/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150527.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, May 27, 2015, Vol. 19, No. 147 Headlines AFRODITI LEDSTROM: Suit Against LVBS et al. Stays in Bankr. Court ALCO STORES: Files Form of Liquidating Trust Agreement ALCO STORES: Sells Store #166 Adjacent Property for $50,000 ALCO STORES: Taxing Authorities Object to Liquidating Plan ALLIED NEVADA: Court Sets June 24 as Claims Bar Date ALLIED NEVADA: Creditor Questions Propriety of Asset Sale ALLIED NEVADA: U.S. Trustee Amends Equity Committee Members ALLIED NEVADA: Westchester, LBP File Disclosure Objections AMERICAN EAGLE: Seeks to Use Noteholders' Cash Collateral ASR CONSTRUCTORS: June 9 Hearing on 2nd Amended Plan Outline ASSOCIATED WHOLESALERS: McGladrey LLP OK'd to Provide Tax Services BUILDING #19: Panel, Elovitz Parties Ink $1.2-Mil. Settlement CAVU/ROCK PROPERTIES: Rulings in Rift With Gold Star Affirmed CLAIRE'S STORES: Files Conflicts Minerals Disclosure Report COLLAVINO CONSTRUCTION: Committee Balks at Compensation of P&A COMMUNITY HOME: Ch.11 Trustee Files First Amended Plan CORINTHIAN COLLEGES: De Minimis Asset Sale Protocol Approved CORINTHIAN COLLEGES: Needs Until July 6 to File Schedules CORINTHIAN COLLEGES: Proposes Miscellaneous Asset Sale Protocol CORINTHIAN COLLEGES: Rejects 31 Campus, Office Leases DANA HOLDING: Moody's Alters Outlook to Positive & Affirms Ba3 CFR DENDREON CORP: Parties Submitted Limited Objections to Plan DIOCESE OF GALLUP: Proposes to Sell Land to Pay Victims DORAL FINANCIAL: Files Schedules of Assets and Liabilities DORAL FINANCIAL: Wants Court to Set July 10 as Claims Bar Date EVERYWARE GLOBAL: Court Approves Kirkland & Ellis as Attorney EVERYWARE GLOBAL: Court Approves Pachulski as Co-Counsel FIVE S PLUS: Can Hire L. Laramie Henry as Attorney FRESH PRODUCE: Court OKs Sale of Assets to Original Founders GENERAL STEEL: Posts $74.1 Million Net Loss in First Quarter GEORGETOWN MOBILE: Directed to Immediately File Schedules GEORGETOWN MOBILE: Files May 11-Dec. 31, 2015 Budget GEORGETOWN MOBILE: Secured Creditor Objects to First Day Motions GEORGETOWN MOBILE: U.S. Trustee Forms Creditors Committee GOLDEN COUNTY: Proposes KCC as Claims and Noticing Agent GOLDEN COUNTY: Seeks Joint Administration of Ch. 11 Cases GOLDEN COUNTY: Seeks to Tap $12.7-Mil. DIP Loan from PNC Bank GT ADVANCED: Will-Mor Appointed as Committee Member HORNED DORSET: Files Schedules of Assets and Debt IMRIS INC: Case Summary & 20 Largest Unsecured Creditors J.M. HUBER: Moody's Raises CFR to Ba1, Outlook Stable JUPITER RESOURCES: S&P Revises Outlook to Neg. & Affirms 'B+' CCR KEYSTONE MANAGEMENT II: Court Rules in Trustee Case v. Mining Co. LAS AMERICAS: Amends Schedules of Assets and Liabilities MAGNETATION LLC: Has Authority to Pay $27.5M to Critical Vendors MCK MILLENIUM: Court Narrows Trustee Suit Against Key Bank et al NATROL INC: Can Hire Kucchar & Co. as Indian Counsel NEW LOUISIANA: Belfor USA’s Motion to Compel Assumption Denied NEW LOUSIANA: Marcus & Millichap OK'd as Committee Consultant NEW LOUSIANA: Palm Terrace Debtors Win OK to Hire SLIB OSI OUTSOURCING: Bid to Dismiss "Labbe" Suit Granted PARK MERIDIAN: Court Approves Frazier & Deeter as Tax Preparer PROTOM INTERNATIONAL: Has Interim OK to Tap $713K of DIP Loans PUTNAM ENERGY: Court Approves Heller Draper as Chapter 11 Counsel RECOVERY CENTERS: Says Ombudsman Not Needed in Ch. 11 Case RECOVERY CENTERS: Seeks to Use BofA Cash Collateral RESIDENTIAL CAPITAL: Objection to Sharpe Claim Overruled RL ADKINS: 5th Cir. Affirms Ruling on Baker Hughes 1111(b) Claim SABINE OIL: Moody's Lowers CFR to C, Outlook Negative SANTA CRUZ BERRY: Case Summary & 20 Largest Unsecured Creditors SANTA CRUZ BERRY: Grower-Shipper Files for Chapter 11 in San Jose SIMPLY FASHION: Gets Approval to Hire Prime Clerk as Claims Agent SIMPLY FASHION: Gets Final OK to Appoint Soneet R. Kapila as CRO SIMPLY FASHION: Hilco Real Approved as Real Estate Consultants SOBELMAR ANTWERP: Can Use HSH Nordbank’s Cash Collateral STANDARD REGISTER: US Trustee to Continue Meeting on June 9 THETA MICROELECTRONICS: Case Summary & 20 Top Unsecured Creditors TROCOM CONSTRUCTIONS: Creditor Wants Stay Lifted to Purse Suits VIPER VENTURES: Files Schedules of Assets and Liabilities WET SEAL: Judge Extends Deadline to Remove Suits to July 14 ********* AFRODITI LEDSTROM: Suit Against LVBS et al. Stays in Bankr. Court ----------------------------------------------------------------- The United States District Court for the District of Nevada denied defendant 1531 LVBS, LLC's motion for withdrawal of the reference for adversary proceeding Case No. 14-01082-MKN to the Bankruptcy Court, in the case docketed as YVETTE WEINSTEIN, Chapter 11 Trustee, et al., Plaintiffs, v. 1531 LVBS, LLC, a Nevada limited liability company, LV CABARET SOUTH, LLC, a Nevada limited liability company, et al., Defendants, CASE NO. 2:14-CV-1176-JAD, BANKR. NO. 12-11672-MKN, BANK. ADV. NO. 14-01082-MKN. District Judge Jennifer A. Dorsey refused to withdraw the reference because the Bankruptcy Court was more familiar with the long-pending matter and had yet to determine whether the Defendant 1531 LVBS' adversary proceeding was a core or non-core matter. A copy of the Judge Dorsey's April 22, 2015 Order Denying Defendants' Motion for Withdrawal of the Reference to the Bankruptcy Court (#1), is available at http://is.gd/JeWHdrfrom Leagle.com. Afroditi Ledstrom, In Re, represented by Terry V. Leavitt. Yvette Weinstein, Plaintiff, represented by Douglas D. Gerrard, Gerrard, Cox & Larsen & Sheldon A. Herbert, Gerrard Cox & Larsen. Aristotelis Eliades, Plaintiff, represented by Alexander G LeVeque -- aleveque@sdfnvlaw.com -- SOLOMON DWIGGINS & FREER, LTD. & Dana A. Dwiggins -- ddwiggins@sdfnvlaw.com -- SOLOMON DWIGGINS FREER & MORSE, LTD.. 1531 LVBS, LLC, Movant, represented by John F. O'Reilly, O'Reilly Law Group, LLC & Timothy Ryan O'Reilly, O'Reilly Law Group. Aristotle Holding, LP, Respondent, represented by George P Kelesis, Bailus Cook & Kelesis, Ltd. & Mark B Bailus, Bailus Cook & Kelesis Ltd. Pete The Greek, LLC, Respondent, represented by George P Kelesis, Bailus Cook & Kelesis, Ltd. & Mark B Bailus, Bailus Cook & Kelesis Ltd. Dolores Eliades, Intervenor Plaintiff, represented by Lisa A Rasmussen, Law Office of Lisa Rasmussen. As reported by the Troubled Company Reporter, owners of the business entities OGE, OGEAD, and Aristotle Holdings who hold various property interests in the Olympic Garden adult entertainment club in Las Vegas commenced litigation against each other in Nevada state court in December 2009. One of the owners is debtor Afroditi Ledstrom, who filed her chapter 11 petition (Bankr. D. Nev. Case No. 12-11672) on February 14, 2012. On May 4, 2012, the state court action was removed to the bankruptcy court. On August 21, 2013, Defendant 1531 entered into an Agreement to purchase the assets and real property constituting the OG Club from OGE and OGEAD subject to the bankruptcy court's approval. On August 22, 2013, Defendants deposited earnest money into escrow, but failed to close escrow under the terms of the agreement, prompting the adversary proceeding. The Chapter 11 trustee is represented by: Douglas D. Gerrard, Esq. Sheldon A. Herbert, Esq. GERRARD COX & LARSEN 2450 St Rose Pkwy Henderson, NV 89074 Tel: 702-796-4000 1531 LVBS, LLC, and LV Cabaret South, LLC, are represented by: John F. O'Reilly, Esq. Timothy Ryan O'Reilly, Esq. O'REILLY LAW GROUP 325 S. Maryland Pkwy Las Vegas, NV 89101-5300 Tel: (702) 382-2500 Fax: (702) 384-6266 E-mail: info@oreillylawgroup.com Aristotelis Eliades and OG Eliades Ad, LLC,, Intervenor Plaintiffs, are represented by: Dana A. Dwiggins, Esq. SOLOMON DWIGGINS FREER & MORSE, LTD. 9060 West Cheyenne Avenue Las Vegas, NV 89129 Tel: 702-997-7714 Toll free: 800-671-9908 Fax: 702-853-5485 ALCO STORES: Files Form of Liquidating Trust Agreement ------------------------------------------------------ ALCO Stores, Inc., et al. filed a supplement for their First Amended Plan of Liquidation. The plan supplement contains the form of the liquidating trust agreement to be entered with the proposed liquidating trustee, Anthony Saccullo, Esq. of Saccullo Business Consulting, LLC. The Liquidating Trustee will be discharged and the Liquidating Trust will be terminated at such time as (i) all disputed claims have been resolved; (ii) all of the Assets have been liquidated; (iii) all duties and obligations of the liquidating trustee have been fulfilled; (iv) all distributions required under the Plan have been made; and (v) the Debtors' Chapter 11 cases have been closed; provided, however, that in no event shall the Liquidating Trust be dissolved later than three years from the Effective Date unless the Bankruptcy Court, upon motion within the six-month period prior to the third anniversary (or the end of any extension period approved by the Bankruptcy Court), determines that a fixed period extension not to exceed one year is necessary to facilitate or complete the recovery and liquidation of the assets. Beginning at the Effective Date, the Liquidating Trustee will be employed and compensated on a monthly basis at $25,000 per month for the first two months following the Effective Date and $10,000 per month thereafter. The Trustee will also be entitled to reimbursement of reasonable expenses. A copy of the Plan Supplement is available for free at: http://bankrupt.com/misc/Alco_Stores_Liq_Trust_Agreement.pdf June 2 Confirmation Hearing ALCO Stores, Inc., et al., are slated to seek confirmation of their plan of liquidation on June 2, 2015 at 9:30 a.m. The Court set a May 22 deadline for ballots and written objections to confirmation of the Plan. ALCO Stores, Inc., et al., on April 7, 2015 filed their First Amended Plan of Liquidation. According to the explanatory Disclosure Statement, holders of secured claims will recover 100%, holders of general unsecured claims will recover 1% to 15%, and holders of equity interests won't receive anything. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/AlcoStores_1st_Am_DS.pdf The Official Committee of Unsecured Creditors says it supports confirmation of the First Amended Plan of Liquidation. About ALCO Stores ALCO Stores, Inc., operates 198 stores in 23 states throughout the central United States. ALCO offers 35,000 items at its stores, which are located at smaller markets usually not served by other regional or national broad line retail chains. The company was founded in 1901 as a general merchandising operation in Abilene, Kansas. ALCO is a public company, and its common stock is quoted on the NASDAQ National Market tier of the NASDAQ Stock Market under the ticker symbol "ALCS." ALCO Stores and ALCO Holdings LLC sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Lead Case No. 14-34941) in Dallas, Texas, on Oct. 12, 2014, with plans to let liquidators conduct store closing sales or sell the business to a going-concern buyer. Judge Stacey G. Jernigan presides over the Chapter 11 cases. As of July 2014, ALCO Stores had assets totaling $222 million and liabilities totaling $162 million. The bulk of the liabilities was total debt outstanding under a credit facility with Wells Fargo Bank, National Association, of which the aggregate outstanding was $104.2 million as of the Petition Date. The Debtor received court approval to sell some of its real estate along with store leases. The Debtors have DLA Piper LLP (US) as counsel, Houlihan Lokey Capital, Inc., as financial advisor, and Prime Clerk LLC as claims and noticing agent. Michael Moore has been named consultant to the Debtors. The official committee of unsecured creditors tapped Cooley LLP as bankruptcy counsel; the Law Office of Judith W. Ross serves as local counsel; and Glassratner Advisory & Capital Group as financial advisor. ALCO STORES: Sells Store #166 Adjacent Property for $50,000 ----------------------------------------------------------- ALCO Stores, Inc., and ALCO Holdings, LLC, filed a motion seeking authority from the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, to sell certain real property adjacent to store #166 in Ogallaha, Nebraska, to Bomgaars Supply, Inc., for $50,000. Vincent P. Slusher, Esq., at DLA PIPER LLP (US), in Dallas, Texas, asserts that sound business reasons exist to justify private sales of the Assets. The Assets were actively marketed by A&G Realty Partners, LLC, and the Debtors, and as a result of the active marketing efforts, the Debtors and A&G found third-party purchasers interested in acquiring the Assets. It is not likely that additional marketing or an auction process with respect to the Assets would result in greater value to the estate, Mr. Slusher tells the Court. The Adjacent Property is adjacent to Store #166, which is current leased by Bomgaars, thus the Adjacent Property is therefore uniquely valuable to Bomgaars, Mr. Slusher says. The Debtors, in connection with the sale of the Adjacent Property, have also executed a Patronage Assignment Agreement, whereby they negotiated for the sale and assignment of their Associated Wholesale Grocer Patronage Certificate #32846 to DGS-Acquisitions, LLC, for $318,045. The Debtors are represented by: Vincent P. Slusher, Esq. Andrew Zollinger, Esq. DLA PIPER LLP (US) 1717 Main Street, Suite 4600 Dallas, TX 75201 Tel: (214) 743-4500 Fax: (972) 813-6267 Email: vince.slusher@dlapiper.com andrew.zollinger@dlapiper.com -- and -- Thomas R. Califano, Esq. Daniel G. Egan, Esq. DLA PIPER LLP (US) 1251 Avenue of the Americas New York, NY 10020 Tel: (212) 335-4500 Fax: (212) 335-4501 Email: thomas.califano@dlapiper.com daniel.egan@dlapiper.com About ALCO Stores ALCO Stores, Inc., operates 198 stores in 23 states throughout the central United States. ALCO offers 35,000 items at its stores, which are located at smaller markets usually not served by other regional or national broad line retail chains. The company was founded in 1901 as a general merchandising operation in Abilene, Kansas. ALCO is a public company, and its common stock is quoted on the NASDAQ National Market tier of the NASDAQ Stock Market under the ticker symbol "ALCS." ALCO Stores and ALCO Holdings LLC sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Lead Case No. 14-34941) in Dallas, Texas, on Oct. 12, 2014, with plans to let liquidators conduct store closing sales or sell the business to a going-concern buyer. Judge Stacey G. Jernigan presides over the Chapter 11 cases. As of July 2014, ALCO Stores had assets totaling $222 million and liabilities totaling $162 million. The bulk of the liabilities was total debt outstanding under a credit facility with Wells Fargo Bank, National Association, of which the aggregate outstanding was $104.2 million as of the Petition Date. The Debtor received court approval to sell some of its real estate along with store leases. The Debtors have DLA Piper LLP (US) as counsel, Houlihan Lokey Capital, Inc., as financial advisor, and Prime Clerk LLC as claims and noticing agent. Michael Moore has been named consultant to the Debtors. The official committee of unsecured creditors tapped Cooley LLP as bankruptcy counsel; the Law Office of Judith W. Ross serves as local counsel; and Glassratner Advisory & Capital Group as financial advisor. * * * ALCO Stores, Inc., et al., are slated to seek confirmation of their plan of liquidation on June 2, 2015 at 9:30 a.m. Judge Stacey G. Jernigan on April 14 entered an order approving the disclosure statement explaining the Debtors' First Amended Plan of Liquidation. ALCO STORES: Taxing Authorities Object to Liquidating Plan ---------------------------------------------------------- ALCO Stores, Inc., et al.'s proposed liquidating plan is facing objections from (a) Coleman County TAD and other authorities holding claims for unpaid property taxes, (b) The Comptroller of Public Accounts of the State of Texas, (c) Spring Branch ISD, and other units seeking payment of ad valorem taxes, and (d) the State Of North Dakota Workforce Safety & Insurance ("WSI"). The Texas Comptroller, which has filed a priority tax claim in the amount of $275,656.06 for sales and use taxes resulting from an audit of the Debtors' business operations, says the Plan needs to make clear that the liquidating trustee will fully comply with Texas tax laws, including the timely filing and payment of all required postpetition returns. The Comptroller adds that the Plan should make clear that the entire amount of the Comptroller's postpetition tax debts, including all tax, interest and penalties accrued through the date of payment, will be paid in full in one lump sum when due. Coleman County TAD, holders of prepetition claims against Alco Stores, Inc. for year 2014 ad valorem real and business personal property taxes in the aggregate amount of $360,302, says their claims are secured by unavoidable, first priority, perfected liens on the Debtors' property pursuant to Texas Tax Code Section 32.01 and 32.05 and 11 U.S.C. Section 362(b)(18). They argue that when a Plan proposes to treat a secured tax claim as unimpaired, that means its claim should be paid in full with statutory interest, possibly even penalties. Spring Branch ISD, et al., which hold secured tax liens for ad valorem taxes for pre-petition and post-petition taxes for approximately $546,850, object to confirmation of the Plan to the extent that it treats their claims as anything other than secured claims. They taxing units contend that their claims are fully secured ad valorem tax claims pursuant to Texas law. The WSI, which holds a $18,220 claim on account of unpaid worker's compensation insurance premiums, notes that it is established in the 8th Circuit that North Dakota workers' compensation insurance premiums are considered an excise tax under the Bankruptcy Code. The WSI says the Plan should be amended by allowing payment in full of all of WSI's priority claim, including all premium, interest, and penalties. The Texas Comptroller is represented by: RONALD R. DEL VENTO Assistant Attorney General Chief, Bankruptcy & Collections Division Jay W. Hurst Assistant Attorney General Bankruptcy & Collections Division MC 008 P. O. Box 12548 Austin, TX 78711-2548 Telephone: (512) 475-4861 Facsimile: (512) 936-1409 Coleman County, et al., are represented by: Laurie Spindler Huffman, Esq. LINEBARGER GOGGAN BLAIR & SAMPSON, LLP 2777 N. Stemmons Fwy, Suite 1000 Dallas, TX 75207 Direct: (469) 221-5125 Tel: (214) 880-0089 Fax: (469) 221-5002 E-mail: laurie.huffman@lgbs.com WSI is represented by: Mark A. Castillo, Esq. Joshua L. Shepherd, Esq. CURTIS | CASTILLO PC 901 Main Street, Suite 6515 Dallas, TX 75202 Telephone: 214-752-2222 Facsimile: 214-752-0709 Spring Branch ISD, et al., are represented by: Eboney Cobb, Esq. Elizabeth Banda Calvo, Esq. PERDUE, BRANDON, FIELDER, COLLINS & MOTT, LLP 500 E. Border Street, Suite 640 Arlington, TX 76010 Tel: (817) 461-3344 Fax: (817) 860-6509 E-mail: ecobb@pbfcm.com June 2 Confirmation Hearing ALCO Stores, Inc., et al., are slated to seek confirmation of their plan of liquidation on June 2, 2015, at 9:30 a.m. The Court set a May 22 deadline for ballots and written objections to confirmation of the Plan. ALCO Stores, Inc., et al., on April 7, 2015 filed their First Amended Plan of Liquidation. According to the explanatory Disclosure Statement, holders of secured claims will recover 100%, holders of general unsecured claims will recover 1% to 15%, and holders of equity interests won't receive anything. A copy of the Disclosure Statement is available for free at: http://bankrupt.com/misc/AlcoStores_1st_Am_DS.pdf The Official Committee of Unsecured Creditors says it supports confirmation of the First Amended Plan of Liquidation. About ALCO Stores ALCO Stores, Inc., operates 198 stores in 23 states throughout the central United States. ALCO offers 35,000 items at its stores, which are located at smaller markets usually not served by other regional or national broad line retail chains. The company was founded in 1901 as a general merchandising operation in Abilene, Kansas. ALCO is a public company, and its common stock is quoted on the NASDAQ National Market tier of the NASDAQ Stock Market under the ticker symbol "ALCS." ALCO Stores and ALCO Holdings LLC sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Lead Case No. 14-34941) in Dallas, Texas, on Oct. 12, 2014, with plans to let liquidators conduct store closing sales or sell the business to a going-concern buyer. Judge Stacey G. Jernigan presides over the Chapter 11 cases. As of July 2014, ALCO Stores had assets totaling $222 million and liabilities totaling $162 million. The bulk of the liabilities was total debt outstanding under a credit facility with Wells Fargo Bank, National Association, of which the aggregate outstanding was $104.2 million as of the Petition Date. The Debtor received court approval to sell some of its real estate along with store leases. The Debtors have DLA Piper LLP (US) as counsel, Houlihan Lokey Capital, Inc., as financial advisor, and Prime Clerk LLC as claims and noticing agent. Michael Moore has been named consultant to the Debtors. The official committee of unsecured creditors tapped Cooley LLP as bankruptcy counsel; the Law Office of Judith W. Ross serves as local counsel; and GlassRatner Advisory & Capital Group as financial advisor. ALLIED NEVADA: Court Sets June 24 as Claims Bar Date ---------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware set June 24, 2015, at 4:00 p.m. (prevailing ET) as deadline within which creditors can file proofs of claim against Allied Nevada Gold Corp. and its debtor-affiliates. The Court also fixed Sept. 8, 2015, at 4:00 p.m. (prevailing ET) as last day for governmental units to file their claims. The original proofs of claim must be delivered in person, by courier service, by hand delivery, or by mail so as to be actually received by Prime Clerk on or before the applicable Bar Date at: Allied Nevada Gold Corp. Claims Processing Center c/o Prime Clerk LLC 830 Third Avenue, 9th Floor New York, NY 10022 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 traded 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. Andrew R. Vara, Acting United States Trustee for Region 3, appointed these persons to the Committee of Equity Security Holders in connection with the case of debtor Allied Nevada Gold Corp. ALLIED NEVADA: Creditor Questions Propriety of Asset Sale --------------------------------------------------------- Brian Tuttle asks the U.S. Bankruptcy Court for the District of Delaware to bar the sale of Allied Nevada Gold Corp., et al.'s exploration properties and related assets, questioning the propriety of the sale. According to Mr. Tuttle, while "Clover Nevada LLC" is named as the Stalking Horse Bidder, the real Stalking Horse Bidder is Waterton Global Resource Management. Mr. Tuttle points out that, according to the Nevada Secretary of State's website, Clover Nevada LLC has only one managing member, Elko Mining Group LLC, and has only one managing member listed, Richard J. Wells. Mr. Wells, Mr. Tuttle further points out, is presently the Chief Financial Officer of Waterton Global Resource Management, which is listed as a contact for the Buyer in the Asset Purchase. Mr. Tuttle adds that Waterton Global's Development Operations Team is largely composed of senior executives of Barrick Gold. Randy Buffington, the Debtors' chief executive officer, was a former employee of Barrick Gold, Mr. Tuttle says. Mr. Tuttle asserts that under Section 363(n) of the Bankruptcy Code, the sale of assets should be avoided until the Debtors can show the alleged appearance of impropriety does not entail conduct that would forbid the sale. Mr. Tuttle believes the sale should not be cleared by the Court, until the Debtors, as well as the Stalking Horse Bidder, can provide evidence that confirms: (i) there were no bad faith negotiations, (ii) collusion or agreements entered into that do not include arms-length transactions; (iii) and that all potential bidders were solicited. Mr. Tuttle argues that the Stalking Horse Bidder has been given an unfair advantage in the negotiations, sale of the estate's assets and bid protections. He asserts that the Debtors have failed to prove that that the fiduciary duty to protect and maximize the estate's assets by obtaining the highest price or greatest overall benefit of the estate was not breached. Mr. Tuttle, appearing pro se, may be reached at: Brian Tuttle 3424 Belmont Blvd. Sarasota, FL 34232 Tel: (941) 328-9015 Email: K6v9581k3@gmail.com 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 traded 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. Andrew R. Vara, Acting United States Trustee for Region 3, appointed these persons to the Committee of Equity Security Holders in connection with the case of debtor Allied Nevada Gold Corp. ALLIED NEVADA: U.S. Trustee Amends Equity Committee Members ----------------------------------------------------------- Andrew R. Vara, Acting United States Trustee for Region 3, amended the membership of the Committee of Equity Security Holders appointed in the case of debtor Allied Nevada Gold Corp.: 1. James Anderson P.O. Box 884432 Sioux Falls, SD Tel: (605) 338-0483 2. John Connor Tel: (310) 773-0708 3. Ajay Maskar Tel: (916) 365-5765 4. Michael Richey Tel: (704) 560-6218 5. Michael Willingham Tel: (281) 974-6933 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 traded 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. Andrew R. Vara, Acting United States Trustee for Region 3, appointed these persons to the Committee of Equity Security Holders in connection with the case of debtor Allied Nevada Gold Corp. ALLIED NEVADA: Westchester, LBP File Disclosure Objections ---------------------------------------------------------- Westchester Fire Insurance Company and LBP Holdings Ltd. have submitted objections to the disclosure statement explaining Allied Nevada Gold Corp., et al.'s plan of reorganization. LBP Holding, on behalf of itself and other investors, as reflected in the action entitled LBP Holdings Ltd., v. Allied Nevada Gold Corp., et al., CV-14-50851300CP (Ontario Superior Court of Justice), commenced a putative class action proceeding seeking $80 million in damages due to misrepresentations relating the May 2013 secondary offering from the Debtor. LBP asserts that the Debtors should clarify: -- With respect to its Class 8 Subordinated Claims, the Disclosure Statement should expressly state that the Plan will not extinguish any rights a holder of subordinated securities claims may have against existing insurance maintained by the Debtors as well as directors and officers of the Debtors and auditors and underwriters of the Debtors associated with the May 2013 secondary offering. -- With respect to its Class 10 Existing Equity Interest Claims, the Disclosure Statement should state that if the Class of Holders of Existing Equity Interests vote in favor of or against the Plan, the Holder's vote will not be deemed to settle, cancel, or extinguish any claim(s) the Holder may have against the Debtor's directors and officers, auditors and underwriters associated with a claim for misrepresentations associated with the May 2013 secondary offering. Westchester Fire Insurance Company provided the Debtors over $52 million in commercial surety bonds to provide and maintain financial assurance to provide regulatory agencies with funds if the Debtors default on their continuing environmental obligations. Westchester claims that the Disclosure Statement does not provide adequate information as required by 11 U.S.C. Sec. 1125(a)(1) and (b) because it does not describe the role of that surety relationship in the reorganization process. LBP Holding is represented by: Andrew J. Morganti MORGANTI LEGAL 169 King Street East, 3d Floor Toronto, Ontario M5A 1J4 Tel: (647) 344-1900 E-mail: amorganti@morgantilegal.com Westchester is represented by: Tobey M. Daluz, Esq. Leslie C. Heilman, Esq. BALLARD SPAHR LLP 919 N Market Street, 11th Floor Wilmington, DE 19801 Tel: (302) 252-4440 Fax: (302) 252-4466 E-mail: daluzt@ballardspahr.com heilmanl@ballardspahr.com - and - W. Blaine Early, III, Esq. William T. Gorton III, Esq. Elizabeth Lee Thompson, Esq. STITES & HARBISON PLLC 250 West Main Street, Suite 2300 Lexington, KY 40507-1758 Tel: (859) 226-2300 Fax: (859) 253-9144 E-mail: bearly@stites.com wgorton@stites.com ethompson@stites.com The Chapter 11 Plan A hearing on the adequacy of the disclosure statement explaining Allied Nevada Gold Corp., et al.'s plan of reorganization will be held before Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware on June 1, 2015, at 10:30 a.m. (prevailing Eastern Time). The Debtors' Plan incorporates the terms of the prepetition plan support agreement reached by the Debtors with holders of at least 67% of the aggregate outstanding principal amount of the Notes and 100% of the Holders of Secured ABL Claims and Secured Swap Claims. Pursuant to the plan support agreement, each Holder of an Allowed Secured ABL Claim will receive (i) its Pro Rata share of the Secured ABL/Swap Cash Payments not made prior to the Effective Date and (ii) an amount of New First Lien Term Loans in an aggregate principal amount equal to (A) the amount of allowed claims pursuant to Section 2.7(b) of the Plan minus (B) the amount paid in cash in respect of the Secured ABL Claims pursuant to clause (i) of Section 2.7(c) of the Plan. In addition, for the avoidance of doubt, any unpaid amounts owed to the holders of Secured ABL Claims pursuant to Section 11 of the DIP Facility Order will be due and payable in cash on the Effective Date. Each Holder of an Allowed Secured Swap Claim will receive (i) its Pro Rata share of the Secured ABL/Swap Cash Payments not made prior to the Effective Date and (ii) an amount of New First Lien Term Loans in an aggregate principal amount equal to (A) the amount of allowed claims pursuant to Section 2.8(b) of the Plan minus (B) the amount paid in cash in respect of the Secured Swap Claims pursuant to clause (i) of Section 2.8(c) of the Plan. In addition, for the avoidance of doubt, any unpaid amounts owed to the holders of Secured Swap Claims pursuant to Section 11 of the DIP Facility Order will be due and payable in cash on the Effective Date. Under the Plan, holders of notes claim who elect to receive new common stock will recover 2% to 37% of their allowed claim, while holders of notes claim who elect to receive cash will recover 2.4% to 100% of their allowed claim. Holders of general unsecured claims are unimpaired and are deemed to recover 100% of their allowed claim. A full-text copy of the Disclosure Statement dated April 24, 2015, is available at: http://bankrupt.com/misc/ALLIEDds0424.pdf About Allied Nevada Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a publicly traded U.S.