/raid1/www/Hosts/bankrupt/TCR_Public/150710.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, July 10, 2015, Vol. 19, No. 191
Headlines
100M HOLDING: Opens New Restaurant in North Miami-Dade County
ADVANCED MICRO: S&P Revises Outlook to Neg. & Affirms 'B-' CCR
ALLIED NEVADA: Suspends Mining Operations to Maximize Cash Flow
ALPHA NATURAL: Borrows $445 Million Under 2014 Credit Facility
API TECHNOLOGIES: Reports Fiscal Second Quarter Results
ARCHDIOCESE OF ST. PAUL: Court Disapproves Dispute Settlement
ARGUS GROUP: A.M. Best Hikes Issuer Credit Rating from 'bb'
BAHA MAR: U.S. Employees Could Go Unpaid July 10
BAKERS GROOVE: Dec. 17 Hearing on Case Conversion
BEAR ISLAND: $8.82MM in Claims Switched Hands in May 2015
BG MEDICINE: Stockholders Re-Elect Three Directors
BOOMERANG TUBE: Landlord Seeks to Repossess Mo. Property
BOOMERANG TUBE: Seeks Approval of Trade Agreement with Marubeni
BOWLES SUB PARCEL A: 8th Cir. Keeps Default Interest Claim Ruling
BR ENTERPRISES: Amends Schedules of Assets and Liabilities
BR ENTERPRISES: Evanhoe Kellogg Hiring Has Partial Approval
BR ENTERPRISES: Withdraws Bid to Sell Assets to Eleanor Yarbray
CAESARS ENTERTAINMENT: Files Amendments to Schedules
CAESARS ENTERTAINMENT: Paulson Said Close to Deal for Restructuring
CALIFORNIA COMMUNITY: OK'd to Incur $2.2M Triwest Financial Loan
CANCER GENETICS: Names Rita Shaknovich as Medical Director
CANCER GENETICS: Parters with ICON to Offer Laboratory Solutions
CASPIAN SERVICES: Extends Maturity Date of Baiseitov Notes to 2016
CHELSEA PETROLEUM: S&P Assigns 'B+' ICR, Outlook Stable
CHEM RX: Paramount Directors Must Answer LBO Suit
CLINE MINING: Implements Recapitalization Transaction
CORNERSTONE INDUSTRIES: Case Summary & 7 Top Unsecured Creditors
CROSBY NATIONAL: Seeks Mediation to Resolve Disputes with Creditors
DAE AVIATION: S&P Lowers CCR to 'B-' , Off Watch Negative
DATAPIPE INC: Moody's Affirms 'B3' Corporate Family Rating
DISTRICT OF MCALLEN: Placed Under Ch.11 Bankruptcy Protection
DOT VN: Files Certificate of Designation for 2015 Preferred Stock
DWP SANTA ROSA: Case Summary & 3 Largest Unsecured Creditors
EDGEN GROUP: Moody's Cuts Corporate Family Rating to 'B1'
ELDORADO RESORTS: Moody's Assigns 'B2' Corporate Family Rating
ELDORADO RESORTS: S&P Affirms 'B' CCR & Revises Outlook to Stable
EMPIRE RESORTS: Extends Terms of Executive Officers Until 2016
ENERGY FUTURE: July 16 Hearing on Bid to Extend Removal Period
ENERGY FUTURE: Mediation Scrapped in Avenue Capital v. Fidelity
ENERGY FUTURE: Proposes Jenner & Block as Independent Counsel
ENERGY FUTURE: Wins Another Round Versus Bondholders
EXCELITAS TECHNOLOGIES: Moody's Alters Ratings Outlook to Stable
F-SQUARED INVESTMENTS: Broadmeadow Capital to Acquire Assets
GALEN INSURANCE: A.M. Best Lowers Fin. Strength Rating to 'B(fair)'
GAS-MART USA: Custodian Wants Chapter 11 Cases Dismissed
GASFRAC ENERGY: Implements Plan of Compromise Under CCAA
GLOBAL COMPUTER: Seeks to Expand Miles & Stockbridge Work
GT ADVANCED: Wants Contempt Sanctions Imposed on Tera Xtal
HANNAH REALTY: Voluntary Chapter 11 Case Summary
HNO GREEN: Gets Court Approval of Agreement With Ex-Board Member
HOME LOAN: S&P Affirms 'B+' ICR, Off CreditWatch Negative
ICAHN ENTERPRISES: Moody's Affirms 'Ba3' Corporate Family Rating
IMPLANT SCIENCES: Stockholders Elect Four Directors
INTERCOASTAL CONTRACTING: New Hanover County's Claim Rejected
JO-ANN STORES: Moody's Hikes Corporate Family Rating to 'B2'
LACONTI CONCRETE: Voluntary Chapter 11 Case Summary
LAKELAND DEVELOPMENT: Creditor Seeks Conversion of Ch. 11 Case
LIFE PARTNERS: Creditors Seek Termination of Exclusivity
LIGHTSTYLES LTD: No Quick Ruling in Suit Against Marvin Windows
LOS ARBOLES APARTMENTS: Court Rejects TRO Bid v. VFC Partners
MEDIAOCEAN LLC: Moody's Assigned 'B3' Corporate Family Rating
MILLENNIUM HEALTH: Taps Lazard as Restructuring Advisers
MOTORS LIQUIDATION: Court Okays Liquidation of New GM Securities
MOUNTAIN PROVINCE: Gahcho Kue Diamond Mine 62 percent Complete
NAKED BRAND: Has Offer to Amend Existing Warrants
NAKED BRAND: Obtains $821,000 From Warrants Exercise
NORTH TEXAS HOUSING: S&P Lowers 1984 Revenue Bonds Rating to 'CC'
ORIGINAL HONEY'S: Case Summary & 11 Largest Unsecured Creditors
OXYSURE SYSTEMS: Closes $3 Million Institutional Financing
PHILMONT INSURANCE: A.M. Best Cuts Fin. Strength Rating to B(fair)
PUERTO RICO: 1st Cir. Invalidates Debt Enforcement & Recovery Act
QUICKEN LOANS: S&P Corrects Sr. Unsecured Notes Rating to BB
QUICKSILVER RESOURCES: Has Until Oct. 13 to File Plan
ROADMARK CORP: Bankruptcy Administrator Balks at Ritchie's Fees
RREAF O&G PORTFOLIO: Case Summary & 20 Top Unsecured Creditors
SARATOGA RESOURCES: Names Jeffrey Huddleston as CFO
SARATOGA RESOURCES: Proposes to Hire Gordon Arata as Co-Counsel
SARATOGA RESOURCES: Taps Michael Sanders as Special Counsel
SIMPLY FASHION: Court Approves Hiring of Hilco as Consultants
SIMPLY FASHION: Court Approves Horton Auction as Auctioneer
SINO CLEAN: Case Summary & 5 Largest Unsecured Creditors
SPECTRUM ANALYTICAL: Court Denies Access to Bank's Cash Collateral
TAP BROADBAND: Voluntary Chapter 11 Case Summary
TEGNA INC: Moody's Assigns Ba1 Rating to Extended $1.32BB Revolver
THV HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
TMT GROUP: U.S. Trustee Appoints Elizabeth M. Guffy as Examiner
TRAVELPORT WORLDWIDE: Acquires Mobile Travel Technologies Ltd
TRISTAR WELLNESS: Appoints Two Directors
TRUMP ENTERTAINMENT: Judge Allows Deed Restriction in Plaza Case
VERTICAL COMPUTER: Amends Lakeshore Loan Agreement and P-Note
VERTICAL COMPUTER: Victor Weber Takes No Action on $365K Judgment
WAFERGEN BIO-SYSTEMS: Eliminates Chief Operating Officer Position
WALTER ENERGY: NYSE to Commence Stock Delisting Proceedings
WESTMORELAND COAL: Signs Acquisition Deal with BHP Billiton
XINERGY CORP: Cassels Brock to Handle Matters on Canadian Law
XINERGY LTD: Stubbs Alderton Okayed on Matters of Corporate Law
ZUCKER GOLDBERG: Shuts Down Following Debt Collection Class Suit
[*] Timothy Million Joins Hughes Watters' Bankruptcy Practice
[^] BOOK REVIEW: The Money Wars
*********
100M HOLDING: Opens New Restaurant in North Miami-Dade County
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The popular restaurant chain from Spain, 100 Montaditos, on July 8
announced the opening of its newest U.S.-based location in Miami
Lakes, FL. The Florida operator of the company -- which filed
voluntary petitions for Chapter 11 reorganization in March 2015 --
will open the doors of its new restaurant in the North Miami-Dade
County community on Tuesday, July 14.
"It is with great pride that we announce the opening of our newest
U.S. location and demonstrate our commitment to the U.S. market,
our customers, and existing franchisees," said Managing Director
Ignacio Garcia Nieto. "We are confident that we will emergence
from bankruptcy later this year and look forward to continue
developing the Montaditos brand in the U.S."
Centrally located in the open-air shopping mall at 6843 Main
Street, Miami Lakes, the new 100 Montaditos location will embrace
the brand's credo of celebrating Spanish culture and providing
quality, inexpensive tapas-influenced sandwiches and offerings in
an inviting atmosphere. The 1,300-square-foot location, which
includes a 490-square-foot patio and a total occupancy of 50 seats,
will be open from 11:00 a.m. to 11:00 p.m., seven days a week. In
honor of its grand opening, the restaurant will offer various
promotions to visiting customers throughout its first week,
including selected complimentary items from its revamped menu.
In March 2015, 100M Holding, Inc., the parent company that operates
the brand in the U.S., and 13 of its subsidiaries and affiliates
filed for relief under Chapter 11 of the United States Bankruptcy
Code in the United States Bankruptcy Court for the Southern
District of Florida. The bankruptcy, which only involves the
chain's Florida stores, is currently pending before the Honorable
A. Jay Cristol.
As part of the company's restructuring efforts, a new management
team was appointed and is being led by Garcia Nieto, who previously
served as the Franchise Development Director for 100 Montaditos in
the U.S. and Latin America. As managing director, Garcia will be
responsible for overseeing the operations of the company and the
restructuring of its finances in the bankruptcy proceedings. He
will also manage and support operations of the restaurants operated
by 100 Montaditos franchisees.
The bankruptcy court recently approved a $400,000 financing loan to
the company from 100M Montaditos Internacional, S.L. which will be
used to fund certain operating expenses during the bankruptcy
proceedings. Throughout the process, existing locations in Miami
(West Kendall, Midtown and Brickell), as well as in Tampa,
New York City, and Washington D.C., will remain open.
"100M is working diligently with the appointed Official Creditors
Committee to formulate a consensual reorganization plan, including
simplifying its cost structure and grouping its restaurant
locations to optimize logistics and related procedures," said
Bankruptcy Counsel Mariaelena Gayo-Guitian, a partner at
Miami-based Genovese, Joblove & Battista, P.A, which is
representing 100M Holding, Inc. along with law partner Paul J.
Battista.
An innovative concept founded in 2000 in Huelva, Spain, 100
Montaditos has exploded in popularity through the past decade with
the offering of its signature "Montaditos." Deeply rooted in
Spanish tradition, the crunchy, baked-to-order, tapas-sized rolls
are presented in 100 variations and filled with authentic,
high-quality tapa ingredients such as Serrano ham, chorizo and
manchego cheese. The sandwiches range in price from $2 to $3. The
casual restaurant chain now operates 350 company-owned and
franchised restaurants in Belgium, Chile, Colombia, Guatemala,
Italy, Mexico, Portugal, Spain, and the United States. 100
Montaditos is owned by the Madrid-based restaurant holding company
Grupo Restalia, which also operates the beer pub franchise
Cervecería La Sureña and The Good Burger.
To learn more about 100 Montaditos, please visit
US.100Montaditos.Com
ADVANCED MICRO: S&P Revises Outlook to Neg. & Affirms 'B-' CCR
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it revised its rating
outlook on Sunnyvale, Calif.-based Advanced Micro Devices Inc.'s to
negative from stable. At the same time, S&P affirmed its 'B-'
corporate credit rating on the company.
The outlook revision reflects AMD's recently sharpened revenue
declines, the weak industry conditions, the intense competition
from Intel Corp. in PC markets, and the challenges the company
faces to grow in targeted enterprise, embedded, and semi-custom
(EESC) product markets to offset PC business declines.
"In 2015, we expect that the company will generate revenues,
earnings, and cash flow significantly below our previous
forecasts," said Standard & Poor's credit analyst John Moore. S&P
now expects revenues to decline by about 26% in 2015 versus its
prior expectation for a 20% decline. S&P also expects 2015
adjusted EBITDA margins at about breakeven, down from its previous
forecast of about 6%-7%; and negative free cash flow of about $125
million, compared with S&P's previous estimate for weak to modestly
negative free cash flow.
S&P could lower the rating on AMD if its liquidity weakens such
that its cash balances declined to less than $500 million or if its
business declines persist further, impacting its liquidity
position.
S&P could revise the outlook to stable if AMD is able to stabilize
its revenue and earnings declines, and demonstrate improved
liquidity preservation.
ALLIED NEVADA: Suspends Mining Operations to Maximize Cash Flow
---------------------------------------------------------------
Allied Nevada Gold Corp. on July 8 disclosed that it has suspended
mining operations, effective immediately, to maximize cash flow and
minimize spending through the remainder of its chapter 11 process.
The Company will continue to process and produce gold and silver
through the operation of the heap leach pads and Merrill-Crowe
processing plants. Inventory on the heap leach pads at June 30,
2015 was approximately 260,000 recoverable ounces of gold,
sufficient to maintain metal production for the next 12-18 months.
"This was a very difficult decision to make with the understanding
that it will impact our employees and the businesses and
communities that depend on the Hycroft Mine," commented Randy
Buffington, President & CEO of Allied Nevada. "However, the
current metal price environment, cost pressures and workforce
challenges we have encountered over the last few months have
adversely impacted our ability to meet our operating goals. This
change, while unfortunate, is critical to getting the Company
through the bankruptcy process."
In addition to continuing metal process operations, Allied Nevada
intends to complete construction of and operate a 10 ton per day
mill demonstration plant for processing of sulfide ores. The
demonstration plant is expected to start-up in September 2015 and
will include all phases of the mill process flow sheet, from
grinding and flotation through AAO and precious metals recovery.
The primary goal of the demonstration plant is to further
substantiate the conclusions of the feasibility study regarding the
processing of sulfide ores and constructing a mill, including that
the assumptions for proposed capital, and whether operating and
recovery projections are attainable in a commercial setting.
At this time Allied Nevada does not have an expected time-frame
for, or an expectation with respect to, the restart of mining
operations, if at all. The Company is continuing to work with its
primary creditor constituencies to formulate modifications to its
previously filed proposed plan of reorganization in order to emerge
from chapter 11 as soon as possible.
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 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 U.S.
Bankruptcy Code in the United States Bankruptcy Court for the
District of Delaware. The Debtors have requested that their cases
be jointly administered under Case No. 15-10503. The cases are
assigned to Judge Mary F. Walrath.
The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer
& Feld LLP as attorneys; FTI Consulting Inc. as financial advisor;
Moelis & Company as financial advisor; and Prime Clerk LLC as
claims and noticing agent.
ANV disclosed $941 million in total assets and $664 million in
total debt as of Dec. 31, 2014.
* * *
Allied Nevada Gold Corp., et al.'s plan of reorganization
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.
A full-text copy of the Disclosure Statement dated April 24, 2015,
is available at http://bankrupt.com/misc/ALLIEDds0424.pdf
ALPHA NATURAL: Borrows $445 Million Under 2014 Credit Facility
--------------------------------------------------------------
Alpha Natural Resources, Inc., borrowed $445 million under a
revolving credit facility, dated as of Sept. 24, 2014, with
Citicorp North America, Inc., as administrative agent and
collateral agent, according to a Form 8-K document filed with the
Securities and Exchange Commission.
Approximately $138 million of this amount carries an interest rate
of 5.25% and matures on June 30, 2016, which is the expiration date
of the revolving credit facility commitments of the associated
lenders. The remaining approximately $307 million in borrowings
carries an interest rate of 6.25% and matures on
Sept. 30, 2017, which is the maturity date of the revolving credit
facility.
Approximately $126 million of the borrowed amount anticipated the
need to replenish funds expended in connection with the previously
reported July 1, 2015, acquisition by one of the Company's
subsidiaries of the ownership interest of a third party in
Pennsylvania Land Resources Holding Company, LLC, a natural gas
exploration and production venture. The Company intends to utilize
the remaining borrowings for general corporate purposes, including
for working capital.
About Alpha Natural
Alpha Natural is a coal supplier, ranked second largest among
publicly traded U.S. coal producers as measured by 2014
consolidated revenues of $4.3 billion. As of Dec. 31, 2014, the
Company operated 60 mines and 22 coal preparation plants in
Northern and Central Appalachia and the Powder River Basin, with
approximately 8,900 employees.
Alpha Natural reported a net loss of $874.9 million in 2014, a net
loss of $1.1 billion in 2013 and a net loss of $2.4 billion in
2012.
* * *
As reported by the TCR on June 4, 2015, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on Alpha
Natural Resources Inc. to 'CCC+' from 'B'.
The TCR reported on April 8, 2015, that Moody Investor's Service
downgraded the corporate family rating of Alpha Natural Resources,
Inc. to Caa3 from Caa1 and the probability default rating to
Caa3-PD/LD from Caa1-PD.
API TECHNOLOGIES: Reports Fiscal Second Quarter Results
-------------------------------------------------------
API Technologies Corp. reported a net loss of $4.3 million on $52.3
million of net revenue for the three months ended May 31, 2015,
compared to a net loss of $14.9 million on $53.2 million of net
revenue for the same period in 2014.
For the six months ended May 31, 2015, the Company reported a net
loss of $6.5 million on $103 million of net revenue compared to a
net loss of $17.1 million on $112.1 million of net revenue for the
same period during the prior year.
As of May 31, 2015, the Company had $278.4 million in total assets,
$174 million in total liabilities and $104 million in shareholders'
equity.
Recent Developments
On June 8, 2015, API announced the successful completion of its
acquisitions of Aeroflex / Inmet, Inc. and Aeroflex / Weinschel,
Inc. from Cobham plc. The transaction adds breadth to API's RF,
microwave, and microelectronics product portfolio, extends the
Company's subsystems offering, and furthers API's reach in key end
markets, including defense, space, commercial aviation, and
wireless. For the 12 months ended March 31, 2015, combined revenue
for Inmet and Weinschel was approximately $47.5 million and
combined EBITDA was approximately $11.2 million, representing a
margin of 23.6%.
Don Barnas was named the Company's new vice president of Worldwide
Sales, effective June 8, 2015. Mr. Barnas joins API with nearly 30
years of sales and business development leadership in RF, microwave
and microelectronics; he most recently served as vice president of
Sales - Americas, for Richardson, RFPD, an Arrow Company.
Domingo Isasi was appointed to the newly created role of vice
president of Continuous Improvement for API, effective June 29,
2015. Reporting to API's president and chief executive officer,
Mr. Isasi will lead worldwide continuous improvement efforts
related to delivery, quality, and reliability excellence, as well
as drive cost-efficiency initiatives.
A copy of the press release is available at http://is.gd/jbuiDc
About API Technologies
API Technologies designs, develops and manufactures electronic
systems, subsystems, RF and secure solutions for technically
demanding defense, aerospace and commercial applications. API
Technologies' customers include many leading Fortune 500
companies. API Technologies trades on the NASDAQ under the symbol
ATNY. For further information, please visit the Company Web site
at http://www.apitech.com/
API Technologies reported a net loss attributable to common
shareholders of $19.3 million for the year ended Nov. 30, 2014,
compared to a net loss attributable to common shareholders of $8.28
million for the year ended Nov. 30, 2013.
* * *
As reported by the TCR on Feb. 14, 2013, Moody's Investors Service
has withdrawn all ratings of API Technologies, including its
'Caa1' Corporate Family Rating and negative outlook due to the
repayment of all rated debt. On Feb. 6, 2013, API Technologies
completed a refinancing of its previously outstanding rated
bank debt. All ratings of API have been withdrawn since the
company has no rated debt outstanding.
In the Feb. 22, 2013, edition of the TCR, Standard & Poor's
Ratings Services said that it lowered its corporate credit rating
on API Technologies to 'B-' from 'B'.
"The downgrade reflects weaker-than-expected credit metrics
resulting from less-than-expected improvements in operating
performance and higher debt, including a modest increase from the
recent refinancing," said Standard & Poor's credit analyst Chris
Mooney.
ARCHDIOCESE OF ST. PAUL: Court Disapproves Dispute Settlement
-------------------------------------------------------------
The Hon. Robert J. Kressel of the U.S. Bankruptcy Court for the
District of Minnesota denied approval of Archdiocese of Saint Paul
and Minneapolis' expedited motion for approval of a settlement and
compromise of a dispute concerning appointment of a parish
committee in the Chapter 11 case of Archdiocese of Saint Paul and
Minneapolis.
The Debtor had moved the Court to authorize the settlement of a
controversy over (a) the status of certain funds held by the
Archdiocese and (b) appointment of an official parish committee,
all as set forth in a certain stipulation and agreement for payment
of Parish Counsel entered into between the Archdiocese, the
Committee of Unsecured Creditors, and the Represented Parishes.
According to parties, the stipulation provides a mechanism for
payment of the reasonable fees and expenses of Parish Counsel for
Represented Parishes in connection with insurance coverage issues
from Excess Funds in General Insurance Fund.
The Archdiocese commenced an action in the U.S. District Court for
the District of Minnesota seeking a declaration of its rights as to
coverage from certain insurance carriers for the claims by Sexual
Abuse Claimants. The Coverage Action was transferred to this Court
on the Petition Date. The Court stayed the Coverage Action and
ordered the parties to mediation before Hon. Arthur J. Boylan
(Ret.).
On March 18, 2015, a group of approximately 113 parishes filed a
motion for an order appointing a Creditors' Committee of Parishes.
The parish committee motion was supported or joined by other
parishes.
Objections
Several parties-in-interest opposed to the Motion.
The Official Committee of Unsecured Creditors objected to the
expedited motion for an order authorizing settlement of a dispute
which it had previously supported.
The Church of Saint Anne - Saint Joseph Hien, an unsecured creditor
of the Debtor objected to the expedited motion, noting, among other
things:
1. there is no basis for an expedited hearing;
2. the proposed order authorizing settlement of a dispute
unfairly discriminates among similarly situated parishes.
The Church of St. Patrick of Edina, Minnesota, in its opposition,
relating that the Debtor has failed to demonstrate that expedited
relief must be granted by the Court. The Parish Group asserted
that the stipulation does not settle a dispute; and the stipulation
improperly advances the interests of certain parishes.
St. Stephen's Catholic Church, in its objection, stated that the
dispute does not involve property of the estate, and the motion
improperly seeks from the court a "comfort order" providing
benefits to some parties and denying those to equally situated
parties.
Support for the Motion
Parishes, namely, The Guardian Angels Catholic Church of Oakdale,
Minnesota, a Minnesota Non-Profit Corporation, The Church of St.
Joseph, and The Church of St. Thomas Becket, asked the Court to
approve the motion for an appointment of committee of parishes and
the proposed settlement.
The Parishes are creditors of the Debtor based upon the payment of
the parishes to the General Insurance Fund and the Archdiocese
Medical Benefit Plan.
The Parishes said that the GIF has a surplus of approximately in
excess of reserve of approximately $3 million and the AMBP has a
surplus in excess of reserves of $14 million. The Debtor
represented to the parishes that certain payments were required
from the parishes to the GIF and AMBP to provide insurance coverage
in accordance with the insurance provisions of the GIF and AMBP.
Mary Jo A. Jensen-Carter, attorney for the Parish Group, which
consists of approximately 117 parishes located in the Archdiocese
of Saint Paul and Minneapolis, expressed support to the Debtor's
expedited motion for an order authorizing settlement of a dispute.
In light of the amount of legal fees the Parish Group has incurred
to date, however, the Parish Group needs immediate assurance that
the GIF funds will be available to pay its legal fees. If that
assurance cannot be received immediately, the Parish Group will
have to instruct its attorneys to stop participating in the
mediation process, as the Parish Group does not have the financial
ability to pay for any additional legal services.
About Archdiocese of St. Paul
The Archdiocese of Saint Paul and Minneapolis was originally
established by the Vatican in 1850 and serves a geographical area
consisting of 12 greater Twin Cities metro-area counties in
Minnesota, including Ramsey, Hennepin, Anoka, Carver, Chisago,
Dakota, Goodhue, Le Sueur, Rice, Scott, Washington, and Wright
counties. There are 187 parishes and approximately 825,000
Catholic individuals in the region. These individuals and parishes
are served by 3999 priests and 173 deacons.
The Archdiocese of St. Paul and Minneapolis filed for Chapter 11
protection (Bankr. D. Minn. Case No. 15-30125) in Minnesota on Jan.
16, 2015, saying it has large and growing liabilities related to
child sexual abuse and that its pension obligations are
underfunded.
The Debtor disclosed $45,203,010 in assets and $15,890,460 in
liabilities as of the Chapter 11 filing.
The Debtor has tapped Briggs and Morgan, P.A., as Chapter 11
counsel; BGA Management LLC d/b/a Alliance Management as financial
advisor; Lindquist & Vennum LLP as attorney.
Eleven other dioceses have commenced Chapter 11 bankruptcy cases in
the United States to settle claims from current and former
parishioners who say they were sexually molested by priests.
U.S. Trustee for Region 12 appointed five creditors to serve on the
official committee of unsecured creditors.
The U.S. Trustee appointed five creditors to serve on the Committee
of Parish Creditors. Ginny Dwyer appointed as the acting
chairperson of the committee until such time as the members can
meet and officially elect their own person.
* * *
The Debtor's exclusive period for filing a Chapter 11 plan and
disclosure statement ends on Nov. 30, 2015.
ARGUS GROUP: A.M. Best Hikes Issuer Credit Rating from 'bb'
-----------------------------------------------------------
A.M. Best Co. has upgraded the issuer credit ratings (ICR) to
"bbb+" from "bbb" and affirmed the financial strength rating of B++
(Good) of Argus Insurance Company Limited (Argus Insurance) and
Bermuda Life Insurance Company Limited (Bermuda Life), both of
which are subsidiaries of Argus Group Holdings Limited (the Argus
Group) [BSE:AGH.BH]. Concurrently, A.M. Best has upgraded the ICR
to "bb+" from "bb" for the Argus Group. The outlook for all
ratings is stable. All companies are domiciled in Hamilton,
Bermuda.
