "Number one, the students aren't spending any money. The
restaurant owners can't get their check averages up."
Struggles over county property appraisals add to business owners'
frustrations, Cleveland.com states, citing Mr. Smith. "We
currently have seven or eight different tax appeals going on right
now. It's having a huge negative effect," the report quoted him as
saying.
[*] State Rep. Ron Sandack Wants to Allow Ch 9 for Illinois Cities
------------------------------------------------------------------
State Rep. Ron Sandack, R-Downer's Grove, is sponsoring House Bill
298, which would allow Illinois municipalities to seek
reorganization under Chapter 9 of the U.S. bankruptcy Code, Mark
Fitton at Illinois News Network reports.
According to Illinois News Network, Rockford Mayor Larry Morrissey,
who insisted that his city is not considering bankruptcy, described
the dire situation some cities are facing due to shrinking property
tax bases, property tax caps, unfunded mandates and pension costs.
The report quoted him as saying, "Local city councils should not be
in the position at the end of the day of deciding whether to pay a
police officer on the street or pay a bond holder. Simply put, if
cities are put in a position where they can’t pay all of their
bills, this provision will provide the best -- amongst not a lot of
good -- but the best way to help cities continue to provide public
services to citizens while protecting our ability to access the
financial markets and provide fairness to all creditors."
Illinois News Network relates that The Civic Federation president
Laurence Msall agreed many cities are in a bind, and told the House
of Judiciary Committee that "even relatively affluent
municipalities have reported that over 100 percent of their
property tax levy is now going to pay their pension funds, forcing
them to find other revenue sources for basic municipal services."
The Federation could only support letting Illinois municipalities
seek Chapter 9 if the communities had to go through a strong
gatekeeper level, Illinois News Network states, citing Mr. Msall.
Illinois News Network says that the Fraternal Order of Police,
Police Benevolent & Protective Association, Associated Fire
Fighters of Illinois, and Service Employees International Union
oppose the Bill.
Outgoing Illinois Finance Authority chairperson William Brandt,
Illinois News Network reports, said that Illinois may not need a
municipal bankruptcy option and it certainly does not need it very
often, and advised the Legislature proceed with caution, as "giving
(the access to file) blanket authority will come back to haunt you
in terms of municipal bond interest rates." Only if municipalities
first proceed through a mandatory gatekeeper, and only if a
short-term period of state-supervised restructuring and recovery
fails should municipalities be allowed to seek bankruptcy, the
report states, citing Mr. Brandt.
[*] Trent Rosenthal Joins Burleson LLP as Partner in Houston
------------------------------------------------------------
Trent Rosenthal, who has practiced bankruptcy law for nearly three
decades, has joined Burleson LLP as a partner in the Houston
location.
Mr. Rosenthal will oversee Burleson's strategic alliances with
other leading firms across the country that are designed to deliver
broader, more customized bankruptcy and restructuring services to
companies in a diverse range of industries.
Mr. Rosenthal, who is Board Certified in Business Bankruptcy Law by
the Texas Board of Legal Specialization, focuses his practice on
reorganizations, insolvencies, work-outs, creditors'/landlords'
rights, and real estate issues. He represents oil and gas
companies, banks, factoring companies, asset-based lenders, trade
creditors, landlords, and unsecured creditors' committees, as well
as companies in other industries.
Mr. Rosenthal also represents debtors in Chapter 11 cases and
handles various bankruptcy litigation matters. He has acted as an
operating Chapter 11 trustee for real estate owners and developers
as well as insolvent companies.
Managing partner Rick Burleson said Mr. Rosenthal's addition
underscores the firm's commitment to providing skills and
capabilities that extend beyond the firm's traditional expertise in
the oil and gas sector.
"Trent is a highly regarded attorney who truly understands
bankruptcy law and has an unwavering focus on the big picture," Mr.
Burleson explained. "Whether a client is considering a
reorganization or looking to get out ahead of a potential problem,
Trent can build the right strategy to position the company well for
the future. He will further strengthen our corporate law practice
in general and take our bankruptcy and restructuring practice to a
whole new level."