-based gold and silver producer engaged in mining, developing and exploring properties in the State of Nevada. ANV's common stock trades on the NYSE and the TSX. ANV was spun off from Vista Gold Corp. in 2006 and began operations in May 2007. Nevada-based mining properties acquired from Vista include the Hycroft Mine, an open-pit heap leach operation located 54 miles west of Winnemucca, Nevada. ANV controls 75 exploration properties throughout Nevada as of Dec. 31, 2014. On March 10, 2015, ANV and 13 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The Debtors have requested that their cases be jointly administered under Case No. 15-10503. The cases are assigned to Judge Mary F. Walrath. The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer & Feld LLP as attorneys; FTI Consulting Inc. as financial advisor; Moelis & Company as financial advisor; and Prime Clerk LLC as claims and noticing agent. ANV disclosed $941 million in total assets and $664 million in total debt as of Dec. 31, 2014. The U.S. trustee appointed three creditors of the company to serve on the official committee of unsecured creditors. AMERICAN EAGLE: Seeks to Use Noteholders' Cash Collateral --------------------------------------------------------- American Eagle Energy Corporation and AMZG, Inc., seek authority from the U.S. Bankruptcy Court for the District of Colorado to use cash collateral securing their prepetition indebtedness from U.S. Bank National Association, as trustee and collateral agent for the holders of the 11.0% Senior Secured Notes due 2019. As of the Petition Date, the Debtors were indebted to the secured parties under the prepetition notes documents in the aggregate amount of not less: (i) $175,000,000 in aggregate principal amount; (ii) all accrued and unpaid interest; and (iii) additional amounts owed under the prepetition notes documents. According to Elizabeth A. Green, Esq., at Baker & Hostetler, LLP, in Orlando, Florida, in order to continue operations and allow for a successful reorganization and/or sale of the Debtors' assets on a going concern basis, the Debtors will require the use of funds on hand and funds to be received. The Debtors believe those funds are subject to a lien in favor of the Secured Parties. Pursuant to the Prepetition Notes Documents, the Debtors granted to the Secured Parties a security interest in and continuing lien on all of the Debtors' assets and property, including the Cash Collateral. As adequate protection for the use of cash collateral, the Debtors propose to grant the secured parties replacement liens and an administrative expense claim. A full-text copy of the Cash Collateral Motion with Budget is available at http://bankrupt.com/misc/AEEdip0511.pdf About American Eagle Littleton, Colorado-based American Eagle Energy Corporation is engaged in the acquisition, exploration and development of oil and gas properties. The Company is primarily focused on extracting proved oil reserves from those properties. American Eagle Energy Corporation and its wholly-owned subsidiary, AMZG, Inc., filed on May 8, 2015, voluntary petitions (Bankr. D. Colo., Case No. 15-15073). The case is assigned to Judge Howard R. Tallman. The Debtors are represented by Elizabeth A. Green, Esq., at Baker & Hostetler LLP, in Orlando, Florida. ASR CONSTRUCTORS: June 9 Hearing on 2nd Amended Plan Outline ------------------------------------------------------------ Judge Mark Houle will hold a hearing June 9, 2015, at 2:00 p.m., to consider approval of the disclosure statement explaining AS Constructors, Inc., et al.'s Second Amended Chapter 11 Liquidating Plan. According to the latest iteration of the disclosure statement, the purpose of the plan is to liquidate, collect and make distributions in respect of any allowed claims against the Debtors' estates. Because there are competing liens and claims against the Debtors' assets some of which are the subject of the Gotte Avoidance Action, plan distributions to general unsecured claims cannot be made until the Gotte Avoidance Action (Gotte Electric, Inc. v. ASR Constructors, Inc., Federal Insurance Company, Another Merdian, LLC and Inland Machinery, Inc., pending as Adversary Case No. 6:13-ap-01402-MH) is resolved either through a settlement or Court order. The Plan provides that upon the Effective Date, the property of the Debtors' estates will vest in each of the Debtors and, in accordance with the Plan, be transferred to a creditors' trust for each of the debtors' estates which will be managed separately by the disbursing agent. The disbursing agent will (i) wind down and complete the remaining ASR projects, (ii) liquidate the remaining real property owned by Meridian and (iii) liquidate the remaining equipment owned by Inland using the same auction procedures that have been previously approved by the Court. The funds generated will be held in a creditors' trust for each estate subject to the disputed liens in the estates pending resolution of any and all avoidance actions, including the Gotte Avoidance Action, either through agreement by the parties to the litigation or further Court order. A copy of the Second Amended Disclosure Statement dated May 12, 2015, is available at: http://bankrupt.com/misc/ASR_Const_2nd_Am_DS.pdf * * * The Court previously scheduled a May 19 hearing but later approved a stipulation continuing the disclosure statement hearing and Chapter 11 status conference to June 9. About ASR Constructors ASR Constructors, Inc., filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-25794) on Sept. 20, 2013. The petition was signed by Alan Regotti as president. ASR disclosed $17,647,556 in assets and $18,901,467 in liabilities as of the Chapter 11 filing. Judge Mark D. Houle presides over the case. James C. Bastian, Jr., Esq., at Shulman Hodges & Bastian, LLP, serves as the Debtor's counsel. The Law Office of John D. Mannerino serves as corporate counsel to the Debtor. Rodgers, Anderson, Malody & Scott LLP CPAs serves as accountant to the Debtor. Two affiliates -- Another Meridian Company, LLC and Inland Machinery, Inc. -- also filed Chapter 11 petitions. ASSOCIATED WHOLESALERS: McGladrey LLP OK'd to Provide Tax Services ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware authorized ADI Liquidation Inc., fka AWI Delaware Inc., et al., to employ McGladrey LLP to provide tax preparation, tax consulting and auditing services, nunc pro tunc to the date of the engagement agreements. The firm is expected to, among other things: a) perform agreed upon procedures for annual cigarette tax reporting for Maryland; b) audit the financial statements of the Nell's Inc. Salary Savings Plan, the AWI/White Rose Salary Savings Plan, the AWI Bargaining Employees Salary Savings Plan and the Third Restated DiGiorgio Retirement Plan, and preparing reports in connection with same; and c) prepare various federal and state tax returns for each Debtor, including Forms 5500 for the AWI Health and Welfare Plan, the White Rose Non-Union Health Plan, the White Rose Non-Union Life Insurance Plan and the White Rose Union Health and Welfare Plan. McGladrey LLP will also provide additional support services for certain of the Debtors' employee benefit plans. The Debtor will compensate the firm in this manner: a. Engagement Agreement for Maryland Cost of Doing Business Taxes: McGladrey's fees for this Service will be a flat fee of $2,500 for each year, plus reimbursement of expenses. In addition, in the event the Debtors require McGladrey to prepare a report, such report will be billed at McGladrey's standard hourly rates. The estimated fee for preparation of this report is $3,000 per year. b. Engagement Agreements for Audits of the Nell's Inc. Salary Savings Plan, the AWI/White Rose Salary Savings Plan and the AWI Bargaining Employees Salary Savings Plan: McGladrey's fees for these Services will be a flat fee of $15,000 per plan, plus reimbursement of out-of-pocket expenses. In addition, the fee for performing auditing services for the plans for the year ending Dec. 31, 2015 will be $15,500 per plan, plus reimbursement of out-of- pocket expenses. These flat fees are subject to increase in the event the Debtors, among other things, fail to timely respond to inquiries or complete client assistance requests. The fees for these Services will be paid by the Debtors' estates to the extent such fees cannot be assessed against the relevant salary savings plan. c) Engagement Agreement for Audit of Third Restated DiGiorgio Retirement Plan: McGladrey's fees for this Service will be a flat fee of $20,000, plus reimbursement of out-of-pocket expenses. In addition, the fee for performing auditing services for the Plan for the year ending Dec. 31, 2015 will be $21,000, plus reimbursement of out-of-pocket expenses. These flat fees are subject to increase in the event the Debtors, among other things, fail to timely respond to inquiries or complete client assistance requests. These fees will further be paid by the Third Restated DiGiorgio Retirement Plan. d) Engagement Agreement for Tax Preparation and Consulting Services: McGladrey's fees for these Services will be as follows: -- For the fiscal year ending Aug. 1, 2014, $54,000, plus $3,300 for preparation of the Form 5500's. -- For the fiscal year ending July 31, 2015, $56,000, plus $3,500 for preparation of the Form 5500's. The Debtors are also responsible for overhead charges equal to 5% of McGladrey's fees for various expenses, including computer charges, technology resources, photocopying, delivery, clerical assistance and other administrative expenses. The Debtors may further incur additional charges in connection with miscellaneous tax consulting services, services related to ongoing audits, adjustments to journal entries, purchase price allocation issues and such other services as to the Debtors may reasonably request. Fees for these Services will be based on these hourly rates: Designation Hourly Rate ----------- ----------- Partner $550 Senior Manager $360 Manager, SALT Services $350 Manager $315 Supervisor $260 Senior Associate $200 Associate $150 On Sept. 5, 2014, McGladrey received a pre-payment in the amount of $116,800 from the Debtors for its Services. Pending this Court's approval of this Application, and notwithstanding anything to the contrary in the Engagement Agreements, McGladrey will apply this payment to cover any fees incurred for Services rendered McGladrey completes its Services, McGladrey will refund the unused portion of the pre-payment to the Debtors. The Debtors assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. About Associated Wholesalers Founded in 1962 and headquartered in Robesonia, Pennsylvania, Associated Wholesalers Inc. serviced 800 supermarkets, specialty stores, convenience stores and superettes with grocery, meat, produce, dairy, frozen foods and general merchandise/health and beauty care products. AWI, with distribution facilities in Robesonia, Pennsylvania, and York, Pennsylvania, served the mid-Atlantic United States. AWI is owned by its 500 retail members, who in turn operate supermarkets. AWI had 1,459 employees. White Rose Inc. is a food wholesaler and distributor serving the greater New York metropolitan area. The company traces its origins to 1886, when brothers Joseph and Sigel Seeman founded Seeman Brothers & Doremus to provide grocery deliveries throughout New York City. White Rose carries out its operations through three leased warehouse and distribution centers, two of which are located in Carteret, New Jersey, and one in Woodbridge, New Jersey. White Rose has 777 employees. Associated Wholesalers and its affiliates sought Chapter 11 bankruptcy protection on Sept. 9, 2014, to sell their assets under 11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and better offers. The Debtors have sought joint administration of their Chapter 11 cases for procedural purposes, seeking to maintain all pleadings on the case docket for AWI Delaware, Inc., Bankr. D. Del. Case No. 14-12092. As of the Petition Date, the Debtors owe the Bank Group (consisting of lenders, Bank of America, N.A., Bank of American Securities LLC as sole lead arranger and joint book runner, Wells Fargo Capital Finance, LLC as joint book runner and syndication agent, and RBS Capita, as documentation agent) an aggregate principal amount of not less than $131,857,966 (inclusive of outstanding letters of credit), plus accrued interest. The Debtors estimate trade debt of $72 million. AWI Delaware disclosed $11,440 in assets and $125,112,386 in liabilities as of the Chapter 11 filing. Saul Ewing LLP and Rhoads & Sinon LLP are serving as legal advisors to the Debtors, Lazard Middle Market is serving as financial advisor, and Carl Marks Advisors is serving as restructuring advisor to AWI. Carl Marks' Douglas A. Booth has been tapped as chief restructuring officer. Epiq Systems serves as the claims agent. The Official Committee of Unsecured Creditors tapped to retain Hahn & Hessen LLP as its lead counsel; Pepper Hamilton LLP as its co-counsel; and Capstone Advisory Group, LLC, together with its wholly-owned subsidiary Capstone Valuation Services, LLC, as its financial advisors. The Troubled Company Reporter, on Nov. 5, 2014, reported that the Bankruptcy Court authorized Associated Wholesalers, which changed its name to AWI Delaware, Inc., prior to the approval of the sale, to sell substantially all of its assets, including their White Rose grocery distribution business, to C&S Wholesale Grocers, Inc. The C&S purchase price consists of the lesser of the amount of the bank debt, which totals about $18.1 million and $152 million, plus other liabilities, which amount is valued at $194 million. C&S, according to Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, ended up paying $86.5 million more cash to be anointed as the winner at the auction. AWI Delaware notified the Bankruptcy Court on Nov. 12, 2014, that closing occurred in connection with the sale of their assets to C&S. AWI Delaware subsequently changed its name to ADI Liquidation, Inc., following the closing of the sale. BUILDING #19: Panel, Elovitz Parties Ink $1.2-Mil. Settlement ------------------------------------------------------------- Building #19, Inc., et al., and the Official Committee of Unsecured Creditors jointly ask the U.S. Bankruptcy Court for the District of Massachusetts, Eastern Division, to approve a settlement agreement with William Elovitz, Gerald Elovitz, certain family members of William and Gerald, certain entities owned or controlled by members of the Elovitz family, and Beth Cohen. The contemplated settlement will result, among other things, in (i) the waiver and release of all claims by the Elovitz Parties, (ii) the waiver by the Elovitz Parties of all alleged liens and security interests in and to property of the Debtors' bankruptcy estates, (iii) the payment by the Elovitz Parties to the Debtors' bankruptcy estates of the sum of $1,200,000, and (iv) the liquidation and payment of all claims filed by Cohen in the amount of $600,000, subject to potential upward adjustment if not paid by June 30, 2015. The Committee's counsel, Jeffrey D. Sternklar, Esq., at Jeffrey D. Sternklar LLC, in Boston, Massachusetts, tells the Court that litigation would be neither easy, quick nor inexpensive and a trial likely would not begin for many months if not years, while appeals of those trials likely would consume additional years and money. In the meantime, creditors would be waiting interminably before seeing "dime one" from these Debtors, Mr. Sternklar says. This significant delay in recovery, even in the best of circumstances, together with the costs and risks of this complex litigation, weighs heavily in favor of approval of the proposed settlement, Mr. Sternklar asserts. Mr. Sternklar says the Committee is mindful both that the creditors' interests are "paramount" and, as yet, not vindicated. The Committee, he says, believes allowed unsecured claims may well be in the range of $5 million. None of the creditors will receive anything until litigation is concluded, he tells the Court. The Motion is scheduled for hearing on June 11, 2015, at 2:00 p.m. The deadline for the submission of objections is June 9. In light of the settlement, U.S. Bankruptcy Judge Frank J. Bailey cancelled the status conference that was scheduled for May 26. A full-text copy of the Settlement Agreement dated May 22, 2015, is available at http://is.gd/CZVa4n. The Debtors are represented by: Harold B. Murphy, Esq. D. Ethan Jeffery, Esq. MURPHY & KING, PROFESSIONAL CORPORATION One Beacon Street Boston, MA 02108-3107 Tel: (617) 423-0400 Fax: (617) 556-8985 Email: hmurphy@murphyking.com EJeffery@murphyking.com The Committee is represented by: Jeffrey D. Sternklar, Esq. JEFFREY D. STERNKLAR LLC 225 Franklin Street, 26th Floor Boston, MA 02110 Tel: 617-396-4515 Fax: 617-507-6530 Email: jeffrey@sternklarlaw.com About Building #19 Building #19, Inc., and its affiliates sought protection under Chapter 11 of the Bankruptcy Code on Nov. 1, 2013 (Bankr. D. Mass. Case No. 13-16429). The other debtors are (a) Paperworks #19, Inc., Case No. 13-16430; (b) Beth's Basics, Inc., Case No. 13-16433; (c) Furniture #19, Inc., Case No. 13-16431; (d) PB&J Kids #19, Inc., Case No. 13-16434; and (e) Footwear #19 Plus, Inc. Case No. 13-16432. Donald Ethan Jeffery, Esq., and Harold B. Murphy, Esq., at Murphy & King, Professional Corporation, in Boston, Massachusetts, serve as the Debtors' bankruptcy counsel. The Tron Group, LLC, serve as their financial advisers. The U.S. Trustee for Region 1 appointed five members to the official committee of unsecured creditors. The law firm Jeffrey D. Sternklar LLC and Jeffrey D. Sternklar serves as its counsel. Newburg & Company LLP is the financial advisor to the Committee. CAVU/ROCK PROPERTIES: Rulings in Rift With Gold Star Affirmed ------------------------------------------------------------- District Judge Robert L. Pitman affirmed the bankruptcy court's rulings and final judgment in the case captioned GOLD STAR CONSTRUCTION, INC., Appellant/Cross-Appellee, v. CAVU/ROCK PROPERTIES PROJECT I, LLC, Appellee/Cross-Appellant, NO. 5:14-CV-00987-RP (W.D. Tex.). Both parties appealed a previous judgment of the United States Bankruptcy Court for the Western District of Texas, San Antonio Division (the "Bankruptcy Court") in an adversary proceeding. Cavu/Rock Properties Project I, LLC ("Cavu/Rock") asserted that the Bankruptcy Court erred in (1) finding Gold Star Construction, Inc. ("Gold Star") holds an allowed, unsecured claim in the amount of $743,382.29; and (2) denying Cavu/Rock attorney's fees and costs. Gold Star asserted the Bankruptcy Court erred by (1) denying Gold Star's Motion to Transfer Venue; (2) failing to apply the doctrine of judicial estoppel with respect to Cavu/Rock's position on the value of Cavu/Rock's residential housing development in Bakersfield, California (the "Property"); (3) failing to apply the doctrine of res judicata with respect to Cavu/Rock's presentation of evidence on the value of the Property; and (4) finding Gold Star's lien to be invalid and of no effect. In his April 21, 2015 memorandum and order available at http://is.gd/pxJRK9from Leagle.com, Judge Pitman found that the Bankruptcy Court's judgment in the adversary proceeding should be affirmed in all respects. Thus, Judge Pitman: -- affirmed the Bankruptcy Court's order denying Gold Star's Motion to Transfer Venue -- affirmed the Bankruptcy Court's order granting Cavu/Rock's Motion for Partial Summary Judgment -- affirmed in all respects the Bankruptcy Court's Memorandum Opinion on Plaintiff's Complaint to Avoid Lien and Objection to Claim dated August 27, 2014. Cavu/Rock Properties Project I, LLC, In Re, Cavu/Rock Properties Project I, LLC, Appellee, and Cavu/Rock Properties Project I, LLC, Cross Appellant, represented by William Brand Kingman, Law Offices of William B. Kingman. Gold Star Construction, Inc., Appellant, and Gold Star Construction, Inc., Cross Appellee, represented by Deborah Colleen Simmons Riherd, Devlin Naylor & Turbyfill, PLLC, Donald L. Turbyfill, Devlin, Naylor & Turbyfill, P.L.L.C. & R. Lee Turbyfill, Devlin, Naylor & Turbyfill, PLLC. About Cavu/Rock Properties Project I, LLC Cavu/Rock Properties Project I LLC, was created to develop a real estate project in Bakersfield, California. It sought bankruptcy (Bankr. W.D. Tex. Case No. 13-51905) in San Antonio, Texas, on July 19, 2013, and sued a development partner to avoid a purported mechanics lien. The San Antonio-based company estimated as much as $10 million in assets and as much as $50 million in debt. The Debtor sued Gold Star in an effort to knock out a mechanics lien of about $1.1 million that Gold Star claimed to have for unpaid invoices. Judge Craig A. Gargotta presides over the case. The Law Offices of William B. Kingman, Esq., serves as the Debtor's counsel. A list of the Company's largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/txwb13-51905.pdf The petition was signed by Paul E. Krause, manager. CLAIRE'S STORES: Files Conflicts Minerals Disclosure Report ----------------------------------------------------------- Claire's Stores, Inc., said it has reviewed its entire product line and determined that tin and gold, which are included under the definition of "Conflict Minerals", are necessary to the functionality or production of some of its products, primarily jewelry. In 2014, Claire's contracted for the manufacture of products containing the above Conflict Minerals but did not directly manufacture products containing the Conflict Minerals. Claire's implemented a Conflict Minerals Policy by taking the following steps in fiscal year 2013: 1. A Conflict Minerals requirement was added to the Company's Vendor Policy, which delineates the contractual requirements of doing business with Claire's. Specifically, vendors are required to undertake reasonable due diligence within their supply chains to ensure that Conflict Minerals are being sourced from mines and smelters that do not contribute to the funding of armed groups within the Conflict Region. 2. A separate communication was sent to all of Claire's vendors stating the Company's support of ending the human rights abuses associated with the mining of Conflict Minerals from the Conflict Region. Conflict Minerals Disclosure: Claire's conducted a good faith country of origin inquiry of its vendors regarding the origin of Conflict Minerals used in the production of its products. The inquiry was conducted by means of a survey that was sent to its vendors. The survey was based on the EICC-GeSI template in order to determine whether those Conflict Minerals present in the Company's products originated in the Democratic Republic of the Congo or an adjoining country or arose from recycled or scrap sources. Claire's reviewed the responses received from vendors, and contacted the vendors whose survey was incomplete to gather additional information. The survey results revealed that Claire's Conflict Minerals either arose from scrap or recycled sources or originated from countries other than the Democratic Republic of the Congo or adjoining countries. Based on all of the responses received, the Company has no reason to believe that the Conflict Minerals may have originated in the Democratic Republic of the Congo or an adjoining country. About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of Jan. 