The ratings upgrade reflects the Argus Group's consolidated premium
and earnings growth, the strengthening of its capital metrics and
improvement of its asset quality. On a consolidated basis, the
Argus Group's underwriting and net income results improved over the
past three years driven primarily by positive earnings in the
health insurance segment. In addition, the Argus Group has been
transitioning its investment portfolio to higher quality lower risk
assets. As a result, asset valuation write-downs have been
minimal, and the stabilization of the investment portfolio has
resulted in stronger investment income. Furthermore, the
transition of the investment portfolio also is achieving better
asset-liability matching. The positive net income has allowed the
organization to strengthen its capital level through retained
earnings. Bermuda Life (the organization's domestic life, annuity,
pension and health insurance subsidiary) reported strong net income
results, which were driven primarily by a lower loss ratio for its
health business achieved through various cost containment
initiatives. The favorable earnings, as well as the amalgamation
with Somers Isles Insurance Company in 2013, has strengthened
Bermuda Life's capital level. Furthermore, in order to increase
the quality of assets at Bermuda Life, the previously high level of
intercompany receivables has been reduced substantially though
dividends and asset transfer from an affiliate. Argus Insurance,
the group's domestic property/casualty writer, continues to record
favorable underwriting and overall results in non-catastrophe years
and maintains more than adequate risk-adjusted capitalization.
Offsetting factors include a history of significant investment
losses and capital volatility. In addition, Argus Insurance's
fiscal year-end 2015 results were negatively impacted by losses
incurred from Hurricanes Fay and Gonzalo in October 2014.
Furthermore, although the Argus Group is gradually growing its
European property/casualty operation, the geographic
diversification of consolidated premium and earning remains low.
BAHA MAR: U.S. Employees Could Go Unpaid July 10
------------------------------------------------
Stephanie Gleason, writing for Dow Jones' Daily Bankruptcy Review,
more than 60 U.S. employees of Baha Mar Ltd., the developer of a
$3.5 billion resort in the Bahamas, are unlikely to receive checks
on July 10, after a bankruptcy judge ruled that a payroll vendor
couldn't be forced to fund payroll for the bankrupt company.
According to the report, at an emergency hearing on July 9, Judge
Kevin Carey of the U.S. Bankruptcy Court in Wilmington, Del.,
preliminarily overruled Baha Mar's assertion that Strategic
Outsourcing Inc. was still contractually required to pay employees
in Florida and New Jersey, even if Baha Mar didn't forward the
funds. Strategic Outsourcing argued that the request constituted a
loan and it wasn't obligated to forward any such credit, and Judge
Carey agreed, the report related.
About Baha Mar
Baha Mar owns, and is in the final stages of developing, a 3.3
million square foot resort complex located in Cable Beach, Nassau,
The Bahamas. It's parent, Northshore Mainland Services Inc., and
affiliates sought protection under Chapter 11 of the Bankruptcy
Code on June 29, 2015 (Bankr. D. Del., 15-11402). The case is
assigned to Judge Kevin J. Carey.
The Debtors' general bankruptcy counsel is Paul S. Aronzon, Esq.,
and Mark Shinderman, Esq., at MILBANK, TWEED, HADLEY & MCCLOY LLP,
in Los Angeles, California; and Gerard Uzzi, Esq., Thomas J. Matz,
Esq., and Steven Z. Szanzer, Esq., at MILBANK, TWEED, HADLEY &
MCCLOY LLP, in New York. The Debtors' Delaware counsel is Laura
Davis Jones, Esq., James E. O'Neill, Esq., Colin R. Robinson, Esq.,
and Peter J. Keane, Esq., at PACHULSKI STANG ZIEHL & JONES LLP, in
Wilmington, Delaware. The Debtors' Bahamian counsel is GLINTON
SWEETING O'BRIEN. The Debtors tapped KOBRE & KIM LLP as special
litigation counsel and GLASER WEIL FINK HOWARD AVCHEN & SHAPIRO LLP
as special construction counsel.
The Debtors' investment banker and financial advisor is Moelis &
Company LLC. The Debtors' claims and noticing agent is Prime Clerk
LLC.
BAKERS GROOVE: Dec. 17 Hearing on Case Conversion
-------------------------------------------------
The Hon. Erithe A. Smith of the U.S. Bankruptcy Court for the
Central District of California will convene a hearing on Dec. 17,
2015, at 10:30 a.m., to consider whether or not the Court must not
convert the Chapter 11 case of Bakersfield Grove Limited, LLC, to
one under Chapter 7 of the Bankruptcy Code. Objections, if any,
are due Dec. 3, 2015.
On June 18, 2015, the Court directed the Debtor to show cause why
its case must not be converted as it appears that no reorganization
is in prospect and the Debtor's motion to dismiss has been pending
for more than two years.
About Bakersfield Grove Limited
Brea, California-based Bakersfield Grove Limited, LLC, owns real
property at Panam Lane in Bakersfield, Calif. Bakersfield Grove
filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 12-13157) on
March 12, 2012. The petition was signed by Robert M. Clark,
president of managing member.
Judge Erithe A. Smith presides over the case. Kathy Bazoian
Phelps, Esq., at Danning, Gill, Diamond & Kollitz, LLP.
The Debtor scheduled total assets of $17.4 million and total
liabilities of $20.7 million.
Steven M. Speier, the receiver of the Debtor's assets, is
represented by Jeffrey B. Gardner, Esq., and Laurie Chavez, Esq.,
at Barry, Gardner & Kincannon.
BEAR ISLAND: $8.82MM in Claims Switched Hands in May 2015
---------------------------------------------------------
In the Chapter 11 case of Bear Island Paper Company, LLC, n/k/a
Estate BIPCO, LLC, 15 claims switched hands on May 18, 2015:
Transferee Transferor Claim Amount
---------- ---------- ------------
Credit Suisse Loan Caspian HLSC1, LLC $903.62
Funding LLC
Credit Suisse Loan Caspian HLSC1, LLC $1,666.63
Funding LLC
Credit Suisse Loan Caspian HLSC1, LLC $2,722.40
Funding LLC
Credit Suisse Loan Caspian SC Holdings, $129,218.50
Funding LLC L.P.
Credit Suisse Loan Caspian SC Holdings, $238,327.84
Funding LLC L.P.
Credit Suisse Loan Caspian SC Holdings, $389,304.89
Funding LLC L.P.
Credit Suisse Loan Caspian Select Credit $1,343,541.08
Funding LLC Master Fund, Ltd.
Credit Suisse Loan Caspian Select Credit $2,477,998.40
Funding LLC Master Fund, Ltd.
Credit Suisse Loan Caspian Select Credit $4,047,772.70
Funding LLC Master Fund, Ltd.
Credit Suisse Loan Caspian Solitude Master $27,711.20
Funding LLC Fund, L.P.
Credit Suisse Loan Caspian Solitude Master $51,109.93
Funding LLC Fund, L.P.
Credit Suisse Loan Caspian Solitude Master $83,487.31
Funding LLC Fund, L.P.
Credit Suisse Loan Super Caspian Cayman $4,668.73
Funding LLC Fund Limited
Credit Suisse Loan Super Caspian Cayman $8,610.91
Funding LLC Fund Limited
Credit Suisse Loan Super Caspian Cayman $14,065.80
Funding LLC Fund Limited
About Bear Island
Canada-based White Birch Paper Company was the second largest
newsprint producer in North America. As of Dec. 31, 2009, the
White Birch Group held a 12% share of the North American newsprint
market and employed roughly 1,300 individuals (the majority of
which reside in Canada). Bear Island Paper Company, L.L.C., is a
U.S.-based unit of White Birch.
Bear Island filed a voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Va. Case No. 10-31202) on Feb.
24, 2010. At June 30, 2011, the Company had $141.9 million in
total assets, $153.2 million in total liabilities, and a
stockholders' deficit of $11.3 million.
White Birch filed for bankruptcy protection under Canada's
Companies' Creditors Arrangement Act, before the Superior Court for
the Province of Quebec, Commercial Division, Judicial District of
Montreal, Canada. White Birch and five other affiliates – F.F.
Soucy Limited Partnership; F.F. Soucy, Inc. & Partners, Limited
Partnership; Papier Masson Ltee; Stadacona Limited Partnership; and
Stadacona General Partner, Inc. -- also sought bankruptcy
protection under Chapter 15 of the U.S. Bankruptcy Code (Bankr.
E.D. Va. Case No. 10-31234). Jonathan L. Hauser, Esq., at Troutman
Sanders LLP, in Virginia Beach, Virginia Beach, serves as counsel
to White Birch in the Chapter 11 case.
Richard M. Cieri, Esq., Christopher J. Marcus, Esq., and Michael A.
Cohen, Esq., at Kirkland & Ellis LLP, in New York, serve as counsel
to Bear Island. Jonathan L. Hauser, Esq., at Troutman Sanders LLP,
in Virginia Beach, Virginia, serve as co-counsel to Bear Island.
AlixPartners LLP serves as financial and restructuring advisors to
Bear Island, and Lazard Freres & Co., serves as investment banker.
Garden City Group is the claims and notice agent. Jason William
Harbour, Esq., at Hunton & Williams LLP, in Richmond, Virginia,
represents the Official Committee of Unsecured Creditors.
Chief Judge Douglas O. Tice, Jr., was initially assigned to handle
the Chapter 11 and Chapter 15 cases. He retired from the court on
June 30, 2013.
Bear Island was authorized by the bankruptcy judge in November 2010
to sell the business to a group consisting of Black Diamond Capital
Management LLC, Credit Suisse Group AG and Caspian Capital Advisors
LLC. The sale closed in September 2012.
The caption for Bear Island's case was changed to "Estate BIPCO,
LLC" as required by the asset sale agreement.
Under a plan proposed for Bear Island, first- and second-lien
creditors with $424.9 million and $105.1 million in claims,
respectively, are expected to recover between 0.5 percent and 4
percent. Unsecured creditors with $1.4 million in claims are to
receive the same dividend.
In June 2015, the Troubled Company Reporter said the Hon. Keith L.
Phillips, who took over from Judge Tice, confirmed the first
amended Chapter 11 plan of liquidation filed by Estate BIPCO.
BG MEDICINE: Stockholders Re-Elect Three Directors
--------------------------------------------------
BG Medicine, Inc., held its 2015 annual meeting on July 7, 2015, at
which the stockholders:
(1) re-elected Noubar Afeyan, Ph.D., Harrison M. Bains and
Stelios Papadopoulos, Ph.D. as class I directors to serve
until the Company's 2018 annual meeting of stockholders and
until their successors are duly elected and qualified;
(2) approved, in accordance with NASDAQ Listing Rules 5635(b),
5635(c) and 5635(d), the issuance of shares of Series A
Preferred Stock, shares of Series A Preferred Stock
issuable upon conversion of secured convertible promissory
notes and common stock issuable upon conversion of Series A
Preferred Stock, each pursuant to the Securities Purchase
Agreement, dated as of May 12, 2015;
(3) approved an amendment to the Company's Restated Certificate
of Incorporation to effect a reverse stock split of the
Company's common stock, par value $0.001 per share, at a
ratio in the range of 1-for-2 to 1-for-6, such ratio to be
determined by the Board;
(4) ratified the selection of Deloitte & Touche LLP as the
Company's independent registered public accounting firm for
the fiscal year ending Dec. 31, 2015; and
(5) approved, on an advisory basis, the compensation of the
Company's named executive officers.
After the Annual Meeting, Timothy Harris, Ph.D., D.Sc. continued to
serve as a Class II director for a term that expires at the 2016
annual meeting and until his successor is duly elected and
qualified, and Harry W. Wilcox and Paul R. Sohmer, M.D., continued
to serve as Class III directors for terms that expire at the 2017
annual meeting and until their successors are duly elected and
qualified.
About BG Medicine
Waltham, Mass.-based BG Medicine is a diagnostics company focused
on the development and commercialization of novel cardiovascular
diagnostic tests to address significant unmet medical needs,
improve patient outcomes and contain healthcare costs. The
Company is currently commercializing two diagnostic tests, the
first of which is the BGM Galectin-3 test, a novel assay for
measuring galectin-3 levels in blood plasma or serum for use as an
aid in assessing the prognosis of patients diagnosed with heart
failure. The Company's second diagnostic test is the CardioSCORE
test, which is designed to identify individuals at high risk for
near-term, significant cardiovascular events, such as heart attack
and stroke.
BG Medicine reported a net loss of $8.06 million on $2.78 million
of total revenues for the year ended Dec. 31, 2014, compared to a
net loss of $15.8 million on $4.07 million of total revenues for
the year ended Dec. 31, 2013. The Company previously reported a
net loss of $23.8 million in 2012.
Deloitte & Touche LLP, in Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company's recurring
losses from operations, recurring cash used in operating activities
and accumulated deficit raise substantial doubt about its ability
to continue as a going concern.
BOOMERANG TUBE: Landlord Seeks to Repossess Mo. Property
--------------------------------------------------------
Forty West Partners, LLC, asks the U.S. Bankruptcy Court for the
District of Delaware to lift the automatic stay imposed in the
Chapter 11 cases Boomerang Tube, LLC, et al., to repossess the real
property located at 14567 N. Outer Forty Drive, in St. Louis,
Missouri.
Forty West Partners is the owner of a five-storey commercial office
building located at 14567 N. Outer Forty Drive, in St. Louis,
Missouri. Forty West leased out Suite 500, on the 5th floor of the
Building, to Debtor Boomerang Tube, LLC. The Lease was terminated
on June 5, 2015, due to Boomerang's default in making rent
payments.
Ashley B. Stitzer, Esq., at Bayard, P.A., in Wilmington, Delaware,
tells the Court that the leasehold created under the Lease does not
constitute an asset of Boomerang's bankruptcy estate under Section
541 of the Bankruptcy Code, nor does the Lease constitute an
executory contract that Boomerang may assume in its Chapter 11
case. Ms. Stitzer adds that Boomerang has no legal right to occupy
the Premises and that Forty West Partners is entitled under the
Lease and applicable Missouri law to terminate the possessory
interest of Boomerang in the Premises at its election and in its
sole discretion, and to retake possession of the Premises. She
asserts that Boomerang has no equity in the Premises and the
Premises is not necessary for an effective reorganization.
Forty West is represented by:
Ashley B. Stitzer, Esq.
BAYARD, P.A.
222 Delaware Avenue, Suite 900
Wilmington, Delaware 19801
Telephone: (302)655-5000
Facsimile: (302)658-6395
Email: astitzer@bayardlaw.com
-- and --
Peter D. Kerth, Esq.
JENKINS & KLING, P.C.
150 North Meramec Avenue, Ste. 400
St. Louis, Missouri 63105
Telephone: (314)721-2525
Facsimile: (314)721-5525
Email: pkerth@jenkinskling.com
About Boomerang Tube
Boomerang Tube, LLC, is a manufacturer of welded Oil Country
Tubular Goods ("OCTG") in the United States. OCTG are used by
drillers in exploration and production of oil and natural gas
and
consist of drill pipe, casing and tubing. Boomerang has
corporate
offices in Chesterfield, Missouri and manufacturing
facilities in
Liberty, Texas, strategically located near major
steel production
centers and end-user markets. With a 487,000
square foot plant
that houses two mills and heat treat lines and
a contingent 119
acres, these facilities constitute the second
largest alloy OCTG
mill in North America. Access Tubulars, LLC,
owns 81% of the
equity interests in Boomerang.
Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing
sought Chapter 11 protection (Bankr. D. Del. Lead Case
No.
15-11247) on June 9, 2015, with a deal with lenders on a
balance
sheet restructuring that would convert $214 million of
debt to 100% of the common stock of the reorganized company.
The cases are assigned to Judge Mary F. Walrath.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
attorneys; Lazard Freres & Co. LLC, as financial advisor; and
Donlin, Recano & Co., Inc., as claims and noticing agent.
BOOMERANG TUBE: Seeks Approval of Trade Agreement with Marubeni
---------------------------------------------------------------
Boomerang Tube, LLC, and its affiliated debtors ask the U.S.
Bankruptcy Court for the District of Delaware to approve a
settlement and trade agreement with Marubeni-Itochu Tubulars
America Inc.
The Trade Agreement has the following material terms:
(a) Prior to Court approval of the Vendor Agreement, Boomerang
will purchase all amounts cash-in-advance, but will be given
minimum 30 day payment terms thereafter;
(b) Marubeni will supply product, including the critical
JFE-threaded couplings, for a period of not less than 18 months, at
pricing consistent with Marubeni's customary terms with the
Debtors, subject to market fluctuations, and commercially
reasonable credit limits as of the time of the supply request; and
(c) Marubeni and the Debtors mutually release each other from
all claims and causes of action, including actions under Chapter 5
of the Bankruptcy Code; provided however, that the Debtors do not
release any claims, causes of action, defenses, setoff or any other
rights or remedies related to warranty obligations, product
liability or applicable insurance.
Ryan M. Bartley, Esq., at Young Conaway Stargatt & Taylor, LLP, in
Wilmington, Delaware, tells the Court that the Debtors have
concluded, in an exercise of their business judgment, that entry
into the Trade Agreement is in their best interest and necessary to
the Debtors' continued operations and to avoid immediate and
irreparable harm.
The Debtors are represented by:
Robert S. Brady, Esq.
Edmon L. Morton, Esq.
Sean M. Beach, Esq.
Margaret Whiteman Greecher, Esq.
Ryan M. Bartley, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
100 North King Street
Wilmington, Delaware 19801
Telephone: (302)571-6600
Facsimile: (302)571-1253
Email: rbrady@ycst.com
emorton@ycst.com
sbeach@ycst.com
mgreecher@ycst.com
rbartley@ycst.com
About Boomerang Tube
About Boomerang Tube
Boomerang Tube, LLC, is a manufacturer of welded Oil Country
Tubular Goods ("OCTG") in the United States. OCTG are used by
drillers in exploration and production of oil and natural gas and
consist of drill pipe, casing and tubing. Boomerang has corporate
offices in Chesterfield, Missouri and manufacturing facilities in
Liberty, Texas, strategically located near major steel production
centers and end-user markets. With a 487,000 square foot plant
that houses two mills and heat treat lines and a contingent 119
acres, these facilities constitute the second largest alloy OCTG
mill in North America. Access Tubulars, LLC, owns 81% of the
equity interests in Boomerang.
Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
15-11247) on June 9, 2015, with a deal with lenders on a balance
sheet restructuring that would convert $214 million of debt to
100%
of the common stock of the reorganized company.
The cases are assigned to Judge Mary F. Walrath.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
attorneys; Lazard Freres & Co. LLC, as financial advisor; and
Donlin, Recano & Co., Inc., as claims and noticing agent.
On June 30, 2015, the Debtor filed a bankruptcy-exit plan and
explanatory disclosure statement. A hearing to approve the
Disclosure Statement is set for August 11.
BOWLES SUB PARCEL A: 8th Cir. Keeps Default Interest Claim Ruling
-----------------------------------------------------------------
The United States Court of Appeals for the Eighth Circuit affirmed
a bankruptcy court's ruling in six consolidated Chapter 11 cases
that determined that a default-interest provision in a loan
agreement was a valid liquidated-damages provision under Minnesota
law.
The Appellants are six limited liability companies. They own three
"pools" of commercial and industrial real estate that are subject
to mortgages held by the Registered Holders of J.P. Morgan Chase
Commercial Mortgage Securities Corp., Commercial Mortgage
Pass-Through Certificates, Series 2004-LN2 (the Trust). The Trust
made three separate commercial loans to Debtors, pursuant to three
separate promissory notes, each with virtually identical provisions
except for the loan amounts, the collateral securing the loan, and
other related, loan-specific data.
Relevant to this appeal, section 1.04(c) of the Notes provided that
upon a default, the interest rate on the remaining principal would
be 5% in addition to the non-default rate of 5.04%.
In May 2011, the Debtors defaulted on their loans; and in May 2012,
they filed for Chapter 11 protection in bankruptcy court. The Trust
then filed a proof of claim for default interest in the amount of
$1,516,739.80. The Debtors objected to the claim.
Following the hearing in February 2013, the bankruptcy court
allowed the claim for default interest, finding that the Debtors
failed to rebut the presumption under Minnesota law that the
default-interest provision in the Notes was a valid
liquidated-damages provision. The Debtors appealed to the district
court. The district court affirmed, agreeing that the Debtors had
not presented sufficient evidence to overcome the default-interest
provision's presumptive validity.
In their Eighth Circuit appeal, Debtors argue the default-interest
provision is an unenforceable penalty under Minnesota law. They
assert the bankruptcy court misapplied Minnesota law because it did
not require the Trust to prove its actual damages.
The Eighth Circuit said the Debtors misstate Minnesota law
concerning liquidated damages, and that the language of the Notes
themselves supports the stipulated damages provision's validity.
A copy of the Eighth Circuit's July 1, 2015 decision is available
at http://is.gd/7NBunQfrom Leagle.com.
The appellate case is, In re: Bowles Sub Parcel A, LLC, Debtor.
Bowles Sub Parcel A, LLC Appellant, CW Capital Asset Management
LLC, as special servicer for Wells Fargo Bank, N.A., the trustee
for the registered holders of J.P. Morgan Chase Commercial Mortgage
Securities Corporation Commercial Mortgage Pass-Through
Certificates Series 2004-LN2, Appellee. In re: Fenton Sub Parcel A,
LLC, Debtor. Fenton Sub Parcel A, LLC, Appellant, v. CW Capital
Asset Management LLC, as special servicer for Wells Fargo Bank,
N.A., the trustee for the registered holders of J.P. Morgan Chase
Commercial Mortgage Securities Corporation Commercial Mortgage
Pass-Through Certificates Series 2004-LN2, Appellee. In re: Bowles
Sub Parcel B, LLC, Debtor. Bowles Sub Parcel B, LLC, Appellant, CW
Capital Asset Management LLC, as special servicer for Wells Fargo
Bank, N.A., the trustee for the registered holders of J.P. Morgan
Chase Commercial Mortgage Securities Corporation Commercial
Mortgage Pass-Through Certificates Series 2004-LN2, Appellee. In
re: Fenton Sub Parcel B, LLC, Debtor. Fenton Sub Parcel B, LLC,
Appellant, v. CW Capital Asset Management LLC, as special servicer
for Wells Fargo Bank, N.A., the trustee for the registered holders
of J.P. Morgan Chase Commercial Mortgage Securities Corporation
Commercial Mortgage Pass-Through Certificates Series 2004-LN2,
Appellee. In re: Bowles Sub Parcel C, LLC, Debtor. Bowles Sub
Parcel C, LLC, Appellant, v. CW Capital Asset Management LLC, as
special servicer for Wells Fargo Bank, N.A., the trustee for the
registered holders of J.P. Morgan Chase Commercial Mortgage
Securities Corporation Commercial Mortgage Pass-Through
Certificates Series 2004-LN2, Appellee. In re: Fenton Sub Parcel C,
LLC, Debtor. Fenton Sub Parcel C, LLC, Appellant, v. CW Capital
Asset Management LLC, as special servicer for Wells Fargo Bank,
N.A., the trustee for the registered holders of J.P. Morgan Chase
Commercial Mortgage Securities Corporation Commercial Mortgage
Pass-Through Certificates Series 2004-LN2, Appellee, NOS. 14-1055,
14-1056, 14-1060, 14-1061, 14-1064, 14-1065 (8th Cir.).
About StoneArch II/WCSE Entities
StoneArch II/WCSE Minneapolis Industrial LLC in 2007 acquired
various limited liability companies, which in turn owned 27
industrial multi-tenant properties located in Minneapolis/St. Paul
in Minnesota. The properties were divided into four separate
pools: A, B, C, and D.
Fenton Sub Parcel D LLC and Bowles Sub Parcel D LLC, which jointly
own the properties in pool D, sought Chapter 11 protection (Bankr.
D. Minn. Case Nos. 11-44430 and 11-44434) on June 29, 2011.
Cynthia A. Moyer, Esq., James L. Baillie, Esq., and Sarah M. Gibbs,
Esq., at Fredrikson & Byron, PA, represented the Debtors.
The June 2011 Debtors' petitions were signed by Steven Bruce Hoyt,
chief manager, who is also a debtor (Bankr. D. Minn. Case No.
11-43816). He is separately represented by Michael C. Meyer, Esq.,
at Ravich Meyer Kirkman McGrath & Nauman, P.A. The cases were
originally assigned to Judge Dennis D. O'Brien and reassigned to
Judge Robert J. Kressel as the cases are related to the Hoyt case,
which was filed earlier before Judge Kressel.
Bowles Sub Parcel A, LLC, and five other entities, which jointly
own parcels A, B and C, filed for Chapter 11 protection (Bankr. D.
Minn. Case Nos. 12-42765, 12-42768, 12-42769, 12-42770, 12-42772,
and 12-42774) on May 8, 2012. Each of the May 8 Debtors estimated
$10 million to $50 million in assets. Bowles Sub A disclosed
$11,442,268 in assets and $9,716,342 in liabilities as of the
Chapter 11 filing.
The other May 8 debtors are Fenton Sub Parcel A, LLC, Bowles Sub
Parcel B, LLC, Fenton Sub Parcel B, LLC, Bowles Sub Parcel C, LLC,
and Fenton Sub Parcel C, LLC.
Judge Kathleen H. Sanberg presided over the May 8 Debtors' cases.
The May 8 Debtors tapped Lapp Libra Thomson Stoebner & Pusch as
counsel. Steven B. Hoyt, as chief manager, signed their Chapter 11
petitions.
* * *
In October 2012, Fenton Sub Parcel D, LLC, and Bowles Sub Parcel D,
LLC, won confirmation of their Third Amended Joint Plan of
Reorganization dated July 17, 2012.
Bowles Sub Parcel A, LLC and Fenton Sub Parcel A, LLC notified the
Bankruptcy Court that the Effective Date of their plans of
reorganization occurred on May 6, 2013. The Plans were confirmed
on April 19, 2013.
BR ENTERPRISES: Amends Schedules of Assets and Liabilities
----------------------------------------------------------
BR Enterprises filed with the U.S. Bankruptcy Court for the Eastern
District of California amended schedules of assets and liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $10,522,627
B. Personal Property $3,899,415
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $4,236,229
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-priority
Claims $125,262
----------- -----------
TOTAL $14,422,042 $4,361,491
The Debtor disclosed total assets of $14,422,236 and total
liabilities of $6,961,492 in a prior iteration of the schedules.
A copy of the amended schedules is available for free at:
http://bankrupt.com/misc/BRENTERPRISES_98_sal_amended.pdf
About BR Enterprises
BR Enterprises, a California Partnership, sought Chapter 11
protection (Bankr. E.D. Cal. Case No. 15-21575) in Sacramento,
California, on Feb. 27, 2015, without stating a reason.
BR Enterprises owns 20.17 acres of undeveloped ranch located at
East of Interstate 5 and South of Lake California Drive, 2600 acres
of undeveloped ranch property located in Cottonwood California in
Tehama County; and 278 acres of contiguous parcels along HWY I-5.
The properties are valued at $10.5 million, according to the
schedules.
Antonio Rodriguez, III, the managing partner, signed the petition.
The case is assigned to Judge Michael S. McManus.
According to the docket, the deadline for filing claims by
governmental entities is Aug. 26, 2015.
George C. Hollister, Esq., at Hollister Law Corporation, in
Sacramento, serves as the Debtor's counsel.
A related entity, Shasta Enterprises, sought bankruptcy protection
(Case No. 14-30833) on Oct. 31, 2014.
BR ENTERPRISES: Evanhoe Kellogg Hiring Has Partial Approval
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of California
granted in part, and denied in part, BR Enterprises' motion to
employ certified public accountants Evanhoe, Kellogg & Company.
The Court authorized the Debtor employ Evanhoe Kellogg to prepare
and file the Debtor's federal and state tax returns, nunc pro tunc
to Feb. 27, 2015.