Mr. Rosenthal said Mr. Burleson's approach to serving clients is a
primary reason he decided to join.
"Burleson delivers the agility and responsiveness of a small firm
backed by the depth of knowledge and capabilities of a large firm,"
Mr. Rosenthal explained. "That's a great combination for clients
and attorneys alike, and I'm looking forward to working with other
lawyers who are committed to providing value, efficiency, skills,
and insight to the companies we serve."
Mr. Rosenthal is AV rated by Martindale-Hubbell. He earned an
undergraduate degree from the University of Texas at Austin and a
law degree from South Texas College of Law in Houston.
About Burleson LLP
Burleson LLP -- www.burlesonllp.com -- is a full-service corporate
law firm that serves clients in a diverse range of industries.
Known for its expertise in energy -- and with a presence in every
major North American producing region -- the firm also represents
companies in matters that include litigation, mergers and
acquisitions, tax, regulatory, real estate, bankruptcy and
restructuring, finance, insurance, and labor and employment.
[] Trent Rosenthal Joins Burleson's Houston Office as Partner
-------------------------------------------------------------
Burleson LLP on March 26 disclosed that Trent Rosenthal, who has
practiced bankruptcy law for nearly three decades, has joined the
firm as a partner in the Houston location.
Additionally, he will oversee Burleson's strategic alliances with
other leading firms across the country that are designed to deliver
broader, more customized bankruptcy and restructuring services to
companies in a diverse range of industries.
Mr. Rosenthal, who is Board Certified in Business Bankruptcy Law by
the Texas Board of Legal Specialization, focuses his practice on
reorganizations, insolvencies, work-outs, creditors'/landlords'
rights, and real estate issues. He represents oil and gas
companies, banks, factoring companies, asset-based lenders, trade
creditors, landlords, and unsecured creditors' committees, as well
as companies in other industries.
Mr. Rosenthal also represents debtors in Chapter 11 cases and
handles various bankruptcy litigation matters. He has acted as an
operating Chapter 11 trustee for real estate owners and developers
as well as insolvent companies.
Managing partner Rick Burleson said Rosenthal's addition
underscores the firm's commitment to providing skills and
capabilities that extend beyond the firm's traditional expertise in
the oil and gas sector.
"Trent is a highly regarded attorney who truly understands
bankruptcy law and has an unwavering focus on the big picture,"
Burleson explained. "Whether a client is considering a
reorganization or looking to get out ahead of a potential problem,
Trent can build the right strategy to position the company well for
the future. He will further strengthen our corporate law practice
in general and take our bankruptcy and restructuring practice to a
whole new level."
Mr. Rosenthal said Burleson's approach to serving clients is a
primary reason he decided to join.
"Burleson delivers the agility and responsiveness of a small firm
backed by the depth of knowledge and capabilities of a large firm,"
Mr. Rosenthal explained. "That's a great combination for clients
and attorneys alike, and I'm looking forward to working with other
lawyers who are committed to providing value, efficiency, skills,
and insight to the companies we serve."
Mr. Rosenthal is AV rated by Martindale-Hubbell. He earned an
undergraduate degree from the University of Texas at Austin and a
law degree from South Texas College of Law in Houston.
About Burleson LLP
Burleson LLP -- http://www.burlesonllp.com/-- is a full-service
corporate law firm that serves clients in a diverse range of
industries. Known for its expertise in energy -- and with a
presence in every major North American producing region -- the firm
also represents companies in matters that include litigation,
mergers and acquisitions, tax, regulatory, real estate, bankruptcy
and restructuring, finance, insurance, and labor and employment.
With its broad-based corporate capabilities and mid-market rates,
Burleson LLP delivers the kind of high-quality, high-value, highly
efficient legal services demanded by businesses in and out of the
energy industry.