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. Claire's reported a net loss of $212 million for the fiscal year ended Jan. 31, 2015, compared to a net loss of $65.3 million for the fiscal year ended Feb. 1, 2014. As of Jan. 31, 2015, Claire's Stores had $2.45 billion in total assets, $2.78 billion in total liabilities, and a $332 million stockholders' deficit. * * * As reported by the TCR on April 13, 2015, Moody's Investors Service downgraded Claire's Corporate Family Rating (CFR) to Caa2 from Caa1. The downgrade of Claire's ratings reflect continued weak operating performance and deterioration of its liquidity profile. The TCR reported in April 2015 that Standard & Poor's Ratings Services lowered its corporate credit rating on Claire's Stores Inc. to 'CCC' from 'B-'. "The rating action reflects our belief that Claire's could violate its financial covenant under its revolving credit facility in the upcoming quarters, given continuously weak operating trends," said credit analyst Mariola Borysiak. COLLAVINO CONSTRUCTION: Committee Balks at Compensation of P&A -------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of Collavino Construction Company Inc., and Collavino Construction Company Limited, objected, on a limited basis, to certain aspects of the proposed retention and professional compensation sought for the employment of Peckar & Abramson P.C. According to the Committee, P&A's application is, in part, confusing when it comes to the compensation to be paid to P&A. It is also completely devoid of any discussion regarding how P&A's employment in the CCCL case will impact the terms of its eployment in the CCCI case. The Committee submitted that the terms of P&A's employment must be uniform such that: a) P&A must receive one agreed fee for its work in these cases; b) the contingency arrangement must constitute the sole compensation to P&A for its services in both cases; and c) the carve-out amounts must include at least professional administrative fees and expenses in the cases and allowed unsecured creditors claims. CCCL, in an amended application, requested that the U.S Bankruptcy Court for the Southern District of New York authorize the employment of P&A as special counsel nunc pro tunc to the Petition Date. CCCL said that the relief requested in the original application is amended and superseded by the amended application. By order of the Court dated Nov. 25, 2014, the Court approved the retention of P&A as special counsel to CCCI, effective as of the CCCI Petition Date. Pursuant to an order of the Court dated Feb. 18, 2015, CCCL's Chapter 11 case is jointly administered for procedural purposes only with the CCCI's pending chapter 11 case. CCCL tapped P&A as special counsel on a contingent fee basis because P&A has served as general construction counsel to the Debtor for several years and has been heavily involved in all aspects of the Debtor's thus far unsuccessful attempt to resolve the WTC Claim arising out of the WTC Contract for the WTC Project with the Port Authority. In that regard, the WTC Claim is the primary asset of the Debtor"s estate that will be used to satisfy the claims of the Debtor, CCCI and CCCI's trade creditors. The Debtor requests that P&A continue to render professional services including, but not limited to: a) presenting and prosecuting the WTC Claim against the Port Authority to recover the additional costs, damages and any other sums due and owing to CCCL and its creditors for work performed on the WTC Project; and b) performing all other necessary legal services as requested by the Debtor relating to obtaining a final determination of the WTC Claim. The fee structure provides that upon receipt of any recovery by CCCL for the WTC Claim: a) P&A will be entitled to receive twenty percent (20%) of the first $10,000,000 recovered from the Port Authority on the WTC Claim; b) P&A will be entitled to receive 15% of the next $10,000,000, meaning 15% of any amount recovered between $10,000,000 and $20,000,000 on the WTC Claim, and c) P&A will be entitled to receive 10% of any amount recovered by CCCL from the Port Authority that is in excess of $20,000,000 on the WTC Claim. As reported in the Troubled Company Reporter on March 30, 2015, the Debtors said that 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 Committee is represented by: Stephen M. Packman, Esq. David W. Carickhoff, Esq. Douglas G. Leney, Esq. ARCHER & GREINER, P.C. 44 Wall Street, Suite 1285 New York, NY 10005 Tel: (212) 292-4998 Fax: (212) 461-2223 The Debtors are represented by: C. Nathan Dee, Esq. J.P. van Lent, Esq. Elizabeth M. Aboulafia, Esq. CULLEN AND DYKMAN LLP 100 Quentin Roosevelt Boulevard Garden City, NY 11530 Tel: (516) 357-3700 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 toCCCL 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. CCCL disclosed $88,418,514 in assets and $6,274,097 in liabilities as of the Chapter 11 filing. 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. COMMUNITY HOME: Ch.11 Trustee Files First Amended Plan ------------------------------------------------------ Kristina M. Johnson, the Chapter 11 trustee for debtor Community Home Financial Services, Inc., filed a First Amended Chapter 11 Plan of Liquidation for CHFS. Ms. Johnson claims to be instrumental to the arrest of former CHFS president William Dickson who is charged with stealing more than $9 million from CHFS. The Trustee has continued her probe into the missing funds and actions by Mr. Dickson. On May 5, 2015, the Trustee traveled to Costa Rica to meet material witnesses and inspect properties traceable to CHFS funds. She met officials at the U.S. Embassy in Costa Rica to request their assistance in negotiating with the Costa Rican government for the release of assets that may be recoverable by the Debtor's estate. The First Amended Plan proposes to treat claims and interest as follows: -- Holders of administrative claims estimated to total $1.5 million to $2 million will recover 100%. -- Holders of secured claims, if any, will be paid in full. -- Holders of priority unsecured claims estimated at $25,600 will be paid in full. -- Holders of general unsecured claims estimated at $202,000 will be paid 100% of their allowed claims within 30 days after the Effective Date. -- Holders of litigation claims will split the $500,000 allocated for such claims. -- Holders of unsecured claims each equal to or less than $10,000 (convenience claims) estimated to total $37,000 will receive cash equal to 95% of the allowed amount of their claims on the Effective Date. -- In full satisfaction of the claims of Edwards Family Partnership("EFP") and Beher Holdings Trust ("BHT") estimated to be allowed at $25 million, the Trustee will convey or assign to EFP/BHT (i) any loan held by or owned by the Debtor, (ii) any loan which the Trustee has a right to recover due to any avoidable of the Loan, (iii) the CFHS Litigation, (iv) the REO Property, and (v) on or before 45 days after the Effective Date, the remaining cash, less $500,000 which will be retained for payment of administrative claims. In addition, at the option of EFP/BHT, the Trustee will assume and assign certain executory contracts. The percentage recovery for EFP/BHT is undetermined. -- William Dickson's claims will not be entitled to any distribution under the Plan. -- All interests in the Debtor will be cancelled and extinguished. * * * The Trustee on April 7, 2015 withdrew the original iteration of the her Chapter 11 Plan. She explained that since the filing of the Plan, she has received additional information in the course of her investigation of the Debtor's acts and financial affairs. About Community Home Community Home Financial Services, Inc., filed a Chapter 11 petition (Bankr. S.D. Miss. Case No. 12-01703) on May 23, 2012. The petition was signed by William D. Dickson, president. Community Home Financial is a specialty finance company located in Jackson, Mississippi, providing contractors with financing for their customers. CHFS operates from one central location providing financing through its dealer network throughout 25 states, Alabama, Delaware, and Tennessee. The Debtor scheduled $44.9 million in total assets and $30.3 million in total liabilities. Judge Edward Ellington presides over the case. The Debtor was first represented by Roy H. Liddell, Esq., and Jonathan Bissette, Esq., at Wells, Marble, & Hurst, PPLC as Chapter 11 counsel. Wells Marble was terminated Nov. 13, 2013. The Debtor is now being represented by Derek A. Henderson, Esq., in Jackson, Miss. In 2013, the Debtor sought to employ David Mullin, Esq., at Mullin Hoard & Brown LLP, as special counsel. On Jan. 9, 2014, Kristina M. Johnson was appointed as Chapter 11 Trustee for the Debtor. Jones Walker LLP serves as counsel to the Chapter 11 trustee, while Stephen Smith, C.P.A., acts as accountant. CORINTHIAN COLLEGES: De Minimis Asset Sale Protocol Approved ------------------------------------------------------------ Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware approved Corinthian Colleges, Inc., et al.'s protocol to govern the sale of their assets that do not exceed the $25,000 threshold. The de minimis asset sale procedures provide: * The procedures will apply only to asset sale transactions involving, in each case, the transfer of $25,000 or less in total consideration to a single buyer or related group of buyers for assets per location, as measured by the amount of cash and other consideration to be received by the Debtors on account of the assets to be sold. * The Debtors will seek offers for the Miscellaneous Assets from liquidators, competitors and other potential purchasers on or before May 8, 2015. * The Debtors will be filing a separate motion or motions with the Court seeking approval of any transaction that exceeds the $25,000 threshold (for a single buyer or group of related buyers at a single location). * After a Debtor enters into a contract or contracts, the Debtor will serve a notice of the proposed sale, and interested Parties will have twenty-four hours from transmission of the sale notice to object to the proposed sale. * If no objections are properly asserted prior to expiration of the notice period, the applicable Debtor or Debtors will be authorized, without further notice and without further Court approval, to consummate the proposed sale. * If an objection is not resolved on a consensual basis, the applicable Debtor or Debtors may schedule the proposed sale and the objection for hearing at the next available omnibus hearing date in the Chapter 11 cases. About Corinthian Colleges Corinthian Colleges, Inc., Pegasus Education, Inc., and 23 affiliated entities filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 15-10952) on May 4, 2015. The Chapter 11 petitions are being jointly administered under the caption In re: Corinthian Colleges, Inc. et al., Case No. 15-10952 (KJC). The cases are assigned to Judge Kevin J. Carey. Corinthian Colleges, Inc., was founded in February 1995, and through acquisitions became one of the largest for-profit post-secondary education companies in the United States and Canada. Corinthian Colleges, which in 2014 had more than 100 campuses all over the U.S. and Canada, sought bankruptcy protection to complete an orderly wind down of its operations. The Debtors tapped Richards, Layton & Finger, P.A., as counsel; FTI Consulting, Inc., as restructuring advisors; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. Corinthian Colleges disclosed total assets of $19.2 million and total liabilities of $143.1 million in its petition. CORINTHIAN COLLEGES: Needs Until July 6 to File Schedules --------------------------------------------------------- Corinthian Colleges, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to extend the time by which they must file their schedules of assets and liabilities, schedules of current income and current expenditures, and statements of financial affairs through and including July 6, 2015. According to Amanda R. Steele, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, completing the Schedules and Statements requires the expenditure of considerable time and effort by the Debtors' employees and advisors to collect, review and assemble copious amounts of information. Before the Petition Date, the Debtors focused primarily on the orderly wind-down of operations at their 29 schools and on preparing the necessary pleadings to commence the cases, Ms. Steele tells the Court. Given the amount of work entailed in completing their Schedules and Statements, and the competing demands upon the Debtors' personnel to address critical operational matters during the initial postpetition period and the continued wind-down of their 29 schools, the Debtors will not be in a position to properly and accurately complete the Schedules and Statements within the required 30-day period, Ms. Steele asserts. About Corinthian Colleges Corinthian Colleges, Inc., Pegasus Education, Inc., and 23 affiliated entities filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 15-10952) on May 4, 2015. The Chapter 11 petitions are being jointly administered under the caption In re: Corinthian Colleges, Inc. et al., Case No. 15-10952 (KJC). The cases are assigned to Judge Kevin J. Carey. Corinthian Colleges, Inc., was founded in February 1995, and through acquisitions became one of the largest for-profit post-secondary education companies in the United States and Canada. Corinthian Colleges, which in 2014 had more than 100 campuses all over the U.S. and Canada, sought bankruptcy protection to complete an orderly wind down of its operations. The Debtors tapped Richards, Layton & Finger, P.A., as counsel; FTI Consulting, Inc., as restructuring advisors; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. Corinthian Colleges disclosed total assets of $19.2 million and total liabilities of $143.1 million in its petition. CORINTHIAN COLLEGES: Proposes Miscellaneous Asset Sale Protocol --------------------------------------------------------------- Corinthian Colleges, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to approve a protocol to govern the sale of their assets that exceed the $25,000 threshold. The Debtors propose to provide a notice of any sale transaction and file that notice with the Court. The Sale Notices will include, among other things, a description of the assets, which clearly identifies the specific assets that are the subject of the proposed sale and their locations, and the major economic terms and conditions of the proposed sale. Amanda R. Steele, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, asserts that the Miscellaneous Sale Procedures will maximize the net value realized from sales of relatively immaterial assets. The procedures will accommodate the smooth and timely consummation of the sale of the Miscellaneous Assets, while allowing the Debtors to consummate the sales and reject the real property leases prior to June 1, 2015, which will avoid the incurrence of additional administrative rent claims under Section 365(d)(3) of the Bankruptcy Code, Ms. Steele tells the Court. About Corinthian Colleges Corinthian Colleges, Inc., Pegasus Education, Inc., and 23 affiliated entities filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 15-10952) on May 4, 2015. The Chapter 11 petitions are being jointly administered under the caption In re: Corinthian Colleges, Inc. et al., Case No. 15-10952 (KJC). The cases are assigned to Judge Kevin J. Carey. Corinthian Colleges, Inc., was founded in February 1995, and through acquisitions became one of the largest for-profit post-secondary education companies in the United States and Canada. Corinthian Colleges, which in 2014 had more than 100 campuses all over the U.S. and Canada, sought bankruptcy protection to complete an orderly wind down of its operations. The Debtors tapped Richards, Layton & Finger, P.A., as counsel; FTI Consulting, Inc., as restructuring advisors; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. Corinthian Colleges disclosed total assets of $19.2 million and total liabilities of $143.1 million in its petition. CORINTHIAN COLLEGES: Rejects 31 Campus, Office Leases ----------------------------------------------------- Corinthian Colleges, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to reject certain unexpired leases of non-residential real property after determining that the leases are not necessary in light of the Debtors' current business needs, nor are they a source of potential value for the Debtors' creditors or other parties in interest. The leases to be rejected include leases for 27 campuses, the lease for the Decatur campus, the lease for the Washington, D.C., property, and leases for two teachout locations. Absent rejection, the Leases would impose significant unnecessary ongoing obligations on the Debtors, the Debtors' counsel, Marisa A. Terranova, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, asserts. About Corinthian Colleges Corinthian Colleges, Inc., Pegasus Education, Inc., and 23 affiliated entities filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 15-10952) on May 4, 2015. The Chapter 11 petitions are being jointly administered under the caption In re: Corinthian Colleges, Inc. et al., Case No. 15-10952 (KJC). The cases are assigned to Judge Kevin J. Carey. Corinthian Colleges, Inc., was founded in February 1995, and through acquisitions became one of the largest for-profit post-secondary education companies in the United States and Canada. Corinthian Colleges, which in 2014 had more than 100 campuses all over the U.S. and Canada, sought bankruptcy protection to complete an orderly wind down of its operations. The Debtors tapped Richards, Layton & Finger, P.A., as counsel; FTI Consulting, Inc., as restructuring advisors; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. Corinthian Colleges disclosed total assets of $19.2 million and total liabilities of $143.1 million in its petition. DANA HOLDING: Moody's Alters Outlook to Positive & Affirms Ba3 CFR ------------------------------------------------------------------ Moody's Investors Service changed the rating outlook for Dana Holding Corporation to positive from stable. Moody's also affirmed the company's Corporate Family Rating at Ba3, its Probability of Default Rating at Ba3-PD, and its senior unsecured debt ratings at B2. Moody's raised the Speculative Grade Liquidity Rating to SGL-1 from SGL-2. The following rating was raised: Dana Holding Corporation -- Speculative Grade Liquidity Rating to SGL-1 from SGL-2 The following ratings were affirmed: Dana Holding Corporation -- Corporate Family Rating at Ba3; -- Probability of Default Rating at Ba3-PD; -- $350 million of Senior Notes due February 2021 at B2 (LGD5); -- $450 million of Senior Notes due September 2021 at B2 (LGD5); -- $300 million of Senior Notes due September 2023 at B2 (LGD5); -- $425 million of Senior Notes due December 2024 at B2 (LGD5) -- Sr Unsecured Shelf at (P)B2 The change in rating outlook for Dana to positive reflects operational progress being made by the company despite challenging conditions in certain of its end markets. This progress is captured by the company's general trend of improving EBITA margins despite softness in the company's top line. Margin enhancement is the result of supplier rationalization and successful restructuring initiatives. Moody's believe that the company will continue to maintain strong EBITA margins, which measured 9% (inclusive of Moody's adjustments) for the LTM period ended March 31, 2015, as a result of these cost improvements. Important considerations to an upgrade in the CFR will be continued progress in reducing its cost structure, improving its operating performance, and enhancing its ability to contend with cyclical downturns. In addition, these factors would be supported by continued discipline in return of capital to shareholders. The company maintains solid debt service capacity as captured in its EBITA / interest coverage measuring 3.7x (inclusive of Moody's adjustments), positioning it well for this factor within the Automotive Supplier methodology grid. Dana's leverage is declining towards the 3.0x area, measuring 3.1x as of March 31, 2015. Also, importantly, the company has a very good liquidity profile including a track record of generating positive free cash flow, with approximately $200 million generated during the latest twelve month period, and maintaining large balances of cash and marketable securities. The company's broad customer base which includes major vehicle manufacturers in the global automotive, commercial vehicle, and off-highway markets reflects its strong end market penetration and diversification. From an end market perspective, approximately half of the company's revenues are derived from light vehicles, about 30% from heavy duty-vehicles, and the remaining 20% from off-highway equipment. Moody's expect revenues to decline in the near-term due largely to the adverse currency impact arising from the strength of the US dollar but also to softness in certain of its end markets such as South America and off-highway equipment in Europe. However, a number of the company's end markets are seeing solid growth including US light vehicle and commercial truck markets. Moody's expects the US light vehicle market to grow 2.8% in 2015 and a further 2.4% in 2016. Moody's also expects the Class 8 truck market to continue to exhibit solid fundamentals during 2015. In Europe, which represented 30% of 2014 revenue, Moody's expect conditions to remain relatively soft. Moody's anticipates that the company will be able to generate consistent, gradual improvement in EBITA margins over the near-term even in the face of the aforementioned headwinds. Moody's expects Dana to maintain a very good liquidity profile over the next 12 months supported by cash on its balance sheet, positive free cash flow generation and availability under its $500 million ABL revolving credit facility due 2018. As of March 31, 2015, Dana had $885 million of cash and equivalents and another $165 million of marketable securities (of the combined balance, 54% was located within North America). Of these amounts, $156 million is at a subsidiary where access is subject to approval of this subsidiary's independent board member. For the LTM period ended March 31, 2015, the company generated about $200 million of free cash flow and Moody's expect the company to realize similar amounts over the next 12 to 18 months. Dana maintains an extended debt maturity profile with each of its four tranches of bonds maturing during the period from 2021 to 2024. As of March 31, 2015, Dana's ABL revolver had a borrowing base of $423 million (lower than the $500 million in total commitments) with $384 million available after accounting for outstanding letters of credit. The revolver contains a springing minimum fixed charge coverage ratio of 1.0x based on revolver availability. Moody's do not expect this financial covenant to spring over the next 12 months. Factors that could lead to higher ratings include sustained revenue growth leading to improved operating performance, generating EBITA/interest coverage consistently over 3.5x, debt/EBITDA of 3.0x or lower, and consistent positive free cash flow generation, while maintaining a very good liquidity profile. Other factors supporting an upgrade would be continued operating performance and cost structure improvements, better positioning itself to contend with the cyclicality in its industry, and continued discipline in return of capital to shareholders. Future events that have potential to drive Dana's outlook or ratings lower include the inability to win new contracts, production volume declines at the company's OEM customers, or material increases in raw materials costs that cannot be passed on to customers or mitigated by restructuring efforts resulting in EBITA/interest coverage approaching 2.0x, or debt/EBITDA over 4.0x. Other developments that could lead to a lower outlook or ratings include deteriorating liquidity or additional aggressive shareholder return policies resulting in increased leverage. The principal methodology used in these ratings was Global Automotive Supplier Industry published in May 2013. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Dana Holdings Corporation, headquartered in Maumee, Ohio, is a global manufacturer of driveline, sealing and thermal management products serving OEM customers in the light vehicle, commercial vehicle and off-highway markets. Revenue for the LTM period ended March 31, 2015 was approximately $6.5 billion. DENDREON CORP: Parties Submitted Limited Objections to Plan ----------------------------------------------------------- The Donahue Group of Ad Hoc Shareholders, Oracle America, Inc., and an individual acting pro se have submitted limited objections to Dendreon Corporation's Second Amended Plan, which is to be presented for confirmation on June 2. The Plan provides that equity holders in Class 7 will be entitled to a distribution if the holders of allowed claims in Class 3 and Class 4 receive a 100% recovery. However, the Donahue Group takes issue with the proposed rules for participation in a Class 7 distribution: -- equity holders are required to meet whatever deadline(s) the Plan Administrator decides to put in a registration form, -- equity holders are required to comply with some sort of "verification" requirement not set forth in the Bankruptcy Code or Rules, without giving the protections of Part III of the Federal Rules of Bankruptcy Procedure, and -- the proposed rules provide the Plan Administrator unfettered discretion to decide ("without further order of the Court") whether any particular equity holder qualifies. Oracle America, Inc., a party to license agreements with the Debtors, submitted a reservation of rights. It notes that the sale order addresses the terms under which certain software license agreements, together with any current active support agreements, between Oracle and one or more of the Debtors, will be assumed and assigned to Valeant. Although Oracle provided the Debtors and Valeant with a form of the assignment agreement, it says that neither the Debtors nor Valeant has complied with the documentation requirements in the sale order. An individual, Michael E. Caradimitropoulo, acting pro se, is objecting to a provision in the Plan that compels unconditional releases of certain named non-debtor parties by all holders of claims. He points out that various circuits have reached essentially similar conclusions, holding that enjoining actions by non-consenting parties in interest against non-contributing, non-debtor parties is beyond the scope of the bankruptcy court's authority absent specific findings that the release provisions were essential to the plan's confirmation. The Donahue Group is represented by: HILLER & ARBAN, LLC Adam Hiller, Esq. Brian Arban, Esq. Johnna M. Darby, Esq. 1500 North French Street, 2nd Floor Wilmington, DE 19801 Tel: (302) 442-7676 E-mail: ahiller@hillerarban.com barban@hillerarban.com jdarby@hillerarban.com Kerry M. Donahue, Esq. 6295 Emerald Parkway Dublin, OH 43016 Tel: (614) 761-0402 Ext. 2 Fax: (614) 789-9866 Attorneys for Oracle America can be reached at: MARGOLIS EDELSTEIN James E. Huggett, Esq. 300 Delaware Avenue, Suite 800 Wilmington, DE 19801 Tel: (302) 888-1112 E-mail: jhuggett@margolisedelstein.com Amish R. Doshi, Esq. MAGNOZZI & KYE, LLP 23 Green Street, Suite 302 Huntington, NY 11743 Telephone: (631) 923-2858 E-mail: adoshi@magnozzikye.com Shawn M. Christianson, Esq. Valerie Bantner Peo, Esq. BUCHALTER NEMER P.C. 333 Market Street, 25th Floor San Francisco, CA 94105-2126 Telephone: (415) 227-0900 Deborah Miller, Esq. ORACLE AMERICA, INC. 500 Oracle Parkway Redwood City, CA 94065 Telephone: (650) 506-5200 The Chapter 11 Plan Judge Laurie Selber Silverstein on April 14, 2015, approved the disclosure statement explaining Dendreon Corp., et al.'s Chapter 11 plan of liquidation and scheduled the confirmation hearing for June 2, 2015, at 10:00 a.m. (Eastern time). The Debtors filed a plan of liquidation and accompanying disclosure statement following approval of the sale of substantially all of their assets to Valeant Pharmaceuticals International. The acquisition agreement provides for a purchase price, consisting of common shares of Valeant, having an aggregate value of $49.5 million plus $445.5 million in cash to be delivered at closing of the sale transaction. The Plan provides that priority non-tax claims and secured claims are unimpaired. The claims on account of the 2.87% convertible Senior Notes due 2016 allowed in the amount of $625.7 million and general unsecured claims are impaired and holders of these claims are entitled to vote on the Plan. Holders of 2016 noteholder claims will receive 100% of the Valeant Shares and will split the remaining cash with holders of general unsecured claims. Holders of equity interests will receive distributions if there is cash remaining after holders of 2016 noteholder claims and general unsecured claims receive a 100% recovery. A full-text copy of the Second Amended Plan dated May 14, 2015, is available at http://bankrupt.com/misc/DENDREONplan0514.pdf About Dendreon Corp With corporate headquarters in Seattle, Washington, Dendreon Corporation, a biotechnology company focused on the development of novel cellular immunotherapies to significantly improve treatment options for cancer patients. Dendreon's first product, PROVENGE (sipuleucel-T), was approved by the U.S. Food and Drug Administration (FDA) and became commercially available for the treatment of men with asymptomatic or minimally symptomatic castrate-resistant (hormone-refractory) prostate cancer in April 2010. Dendreon is traded on the NASDAQ Global Market under the symbol DNDN. Dendreon and its U.S. subsidiaries filed for Chapter 11 bankruptcy protection (Bankr. D. Del.) on Nov. 10, 2014. The Debtors requested that their cases be jointly administered under Case No. 14-12515. The petitions were signed by Gregory R. Cox, interim chief financial officer and treasurer. Dendreon sought bankruptcy protection after it reached agreements on the terms of a financial restructuring with certain holders of the Company's 2.875% Convertible Senior Notes due 2016 representing 84% of the $620 million aggregate principal amount of the 2016 Notes. The financial restructuring may take the form of a stand-alone recapitalization or a sale of the Company or its assets. The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP, as counsel; Lazard Freres & Co. LLC, as investment banker; AlixPartners, as restructuring advisors; and Prime Clerk LLC as claims and noticing agent. The Debtors disclosed $365 million in total assets and $664 million in total liabilities as of June 30, 2014. The U.S. Trustee for Region 3 appointed three members to the Official Committee of Unsecured Creditors. DIOCESE OF GALLUP: Proposes to Sell Land to Pay Victims ------------------------------------------------------- Tom Corrigan, writing for The Wall Street Journal, reported that the Roman Catholic Diocese of Gallup, N.M., which stretches across 55,000 square miles of northern Arizona and New Mexico, is seeking to sell 55 parcels of mostly vacant desert land to help fund a settlement with about 60 alleged victims of clergy sexual abuse. According to the report, the diocese asked U.S. Bankruptcy Court Judge David Thuma for permission to hire two real-estate brokers and to move forward with an auction process for the properties. The auction will be held 50 to 60 days after the judge signs off on the request, the Journal said, citing court papers. About the Diocese of Gallup, NM The Diocese of Gallup, New Mexico, principally encompasses American Indian reservations for seven tribes in northwestern New Mexico and northeastern Arizona. It is the poorest diocese in the U.S. There are 38 active priests working in the Diocese and 27 permanent deacons also serve the Diocese along with five seminarians. The Diocese and its missions, schools and ministries employ approximately 50 people, and a significant number of additional people offer their services as volunteers. The diocese sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.M. Case No. 13-bk-13676) on Nov. 12, 2013, in Albuquerque, New Mexico amid suits for sexual abuse committed by priests. The bishop previously said bankruptcy will be "the most merciful and equitable way for the diocese to address its responsibility." The abuse mostly occurred in the 1950s and early 1960s, the bishop said. The petition shows assets and debt both less than $1 million. DORAL FINANCIAL: Files Schedules of Assets and Liabilities ---------------------------------------------------------- Doral Financial Corporation filed with the U.S. Bankruptcy Court for the Southern District of New York its schedules of assets and liabilities, and statement of financial affairs, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $87,847,424 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $0 E. Creditors Holding Unsecured Priority Claims $349,004 F. Creditors Holding Unsecured Non-priority Claims $209,192,207 ------------ ------------ TOTAL $87,847,424 $209,541,212 A copy of the Debtor's Schedules is available for free at http://is.gd/EvcovL About Doral Financial Doral Financial Corporation is a holding company whose primary operating asset was equity in Doral Bank. DFC maintains offices in New York City, Coral Gables, Florida and San Juan, Puerto Rico. DFC has three wholly-owned subsidiaries: (i) Doral Properties, Inc., (ii) Doral Insurance Agency, LLC ("Doral Insurance"), and (iii) Doral Recovery, Inc. On Feb. 27, 2015, regulators placed Doral Bank into receivership and named the Federal Deposit Insurance Corp. as receiver. Doral Bank served customers through 26 branches located in New York, Florida, and Puerto Rico. DFC sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 15-10573) in Manhattan on March 11, 2015. The case is assigned to Judge Shelley C. Chapman. DFC estimated $50 million to $100 million in assets and $100 million to $500 million in debt as of the bankruptcy filing. The Debtor tapped Ropes & Gray LLP as counsel. The Debtor's Chapter 11 plan and Disclosure Statement are due July 9, 2015. The initial case conference is set for April 10, 2015. The U.S. trustee overseeing the Chapter 11 case of Doral Financial Corp. appointed five creditors of the company to serve on the official committee of unsecured creditors. DORAL FINANCIAL: Wants Court to Set July 10 as Claims Bar Date -------------------------------------------------------------- Doral Financial Corporation asks the U.S. Bankruptcy Court for the Southern District of New York to set July 10, 2015 at 5:00 p.m. (Prevailing Eastern Time) as deadline for creditors to file proofs of claim. The Debtor proposes Sept. 7, 2015 at 5:00 p.m. (Prevailing Eastern Time) as last day for governmental units to file their claims. Each proof of claim must be completed, signed, and filed by submitting the original proof of form by: a) first class mail to: Doral Financial Corporation c/o Garden City Group, LLC P.O. Box 10168 Dublin, OH 43017-3168 - or - b) in person, by courier service, or by hand delivery to: Doral Financial Corporation c/o Garden City Group, LLC 5151 Blazer Parkway, Suite A Dublin, OH 43017 A hearing is set for June 16, 2015 at 10:00 a.m. (Eastern Time) to consider the Debtor's request. Objections, if any, are due May 28, 2015 at 4:00 p.m. (Eastern Time). About Doral Financial Doral Financial Corporation is a holding company whose primary operating asset was equity in Doral Bank. DFC maintains offices in New York City, Coral Gables, Florida and San Juan, Puerto Rico. DFC has three wholly-owned subsidiaries: (i) Doral Properties, Inc., (ii) Doral Insurance Agency, LLC ("Doral Insurance"), and (iii) Doral Recovery, Inc. On Feb. 27, 2015, regulators placed Doral Bank into receivership and named the Federal Deposit Insurance Corp. as receiver. Doral Bank served customers through 26 branches located in New York, Florida, and Puerto Rico. DFC sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 15-10573) in Manhattan on March 11, 2015. The case is assigned to Judge Shelley C. Chapman. DFC estimated $50 million to $100 million in assets and $100 million to $500 million in debt as of the bankruptcy filing. The Debtor tapped Ropes & Gray LLP as counsel. The Debtor's Chapter 11 plan and Disclosure Statement are due July 9, 2015. The initial case conference is set for April 10, 2015. The U.S. trustee overseeing the Chapter 11 case of Doral Financial Corp. appointed five creditors of the company to serve on the official committee of unsecured creditors. EVERYWARE GLOBAL: Court Approves Kirkland & Ellis as Attorney ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Everyware Global Inc. and its debtor-affiliates to employ Kirkland & Ellis LLP and Kirkland & Ellis International LLP as their attorney. The firm will: a. advise the Debtors with respect to their powers and duties as debtors in possession in the continued management and operation of their businesses and properties; b. advise and consult on the conduct of these chapter 11 cases, including all of the legal and administrative requirements of operating in chapter 11; c. attend meetings and negotiating with representatives of creditors and other parties in interest; d. take all necessary actions to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defending any action commenced against the Debtors, and representing the Debtors in negotiations concerning litigation in which the Debtors are involved, including objections to claims filed against the Debtors’ estates; e. prepare pleadings in connection with these chapter 11 cases, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtors’ estates; f. represent the Debtors in connection with obtaining authority to continue using cash collateral and postpetition financing; g. advise the Debtors in connection with any potential sale of assets; h. appear before the Court and any appellate courts to represent the interests of the Debtors' estates; i. advise the Debtors regarding tax matters; j. take any necessary action on behalf of the Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a chapter 11 plan and all documents related thereto; and k. perform all other necessary legal services for the Debtors in connection with the prosecution of these chapter 11 cases, including: (i) analyzing the Debtors' leases and contracts and the assumption and assignment or rejection thereof; (ii) analyzing the validity of liens against the Debtors; and (iii) advising the Debtors on corporate and litigation matters. The firm's hourly rates for matters related to these Chapter 11 cases from May 20, 2014, to Dec. 31, 2014, ranged as follows: Partners $665-$1,295 Of Counsel $415-$1,195 Associates $450-$865 Paraprofessionals $170-$355 The firm's current hourly rates for matters related to these chapter 11 cases range as follows: Partners $665-$1,375 Of Counsel $480-$1,245 Associates $480-$890 Paraprofessionals $170-$380 Ross M. Kwasteniet, Esq., partner at the firm, assured the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Ross M. Kwasteniet Partner Kirkland & Ellis LLP 601 Lexington Avenue New York, NY 10022 Tel: +1 312-862-2069 Fax: +1 312-862-220 Email: ross.kwasteniet@kirkland.com About EveryWare Global Headquartered in Lancaster, Ohio, EveryWare (Nasdaq:EVRY) is a marketer of tabletop and food preparation products for the consumer and foodservice markets, with operations in the United States, Canada, Mexico and Asia. The company has more than 1,500 personnel throughout the United States. Sales and marketing functions are managed from executive offices in Lancaster, Ohio, with staff located in Melville, New York, New York City, and Oneida, New York. The primary operating subsidiaries, Oneida Ltd. and Anchor Hocking, LLC, were founded in 1848 and 1873, respectively. In 2011, investment funds affiliated with the Monomoy Capital Partners completed their acquisition of these companies and, in March 2012, integrated them under the EveryWare brand. In May 2013, a merger was completed where EveryWare became a wholly-owned subsidiary of ROI Acquisition Corp. ("ROI"), a special purpose acquisition company sponsored by affiliates of the Clinton Group, Inc., and ROI was renamed EveryWare Global Inc. As of Sept. 30, 2014, EveryWare reported assets of $238 million and liabilities of $380 million. EveryWare Global, Inc., commenced a Chapter 11 bankruptcy case to implement a prepackaged financial restructuring that converts $248 million of the long-term debt to 96% of the common stock of the company post-emergence. EveryWare Global filed its Chapter 11 petition (Bankr. D. Del.) on April 7, 2015, and 12 affiliated debtors filed petitions on April 8, 2015. The cases are pending before Judge Laurie Selber Silverstein, and the debtors are seeking joint administration under Case No. 15-10743. The Debtors tapped Kirkland & Ellis LLP, as general bankruptcy counsel; Pachulski Stang Ziehl & Jones LLP, as local bankruptcy counsel; Jefferies LLC, as financial advisor; Alvarez & Marsal North America, LLC, to provide a CRO and Interim VP of Finance; and Prime Clerk LLC as claims and noticing agent. EVERYWARE GLOBAL: Court Approves Pachulski as Co-Counsel -------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Everyware Global Inc. and its debtor-affiliates to employ Pachulski Stang Ziehl & Jones LLP as their co-counsel. As reported in the Troubled Company Reporter on May 15, 2015, PSZ&J will: a) provide legal advice regarding local rules, practices, and procedures; b) review and comment on drafts of documents to ensure compliance with local rules, practices, and procedures; c) file documents as requested by Kirkland & Ellis LLP and coordinating with the Debtors' claims agent for service of documents; d) prepare agenda letters, certificates of no objection, certifications of counsel, and notices of fee applications and hearings; e) prepare hearing binders of documents and pleadings, printing of documents and pleadings for hearings. f) appear in Court and at any meeting of creditors on behalf of the Debtors in its capacity as Delaware counsel with Kirkland & Ellis LLP; g) monitor the docket for filings and coordinating with Kirkland & Ellis LLP on pending matters that need responses; h) prepare and maintain critical dates memorandum to monitor pending applications, motions, hearing dates and other matters and the deadlines associated with same; distributing critical dates memorandum with Kirkland & Ellis LLP for review and any necessary coordination for pending matters; i) handle inquiries and calls from creditors and counsel to interested parties regarding pending matters and the general status of these Cases, and, to the extent required, coordinating with Kirkland & Ellis LLP on any necessary responses; and j) provide additional administrative support to Kirkland & Ellis LLP, as requested. The firm's principal attorneys and paralegals presently designated to represent the Debtors and their current standard hourly rates are: Laura Davis Jones, Esq. $1,025 Colin R. Robinson, Esq. $650 Peter J. Keane, Esq. $525 Karina Yee, Esq. $305 The Debtors told the Court that PSZ&J has received payments during the year prior to the their petition date in the amount of $75,000 including their aggregate filing fees for these cases, in connection with its prepetition representation. The Debtors assured 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: Laura Davis Jones, Esq. Colin R. Robinson, Esq. Peter J. Keane, Esq. Karina Yee, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705 Tel: (302) 652-4100 Fax: (302) 652-4400 Email: ljones@pszjlaw.com crobinson@pszjlaw.com pkeane@pszjlaw.com About EveryWare Global Headquartered in Lancaster, Ohio, EveryWare (Nasdaq:EVRY) is a marketer of tabletop and food preparation products for the consumer and foodservice markets, with operations in the United States, Canada, Mexico and Asia. The company has more than 1,500 personnel throughout the United States. Sales and marketing functions are managed from executive offices in Lancaster, Ohio, with staff located in Melville, New York, New York City, and Oneida, New York. The primary operating subsidiaries, Oneida Ltd. and Anchor Hocking, LLC, were founded in 1848 and 1873, respectively. In 2011, investment funds affiliated with the Monomoy Capital Partners completed their acquisition of these companies and, in March 2012, integrated them under the EveryWare brand. In May 2013, a merger was completed where EveryWare became a wholly-owned subsidiary of ROI Acquisition Corp. ("ROI"), a special purpose acquisition company sponsored by affiliates of the Clinton Group, Inc., and ROI was renamed EveryWare Global Inc. As of Sept. 30, 2014, EveryWare reported assets of $238 million and liabilities of $380 million. EveryWare Global, Inc., commenced a Chapter 11 bankruptcy case to implement a prepackaged financial restructuring that converts $248 million of the long-term debt to 96% of the common stock of the company post-emergence. EveryWare Global filed its Chapter 11 petition (Bankr. D. Del.) on April 7, 2015, and 12 affiliated debtors filed petitions on April 8, 2015. The cases are pending before Judge Laurie Selber Silverstein, and the debtors are seeking joint administration under Case No. 15-10743. The Debtors tapped Kirkland & Ellis LLP, as general bankruptcy counsel; Pachulski Stang Ziehl & Jones LLP, as local bankruptcy counsel; Jefferies LLC, as financial advisor; Alvarez & Marsal North America, LLC, to provide a CRO and Interim VP of Finance; and Prime Clerk LLC as claims and noticing agent. FIVE S PLUS: Can Hire L. Laramie Henry as Attorney -------------------------------------------------- Five S Plus LLC asks the U.S. Bankruptcy Court for the Western District of Louisiana for permission to employ L. Laramie Henry as its attorney to give the Debtor legal advice with respect to the Debtor's business and management to the Debtor's property and to perform all legal services for the debtor-in-possession which may be necessary herein. The attorney will charge $225 per hour and $75 per hour for paralegal time. The Debtor assures the Court that the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The attorney can be reached at: L. Laramie Henry Attorney at Law 1227 MacArthur Drive Alexandria, LA 71301 Tel: 318-596-0045 About Five S Plus Five S Plus, LLC, doing business as River Rouge Plantation of Louisiana, commenced a Chapter 11 bankruptcy case (Bankr. W.D. La. Case No. 15-80398) on April 10, 2015, in Alexandria, Louisiana, without stating a reason. Aaron L. Slayter, Jr., signed the petition as managing member. The case is assigned to Judge Henley A. Hunter. Laramie Henry, Esq., serves as counsel to the Debtor. Five S Plus -- http://www.fivesplus.com/-- owns the River Rouge Plantation, a 5,000-acre property located on the banks of the Red River, stretching from Boyce to Colfax, Louisiana. From then until now, the property has been used for cattle to graze, farming, and recreation. This property, formerly called Mead Plantation, or Meadland, dates back to the early 1800s, when it was owned by Joshua R. Mead and his family. The land changed hands several times, and in 2003, the farm was purchased by the Slayter family, owners of Five S Plus cattle company. FRESH PRODUCE: Court OKs Sale of Assets to Original Founders ------------------------------------------------------------ Fresh Produce Holdings, LLC announced that the sale of its assets to a new company, Blue Stripe, LLC dba Fresh Produce, was approved on May 22 by the U.S. Bankruptcy Court in the District of Colorado. Fresh Produce had previously filed for Chapter 11 protection on April 4, 2015. Blue Stripe LLC, an investment group that includes the original founders of Fresh Produce and a group of passionate brand enthusiasts, officially took ownership of Fresh Produce at midnight on Fri., May 15, 2015. The brand will continue to sell products through wholesale accounts and online at https://freshproduceclothes.com/>https://freshproduceclothes.com In addition, the retail operations of company-owned stores will continue in Tucson, Arizona; La Jolla and Palm Desert, California; Boulder, Colorado; Boca Grande, Delray Beach, Estero, Fort Lauderdale, Key West, Orlando, Sanibel Island, Sarasota, and St. Augustine, Florida; and Charleston and Myrtle Beach (Outlet), South Carolina. "On behalf of all of us here at Fresh Produce, I want to say 'thank you' to our employees, our customers, our wholesale accounts, and our vendors for their patience and support over the last few months," said Founder Mary Ellen Vernon. "We are very pleased to have been able to orchestrate a transaction for the company that will allow Fresh Produce to continue operations and to carry on our promise to add color to the lives of women everywhere." As part of the court-approved asset sale, Tiger Capital Group acquired the assets of 12 financially underperforming Fresh Produce stores that it will liquidate over the next 60 days. The store closing sales will be held in Foley, Alabama; Scottsdale, Arizona; Anaheim and Pasadena, California; Destin, Naples, West Palm Beach, and Lady Lake, Florida; Buford, Marietta and St. Simons Island, Georgia; and a second location in Myrtle Beach, South Carolina. "In today's bifurcated real estate environment, private equity firms and other retail investment groups often find themselves in a bindthey have well-located, profitable stores in some markets, but under-performing assets in others," noted Bob DeAngelis, Tiger Capital Group Executive Managing Director. "Continuing to operate well-positioned assets requires capital and other resources. So, too, does shedding those underperforming stores, simply because of the need to effectively market and manage those liquidations to maximize returns." Thus, when firms like Tiger acquire underperforming retail assets for strategic monetization, they effectively make key capital contributions to the overall restructuring plan. "You free up the capital needed to continue the business as a going concern," Mr. DeAngelis explained. "In this case, the equity provided by Tiger enabled a passionate, committed investment team to acquire Fresh Produce's best assets and position them for the future." About Tiger Capital Group Tiger Capital Group -- http://www.tigergroup.com-- provides asset valuation, advisory and disposition services to a broad range of retail, wholesale, and industrial clients. With over 40 years of experience and significant financial backing, Tiger offers a uniquely nimble combination of expertise, innovation and financial resources to drive results. Tiger's seasoned professionals help clients identify the underlying value of assets, monitor asset risk factors and, when needed, provide capital or convert assets to capital quickly and decisively. Tiger's collaborative, straight-forward approach is the foundation for its many long-term 'partner' relationships and decades of success. Tiger operates main offices in New York, Boston, Los Angeles and Sydney, Australia. About Blue Stripe LLC dba Fresh Produce Fresh Produce -- https://freshproduceclothes.com -- designs, develops and markets women's apparel and accessories. Since 1984, the Fresh Produce(R) brand has delighted women with inspiring color, vibrant prints and stylish comfortable clothing. The brand reflects the carefree coastal lifestyle, providing women with effortless style that evokes ease and relaxation. The products give consumers the opportunity to bring a positive, vacation state of mind into their everyday lives no matter where they live. Fresh Produce is headquartered in Boulder, Colorado, with production and fulfillment facilities located in Gardena, California. About Fresh Produce Holdings Fresh Produce Holdings, LLC, and five separate entities filed Chapter 11 petitions in the U.S. Bankruptcy Court for the District of Colorado on April 4, 2015. Holdings is the parent company, and the various related or subsidiary entities include: Fresh Produce Retail, LLC, Fresh Produce Sportswear, LLC, Fresh Produce of St. Armands, LLC, FP Brogan-Sanibel Island, LLC, and Fresh Produce of Coconut Point, LLC. All of the cases are jointly administered under Case No. 15-13485. Headquartered in Boulder, Colorado Fresh Produce -- http://www.freshproduceclothes.com/-- designs, develops and markets women's apparel and accessories. The company says its collections of tops, pants, skirts and dresses feature a signature garment dye process with more than 80 percent produced in the United States. It says products are available in 26 company-owned boutiques located across the United States, as well as 400 independent retail locations. Fresh Produce Holdings disclosed $15,657,041 in assets and $13,320,303 in liabilities as of the Chapter 11 filing. The Debtors are represented by Michael J. Pankow, Esq., at Brownstein Hyatt Farber Schreck, in Denver. The bankruptcy cases are assigned to Judge Sidney B. Brooks. The Debtor's subsidiary earlier commenced bankruptcy cases on April 2, 2015: FP Brogan-Sanibel Island, LLC (Case No. 15-13420), Fresh Produce Coconut Point, LLC (Case No. 15-13421), Fresh Produce of St. Armands, LLC (Case No. 15-13417), Fresh Produce Retail, LLC (15-13415), and Fresh Produce Sportswear, LLC (15-13416). GENERAL STEEL: Posts $74.1 Million Net Loss in First Quarter ------------------------------------------------------------ General Steel Holdings, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $74.1 million on $328 million of total sales for the three months ended March 31, 2015, compared with a net loss of $69.6 million on $594 million of total sales for the same period in 2014. As of March 31, 2015, the Company had $2.5 billion in total assets, $3.14 billion in total liabilities and a $637 million total deficiency. As of March 31, 2015, the Company had cash and restricted cash aggregating $260 million, of which $250 million was restricted. "The steel business is capital intensive and as a normal industry practice in PRC, the Company is highly leveraged. Debt financing in the form of short term bank loans, loans from related parties, financing sales, bank acceptance notes, and capital leases have been utilized to finance the working capital requirements and the capital expenditures of the Company. As a result, the Company's debt to equity ratio as of March 31, 2015 and December 31, 2014 were (4.9) and (5.6), respectively. As of March 31, 2015, the Company's current liabilities exceed current assets (excluding non-cash item) by $1.4 billion, which together with the gross loss from operations raises substantial doubt about its ability to continue as a going concern," the Company said in the report. A full-text copy of the Form 10-Q is available for free at: http://is.gd/JonWiV About General Steel Holdings General Steel Holdings, Inc., headquartered in Beijing, China, produces a variety of steel products including rebar, high-speed wire and spiral-weld pipe. General Steel -- http://www.gshi-steel.com/-- has operations in China's