The Court also ordered that compensation will be at the "lodestar
rate" applicable at the time that services are rendered in
accordance with the Ninth Circuit Decision in re: Manoa Finance Co.
No hourly rate referred to in the application papers is approved
unless unambiguously so stated in the order or in a subsequent
order of the Court.
The Court stated that except as provided in the order, the motion
is denied.
As reported in the Troubled Company Reporter on May 7, 2015, the
Debtor requested for permission to employ Evanhoe Kellogg to
provide accountancy advice and prepare Debtor's tax returns.
Evanhoe Kellogg will provide to the Debtor general accounting
services advise and tax advice in connection with the bankruptcy
proceedings, and to prepare and file federal and state tax returns
as requested by the Debtor.
Evanhoe Kellogg will be paid at $225 per hour.
Evanhoe Kellogg Law will also be reimbursed for reasonable
out-of-pocket expenses incurred.
F. William Evanhoe, partner of Evanhoe Kellogg, 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 BR Enterprises
BR Enterprises, a California Partnership, owns 20.17 acres of
undeveloped ranch located at East of Interstate 5 and South of Lake
California Drive, 2600 acres of undeveloped ranch property located
in Cottonwood California in Tehama County; and 278 acres of
contiguous parcels along HWY I-5.
The Company sought Chapter 11 protection (Bankr. E.D. Cal. Case No.
15-21575) on Feb. 27, 2015. A related entity, Shasta Enterprises,
sought bankruptcy protection (Case No. 14-30833) on Oct. 31, 2014.
The Debtor disclosed $14,422,236 in assets and $6,961,492 in
liabilities as of the Chapter 11 filing.
Judge Michael S. McManus presides over the case. George C.
Hollister, Esq., at Hollister Law Corporation, represents the
Debtor in its restructuring effort.
According to the docket, the deadline for filing claims by
governmental entities is Aug. 26, 2015.
BR ENTERPRISES: Withdraws Bid to Sell Assets to Eleanor Yarbray
---------------------------------------------------------------
BR Enterprises notified the U.S. Bankruptcy Court for the Eastern
District of California of its voluntary withdrawal of the motion
for authorization to sell its undivided 100% fee interest in that
certain real property located at 75085 Inverness Frive, City of
Indian Wells, California.
On May 5, 2015, the Debtor requested for authorization to sell real
and personal property to Eleanor Yarbray for $740,000 cash, or
alternatively, in the event of an overbid, to the highest bidder.
The Debtor also requested for authorization to pay all closing
costs required of the Debtor and compensate its broker Keller
Williams a 6% commission to be shared with participating brokers.
About BR Enterprises
BR Enterprises, a California Partnership, owns 20.17 acres of
undeveloped ranch located at East of Interstate 5 and South of Lake
California Drive, 2600 acres of undeveloped ranch property located
in Cottonwood California in Tehama County; and 278 acres of
contiguous parcels along HWY I-5.
The Company sought Chapter 11 protection (Bankr. E.D. Cal. Case No.
15-21575) on Feb. 27, 2015. A related entity, Shasta Enterprises,
sought bankruptcy protection (Case No. 14-30833) on Oct. 31, 2014.
The Debtor disclosed $14,422,236 in assets and $6,961,492 in
liabilities as of the Chapter 11 filing.
Judge Michael S. McManus presides over the case. George C.
Hollister, Esq., at Hollister Law Corporation, represents the
Debtor in its restructuring effort.
According to the docket, the deadline for filing claims by
governmental entities is Aug. 26, 2015.
CAESARS ENTERTAINMENT: Files Amendments to Schedules
----------------------------------------------------
Caesars Entertainment Operating Company, Inc., filed with the U.S.
Bankruptcy Court for the Northern District of Illinois amended
schedules of assets and liabilities -- Amended Schedule A and
Amended Schedule F. A copy of the amendment is available for free
at:
http://bankrupt.com/misc/CaesarsEntertainment_1646_amendedSAL.pdf
CEOC on March 17, 2015, filed its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $72,858,616
B. Personal Property $4,169,878,462
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $17,468,071,621
E. Creditors Holding
Unsecured Priority
Claims $0
F. Creditors Holding
Unsecured Non-Priority
Claims $2,009,219,794
----------- -----------
Total $4,242,737,077 $19,477,291,415
A copy of the schedules is available for free at:
http://bankrupt.com/misc/CaesarsOperating_SAL.pdf
About Caesars Entertainment
Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies. Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names. The Company has its
corporate headquarters in Las Vegas. Harrah's announced its
re-branding to Caesar's in mid-November 2010.
In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended
and Restated Restructuring Support and Forbearance Agreement,
dated
as of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors. As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.
Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015. The bondholders are represented
by
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP.
CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on
Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.
Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.
Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is
the Debtors' restructuring advisors. Prime Clerk LLC acts as the
Debtors' notice and claims agent. Judge Benjamin Goldgar presides
over the cases.
The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.
The U.S. Trustee appointed Richard S. Davis as Chapter 11
examiner.
CAESARS ENTERTAINMENT: Paulson Said Close to Deal for Restructuring
-------------------------------------------------------------------
Laura J Keller, writing for Bloomberg News, reported that Paulson &
Co. is among the creditors closing in on a deal intended to salvage
a bankruptcy plan that Caesars Entertainment Corp. is pushing to
restructure its insolvent operating unit.
According to Bloomberg, citing two people with knowledge of the
matter, the hedge-fund firm controlled by billionaire John Paulson
along with other junior debt holders of Caesars Entertainment
Operating Co. including Canyon Partners and Soros Fund Management
are discussing the plan with the casino company. The deal would
extract better terms for the creditors than a previous version that
has failed to gather enough support, the people said, Bloomberg
related.
About Caesars Entertainment
Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies. Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names. The Company has its
corporate headquarters in Las Vegas. Harrah's announced its
re-branding to Caesar's in mid-November 2010.
In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended
and Restated Restructuring Support and Forbearance Agreement,
dated
as of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors. As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.
Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015. The bondholders are represented
by
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP.
CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on
Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.
Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.
Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is
the Debtors' restructuring advisors. Prime Clerk LLC acts as the
Debtors' notice and claims agent. Judge Benjamin Goldgar presides
over the cases.
The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.
The U.S. Trustee appointed Richard S. Davis as Chapter 11
examiner.
* * *
The Troubled Company Reporter, on April 27, 2015, reported that
Fitch Ratings has affirmed and withdrawn the Issuer Default
Ratings (IDR) and issue ratings of Caesars Entertainment Operating
Company (CEOC). These actions follow CEOC's Chapter 11 filing on
Jan. 15, 2015. Accordingly, Fitch will no longer provide ratings
or analytical coverage for CEOC.
In addition, Fitch has affirmed the IDR and issue rating of
Chester Downs and Marina LLC (Chester Downs) and the ratings have
been simultaneously withdrawn for business reasons.
CALIFORNIA COMMUNITY: OK'd to Incur $2.2M Triwest Financial Loan
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of California
authorized California Community Cooperative, Inc., to incur
$2,200,000 postpetition secured financing from Triwest Financial
Groups, Inc.
The Court also ordered that the Debtor and Triwest will deliver to
California Bank & Trust, N.A., documents necessary to effect the
subordination of the security interest of Triwest to the existing
security interest of the Bank.
As reported in the Troubled Company Reporter on May 5, 2015, the
Debtor, which owns an office building in San Bernardino,
California, obtained a new ten-year lease for 39,000 square feet of
space with Rex and Margaret Fortune School of Education which
substantially increases the space under lease at the Real Property.
The Debtor says the additional rental income from this lease will
permit it to file a plan of reorganization based on ongoing
business income and profits.
The Debtor has obtained a commitment to provide financing secured
by the real property, which financing is necessary to obtain the
needed leasehold improvements for the new lease with Fortune. The
proposed financing is to be brokered by Triwest Financial Group of
San Diego, California. The Debtor proposes to borrow $2,200,000,
which include a second deed of trust to secure the Debtor's
obligations under the loan documents.
The basic terms of the proposed financing are:
* Loan amount: $2,200,000
* Interest rate: 7% per year
* Monthly payments: $12,833
* Term of loan: 12 months
* Collateral: second deed of trust against the real property.
The Debtor's real property is encumbered by a first deed of trust
in favor of California Bank & Trust, to secure an obligation of
$9,600,000 as of the Petition Date, and currently there are no
junior liens.
The Debtor believed that the lease with Fortune will add
considerable value to the property, which the Debtor estimates to
be no less than $15,000,000 with the Fortune lease in place (which
is $3,000,000 higher than the value the Debtor gave the Real
Property as of the Petition Date). The proposed Triwest loan, in
the amount of $2,100,000, is more than offset by the value that the
Fortune lease adds to the Real Property, and the Bank's
first-priority security interest will benefit from a generous
equity cushion.
The Debtor said that the ongoing interest payments that the Debtor
will make to the Bank will provide additional protection to the
Bank's interest.
According to the Debtor, the proposed financing will assure that
the Debtor will obtain the benefit of the Lease with Fortune, rent
payments from which will help finance not just repayment of the
Triwest loan, but also help fund a Plan of Reorganization. The
Debtor plans to refinance the Real Property after no more than 18
months to pay the Bank's claim in full.
California Bank & Trust Has Objections
California Bank & Trust said that many contingencies, uncertainties
and open issues that must be resolved by the Debtor in certain
circumstances, and by third parties not under the control of the
Debtor in others before actual progress can or will occur, renders
this situation impossible for the Bank to monitor, and for the
Court to approve, at this single hearing.
The Bank noted that the situation has so many moving parts, and is
so fraught with uncertainties and contingencies, that the Bank
asked that the Court issue its orders in such a fashion so as to
keep the Debtor on a "short leash" for the time being, and that the
Court require the Debtor to identify and then meet certain
important benchmarks, progress thresholds and deadlines (or at
least periodically update and explain to the Court and the Bank's
satisfaction its progress regarding same) as a condition.
For example, the Bank notes that the Debtor will likely not be able
to meet its property tax and adequate protection obligations for
the month of June 2015, if the proposed junior secured financing
has not been funded by that time. However, the proposed financing
is expressly contingent upon the issuance of, among other things, a
Conditional Use Permit ("CUP") by the appropriate planning
authorities of San Bernardino County. However, the Debtor, under
the proposed agreements now before the Court, is NOT the party who
is responsible for applying for and otherwise seeking the CUP from
County authorities, but rather it is the proposed Tenant who is
responsible for preparing and prosecuting the application of the
CUP.
Similarly, the Bank notes the proposed Lease requires the Debtor to
fund more than $1.75 million in tenant improvements for the
proposed tenant's benefit before the proposed tenant becomes
obligated to occupy the Debtor's property and start paying rent.
However, the Debtor is NOT directly responsible under the lease for
the construction work that will actually be performed on the
property in order for the rent obligations under the lease to be
triggered, and the Debtor (apparently) will NOT be the party
contracting with the builder for such tenant improvements. No
construction agreement is a part of any of the documents before the
Court, and no terms of any such agreement have been provided to the
Bank. Apparently, the Bank points out, the Debtor is somehow
financially responsible for all tenant improvements to be built,
but has no ability to control or influence the scope or timing of
the construction work, which is apparently outside of the Debtor's
direct control, or remains the subject of further negotiation and
agreement. This, at a minimum, requires further explanation and
consideration.
The Bank asserted that the appropriate decision for the Court to
make at the present time (indeed the only "decision" the Court can
make) is to:
(a) require the Debtor to identify, document and commit to a
specific timetable regarding these (presently unidentified) various
documents, applications, benchmarks and submissions necessary for
the proposed lease or its funding to become a reality,
(b) at a minimum, require the Debtor to commit to a specific
deadline for obtaining the CUP so that the Bank and the Court can
determine whether the funding of the proposed secured financing
(necessary for the Debtor's survival) and the construction of the
necessary tenant improvements have any possibility of taking place
before the Debtor runs out of cash, and then
(c) authorize, for the time being, a limited use of the Bank's
cash collateral in accordance with the proposed Budget so that
these benchmarks, thresholds, applications and agreements to which
the Debtor's Motions refer can be monitored by both the Court and
the Bank to determine whether the Bank's relief from stay Motion
should continue to be held in abeyance.
About California Community
California Community Collaborative owns and rents to
non-residential tenants an office building located at 655 West 2nd
Street, San Bernardino, California. The building was previously a
Mervyn's retail shopping center before it was acquired and later
remodeled into a two-story, 88,000 square foot office building.
The company was formed by Merrell Schexnydre, who is presently the
sole shareholder and president.
The Judicial Council of California leases about 26,000 square feet
of space at the building.
California Community filed a Chapter 11 bankruptcy petition (Bankr.
E.D. Cal. Case No. 14-26351) on June 17, 2014. Mr. Schexnydre
signed the petition. Judge Christopher M. Klein presides over the
case. The Debtor estimated assets of at least $10 million and
liabilities of $1 million to $10 million.
The Debtor tapped Meegan, Hanschu & Kassenbrock as counsel and
CBRE-Inland Commercial Real Estate as broker.
The hearing to consider approval of the amended disclosure
statement explaining the Debtor's reorganization plan originally
scheduled for June 10, 2015, has been rescheduled to June 24 at
10:00 a.m.
The plan promises to pay creditors in installments and allows the
owner to retain control of the company. The Debtor will sell or
refinance the real property, and net proceeds after payment of the
claims secured by the property will be used to pay in full all
allowed claims secured by the property and to fund distributions
under the Plan.
CANCER GENETICS: Names Rita Shaknovich as Medical Director
----------------------------------------------------------
Cancer Genetics, Inc., appointed Physician Scientist Dr. Rita
Shaknovich, age 48, as the Company's medical director and vice
president of Hematopathology Services, reporting directly to the
Company's president and chief executive officer.
Prior to joining the Company she was an assistant professor at
Weill Cornell Medical College from April 2008 to June 2015.
Effective July 1, 2015, the Company entered into a two-year
employment agreement with Dr. Shaknovich. Following the initial
two-year term, the Employment Agreement will automatically renew
for successive one-year periods. Pursuant to the terms of the
Employment Agreement Dr. Shaknovich receives an annual base salary
of $252,000 and is eligible for an annual bonus with a target
amount of up to 10% of her Base Salary, based an achievement of
certain individual or corporate goals established by the Board or
Compensation Committee. In addition, on July 1, 2015, Dr.
Shaknovich received a grant of options to purchase 12,000 shares of
the Company's common stock, par value $0.0001 per share pursuant to
the terms of the Company's 2011 Equity Incentive Plan, with an
exercise price of $11.50 per share, which vests in equal quarterly
installments over a forty-eight month period. Dr. Shaknovich will
also receive a restricted stock grant for 3,000 shares pursuant to
the terms of the Plan, which vests in three equal annual
installments. Dr. Shaknovich is eligible to participate in
employee benefit plans generally available to the Company's senior
executives or to the Company's employees generally, subject to the
terms of those plans.
In addition, Dr. Shaknovich has entered into the Company's standard
form agreement with respect to confidential information, assignment
of inventions, non-solicitation and non-interference restrictions.
The compensation committee of the board of directors of the Company
approved increases to the salaries of Panna Sharma, chief executive
officer, and Edward J. Sitar, chief financial officer, to $500,000
and $286,000 per annum, respectively, effective as of June 1,
2015.
About Cancer Genetics
Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage
diagnostics company focused on developing and commercializing
proprietary genomic tests and services to improve and personalize
the diagnosis, prognosis and response to treatment (theranosis) of
cancer.
Cancer Genetics reported a net loss of $16.6 million in 2014, a net
loss of $12.4 million in 2013 and a net loss of $6.66 million in
2012.
As of March 31, 2015, the Company had $43.19 million in total
assets, $12.22 million in total liabilities and $30.97 million in
total stockholders' equity.
CANCER GENETICS: Parters with ICON to Offer Laboratory Solutions
----------------------------------------------------------------
Cancer Genetics, Inc., announced that it has entered into a
partnership with the Laboratory Services group of ICON plc, a
global clinical research organization.
ICON's Laboratory Services provide global testing services to the
pharmaceutical, biotechnology and medical device industries. The
partnership will provide clients access to combined expertise
ranging from complex, oncology-focused genomic testing to core
central laboratory analysis, project and data management and sample
logistics on a global basis.
Oncology testing services are central to CGI's business model and
are also a core focus area for ICON Laboratory Services. Together,
the two companies will leverage their respective expertise to
provide key insights to the oncology drug development and clinical
trial process: ICON's expertise in strategic development and in
management and analysis of lab data from large-scale clinical
programmes, and CGI's extensive knowledge in applying genomics and
other advanced technologies focused on cancer. The partnership is
focused on providing a comprehensive, integrated and efficient
solution for laboratory testing for global oncology trials from
Phase 1 through Phase IV.
"We are looking forward to working with the CGI team and to
enhancing our client offering with complementary laboratory service
programs," said James Miskel, executive vice president, ICON
Laboratory Services. "Together, CGI and ICON are uniquely
positioned to provide a full range of comprehensive lab solutions
for our customers with current and future oncology-focused clinical
trials."
With the projected value of the cancer diagnostics market estimated
to reach $169B globally by 2020, the industry has growing demand
for complex oncology laboratory testing services. CGI provides
complex genomic testing for six out of ten major pharmaceutical
companies in the US.
"This partnership will satisfy the enormous need among biotech and
pharmaceutical companies for more efficient and comprehensive
testing solutions by integrating CGI's specialized, genomic testing
to ICON's laboratory solutions," said Panna Sharma, CEO of Cancer
Genetics.
About Cancer Genetics
Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage
diagnostics company focused on developing and commercializing
proprietary genomic tests and services to improve and personalize
the diagnosis, prognosis and response to treatment (theranosis) of
cancer.
Cancer Genetics reported a net loss of $16.6 million in 2014, a net
loss of $12.4 million in 2013 and a net loss of $6.66 million in
2012.
As of March 31, 2015, the Company had $43.19 million in total
assets, $12.22 million in total liabilities and $30.97 million in
total stockholders' equity.
CASPIAN SERVICES: Extends Maturity Date of Baiseitov Notes to 2016
------------------------------------------------------------------
Caspian Services, Inc. and Bakhytbek Baiseitov agreed to amend the
Secured Non-Negotiable Promissory Note and the Secured Convertible
Consolidated Promissory Note held by Baiseitov to extend the
maturity date of each Note from June 30, 2015, to June 30, 2016,
according to a document filed with the Securities and Exchange
Commission.
As of the quarter ended March 31, 2015, the aggregate amount owed
by the Company to Baiseitov pursuant to the two Notes was
approximately $45,572,000. The Non-Negotiable Note is convertible
to common stock of the Company at a price of $0.12 per share. The
Consolidated Note is convertible to common stock of the Company at
a price of $0.10 per share.
About Caspian Services
Headquartered in Salt Lake City, Caspian Services, Inc., was
incorporated under the laws of the state of Nevada on July 14,
1998. Since February 2002 the Company has concentrated its
business efforts to provide diversified oilfield services to the
oil and gas industry in western Kazakhstan and the Caspian Sea,
including providing a fleet of vessels, onshore, transition zone
and marine seismic data acquisition and processing services and a
marine supply and support base in the port of Bautino, in Bautino
Bay, Kazakhstan.
Caspian reported a net loss of $18.8 million on $29.9 million of
total revenue for the year ended Sept. 30, 2014, compared with a
net loss of $11.8 million on $33.08 million of total revenues for
the year ended Sept. 30, 2013.
As of March 31, 2015, the Company had $61.41 million in total
assets, $105 million in total liabilities, all current, and a $43.5
million total deficit.
The Company's independent auditors, Haynie & Company, P.C., in Salt
Lake City, Utah, issued a "going concern" qualification on the 2014
consolidated financial statements citing that, "[A] Company
creditor has indicated that it believes the Company may be in
violation of certain covenants of certain substantial financing
agreements. The financing agreements have acceleration right
features that, in the event of default, allow for the loan and
accrued interest to become immediately due and payable." According
to the auditors, as a result of this uncertainty, the Company has
included the note payable and all accrued interest as current
liabilities at Sept. 30, 2014. At Sept. 30, 2014, the Company had
negative working capital of $85.0 million and for the year ended
Sept. 30, 2014, the Company had a net loss of $16.6 million."
CHELSEA PETROLEUM: S&P Assigns 'B+' ICR, Outlook Stable
-------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B+' issuer
credit rating to Chelsea Petroleum Products I LLC. The outlook is
stable. At the same time, S&P assigned its 'BB-' issue rating and
'2' recovery rating to Chelsea's $425 million senior secured term
loan. The '2' recovery rating indicates that lenders can expect
"substantial" (70% to 90%; lower half of the range) recovery if a
payment default occurs.
The rating reflects Chelsea Petroleum's historical operating cash
flow volatility and exposure to refined products wholesale margins,
its limited scale and asset diversity relative to other midstream
energy peers, and high consolidated financial leverage.
"These factors are partly offset by Chelsea's established
distribution network of terminal assets that supply a diversified
customer base primarily in the Northeast U.S. that help ensure a
baseline of cash flow under varied market conditions," said
Standard & Poor's credit analyst Michael Grande.
Chelsea Petroleum was formed by ArcLight Capital Partners LLC to
own and operate Gulf Oil Limited Partnership, a privately-held
refined product storage and wholesale distribution business with
about 5.9 million barrels of storage capacity in 31 states and
Puerto Rico and 3.3 billion gallons of refined products marketed
annually.
The stable outlook reflects S&P's expectation that the company will
have consolidated debt to EBITDA of about 5.9x, FFO to debt of
about 12%, and EBITDA to interest of about 3.7x for the next 12
months, will grow volumes in its unbranded business segment, and
achieve product margins in line with historical averages.
S&P could lower the rating if Chelsea fails to execute on its
unbranded growth strategy due to lower volume growth or
weaker-than-expected profit margins narrow due to backwardation or
larger-than-expected hedging losses, resulting in total debt to
EBITDA above 6x, FFO to debt below 12%, or EBITDA to interest below
2x on a sustained basis.
A rating upgrade is currently unlikely, but could occur if Chelsea
increases its scale while also substantially reducing its cash flow
volatility and managing gross margins and commodity risk, resulting
in consolidated FFO to debt of at least 20%, total debt to EBITDA
of lower than 4x, and EBITDA to interest of above 4.5x on a
sustained basis.
CHEM RX: Paramount Directors Must Answer LBO Suit
-------------------------------------------------
Judge Marcy S. Friedman of the Supreme Court of New York County
narrowed the claims in the lawsuit, AP SERVICES, LLP, in its
capacity as Trustee of the CRC Litigation Trust, Plaintiff, v. J.
JAY LOBELL, LINDSAY A. ROSENWALD, I. KEITH MAHER, ISAAC KIER,
MICHAEL WEISER and ARIE BELLDEGRUN, Defendants.
AP Services, LLP, as trustee for the CRC Litigation Trust (CRC),
brought the lawsuit on behalf of Chem Rx Corporation against the
former directors of Paramount Acquisition Corp., a blank-check or
special purpose acquisition company that was the Company's
predecessor. CRC claims that the directors breached their fiduciary
duties to Paramount by causing Paramount to enter into a leveraged
buy-out transaction in which Paramount acquired an existing private
company doing business as "Chem Rx" for $133 million in cash.
According to CRC, in approving the transaction, the directors were
self-interested or controlled by an interested director. CRC also
alleges that in their rush to approve the LBO Transaction, the
directors ignored key red flags that should have alerted them to
the fact that Chem Rx's audited financial statements were
untrustworthy. CRC further claims that the LBO Transaction saddled
the Company with massive debt that it was unable to service or
repay, and resulted in bankruptcy and liquidation.
Defendants Lindsay A. Rosenwald and J. Jay Lobell sought dismissal
of the First Amended Complaint, pursuant to CPLR 3211 (a) (1) and
(7). Defendants l. Keith Maher, Isaac Kier, Michael Weiser and
Arie Belldegrun also sought similar relief
CRC was created and approved by the bankruptcy court as a
litigation trust for the purpose of prosecuting causes of action on
behalf of the bankruptcy estate, and the proceeds of any successful
claims are the only source of recovery for the general unsecured
creditors of the Company.
Pursuant to the Court's order, the defendants' motions to dismiss
the First Amended Complaint are granted to the extent of dismissing
the second, third and fourth causes of action. The Court directed
the defendants to serve and file an answer to the First Amended
Complaint within 20 days of service of a copy of the order with
notice of entry.
A copy of the Court's decision dated June 22 is available at
http://is.gd/A3rLAefrom Leagle.com.
About Chem RX Corp.
Long Beach, N.Y.-based Chem RX Corporation, aka Paramount
Acquisition Corp. -- http://www.chemrx.net/-- was a major
institutional pharmacy serving the New York City metropolitan
area, as well as parts of New Jersey, upstate New York,
Pennsylvania and Florida. The Company and five affiliates sought
Chapter 11 protection (Bankr. D. Del. Case No. 10-11567) on May
11, 2010. Dennis A. Meloro, Esq., and Scott D. Cousins, Esq., at
Greenberg Traurig, LLP, in Delaware, represented the Company in
its restructuring. Cypress Holdings, LLC, served as the Company's
financial advisor. RSR Consulting, LLC, provided a chief
restructuring officer. Brunswick Group LLP served as the
Company's public relations consultant. Grant Thornton LLP served
as the Company's independent auditor. Lazard Middle Market LLC
acted as the Company's investment banker. Eichen & Dimeglio PC
was the Company's tax advisor. Kurtzman Carson Consultants was
the Company's claims and notice agent.
Attorneys at White & Case and Fox Rothschild LLP served as
co-counsel to the Official Committee of Unsecured Creditors
Chanin Capital Partners LLC served as Restructuring and Financial
Advisor for the Official Committee of Unsecured Creditors.
The Company disclosed $169,690,868 in assets and $178,281,128 in
debts as of Feb. 28, 2010.
Chem Rx changed its name to CRC Parent Corp. following the sale of
its business to PharMerica Corp. at a bankruptcy court-sanctioned
auction. PharMerica paid $70.6 million and assumed specified
liabilities. The deal enabled PharMerica to move into the New
York and New Jersey markets.
On April 11, 2011, the Court entered an Order confirming the
Debtors' Second Amended Joint Plan of Liquidation.
CLINE MINING: Implements Recapitalization Transaction
-----------------------------------------------------
Cline Mining Corporation on July 8 announced the implementation of
its previously disclosed recapitalization transaction. The
recapitalization transaction was implemented pursuant to a Plan of
Compromise and Arrangement concerning, affecting and involving
Cline, New Elk Coal Company LLC and North Central Energy Company,
which was approved by the Ontario Superior Court of Justice
(Commercial List) on June 1, 2015 pursuant to the Companies'
Creditors Arrangement Act (the "CCAA") .
For further information about the recapitalization transaction, the
CCAA proceedings and the Plan of Compromise and Arrangement, please
refer to the website of FTI Consulting Canada Inc. (the CCAA
monitor) at the following web address:
http://cfcanada.fticonsulting.com/cline
About Cline Mining
Cline Mining Corporation -- http://www.clinemining.com/-- is a
Canadian mining company headquartered in Toronto, Ontario with
resource development interests in Canada, the United States and
Madagascar.