[^] BOND PRICING: For The Week From March 2 to 6, 2015
------------------------------------------------------
Company Ticker Coupon Bid Price Maturity Date
------- ------ ------ --------- -------------
AES Corp/VA AES 7.75 103.086 10/15/2015
Allen Systems
Group Inc ALLSYS 10.5 34 11/15/2016
Allen Systems
Group Inc ALLSYS 10.5 34 11/15/2016
Alpha Natural
Resources Inc ANR 6 28.5 6/1/2019
Alpha Natural
Resources Inc ANR 9.75 42.062 4/15/2018
Alpha Natural
Resources Inc ANR 3.75 36.25 12/15/2017
Altegrity Inc USINV 14 38 7/1/2020
Altegrity Inc USINV 13 37.625 7/1/2020
Altegrity Inc USINV 14 37.625 7/1/2020
American Eagle
Energy Corp AMZG 11 31.75 9/1/2019
American Eagle
Energy Corp AMZG 11 39 9/1/2019
Arch Coal Inc ACI 7 28.305 6/15/2019
Arch Coal Inc ACI 7.25 27 6/15/2021
Arch Coal Inc ACI 9.875 35.4 6/15/2019
BPZ Resources Inc BPZR 8.5 19 10/1/2017
Bear Stearns
Cos LLC/The JPM 5.85 100.15 8/15/2029
Bear Stearns
Cos LLC/The JPM 5.55 99.491 2/15/2024
Bear Stearns
Cos LLC/The JPM 5.43 100 10/15/2029
Caesars Entertainment
Operating Co Inc CZR 10 19.5 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 12.75 16.733 4/15/2018
Caesars Entertainment
Operating Co Inc CZR 10 18.75 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 6.5 33 6/1/2016
Caesars Entertainment
Operating Co Inc CZR 10.75 22.5 2/1/2016
Caesars Entertainment
Operating Co Inc CZR 5.75 32.5 10/1/2017
Caesars Entertainment
Operating Co Inc CZR 10 20.15 12/15/2015
Caesars Entertainment
Operating Co Inc CZR 5.75 12 10/1/2017
Caesars Entertainment
Operating Co Inc CZR 10.75 8.75 2/1/2016
Caesars Entertainment
Operating Co Inc CZR 10 19.375 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 10.75 24 2/1/2016
Caesars Entertainment
Operating Co Inc CZR 10 18 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 10 19.375 12/15/2018
Cal Dive
International Inc CDVI 5 10 7/15/2017
Champion
Enterprises Inc CHB 2.75 0.25 11/1/2037
Chassix Holdings Inc CHASSX 10 8.75 12/15/2018
Chassix Holdings Inc CHASSX 10 8.75 12/15/2018
Colt Defense LLC /
Colt Finance Corp CLTDEF 8.75 31.745 11/15/2017
Colt Defense LLC /
Colt Finance Corp CLTDEF 8.75 32.875 11/15/2017
Colt Defense LLC /
Colt Finance Corp CLTDEF 8.75 32.875 11/15/2017
Dana Holding Corp DAN 6.5 103 2/15/2019
Deluxe Corp DLX 7 101.989 3/15/2019
Dendreon Corp DNDN 2.875 71.64 1/15/2016
E*TRADE
Financial Corp ETFC 6.375 107.485 11/15/2019
Endeavour
International Corp END 12 23.25 3/1/2018
Endeavour
International Corp END 12 1.5 6/1/2018
Endeavour
International Corp END 5.5 1.409 7/15/2016
Endeavour
International Corp END 12 23 3/1/2018
Endeavour
International Corp END 12 23 3/1/2018
Energy Conversion
Devices Inc ENER 3 7.875 6/15/2013
Energy Future
Intermediate
Holding Co LLC /
EFIH Finance Inc TXU 10 9.75 12/1/2020
Energy Future
Intermediate
Holding Co LLC /
EFIH Finance Inc TXU 10 10 12/1/2020
Energy Future
Intermediate
Holding Co LLC /
EFIH Finance Inc TXU 6.875 3.84 8/15/2017