Shaanxi and Guangdong provinces, Inner Mongolia Autonomous Region and Tianjin municipality with seven million metric tons of crude steel production capacity under management. General Steel reported a net loss of $78.3 million on $1.9 billion of sales for the year ended Dec. 31, 2014, compared with a net loss of $42.6 million on $2 billion of sales for the year ended Dec. 31, 2013. Friedman LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has an accumulated deficit, has incurred a gross loss from operations, and has a working capital deficiency at Dec. 31, 2014. These conditions raise substantial doubt about the Company's ability to continue as a going concern. GEORGETOWN MOBILE: Directed to Immediately File Schedules --------------------------------------------------------- Judge Tracey N. Wise of the U.S. Bankruptcy Court for the Eastern District of Kentucky, Lexington Division, directed Georgetown Mobile Estates, LLC, to immediately file its schedules of assets and liabilities, statement of financial affairs and statement of income and expenses. Failure to comply with the order may result in the dismissal of the case, or the withholding of the discharge of the Debtor without further notice or hearing, according to Judge Wise. About Georgetown Mobile Estates Georgetown Mobile Estates, LLC, is a Kentucky corporation with headquarters in Georgetown, Scott County, Kentucky. Originally incorporated on Jan. 23, 2006, the Company operates a mobile home park in three areas on the county line of Scott and Fayette, Kentucky. The park can take up to 504 customers and, historically, had an occupancy rate of 92%. Georgetown Mobile Estates filed a Chapter 11 bankruptcy petition (Bankr. E.D. Ky. Case No. 15-50945) in Lexington, Kentucky, on May 11, 2015, to take back control of the mobile home park from a receiver. Daniel E. Sexton, the present owner, signed the petition. The bankruptcy case is assigned to Judge Tracey N. Wise. The Debtor estimated $10 million to $50 million in assets and debt. The Debtor tapped Bunch & Brock of Lexington, Kentucky, as counsel; Randy Reynolds of Magnum Capital Consultants, LLC, as financial advisor; Bradford Burgess of The Thayer Group as financial advisor; and Glen Dellavalle of Dellavalle Management Group as manager of business operations. GEORGETOWN MOBILE: Files May 11-Dec. 31, 2015 Budget ---------------------------------------------------- Georgetown Mobile Estates, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Kentucky, Lexington Division, its proposed budget for the time period of May 11, 2015, through Dec. 31, 2015, for the Debtor's business operations. A full-text copy of the Budget is available at http://is.gd/VMIyde About Georgetown Mobile Estates Georgetown Mobile Estates, LLC, is a Kentucky corporation with headquarters in Georgetown, Scott County, Kentucky. Originally incorporated on Jan. 23, 2006, the Company operates a mobile home park in three areas on the county line of Scott and Fayette, Kentucky. The park can take up to 504 customers and, historically, had an occupancy rate of 92%. Georgetown Mobile Estates filed a Chapter 11 bankruptcy petition (Bankr. E.D. Ky. Case No. 15-50945) in Lexington, Kentucky, on May 11, 2015, to take back control of the mobile home park from a receiver. Daniel E. Sexton, the present owner, signed the petition. The bankruptcy case is assigned to Judge Tracey N. Wise. The Debtor estimated $10 million to $50 million in assets and debt. The Debtor tapped Bunch & Brock of Lexington, Kentucky, as counsel; Randy Reynolds of Magnum Capital Consultants, LLC, as financial advisor; Bradford Burgess of The Thayer Group as financial advisor; and Glen Dellavalle of Dellavalle Management Group as manager of business operations. GEORGETOWN MOBILE: Secured Creditor Objects to First Day Motions ---------------------------------------------------------------- U.S. Bank National Association, as Trustee, in Trust for the Holders of COMM 2013-CCRE8 Mortgage Trust Commercial Mortgage Pass-Through Certificates by and through Midland Loan Services, a Division of PNC Bank, National Association, its Special Servicer, objects to the so-called first day motions filed by Georgetown Mobile Estates, LLC. U.S. Bank, a secured creditor, objects to the Debtor's request for emergency approval of the first day motions, which include the Debtor's request for cash collateral use, saying there is no justification for granting the motions on an emergency basis. There is, in fact, no emergency at all, given that possession and management of the Georgetown Mobile Home Park have been entrusted to the Receiver, a highly-vetted and bonded professional receiver, by an Article III judge sitting in the District, U.S. Bank asserts. With respect to the Cash Collateral Motion, U.S. Bank complains that the Debtor has failed to offer any adequate protection for the use of the Noteholder's cash collateral and the proposed budget, with exorbitant professional fees and no servicing of the debt, is unworkable. U.S. Bank is represented by: Brian H. Meldrum, Esq. Ian T. Ramsey, Esq. Brian R. Pollock, Esq. STITES & HARBISON, PLLC 400 West Market Street, Suite 1800 Louisville, KY 40202 Tel: (502) 587-3400 Email: bmeldrum@stites.com iramsey@stites.com bpollock@stites.com About Georgetown Mobile Estates Georgetown Mobile Estates, LLC, is a Kentucky corporation with headquarters in Georgetown, Scott County, Kentucky. Originally incorporated on Jan. 23, 2006, the Company operates a mobile home park in three areas on the county line of Scott and Fayette, Kentucky. The park can take up to 504 customers and, historically, had an occupancy rate of 92%. Georgetown Mobile Estates filed a Chapter 11 bankruptcy petition (Bankr. E.D. Ky. Case No. 15-50945) in Lexington, Kentucky, on May 11, 2015, to take back control of the mobile home park from a receiver. Daniel E. Sexton, the present owner, signed the petition. The bankruptcy case is assigned to Judge Tracey N. Wise. The Debtor estimated $10 million to $50 million in assets and debt. The Debtor tapped Bunch & Brock of Lexington, Kentucky, as counsel; Randy Reynolds of Magnum Capital Consultants, LLC, as financial advisor; Bradford Burgess of The Thayer Group as financial advisor; and Glen Dellavalle of Dellavalle Management Group as manager of business operations. GEORGETOWN MOBILE: U.S. Trustee Forms Creditors Committee --------------------------------------------------------- The U.S. trustee overseeing the Chapter 11 case of Georgetown Mobile Estates LLC appointed three creditors of the company to serve on the official committee of unsecured creditors: (1) Gary House 1983 State Route 14 Montour Falls, NY 14865 Tel: (607) 535-0005 Fax: (607) 535-2644 E-mail: Honda400EX1@aol.com (2) Mark Mauer 1554 Thurber Road Corning, NY 14830 Tel: (607) 368-3515 Fax: (607) 962-5102 E-mail: skidoc32@gmail.com (3) Sarah Spivey Taylor 450 West 6th Street Lexington, KY 40508 Tel: (859) 575-4063 E-mail: sarah@khsus.com Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Georgetown Mobile Estates Georgetown Mobile Estates, LLC, is a Kentucky corporation with headquarters in Georgetown, Scott County, Kentucky. Originally incorporated on Jan. 23, 2006, the Company operates a mobile home park in three areas on the county line of Scott and Fayette, Kentucky. The park can take up to 504 customers and, historically, had an occupancy rate of 92%. Georgetown Mobile Estates filed a Chapter 11 bankruptcy petition (Bankr. E.D. Ky. Case No. 15-50945) in Lexington, Kentucky, on May 11, 2015, to take back control of the mobile home park from a receiver. Daniel E. Sexton, the present owner, signed the petition. The bankruptcy case is assigned to Judge Tracey N. Wise. The Debtor estimated $10 million to $50 million in assets and debt. The Debtor tapped Bunch & Brock of Lexington, Kentucky, as counsel; Randy Reynolds of Magnum Capital Consultants, LLC, as financial advisor; Bradford Burgess of The Thayer Group as financial advisor; and Glen Dellavalle of Dellavalle Management Group as manager of business operations. GOLDEN COUNTY: Proposes KCC as Claims and Noticing Agent -------------------------------------------------------- Golden County Foods, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to employ Kurtzman Carson Consultants LLC as claims and noticing agent. KCC has agreed to perform the following tasks in its role as the Claims and Noticing Agent: (i) Prepare and serve required notices and documents in these cases in accordance with the Bankruptcy Code and the Federal Rules of Bankruptcy Procedure in the form and manner directed by the Debtors and/or the Court, including without limitation, (a) notice of the commencement of the cases and the initial meeting of creditors under Bankruptcy Code Section 341(a), (b) notice of any claims bar date, (c) notices of transfers of claims, (d) notices of objections to claims and objections to transfers of claims, (e) notices of any hearings on a disclosure statement and confirmation of the Debtors' plan or plans of reorganization, including under Bankruptcy Rule 3017(d), (f) notice of the effective date of any plan, and (g) all other notices, orders, pleadings, publications and other documents as the Debtors or Court may deem necessary or appropriate for an orderly administration of the cases; (ii) maintain an official copy of the Debtors' schedules of assets and liabilities and statements of financial affairs as applicable, listing the Debtors' known creditors and the amounts owed thereto; (iii) maintain (a) a list of all potential creditors, equity holders and other parties-in-interest and (b) a "core" mailing list consisting of all parties described in Bankruptcy Rule 2002 and those parties that have filed a notice of appearance pursuant to Bankruptcy Rule 9010; updating and making said lists available upon request by a party in interest or the Clerk; (iv) as necessary, furnish a notice to all potential creditors of the last date for filing proofs of claim and a form for filing a proof of claim, after such notice and form are approved by the Court, and notifying said potential creditors of the existence, amount and classification of their respective claims as set forth in the Schedules, which may be effected by inclusion of such information (or the lack thereof, in cases where the Schedules indicate no debt due to the subject party) on a customized proof of claim form provided to potential creditors; (v) maintain a post office box or address for the purpose of receiving claims and returned mail, and process all mail received; (vi) for all notices, motions, orders or other pleadings or documents served, prepare and file or cause to be filed with the Clerk an affidavit or certificate of service within seven business days of service which includes (a) either a copy of the notice served or the docket number(s) and title(s) of the pleading(s) served, (b) a list of persons to whom it was mailed (in alphabetical order) with their addresses, (c) the manner of service, and (d) the date served; (vii) process all proofs of claim received, including those received by the Clerk, check said processing for accuracy and maintain the original proofs of claim in a secure area; (viii) maintain the official claims register for each Debtor on behalf of the Clerk; upon the Clerk's request, provide the Clerk with certified, duplicate unofficial Claims Registers; and specify in the Claims Registers the following information for each claim docketed: (a) the claim number assigned; (b) the date received, (c) the name and address of the claimant and agent, if applicable, who filed the claim, (d) the amount asserted, (e) the asserted classification(s) of the claim (e.g., secured, unsecured, priority, etc.), (f) the applicable entity, and (g) any disposition of the claim; (ix) implement necessary security measures to ensure the completeness and integrity of the Claims Register and the safekeeping of the original claims; (x) record all transfers of claims and providing any notices of such transfers as required by Bankruptcy Rule 3001(e); (xi) relocate, by messenger or overnight delivery, all of the court-filed proofs of claim to their offices, not less than weekly; (xii) upon completion of the docketing process for all claims received to date for each case, turn over to the Clerk copies of the Claims Registers for the Clerk's review; (xiii) monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on and/or changes to the claims register and any service or mailing lists, including to identify and eliminate duplicative names and addresses from such lists; (xiv) assist in the dissemination of information to the public and respond to requests for administrative information regarding these chapter 11 cases as directed by the Debtors and/or the Court, including through the use of a case website and/or call center; (xv) monitoring the Court's docket in these chapter 11 cases and, when filings are made in error or containing errors, alert the filing party of such error and work with them to correct any such error; (xvi) if these chapter 11 cases are converted to cases under chapter 7 of the Bankruptcy Code, contact the Clerk's office within three (3) days of notice to KCC of entry of the order converting the cases; (xvii) 30 days prior to the close of these chapter 11 cases, to the extent practicable, request that the Debtors submit to the Court a proposed order dismissing KCC as Claims and Noticing Agent and terminating its services in such capacity upon completion of its duties and responsibilities and upon the closing of these chapter 11 cases; (xviii) within seven (7) days of notice to KCC of entry of an order closing these chapter 11 cases, provide to the Court the final version of the Claims Registers as of the date immediately before the close of the chapter 11 cases; and (xix) at the close of these chapter 11 cases, box and transport all original documents, in proper format, as provided by the Clerk's Office, to (a) the Philadelphia Federal Records Center, 14470 Townsend Road, Philadelphia, PA 19154, or (b) any other location requested by the Clerk's Office. Drake Foster, the General Counsel of Kurtzman Carson Consultants, LLC, assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. About Golden County Golden County (Bankr. D. Del. Case No. 15-11062) and its affiliates GCF Franchisee, Inc. (Bankr. D. Del. Case No. 15-11063) and GCF Holdings II, Inc. (Bankr. D. Del. Case No. 15-11064) filed separate Chapter 11 bankruptcy petitions on May 15, 2015, estimating assets and liabilities at between $10 million and $50 million each. The petition was signed by Dave Wiggins, chief executive officer. Mark D. Collins, Esq., and Tyler D. Semmelman, Esq., at Richards, Layton & Finger, P.A., serve as the Debtors' counsel. The Debtors also hired Neligan Foley LLP as local counsel. GOLDEN COUNTY: Seeks Joint Administration of Ch. 11 Cases --------------------------------------------------------- Golden County Foods, Inc., GCF Franchisee, Inc., and GCF Holdings II, Inc., ask the U.S. Bankruptcy Court for the District of Delaware to direct the joint administration of their Chapter 11 cases under lead case no. 15-11062. Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, tells the Court that each of the Debtors is an "affiliate" of the other as the term is defined in Section 101(2) of the Bankruptcy Code. Specifically, the Debtors are affiliates because Golden Foods is a wholly-owned subsidiary of Golden Holdings and Golden Franchisee shares corporate ownership with Golden Foods and Golden Holdings, Mr. Collins asserts. In addition, the issues that will be addressed in these bankruptcy cases will be related and overlapping, Mr. Collins further asserts. Joint administration of these cases will obviate the need for duplicative notices, motions, applications, hearings, and orders, and will therefore save considerable time and expense for the Debtors, their estates and their investors and creditors, he says. About Golden County Golden County (Bankr. D. Del. Case No. 15-11062) and its affiliates GCF Franchisee, Inc. (Bankr. D. Del. Case No. 15-11063) and GCF Holdings II, Inc. (Bankr. D. Del. Case No. 15-11064) filed separate Chapter 11 bankruptcy petitions on May 15, 2015, estimating assets and liabilities at between $10 million and $50 million each. The petition was signed by Dave Wiggins, chief executive officer. Mark D. Collins, Esq., and Tyler D. Semmelman, Esq., at Richards, Layton & Finger, P.A., serve as the Debtors' counsel. The Debtors also hired Neligan Foley LLP as local counsel. GOLDEN COUNTY: Seeks to Tap $12.7-Mil. DIP Loan from PNC Bank ------------------------------------------------------------- Golden County Foods, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of Delaware to obtain debtor-in-possession financing and use cash collateral securing their prepetition indebtedness to continue to operate. As of the Petition Date, there was approximately $21,527,982 due and owing under the Prepetition Credit Agreement with PNC Bank, National Association. PNC agreed to provide the Debtors a revolving credit line of up to $12,750,000 postpetition and a roll-up of the prepetition First Out Term Loan in the amount of $10,000,000. Interest will be paid monthly on all outstanding advances under the DIP Facility at a per annum floating rate equal to the sum of (a) the Base Rate, plus (b) 3.25%. Effective immediately upon the occurrence of an Event of Default unless waived in writing PNC, interest on the outstanding loans under the DIP Facility will accrue at a rate that is 2% per annum in excess of the Non-Default Interest Rate. According to the Debtors' counsel, Tyler D. Semmelman, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, the DIP Financing will permit GCF to continue operating until at least July 14, 2015, by which time GCF will have closed on the sale of its assets. Without the DIP Financing, the GCF will not be able to operate long enough to conclude the sale of its assets, and will be forced to cease its operations and convert the case to Chapter 7, Mr. Semmelman tells the Court. Absent authorization from the Court to obtain additional financing, GCF will be forced to immediately cease operations and liquidate its assets, not only destroying its going-concern value but also resulting in the loss of approximately 500 jobs at the Debtors' headquarters in Plover, Wisconsin, Mr. Semmelman asserts. About Golden County Golden County (Bankr. D. Del. Case No. 15-11062) and its affiliates GCF Franchisee, Inc. (Bankr. D. Del. Case No. 15-11063) and GCF Holdings II, Inc. (Bankr. D. Del. Case No. 15-11064) filed separate Chapter 11 bankruptcy petitions on May 15, 2015, estimating assets and liabilities at between $10 million and $50 million each. The petition was signed by Dave Wiggins, chief executive officer. Mark D. Collins, Esq., and Tyler D. Semmelman, Esq., at Richards, Layton & Finger, P.A., serve as the Debtors' counsel. The Debtors also hired Neligan Foley LLP as local counsel. GT ADVANCED: Will-Mor Appointed as Committee Member --------------------------------------------------- The U.S. trustee overseeing the Chapter 11 case of GT Advanced Technologies Inc. appointed Will-Mor Manufacturing Inc. to the company's official committee of unsecured creditors. Will-Mor replaced Meyer Burger AG, which resigned as member of the committee, according to a filing with the U.S. Bankruptcy Court for the District of New Hampshire. The unsecured creditors' committee is now composed of: (1) Manz, AG Steigaeckrstr. 5 72768 Reutlingen Germany Attn: Mr. Martin Hipp, CFO (2) US Bank National Association, as Trustee 60 Livingston Avenue St. Paul, MN 55107 Attn: Mr. Barry Ihrke, Vice President (3) Fidelity Convertible Securities Investment Trust 245 Summer Street Boston, MA 02110 Attn: Mr. Nate Van Duzer, Managing Director (4) SGL Carbon LLC 10130 Perimeter Parkway, Suite 500 Charlotte, NC 28216-2442 Attn: Mr. Jason Lang (5) Sanmina Corporation 2700 N. First Street San Jose, CA 95134 Attn: Mr. Edward T. Attanasio Vice President and Legal Counsel (6) SAS America, Inc. c/o Samchung Advanced Solution America, Inc. 476 N. Martingale Road Suite 710 Schaumburg, IL 60173 Attn: Mr. Alex Cho, President (7) Will-Mor Manufacturing, Inc. 153 Batchelder Road Seabrook, NH 03874 Attn: Mr. Michael Kelly Chief Financial Officer About GT Advanced Technologies Headquartered in Merrimack, New Hampshire, GT Advanced Technologies Inc. -- http://www.gtat.com/-- produces materials and equipment for the electronics industry. On Nov. 4, 2013, GTAT announced a multiyear supply deal with Apple Inc. to produce sapphire glass material for use in consumer electronics products. Under the deal, Apple would provide GTAT with a prepayment of approximately $578 million paid in four installments and, starting in 2015, GTAT would reimburse Apple for the prepayment over a five-year period. GT is a publicly held corporation whose stock was traded on NASDAQ under the ticker symbol "GTAT." GTAT was de-listed from the NASDAQ stock exchange in October 2014. As of June 28, 2014, the GTAT Group's unaudited and consolidated financial statements reflected assets totaling $1.5 billion and liabilities totaling $1.3 billion. As of Sept. 29, 2014, GTAT had $85 million in cash, $84 million of which is unencumbered. On Oct. 6, 2014, GT Advanced Technologies and eight affiliates filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 14-11916). GT sought bankruptcy protection due to a severe liquidity crisis brought about by its issues with Apple. The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as attorneys and Kurtzman Carson Consultants LLC as claims and noticing agent. The U.S. Trustee has named seven members to the Official Committee of Unsecured Creditors. The Committee' professionals are Kelley Drye as its bankruptcy counsel; Devine, Millimet & Branch, Professional Association as local counsel; EisnerAmper LLP as financial advisors; and Houlihan Lokey Capital, Inc. as investment banker. GTAT has reached a settlement with Apple. The settlement gives Apple an approved claim for $439 million secured by more than 2,000 sapphire furnaces that GT Advanced owns and has four years to sell, with proceeds going to Apple. In addition, Apple gets royalty-free, non-exclusive licenses for GTAT's technology. HORNED DORSET: Files Schedules of Assets and Debt ------------------------------------------------- The Horned Dorset Primavera Inc., operator of the Horned Dorset Primavera in Puerto Rico, filed schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $7,800,000 B. Personal Property $8,858,887 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $0 E. Creditors Holding Unsecured Priority Claims $75,496 F. Creditors Holding Unsecured Non-priority Claims $1,589,846 ----------- ----------- TOTAL $16,658,887 $1,665,342 According to the statement of financial affairs, the Debtor had $352,252 income from the operation of its hotel in 2012, and $489,555 in 2013. A copy of the schedules filed together with the petition is available for free at: http://bankrupt.com/misc/prb15-03837_SAL.pdf About The Horned Dorset Primavera The Horned Dorset Primavera Inc. operates the Horned Dorset Primavera, a small luxury hotel located in northwestern Puerto Rico, two miles from the town of Rincon. The hotel -- http://www.horneddorset.net/-- is set among rolling hills at the edge of the beautiful Caribbean Sea and is known for reserved European service executed in an atmosphere unique in Puerto Rico and the award-winning Restaurant Aaron. The hotel is a member of Relais & Chateaux. The Horned Dorset Primavera Inc. commenced a Chapter 11 bankruptcy case (Bankr. D.P.R. Case No. 15-03837) in Old San Juan, Puerto Rico on May 22, 2015. According to the docket, the Debtor's is due Sept. 21, 2015, and its Chapter 11 plan is due Nov. 18, 2015. The Debtor has tapped Isabel M Fullana, Esq., at Garcia Arregui & Fullana PSC, as counsel. IMRIS INC: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor affiliates that filed separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- IMRIS, Inc. 15-11133 5101 Shady Oak Road Minnetonka, MN 55343 IMRIS Inc. 15-11134 NeuroArm Surgical Ltd. 15-11135 Type of Business: Designer, manufacturer and marketer of image- guided therapy systems that enhance the effectiveness on a cost-efficient basis of therapy delivery, which include multiple field strength Magnetic Resonance systems, X-Ray Fluoroscopy systems, and Computed Tomography (CT) systems. Chapter 11 Petition Date: May 25, 2015 Court: United States Bankruptcy Court District of Delaware (Delaware) Debtors' Counsel: Craig R. Martin, Esq. DLA PIPER LLP (US) 1201 North Martket Stret, 21st Floor Wilmington, DE 19801 Tel: 302-468-5655 Fax: 302-778-7834 Email: craig.martin@dlapiper.com - and - Richard A. Chesley, Esq. Daniel M. Simon, Esq. David E. Avraham, Esq. DLA PIPER LLP (US) 203 N. LaSalle Street, Suite 1900 Chicago, Illinois 60601 Tel: (312) 368-4000 Fax: (312) 236-7516 Email: richard.chesley@dlapiper.com daniel.simon@dlapiper.com david.avraham@dlapiper.com Debtors' IMPERIAL CAPITAL, LLC Investment Banker and Financial Advisor: Debtors' Andrew Hinkelman Chief FTI CONSULTING, INC. Restructuring Officer: Debtors' KURTZMAN CARSON CONSULTANTS LLC Claims and Noticing Agent: Estimated Assets: $10 million to $50 million Estimated Debts: $10 million to $50 million The petition was signed by Jay D. Miller, president and chief executive officer. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Siemens Medical Solutions US Trade $836,579 110 MacAlyson Court, CS ML Cary, NC 27511 Trumpf Medical Systems, Inc. Trade $295,844 2716 Solution Center Chicago, IL 60677-2007 Siemens Ltd (Australia) Trade $210,016 CSM Investors, Inc. Trade $168,161 City of Minnetonka Trade $150,000 General Metal Fabrication Trade $148,839 Medica Trade $97,785 Washington University in St. Louis Trade $91,401 Karl Storz Endoscopy-America Trade $72,739 American Express Trade $72,626 Matrix Industries, Inc. Trade $64,449 Prime Staff Trade $60,667 Remetronix Trade $58,949 Styl & Tech (USD) Trade $55,664 Lindgren R.F. Enclosures, Inc. Trade $50,598 Composiflex, Inc. Trade $44,996 Rowlinson Moving 10348 Trade $44,646 Limit Engineering 01000496 Trade $39,820 Logan Management Consulting Trade $36,300 Elk River Machine Company Trade $34,482 J.M. HUBER: Moody's Raises CFR to Ba1, Outlook Stable ----------------------------------------------------- Moody's Investors Service upgraded J.M. Huber Corporation's Corporate Family Rating to Ba1 from Ba2 and senior unsecured rating to Ba1 from Ba3. The outlook is stable. "The upgrade reflects anticipated improvement in credit metrics as Huber continues to strengthen its businesses and balance sheet," said Ben Nelson, Moody's Assistant Vice President and lead analyst for J.M. Huber Corporation. Issuer: J.M. Huber Corporation -- Corporate Family Rating, Upgraded to Ba1 from Ba2; -- Probability of Default Rating, Upgraded to Ba1-PD from Ba2-PD; -- Senior Unsecured Notes due November 2019, Upgraded to Ba1 (LGD4) from Ba3 (LGD4); -- Outlook, Remains Stable The Ba1 CFR balances the diversification benefits of the company's portfolio of three distinct businesses and strong consolidated credit metrics with significant cyclical exposure in one business, exposure to volatile raw materials in multiple businesses, and limited scale of each business on a standalone basis. Good liquidity also supports the rating. Huber has relatively strong credit metrics for the rating category. Moody's estimates adjusted interest coverage exceeding 5 times (EBITDA/Interest); adjusted financial leverage in the high 2 times (Debt/EBITDA) and net leverage in the low 2 times (Net Debt/EBITDA); and retained cash flow near 23% (RCF/Debt) for the twelve months ended December 31, 2014. Key credit metrics remain quite strong despite a significant reduction in EBITDA from the Huber Engineered Woods ("HEW") segment in 2014. HEW produces specialty building products that compete with oriented strand board ("OSB") and price at a premium to standard OSB. While HEW has maintained its premium pricing, underlying OSB prices fell significantly after producers brought on too much capacity and this had a significant negative impact on HEW's operating results. Huber's still-strong operating performance evidences the progress that the company has made over the past six years. Moody's expects that modest recovery in HEW and continued improvement in the company's other business segments will position the company to reduce adjusted financial leverage to the low-to-mid 2 times. Huber has also put in place a delayed draw term loan to fund the redemption of its $225 million Senior Unsecured Notes at the first call date in November 2015, which, by reducing the company's cash interest expense meaningfully, should help improve interest coverage to well above 6 times and maintain retained cash flow well above 20%. Moody's also believes that Huber has improved its resilience to a scenario involving a downturn of moderate intensity such that adjusted financial leverage will remain below 4 times and retained cash flow will remain above 15% in a moderate recession. By comparison in 2009, the company's leverage exceeded 5 times and retained cash flow/debt fell to the low single digits. Huber's other two businesses provide much better support for the rating. These businesses are much more stable with much better end market and geographic diversity compared to HEW where the primary driver is North American construction activity. Huber's CP Kelco business is the company's largest and most profitable segment. CP Kelco accounted for about half of revenue and more than half of segment EBITDA, excluding corporate overhead, in 2014. CP Kelco is a global leader in the production of hydrocolloids, which are hydrophilic polymers that can be easily dispersed in water. Hydrocolloids can be used to keep other ingredients dissolved in water solution or to modify the properties of the solution such as the creation of a gel. Hydrocolliods are used in a variety of applications including such as beverages, medicines, industrial fluids. Volatility related to raw material price changes should be tempered to some extent when the company brings on a new facility that allows it to process more types of citrus peel, one of its key inputs. Huber's Huber Engineered Materials ("HEM") subsidiary is composed of a number of niche businesses include fine particle precipitated silica, where the largest single application is in toothpaste, and taken together, these businesses are also relatively stable. The stable outlook assumes that credit metrics will remain solid for the rating category and the company will maintain good liquidity. Moody's could upgrade the rating with expectations for adjusted financial leverage sustained below 2.5 times, retained cash flow approaching 30%, free cash flow approaching 10%, and further clarity regarding financial policies related to acquisitions and shareholder returns. Moody's could downgrade the rating with expectations for leverage trending toward 4 times, retained cash flow below 20%, or substantive weakening in the company's liquidity position. The principal methodology used in these ratings was Global Chemical Industry Rating Methodology published in December 2013. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. J.M. Huber Corporation is a privately-held conglomerate with a presence in over 20 countries and over 130 years of operating history. The family-owned company is managed as a portfolio of three independent businesses with shared services and a shared capital structure. Business segments include: (i) CP Kelco, which produces water-soluble polymers used in food, beverages, consumer products, industrial, and pharmaceutical end markets; (ii) Huber Engineered Materials ("HEM"), which produces inorganic materials used in oral care, food additives, pharmaceutical ingredients, coatings, fire retardants, and industrial fillers; and (iii) Huber Engineered Woods ("HEW"), which produces specialty building products that compete with oriented strand board ("OSB") in North America. Headquartered in Edison, N.J., Huber generated almost $2 billion of revenue and about $300 million of EBITDA in 2014. JUPITER RESOURCES: S&P Revises Outlook to Neg. & Affirms 'B+' CCR ----------------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Calgary, Alta.-based Jupiter Resources Inc. to negative from stable. At the same time, Standard & Poor's affirmed its 'B+' long-term corporate credit and 'B-' senior unsecured debt ratings on the company. The '6' recovery rating on the debt is unchanged, and indicates S&P's expectation of negligible (0%-10%) recovery in a default scenario. "The outlook revision reflects Jupiter's deteriorating credit measures through 2015 and our view of the company's diminishing financial flexibility to absorb unexpected delays in infrastructure development and production growth," said Standard & Poor's credit analyst Aniki Saha-Yannopoulos. Jupiter continues to pursue its growth strategy through the weak commodity price environment, leading to significant deterioration in funds from operations (FFO)-to-debt and debt-to-EBITDA- below 5% and above 9x, respectively, in 2015. S&P forecasts the company's cash flow and credit measures to start improving once Jupiter's new production comes online by early 2016. At the same time, the company's availability under its credit facility should enable it to finance its capital expenditure plans, despite the negligible cash flow generation forecast for 2015. Any delays in achieving growth objectives would likely keep credit metrics very weak and also tighten liquidity. The 'B+' ratings on Jupiter reflect S&P's anchor of 'b', based on its "weak" business risk and "highly leveraged" financial risk profile assessments and a "favorable" comparable ratings analysis (CRA) modifier for the company. The ratings reflect S&P's view of Jupiter's operations in a highly cyclical, capital-intensive, and competitive industry; weak profitability compared with that of peers; and highly leveraged cash flow adequacy and leverage profile. S&P believes a low-risk asset base and competitive cost structure somewhat offset these weaknesses. In addition, the rating reflects the company's "strong" liquidity profile, which should enable it to achieve its organic growth objectives. The positive CRA modifier reflects S&P's view that Jupiter's expected production growth in S&P's base-case scenario is significantly stronger than that of other 'B' rated exploration and production peer companies. The negative outlook reflects S&P's view of Jupiter's weak credit measures and diminishing financial flexibility to absorb any unexpected delays in infrastructure development and production growth. The company's availability under its credit facility provides strong liquidity, which should enable it to expand its gas processing capacity and increase production despite the negligible cash flow generation forecast for 2015. However, any delays in achieving growth objectives would likely keep credit metrics very weak. S&P would take a negative action if Jupiter cannot achieve the projected production growth, erodes its liquidity, or cannot maintain its competitive cost structure, thereby leading to further weakening in credit measures. Deterioration in the company's liquidity or a failure to achieve the production and cash flow growth, which could cause S&P to remove the positive CRA, would cause S&P to lower the rating. S&P could revise the outlook to stable if Jupiter meets S&P's expectations of continued improvement in production, such that the three-year weighted-average credit metrics improve with FFO-to-debt sustained at or above 12%. KEYSTONE MANAGEMENT II: Court Rules in Trustee Case v. Mining Co. ----------------------------------------------------------------- Bankruptcy Judge W. Richard Lee, in his April 22, 2015 Memorandum Decision Regarding Motion for Rule 54(B) Findings Nunc Pro Tunc to April 2, 2015, granted the motion of plaintiff Vincent Gorski, Chapter 7 Trustee of the Bankruptcy Estate of Keystone Mine Management II: (a) to determine the judgment entered on April 2, 2015, in Trustee's favor and against defendants Keystone Mining Company, a California limited partnership; and Keystone Mine Management, Ltd., a California limited partnership, is a final bankruptcy court order, and (b) to enter findings under Fed. R. Bankr. Proc. Rule 7054 and Fed. R. Civ. Proc. Rule 54(b). Judge Lee concludes that "(a) the adjudication of the Complaint did not adjudicate any claim or issue in the counter-claim and does not affect the counter-claim or any of its claims and/or issues; (b) the claims of the Complaint are finally adjudicated and the counter-claim has been severed from this adversary proceeding; (c) there is no just reason to delay entering Judgment on the Complaint;(d) there is no risk of inconsistent judgments or duplicative appeals; and (e) the Judgment was final as of the date it was entered, April 2, 2015." Judge Lee extended the period within which to appeal. The case is docketed as VINCENT GORSKI, Chapter 7 Trustee, Plaintiff, v. KEYSTONE MINING COMPANY, a California limited partnership; KEYSTONE MINE MANAGEMENT, LTD., a California limited partnership; KIRK L. DU SHANE, JR., as general partner of KEYSTONE MINING COMPANY and KEYSTONE MINE MANAGEMENT, LTD. Defendants, Adv. Proc. No. 14-01112. A copy of Judge Lee's April 22, 2015 Memorandum Decision Regarding Motion for Rule 54(B) Findings Nunc Pro Tunc to April 2, 2015, is available at http://is.gd/BKBfIxfrom Leagle.com. Lisa Holder, Esq. -- lholder@kleinlaw.com -- of Klein DeNatale Goldner, appeared on behalf of plaintiff Vincent Gorski, Chapter 7 Trustee on the complaint only. Meir Westrich, Esq. -- meirjw@aol.com -- of the Law Offices of Meir Westrich, appeared on behalf of defendants Keystone Mining Company, a California limited partnership; and Keystone Mine Management, Ltd., a California limited partnership. Phillip W. Gillet, Esq. of the Law Office of Phillip W. Gillet, appeared on behalf of Debtor. Vincent Gorski, Chapter 7 Trustee, appeared pro se on the counterclaim only. About Keystone Mine Management Keystone Mine Management II filed a chapter 11 petition (Bankr. E.D. Cal. Case No. 13-16845) on October 21, 2013. The case was converted to chapter 7 on February 7, 2014, when Vincent Gorski was appointed chapter 7 trustee. LAS AMERICAS: Amends Schedules of Assets and Liabilities -------------------------------------------------------- Las Americas 74-75, Inc., filed with the U.S. Bankruptcy Court for the District of Puerto Rico amended schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $7,000,000 B. Personal Property $18,068,139 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $18,577,421 E. Creditors Holding Unsecured Priority Claims $63,453 F. Creditors Holding Unsecured Non-priority Claims $13,088 ----------- ----------- TOTAL $25,068,139 $18,653,962 The Debtor disclosed total assets of $21,215,533 and $18,653,855 in liabilities in a prior iteration of the schedules. The Debtor filed motions to amend certain sections in the schedules. Copies of the amended schedules are available for free at: http://bankrupt.com/misc/LasAmericas74_15_amendedSALs.pdf http://bankrupt.com/misc/LasAmericas74_16_ASALs_schedulesDEF.pdf http://bankrupt.com/misc/LasAmericas74_22_ASALs_schedulesDF.pdf http://bankrupt.com/misc/LasAmericas74_24_ASALs_schedA.pdf About Las Americas 74-75 Las Americas 74-75, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 15-01527) on March 2, 2015. The petition was signed by Omar Guzman Benitez, vice president. The case is assigned to Judge Edward Godoy. Las Americas 74-75 is represented by Carmen Conde Torres, Esq., at C. Conde & Associates, in San Juan, Puerto Rico. Las Americas disclosed total assets estimated at $21.2 million and total debt estimated at $18.7 million. MAGNETATION LLC: Has Authority to Pay $27.5M to Critical Vendors ---------------------------------------------------------------- Judge Gregory F. Kishel of the U.S. Bankruptcy Court for the District of Minnesota authorized Magnetation LLC, et al., to pay prepetition claims of critical vendors in an amount not to exceed $27.5 million in the aggregate. The Debtors may condition payment of any Vendor Claims upon agreement by the Critical Vendor to continue to supply goods or services to the Debtors on the Critical Vendor's "Customary Trade Terms" for a period following the date of the agreement or on other terms and conditions as are acceptable to the Debtors. Daniel McDermott, U.S. Trustee for Region 12, objected to the motion because it permits the Debtors to pay any creditors the Debtors perceive as "critical" without any oversight by the Court or a committee of creditors. The lack of oversight will allow the Debtors to pay any creditor that it favors and leave all other creditors to be paid through the Chapter 11 plan, the U.S. Trustee said. About Magnetation LLC Magnetation LLC -- http://www.magnetation.com/-- is a joint venture between Magnetation, Inc. (50.1% owner) and AK Iron Resources, LLC, an affiliate of AK Steel Corporation (49.9% owner). Magnetation LLC recovers high-quality iron ore concentrate from previously abandoned iron ore waste stockpiles and tailings basins. Magnetation LLC owns iron ore concentrate plants located in Keewatin, MN, Bovey, MN and Grand Rapids, MN, and an iron ore pellet plant in Reynolds, IN. Magnetation LLC and four subsidiaries sought Chapter 11 bankruptcy protection (Bankr. D. Minn. Lead Case No. 15-50307) in Duluth, Minnesota, on May 5, 2015, after reaching a deal with secured noteholders on a balance sheet restructuring. The cases are assigned to Chief Judge Gregory F Kishel. The Debtors have tapped Davis Polk & Wardwell LLP and Lapp, Libra, Thomson, Stoebner & Pusch, Chtd., as attorneys; Blackstone Advisory Partners LP as financial advisor; and Donlin, Recano & Company, Inc., as the claims agent. The Debtor's exclusive period for filing a plan and disclosure statement ends Sept. 2, 2015. MCK MILLENIUM: Court Narrows Trustee Suit Against Key Bank et al ---------------------------------------------------------------- Bankruptcy Judge Jacqueline P. Cox dismissed Count VI of the plaintiff's First Amended Complaint and made recommendations to the district court as to the other counts in the case captioned Gina B. Krol, not individually but as the duly assigned Chapter 7 Trustee, Plaintiff, v. Key Bank National Association, individually and as successor by merger to Key Bank Real Estate Capital Markets, Inc. d/b/a Key Bank Real Estate Capital Markets, Inc. Wells Fargo Bank, N.A., as successor trustee to LaSalle Bank N.A., for the Registered Holders of Merrill Lynch Mortgage Trust 2005-MKB2 Commercial Mortgage Pass-Through Certificates, Series 2005-MKB2; Defendants, CASE NO. 12-24676, ADVERSARY NO. 14-00392 (Bank. N.D. Ill., E. Div.) Krol is the trustee overseeing the Chapter 7 liquidation case of MCK Millennium Centre Parking, LLC. In her April 24, 2015 memorandum opinion and recommendations to the district court, a copy of which is available at http://is.gd/KblSwO from Leagle.com, Judge Cox dismissed with prejudice Count VI of the Amended Complaint which sought avoidance and recovery of preferential transfers under Sections 547(b) and 550, as the transfers are protected by Section 546(e) of the Bankruptcy Code. As to the other counts, Judge Cox made the following recommendations to the district court that: -- Count I, which seeks Avoidance of Fraudulent Transfers under 11 U.S.C. Sections 548(a)(1)(B) and 550, be dismissed with prejudice as the transfers are protected by Section 546(e) of the Bankruptcy Code. -- Count II, which seeks Avoidance of Fraudulent Transfers under 11 U.S.C. Sections 548(a)(1)(A) and 550, be dismissed without prejudice as the plaintiff failed to allege fraud with specificity. -- Count III, which seeks Avoidance of Fraudulent Transfers under 740 ILCS 160/5(a)(2) be dismissed with prejudice as the transfers are protected by Section 546(e) of the Bankruptcy Code. -- Count IV, which seeks Avoidance of Fraudulent Transfers under 740 (ILCS) 160/6(a), be dismissed with prejudice, as the Transfers are protected by 4546(e) of the Bankruptcy Code. -- Count V, which seeks Avoidance of a Fraudulent Transfer under 740 ILCS 160/5(a)(1), be dismissed without prejudice, because it lack specificity. About MCK Millenium Centre Parking, LLC MCK Millenium Centre Parking, LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 12-24676) on June 19, 2012. Jonathan D. Golding, Esq., at The Golding Law Offices, P.C., served as counsel to the Chapter 11 debtor. On September 10, 2013, the case was converted to Chapter 7 of the Bankruptcy Code, and Gina Krol was appointed as the Chapter 7 Trustee. A copy of the petition is available at http://bankrupt.com/misc/ilnb12-24676.pdf NATROL INC: Can Hire Kucchar & Co. as Indian Counsel ---------------------------------------------------- The Hon. Brendan Linehan Shannon of the U.S. Bankruptcy Court for the District of Delaware authorized LEAF123 Inc. fka Natrol Inc. and its debtor-affiliates to employ Kucchar & Co. as Indian Counsel. The firm said it will assist with (i) evaluating the contours and legal impact of the Indian liquidation proceeding as well as the legal import of the claims made by the Plethico India Noteholders and Natrol and (ii) responding to any future claims raised regarding the equity interest of Plethico India. The Debtors said they will not be able to conduct an independent investigation of these issues, make the necessary determinations, or respond to further claims without the assistance of Indian counsel. The firm is expected to: a) provide legal advice with respect to certain pending matters in India; b) prepare, on behalf of the Debtors, necessary applications, motions, answers, orders, reports, and other legal papers in connection with legal matters in India; c) appear in court and otherwise protecting the interests of the Debtors in India; and d) perform all other legal services for the Debtors that may be necessary and proper in connection with legal matters in India. According to the Debtors, Plethico India is the subject of a winding-up petition under sections 433 and 434 of the Companies Act, 1956, in the High Court of Madhya Pradesh at Indore, and a provisional liquidator has been appointed. Additionally, certain noteholders of Plethico India are seeking to enforce rights against Plethico India in the Chapter 11 Cases pursuant to a trust deed, the Debtors noted. The firm will charge the Debtors based on its current hourly rates according to the following rate schedule: Designation Hourly Rate ----------- ----------- Senior Partner $425 Partner $400 Senior Associate $350 Associate $275 The Debtors assured the Court that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. 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. Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the District of Delaware on April 2, 2015, approved the disclosure statement explaining the First Amended Joint Liquidating Plan of Leaf123, Inc., f/k/a Natrol, Inc., and its debtor affiliates. A full-text copy of the Disclosure Statement dated April 2, 2015, is available at http://bankrupt.com/misc/NATROLds0402.pdf NEW LOUISIANA: Belfor USA’s Motion to Compel Assumption Denied ---------------------------------------------------------------- U.S. Bankruptcy Judge Robert Summerhays denied Belfor USA Group, Inc.'s motion to compel certain of New Louisiana Holdings LLC, et al., to immediately assume or reject certain executory contracts and for relief from the automatic stay. The Debtors objected to the motion, noting that Belfor seeks to compel the Debtors to assume or reject a Stipulated Settlement Agreement and Release and Stay and Order Approving Stipulation, dated as of June 5, 2009. If assumed, Belfor alleges that the Debtors owe Belfor $293,333.33 plus interest, which represents the remaining balance of the $5.875 million "Settlement Sum" due under the Settlement Agreement. If rejected, Belfor asserts that it would be entitled to a rejection damage claim of approximately $918,333 -- a difference of approximately $625,000 in the face amount of the claim. The Debtors noted that in a chapter 11 case, the Bankruptcy Code affords a debtor the opportunity to either assume or reject an executory contract at any time up until confirmation of a plan. They aver that permitting a debtor to make its decision as late as the plan confirmation date enables the debtor to carefully evaluate the possible benefits and burdens of an executory contract to the debtor, its estate and creditors as a whole. According to the Debtors, while the Bankruptcy Code permits a court to specify a different time by which a debtor must either assume or reject an executory contract, courts do not rush a debtor into making what may be an improvident decision absent compelling reasons. The Debtors contend that no such reasons exist here, the Debtors tell the Court. The Debtors paid approximately 95% of the Settlement Sum prior to the commencement of their bankruptcy cases. Upon Belfor's receipt of the balance, the only remaining obligation of the parties is to submit a joint stipulation dismissing a related lawsuit. In an attempt to justify the relief requested in the Motion, Belfor refers to certain alleged obligations it might have to provide emergency services to the Debtors' skilled nursing facilities, but any such services were to be provided pursuant to the terms of separate agreements to be executed by the parties, and not pursuant to the terms of the Settlement Agreement. Notably, Belfor, the Debtors pointed out, does not claim that there are any service agreements actually effect (and the Debtors are not aware of any such contracts), nor has Belfor moved to have the Debtors assume or reject any such contracts. As a result, Belfor has not demonstrated how assumption or rejection of the Settlement Agreement would even address its purported concerns regarding services to be provided under separate agreements, much less meet its burden in seeking to shorten the Debtors' time to assume or reject the Settlement Agreement. Conversely, the Debtors believe that they should be afforded until confirmation of a plan to assume or reject the Settlement Agreement because, among other things, the face amount of Belfor's claim could vary greatly depending on whether the Settlement Agreement is either assumed or rejected. Belfor has failed to carry its burden of proof and the Motion should be denied. The Official Committee of Unsecured Creditors joined in the Debtors' objection to the Motion to Compel. About New Louisiana Holdings New Louisiana Holdings LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 14-50756), on June 25, 2014. Ten affiliates of New Louisiana -- Acadian 4005 Tenant, LLC (Case No. 14-50850), Atrium 6555 Tenant, LLC, dba The Atrium at Lafreniere Assisted Living (Case No. 14-50851), Citiscape 5010 Tenant, LLC, dba Citiscape Apartments (Case No. 14-50853), Lakewood Quarters Assisted 8585 Tenant, LLC (Case No. 14-50854), Lakewood Quarters Rehab 8225 Tenant, LLC (Case No. 14-50855), Panola 501 Partners, LP (Case No. 14-50862), Regency 14333 Tenant, LLC (Case No. 14-50861), Retirement Center 14686 Tenant, LLC (Case No. 14-50856), Sherwood 2828 Tenant, LLC (Case No. 14-50857), St. Charles 1539 Tenant, LLC (Case No. 14-50858) and Woodland Village 5301 Tenant, LLC (Case No. 14-50859) filed Chapter 11 bankruptcy petitions on July 16, 2014. Fifteen additional affiliates of New Louisiana -- SA-PG Ocala LLC (Case No. 14-50909), SA-PG Operator Holdings LLC (Case No. 14-50912), SA-PG Clearwater LLC (Case No. 14-50913), SA-PG Gainesville LLC (Case No. 14-50914), SA-PG Jacksonville LLC (Case No. 14-50915), SA-PG Largo LLC (Case No. 14-50916), SA-PG North Miami LLC (Case No. 14-50917), SA-PG Orlando LLC (Case No. 14-50918), SA-PG Pinellas LLC (Case No. 14-50919), SA-PG Port St. Lucie LLC (Case No. 14-50920), SA-PG Sun City Center LLC (Case No. 14-50921), SA-PG Tampa LLC (Case No. 14-50922), SA-PG Vero Beach LLC (Case No. 14-50923), SA-PG West Palm Beach LLC (Case No. 14-50924) and SA-PG Winterhaven LLC (Case No. 14-50925) filed separate Chapter 11 bankruptcy petitions on July 28, 2014. Four more affiliates of New Louisiana -- CHC-CLP Operator Holding LLC (Case No. 14-51104), SA-St. Petersburg LLC (Case No. 14-51101), SA-Clewiston LLC (Case No. 14-51102) and SA-Lakeland LLC (Case No. 14-51103) -- that operate skilled nursing facilities located in Lakeland, Clewiston and St. Peterburg, Florida, sought protection under Chapter 11 of the Bankruptcy Code on Sept. 3, 2014. The Chapter 11 cases are jointly consolidated with New Louisiana's Chapter 11 case at Case No. 14-50756 before Judge Robert Summerhays of the United States Bankruptcy Court for the Western District of Louisiana (Lafayette). The Debtors are represented by Patrick J. Neligan, Jr., Esq., at Neligan Foley LLP, in Dallas, Texas. Jan M. Hayden and Baker Donelson Bearman Caldwell & Berkowitz, P.C. serves as local counsel. The U.S. Trustee for Region 5 on Oct. 3, 2014, appointed three creditors of New Louisiana Holdings, LLC, to serve on the official committee of unsecured creditors. Pepper Hamilton LLP and McGlinchey Stafford PLLC serve as counsel to the Committee. NEW LOUSIANA: Marcus & Millichap OK'd as Committee Consultant ------------------------------------------------------------- The Hon. Robert Summerhays of the U.S. Bankruptcy Court for the Western District of Louisiana authorized the Official Committee of Unsecured Creditors to retain Marcus & Millichap as real estate consultants. According to the Committee, the Debtors were engaging Senior Living Investment Brokerage, Inc., to serve as broker to sell the Palm Terrace facilities. As part of the marketing process, the land and buildings, which are owned by non-debtor third parties, will also be offered for sale. It is expected that by selling the land, buildings and operations jointly, a higher and better overall price may be obtained. Senior Living is proposed to serve as the broker for the Debtors well as the non-debtor owners of the land and buildings. Therefore, it is possible a conflict may arise in connection with the allocation of any joint purchase price that may be offered. The Committee says that Marcus & Millichap as its real estate consultant will provide consultation with the Committee concerning the sale process for the Palm Terrace facilities, and specifically with the allocation of proceeds between operations and the real property. Marcus & Millichap will not be responsible for