Cline Mining in December 2014 announced a proposed recapitalization
that, among others, would reduce over $55 million in secured debt,
compromise certain unsecured debts, and provide for a change of
control of the equity. To implement the recapitalization, Cline
Mining and its wholly-owned subsidiaries, New Elk Coal Company LLC
and North Central Energy Company, obtained an Order from the
Ontario Superior Court of Justice (Commercial List) initiating
proceedings under the Companies' Creditors Arrangement Act (the
"CCAA"). FTI Consulting Canada Inc. is the court-appointed
monitor.
FTI Consulting, as foreign representative, filed petitions under
Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No.
14-26132) on Dec. 3, 2014, to seek U.S. recognition of Cline Mining
and its two affiliates' CCAA proceedings. Ken Coleman, Esq., and
Jonathan Cho, Esq., at Allen & Overy LLP, in New York, serve as
counsel in the U.S. cases.
CORNERSTONE INDUSTRIES: Case Summary & 7 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Cornerstone Industries Inc.
P O Box 2740
Cedar City, UT 84721
Case No.: 15-26366
Chapter 11 Petition Date: July 8, 2015
Court: United States Bankruptcy Court
District of Utah (Salt Lake City)
Judge: Hon. William T. Thurman
Debtor's Counsel: Kenneth L. Cannon, II, Esq.
DURHAM JONES & PINEGAR, P.C.
111 East Broadway, Suite 900
P O Box 4050
Salt Lake City, UT 84110-4050
Tel: (801) 415-3000
Fax: (801) 415-3500
Email: kcannon@djplaw.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Lisa Flippo, secretary.
A list of the Debtor's seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/utb15-26366.pdf
CROSBY NATIONAL: Seeks Mediation to Resolve Disputes with Creditors
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Crosby National Golf Club, LLC, asks the U.S. Bankruptcy Court for
the Northern District of Texas, Fort Worth Division, to compel
parties-in-interest in its Chapter 11 case to mediate in order to
achieve a complete resolution of their disputes.
Hudson M. Jobe, Esq., at Quilling, Selander, Lownds, Winslett &
Moser, P.C., in Dallas, Texas, tells the Court that a victory or
defeat in the HOA Litigation will not likely address the host of
issues between the Debtor and its other constituents. A mediation
with just the Crosby HOA would likewise be ineffective, Mr. Jobe
sayd. He adds that a complete resolution of the global issues that
include, but are not limited to, the HOA Litigation would require
the involvement of the Debtor, members of the Golf Club that live
outside both HOA's, Golf Club members that are part of either the
Crosby or Avaron HOA, members of the Crosby or Avaron HOA that are
not members of the Golf Club, and resigned members. Mr Jobe
further says that the Debtor has attempted to reach an out of court
resolution with the Crosby HOA but this attempt was unsuccessful
and the Debtor believes no true final resolution can be obtained
without the inclusion of all of the Interested Parties.
The Debtor is represented by:
Hudson M. Jobe, Esq.
Timothy A. York, Esq.
QUILLING, SELANDER, LOWNDS,
WINSLETT & MOSER, P.C.
2001 Bryan Street, Suite 1800
Dallas, TX 75201
Telephone: (214)871-2100
Facsimile: (214)871-2111
About The Crosby National Golf Club
The Crosby National Golf Club, LLC, commenced a Chapter 11
bankruptcy case (Bankr. N.D. Tex. Case No. 15-41545) in Ft.
Worth,
Texas, on April 16, 2015, without stating a reason. The
Debtor
estimated $10 million to $50 million in assets and debt.
The case
is assigned to Judge Russell F. Nelms.
The Debtor owns and operates the Crosby National Golf Club which is
located within the Crosby Estates at Rancho Santa Fe. The Golf Club
has been continuously operated as a for-profit, private
eighteen-hole golf course and has been known at all times as
the
Crosby National Golf Club. It is a California limited
liability
company and its managing member is Escalante - Crosby
National
L.P., a Colorado limited partnership.
The Debtor is represented by Hudson M. Jobe, Esq., and Timothy
A.
York, Esq., at Quilling, Selander, Lownds, Winslett & Moser,
P.C.
in Dallas, Texas.
The Crosby Estate at Rancho Santa Fe Master Association (The Crosby
HOA) is the master association for the gated residential community
and development located in San Diego County including the Debtor's
golf club, commonly known as The Crosby National Golf Club. The
Debtor and the Crosby HOA have been engaged in disputes and
resulting litigation pending in the Superior Court, State
of
California, County of San Diego, relating to the Debtor's
operations of the Club and various rights and obligations of the
parties under the Development documents and related agreements.
It
is represented in the Debtor's case by Joe J. Wielenbinski,
Esq.,
Jay H. Ong, Esq. and Thomas D. Berghman, Esq. at Munsch
Hardt Kopf
& Harr, P.C. in Dallas, Texas.
Texas Capital holds a valid, perfected, secured Claim against
the
Debtor. A minimum aggregate amount of approximately $3.1
million is owed on the Texas Capital Claim. It is represented by
Matthew T.
Ferris, Esq. at Winstead PC in Dallas, Texas.
DAE AVIATION: S&P Lowers CCR to 'B-' , Off Watch Negative
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Standard & Poor's Ratings Services said that it has lowered its
corporate credit rating on DAE Aviation Holdings Inc. to 'B-' from
'B' and removed the rating from CreditWatch, where it was placed
with negative implications on May 27, 2015. The outlook is
stable.
S&P's issue-level and recovery ratings on the debt the company used
to finance the transaction, which consists of a $925 million
secured term loan and $485 million of unsecured notes, are not
affected as they were based on the lower rating and were not placed
on CreditWatch.
"Our downgrade of DAE Aviation Holdings Inc. (DAEAHI) reflects the
significant increase in the company's leverage following its
acquisition by funds affiliated with private equity firm Veritas
Capital," said Standard & Poor's credit analyst Christopher
Denicolo. Veritas paid approximately $2.1 billion for the company
and financed the transaction with a $925 million term loan, $485
million of unsecured notes, $20 million of borrowings from a new
$150 million asset-based lending (ABL) revolver, and $845 million
of sponsor equity. The higher debt levels will cause DAEAHI's pro
forma debt-to-EBITDA metric to increase to 7.5x-8.0x from 4.7x for
the 12 months ended March 31, 2015. S&P expects the company's
leverage to remain high, with a debt-to-EBITDA metric of around 7x
in 2016, despite its growing earnings and its use of excess cash
flows for debt reduction.
The stable outlook reflects S&P's expectation that DAEAHI's credit
ratios will gradually improve over the next 12-24 months, from
their depressed levels following the LBO, as its earnings improve
and management uses excess cash flows to pay down debt. However,
the company's leverage will likely remain high, with a
debt-to-EBITDA metric of 6.5x-7.0x in 2016.
It is unlikely that S&P will lower its rating on the company in the
next year unless its liquidity deteriorates materially due to
operating or other issues, or if its leverage increases from
current levels due to dividends or debt-financed acquisitions and
S&P believes that the company no longer has a sustainable capital
structure.
S&P could raise the rating over the next year if DAEAHI's leverage
declines faster than it expected because its earnings increased
faster than S&P had forecast (with a debt-to-EBITDA metric below
6x) and S&P believes that management and the company's equity
sponsor will maintain its leverage below 6x regardless of any
future dividends or acquisitions.
DATAPIPE INC: Moody's Affirms 'B3' Corporate Family Rating
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Moody's Investors Service affirmed Datapipe, Inc.'s B3 corporate
family rating (CFR) and B3-PD Probability of Default Rating (PDR)
along with the Caa2 rating on its 2nd lien term loan, following the
company's announcement that it will raise $60 million in preferred
equity and receive about $25 million of proceeds from a sale
lease-back transaction. The use of proceeds will be to repay the
outstanding revolver balance, to pay related fees and expenses and
the remaining amount, about $50 million, will be added as cash to
the balance sheet. Consequently, Moody's has upgraded the senior
secured 1st lien credit facilities to B1 from B2 reflecting the
improvement in expected loss on the 1st lien debt following the
injection of equity capital. The outlook has been changed to stable
to reflect a more balanced financial policy and an improved
liquidity position following the equity infusion.
Issuer: DataPipe, Inc.
Affirmations:
Corporate Family Rating, Affirmed B3
Probability of Default Rating, Affirmed B3-PD
Senior Secured 2nd Lien Bank Credit Facility (Local Currency),
Affirmed Caa2, LGD5
Upgrade:
Senior Secured 1st Lien Bank Credit Facility (Local Currency),
Upgraded B1, LGD3 from B2, LGD3
Outlook Actions:
Outlook, Changed To Stable From Negative
RATINGS RATIONALE
Datapipe's B3 CFR reflects its small scale, high leverage and
persistent negative free cash flow as a result of the company's
high capital intensity and growth profile. These limiting factors
are offset by Datapipe's stable base of contracted recurring
revenues and established position within the high-growth, niche
market segment of complex, auditable managed services and cloud
offerings. Datapipe's market position, technical expertise,
reputation and its ability to successfully integrate and realize
synergies from recent strategic acquisitions are key factors in
Moody's affirmation of the B3 rating and the stable outlook.
Moody's expects leverage to fall meaningfully over the next two
years due to strong EBITDA growth and acknowledges that the growing
pains of margin pressure and challenged liquidity are, at least
partially, driven by discretionary investments. Moody's believes
the company may be in a position to generate free cash flow by
early 2016 if capital intensity lessens.
Moody's expects Datapipe to have good liquidity over the next
twelve months supported by the estimated $50 million of cash that
will be added to the balance sheet from the equity raise and sale
lease-back proceeds. At the end of Q1 2015, Datapipe had $5 million
of cash on the balance sheet and about $19 million outstanding on
its $51.6 million revolver. Moody's expects free cash flow to
remain negative for 2015 driven by high capital intensity. Datapipe
could generate free cash flow in early 2016 if capital intensity
lessens and synergies from recent acquisitions are fully realized.
There are no debt maturities over the next year except for the
mandatory annual 1% amortization of the 1st lien term loan each
year.
The stable outlook reflects Moody's view that Datapipe will
continue to produce strong revenue and EBITDA growth, synergies
from recent acquisitions will be fully realized, and leverage will
meaningfully improve over the next two years.
Moody's could consider a rating upgrade if leverage were to trend
near 5x (Moody's adjusted) and if the company generates positive
free cash flow on a sustainable basis. Sustained evidence of a more
conservative financial policy would also support a rating upgrade.
Downward rating pressure could develop if liquidity becomes
strained or Moody's adjusted leverage stays above 7x for an
extended period of time.
Headquartered in Jersey City, NJ, Datapipe is a provider of data
center, managed hosting and cloud services. The company currently
operates 21 data centers in the US and internationally.
DISTRICT OF MCALLEN: Placed Under Ch.11 Bankruptcy Protection
-------------------------------------------------------------
U.S. Bankruptcy Judge Richard S. Schmidt entered an order for
relief, officially placing The District of McAllen LP under Chapter
11 creditor protection. The Court finds that the Alleged Debtor
has fewer than 12 creditors and City Bank, a qualified creditor,
may act as the sole petitioning creditor.
Judge Schmidt says City Bank holds a claim for approximately
$5,267,691.25 as of July 12, 2014, secured by the Alleged Debtor's
real property. City Bank's expert testified the property was worth
$3,690,000. Carlos Holt, a limited partner of Alleged Debtor
testified the property was worth $6 million. The Court finds that
the value is at least $15,325 more than City Bank's debt and
therefore City Bank qualifies for inclusion in the count and as a
petitioning creditor.
A copy of the Court's July 7, 2015 Memorandum Opinion and Order is
available at http://is.gd/sMoSc9from Leagle.com.
On Dec. 2, 2014, Dr. Ernesto Ramirez filed an involuntary Chapter
11 bankruptcy petition against McAllen, Texas-based The District at
McAllen LP (Bankr. S.D. Tex. Case No: 14-70661). Dr. Ramirez's
counsel is Nathaniel Peter Holzer, Esq., at Jordan Hyden Womble
Culbreth & Holzer PC.
The Alleged Debtor argued that Dr. Ramirez was not qualified to act
as a petitioning creditor. The Bankruptcy Court said this argument
is moot because City Bank joined the involuntary petition before it
was dismissed or relief entered.
The bankruptcy was filed on the eve of foreclosure and the Alleged
Debtor was both insolvent and not paying its debts as they came
due.
DOT VN: Files Certificate of Designation for 2015 Preferred Stock
-----------------------------------------------------------------
Dot VN, Inc., filed a certificate of designation with the Secretary
of State of the State of Delaware to establish the 2015 Series B
Convertible Preferred Stock.
Each share of Series B Preferred Stock converts, at the option of
the holder, into 20 shares of the Company's Common Stock. The
Company currently issues Common Stock to employees quarterly, for a
portion of their earned wage, at the greater of five cents ($0.05)
or the market closing price on the day of issue per share. The
Company uses the Five Cent Floor for employee share transactions
and to be consistent has priced the Series B Preferred Stock at one
dollar ($1.00) per share based on the 20 to 1 conversion rate
($0.05 x 20).
Upon designation of the Series B Preferred Stock, the Company
issued, effective March 31, 2015, an aggregate of 4,113,048 shares
of the 2015 Series B Convertible Preferred Stock at $1.00 per share
to Mr. Thomas Johnson (2,502,406 shares for $2,502,406), the
Company's chief executive officer and Chairman of the Board of
Directors and Dr. Lee Johnson (1,610,642 shares for $1,610,642),
the Company's president, chief technology officer, chief financial
officer, secretary and a director. The March 31, 2015, effective
date for issuance of the Series B Preferred Stock eliminated
$89,028 of interest expense which would have accrued from April 1,
2015, to June 30, 2015, the filing of the Series B Preferred Stock
Certificate of Designation.
The Series B Preferred Stock were issued in satisfaction of i)
unpaid accrued salary, including interest, from December, 2009
through March, 2015, by each of Mr. Thomas Johnson ($1,069,023) and
Dr. Lee Johnson ($867,503) under their respective employment
agreements, as amended, with the Company; ii) two ten percent
convertible notes issued March 12, 2010, with a three year term
due, as amended, April 30, 2015, held by Mr. Thomas Johnson
($496,071) and Dr. Lee Johnson ($496,071) with a $0.153 conversion
price; and iii) two eight percent convertible notes issued
Nov. 17, 2009, with a seven and a half month term due, as amended,
April 30, 2015, held by Mr. Thomas Johnson ($937,312) and Dr. Lee
Johnson ($247,068) with a $0.014 conversion price.
Upon accepting the Series B Preferred Stock both Mr. Thomas Johnson
and Dr. Lee Johnson, as additional consideration for the Series B
Preferred Stock, also agreed to forfeit their right to receive a
large number of Common Stock shares based on the terms of two
convertible notes they each held. Mr. Thomas Johnson's $496,071
ten percent convertible note could have been converted into
3,242,295 Common Stock shares and his $937,312 eight percent
convertible note could have been converted into 66,950,858 Common
Stock shares for an aggregate of 70,193,153 Common Stock shares
whereas the 1,433,383 shares of Series B Preferred Stock received
in satisfaction of these two convertible notes, totaling
$1,433,383, converts into only 28,667,660 Common Stock shares,
accordingly Mr. Thomas Johnson forfeited the right to receive
41,525,493 shares of the Company's Common Stock. Dr. Lee Johnson's
$496,071 ten percent convertible note could have been converted
into 3,242,295 Common Stock shares and his $247,068 eight percent
convertible note could have been converted into 17,647,715 Common
Stock shares for an aggregate of 20,890,010 Common Stock shares
whereas the 743,139 shares of Series B Preferred Stock received in
satisfaction of these two convertible notes, totaling $743,139,
converts into only 14,862,780 shares of the Company's Common Stock,
accordingly Mr. Lee Johnson forfeited the right to receive
6,027,230 shares of the Company's Common Stock.
Together Mr. Thomas Johnson and Dr. Lee Johnson forfeited the right
to receive an aggregate of 47,552,723 shares of the Company's
Common Stock to assist the Company improve its Balance Sheet by the
removal of short term debt without adding to shareholder dilution.
Re-Engages Certifying Accountant
The Company re-engaged PLS CPA, a Professional Corp., as its
independent registered public accounting firm for the audit of the
fiscal year ended April 20, 2012, fiscal years ended April 30,
2013, 2014, and 2015 and to perform the interim quarterly reviews
associated with those fiscal years.
During Fiscal 2011 and Fiscal 2010, and during the period from
May 1, 2011, through April 29, 2015, the date of PLS's engagement,
neither the Company nor anyone on its behalf consulted PLS.
PLS CPA previously resigned on Oct. 13, 2014, as the Company's
independent registered public accounting firm for internal reasons
related to the Company having not requested its services to audit
the prior three fiscal years. The resignation of PLS was accepted
by the Company's board of directors.
About Dot VN
Dot VN, Inc. (OTC BB: DTVI) -- http://www.DotVN.com/-- provides
Internet and telecommunication services for Vietnam and operates
and manages Vietnam's innovative online media web property,
http://www.INFO.VN
The Company is the "exclusive online global domain name registrar
for .VN (Vietnam)." Dot VN is the sole distributor of Micro-
Modular Data Centers(TM) solutions and E-Link 1000EXR Wireless
Gigabit Radios to Vietnam and Southeast Asia region. Dot VN is
headquartered in San Diego, California with offices in Hanoi,
Danang and Ho Chi Minh City, Vietnam.
Dot VN was incorporated in the State of Delaware on May 27, 1998,
under the name Trincomali Ltd.
The Company's balance sheet at Jan. 31, 2012, showed $2.49 million
in total assets, $9.20 million in total liabilities and a $6.70
million total shareholders' deficit.
Following the 2011 results, PLS CPA, in San Diego, Calif., noted
that the Company's losses from operations raised substantial doubt
about its ability to continue as a going concern.
DWP SANTA ROSA: Case Summary & 3 Largest Unsecured Creditors
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Debtor: DWP Santa Rosa, LLC
706 Millport Pointe
Duluth, GA 30097-2063
Case No.: 15-62816
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: July 8, 2015
Court: United States Bankruptcy Court
Northern District of Georgia (Atlanta)
Debtor's Counsel: Michael D. Robl, Esq.
THE SPEARS & ROBL LAW FIRM, LLC
Suite 250
3754 LaVista Rd.
Tucker, GA 30084
Tel: 404-373-5153
Email: mdrobl@tsrlaw.com
Total Assets: $1.2 million
Total Liabilities: $1.1 million
The petition was signed by Nathan West, manager.
A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/ganb15-62816.pdf
EDGEN GROUP: Moody's Cuts Corporate Family Rating to 'B1'
---------------------------------------------------------
Moody's Investors Service downgraded Edgen Group Inc.'s corporate
family rating to B1 from Ba3 and its probability of default rating
to B1-PD from Ba3-PD. At the same time, Edgen Murray Corporation's
senior secured notes rating was downgraded to B1 from Ba3. The
ratings downgrades reflect the recent downgrades of Sumitomo
Corporation (A3 stable) and Sumitomo Corporation of Americas (A3
stable) as well as the recent substantial deterioration in Edgen's
operating results and credit metrics, which are expected to remain
weak over the next 12 to 18 months. Edgen's Speculative Grade
Liquidity Rating of SGL-3 was affirmed. The ratings outlook is
stable.
The following actions were taken:
Corporate Family Rating, Downgraded to B1;
Probability of Default Rating, Downgraded to B1-PD;
$351 Million Senior Secured Notes due 2020, Downgraded to B1 (LGD
3)
Speculative Grade Liquidity Rating, Affirmed at SGL-3
Outlook Actions:
Outlook, Assigned at Stable
RATINGS RATIONALE
Edgen Group's ratings reflect the implicit support by Sumitomo
Corporation of Americas (SCOA) since Edgen is a majority owned
subsidiary of Sumitomo Corporation of Americas and an indirect
wholly owned subsidiary of Sumitomo Corporation. This provides an
uplift to Edgen's ratings given Sumitomo's strong credit profile
and its financial and liquidity support. However, Edgen's ratings
remain well below Sumitomo's since they also incorporate its
stand-alone risk profile indicated by its elevated leverage, weak
recent operating results, exposure to highly competitive and
cyclical end markets and the fact that SCOA does not provide a
guarantee on its senior secured notes.
The downgrade of Edgen Group's corporate family rating reflects the
recent downgrades of Sumitomo Corporation and Sumitomo Corporation
of Americas, whose senior unsecured ratings were downgraded to A3
from A2. The Sumitomo Corporation downgrade was driven by
increasing concerns over its investment decision-making process,
its elevated financial leverage and heightened earnings volatility.
The Edgen downgrade also reflects the recent significant
deterioration in its operating results and credit metrics and the
expectation this will persist in the near term. Edgen has
experienced a material decline in revenues and adjusted EBITDA
during the past two years driven by lower exploration and
production activity and increased competitive pricing pressure. As
a result, its adjusted EBITDA declined to about $55 million in the
fiscal year ended March 2015 from the recent peak of $143 million
in the year ended December 2012.
The weak trends in Edgen's business is expected to persist in the
near term. Moody's expects oil and natural gas prices to improve
only modestly over the next 12 to 18 months, which will limit the
demand for Edgen's products since it is highly exposed to the
upstream energy sector. This will be tempered by cost reduction
initiatives and a favorable comparison with last fiscal year when
Edgen incurred about $22 million in lower of cost or market
inventory adjustments. Therefore, Moody's expects Edgen's adjusted
EBITDA to remain relatively flat in the range of about $50 million
to $60 million. This will keep Edgen's business profile weak and
its financial leverage elevated for its rating, with its adjusted
leverage ratio (Debt/EBITDA) at about 9.0x.
Edgen's speculative grade liquidity rating of SGL-3, indicates an
adequate liquidity profile. The company had a modest cash balance
of only $24 million as of March 31, 2015, but also had access to
about $42 million of borrowing availability on $230 million of
domestic and foreign revolving credit facilities provided by
Sumitomo Corporation of Americas and its affiliates. Edgen also had
about $87 million available on its $100 million letters of credit
facility. The company is expected to generate substantial free cash
flow over the next 12 to 18 months as demand ebbs and working
capital is reduced, which should temporarily improve its liquidity
position.
Edgen's stable outlook reflects Moody's expectation that the
company's operating results will remain flat or deteriorate only
modestly over the next 12 to 18 months. It also considers the
resilience of the distribution business model, which in a downturn
should benefit from cash generated through reduced working
capital.
An upgrade of Edgen Group is not likely in the near term, but could
occur if operating results improve substantially or Sumitomo
provides additional funds to reduce debt, which leads to improved
cash flow and credit metrics. This would include the company's
debt-to-EBITDA ratio declining below 4.5x.
A downgrade could be triggered if free cash flow remains negative,
debt-to-EBITDA is sustained above 6.0x or there are signs of
weakened support from Sumitomo Corporation.
Edgen Group Inc. is a global distributor of specialized steel
products and services to the energy and industrial infrastructure
markets through its Edgen Murray Corporation and Bourland &
Leverich subsidiaries. Edgen Murray is a global distributor of high
performance pipe, plate, valves and related components to the
upstream, midstream and downstream oil and gas sector, power, civil
construction and mining industries. Bourland & Leverich is a
provider of oil country tubular goods (OCTG) to the upstream
conventional and unconventional onshore drilling market in the
United States. Edgen Group Inc. is headquartered in Baton Rouge,
Louisiana and generated revenues of approximately $1.8 billion for
the twelve month period ended March 31, 2015. Edgen Group Inc. is a
majority owned subsidiary of Sumitomo Corporation of Americas (A3
stable) and an indirect wholly owned subsidiary of Sumitomo
Corporation (A3 stable).
ELDORADO RESORTS: Moody's Assigns 'B2' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service has assigned Eldorado Resorts, Inc. (ERI)
a B2 Corporate Family Rating, B2-PD Probability of Default Rating
and a Speculative Grade Liquidity rating of SGL-2. At the same
time, Moody's assigned ERI's proposed bank facility a Ba3 rating
and its proposed unsecured notes a Caa1 rating. The rating outlook
is stable. All ratings are subject to review of final
documentation.
ERI is proposing to raise a $575 million senior secured bank
facility, consisting of a $150 million 5-year revolver and a $425
million 7-year term loan, and $375 million in 8-year unsecured
notes. The proceeds from the proposed debt issuance will be used to
refinance the existing debt of two of ERI's subsidiaries: Eldorado
Resorts, LLC's (B2 negative) $180 million senior secured 8.625%
notes due 2019 and MTR Gaming Group, Inc.'s (B3 negative) $561
million senior secured 11.5% second lien notes due 2019. The
proceeds -- along with a planned $60 million equity issuance --
will also be used to acquire the 50% portion of the Silver Legacy
in Reno, NV that ERI does not currently own and the Circus Circus
in Reno owned by MGM Resorts International (B2 stable).
Moody's views this transaction positively as it will significantly
reduce ERI's interest expense from about $77 million currently to
under $50 million annually. It also extends ERI's debt maturity
schedule such that its nearest debt maturity will be in 2020. The
closing of the acquisition is expected by the end of 2015.
Following the close of the proposed transaction, all of the debt
will be located at ERI. The ratings of Eldorado Resorts, LLC and
MTR Gaming Group, Inc. will be withdrawn once the refinancing is
closed.
Ratings Rationale
The B2 Corporate Family Rating reflects ERI's strong interest
coverage -- pro forma EBIT/interest expenses of about 1.7 times --
its improved geographic diversification following the acquisition
and the deleveraging effect of both the acquisition and the equity
offering. The B2 also reflects ERI's high leverage and Moody's
expectation that ERI will use its excess free cash flow to repay
debt going forward such that debt to EBITDA will fall below 5.5
times. We estimate that ERI's debt to EBITDA pro forma for the
acquisition but excluding the equity issuance to be about 5.9 times
for the twelve months ended March 31, 2015. The $60 million equity
issuance would reduce pro forma debt to EBITDA to 5.5 times for the
same period. The rating also incorporates the weak operating
results expected at ERI's West Virginia casino following the
implementation of a smoking ban on July 1, 2015 (this property
accounts for about 17% of pro forma earnings).
ERI's stable rating outlook assumes that the refinancing and
acquisition close as proposed and operating results at its
properties in LA, PA, OH and Reno stabilize. The stable rating
outlook also reflects the company's strong interest coverage and
good liquidity which provides cushion as the Eldorado management
team undertakes its strategy of integrating the Silver Legacy and
Circus Circus properties and making improvements at the legacy MTR
properties.
ERI's ratings could be downgraded or outlook revised to negative if
the refinancing, acquisition or equity issuance does not close as
proposed. Ratings could also be downgraded if there is
deterioration in monthly gaming revenue trends in PA, NV, OH or LA
or if gaming revenue declines in WV outpace our expectations of a
20% decline. Quantitatively, ratings could be downgraded should it
become likely that debt/EBITDA would remain above 5.5 times or if
interest coverage remains below 1.5 times. A ratings upgrade would
require sustained debt/EBITDA under 4.25 times and EBIT/interest
maintained above 2.5 times assuming a stable supply and operating
environment.