Exide Technologies XIDE 8.625 1.57 2/1/2018
Exide Technologies XIDE 8.625 3.265 2/1/2018
Exide Technologies XIDE 8.625 3.265 2/1/2018
FBOP Corp FBOPCP 10 1.843 1/15/2009
FairPoint
Communications
Inc/Old FRP 13.125 1.879 4/2/2018
Fleetwood
Enterprises Inc FLTW 14 3.557 12/15/2011
Ford Motor Credit
Co LLC F 3 98.921 3/20/2018
GT Advanced
Technologies Inc GTAT 3 32.25 10/1/2017
Gymboree Corp/The GYMB 9.125 42.502 12/1/2018
Hartford Life
Insurance Co HIG 4.7 89.5 6/15/2015
Hercules Offshore Inc HERO 10.25 34 4/1/2019
Hercules Offshore Inc HERO 8.75 30 7/15/2021
Hercules Offshore Inc HERO 8.75 32.25 7/15/2021
Hercules Offshore Inc HERO 10.25 33.5 4/1/2019
Las Vegas Monorail Co LASVMC 5.5 3.227 7/15/2019
Lehman Brothers
Holdings Inc LEH 5 12.375 2/7/2009
Lehman Brothers Inc LEH 7.5 9.125 8/1/2026
MF Global
Holdings Ltd MF 6.25 32 8/8/2016
MF Global
Holdings Ltd MF 3.375 32 8/1/2018
MF Global
Holdings Ltd MF 1.875 32 2/1/2016
MModal Inc MODL 10.75 10.125 8/15/2020
Milagro Oil & Gas Inc MILARG 10.5 75 5/15/2016
Molycorp Inc MCP 6 12.391 9/1/2017
Molycorp Inc MCP 3.25 16.75 6/15/2016
Molycorp Inc MCP 5.5 18 2/1/2018
Morgan Stanley MS 3.32236 99.65 3/12/2015
NII Capital Corp NIHD 10 56 8/15/2016
OMX Timber Finance
Investments II LLC OMX 5.54 25.125 1/29/2020
Powerwave
Technologies Inc PWAV 2.75 0.125 7/15/2041
Powerwave
Technologies Inc PWAV 1.875 0.125 11/15/2024
Powerwave
Technologies Inc PWAV 1.875 0.125 11/15/2024
Protective Life
Secured Trusts PL 2.66 99.788 3/10/2015
Prudential
Financial Inc PRU 2.52 99.75 3/10/2015
Quicksilver
Resources Inc KWKA 9.125 9 8/15/2019
Quicksilver
Resources Inc KWKA 11 13.938 7/1/2021
RAAM Global Energy Co RAMGEN 12.5 42.79 10/1/2015
RadioShack Corp RSH 6.75 9.125 5/15/2019
RadioShack Corp RSH 6.75 94.125 5/15/2019
RadioShack Corp RSH 6.75 8.75 5/15/2019
Resolute Energy Corp REN 8.5 29.25 5/1/2020
Sabine Oil & Gas Corp SOGC 7.25 28.9 6/15/2019
Sabine Oil & Gas Corp SOGC 9.75 36 2/15/2017
Sabine Oil & Gas Corp SOGC 7.5 27 9/15/2020
Sabine Oil & Gas Corp SOGC 7.5 27.25 9/15/2020
Sabine Oil & Gas Corp SOGC 7.5 27.25 9/15/2020
Samson Investment Co SAIVST 9.75 32.5 2/15/2020
Saratoga
Resources Inc SARA 12.5 13.9 7/1/2016
Savient
Pharmaceuticals Inc SVNT 4.75 0.225 2/1/2018
TMST Inc THMR 8 10.562 5/15/2013
Terrestar
Networks Inc TSTR 6.5 10 6/15/2014
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 15 16.5 4/1/2021
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 15 14.8 4/1/2021
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 10.5 8.375 11/1/2016
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 10.5 8.25 11/1/2016
Tunica-Biloxi
Gaming Authority PAGON 9 59.75 11/15/2015
Walter Energy Inc WLT 9.875 12.25 12/15/2020
Walter Energy Inc WLT 8.5 11.968 4/15/2021
Walter Energy Inc WLT 9.875 12.25 12/15/2020
Walter Energy Inc WLT 9.875 12.25 12/15/2020
*********
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 ***