marketing, advertising or otherwise overseeing the sale process, which will remain the exclusive responsibility of Senior Living Investment Brokerage, Inc. To the best of the Committee's knowledge, Marcus & Millichap is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About New Louisiana Holdings New Louisiana Holdings LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 14-50756), on June 25, 2014. Ten affiliates of New Louisiana -- Acadian 4005 Tenant, LLC (Case No. 14-50850), Atrium 6555 Tenant, LLC, dba The Atrium at Lafreniere Assisted Living (Case No. 14-50851), Citiscape 5010 Tenant, LLC, dba Citiscape Apartments (Case No. 14-50853), Lakewood Quarters Assisted 8585 Tenant, LLC (Case No. 14-50854), Lakewood Quarters Rehab 8225 Tenant, LLC (Case No. 14-50855), Panola 501 Partners, LP (Case No. 14-50862), Regency 14333 Tenant, LLC (Case No. 14-50861), Retirement Center 14686 Tenant, LLC (Case No. 14-50856), Sherwood 2828 Tenant, LLC (Case No. 14-50857), St. Charles 1539 Tenant, LLC (Case No. 14-50858) and Woodland Village 5301 Tenant, LLC (Case No. 14-50859) filed Chapter 11 bankruptcy petitions on July 16, 2014. Fifteen additional affiliates of New Louisiana -- SA-PG Ocala LLC (Case No. 14-50909), SA-PG Operator Holdings LLC (Case No. 14-50912), SA-PG Clearwater LLC (Case No. 14-50913), SA-PG Gainesville LLC (Case No. 14-50914), SA-PG Jacksonville LLC (Case No. 14-50915), SA-PG Largo LLC (Case No. 14-50916), SA-PG North Miami LLC (Case No. 14-50917), SA-PG Orlando LLC (Case No. 14-50918), SA-PG Pinellas LLC (Case No. 14-50919), SA-PG Port St. Lucie LLC (Case No. 14-50920), SA-PG Sun City Center LLC (Case No. 14-50921), SA-PG Tampa LLC (Case No. 14-50922), SA-PG Vero Beach LLC (Case No. 14-50923), SA-PG West Palm Beach LLC (Case No. 14-50924) and SA-PG Winterhaven LLC (Case No. 14-50925) filed separate Chapter 11 bankruptcy petitions on July 28, 2014. Four more affiliates of New Louisiana -- CHC-CLP Operator Holding LLC (Case No. 14-51104), SA-St. Petersburg LLC (Case No. 14-51101), SA-Clewiston LLC (Case No. 14-51102) and SA-Lakeland LLC (Case No. 14-51103) -- that operate skilled nursing facilities located in Lakeland, Clewiston and St. Peterburg, Florida, sought protection under Chapter 11 of the Bankruptcy Code on Sept. 3, 2014. The Chapter 11 cases are jointly consolidated with New Louisiana's Chapter 11 case at Case No. 14-50756 before Judge Robert Summerhays of the United States Bankruptcy Court for the Western District of Louisiana (Lafayette). The Debtors are represented by Patrick J. Neligan, Jr., Esq., at Neligan Foley LLP, in Dallas, Texas. Jan M. Hayden and Baker Donelson Bearman Caldwell & Berkowitz, P.C. serves as local counsel. The U.S. Trustee for Region 5 on Oct. 3, 2014, appointed three creditors of New Louisiana Holdings, LLC, to serve on the official committee of unsecured creditors. Pepper Hamilton LLP and McGlinchey Stafford PLLC serve as counsel to the Committee. NEW LOUSIANA: Palm Terrace Debtors Win OK to Hire SLIB ------------------------------------------------------ The Hon. Robert Summerhays of the U.S. Bankruptcy Court for the Western District of Louisiana authorized the Palm Terrace Debtors -- SA-Lakeland, LLC, SA-Clewiston, LLC and SA-St. Petersburg, LLC -- to employ Senior Living Investment Brokerage, Inc., to provide brokerage services. The Palm Terrace Debtors have determined, in the exercise of their business judgment and in consultation with the Committee, to sell the operations of the facilities. In order to facilitate the sale of the Operations and obtain the highest and best offer for the Operations for the benefit of the Palm Terrace Debtors' estates and creditors, the Palm Terrace Debtors have, engaged SLIB to conduct a competitive marketing process for the Operations and to act as broker for the Palm Terrace Debtors. SLIB will conduct a marketing process for the Operations in accordance with bidding procedures that are approved by the Court. In the event that some or all of the Operations are sold to a bidder, SLIB shall receive a commission equal to 2.0% of the purchase price (the "Commission"). No compensation is due to SLIB under the Agreement unless the Operations are sold. Bradley Clousing, managing director of SLIB, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. About New Louisiana Holdings New Louisiana Holdings LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 14-50756), on June 25, 2014. Ten affiliates of New Louisiana -- Acadian 4005 Tenant, LLC (Case No. 14-50850), Atrium 6555 Tenant, LLC, dba The Atrium at Lafreniere Assisted Living (Case No. 14-50851), Citiscape 5010 Tenant, LLC, dba Citiscape Apartments (Case No. 14-50853), Lakewood Quarters Assisted 8585 Tenant, LLC (Case No. 14-50854), Lakewood Quarters Rehab 8225 Tenant, LLC (Case No. 14-50855), Panola 501 Partners, LP (Case No. 14-50862), Regency 14333 Tenant, LLC (Case No. 14-50861), Retirement Center 14686 Tenant, LLC (Case No. 14-50856), Sherwood 2828 Tenant, LLC (Case No. 14-50857), St. Charles 1539 Tenant, LLC (Case No. 14-50858) and Woodland Village 5301 Tenant, LLC (Case No. 14-50859) filed Chapter 11 bankruptcy petitions on July 16, 2014. Fifteen additional affiliates of New Louisiana -- SA-PG Ocala LLC (Case No. 14-50909), SA-PG Operator Holdings LLC (Case No. 14-50912), SA-PG Clearwater LLC (Case No. 14-50913), SA-PG Gainesville LLC (Case No. 14-50914), SA-PG Jacksonville LLC (Case No. 14-50915), SA-PG Largo LLC (Case No. 14-50916), SA-PG North Miami LLC (Case No. 14-50917), SA-PG Orlando LLC (Case No. 14-50918), SA-PG Pinellas LLC (Case No. 14-50919), SA-PG Port St. Lucie LLC (Case No. 14-50920), SA-PG Sun City Center LLC (Case No. 14-50921), SA-PG Tampa LLC (Case No. 14-50922), SA-PG Vero Beach LLC (Case No. 14-50923), SA-PG West Palm Beach LLC (Case No. 14-50924) and SA-PG Winterhaven LLC (Case No. 14-50925) filed separate Chapter 11 bankruptcy petitions on July 28, 2014. Four more affiliates of New Louisiana -- CHC-CLP Operator Holding LLC (Case No. 14-51104), SA-St. Petersburg LLC (Case No. 14-51101), SA-Clewiston LLC (Case No. 14-51102) and SA-Lakeland LLC (Case No. 14-51103) -- that operate skilled nursing facilities located in Lakeland, Clewiston and St. Peterburg, Florida, sought protection under Chapter 11 of the Bankruptcy Code on Sept. 3, 2014. The Chapter 11 cases are jointly consolidated with New Louisiana's Chapter 11 case at Case No. 14-50756 before Judge Robert Summerhays of the United States Bankruptcy Court for the Western District of Louisiana (Lafayette). The Debtors are represented by Patrick J. Neligan, Jr., Esq., at Neligan Foley LLP, in Dallas, Texas. Jan M. Hayden and Baker Donelson Bearman Caldwell & Berkowitz, P.C. serves as local counsel. The U.S. Trustee for Region 5 on Oct. 3, 2014, appointed three creditors of New Louisiana Holdings, LLC, to serve on the official committee of unsecured creditors. Pepper Hamilton LLP and McGlinchey Stafford PLLC serve as counsel to the Committee. OSI OUTSOURCING: Bid to Dismiss "Labbe" Suit Granted ---------------------------------------------------- District Judge Michael A. Shipp denied Plaintiff's motion for summary judgment in, and granted Defendants' motion to dismiss, the case captioned ANNA CAROL LABBE, Plaintiff, v. OSI OUTSOURCING SOLUTIONS, INC., et al., Defendants, CIVIL ACTION NO. 14-5049 (MAS)(TJB)(D. N.J.). Anna Carol Labbe filed a complaint against her former employer, OSI Outsourcing Solutions, Inc. ("OSI") claiming her entitlement to indemnification from OSI for legal expenses and fees relating to her successful defense of a criminal action. Defendants filed a motion to dismiss the complaint pursuant to Fed.R.Civ.Proc. Rule 12(b)(6). Defendants additionally argue in their reply that Labbe's indemnification claim is barred because it has been discharged by OSI's Chapter 11 bankruptcy proceeding. Labbe filed a cross-motion for summary judgment pursuant to Rule 56. The parties agreed that the dispositive issue is whether New Jersey Law or Delaware law applies to Labbe's claim for indemnification. The court applied the choice of law rules of New Jersey, being the forum state. Since courts in New Jersey have generally considered corporate indemnification issues as internal affairs governed by the state of incorporation, and OSI was incorporated in Delaware, Judge Shipp applied Delaware law to the current dispute. Judge Shipp thus held that "Labbe's motion for summary judgment must be denied because Delaware General Corporate Law does not require mandatory indemnification for employees, and Plaintiff has not asserted that she was a director or officer of OSI." Defendants' motion to dismiss was granted. A copy of the April 22, 2015 memorandum opinion is available at http://is.gd/S0GaEvfrom Leagle.com. ANNA CAROL LABBE, Plaintiff, represented by JOHN P. MCDONALD -- jmcdonald@mcdonaldrogerslaw.com -- MCDONALD & ROGERS, LLC & JOHN PATRICK MCDONALD, MCDONALD & ROGERS, LLC. OSI OUTSOURCING SOLUTIONS, INC., OSI COLLECTION SERVICES, INC., and NCO GROUP, INC., Defendant, represented by DAVID C. KISTLER -- Kistler@BlankRome.com -- BLANK ROME, LLP. PARK MERIDIAN: Court Approves Frazier & Deeter as Tax Preparer -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Georgia has granted Park Meridian, L.L.C., and 7220, L.L.C.'s request to employ Frazier & Deeter, LLC as tax preparer. The Debtors amended its motion to clarify the sources of payment for Frazier & Deeter's services and the nature of the services to be provided. According to the Debtors, the firm will: 1. prepare state and federal tax returns; and 2. render other necessary advice and services as the debtor may, from time to time require. The compensation of the firm will be paid by the Debtors principals and the firm has agreed to look to the principals and not the estate for payment of its fees. To the best of the Debtors' knowledge, the firm is "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Park Meridian Park Meridian owns a commercial building located at 3890 Johns Creek Parkway, in Suwanee, Forsyth County, Georgia. Northside-Rosser asserts a first priority lien on the property and the rents therefrom to secure a claim in the disputed amount of $10,549,229. The Debtor says the property has a market value of at least $11,000,000. Park Meridian sought Chapter 11 protection (Bankr. N.D. Ga. Case No. 15-20447) in Gainesville, Georgia, on March 2, 2015, stating that it was unable to pay its debts as they generally mature. The Debtor is represented by William A. Rountree, Esq., at Macey, Wilensky & Hennings LLC, in Atlanta, Georgia. The Atlanta-based Debtor disclosed $13,557,826 in assets and $11,526,119 in liabilities as of the Chapter 11 filing. The Court set May 4, 2015, as the deadline for any individual or entity to file proofs of claim against the Debtors. PROTOM INTERNATIONAL: Has Interim OK to Tap $713K of DIP Loans -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, gave ProTom International, Inc., and ProTom International, LLC, interim authority to obtain postpetition financing up to an aggregate principal amount not to exceed $712,559 from Michaelson Capital Special Finance Fund LP. As previously reported by The Troubled Company Reporter, Michaelson is a senior secured lender pursuant to a secured convertible promissory note dated Dec. 29, 2014 in the principal amount of $10,138,091. On April 27, 2015, Michaelson loaned the Debtors the additional amount of $388,322. The loans are secured by substantially all the assets of the Debtors. As of the Petition Date, the total amount owed secured loans are estimated to be $6,485,830. Michaelson has agreed to provide the Debtor postpetition financing while it completes a sale of the assets. McLaren Health Care Corporation, a Michigan non-profit corporation, disputed that Michaelson is entitled to, or has a lien on, the equipment and any of the components of the system. McLaren is a party to a purchase agreement under which McLaren purchased ProTom's Radiance 330 Proton Therapy System, which consists of all equipment, software, intellectual property and operations and training material. McLaren argued that in light of ProTom's failure to comply with the termination provisions of the purchase agreement, McLaren has a significant concern that both the Debtors and Michaelson believe that the Equipment and the components of the System are subject to Michaelson's security interest, and that Michaelson can affect McLaren's use of the Intellectual Property and the System Intellectual Property. The Court will conduct the Final Hearing on June 2, 2015, at 9:15 a.m. (Prevailing Central Time). Any objection to the relief requested in the Motion on a permanent basis must be submitted on or before May 29. The DIP Lender is represented by: Michael J. Venditto, Esq. REED SMITH LLP 599 Lexington Avenue, 22nd Floor New York, NY 10022 Fax: (212) 521-5450 Email: mvenditto@reedsmith.com -- and -- Charles Gibbs, Esq. Michael Cooley, Esq. AKIN GUMP STRAUSS HAUER & FELD LLP 1700 Pacific Avenue, Suite 4100 Dallas, TX 75201-4624 Fax: (214) 969-4343 Email: cgibbs@akingump.com mcooley@akingump.com McLaren is represented by: Stephen M. Pezanosky, Esq. Autumn D. Highsmith, Esq. HAYNES AND BOONE LLP 2323 Victory Avenue, Suite 700 Dallas TX 75219-7672 Tel: (214) 651-5000 Fax: (214) 651-5940 Email: stephen.pezanosky@haynesboone.com autumn.highsmith@haynesboone.com -- and -- Julie Beth Teicher, Esq. ERMAN, TEICHER, ZUCKER & FREEDMAN, P.C. 400 Galleria Officentre, Suite 444 Southfield, MI 48034 Tel: (248) 827-4100 Fax: (248) 827-4106 Email: jteicher@ermanteicher.com About ProTom International ProTom International Inc. is a medical technology focused on proton therapy for cancer patients. The Company and affiliate ProTom International, LLC, have the exclusive rights to sell in the U.S. the compact accelerators developed by Russia-based ZAO Protom and owner Vladimir E. Balakin. The ZAO system and technology were lighter and cheaper than proton therapy systems then in operation in the U.S. This technology has been the basis on which ProTom has developed its Radiance 330 Proton Therapy System. ProTom International, Inc., and ProTom International, LLC, sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-32065 and 15-32066) in Dallas on May 12, 2015. The cases are assigned to Judge Barbara J. Houser. The Debtors tapped Jackson Walker, LLP as counsel, and Lain, Faulkner & Co., P.C., as accountant. ProTom Inc. estimated $10 million to $50 million in assets and debt. PUTNAM ENERGY: Court Approves Heller Draper as Chapter 11 Counsel ----------------------------------------------------------------- The Hon. Carol A. Doyle of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Putnam Energy, L.L.C., to employ Heller, Draper, Patrick, Horn & Dabney, L.L.C. as Chapter 11 counsel, as of the March 11, 2015 petition date. As reported in the Troubled Company Reporter on April 24, 2015, the Debtor requires Heller Draper to: (a) provide legal advice with respect to its powers and duties as debtor in possession in the continued management and operation of its business and property; (b) attend meetings with representatives of its creditors and other parties in interest; (c) take all necessary action to protect and preserve the estate of the Debtor, including the prosecution of actions on its behalf, the defense of any action commenced against the Debtor, negotiations concerning litigation in which the Debtor is involved, and objections to claims filed against the estate; (d) prepare on behalf of the Debtor motions, applications, answers, orders, reports, and papers necessary to the administration of the estate; (e) take any necessary action on behalf of the Debtor to obtain confirmation of its plan; (f) appear before this Court to protect the interests of the Debtor; (g) perform all other necessary legal services and provide all other necessary legal advice to the Debtor in connection with this Chapter 11 Case; (h) represent the Debtor in connection with obtaining Post-petition financing, if any; (i) advise the Debtor concerning and assisting in the negotiation and documentation of financing agreements, cash collateral orders and related transactions; (j) investigate the nature and validity of liens asserted against the property of the Debtor, and advising the Debtor concerning the enforceability of said liens; (k) investigate and advise the Debtor concerning, and taking such action as may be necessary to collect, income and assets in accordance with applicable law, and the recovery of property for the benefit of the estate of the Debtor; (l) advise and assist the Debtor in connection with any potential property dispositions; (m) advise the Debtor concerning executory contract and unexpired lease assumptions, assignments and rejections and lease restructuring and recharacterizations; (n) assist the Debtor in reviewing, estimating and resolving claims asserted against the estate; (o) commence and conduct litigation necessary and appropriate to assert rights held by the Debtor, protect assets of the Chapter 11 estate or otherwise further the goal of completing the successful reorganization of the Debtor; and (p) perform all other legal services for the Debtor which may be necessary and proper in this proceeding. Heller Draper will be paid at these hourly rates: Douglas S. Draper and Other Senior Partners $450 Partners $400 Associates $300 Paralegals $90 Heller Draper will also be reimbursed for reasonable out-of-pocket expenses incurred. On March 11, 2015, prior to the filing of the bankruptcy case, Heller Draper received a retainer in the sum of $25,000. The wire was sent by MLP Energy Advisors and booked as a loan to the Debtor to serve as security for and/or as payment for services rendered prepetition and the filing fees for the bankruptcy case in accordance with the Engagement Letter attached hereto as Exhibit B. This retainer was placed in the Firmâ€™s trust account. On March 12, 2015, $7,500 was drawn from the trust account to cover fees incurred through March 12, 2015 and $2,500 was sent as a retainer to local counsel. Douglas S. Draper, member of Heller Draper, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Heller Draper can be reached at: Douglas S. Draper, Esq. HELLER, DRAPER, PATRICK, HORN & DABNEY, L.L.C. 650 Poydras Street, Ste 2500 New Orleans, LA 70130-6103 Tel: (504) 299-3333 Fax: (504) 299-3399 E-mail: ddraper@hellerdraper.com About Putnam Energy Putnam Energy, L.L.C., a company with power plant and pipeline assets, sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 15-08733) on March 11, 2015, in Chicago, Illinois, after it failed to reach a forbearance agreement with its lender. The Debtor disclosed $10,394,596 in assets and $2,283,218 in liabilities as of the Chapter 11 filing. The case is assigned to Judge Carol A. Doyle. Terrence O'Malley, manager and CEO, signed the petition. The Debtor is represented by Douglas S Draper, Esq., at Heller, Draper, Patrick, Horn & Dabney, LLC, in New Orleans, as counsel. RECOVERY CENTERS: Says Ombudsman Not Needed in Ch. 11 Case ---------------------------------------------------------- Recovery Centers of King County asks the U.S. Bankruptcy Court for the Western District of Washington at Seattle to issue an order excusing it from appointing an ombudsman to oversee the quality of patient care and otherwise represent the interests of patients as could otherwise be required under Section 333 of the Bankruptcy Code. Mary-Ann C. Taja, Chief Financial Officer for the Debtor, tells the Court that RCKC is a non-profit corporation which until April of 2015, provided various in-patient and out-patient detoxification services in King County. Ms. Taja says RCKC thereby appears to meet the definition of a "health care business" as defined in Section 101(27A) of the Bankruptcy Code, making Section 333(a) applicable. Because the Debtor is no longer operating and/or providing care to patients, it appears that a patient care ombudsman's services are not required in this case, Emily Jarvis, Esq., at Wells and Jarvis, P.S., in Seattle, Washington, asserts. Further, excusing RCKC from hiring an ombudsman will save on administrative expenses, which is especially appropriate in this case as no further revenues are being generated by ongoing operations to offset those expenses, Ms. Jarvis adds. About Recovery Centers of King County Recovery Centers of King County -- http://www.rckc.org/-- provides Central Seattle and South King County residents with a continuum of care for those who suffer with alcoholism or other drug addiction. RCKC filed a Chapter 11 case (Bankr. W.D. Wash. Case No. 15-13060) in its hometown in Seattle, Washington on May 15, 2015. The case is assigned to Judge Timothy W. Dore. The Debtor tapped Jeffrey B Wells, Esq., at Wells and Jarvis, P.S., in Seattle, as counsel. According to the docket, the appointment of a health care ombudsman is due by June 15, 2015. RECOVERY CENTERS: Seeks to Use BofA Cash Collateral --------------------------------------------------- Recovery Centers of King County seeks authority from the U.S. Bankruptcy Court for the Western District of Washington at Seattle to use cash collateral of secured lender Bank of America, N.A., to complete the tasks associated with wrapping up the business including transitioning of patient care, stewardship and sale of assets, and completion of the Chapter 11 liquidation plan. According to Emily Jarvis, Esq., at Wells and Jarvis, P.S., in Seattle, Washington, the Debtor has no alternative borrowing source. The Debtor's properties are being marketed for sale and one already has a buyer, however, until that property sells there will be no new funds available to the Debtor, Ms. Jarvis tells the Court. The Debtor also proposes to pay its remaining personnel and all federal and state withholding and payroll-related taxes resulting from the prepetition pay period, including all withholding taxes, Social Security taxes, and Medicare taxes. About Recovery Centers of King County Recovery Centers of King County -- http://www.rckc.org/-- provides Central Seattle and South King County residents with a continuum of care for those who suffer with alcoholism or other drug addiction. RCKC filed a Chapter 11 case (Bankr. W.D. Wash. Case No. 15-13060) in its hometown in Seattle, Washington on May 15, 2015. The case is assigned to Judge Timothy W. Dore. The Debtor tapped Jeffrey B Wells, Esq., at Wells and Jarvis, P.S., in Seattle, as counsel. According to the docket, the appointment of a health care ombudsman is due by June 15, 2015. RESIDENTIAL CAPITAL: Objection to Sharpe Claim Overruled -------------------------------------------------------- Bankruptcy Judge Martin Glenn overruled the ResCap Borrower Claims Trust's objection to Claim Number 2079 filed by Maurice Sharpe ("Sharpe") in the case captioned In re: RESIDENTIAL CAPITAL, LLC, et al., Chapter 11, Debtors, CASE NO. 12-12020 (MG), JOINTLY ADMINISTERED (Bankr. S.D.N.Y.). Sharpe's Claim rests on the wrongful foreclosure of his home by debtor GMAC Mortgage, LLC ("GMACM") resulting from the fraudulently procured refinancing of his mortgage loan. The Trust raised several arguments against the Claim, including untimeliness, claim preclusion, issue preclusion, estoppel, and waiver. Judge Glenn, however, found that applicable Nevada law substantiates none of these arguments. He also found that in contesting the Claim on its merits, the Trust failed to establish that the Claim should be disallowed and expunged as a matter of Nevada law. A copy of the April 23, 2015 memorandum opinion and order is available at http://is.gd/bsQCiWfrom Leagle.com. About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.7 billion in assets and $15.3 billion in liabilities at March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. ResCap sold most of the businesses for a combined $4.5 billion. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. Judge Martin Glenn in December 2013 confirmed the Joint Chapter 11 Plan co-proposed by Residential Capital and the Official Committee of Unsecured Creditors. RL ADKINS: 5th Cir. Affirms Ruling on Baker Hughes 1111(b) Claim ---------------------------------------------------------------- The United States Court of Appeals for the Fifth Circuit, in its April 23, 2015 Decision, affirmed the Judgments of both the Bankruptcy Court and the District Court refusing appellant Baker Hughes Oilfield Operations, Inc.'s claim to promote its unsecured claim to secured status claim under Section 1111(b)(2) of the Bankruptcy Code. Circuit Judge Reavley affirmed the Judgments of both the Bankruptcy Court and the District Court, stating that "because Baker Hughes had the right to credit bid a sale of its secured interest and failed to exercise it and because Section 1111 denies its election, the bankruptcy and district courts correctly rejected the claim." Baker Hughes and other creditors filed a petition for involuntary Chapter 7 bankruptcy against R. L. Adkins Corp. in July 2011 and the case was converted into a Chapter 11 proceeding in August. Scott Oils, Inc. proposed to purchase the mineral properties of the debtor and filed its Second Amended Plan of Organization on December 27, 2012. The Plan proposed the sale of substantial mineral interests, some 90 mineral leases and several wells, to Scott Oils "pursuant to Bankruptcy Code Section 363," in exchange for over $3.4 million. The Plan recognized that Baker Hughes had a lien on four of these mineral leases and one well. The full claim of Baker Hughes in the Teeter well is shown to be $321,506.28 but only a secured $38,753.22 interest. Four other creditors are shown to have secured interests in the Teeter well. On March 4, 2013 Baker Hughes filed for an election pursuant to 11 U.S.C. Sec. 1111(b) to have its claim treated as secured to the full extent. Scott Oils replied by pointing to the terms of the statute that denies the election where "such property is sold under Sec. 363 of this title or is to be sold under the Plan." Several days of hearing on confirmation of the Plan were held in April of 2013 and the Plan was confirmed on May 10, 2013. Baker Hughes did not appear at the hearing on confirmation and has not objected or appealed any act or decision of the bankruptcy court prior to the confirmation. Nor was the confirmation appealed. Following the confirmation, Baker Hughes has pursued its Section 1111 claim and argued that either it had the right to make a credit bid at the sale of the collateral or be granted election sought under Sec. 1111(b). A copy of Judge Reavley's Decision is available at http://is.gd/u0Rr5Ofrom Leagle.com. About R.L. Adkins R.L. Adkins Corp. -- http://www.rladkinscorp.com/-- operates an oil company that explores oil and gas through out West Texas and North Texas. Several oil and gas service companies filed an involuntary bankruptcy petition against RL Adkins in July, seeking nearly $500,000 in what they claimed were unpaid debts. The case was later converted to voluntary Chapter 11. RL Adkins in August 2011 listed its 20 largest creditors, with claims totaling more than $10.5 million. Judge Robert L. Jones presides over the case. A related company, Sweetwater, Texas-based Adkins Supply Inc. filed for Chapter 11 protection (Bankr. N.D. Tex. Case No. 11-10353) on Sept. 16, 2011. Judge Jones also presides over the case. Max Ralph Tarbox, Esq., at Tarbox Law P.C., represents Adkins Supply. It estimated both assets and debts to be between $1 million and $10 million. SABINE OIL: Moody's Lowers CFR to C, Outlook Negative ----------------------------------------------------- Moody's Investors Service downgraded Sabine Oil & Gas Corporation's Probability of Default Rating to C-PD/LD from Caa3-PD and its Corporate Family Rating to C from Caa3 following the company's announcement that it did not make the interest payment due on its Second Lien Credit Agreement following the expiration on May 21 of the 30-day grace period with respect to its April 21, 2015 scheduled payment date. Moody's also downgraded SOGC's second lien notes to C from Caa3 and its senior unsecured notes to C from Ca. The Speculative Grade Liquidity Rating of SGL-4 remains unchanged and the outlook remains negative. Downgrades: Issuer: Sabine Oil & Gas Corporation -- Probability of Default Rating, Downgraded to C-PD/LD from Caa3-PD -- Corporate Family Rating (Local Currency), Downgraded to C from Caa3 -- Senior Unsecured Regular Bond/Debenture (Local Currency) Jun 15, 2019, Downgraded to C, LGD5 from Ca, LGD5 -- Senior Unsecured Regular Bond/Debenture (Local Currency) Sep 15, 2020, Downgraded to C, LGD5 from Ca, LGD5 Issuer: Sabine Oil & Gas LLC -- Senior Secured Bank Credit Facility (Local Currency), Downgraded to C, LGD5 from Caa3, LGD3 -- Senior Unsecured Regular Bond/Debenture (Local Currency) Feb 15, 2017, Downgraded to C, LGD5 from Ca, LGD5 Outlook Actions: Issuer: Sabine Oil & Gas Corporation -- Outlook, Remains Negative Affirmations: Issuer: Sabine Oil & Gas Corporation -- Speculative Grade Liquidity Rating, Affirmed SGL-4 On April 21, 2015, SOGC announced that it would not make the interest payment due on its $700 million Second Lien Credit Agreement, electing its right to exercise a 30-day grace period with respect to the interest payment's scheduled April 21 payment date. On May 21, SOGC announced that it had entered into a forbearance agreement with the lenders under the Second Lien Credit Agreement. Under the forbearance agreement, second lien lenders have agreed to forbear from exercising remedies until the earlier of the occurrence of certain events of default, the acceleration or exercise of remedies by other lenders or creditors, and June 30, 2015. The forbearance agreement is intended to provide SOGC with additional flexibility to continue discussions with its creditors regarding the company's debt and capital structure. However, Moody's does not recognize forbearance agreements and treats the missed interest payment on the second lien notes beyond the 30-day grace period as a default. The downgrade of the CFR to C from Caa3, the second lien notes to C from Caa3 and the senior unsecured notes to C from Ca reflect the default and Moody's view on the potential overall recovery of 50%. While the second lien notes rating under Moody's Loss Given Default (LGD) methodology is Ca, Moody's believes the C rating better reflects the highly uncertain recovery prospects given the subordination of the second lien notes to the company's secured revolving credit facility's priority claim to the company's assets. The principal methodology used in these ratings was Global Independent Exploration and Production Industry published in December 2011. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Sabine Oil & Gas Corporation is an independent exploration and production company headquartered in Houston, Texas. SANTA CRUZ BERRY: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor affiliates that filed separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Santa Cruz Berry Farming Company, LLC 15-51771 116 Martinelli Street, Suite 8 Watsonville, CA 95077 Corralitos Farms, LLC 15-51772 116 Martinelli Street, Suite 7 Watsonville, CA 95076 Chapter 11 Petition Date: May 25, 2015 Court: United States Bankruptcy Court Northern District of California (San Jose) Debtors' Counsel: Thomas A. Vogele, Esq. THOMAS VOGELE AND ASSOCIATES, APC 245 Fishcher Avenue, # C-1 Costa Mesa, CA 92626 Tel: (714) 641-1232 Email: tvogele@tvalaw.com Total Total Assets Liabilities ---------- ----------- Santa Cruz Berry $9.58MM $5.02MM Corralitos Farms $5.42MM $8MM The petition was signed by Robert Fritz Koontz, manager. List of Santa Cruz Berry's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Armando Ramirez Loan from $24,400 Employee CCOF Certification Services, LLC Business Expense $8,903 Cedar Point Nursery Business Expense $80,688 Cypress Ag Consulting Business Expense $10,560 EDD Payroll Taxes $30,025 Famous Software Business Expense $6,915 Fenton & Keller Legal Fees $11,373 Franchise Tax Board Payroll Taxes $12,078 Internal Revenue Service Payroll Taxes $89,523 K&M Enterprises, LLC Business Expense $323,000 PO BOX 1464 Watsonville, CA 95077 Kanaka Peak Service Business Expense $63,252 Monterey County Tax Property taxes $21,649 NABTA USA International, Inc. Business Expense $9,640 Nationwide Agribusiness Ins. Business Expense $12,232 Norcal Nursery Business Expense $17,400 Pacific Gas and Electric Company Business Expense $17,927 Pajaro Valley Water Management Business Expense $16,659 RDO Water, LLC Business Expense $30,040 Richard Jon Gurnee, Switzer Trust, Lease $36,505 Etheleen Callender Trust Wendal Rosen Black & Dean, LLP Legal Fees $15,285 List of Corralitos Farms's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Andrew Koontz Loan from Insider $102,850 Beth Crandall Business Loan $151,144 Boyer, Inc. Business Expense $223,412 Comerica Bank Bank Account $112,910 Overdraft Crown Nursery, LLC Business Expense $119,628 Cypress Ag Consulting Business Expense $84,522 Duran Sales Business Loan $562,728 135 Allison Street Royal Oaks, CA 95076 Employment Development Dept. Payroll Taxes $112,412 FMG Farm Contractor, Inc. Business Expense $281,748 PO BOX 1582 Gonzales, CA 93926 Industrias de Culiacan SA de CV Business Expense $97,414 Internal Revenue Service Payroll Taxes $137,997 K&M Enterprises, LLC Produce Cooling $323,000 PO BOX 1464 Watsonville, CA 95077 Lassen Canyon Nursery, Inc. Business Expense $96,135 Norcal Nursery Business Expense $189,822 PV Water Management Agency Business Expense $121,765 Robert Fritz Koontz Loan from Insider $96,044 Sambrailo Packaging Business Expense $151,537 Sturdy Oil Company Business Expense $108,998 Zenith Insurance Company Business Expense $156,922 SANTA CRUZ BERRY: Grower-Shipper Files for Chapter 11 in San Jose ----------------------------------------------------------------- Santa Cruz Berry Farming Company, LLC, and Corralitos Farms, LLC, commenced Chapter 11 bankruptcy cases (Bankr. N.D. Cal. Case Nos. 15-51771 and 15-51772) in San Jose, California, on May 25, 2015. Watsonville, California-based Santa Cruz Berry Farming grows conventional and organic strawberries. The privately owned company was founded by and is currently managed by Fritz Koontz. Seven Seas Berry Sales, a division of the Tom Lange Co., is the sales agent for the Company. The Debtors don't own any real property. However, they are parties to various leases for land in California: -- 70 acres in Monterey with Julie Packard & Nancy Burnett; -- 57 acres in Watsonville with Lakeside Organic Gardens, LLC; -- 139.1 acres in Monterey with Richard Jon Gurnee, Switzer Trust; and -- 79.7 acres with Robert Stevens. Santa Cruz filed schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $9,584,291 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $3,761,746 E. Creditors Holding Unsecured Priority Claims $157,575 F. Creditors Holding Unsecured Non-priority Claims $1,105,093 ----------- ----------- TOTAL $9,584,291 $5,024,414 Corralitos Farms filed schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $5,420,814 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $3,914,471 E. Creditors Holding Unsecured Priority Claims $253,882 F. Creditors Holding Unsecured Non-priority Claims $3,841,487 ----------- ----------- TOTAL $5,420,814 $8,009,839 In its statement of financial affairs, Santa Cruz disclosed that according to its tax returns, it had $17.4 million in gross income in 2012, $13.4 million in 2013, and $13.0 million in 2014. Corralitos Farms had $0 gross income in 2012 and 2013, according to its tax returns. Copies of the schedules filed together with the petitions are available at: http://bankrupt.com/misc/canb15-51771_SAL.pdf http://bankrupt.com/misc/canb15-51772_SAL.pdf The Debtors tapped Thomas A. Vogele, Esq., at Thomas Vogele and Associates, APC, in Costa Mesa, California, as counsel. SIMPLY FASHION: Gets Approval to Hire Prime Clerk as Claims Agent ----------------------------------------------------------------- The Hon. Laurel M. Isicoff of the U.S. Bankruptcy Court for the Southern District of Florida authorized, on a final basis, Adinath Corp. and Simply Fashion Stores, Ltd., to employ Prime Clerk LLC as notice, claims and solicitation agent nunc pro tunc to Petition Date. As reported in the Troubled Company Reporter on April 22, 2015, the Debtors have over 5,000 potential creditors and interested parties in their chapter 11 cases. Although the office of the Clerk of the Bankruptcy Court ordinarily would serve notices on the Debtors' creditors and other parties in interest and administer claims against the Debtors, the Clerk's Office may not have the resources to undertake such tasks, especially in light of the magnitude of the Debtors' creditor body and the tight timelines that frequently arise in chapter 11 cases. For its claims and noticing services, Prime Clerk will charge the Debtors at these hourly rates: Hourly Rate ----------- Analyst $35 to $50 Technology Consultant $90 to $110 Consultant $100 to $145 Senior Consultant $150 to $170 Director $175 to $200 For the firm's solicitation, balloting and tabulation services, the rates are: Hourly Rate ----------- Solicitation Consultant $195 Director of Solicitation $220 The firm will charge $0.10 per page for printing, $0.10 per page for fax noticing, and no charge for e-mail noticing. Hosting of the case Web site is free of charge and on-line claim filing services are free of charge. For data administration and management, the firm will charge $0.10 per record per month for data storage, maintenance and security. Prior to the Petition Date, the Debtors agreed to provide Prime Clerk an advance of $10,000. About Simply Fashion Owned by the Shah family, Simply Fashion has 247 stores in 25 states across the country in major markets such as Detroit, Miami, New Orleans, St. Louis, Chicago, Atlanta, Baltimore, Nashville and Dallas. Founded in 1991, Simply Fashion is primarily a brick and mortar retailer of Junior, Plus and Super Plus women's fashion catering to African-American women between the ages of 25 and 55, with locations in 25 states. Adinath Corp. is the general partner of Simply Fashion. It is owned 100% by Bhavana Shah. On April 16, 2015, Adinath and Simply Fashion Stores, Ltd., each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in Miami, Florida (Bankr. S.D. Fla.). The cases are pending before the Honorable Laurel M. Isicoff, and the Debtors have requested joint administration of the cases under Case No. 15-16885. The Debtors have tapped Berger Singerman LLP as counsel; KapilaMukamal, LLP, as restructuring advisor; and Prime Clerk LLC as claims and noticing agent. Simply Fashion estimated $10 million to $50 million in assets and debt. The U.S. Trustee for Region 21 appointed five creditors to serve on the official committee of unsecured creditors. SIMPLY FASHION: Gets Final OK to Appoint Soneet R. Kapila as CRO ---------------------------------------------------------------- The Hon. Laurel M. Isicoff of the U.S. Bankruptcy Court for the Southern District of Florida authorized, on a final basis, Adinath Corp. and Simply Fashion Stores, Ltd., to employ KapilaMukamal, LLP as restructuring advisors and provide chief restructuring officer, nunc pro tunc to the Petition Date. The Debtors are authorized to designate Soneet R. Kapila as chief restructuring officer. The hourly rates of the consultants are: Mr. Kapila $530 Melissa Davis $396 Kevin M. McCoy $190 The hourly rate ranges of other KMLLP consultants are: Partners $396 - $490 Senior Consultants $220 - $350 Consultants $120 - $220 As reported in the Troubled Company Reporter on April 22, 2015, the Debtors have determined that obtaining the ongoing services of a CRO will substantially enhance their ability to (a) operate and meet their administrative obligations in these cases and (b) preserve and maximize the value of their assets pending any sale. As such, the Debtors have chosen to utilize KMLLP personnel as appropriate and have appointed Soneet R. Kapila of KMLLP, to the position of CRO. In his capacity as CRO, Kapila will report directly to the Debtors' Board of Directors. As a result of prepetition work performed on behalf of the Debtors, since March 26, 2015, KMLLP has acquired knowledge of the Debtors and their business and is now familiar with the Debtors' financial affairs, debt structure, operations and related matters. KMLLP will be compensated at its standard hourly rates of between $100 and $420 per hour, for accounting and financial consulting personnel to support the CRO is carrying out the services outlined in the Engagement Letter. In addition, the CRO will be compensated at the rate of $530 per hour. KMLLP will seek reimbursement for the reasonable out-of-pocket expenses of the CRO, and, if applicable, other accounting and financial consulting personnel, incurred in connection with this assignment. Mr. Kapila submits that KMLLP holds no adverse interest as to the matters for which it has been employed by the Debtors within the meaning of 11 U.SC. Sec. 327(a). Prior to the Petition Date, KMLLP received retainers from Simply Fashion in the amount of $180,000. About Simply Fashion Owned by the Shah family, Simply Fashion has 247 stores in 25 states across the country in major markets such as Detroit, Miami, New Orleans, St. Louis, Chicago, Atlanta, Baltimore, Nashville and Dallas. Founded in 1991, Simply Fashion is primarily a brick and mortar retailer of Junior, Plus and Super Plus women's fashion catering to African-American women between the ages of 25 and 55, with locations in 25 states. Adinath Corp. is the general partner of Simply Fashion. It is owned 100% by Bhavana Shah. On April 16, 2015, Adinath and Simply Fashion Stores, Ltd., each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in Miami, Florida (Bankr. S.D. Fla.). The cases are pending before the Honorable Laurel M. Isicoff, and the Debtors have requested joint administration of the cases under Case No. 15-16885. The Debtors have tapped Berger Singerman LLP as counsel; KapilaMukamal, LLP, as restructuring advisor; and Prime Clerk LLC as claims and noticing agent. Simply Fashion estimated $10 million to $50 million in assets and debt. The U.S. Trustee for Region 21 appointed five creditors to serve on the official committee of unsecured creditors. SIMPLY FASHION: Hilco Real Approved as Real Estate Consultants -------------------------------------------------------------- The Hon. Laurel M. Isicoff of the U.S. Bankruptcy Court for the Southern District of Florida authorized Adinath Corp. and Simply Fashion Stores, Ltd., to employ Ian Fredericks and Hilco Real Estate, LLC as real estate and leasing consultants. Mr. Fredericks and the consultant will market and sell certain existing nonresidential real property and leases of the Debtor nunc pro tunc to April 23, 2015. To the best of the Debtor's knowledge, Mr. Fredericks and the consultant are "disinterested persons" as that term is defined in Section 101(14) of the Bankruptcy Code. About Simply Fashion Owned by the Shah family, Simply Fashion has 247 stores in 25 states across the country in major markets such as Detroit, Miami, New Orleans, St. Louis, Chicago, Atlanta, Baltimore, Nashville and Dallas. Founded in 1991, Simply Fashion is primarily a brick and mortar retailer of Junior, Plus and Super Plus women's fashion catering to African-American women between the ages of 25 and 55, with locations in 25 states. Adinath Corp. is the general partner of Simply Fashion. It is owned 100% by Bhavana Shah. On April 16, 2015, Adinath and Simply Fashion Stores, Ltd., each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in Miami, Florida (Bankr. S.D. Fla.). The cases are pending before the Honorable Laurel M. Isicoff, and the Debtors have requested joint administration of the cases under Case No. 15-16885. The Debtors have tapped Berger Singerman LLP as counsel; KapilaMukamal, LLP, as restructuring advisor; and Prime Clerk LLC as claims and noticing agent. Simply Fashion estimated $10 million to $50 million in assets and debt. The U.S. Trustee for Region 21 appointed five creditors to serve on the official committee of unsecured creditors. SOBELMAR ANTWERP: Can Use HSH Nordbank’s Cash Collateral ---------------------------------------------------------- The Bankruptcy Court has authorized Sobelmar Antwerp N.V. and its debtor-affiliates to use cash collateral in which HSH Nordbank AG may assert an interest through June 15, 2015. The Debtors intend to provide adequate protection, to the extent of the aggregate decrease in value of Cash Collateral from and after the Petition Date and to the extent of HSH's interest therein, by: (i) maintaining the value of HSH's asserted interest in the Cash Collateral by continuing to operate the business and thereby generating new cash; (ii) granting HSH postpetition replacement liens pursuant to Sec. 361(2) in accounts receivable, including cash generated or received by the Debtors subsequent to the Petition Date, but only to the extent that the HSH had valid, perfected prepetition liens and security interests in such collateral as of the Petition Date; and (iii) providing HSH a superpriority claim pursuant to Sec. 507(b) over all administrative expense claims and unsecured claims, of any kind or nature whatsoever, whether in existence on or arising after the Petition Date subject to a Carve-Out. Three debtor-subsidiaries of Sobelmar owe HSH Nordbank the principal of US$41,625,000 under a loan used to finance the purchase of vessels Brasschaat, Vyritsa, and Kovdor. A fourth subsidiary owes HSH US$14,000,000 on a loan used to acquire the vessel Zarachensk. The vessels were delivered in 2009 and 2010 and were used to renew the Debtors' fleet of three debt-free, older handysize vessels. The facilities are secured by first priority mortgages on each of the vessels, and are further secured by assignments of earnings by the vessel owners and pledges of the Debtors' deposit accounts held at HSH. 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. STANDARD REGISTER: US Trustee to Continue Meeting on June 9 ----------------------------------------------------------- The U.S. trustee overseeing the Chapter 11 case of The Standard Register Co. will continue the meeting of creditors on June 9, 2015, at 10:00 a.m., according to a filing with the U.S. Bankruptcy Court in Delaware. The meeting will take place at Room 5209, J. Caleb Boggs Federal Building, 844 North King Street, in Wilmington, Delaware. The court overseeing the bankruptcy case of a company schedules the meeting of creditors usually about 30 days after the bankruptcy petition is filed. The meeting is called the "341 meeting" after the section of the Bankruptcy Code that requires it. A representative of the company is required to appear at the meeting and answer questions under oath. The meeting is presided over by the U.S. trustee, the Justice Department's bankruptcy watchdog. About Standard Register Standard Register -- http://www.standardregister.com/-- provides market-specific insights and a compelling portfolio of workflow, content and analytics solutions to address the changing business landscape in healthcare, financial services, manufacturing and retail markets. The Company has operations in all U.S. states and Puerto Rico, and currently employs 3,500 full-time employees and 16 part-time employees. The Standard Register Company and 10 affiliated debtors sought Chapter 11 protection in Delaware on March 12, 2015, with plans to launch a sale process where its largest secured lender would serve as stalking horse bidder in an auction. The cases are pending before the Honorable Judge Brendan L. Shannon and are jointly administered under Case No. 15-10541. The Debtors have tapped Gibson, Dunn & Crutcher LLP and Young Conaway Stargatt & Taylor LLP as counsel; McKinsey Recovery & Transformation Services U.S., LLC, as restructuring advisors; and Prime Clerk LLC as claims agent. THETA MICROELECTRONICS: Case Summary & 20 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: Theta Microelectronics, Inc. 19160 Bainter Ave Los Gatos, CA 95030 Case No.: 15-51770 Chapter 11 Petition Date: May 25, 2015 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Hon. Stephen L. Johnson Debtor's Counsel: Michael St. James, Esq. ST. JAMES LAW, P.C. 155 Montgomery St. #1004 San Francisco, CA 94104 Tel: (415)391-7566 Email: ecf@stjames-law.com michael@stjames-law.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Bruce Bourbon, chairman and CEO. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/canb15-51770.pdf TROCOM CONSTRUCTIONS: Creditor Wants Stay Lifted to Purse Suits --------------------------------------------------------------- Soil Solutions, Inc., asks the U.S. Bankruptcy Court for the Eastern District of New York to lift the automatic stay imposed in the Chapter 11 case of Trocom Construction Corp. in order to continue to prosecute the state court actions it commenced against the Debtor. On February 5, 2015, Soil Solutions commenced an action in the Supreme Court of the State of New York, County of New York, identified by index number 151215/2015, against the Debtor alleging a cause of action sounding in foreclosure of mechanic's lien and payment bond claims. Soil Solutions seeks an amount to be determined at trial, but believed to be in excess of $193,038. On February 6, 2015, Soil Solutions commenced an action in the Supreme Court of the State of New York, County of New York, identified by index number 151285/2015, against the Debtor, alleging a cause of action sounding in foreclosure of mechanic's lien and payment bond claims. Soil Solutions seeks an amount to be determined at trial, but believed to be in excess of $322,816. According to Soil Solutions' counsel, Henry C. Chan, Esq., at Wilson & Chan, LLP, in New York, the amount of Soil Solutions' claims against the Debtor will be determined in the pending state court actions, allowing for a quicker resolution of the bankruptcy proceeding. Mr. Chan may be reached at: Henry C. Chan, Esq. WILSON & CHAN, LLP 1375 Broadway, 3rd Floor New York, NY 10018 Tel: (646) 278-6730 Fax: (646) 253-1258 Email: hchan@wilsonchanlaw.com About Trocom Construction Trocom Construction Corp. formed in 1969 by Salvatore Trovato. Trocom is in the heavy construction business. Its primary customer is the City of New York through its various agencies. The company has 75 employees, the majority of whom are members of various unions. Joseph Trovato is presently the president and holder of 100% of the voting shares of Trocom. Trocom commenced a Chapter 11 bankruptcy case (Bankr. E.D.N.Y. Case No. 15-42145) on May 7, 2015, in Brooklyn. The case is assigned to Judge Nancy Hershey Lord. The Debtor tapped Cullen & Dykman, LLP, as its general bankruptcy counsel. The Debtor estimated $10 million to $50 million in assets and less than $10 million in debt. According to the docket, the Chapter 11 plan and disclosure statement are due Sept. 4, 2015. VIPER VENTURES: Files Schedules of Assets and Liabilities --------------------------------------------------------- Viper Ventures, LLC, filed with the U.S. Bankruptcy Court for the Middle District of Florida its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $6,669,137 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $15,932,617 E. Creditors Holding Unsecured Priority Claims $162,829 F. Creditors Holding Unsecured Non-Priority Claims $14,778 ----------- ----------- Total $6,669,137 $16,110,224 A copy of schedules is available for free at: http://bankrupt.com/misc/ViperVentures_54_SAL.pdf About Viper Ventures Viper Ventures, LLC, is a Florida limited liability company that owns 31 acres of waterfront land on Rattlesnake Point just south of Gandy Boulevard in Tampa, Florida. Viper Ventures filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 15-bk-03404) in Tampa, Florida, on April 1, 2015. The case is assigned to Judge Catherine Peek McEwen. The Debtor is represented by Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Florida. The Debtor disclosed $6,669,137 in assets and $16,110,224 in liabilities as of the Chapter 11 filing. According to the docket, the Debtor's Chapter 11 plan and explanatory disclosure statement are due by July 30, 2015. WET SEAL: Judge Extends Deadline to Remove Suits to July 14 ----------------------------------------------------------- U.S. Bankruptcy Judge Christopher Sontchi has given The Wet Seal Inc. until July 14, 2015, to file notices of removal of lawsuits involving the company and its affiliates. About Wet Seal The Wet Seal, Inc., and three affiliates -- The Wet Seal Retail, Inc., Wet Seal Catalog, Inc., and Wet Seal GC, LLC – filed separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 15-10081 to 15-10084) on Jan. 15, 2015. The Debtors are a national multi-channel retailer selling fashion apparel and accessory items designed for female customers aged 13 to 24 years old. The Wet Seal, Inc., disclosed $215,254,952 in assets and $60,598,968 in liabilities as of the Chapter 11 filing. The Hon. Christopher S. Sontchi presides over the jointly administered cases. Maris J. Kandestin, Esq., and Michael R. Nestor, Esq., at Young Conaway Stargatt & Taylor, LLP; Lee R. Bogdanoff, Esq., Michael L. Tuchin, Esq., David M. Guess, Esq., and Jonathan M. Weiss, Esq., at Klee, Tuchin, Bogdanoff & Stern LLP; and Paul Hastings LLP, serve as the Debtors' Chapter 11 counsel. FTI Consulting serves as the Debtors' restructuring advisor. The Debtors' investment banker is Houlihan Lokey. The Debtors tapped Donlin, Recano & Co., Inc. as claims and noticing agent. The petitions were signed by Thomas R. Hillebrandt, interim chief financial officer. B. Riley, the original DIP lender and plan sponsor, is represented by Van C. Durrer, II, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP. Versa Capital Management, LLC, and its affiliate, Mador Lending, LLC, which was selected as the successful bidder at an auction, is being advised by Greenberg Traurig LLP, Klehr Harrison Harvey Branzburg LLP, and KPMG LLP. The U.S. Trustee has appointed an Official Committee of Unsecured Creditors. The Committee retained Pachulski Stang Ziehl & Jones LLP as its counsel and Province Inc. as its financial advisor. The Wet Seal, Inc., changed its name to "Seal123, Inc." on April 17, 2015, in accordance with the Asset Purchase Agreement with Mador Lending, LLC, an affiliate of Versa Capital Management, LLC as buyer. ********* 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. 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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. 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