The Ba3 rating for the senior secured bank facility -- two notches
above the Corporate Family Rating -- reflects a 50% family recovery
rate and a material amount of debt below it in the capital
structure represented by the $375 million of unsecured notes. The
Caa1 rating on the unsecured notes reflects the $575 million ranked
ahead of it in the capital structure.
ERI has good liquidity. The SGL-2 reflects that ERI is expected to
cover all cash needs with internal cash flow over the next 12
months. The company is expected to have a $150 million revolver in
place that does not expire until 2020. If the equity offering is
not completed, the company will use about $56 million of the
revolver to close the acquisition of the Silver Legacy and Circus
Circus properties. ERI's credit agreement is expected to have total
leverage and interest overage financial maintenance covenants. We
expect the company will maintain adequate cushion over these
financial covenants over the next 12 months.
Ratings assigned:
Corporate Family Rating at B2
Probability of Default Rating at B2-PD
Speculative Grade Liquidity rating at SGL-2
$150 million 5-year senior secured revolver at Ba3 (LGD2)
$425 million 7-year senior secured term loan at Ba3 (LGD2)
$375 million 8-year unsecured notes at Caa1 (LGD5)
Rating not changed (and will be withdrawn upon the successful
closing of the refinancing):
Eldorado Resorts, LLC:
Corporate Family Rating at B2
Probability of Default Rating at B1-PD
$180 million senior secured notes due 2019 at B2 (LGD4)
MTR Gaming Group, Inc:
Corporate Family Rating at B3
Probability of Default Rating at B3-PD
$565 million (outstanding balance of $561 million) senior secured
second lien notes due 2019 at B3 (LGD4)
Through its subsidiaries, ERI owns and operates casinos in Nevada,
Louisiana, Pennsylvania, Ohio, and West Virginia. ERI subsidiaries
are MTR Gaming -- which owns Scioto Downs in OH, Mountaineer Casino
in WV, and Presque Isle in PA -- and Eldorado Resorts, LLC -- which
owns Eldorado Reno in NV and Eldorado Shreveport in LA. Eldorado
Resorts LLC is also a 50% JV partner in Silver Legacy in Reno with
MGM. As part of this transaction, ERI is purchasing the 50%
interest in the Silver Legacy it didn't own and the attached Circus
Circus casino hotel from MGM. Pro forma net revenue is expected to
be about $900 million annually.
ELDORADO RESORTS: S&P Affirms 'B' CCR & Revises Outlook to Stable
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B'
corporate credit rating on Reno, Nev.-based Eldorado Resorts Inc.
(ERI) and revised the rating outlook to stable from negative.
S&P also assigned its 'BB-' issue-level rating and '1' recovery
rating to ERI's proposed $575 million senior secured credit
facility, consisting of a $150 million revolver and a $425 million
term loan B. The '1' recovery rating reflects S&P's expectation
for very high (90% to 100%) recovery for lenders in the event of a
payment default. Additionally, S&P assigned its 'B-' issue-level
rating and '5' recovery rating to ERI's proposed $375 million
senior notes. The '5' recovery rating reflects S&P's expectation
for modest (10% to 30%; lower half of the range) recovery for
lenders in the event of a payment default.
The company plans to use proceeds from the term loan and notes,
together with cash on hand and an expected $60 million future
equity raise by ERI, to fully refinance $168 million in 8.625%
senior secured notes issued by ERI's subsidiary Eldorado Resorts
LLC (Resorts); fully refinance $561 million in 11.5% second-lien
notes issued by ERI's subsidiary MTR Gaming Group Inc. (MTR); fund
the purchase of the remaining 50% stake in the Silver Legacy Resort
Casino that ERI does not currently own; fund the purchase of the
Circus Circus Hotel & Casino in Reno; refinance existing debt at
Silver Legacy; pay call premiums on the Resorts and MTR notes; and
for transaction fees and expenses.
S&P plans to withdraw its ratings on Resorts and MTR once the
proposed financing transaction closes and the notes currently
outstanding at these entities have been fully repaid.
"The outlook revision to stable from negative reflects our forecast
for credit measures, pro forma for the proposed financing
transactions and the acquisitions of the Silver Legacy and Circus
Circus properties, to improve through 2016, and particularly for
adjusted debt to EBITDA to be around 6x in 2015, pro forma to
include a full year of EBITDA from the acquired properties,
improving to the mid- to high-5x area in 2016," said Standard &
Poor's credit analyst Ariel Silverberg.
The 'B' corporate credit rating on ERI reflects S&P's assessment of
the company's business risk profile as "weak" and its financial
risk profile as "highly leveraged."
The stable rating outlook reflects S&P's expectation for credit
measures to improve through 2016, given the expected interest
savings from the proposed refinancing transaction, and the
increased discretionary cash flow generation as a result of the
financing transactions and the proposed acquisitions. S&P believes
ERI could use this cash flow for debt repayment. Under S&P's
forecast, adjusted leverage (pro forma for the completion of the
financing transaction and including the full year benefit of the
acquisitions) will be around 6x in 2015, improving to the mid- to
high-5x area by 2016, and EBITDA coverage of interest will be in
the mid-2x area, on average, through 2016.
S&P could consider lowering the ratings if EBITDA generation is
meaningfully weaker than it is currently forecasting and interest
coverage is sustained below the mid-1x area, or if the company's
liquidity position is impaired. This would likely result if the
impact of additional competition in the eastern Ohio region or the
smoking ban at Mountaineer is greater than S&P is currently
forecasting for 2015, or if the company is not successful in
achieving the level of cost synergies we have assumed.
Higher ratings are unlikely at this time given S&P's forecast for
EBITDA to decline through 2015. Nevertheless, S&P would consider
raising the ratings if adjusted debt to EBITDA were to be sustained
below 5x. This would likely be the result of greater-than-expected
debt reduction.
EMPIRE RESORTS: Extends Terms of Executive Officers Until 2016
--------------------------------------------------------------
Empire Resorts, Inc., entered into a second amendment to the
employment agreements of each of Joseph A. D'Amato, the chief
executive officer; Laurette J. Pitts, the executive vice president,
chief operating officer and chief financial officer; Charles A.
Degliomini, the executive vice president and Nanette L. Horner, the
executive vice president, chief counsel and chief compliance
officer of the Company.
The Employment Agreement Amendments extended the termination date
of the Employment Agreements from Dec. 31, 2015, to Dec. 31, 2016.
Furthermore, the Employment Agreement Amendments provide that the
termination date of the Employment Agreements will be automatically
extended for each Executive to Dec. 31, 2018, if the Company is
granted a gaming facility license by the New York State Gaming
Commission with respect to the Montreign Resort Casino.
In addition, Mr. D'Amato's Employment Agreement Amendment provided
that, beginning on the date on which the Company is awarded a
Gaming License by the NYSGC, and until the earlier of (i) the
expiration of the Extended Term or the completion of the Casino
Project, the Company will provide Mr. D'Amato with furnished
housing in Sullivan County, New York, that is mutually agreeable to
the Company and Mr. D'Amato.
About Empire Resorts
Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY)
-- http://www.empireresorts.com/-- owns and operates Monticello
Casino & Raceway, a video gaming machine and harness racing track
and casino located in Monticello, New York, 90 miles northwest of
New York City.
Empire Resorts reported a net loss applicable to common shares of
$24.1 million on $65.2 million of net revenues for the year ended
Dec. 31, 2014, compared to a net loss applicable to common shares
of $27.05 million on $70.96 million of net revenues in 2013.
As of March 31, 2015, the Company had $84.11 million in total
assets, $55.5 million in total liabilities, and $28.6 million in
total stockholders' equity.
ENERGY FUTURE: July 16 Hearing on Bid to Extend Removal Period
--------------------------------------------------------------
The U.S. Bankruptcy Court in Delaware is set to hold a hearing on
July 16 to consider Energy Future Holdings Corp.'s request to
extend the deadline to remove lawsuits to Jan. 23, 2016.
The current deadline is set to expire on July 27.
Energy Future and its affiliates are involved in more than 400
civil actions filed prior to their bankruptcy filing, court papers
show.
About Energy Future
Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas. Oncor, an
80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas.
The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth. EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.
On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep their businesses operating while
reducing their roughly $40 billion in debt.
The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS). The Debtors are seeking to have their cases jointly
administered for procedural purposes.
As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion. The Debtors have $42
billion of funded indebtedness.
EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal. The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and
Millstein & Co., LLC, as financial advisor.
The EFIH unsecured creditors supporting the restructuring agreement
are represented by Akin Gump Strauss Hauer & Feld LLP, as legal
advisor, and Centerview Partners, as financial advisor.
The EFH equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor. Epiq
Systems is the claims agent.
Wilmington Savings Fund Society, FSB, the successor trustee for the
second-lien noteholders owed about $1.6 billion, is represented by
Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A.
Taylor, Esq., and Brown Rudnick LLP's Edward S.
Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq.,
Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq.
An Official Committee of Unsecured Creditors has been appointed in
the case. The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors. The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring. The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.
ENERGY FUTURE: Mediation Scrapped in Avenue Capital v. Fidelity
---------------------------------------------------------------
The dispute between Avenue Capital Management II, LP, et al., on
one side, and Fidelity Investments, et al., on the other, involving
a contract to sell Energy Future Holdings notes will not proceed to
mediation.
"It is recommended that, pursuant to paragraph 2(a) Procedures to
Govern Mediation of Appeals from the United States Bankruptcy Court
for this District and 28 U.S.C. Sec. 636(b), this matter be
withdrawn from the mandatory referral for mediation and proceed
through the appellate process of this Court," said Delaware
Magistrate Judge Mary Pat Thynge in her Recommendation dated June
22.
"Through this Recommendation, the parties were advised of their
right to file objections to this Recommendation pursuant to 28
U.S.C. § 636(b)(1)(B), Fed. R. Civ. P. 72(a) and D. Del. LR 72.1.
Any objections to this Recommendation shall be filed within
fourteen (14) days, limited to five (5) pages, after being served
with the same. Any response must be filed within fourteen (14) days
after service of objections and is limited to five (5) pages. The
parties are further directed to the Court's Standing Order in
Non-Pro Se matters for Objections Filed under Fed. R. Civ. P. 72
dated October 9, 2013, a copy of which is available on the court's
website, www.ded.uscourts.gov
"Local counsel are obligated to inform out-of-state counsel of this
Order," the Magistrate Judge said.
In January 2015, Delaware Bankruptcy Judge Christopher S. Sontchi
rejected claims by several investment managers -- including Avenue
Capital; GSO Capital Partners LP; P. Schoenfeld Asset Management
LP; Third Avenue Management LLC; and York Capital Management Global
Advisors LLC -- that Fidelity Investment was bound by contract to
sell the EFH notes. At the behest of Fidelity, Judge Sontchi
dismissed the adversary proceeding filed by Avenue Capital et al.,
alleging that Fidelity gave them call rights to purchase the notes
in connection with the restructuring support agreement EFH entered
into as part of its Chapter 11 filing. Avenue Capital said those
rights must be honored even though EFH later rejected the RSA.
Avenue Capital et al. said they exercised their rights to buy $423
million in EFH non-guaranteed notes that Fidelity held at 37.15
percent of par before the RSA was terminated. But Fidelity would
not honor the calls, and argued in its court papers that the call
rights were but one component of a larger structure that needed to
be approved by the bankruptcy court in order for the financial
services firm to be bound to them, according to a report by Matt
Chiappardi at Law360. Fidelity argued that the firms were plucking
one sentence out of a term sheet attached to the RSA and ignoring
dozens of other pages that set conditions on the call right, and
that their reading of the agreement would make it economically
irrational under the law. Fidelity also contended that while the
RSA was indeed binding, it only bound Fidelity to vote for the
Chapter 11 plan contemplated by the agreement and not to interfere
with the relevant restructuring transactions. Fidelity argued that
the RSA didn't right away bind it to the call right, but was only
immediately enforceable once the court approved other related
conditions. Judge Sontchi agreed.
According to Judge Thynge, pursuant to paragraph 2(a) of the
Procedures to Govern Mediation of Appeals from the United States
Bankruptcy Court for the District of Delaware dated September 11,
2012, the court conducted an initial review, which included
information from counsel, to determine the appropriateness of
mediation in this matter. As a result of the screening process,
she said, the "issues involved in this case are not amenable to
mediation and mediation at this stage would not be a productive
exercise, a worthwhile use of judicial resources nor warrant the
expense of the process."
The parties disagree regarding the standard applied by the
Bankruptcy Court in granting Fidelity's motion to dismiss, and
whether mediation in this matter should proceed.
Avenue et al. claim that the Bankruptcy Court incorrectly applied
the appropriate legal standard, arguing the dismissal of the
complaint was only warranted if Fidelity's interpretation of the
contract was the only reasonable construction as a matter of law,
and warranted reversal on this appeal. They point out that
mediation may help reach a resolution, noting that the parties have
not previously engaged in any ADR. They have, however, engaged in
discussions related to the broader Chapter 11 proceedings, in which
both are major creditors. Avenue et al. note that they expressed a
willingness to resolve the Adversary Proceeding involved in this
appeal in the context of the broader resolution of the issues in
the Debtors' Chapter 11 cases and look to mediation in the District
Court as an opportunity to resolve both the Adversary Proceedings
and other issues related to the broader Chapter 11 cases.
Fidelity et al. disagree with Avenue et al.'s comments noting that
the Bankruptcy Court rejected Avenue et al.'s approach to read one
provision of the contract in isolation. Fidelity et al. emphasize
that the parties are very familiar with each other and in very
frequent contact directly through principals and through
intermediaries. Since those extensive discussions have not lead to
resolution of this appeal, Fidelity et al. do not believe that
mediation would be beneficial. More importantly, they note that the
open issues remaining in the bankruptcy case are unrelated to the
issues on appeal and involve not only the parties to this Adversary
Proceeding, but a substantial number of parties not involved in
this appeal, which would require a much broader consensus of
stakeholders, and include parties over which this court does not
have direct jurisdiction through this appeal.
The case before the District Court is, Avenue Capital Management
II, LP, et al., Appellants, v. Fidelity Investments, et al.,
Appellees, C. A. NO. 15-210-RGA (D. Del.)
A copy of Judge Thynge's Recommendation dated June 22, 2015, is
available at http://is.gd/Ugf2U2from Leagle.com.
Avenue Capital Management II LP is represented by:
John G. Harris, Esq.
David B. Anthony, Esq.
Berger Harris, LLP
1105 North Market Street,
11th Floor Wilmington, DE 19801
Tel: (302) 655-1140
Fax: (302) 655-1131
E-mail: jharris@bergerharris.com
danthony@bergerharris.com
- and -
Yehudah L. Buchweitz, Esq.
Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, NY 10153-0119
Tel: (212) 310-8256
E-mail: yehudah.buchweitz@weil.com
GSO Capital Partners LP; P. Schoenfeld Asset Management LP; Third
Avenue Management LLC; and York Capital Management Global Advisors
LLC are also represented by John G. Harris, Esq., and David B.
Anthony, Esq., at Berger Harris, LLP.
Fidelity Investments is represented by:
Tobey M. Daluz, Esq.
Leslie Carol Heilman, Esq.
BALLARD SPAHR LLP
919 North Market Street, 12th Floor
Wilmington, DE 19801-3034
Tel: 302.252.4440
Fax: 302.300.4050
E-mail: daluzt@ballardspahr.com
heilmanlballardspahr.com
- and -
Christopher J. DiPompeo, Esq.
Gregory M. Shumaker, Esq.
JONES DAY
51 Louisiana Avenue, N.W.
Washington, D.C. 20001-2113
Tel: 202.879.7686
Fax: 202.626.1700
E-mail: cdipompeo@jonesday.com
gshumaker@jonesday.com
- and -
Traci L. Lovitt, Esq.
JONES DAY
100 High Street, 21st Floor
Boston, MA 02110-1781
Tel: 617.960.3939
Fax: 617.449.6999
E-mail: tlovitt@jonesday.com
Ballard Spahr and Jones Day also represent other appellees:
* Pyramis Global Advisors Trust Company, as Investment Manager
under power of attorney for Illinois Municipal Retirement Fund;
* Fidelity School Street Trust: Fidelity Strategic Income;
* Fidelity Summer Street Trust: Fidelity Capital & Income
Fund;
* Variable Insurance Products Fund V: Strategic Income
Portfolio;
* Fidelity Management & Research Company, as Investment
Manager for Fidelity Strategic Income Mother Fund;
* Master Trust Bank of Japan, on behalf of Fidelity US High
Yield Mother Fund;
* Fidelity Investments Canada ULC, as Trustee of Fidelity
American High Yield Fund;
* Fidelity Investments Canada ULC, as Trustee of Fidelity
Canadian Balanced Fund;
* Fidelity Global Bond Series US Dollar Monthly Income US High
Yield Pool;
* Fidelity Advisor Series I: Fidelity Advisor High Income
Advantage Fund;
* Fidelity Puritan Trust: Fidelity Puritan Fund;
* Fidelity Management & Research Company as Investment Manager
for Japan Trustee Services Bank, Ltd. Re: Fidelity High Yield Bond
Open Mother Fund;
* Fidelity Summer Street Trust: Fidelity Global High Income
Fund;
* Fidelity Investments Canada ULC, as Trustee of Fidelity
Canadian Asset Allocation Fund; and
* FIL Investment International, acting as agent for and on
behalf of Fidelity Funds SICAV,in relation to Fidelity Funds-US
High Yield
ENERGY FUTURE: Proposes Jenner & Block as Independent Counsel
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will convene
a hearing on July 16, 2015, to consider Energy Future Holdings
Corp., et al.'s motion for permission to employ the law firm of
Jenner & Block LLP as independent counsel to EFIH, nunc pro tunc to
May 18, 2015.
The firm is expected to advise and represent EFIH in connection
with conflict matters and in determining whether a matter
constitutes a conflict matter, reporting to and at the direction of
Charles H. Cremens, as the disinterested manager of EFIH.
The hourly rates charged by Jenner professionals and
paraprofessionals are:
Partners $635 to $1,200
Associates $380 to $695
Paralegals $285 to $335
Project Assistants $205 to $300
To the best of the Debtors' knowledge, Jenner is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
About Energy Future
Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas. Oncor,
an 80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas.
The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth. EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.
On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.
The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS). The Debtors are seeking to have their cases
jointly administered for procedural purposes.
As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion. The Debtors have $42
billion of funded indebtedness.
EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal. The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.
The EFIH unsecured creditors supporting the restructuring
agreement are represented by Akin Gump Strauss Hauer & Feld LLP,
as legal advisor, and Centerview Partners, as financial advisor.
The EFH equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor. Epiq
Systems is the claims agent.
Wilmington Savings Fund Society, FSB, the successor trustee for
the second-lien noteholders owed about $1.6 billion, is
represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and
Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S.
Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq.,
Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq.
An Official Committee of Unsecured Creditors has been appointed in
the case. The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors. The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring. The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.
ENERGY FUTURE: Wins Another Round Versus Bondholders
----------------------------------------------------
Peg Brickley, writing for The Wall Street Journal, reported that
Energy Future Holdings Corp. has won round two in a fight with
bondholders demanding some $431 million worth of premiums on
billions of dollars in debt.
According to the Journal, round one was decided in the company's
favor in March, but that ruling left open the possibility that
bondholders could persuade a judge to lift the automatic stay of
bankruptcy and keep their claim to premium pay alive. On July 8,
Judge Christopher Sontchi of the U.S. Bankruptcy Court in
Wilmington, Del., eliminated that possibility.
The decision eases Energy Future's path out of bankruptcy by
reducing the amount it must include for some bondholders as it
negotiates with multiple groups of creditors over a Chapter 11 exit
scheme, the Journal said.
About Energy Future
Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas. Oncor,
an 80 percent-owned entity within the EFH group, is the largest
regulated transmission and distribution utility in Texas.
The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth. EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.
On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.
The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS). The Debtors are seeking to have their cases
jointly administered for procedural purposes.
As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion. The Debtors have $42
billion of funded indebtedness.
EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal. The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.
The EFIH unsecured creditors supporting the restructuring
agreement are represented by Akin Gump Strauss Hauer & Feld LLP,
as legal advisor, and Centerview Partners, as financial advisor.
The EFH equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor. Epiq
Systems is the claims agent.
Wilmington Savings Fund Society, FSB, the successor trustee for
the second-lien noteholders owed about $1.6 billion, is
represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and
Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S.
Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq.,
Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq.
An Official Committee of Unsecured Creditors has been appointed in
the case. The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors. The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring. The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.
EXCELITAS TECHNOLOGIES: Moody's Alters Ratings Outlook to Stable
----------------------------------------------------------------
Moody's Investors Service changed the rating outlook for Excelitas
Technologies Holding Corp. to stable from negative and affirmed the
company's B3 Corporate Family Rating (CFR) and B3-PD Probability of
Default Rating (PDR). The stabilization of the outlook reflects the
largely completed integration of Qioptiq as well as ongoing
improvement in the company's credit metrics, which is expected to
continue. In addition, it reflects Moody's expectation that the
company will maintain a good liquidity profile.
According to Moody's Analyst Brian Silver, "Qioptiq was a
transformational acquisition and its successful integration will
drive opportunities for earnings and cash flow improvement."
The following ratings have been affirmed:
B3 Corporate Family Rating;
B3-PD Probability of Default Rating;
$40 million 1st lien revolver due 2018 at B2 (LGD3);
$620 million 1st lien term loan B due 2020 at B2 (LGD3); and
$40 million 1st lien delayed draw term loan due 2020 at B2 (LGD3).
The rating outlook has been changed to stable from negative
RATINGS RATIONALE
Excelitas' B3 Corporate Family Rating largely reflects its high
financial leverage and expectations for moderate deleveraging in
the near-term. It also incorporates the risks associated with the
cyclical and potentially volatile end-markets the company serves
and the company's foreign exchange exposure. However, the rating is
supported by Excelitas' enhanced size, scale, geographic
penetration and product offerings post-Qioptiq, as well as its
solid margins and good liquidity profile. In addition, the rating
recognizes the company's strong position in the global custom
designed photonics end-markets, its diverse blue-chip customer base
and reputation for quality in manufacturing complex engineered
products, many of which are used in highly regulated sectors that
have zero tolerance for failure. Risk of end-market cyclicality is
somewhat offset by the company's diversification to different
industries with varying growth drivers. The company's technological
expertise, strengthened by engineer-to-engineer relationships with
customers and often supported by a collaborative production process
creates high barriers to entry for competitors while raising
switching costs for customers due to the mission critical nature of
the company's products.
The B2 ratings on the company's $40 million 1st lien revolver due
2018, $620 million 1st lien term loan B due 2020 and $40 million
1st lien delayed draw term loan due 2020 reflect their first
priority status on all present and future assets of Excelitas and
its domestic subsidiary guarantors and seniority in the capital
structure relative to the 2nd lien term loan. The company's Dutch
cooperative, which contains all non-US subsidiaries of the company,
is also a guarantor and pledges 100% of its own stock and 65% of
the stock of the non-US subsidiaries. The company's credit
facilities also include downstream guarantees from Excelitas
Technologies Holding Corp. The capital structure also includes a
$252 million 2nd lien term loan due 2021 that is not rated by
Moody's, which ranks junior to the 1st lien debt.
The stable outlook reflects Moody's expectation for some
deleveraging and improving revenue and earnings growth over the
next 12 - 18 months, primarily driven by increasing customer
penetration and costs saving initiatives. The outlook also
anticipates the company will generate positive free cash flow
during the next 12 - 18 months, which is expected to be used for
debt repayment.
Although not anticipated in the near-term, the ratings could be
upgraded if the company is able to generate healthy levels of free
cash flow and bring adjusted leverage below 5.5 times (Moody's
adjusted debt/EBITDA). Alternatively, the ratings could be
downgraded if the company's liquidity weakens such that there is
increasing revolver reliance or if the company is unable to
generate positive free cash flow on an annual basis. In addition,
the ratings could be pressured if there is a loss of a material
contract, if leverage increases from currently high levels and is
sustained above 7.0 times, or if interest coverage (EBITA/interest)
falls below 1.0 time.
Excelitas Technologies Corp. is a global provider of custom
designed photonic components, sub-systems, and integrated solutions
to OEMs serving a wide range of applications within various health,
environmental, safety, security, industrial, aerospace and defense
markets. The company operates through two primary business units;
1) Commercial (i.e. lighting, detection and optics), and 2) Defense
and Aerospace (i.e. optical systems and advanced electronics
systems). Veritas Capital purchased Excelitas, the former
Illumination and Detection Solutions business of PerkinElmer, Inc.,
for approximately $500 million in November 2010. In October 2013
Excelitas completed the transformational acquisition of Qioptiq
S.a.r.l. (Qioptiq), a privately held global supplier of optical and
photonic technology solutions such as lenses and optical modules.
In November 2013 the company completed the bolt-on acquisition of
Lumen Dynamic Holdings (Lumen), a privately held manufacturer of
lamp and LED-based UV curing and fluorescence illumination systems.
Excelitas' revenues for the twelve months ending April 5, 2015 were
slightly greater than $720 million.
F-SQUARED INVESTMENTS: Broadmeadow Capital to Acquire Assets
------------------------------------------------------------
Broadmeadow Capital, a subsidiary of Cedar Capital, disclosed that
it has signed an agreement to acquire the intellectual property,
investment strategies and investment management contracts of
F-Squared Investments, whose voluntary petition under Chapter 11 of
the U.S. Bankruptcy Code was filed on July 8 in the U.S. Bankruptcy
Court for the District of Delaware. The agreement is contingent on
court approval and the consent of F-Squared clients.
"This transaction reinforces Cedar Capital's position as a single
point of access to innovative investment strategies well suited to
evolving market dynamics," said Cedar Capital CEO Paul Ingersoll.
"Once completed, the acquisition will provide for uninterrupted
service under the leadership of the Broadmeadow Capital team,
supported by Cedar Capital's robust operating infrastructure."
Broadmeadow Capital President David Cabot said, "This acquisition
presents a timely opportunity to expand Broadmeadow's product
portfolio. We see merit in the AlphaSector investment strategies
and methodologies, despite how their performance track record prior
to 2009 was portrayed to investors. We look forward to providing
continuity and stability to investors in these strategies."
Broadmeadow Capital is led by David Cabot and Eric Biegeleisen.
Both formerly worked together at the Boston-based Windhaven
Investments, which was one of the largest managers of ETF
portfolios in the U.S. at the time of their departure. As a
Principal of the firm, David previously served as a member of the
firm's Investment Committee, led its Advisory Board and served as
vice chair of Windhaven's Investment and Market Council. Mr.
Biegeleisen was Director of Research at Windhaven and led the
quantitative modeling, product due diligence and portfolio
structuring for the firm and its strategies.
For more information on Cedar Capital, visit www.cedarcapital.com
For more information on Broadmeadow Capital, visit
www.broadmeadowcapital.com
For media inquiries, please contact Lev Janashvili at (646)
922-7762 or ljanashvili@jcprinc.com
About Cedar Capital
Cedar Capital delivers innovative investment solutions through its
industry-leading sales distribution and service capabilities. The
firm provides a single point of access to multiple, diversified and
unique investment strategies. Cedar Capital's goal is to identify
superior asset managers in their respective categories who have an
ability to address the growing complexities of today's financial
markets.
About Broadmeadow Capital
An affiliate of Cedar Capital, Broadmeadow Capital offers
alternative and tactical investment strategies to individuals,
investment offices and institutional investors. Broadmeadow's
investment philosophy rests on developing investment theses that
are rigorously tested, optimized and implemented using quantitative
methods. The firm seeks to help investors manage exposures to
global equity, fixed income and commodity markets while
incorporating risk management techniques based on changes in
volatility and investor behavior in order to maximize risk-adjusted
returns.
About F-Squared Investments
Headquartered in Wellesley, MA, F-Squared Investments, Inc. --
http://www.f-squaredinvestments.com-- is a privately owned
investment manager. The firm primarily provides its services to
other investment advisers. It also caters to individuals, high net
worth individuals, and pension and profit sharing plans. The firm
provides index management services. It manages separate
client-focused equity, fixed income, and multi-asset portfolios.
The firm invests in the public equity, fixed income, and
alternative investment markets across the globe. It makes all its
investments through exchange-traded funds. The firm invests in
small-cap stocks of companies across diversified sectors.
GALEN INSURANCE: A.M. Best Lowers Fin. Strength Rating to 'B(fair)'
-------------------------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to B
(Fair) from B+ (Good) and the issuer credit rating to "bb" from
"bbb-" of Galen Insurance Company (Galen) (St. Louis, MO). The
outlook for the ratings was also revised to negative from stable.
The downgrade reflects a significant drop in risk-adjusted
capitalization and loss of policyholders' surplus from poor
operating results in 2014 and in the first quarter of 2015. This
was mainly due to unexpected adverse claims development, which also
produced a significant increase in ceded premium on a swing rated
reinsurance treaty. The combination resulted in a decrease in
risk-adjusted capitalization, as measured by Best's Capital
Adequacy Ratio (BCAR), to a level that no longer supported the
prior rating and, in A.M. Best's opinion, is not supportive of the
company's aggressive growth or the potential for further adverse
development. Galen's management has stated that they are tempering
their growth plans for the time being, strengthening internal
controls and evaluating potential capital alternatives.
The negative outlook reflects the possibility that the rating could
be lowered further if BCAR continues to drop or if underwriting
losses persist. However, the ratings may be stabilized or positive
rating actions may occur with strengthening of the balance sheet
and a prolonged period of stable, profitable operating performance.
Furthermore, continued strong growth would first have to be
supported by additional capital.
GAS-MART USA: Custodian Wants Chapter 11 Cases Dismissed
--------------------------------------------------------
John Sopinski, duly appointed custodian by order of the Johnson
County District, asks the U.S. Bankruptcy Court for the Western
District of Missouri, Kansas City Division, to dismiss the Chapter
11 cases of Gas-Mart USA, Inc., and its debtor affiliates, as the
bankruptcy filing was not authorized.
According to Mr. Sopinski, the Debtors moved for the appointment of
a receiver in Johnson County District Court and the application was
denied. The parties -- the Debtors and their shareholders --
eventually agreed on the appointment of a custodian. Since the
appointment of the Custodian, one group of shareholders and the
Chief Executive Officer have attempted to frustrate the efforts of
the Custodian, Mr. Sopinski told the Bankruptcy Court.
In the alternative to dismissal, the Custodian asks the Bankruptcy
Court to abstain from hearing the matter pursuant to Sec. 305. In
further alternative, the Custodian seeks an Order from the
Bankruptcy Court relieving him from the turnover requirements of
Sec. 543 of the Bankruptcy Code. In the further alternative, the
Custodian moves that he be appointed Ch. 11 Trustee.
The Custodian is represented by:
Colin N. Gotham, Esq.
EVANS & MULLINIX, P.A.
7225 Renner Road, Suite 200
Shawnee, KS 66217
Tel: (913) 962-8700
Fax: (913) 962-8701
Email: cgotham@emlawkc.com
About Gas-Mart
Gas-Mart USA, Inc., Aving-Rice, LLC, Fran Transport & Oil Company,
and G&G Enterprises, LLC, sought Chapter 11 bankruptcy protection
(Bankr. W.D. Mo. Lead Case No. 15-41915) in Kansas City, Missouri,
on July 2, 2015.
Gas-Mart and Aving-Rice own and operate gasoline
station/conveniences stores ("C-Stores"). With locations in Iowa,
Illinois, Indiana, Nebraska, and Wisconsin, Gas-Mart and Aving Rice
operate 22 and 20 stores, respectively, as of the Petition Date.
G&G owns and leases ATM's to the 42 Gas-Mart and Aving-Rice
locations as well as certain ConocoPhillips locations in the
greater Kansas City Area. Fran is a fuel hauling business located
in and serving Kansas City.
Judge Arthur B. Federman presides over the Chapter 11 cases.
The Debtors tapped Stinson Leonard Street LLP as attorneys;
Polsinelli PC as special counsel; Brown & Ruprecht, PC as conflicts
counsel; and Frank Wendt as special conflicts counsel.
The Debtors' Chapter 11 plan and disclosure statement are due Oct.
30, 2015.
Gas-Mart estimated $10 million to $50 million in assets and debt.
GASFRAC ENERGY: Implements Plan of Compromise Under CCAA
--------------------------------------------------------
GASFRAC Energy Services Inc. on July 8 disclosed that further to
its previous news releases of
March 27, 2015 and April 7, 2015 and the approval of the creditors
of the Corporation by an overwhelming majority at a meeting of
creditors of the Corporation held on June 22, 2015, the Corporation
has implemented a Companies' Creditors Arrangement Act ("CCAA")
plan of compromise and arrangement, pursuant to which Calfrac Well
Services Ltd. has acquired 100% equity ownership of GASFRAC, as an
operating entity pursuant to a Sanction Order of the Alberta Court
of Queen's Bench in Bankruptcy and Insolvency issued on June 24,
2015 and recognized by the United States Bankruptcy Court for the
Western District of Texas, San Antonio Division pursuant to a
Sanction Recognition Order issued on June 25, 2015. In addition
thereto, all former subsidiaries of the Corporation have or are in
the process of being liquidated and dissolved.
Having now obtained all requisite approvals of the Court, the US
Court, and the unsecured creditors of GASFRAC and all conditions
related to the Order having been complied with, the Corporation has
filed Articles of Reorganization with the Registrar of
Corporations, in the Province of Alberta to: (i) create and issue
new Class A common shares all of which are owned by Calfrac; and
(ii) immediately cancel all previously issued and outstanding
securities of GASFRAC and all related options, warrants and other
rights to acquire previously existing GASFRAC common shares without
payment or other consideration to former GASFRAC common
shareholders or holders of associated rights in connection with the
Plan or otherwise.
It is anticipated that holders of allowed unsecured claims against
GASFRAC, other than holders of 7% convertible unsecured
subordinated debentures will recover 100% of their allowed
unsecured claims and holders of Debentures will recover an
estimated range of between 37% and 55% of the principal amount of
their unsecured claims, in connection with the implementation of
the Plan. Certain categories of claims will be treated as
unaffected by the Plan.
All former directors of GASFRAC have resigned as of July 6, 2015.
It is further anticipated that GASFRAC will in the near future
cease to be a reporting issuer in various Provinces in Canada.
About GASFRAC Energy
Headquartered in Calgary, Canada, GASFRAC Energy Services Inc. --
http://www.gasfrac.com/-- provided liquid petroleum gas (LPG)
fracturing services to oil and gas companies in Canada and
theUnited States of America. As of Dec. 31, 2011, GASFRAC had
three
32 tons and nine 100 tons sand storage vessels, 47 fracturing
pumpers, 150 LPG storage tanks and related equipment. GASFRAC's
services are marketed and operated under the name of its wholly
owned subsidiary GASFRAC Energy Services Limited Partnership.
GASFRAC commenced proceedings and obtained court protection under
the CCAA pursuant to an initial order granted by the Court of
Queen's Bench, in the Province of Alberta, on Jan. 15, 2015, "as a
result of a combination of continuing negative operating results,
limited access at the present time to capital markets for junior
issuers such as the Corporation, reduced industry activity
resulting from depressed petroleum and natural gas commodity prices
and the inability of the Corporation to obtain a suitable offer for
the purchase of the Corporation or its assets after a strategic
alternative process, which commenced on November 13, 2014, that
would satisfy all of the Corporation's existing financial
obligations, both secured and unsecured."
Ernst & Young Inc., as monitor, sought protection under Chapter 15
of the U.S. Bankruptcy Code for GASFRAC Energy Services Inc. and
its five affiliates (Bankr. W.D. Tex. Case No. 15-50161) on Jan.
15, 2015. The Chapter 15 cases are assigned to Judge Craig A.
Gargotta.
The Chapter 15 Petitioners are represented by Timothy S. Springer,
Esq., Steve A. Peirce, Esq., and Louis R. Strubeck, Esq., at
Fulbright & Jaworski LLP.
GLOBAL COMPUTER: Seeks to Expand Miles & Stockbridge Work
---------------------------------------------------------
Global Computer Enterprises, Inc., asks the U.S. Bankruptcy Court
for authorization to expand the role of Miles & Stockbridge P.C. as
counsel, nunc pro tunc to May 20, 2015.
The Court on Feb. 4, 2015, authorized the Debtor to employ MS as
special counsel to represent the Debtor in claim litigation
effective as of Jan. 5, 2015. The Debtor said that as it is
winding down, MS will continue to represent it in claims
litigation, and the remaining tasks in the main case would be
minimal.
MS as special counsel has agreed to file and prosecute an objection
to the claim of Qwest Government Services, Inc. d/b/a CenturyLink
QGS, which legal services cannot be performed by the Debtor's
primary bankruptcy counsel, McGuireWoods LLP, due to McGuireWoods'
representation of Century Link in matters unrelated to this case,
and to represent the Debtor with respect to additional potential
conflicts and claims objection litigation, if requested.
The Debtor is seeking to expand MS' role as counsel to include:
1. advise the Debtor with respect to its duties as debtor in the
continued operation of its business and properties;
2. advise and consult on issues of the case, including all of
the legal and administrative requirements of operating in Chapter
11; and
3. perform all other necessary legal services and provide all
other necessary legal advice to the Debtor in connection with the
Chapter 11 case.
MS' hourly rates for the primary attorneys working on the matter
are:
Kenneth M. Misken, partner $450
Kristin Siracusa, associate $270
To the best of the Debtor's knowledge, MS is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
About Global Computer
Global Computer Enterprises, Inc., dba GCE, is a cloud-based
"software as a service" provider, commonly referred to as a
"SAAS," offering financial management solutions primarily to
executive departments of the federal government and independent
federal government agencies. GCE sought protection under Chapter
11 of the Bankruptcy Code (Case No. 14-13290, Bankr. E.D. Va.) on
Sept. 4, 2014. The case is assigned to Judge Robert G. Mayer.
The Debtor's counsel is David I. Swan, Esq., at McGuirewoods LLP,
in McLean, Virginia. The Debtor's financial advisor is Weinsweig
Advisors. The petition was signed by Mike Freeman, interim chief
operating officer.
Judge Mayer designated Mike Freeman to perform duties imposed upon
GCE by the Bankruptcy Code.
The U.S. Trustee for Region 4 appointed three creditors of Global
Computer Enterprises, Inc. to serve on the official committee of
unsecured creditors. The Committee tapped Armstrong Teasdale LLP,
as its counsel and Leach Travell Britt PC as its local bankruptcy
counsel.
GT ADVANCED: Wants Contempt Sanctions Imposed on Tera Xtal
----------------------------------------------------------
GT Advanced Technologies Inc. and its affiliated debtors ask the
U.S. Bankruptcy Court for the District of New Hampshire to impose
contempt sanctions on Tera Xtal Technology Corp. for commencing an
action against GT Advanced Technologies Limited in a Taiwan court,
which action is a violation of the Bankruptcy Court's Order
Enforcing Sections 362 and 525 of the Bankruptcy Code, dated
October 9, 2014.
G. Alexander Bongartz, Esq., at Paul Hastings LLP, in New York,
tells the Court that TXT filed a Civil Application for Recognition
of Effectiveness of Foreign Arbitral Award against GT Hong Kong in
a Taiwan court, seeking recognition of a prepetition arbitration
award as part of an effort to bring criminal and civil litigation
against GT Hong Kong.
According to Mr. Bongartz, TXT has been formally notified that it
is violating the Bankruptcy Court's prior order and the automatic
stay for approximately one month. He adds that TXT has also made a
"solemn" promise to withdraw the Illegal Complaint. Mr. Bongartz
says that in the event TXT has not withdrawn the Illegal Complaint,
the Debtors ask the Bankruptcy Court (a) impose contempt sanctions
on TXT, (b) require TXT to immediately withdraw, with prejudice,
the Illegal Complaint in the Taiwan action, and (c) declare the
Taiwan action void ab initio.
Mr. Bongartz asserts that sanctions should include (i) monetary
sanctions, including reimbursement of attorneys' fees incurred or
to be incurred by GTAT in connection with the Taiwan action and
bringing this Motion, and (ii) the disallowance of TXT's proofs of
claim.
Mr. Bongartz asserts that there can be no question that TXT's
violation of the Section 362 Order and the automatic stay is
willful and that TXT is one of the most active litigants in the
Chapter 11 cases, having commenced an adversary proceeding against
GT Hong Kong and having filed numerous proofs of claim, motions,
and objections.
The Debtors are represented by:
Luc A. Despins, Esq.
Andrew V. Tenzer, Esq.
James T. Grogan, Esq.
G. Alexander Bongartz, Esq.
PAUL HASTINGS LLP
Park Avenue Tower
75 East 55th Street, First Floor
New York, New York 10022
Telephone: (212)318-6000
Facsimile: (212)319-4090
Email: lucdespins@paulhastings.com
andrewtenzer@paulhastings.com
jamesgrogan@paulhastings.com
alexbongartz@paulhastings.com
About GT Advanced
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 says that it has 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.
HANNAH REALTY: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Hannah Realty Management, LLC
55 Franklin Avenue
Brooklyn, NY 11205
Case No.: 15-43138
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: July 8, 2015
Court: United States Bankruptcy Court
Eastern District of New York (Brooklyn)
Judge: Hon. Nancy Hershey Lord
Debtor's Counsel: David Carlebach, Esq.
THE CARLEBACH LAW GROUP
55 Broadway, Suite 1902
New York, NY 10006
Tel: (347) 329-1241
Fax: (646) 355-1916
Email: david@carlebachlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Meyer Brach, managing member.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
HNO GREEN: Gets Court Approval of Agreement With Ex-Board Member
----------------------------------------------------------------
A federal judge approved an agreement that would prohibit HNO Green
Fuels Inc.'s former board member from selling or using the patents
owned by the company.
The agreement, approved by U.S. Bankruptcy Judge Mark Houle,
prohibits Carl Brundidge and his firm Brundidge & Stanger PC from
selling or using the patents between June 30 and Dec. 22, 2015.
Any of the parties may terminate the agreement upon 60 days written
notice, according to court filings.
Mr. Brundidge claims his firm holds a lien on the patents for
unpaid attorney's fees in the amount of $1.3 million.
A copy of the agreement is available without charge at
http://is.gd/zR3seU
About HNO Green Fuels
HNO Green Fuels, Inc., sought Chapter 11 protection (Bankr. C.D.
Cal. Case No. 15-14946) in Riverside, California, on May 16, 2015.
The Debtor estimated $50 million to $100 million in assets and $1
million to $10 million in debt. The Debtor tapped Levene, Neale,
Bender, Yoo & Brill L.L.P, as counsel. Judge Mark D. Houle
presides over the case.
HOME LOAN: S&P Affirms 'B+' ICR, Off CreditWatch Negative
---------------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B+' issuer
credit rating on Home Loan Servicing Solutions Ltd. and removed the
rating from CreditWatch, where S&P placed it with negative
implications on Feb. 23, 2015. The outlook on the issuer credit
rating is stable. Subsequently, S&P is withdrawing the rating, at
the issuer's request.
The withdrawal follows the sale of substantially all of Home Loan
Servicing Solution's assets to New Residential Investment Corp.
ICAHN ENTERPRISES: Moody's Affirms 'Ba3' Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service has affirmed the Ba3 rating for Icahn
Enterprises L.P.'s (IEP) corporate family and senior debt ratings
and revised the outlook to stable from positive on both. Moody's
had maintained a positive outlook since January 2014, when IEP
issued an additional $1.5 billion of senior notes and refinanced
high coupon debt, modestly reducing its overall cost of debt.
Over the past year, negative trends in the energy sector have
weighed against IEP's outlook, including declines of investment
values in its energy and rail segments that have contributed to
rising market value leverage, reduced income, and declining asset
value for IEP. Moody's has observed that these cash-flow generating
subsidiaries are in economically cyclical industries, which have
additional economic linkages based on the rising development of
North American energy extraction, much of which is transshipped by
rail. However recent declines have been more secular in nature,
resulting from long-term changes in the global energy market that
have altered supply/demand balances.
Moody's Ba3 rating is based on IEP's relatively high leverage level
and its reliance on a few of its subsidiaries for most of its cash
flow to support debt service. The concentration, credit quality and
cyclicality of IEP's portfolio companies remain a concern for
Moody's. IEP's succession planning also remains an important rating
consideration due to the dominant leadership of Mr. Carl C. Icahn,
Chairman.
RATINGS RATIONALE
Performance trends over the past year blunted the case for a
positive outlook on IEP's debt. The company's market-value based
net leverage ratio, which was 36% at the end of Q1 2015, has
exhibited a negative trend, as the value of the firm's investments
has declined and the company invested significant cash. These
declines have impacted asset value, down approximately 20% since Q2
2014, which weighs against IEP's financial flexibility, reducing
its available borrowing capacity. IEP's interest coverage has also
declined due to payout reductions from CVR Energy, which has been
the company's largest source of distributions among its investment
segments.
The Ba3 rating is based on IEP's relatively high market value
leverage, and on its reliance on a few of its subsidiaries for most
of its cash flow to support debt service. In addition, most of the
dividends the company receives come from two economically-sensitive
segments: energy and railcars. The concentration, credit quality
and cyclicality of IEP's portfolio companies remain a concern for
Moody's.
Moody's rating also incorporates the risks and uncertainties from
activist investing including the potential need to support the
company's subsidiaries. Moody's added that IEP's lack of a clear
succession plan remains an important rating consideration due to
the company's dependence on the 79 year-old Carl Icahn.
Moody's noted that the following developments would put positive
pressure on IEP's ratings: improvement to stabilize IEP's financial
profile including reduction in net debt relative to total invested
assets, additional equity flotation, shift in investment portfolio
towards less concentrated positions of higher credit quality, more
stable cash flow dynamics generated by each of its businesses, and
addressing governance issues relating to succession planning, group
complexity and transparency.
The following developments would put negative pressure on IEP's
ratings: further deterioration of valuations or credit strength of
its operating subsidiaries or investment management segment, a
significant increase in net debt or decline in liquidity of the
holding company or in the investment funds, or a key man issue that
threatens the firm's performance.
Icahn Enterprises L.P. is a publicly traded master limited
partnership that is 88% owned by Carl C. Icahn. The primary
business strategy of Icahn Enterprises is generating returns in its
activist hedge funds and direct equity investing in companies to
unlock value. The company operates multiple business segments
including investment management, automotive, energy, metals, real
estate, home fashion, railcar, gaming and food packaging.
IMPLANT SCIENCES: Stockholders Elect Four Directors
---------------------------------------------------
An annual meeting of stockholders of Implant Sciences Corporation
was held on July 1, 2015, at which the stockholders, among other
things:
(1) elected Dr. William McGann, Robert P. Liscouski,
Michael C. Turmelle and James M. Simon, Jr. to the Board of
Directors;
(2) ratified the selection of Marcum LLP as the Company's
independent registered public accountants for the
fiscal year ending June 30, 2015;
(3) approved an amendment to the Company's Restated Articles of
Organization to increase the number of authorized shares of
Common Stock by 50,000,000 shares to 250,000,000 shares;
and
(4) approved, on an advisory basis, the holding of future
advisory vote on executive compensation every three years.
About Implant Sciences
Implant Sciences Corporation (OBB: IMSC.OB) --
http://www.implantsciences.com/-- develops, manufactures and
sells sensors and systems for the security, safety and defense
(SS&D) industries.
As of March 31, 2015, the Company had $8.73 million in total
assets, $83.5 million in total liabilities and a $74.8 million
total stockholders' deficit.
Marcum LLP, in Boston, Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the
year ended June 30, 2014. The independent auditors noted that
the Company has had recurring net losses and continues to
experience negative cash flows from operations. As of Sept. 23,
2014, the Company's principal obligation to its primary lenders
was approximately $53.4 million and accrued interest of
approximately $10.2 million. The Company is required to repay all
borrowings and accrued interest to these lenders on March 31,
2015. These conditions raise substantial doubt about its ability
to continue as a going concern.
INTERCOASTAL CONTRACTING: New Hanover County's Claim Rejected
-------------------------------------------------------------
U.S. Bankruptcy Judge David M. Warren tossed Claim # 17 filed by
the New Hanover County Tax Office, at the behest of Intercoastal
Contracting, Inc.
Intercoastal Contracting filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.C. Case No. 12-06206-8-DMW) on August 29, 2012. As
of the Petition Date, the Debtor operated as a marine contracting
company for construction projects including the repair and building
of bridges and aquatic bulkheads.
The Debtor did not own any real property as of the Petition Date.
On Schedule B filed with the court on October 1, 2012, the Debtor
listed personal property with a value of $3,195,331.57. The
majority of the Personal Property consisted of equipment used to
operate the Debtor's business, including vehicles, trailers, boats
and heavy construction machinery. The Debtor valued the Equipment
at $3,103,422.39. Other Personal Property included cash, checking
accounts and a membership certificate in a marina.
As of the Petition Date, the Equipment served as collateral for
loans totaling $7,974,087.43, including a blanket lien in favor of
SunTrust Bank against "all of the Debtor's personal property."
SunTrust's lien was perfected through a UCC Financing Statement
filed April 12, 2007 with the North Carolina Secretary of State and
extended October 4, 2011, and had a balance of $1,123,727.46 on the
Petition Date.
On October 4, 2012, the County filed a Proof of Claim, designated
as Claim No. 17, asserting an unsecured priority claim in the
amount of $33,191.15. The Claim, made pursuant to 11 U.S.C. Sec.
507(a)(8), is the result of a pre-petition assessment made by the
County for 2012 taxes upon the Equipment.
The Debtor did not list the Membership Certificate or accounts on
the tax schedules filed with the County, and the County has not
asserted that they are taxable personal property. The 2012 tax
bill was last due and payable without interest on January 8, 2013,
after the Petition Date.
The Claim is unsecured because the Debtor did not own any real
property onto which the Claim could attach, and the County did not
levy or otherwise obtain a lien on the Equipment prior to the
Petition Date. In either December, 2012 or January, 2013, the
Debtor paid $19,671.85 toward the Claim.
Following the Petition Date, the Debtor retained substantially all
of the Equipment and used it for the continued operation of the
Debtor's business; however, in July or August of 2014, the Debtor
sold its remaining Equipment to Smith-Rowe, LLC pursuant to an
Agreement of Purchase and Sale dated April 15, 2014 and approved by
the court on July 2, 2014. The proceeds generated by the sale of
the Equipment, including the sale of one item of equipment in June,
2013, totaled $3,040,000.00, $63,422.39 less than the value the
Debtor had estimated on Schedule B.
From the Petition Date until the sale of the Debtor's remaining
Equipment in July or August of 2014, the Debtor had net operating
losses of $144,260.14.
The Debtor asserts that the Claim should be disallowed under Sec.
502(b)(3) of the Bankruptcy Code because the Claim "exceeds the
value of the interest of the estate in such property." The Debtor
further asserts that because the Claim should be disallowed, the
$19,671.85 that the Debtor paid toward the Claim should be applied
to the Debtor's post-petition tax liabilities to the County.
The Court agreed and directed the County to reallocate the Debtor's
payment of $19,671.85 to the Debtor's outstanding post-petition tax
liabilities.
A copy of the Court's June 4, 2015 Order is available at
http://is.gd/KNJQdrfrom Leagle.com.
JO-ANN STORES: Moody's Hikes Corporate Family Rating to 'B2'
------------------------------------------------------------
Moody's Investors Service upgraded Jo-Ann Stores Holdings Inc.'s
Corporate Family Rating to B2 from B3, Probability of Default
rating to B2-PD from B3-PD, and senior unsecured notes to Caa1 from
Caa2. Moody's also upgraded the ratings on Jo-Ann Stores, LLC's
secured term loan to Ba3 from B1 and unsecured notes to B3 from
Caa1. The rating outlook is stable.
"The upgrade reflects the reduction in adjusted debt due to changes
in Moody's approach for capitalizing operating leases" said Moody's
Assistant Vice President, Mike Zuccaro. The updated approach for
standard adjustments for operating leases is explained in the
cross-sector rating methodology Financial Statement Adjustments in
the Analysis of Non-Financial Corporations, published on June 15,
2015. Zuccaro added, "The action also reflects that Jo-Ann credit
metrics, though weak, have remained generally stable despite soft
performance over the past couple of years. We expect modest
improvement over time as the company implements initiatives to
improve operating performance."
Ratings upgraded:
Jo-Ann Stores Holdings Inc.
-- Corporate Family Rating to B2 from B3
-- Probability of Default Rating to B2-PD from B3-PD
-- 9.75% unsecured notes due 2019 to Caa1 (LGD6) from Caa2 (LGD6)
Jo-Ann Stores, LLC
-- Sr. Secured Term Loan due 2018 to Ba3 (LGD2) from B1 (LGD2)
-- 8.125% unsecured notes due 2019 to B3 (LGD4) from Caa1 (LGD4)
The ratings outlook is stable
RATINGS RATIONALE
Jo-Ann's B2 CFR reflects its weak overall quantitative credit
profile, with lease-adjusted debt/EBITDAR of 5.7x and adjusted
EBITA/interest expense of 1.2x for the latest twelve month period
ended May 2, 2015. Jo-Ann's credit profile is supported by the
positive characteristics of the craft and hobby category, which has
a loyal customer base, positive demographic trends, and a lower
level of cyclicality relative to other areas of specialty retail,
driving relatively stable performance and credit metrics even in
challenging economic times. Jo-Ann's good liquidity also provides
key ratings support, as Moody's expects operating cash flow to
remain sufficient to cover interest and capital expenditures, and
the company's $375 million ABL provides ample liquidity to fund
seasonal working capital needs.
The stable outlook reflects Moody's expectation for modest
improvement in performance and metrics as the company undertakes
initiatives to drive growth and improve profitability, while
maintaining good liquidity.
Ratings could be upgraded if the company continues to demonstrate
sales growth and improves operating margins while de-leveraging its
balance sheet. Quantitatively, ratings could be upgraded if
lease-adjusted debt/EBITDAR is sustained below 5.0x and adjusted
EBITA/interest exceeds 1.75x.
Ratings could be downgraded if recent positive trends in sales were
to reverse or margins materially decline, causing adjusted debt
leverage to exceed 6.0x or adjusted EBITA/interest to approach 1.0x
on a sustained basis. A material erosion in liquidity or more
aggressive financial policy could also result in a ratings
downgrade.
Through its operating subsidiaries, Jo-Ann Stores Holdings Inc. is
a leading retailer of fabrics and craft supplies offering a wide
range of products for quilting, apparel, craft and home décor
sewing. Jo-Ann operates over 852 stores in 49 states as of May 2,
2015. Annual revenues are in excess of $2.3 billion. The company is
majority owned by affiliates of Leonard Green & Partners L.P.
LACONTI CONCRETE: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: LaConti Concrete & Masonry, Inc.
253 Mantoloking Rd
Brick, NJ 08723-5866
Case No.: 15-22806
Chapter 11 Petition Date: July 8, 2015
Court: United States Bankruptcy Court
District of New Jersey (Trenton)
Judge: Hon. Michael B. Kaplan
Debtor's Counsel: Peter Broege, Esq.
BROEGE, NEUMANN, FISCHER & SHAVER
25 Abe Voorhees Drive
Manasquan, NJ 08736
Tel: (732) 223-8484
Email: pbroege@bnfsbankruptcy.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by James LaConti, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
LAKELAND DEVELOPMENT: Creditor Seeks Conversion of Ch. 11 Case
--------------------------------------------------------------
Goodman Santa Fe Springs SPE LLC asks the U.S. Bankruptcy Court for
the Central District of California, Los Angeles Division, to
convert the Chapter 11 case of Lakeland Development Company to a
case under Chapter 7 of the Bankruptcy Code.
Joel M. Long, Esq., at Sedgwick LLP, in San Francisco, California,
tells the Court that the Debtor's most recent Monthly Operating
Report shows that the Debtor has experienced a cumulative net loss
of nearly $5 million since the bankruptcy was filed. Mr. Long
further tells the Court that the Debtor's Status Reports, viewed
over time, show a steady and substantial depletion of the amount of
available cash and sale proceeds to distribute to creditors despite
the Debtor's liquidation of most of its assets, including real
estate holdings, vehicles, and securities, and various collection
efforts. He adds that the Debtor lacks cash resources or the
legitimate prospect of any future operating revenue to pay its
substantial administrative debts. He also notes that the Debtor
has confirmed in multiple filings with the Court that it ceased
operations as of April 30, 2015. He says the Debtor has no means
to fund a plan of reorganization through continued business
operations or revenue, thus cause exists for the Chapter 11 case to
be converted to Chapter 7.
Goodman Santa Fe Springs is represented by:
Lillian G. Stenfeldt, Esq.
Joel M. Long, Esq.
SEDGWICK LLP
333 Bush Street, 30th Floor
San Francisco, CA 94104-2834
Telephone: (415)781-7900
Facsimile: (415)781-2635
Email: lillian.stenfeld@sedgwicklaw.com
joel.long@sedgwicklaw.com
About Lakeland Development
Santa Fe Springs, California-based Lakeland Development Company
is
a privately held subsidiary in a family of companies headed
by
Energy Merchant Corp. Lakeland owns the 55-acre real
property
located at 12345 Lakeland Road, Santa Fe Springs,
California. The
real property is composed of 10 parcels totaling
roughly 55 acres.
Lakeland filed a Chapter 11 petition (Bankr. C.D. Cal. Case
No.
12-25842) in Los Angeles on May 4, 2012. Judge Richard M.
Neiter
presides over the case. Lawrence M. Jacobson, Esq., at
Glickfeld,
Fields & Jacobson LLP, and The Law Offices of Richard
T. Baum,
Esq., serve as the Debtor's counsel. The petition was
signed by
Michael Egner, chief financial officer.
LIFE PARTNERS: Creditors Seek Termination of Exclusivity
--------------------------------------------------------
John Gissas, Dean Vagnozzi and Frank Bice ask the U.S. Bankruptcy
Court for the Northern District of Texas, Fort Worth Division, to
terminate the exclusivity period of Debtors Life Partners, Inc.,
and LPI Financial Services, Inc. so that the movants or any other
party can propose a plan of reorganization.
Sheldon L. Solow, Esq., at Kaye Scholer LLP, in Chicago, Illinois,
relates that the Chapter 11 Trustee filed petitions for LPI and
LPIFS and that while no order has been entered appointing a Chapter
11 Trustee for LPI and LPIFS, the Chapter 11 Trustee is effectively
administering the Subsidiary Debtor cases as if he had been
appointed the chapter 11 trustee of the Subsidiary Debtors through
his status as Trustee of LPHI -- the sole shareholder of the
Subsidiary Debtors. Mr. Solow asserts that the Subsidiary Debtors
are no longer in possession as the cases are being administered by
a single Trustee. Mr. Solow further asserts that the purpose of
the exclusivity period -- to give a debtor in possession a limited
first chance to reorganize its business -- does not apply.
The Creditors wish to file a plan of reorganization in the near
future and they are informed and believe that other non-debtors are
also considering filing plans.
The Creditors are represented by:
Sheldon L. Solow, Esq.
KAYE SCHOLER LLP
Three First National Plaza
70 W. Madison Street, Suite 4200
Chicago, IL 60602
Telephone: (312)583-2320
Facsimile: (312)583-2520
Email: sheldon.solow@kayescholer.com
-- and --
Jonathan S. Covin, Esq.
Lauren K. Drawhorn, Esq.
WICK PHILLIPS GOULD & MARTIN, LLP
3131 McKinney Avenue, Suite 100
Dallas, TX 75204
Telephone: (214)692-6200
Facsimile: (214)692-6255
Email: jonathan.covin@wickphillips.com
lauren.drawhorn@wickphillips.com
About Life Partners
Headquartered in Waco, Texas, Life Partners Holdings, Inc.
--
http://www.lphi.com/-- is the parent company engaged in the
secondary market for life insurance, commonly called "life
settlements." Since its incorporation in 1991, Life Partners,
Inc.
has completed over 162,000 transactions for its worldwide
client
base of over 30,000 high net worth individuals and
institutions in
connection with the purchase of over 6,500
policies totaling over
$3.2 billion in face value.
LPHI is a publicly traded company incorporated in Texas and its
common stock has been delisted from the NASDAQ (formerly
trading
under the symbol LPHI).
Life Partners Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 15-40289) on Jan.
20,
2015.
The case is assigned to Judge Russell F. Nelms. J. Robert Forshey,
Esq., at Forshey & Prostok, LLP, serves as counsel to the
Debtor.
LPHI disclosed $2,406,137 in assets and
$52,722,308 in liabilities
as of the Chapter 11 filing.
The official committee of unsecured creditors formed in the case
tapped Munsch Hardt Kopf & Harr, P.C., as counsel.
Tracy A. Bolt of BDO USA, LLP, was named as examiner for the
Debtor's case. At the behest of the U.S. Securities and
Exchange
Commission, the U.S. Trustee, and the Creditors
Committee, the
Court ordered the appointment of a Chapter 11
trustee. On March
13, 2015, H. Thomas Moran II was appointed as
Chapter 11 trustee in LPHI's case. The trustee is represented by
Thompson & Knight LLP.
The Chapter 11 trustee signed Chapter 11 bankruptcy petitions for
LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case
No.
15-41995) and LPI Financial Services, Inc. (Case No.
15-41996).
Life Partners is estimated to have $100 million to
$500 million in
assets and more than $1 billion in debt. LPI
Financial estimated
less than $50,000.
LIGHTSTYLES LTD: No Quick Ruling in Suit Against Marvin Windows
---------------------------------------------------------------
District Judge William W. Caldwell for the Middle District of
Pennsylvania denied a motion for summary judgment filed by the
bankruptcy trustee for LightStyles, LTD., in its lawsuit against
Marvin Lumber and Cedar Company, /d/b/a Marvin Windows and Doors.
Leon P. Haller, as the trustee in bankruptcy for LightStyles, filed
the lawsuit alleging several causes of action based on the decision
of Marvin to terminate its business relationship with LightStyles
in August 2011. LightStyles was formerly a distributor for Marvin
and asserts that Marvin's decision forced it into bankruptcy in
June 2012.
Marvin counterclaimed against LightStyles and sued Robert Slagle,
LightStyles' principal, as a third-party defendant, for fraud in
the inducement. Marvin claims that in January 2009 LightStyles and
Slagle fraudulently induced it to continue the business
relationship by misrepresenting LightStyles' financial condition.
Slagle and LightStyles filed a motion for summary judgment on
Marvin's fraud claim. The parties agree that Pennsylvania law
applies.
Marvin requested oral argument on the motion, but the District
Court saw no need for it.
LIGHTSTYLES, LTD., by and through its bankruptcy trustee, LEON P.
HALLER, Plaintiff, v. MARVIN LUMBER AND CEDAR COMPANY, d/b/a MARVIN
WINDOWS AND DOORS, Defendant, v. ROBERT L. SLAGLE, Third-party
Defendant, Civil No. 1:13-CV-1510 (M.D. Pa.).
A copy of the District Court's July 6 Memorandum is available at
http://is.gd/Te15YQfrom Leagle.com.
Lightstyles, LTD., represented by:
John M. Ogden, Esq.
HOLT & OGDEN, LLP
34 N Queen St # 1
York, PA 17403
Tel: 717-846-0550
- and -
Steven A Lamb, Esq.
Douglas J. Rovens, Esq.
ROVENS LAMB LLP
The Continental Park building
1500 Rosecrans Avenue, Ste. 418
Manhattan Beach, CA 90266
Fax: (310) 872-5026
E-mail: slamb@rovenslamb.com
drovens@rovenslamb.com
Marvin Lumber And Cedar Company is represented by:
Joseph M. Windler, Esq.
Robert R. Weinstine, Esq.
Craig S Krummen, Esq.
Michael E. Obermueller, Esq.
WINTHROP & WEINSTINE, P.A.
Capella Tower, Suite 3500
225 South Sixth Street
Minneapolis, MN 55402
Tel: (612) 604-6400
Fax: (612) 604-6800
E-mail: jwindler@winthrop.com
rweinstine@winthrop.com
skrummen@winthrop.com
mobermueller@winthrop.com
- and -
Christopher E. Fisher, Esq.
TUCKER ARENSBERG, PC
2 Lemoyne Dr, Ste 200
Lemoyne, PA 17043-1222
Tel: (717) 234-4121
Robert L. Slagle, Third Party Defendant, is represented by Douglas
J. Rovens, Rovens Lamb LLP.
LightStyles, Ltd., and an affiliate corporation, Marvin Window &
Door Showplace, Inc., filed Chapter 11 bankruptcy petitions
(Bankr. M.D. Pa. Case No. 12-03711) on June 22, 2012, listing
under $1 million in assets. LightStyles is a distributor of
windows, doors, and hardware for both residential and commercial
construction. Lawrence G. Frank, Esq., at Thomas, Long, Niesen
and Kennard, serves as the Debtor's counsel.
LOS ARBOLES APARTMENTS: Court Rejects TRO Bid v. VFC Partners
-------------------------------------------------------------
In the case, LOS ARBOLES APARTMENTS & TOWNHOMES, LLC, Plaintiff, v.
VFC PARTNERS 29, LLC, a limited liability company, Defendant, ADV.
NO. 2:15-AP-01347-RK (Bankr. C.D. Cal.), Bankruptcy Judge Robert
Kwan held that: "The court has reviewed plaintiff's application for
temporary restraining order and order to show cause re: preliminary
injunction. Based on the evidentiary showing in this application,
the court is not inclined to issue a temporary restraining order on
an emergency basis ex parte or to issue an order to show cause re:
preliminary injunction because the court does not find that the
evidentiary showing is sufficient to demonstrate a likelihood of
success on the merits in the adversary proceeding, including a
reasonable likelihood of a successful reorganization in the
underlying bankruptcy case, and that irreparable injury is about to
occur absent preliminary injunctive relief. See, e.g., In re Excel
Innovations, Inc., 502 F.3d 1086, 1093-1096 (9th Cir. 1987).
Accordingly, the application for temporary restraining order and
for order to show cause re: preliminary injunction is denied
without prejudice. However, leave is granted for debtor to file and
serve a motion for preliminary injunction on regular notice under
Local Bankruptcy Rule 9013-1 and to have the motion specially set
for a hearing of more than 15 minutes in length by contacting the
courtroom deputy for date and time which would be convenient for
counsel and the court."
A copy of Judge Kwan's July 7, 2015 Order is available at
http://is.gd/YxHN90from Leagle.com.
Los Arboles Apartments & Townhomes LLC filed a Chapter 11
bankruptcy petition (Bankr. C.D. Cal. Case No. 14-31901) on
November 23, 2014, listing under $1 million in both assets and
liabilities. A copy of the petition is available at
http://bankrupt.com/misc/cacb14-31901.pdf Philip D. Dapeer, Esq.,
at Philip Dapeer, A Law Corporation, serves as Chapter 11 counsel
to the Debtor.
MEDIAOCEAN LLC: Moody's Assigned 'B3' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating and
B3-PD Probability of Default Rating ("PDR") to Mediaocean LLC while
placing a B2 rating on the company's proposed first lien credit
facilities and a Caa2 rating on the proposed second lien term loan.
The rating action follows the pending acquisition of a majority
stake in the company by affiliates of Vista Equity Partners
("Vista") for an enterprise value of approximately $720 million
(net of fees) with proceeds of the debt financing to be used to
partially fund the purchase transaction. The ratings outlook is
stable.
RATINGS RATIONALE
The B3 CFR reflects the credit risks associated with Mediaocean's
relatively small revenue base and high debt to EBITDA leverage
while also considering the company's customer concentration and
exposure to the growing, but cyclical advertising market which has
been susceptible to economic downturns. The company's top 5
advertising agency clients accounted for a sizeable portion of
total revenues in 2014, although the risks presented by the
relative lack of customer diversity are somewhat mitigated by
Mediaocean's multi-year contracts and longstanding relationships
with these agencies. Additionally, the ratings are constrained by
the risks related to the company's ability to continue to
effectively manage the secular shift in the advertising industry
toward internet and mobile channels and technology advancements
that will allow advertising agency clients to interact more
directly with media channels. Moody's expects debt leverage
(including adjustments for about $84 million of leases) to remain
elevated over the intermediate term, approximating 8.6x by the end
of 2015 and remaining above 7.0x in the following year despite
projected annual mid-teens EBITDA expansion over this time frame.
Moreover, the rating factors in the potential for the company to
pursue acquisitions and shareholder enhancement initiatives which
could cause these metrics to further weaken. However, the risks
associated with the company's credit profile are partially offset
by a meaningful equity cushion and a business supported principally
by Mediaocean's SaaS product suite with an established customer
base of top-tier advertising agencies. Mediaocean is well known in
the advertising industry as a market leading provider of financial
and operational software solutions and the integrated nature of its
product offerings adds top-line predictability while concurrently
supporting strong retention rates and creating high entry barriers
for prospective competitors.
Moody's does not expect the company to generate meaningful annual
free cash flow through 2016. However, $16 million in cash on
Mediaocean's balance sheet at closing and an undrawn $20 million
revolver support the company's good liquidity position. The
revolving credit facility will have a springing covenant, which is
not expected to be in effect over the next 12-18 months, as excess
availability should remain above the minimum levels.
The stable ratings outlook reflects Moody's projection for low to
mid single digit annual revenue growth through 2016 with strong
adjusted EBITDA expansion as Mediaocean capitalizes on a number of
identifiable cost reduction initiatives to boost margins. The
company is well positioned to benefit, from a profitability
standpoint, from the ongoing secular shift towards digital
advertising solutions among marketers from more mature, traditional
channels as this transition favorably impacts Mediaocean's business
economics.
What Could Change the Rating - Up
The ratings could be upgraded if Mediaocean effectively expands
revenues and EBITDA such that adjusted leverage and free to cash
flow to debt are expected to be sustained near 6x and about 5%,
respectively.
What Could Change the Rating - Down
The ratings could be lowered if revenue contracts materially from
current levels, EBITDA margins decline, or the company begins to
generate sizeable free cash flow deficits leading to expectations
for diminished liquidity.
Assignments:
Issuer: Mediaocean LLC (Co-borrower Donovan Data Systems, Inc.
under credit facilities)
Corporate Family Rating- B3
Probability of Default Rating- B3-PD
Senior Secured Revolving Credit Facility due 2020 -- B2 (LGD3)
Senior Secured First Lien Term Loan due 2022 -- B2 (LGD3)
Senior Secured Second Lien Term Loan due 2023 -- Caa2 (LGD5)
Outlook:
Stable
The principal methodology used in these ratings was Global Software
Industry published in October 2012. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.
Formed by the merger of Mediabank and Donovan Data Systems in 2011,
Mediaocean is a global, market-leading provider of financial and
operational software solutions for the advertising industry,
enabling agencies and brands to manage and coordinate the entire
advertising workflow. The company is in the process of being
acquired by affiliates of Vista Equity Partners.
MILLENNIUM HEALTH: Taps Lazard as Restructuring Advisers
--------------------------------------------------------
Matt Jarzemsky, writing for The Wall Street Journal, reported that
Millennium Health LLC is working with restructuring advisers at
Lazard Ltd. to explore options for bolstering its finances as it
looks to move past a billing dispute with the U.S. government.
According to the Journal, citing people familiar with the matter,
Millennium, the country's largest drug-testing laboratory operator,
tapped Lazard to complement a roster of advisers that already
included health-care experts at consulting firm Alvarez & Marsal
and restructuring lawyers at Hogan Lovells, which also does routine
corporate work for the company.
The Journal related that the hires come after the San Diego company
reached a preliminary agreement to pay $250 million to settle
federal officials' allegations it billed the Medicare program for
unnecessary tests.
* * *
The Troubled Company Reporter, on June 18, 2015, reported that
Moody's Investors Service downgraded Millennium Health, LLC's
Corporate Family Rating to B2 from B1 and Probability of Default
Rating to B2-PD from B1-PD. Additionally, Moody's downgraded the
ratings on the company's senior secured credit facilities to B2
(LGD 4) from B1 (LGD 4). Moody's also changed the rating outlook
to negative from stable.
The TCR, on May 18, 2015, reported that Standard & Poor's Ratings
Services lowered its corporate credit rating on San Diego-based
clinical toxicology laboratory services provider Millennium Health
LLC to 'B' from 'B+'. The rating outlook is negative. At the same
time, S&P lowered its issue-level rating on Millennium's senior
secured debt to 'B' from 'B+' (the same as the corporate credit
rating).
MOTORS LIQUIDATION: Court Okays Liquidation of New GM Securities
----------------------------------------------------------------
The United States Bankruptcy Court for the Southern District of New
York entered an order authorizing Wilmington Trust Company, in its
capacity as trust administrator and trustee of the Motors
Liquidation Company GUC Trust, to:
* convert some or all of the New GM Warrants in its
possession into shares of New GM Common Stock using either
the cashless exercise feature or the full physical settlement
procedures set forth in the agreements governing the New GM
Warrants;
* liquidate some or all of the New GM Warrants in its
possession, which liquidation will be through one or more
open market transactions or block trades or other sales,
through the engagement of a broker-dealer (which might be an
affiliate of the GUC Trust Administrator) to effect the
necessary transactions or sales, in such numbers and at such
time or times as it will determine; and
* liquidate all, or substantially all, of the shares of New
GM Common Stock held by the GUC Trust.
On June 24, 2015, certain plaintiffs that are party to a
recall-related litigation filed responses to the Motion. In those
responses, the Plaintiffs requested a stay of all interim GUC Trust
distributions to holders of Units while appeals and cross-appeals
of the June 1, 2015, Judgment and the April 15, 2015, Decision in
the Recall Litigation are pending.
On July 1, 2015, the Bankruptcy Court held a hearing on the Motion.
At the hearing, counsel for the GUC Trust disclosed that the
Plaintiffs and the GUC Trust are exploring a potential global
resolution of all disputes between the GUC Trust on the one hand
and the Plaintiffs on the other, relating to the Recall Litigation
and the Threshold Issues Appeals. Those discussions are in their
preliminary stages, and no agreement between the parties has been
reached. However, in order to provide sufficient time for
discussions to continue, the Plaintiffs and the GUC Trust have
agreed to defer adjudication of the Plaintiffs' stay request until
Aug. 12, 2015. During the Stay Period only, and in light of the
fact that no distributions of excess assets of the GUC Trust were
anticipated to be made during the Stay Period, the GUC Trust has
agreed to refrain from making any distributions to holders of Units
in respect of excess assets of the GUC Trust.
About Motors Liquidation
General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009. The Honorable Robert E. Gerber presides over the
Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts. Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company. GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors. GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP. Garden City Group is the claims and notice
agent of the Debtors.
The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims. Lawyers at Kramer
Levin Naftalis & Frankel LLP served as bankruptcy counsel to the
Creditors Committee. Attorneys at Butzel Long served as counsel
on supplier contract matters. FTI Consulting Inc. served as
financial advisors to the Creditors Committee. Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee. Legal Analysis Systems, Inc., served as asbestos
valuation analyst.
The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan
was declared effect on March 31.
On Dec. 15, 2011, Motors Liquidation Company was dissolved. On
the Dissolution Date, pursuant to the Plan and the Motors
Liquidation Company GUC Trust Agreement, dated March 30, 2011,
between the parties thereto, the trust administrator and trustee
-- GUC Trust Administrator -- of the Motors Liquidation Company
GUC Trust, assumed responsibility for the affairs of and certain
claims against MLC and its debtor subsidiaries that were not
concluded prior to the Dissolution Date.
As of March 31, 2015, Motors Liquidation had $1 billion in total
assets, $69.23 million in total liabilities and $944.73 million in
net assets in liquidation.
MOUNTAIN PROVINCE: Gahcho Kue Diamond Mine 62 percent Complete
--------------------------------------------------------------
Mountain Province Diamonds Inc. announced that development of the
Gahcho Kue diamond mine is progressing according to plan and budget
with the overall project approximately 62 percent complete at the
end of May, 2015. Key areas of focus are continued dewatering to
expose the kimberlites, the placement of concrete foundations and
the erection of steel superstructures of the major facilities. A
key milestone is to ensure that the process plant building is
enclosed by October 2015.
Patrick Evans, Mountain Province president and CEO, commented:
"We're on track for first production in H2 2016 and are currently
making arrangements to be in a position to receive and sell our 49
percent share of diamond production. These arrangements are
expected to be in place by the end of 2015."
There are currently approximately 500 employees and contractors on
site at Gahcho Kué and this number is expected to peak at
approximately 650 during the third quarter of 2015. During
production there will be approximately 400 employees at Gahcho Kue.
The project Operator, De Beers Canada, maintains a strong focus on
a robust safety record with fifteen consecutive months without a
lost-time injury.
Mountain Province Diamonds is a 49% participant with De Beers
Canada in the Gahcho Kue diamond mine located in Canada's Northwest
Territories. Gahcho Kue is a new diamond mine.
The Gahcho Kue Project consists of a cluster of four diamondiferous
kimberlites, three of which have a probable mineral reserve of 35.4
million tonnes grading 1.57 carats per tonne for total diamond
content of 55.5 million carats.
A 2014 NI 43-101 feasibility study report filed by Mountain
Province (available on SEDAR) indicates that the Gahcho Kué
project has an IRR of 32.6%.
The Gahcho Kue diamond mine is expected to produce an average of
4.5 million carats a year over a 12 year mine life.
About Mountain Province Diamonds
Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit known as the "Gahcho Kue Project"
located in the Northwest Territories of Canada. The Company's
primary asset is its 49 percent interest in the Gahcho Kue
Project.
Mountain Province incurred a net loss of C$4.39 million in 2014, a
net loss of C$26.6 million in 2013 and a net loss of C$3.33 million
in 2012. As of Dec. 31, 2014, Mountain Province had C$301 million
in total assets, C$46.08 million in total liabilities and C$255
million in total shareholders' equity.
KPMG LLP, Toronto, Canada, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2014, citing that the Company's ability to continue
operations is dependent upon its ability to obtain sufficient
financing to fund its operations and development costs.
NAKED BRAND: Has Offer to Amend Existing Warrants
-------------------------------------------------
Naked Brand Group Inc. commenced an issuer tender offer with
respect to certain warrants to purchase common stock of the Company
in order to provide the holders thereof with the opportunity to
amend and exercise their warrants upon the terms and subject to the
conditions set forth in the Company's tender offer statement on
Schedule TO filed with the Securities and Exchange Commission on
July 7, 2015.
The Company is offering to amend warrants to purchase an aggregate
of 54,820,199 shares of common stock, consisting of outstanding
warrants to purchase 54,820,199 shares of the Company's common
stock at an exercise price of $0.15 per share, issued to investors
participating in the Company's private placement financing with
respect to which closings occurred on June 10, 2014, and July 8,
2014, and warrants issued to certain lenders in connection with
certain Amendment to Promissory Note Agreements dated April 4,
2014.
Pursuant to the Offer to Amend and Exercise, the Original Warrants
of holders who elect to participate in the Offer to Amend and
Exercise will be amended to:
(i) reduce the exercise price to $0.10 per share of common
stock in cash;
(ii) shorten the exercise period so that they expire
concurrently with the expiration of the Offer to Amend and
Exercise at 9:00 p.m. (Pacific Time) on Aug. 3, 2015, as
may be extended by the Company in its sole discretion;
(iii) restrict the ability of the holder of shares of common
stock issuable upon exercise of the Amended Warrants to
sell, make any short sale of, loan, grant any option for
the purchase of, or otherwise dispose of any of those
shares without the prior written consent of the Company for
a period of 120 days after the Expiration Date; and
(iv) provide that a holder, acting alone or with others, will
agree not to effect any purchases or sales of any
securities of the Company in any "short sales" as defined
in Rule 200 promulgated under Regulation SHO under the
Securities Exchange Act of 1934, as amended, or any type of
direct and indirect stock pledges, forward sale contracts,
options, puts, calls, short sales, swaps, "put equivalent
positions" or similar arrangements, or sales or other
transactions through non-U.S. broker dealers or foreign
regulated brokers through the expiration of the Lock-Up
Period.
The purpose of the Offer to Amend and Exercise is to encourage the
amendment and exercise of the Original Warrants at a significantly
reduced exercise price in order to provide funds to support ongoing
operations, including the Company's efforts to accelerate sales and
distribution of its men's collection, to launch and establish sales
and distribution for its women's collection, to develop additional
product lines including its recently announced Dwyane Wade
signature collection which the Company anticipates will be made
available for retail purchase in 2016, to implement marketing and
brand awareness building campaigns, and to explore opportunities to
establish international distribution relationships and other
strategic partnerships for the Company.
In addition, the Company believes proceeds from the Offer to Amend
and Exercise can also help the Company increase stockholders'
equity, which, along with other changes to the Company's capital
structure that the Company intends to complete, is necessary to the
Company's goal to pursue a listing of its common stock on a
national securities exchange. The initial listing standards
applicable to the Company for both the NYSE MKT and NASDAQ require
that a company meet minimum stockholder's equity requirements.
Holders may elect to participate in the Offer to Amend and Exercise
with respect to some, all or none of their Original Warrants. If a
holder chooses not to participate in the Offer to Amend and
Exercise, the holder's Original Warrants will remain in full force
and effect, as originally issued with an exercise price of $0.15
per share.
The period during which Original Warrants may be amended and
exercised on terms described above will commence on July 7, 2015,
through the Expiration Date.
The Company will agree to amend all Original Warrants held by
eligible holders who elect to participate in the Offer to Amend and
Exercise, upon the terms and subject to the conditions of the Offer
to Amend and Exercise and the accompanying Election to Consent,
Participate and Exercise Warrant included with the Offering
Materials.
A copy of the Tender Offer Statement is available at:
http://is.gd/TU2kNu
About Naked Brand
Naked Brand Group Inc. designs, manufactures, and sells men's
innerwear and lounge apparel products in the United States and
Canada. It offers various innerwear products, including trunks,
briefs, boxer briefs, undershirts, T-shirts, and lounge pants
under the Naked brand, as well as under the NKD sub-brand for men.
The company sells its products to consumers and retailers through
wholesale relationships and direct-to-consumer channel, which
consists of an online e-commerce store, thenakedshop.com. Naked
Brand Group Inc. is based in New York, New York.
Naked Brand reported a net loss of $21.07 million for the year
ended Jan. 31, 2015, compared to a net loss of $4.23 million for
the year ended Jan. 31, 2014.
As of April 30, 2015, the Company had $1.70 million in total
assets, $1.30 million in total liabilities and $436,000 in total
stockholders' equity.
BDO USA, LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Jan. 31, 2015, citing that the Company incurred a net loss of
$21,078,265 for the year ended Jan. 31, 2015, had a capital deficit
of $2,224,180 at Jan. 31, 2015, and the Company expects to incur
further losses in the development of its business. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
NAKED BRAND: Obtains $821,000 From Warrants Exercise
----------------------------------------------------
Naked Brand Group Inc. disclosed with the Securities and Exchange
Commission that Carole Hochman, David Hochman and Niko Pronk
exercised their amended warrants in full, pursuant to which the
Company issued an aggregate of 8,210,004 shares of its common stock
for aggregate gross proceeds of $821,000.
Pursuant to the Warrant Amendments, the Exercising Holders amended
those warrants to:
(i) reduce the exercise price to $0.10 per share of common
stock in cash;
(ii) shorten the exercise period;
(iii) restrict the ability of the holders of shares issuable
upon exercise of those warrants to sell, make any short
sale of, loan, grant any option for the purchase of, or
otherwise dispose of any of those shares without the
prior written consent of the Company through the date
that is 120 days after the Expiration Date; and
(iv) provide that a holder, acting alone or with others, will
agree not to effect any purchases or sales of any
securities of the Company in any "short sales" as defined
in Rule 200 promulgated under Regulation SHO under the
Securities Exchange Act of 1934, as amended, or any type
of direct and indirect stock pledges, forward sale
contracts, options, puts, calls, short sales, swaps, "put
equivalent positions" or similar arrangements, or sales
or other transactions through non-U.S. broker dealers or
foreign regulated brokers through the expiration of the
Exercising Holder Lock-Up Period.
About Naked Brand
Naked Brand Group Inc. designs, manufactures, and sells men's
innerwear and lounge apparel products in the United States and
Canada. It offers various innerwear products, including trunks,
briefs, boxer briefs, undershirts, T-shirts, and lounge pants
under the Naked brand, as well as under the NKD sub-brand for men.
The company sells its products to consumers and retailers through
wholesale relationships and direct-to-consumer channel, which
consists of an online e-commerce store, thenakedshop.com. Naked
Brand Group Inc. is based in New York, New York.
Naked Brand reported a net loss of $21.07 million for the year
ended Jan. 31, 2015, compared to a net loss of $4.23 million for
the year ended Jan. 31, 2014.
As of April 30, 2015, the Company had $1.70 million in total
assets, $1.30 million in total liabilities and $436,000 in total
stockholders' equity.
BDO USA, LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Jan. 31, 2015, citing that the Company incurred a net loss of
$21,078,265 for the year ended Jan. 31, 2015, had a capital deficit
of $2,224,180 at Jan. 31, 2015, and the Company expects to incur
further losses in the development of its business. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
NORTH TEXAS HOUSING: S&P Lowers 1984 Revenue Bonds Rating to 'CC'
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on North
Texas Housing Finance Corp.'s series 1984 single-family mortgage
revenue bonds two notches to 'CC' from 'CCC'. The outlook is
negative.
The downgrade reflects Standard & Poor's view that assets will be
insufficient to allow full payment on the bonds.
"As we have noted previously, the rate at which the bonds are
accreting in value is greater than the interest rates on the
investments constituting the issue's assets," said Standard &
Poor's credit analyst Renee Berson. "This is depleting parity as
the bonds near maturity."
As of May 19, 2015, the issue's assets totaled $34,247. According
to the trustee, these assets were distributed among the issue's
expense, revenue, and mortgage loan reserve funds.
"The negative outlook reflects our view that the issue's total
assets will be insufficient to meet required parity levels, coupled
with our anticipation of further deterioration,"
Ms. Berson added.
In addition to the various reserve funds mentioned, the bonds were
secured by a pool of mortgage loans. According to the trustee, the
mortgage loans are no longer outstanding.
ORIGINAL HONEY'S: Case Summary & 11 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: The Original Honey's - Niagara Falls, LLC
dba The Original Honey's - Niagara Falls
6560 Niagara Falls Blvd.
Niagara Falls, NY 14304
Case No.: 15-11455
Chapter 11 Petition Date: July 8, 2015
Court: United States Bankruptcy Court
Western District of New York (Buffalo)
Judge: Hon. Michael J. Kaplan
Debtor's Counsel: Robert B. Gleichenhaus, Esq.
GLEICHENHAUS, MARCHESE & WEISHAAR, P.C.
930 Convention Tower
43 Court Street
Buffalo, NY 14202
Tel: (716) 845-6446
Fax: 716-845-6475
Email: RBG_GMF@hotmail.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Larry A. Pacifico, sole member.
A list of the Debtor's 11 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nywb15-11455.pdf
OXYSURE SYSTEMS: Closes $3 Million Institutional Financing
----------------------------------------------------------
OxySure Systems, Inc., announced it has closed a $3 million
institutional financing transaction.
Pursuant to the purchase agreements signed on June 30, 2015, the
Company sold $2.7 million in convertible preferred stock and
$300,000 in two convertible notes. The purchase agreements provide
for two financing tranches, comprising a first tranche for $1
million received by the Company in cash at the closing on
June 30, 2015, and a second tranche for $2 million paid by the
investors into an escrow account at Closing, to be released to the
Company upon the uplisting of the Company's common stock to a
national exchange such as NasdaqCM or NYSE MKT. The proceeds from
the first tranche are to be used to pay down existing convertible
notes, for uplisting expenses, and for working capital.
"This deal is another step in the right direction for us, and we
are pleased for the vote of confidence it provides," stated Mr.
Julian Ross, CEO of OxySure. "With the additional capability the
financing provides we are able to continue pursuing our stated
growth goals for 2015, which include growing our sales force,
expanding overseas, preparing our direct to consumer campaign,
launching at least one new product, and completing an Uplisting,"
he added.
The Company received cash proceeds of $1 million in part from the
issuance of 385,000 shares of newly created series C convertible
preferred stock of the Company. The Series C Preferred has a
stated value of $2.00 per share, pays a 6% quarterly dividend in
cash or common stock at the Company's option, and has a trading
volume restriction of 10% of the Company's weekly trading volume.
The transaction also included $2 million placed into an escrow
account, to be released to the Company upon an Uplisting. The
Company issued 1,050,000 shares of newly created series D
convertible preferred stock of the Company into an escrow account,
to be released to the investor upon an Uplisting. The Series D
Preferred has a stated value of $2.00 per share, pays a 6% dividend
in cash or common stock at the Company's option, and has a
conversion price which is the higher of: (i) a floor price of
$0.49; or (ii) the amount that is a 20% discount to the then
current market price of the Company's common stock at the time of
conversion.
Additional information is available for free at:
http://is.gd/8QgCCu
About OxySure Systems
Frisco, Tex.-based OxySure Systems, Inc. (OTC QB: OXYS) is a
medical technology company that focuses on the design, manufacture
and distribution of specialty respiratory and emergency medical
solutions. The company pioneered a safe and easy to use solution
to produce medically pure (USP) oxygen from inert powders. The
Company owns nine issued patents and patents pending on this
technology which makes the provision of emergency oxygen safer,
more accessible and easier to use than traditional oxygen
provision systems.
As of March 31, 2015, the Company had $2.18 million in total
assets, $1.63 million in total liabilities, and $557,000 in total
stockholders' equity.
Oxysure Systems reported a net loss of $2.75 million in 2014
following a net loss of $712,000 in 2013.
Sadler, Gibb & Associates, LLC, in Salt Lake City, UT, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2014, citing that the
Company had accumulated losses of $18.0 million as of Dec. 31, 2014
which raises substantial doubt about its ability to continue as a
going concern.
PHILMONT INSURANCE: A.M. Best Cuts Fin. Strength Rating to B(fair)
------------------------------------------------------------------
A.M. Best Co. has downgraded the financial strength rating to B
(Fair) from B++ (Good) and the issuer credit rating to "bb+" from
"bbb+" of Philmont Insurance Company (Philmont) (Burlington, VT).
The outlook for both ratings is stable.
The downgrade reflects an increase in losses in 2014, which
resulted in a significant drop in risk-adjusted capitalization, as
measured by Best's Capital Adequacy Ratio (BCAR), to a level that
no longer supported the prior rating.
The current ratings and outlook reflect Philmont's adequate
capitalization and conservative operating strategy. The ratings
also consider the company's critical role and favorable profile as
part of the Toll Brothers, Inc. (Toll Brothers) [NYSE: TOL]
organization, as well as its strong operating performance during
the past five years, providing insurance coverage to various
projects and subsidiaries of Toll Brothers for certain liability
risks.
Partially offsetting these positive rating factors are Philmont's
volatility of operating results and relatively large loss reserves.
Nevertheless, A.M. Best recognizes the strong liquidity position
of Philmont and the substantial financial resources of the Toll
Brothers organization.
A.M. Best views Philmont's management and corporate strategy as
strengthening factors for the ratings. In addition, A.M. Best
views the company's enterprise risk management practices as strong
given their impact on the conservative risk culture, defined risk
controls and optimizing Philmont's capital and surplus. Other
rating considerations include, but are not limited to, the
diversification in lines of business and geography. The support
and commitment of the parent and the captive's mission also have
been considered positive factors.
PUERTO RICO: 1st Cir. Invalidates Debt Enforcement & Recovery Act
-----------------------------------------------------------------
The following is a statement from Franklin Advisers, Inc. and
OppenheimerFunds:
"The United States Court of Appeals for the First Circuit on July 7
unanimously ruled for bondholders when it invalidated Puerto Rico's
Debt Enforcement and Recovery Act as pre-empted by the Federal
Bankruptcy Code. Puerto Rico had adopted the Act to compel a
restructuring of over $18 billion in bonds issued by the
Commonwealth's electric, sewer and highway corporations. The
decision protects bondholders across the United States from Puerto
Rico's now-void statute and from any other state attempting to
enact a similar statute. The First Circuit found that Congress had
reserved to itself the power to authorize a bankruptcy proceeding
for Puerto Rico's municipalities. The Court held that preemption
'follows straightforwardly from the plain text and is confirmed by
both statutory history and legislative history,' and rejected the
Commonwealth's 'unsound and unsuccessful alternative readings.'
"We continue to work with the Commonwealth and Puerto Rico's
electric company toward a mutually agreed upon revitalization plan,
and expect to work with the Commonwealth generally to develop
reforms that holders of Puerto Rico's bonds can support."
QUICKEN LOANS: S&P Corrects Sr. Unsecured Notes Rating to BB
------------------------------------------------------------
Standard & Poor's Ratings Services corrected its rating on Quicken
Loans Inc.'s senior unsecured notes by lowering it to 'BB' from
'BBB-'. S&P is also correcting the recovery rating on the notes by
revising it to '3H' from '1'.
The rating error occurred on April 27, 2015, when S&P assigned
issue and recovery ratings to the notes. Per S&P's criteria, it
should have assigned a 'BB' rating to the senior unsecured notes
because S&P typically do not rate senior unsecured notes above the
issuer credit rating when the latter stands in the 'BB' category.
The 'BB' issuer credit rating on the company is unchanged.
QUICKSILVER RESOURCES: Has Until Oct. 13 to File Plan
-----------------------------------------------------
Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware extended Quicksilver Resources Inc., et
al.'s exclusive plan filing period through and including Oct. 13,
2015, and their exclusive solicitation period through and including
Dec. 14, 2015.
The Debtors told the Court that the lessors under the unexpired
leases will not be prejudiced by the extension of time requested by
the Debtors because (i) the Debtors have performed -- and will
continue to perform -- in a timely manner their undisputed
obligations under the Unexpired Leases; and (ii) any lessor may
request that the Court fix an earlier date by which a Debtor must
assume or reject its Unexpired Lease in accordance with Section
365(d)(4) of the Bankruptcy Code. Thus, the Debtors assert, the
relief requested will not harm lessors, but will merely preserve
the status quo while the Debtors analyze the Unexpired Leases and
decide whether to assume or reject them.
While the Unexpired Leases are central to the Debtors' current
ability to operate and represent potentially valuable assets of the
Debtors' estates, the Debtors simply have not had sufficient time
to complete their analysis of, or develop a strategy with respect
to, whether the Unexpired Leases should be assumed, assigned or
rejected, Paul N. Heath, Esq., at Richards, Layton & Finger, P.A.,
in Wilmington, Delaware, asserted. The Debtors' senior management
and legal staff simply have not had the time necessary to make
informed decisions regarding the Unexpired Leases, Mr. Heath said.
If the extension is not granted, the Debtors will be unable to
adequately consider whether or not the Unexpired Leases are
necessary, which may result in ill-informed decisions -- e.g.,
assuming an Unexpired Lease that should be rejected or rejecting an
Unexpired Lease that is either necessary or could otherwise be
successfully monetized -- that could harm the Debtors and their
stakeholders, Mr. Heath added. The Debtors believe, however, that
the requested extension of time will allow them to make reasoned
decisions concerning each Unexpired Lease and its relative
importance to the Debtors' restructuring, Mr. Hearth further
asserted.
The Ad Hoc Group of Second Lienholders filed a statement saying it
supports the Debtors' request for a 90-day extension of the
exclusive periods. An extension of the exclusive periods will
increase the likehood of a greater distribution to the Debtors'
stakeholders by facilitating an orderly, efficient, and
cost-effective restructuring process for the benefit of all
stakeholders, the Ad Hoc Group said. The Ad Hoc Group added that
while it believes that an extension of the Debtors' exclusive
periods is presently warranted, its continuing support of the
Debtors' reorganization effort is contingent on the Debtors
consummating a restructuring expeditiously.
The Ad Hoc Group is represented by:
Michael R. Nestor, Esq.
Kara Hammond Coyle, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
Tel: (302) 571-6600
Fax: (302) 571-1253
Email: mnestor@ycst.com
kcoyle@ycst.com
-- and --
Dennis F. Dunne, Esq.
Samuel A. Khalil, Esq.
Brian Kinney, Esq.
MILBANK, TWEED, HADLEY & MCCLOY LLP
28 Liberty Street
New York, NY 10005
Tel: (212) 530-5000
Fax: (212) 530-5219
Email: ddunne@milbank.com
skhalil@milbank.com
bkinney@milbank.com
About Quicksilver Resources
Quicksilver Resources Inc. (OTCMKTS: KWKAQ) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America
from unconventional reservoirs including shale gas, and coal bed
methane. Following more than 30 years of operating as a private
company, Quicksilver became public in 1999.
The Company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc., is headquartered in Calgary, Alberta.
Quicksilver Resources Inc. and certain of its affiliates filed
voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No.
15-10585) on March 17, 2015. Quicksilver's Canadian subsidiaries
were not included in the chapter 11 filing.
The bankruptcy cases are assigned to Judge Laurie Selber
Silverstein. The Company's legal advisors are Akin Gump Strauss
Hauer & Feld LLP in the U.S. and Bennett Jones in Canada. Richards
Layton & Finger, P.A., is legal co-counsel in the cases. Houlihan
Lokey Capital, Inc. is serving as financial advisor. Garden City
Group Inc. is the claims and noticing agent.
The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion
in total assets, $2.35 billion in total liabilities and total
stockholders' deficit of $1.14 billion.
The U.S. Trustee for Region 3 appointed five creditors to serve on
the official committee of unsecured creditors. The Committee
retained Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel;
and Landis Rath & Cobb LLP as Delaware counsel. It retained
Capstone Advisory Group, LLC and Capstone Valuation Services, LLC
as financial advisors; and Moelis & Company LLC as investment
banker.
ROADMARK CORP: Bankruptcy Administrator Balks at Ritchie's Fees
---------------------------------------------------------------
The Bankruptcy Administrator for the Eastern District of North
Carolin, filed a limited objection to Roadmark Corporation's motion
to employ auctioneer and approve contract to auction.
The Bankruptcy Administrator has issues with the commission
schedule proposed in the motion. Based on the motion, the
auctioneer will be paid:
a) 8% of the gross sale price for the items sold at public
auction;
b) $65 document administration fee for each piece of
equipment with a title;
c) reimbursement of other amounts and out-of-pocket costs as
contemplated by the auction contract.
In addition to the compensation schedule, the auctioneer is also
proposing to charge purchasers of the Debtor's equipment
administrative fees under these schedule:
a) 10% on all lots selling for $2,500 or less;
b) 2.5% on all lots selling for over $2,500, to a
maximum fee of $950 per lot;
The Bankruptcy Administrator says the Motion does not provide
sufficient information for the Bankruptcy Administrator to
determine whether a deviation from Local Rule 6005-1 is warranted.
The Debtor, in its Motion, is asking for permission to employ
Ritchie Bros., to conduct a public sale of certain equipment, and
to enter into a contract to auction. The Debtor will be
responsible for all costs of preparing and transporting the
equipment to the Ritchie Bros. site in Butner, NC for the auction.
About Roadmark Corporation
Roadmark Corporation is a regional full-service highway paving
striper operating primarily in North Carolina, South Carolina,
Virginia and Maryland.
Roadmark filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.C.
Case No. 15-00432) in Raleigh, North Carolina, on Jan. 26, 2015.
The case is assigned to Judge David M. Warren.
The Debtor disclosed $14.5 million in assets and $15.0 million
in liabilities in its schedules.
The Debtor tapped John Paul H. Cournoyer, Esq., and Vicki
L. Parrott, Esq., at Northen Blue, LLP, in Chapel Hill, North
Carolina, as counsel. The Debtor also tapped Nelson & Company as
accountants and The Finley Group, Inc., as financial consultant.
The U.S. Trustee appointed eight creditors to serve on the
official committee of unsecured creditors.
RREAF O&G PORTFOLIO: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
RREAF O&G Portfolio #2 LLC 15-70094
c/o Brent McIlwain
Holland & Knight LLP
200 Crescent Court, Suite 1600
Dallas, TX 75201
RREAF O&G Portfolio #2 Manager LLC 15-70095
RREAF O&G Portfolio #3 LLC 15-70096
RREAF O&G Portfolio #3 Manager LLC 15-70097
Type of Business: Owners of eight hotel properties
Chapter 11 Petition Date: July 8, 2015
Court: United States Bankruptcy Court
Western District of Texas (Midland)
Judge: Hon. Ronald B. King
Debtors' Counsel: Brian John Smith, Esq.
Robert W. Jones, Esq.
HOLLAND & KNIGHT LLP
300 Crescent Court, Suite 1100
Dallas, TX 75201
Tel: 214-964-9464
Fax: 214-964-9501
Email: brian.smith@hklaw.com
robert.jones@hklaw.com
Estimated Assets: $50 million to $100 million
Estimated Debts: $10 million to $50 million
The petition was signed by Webb M. Sowden, III, chief executive
officer.
Consolidated List of Debtors' 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Channel Point Hospitality Trade Payables $209,370
Choice Hotels International Trade Payables $127,315
LaQuinta Franchising LLC Trade Payables $124,282
Country Inns & Suites Trade Payables $37,723
Intercontinental Hotels Group Trade Payables $22,053
HD Supply Facilities Trade Payables $21,900
Time Warner Cable Trade Payables $18,719
Town of Pecos City Trade Payables $15,746
Bizzell, Neff & Galloway PA Trade Payables $13,998
Sysco West Texas Trade Payables $13,029
US Foodservice Trade Payables $12,717
Tax Trust Account Trade Payables $10,691
United Healthcare c/o JP Morgan Trade Payables $10,616
Allredge Gardens LP Trade Payables $10,563
Suddenlink Trade Payables $10,170
Best Western International Inc. Trade Payables $9,569
Guest Supply Trade Payables $8,780
Ecolab Trade Payables $8,269
Sysco Central Texas Inc. Trade Payables $7,686
City of Hobbs Trade Payables $7,338
SARATOGA RESOURCES: Names Jeffrey Huddleston as CFO
---------------------------------------------------
Saratoga Resources, Inc., et al., seek authority from the U.S.
Bankruptcy Court for the Western District of Louisiana, LaFayette
Division, to employ Conway Mackenzie Management Services, LLC, and
designate Jeffrey N. Huddleston as chief financial officer and John
T. Young, Jr., as strategic alternatives officer.
Pursuant to an Engagement Letter, in his capacity as CFO, Mr.
Huddleston will report directly to and be subject to the direct
supervision of the Debtors' Board of Directors. In his capacity as
SAO, Mr. Young will be subject to the direct supervision and
direction of the Debtors' Independent Committee ("IC") of the Board
of Directors.
Working under the direction of the Board of Directors and
collaboratively with the Debtors' senior management team, as well
as the Debtors' other professionals, Mr. Huddleston, as CFO, along
with other personnel from Conway MacKenzie staffed on these cases,
will provide the following services:
(a) Provide oversight and support to the Company's other
professionals in connection with restructuring efforts;
(b) Provide oversight and assistance with the preparation of a
weekly cash flow forecast, evaluate short-term liquidity
requirements of the Company;
(c) As necessary, provide oversight and assistance with the
preparation of financial related disclosures required by
the Court, including the Schedules of Assets and
Liabilities, the Statement of Financial Affairs and Monthly
Operating Reports, if necessary;
(d) As necessary, provide oversight and assistance with the
preparation of financial information for distribution to
creditors and others, including, but not limited to, cash
flow projections and budgets, cash receipts and
disbursements analysis of various asset and liability
accounts, and analysis of proposed transactions for which
Court approval is sought;
(e) Participate in meetings and provide assistance to potential
investors, potential lenders, any official committee(s)
appointed in connection with bankruptcy if necessary, the
U.S. Trustee if necessary, other parties in interest and
professionals hired by the same, as requested;
(f) Evaluate and make recommendations in connection with
strategic alternatives as needed to maximize the value of
the Company;
(g) Provide oversight and assistance with the preparation of
analysis of creditor claims by type, entity, and/or
individual claim, including assistance with the development
of databases, as necessary, to track such claims;
(h) Provide oversight and assistance with the evaluation and
analysis of avoidance actions, including, fraudulent
conveyances and preferential transfers, if necessary;
(i) Provide testimony in litigation or bankruptcy matters as
needed;
(j) Evaluate the cash flow generation capabilities of the
Company for valuation maximization opportunities;
(k) Provide oversight and assistance in connection with
communications and negotiations with constituents including
trade vendors, investors and others critical constituents
to the successful execution of the Company's near-term
business plan;
(l) Assist in development of a plan of reorganization and in
the preparation of information and analysis necessary for
the confirmation of a plan in these chapter 11 proceedings,
if necessary; and
(m) Perform other tasks as agreed to among Conway MacKenzie,
the Company and/or counsel to the Company.
Further, working under the direction of the IC, Mr. Young, as the
SAO, will provide the following services:
(a) Lead the process of reaching strategic alternative
transactions as may constitute restructuring of the
Debtors' relationship[s] with its creditors, will
interface with the IC, the Board and management as to
potential transactions and will make recommendations to the
IC and/or Board with respect to potential restructuring
transactions;
(b) Provide the Noteholders and their Representatives with the
Reporting and other financial and operational information,
subject to the condition that the SAO will provide the
Reporting and other information to the IC; and
(c) (i) Disclose fully and promptly to the Noteholders and
their Representatives all material developments in
connection with the efforts of the Debtors, the IC, the SAO
and Conway MacKenzie to address the operational, liquidity
and other issues adversely affecting the Debtors; (ii)
regularly consult with, and respond to the inquiries of,
Noteholders and their Representatives concerning any and
all matters relating to the affairs, finances, and
businesses of the Debtors, the assets and capital stock of
the Debtors, any aspect of the IC's, SAO's and Conway
MacKenzie's activities related thereto; (iii) provides the
Noteholders and their Representatives copies of all
reports, analyses and materials; and (iv) provide periodic
updates on conference calls with the Noteholders and/or
their Representatives.
Services of the CFO, SAO and the Temporary Staff will be billed
monthly, together with all out-of-pocket expenses incurred, and
paid in accordance with the procedures established under the Jay
Alix Protocol, at Conway MacKenzie's standard rates stated below:
John T. Young, Jr. $725
Jeffrey N. Huddleston $585
Bryan M. Gaston $585
Scott J. Cockerham $585
Michael W. Morton $425
Justin T. Reed $405
The hourly rates will be billed weekly. The Debtors also will
reimburse Conway MacKenzie for all reasonable expenses incurred
under the engagement, plus out-of-pocket expenses.
John T. Young, Jr., a senior managing director of Conway Mackenzie
Management Services, LLC, assures the Court that his firm, Mr.
Huddleston and he have no connection with Debtors' creditors,
parties-in-interest or affiliates, or attorneys or accountants for
any of them, the United States Trustee, or any person employed in
the Office of the United States Trustee. Mr. Young adds that
Conway MacKenzie, Mr. Huddleston and he do not represent or hold
any interest adverse to Debtors, their estates, creditors, or
affiliates in the matters upon which they are to be engaged, and
are "disinterested persons" within the meaning of Section 101(14)
of the Bankruptcy Code.
On or about March 27, 2015, the Debtors advanced Conway MacKenzie
$40,000, and subsequently increased that amount by $75,000 to
$115,000, to provide a retainer for services rendered or to be
rendered, and for reimbursement of expenses incurred. On or about
July 18, 2015, Conway MacKenzie applied $1,992 of the retainer in
satisfaction of prepetition fees owed. At the commencement of
these cases, the balance of the retainer was $113,007. Conway
MacKenzie will apply the retainer against any unpaid postpetition
fees and expenses at the conclusion of the cases. For the one year
preceding the commencement of the Chapter 11 cases, in addition to
the retainer, Conway MacKenzie received payments in the aggregate
amount of approximately $$337,274 from the Debtors for professional
fees and expenses.
The firm may be reached at:
John T. Young, Jr.
Jeffrey N. Huddleston
Bryan M. Gaston
Scott J. Cockerham
Michael W. Morton
Justin T. Reed
CONWAY MACKENZIE MANAGEMENT SERVICES, LLC
1301 McKinney Street, Suite 2025
Houston, TX 77010
Tel: (713) 650-0500
Fax: (713) 650-0502
Email: JYoung@ConwayMacKenzie.com
JHuddleston@ConwayMacKenzie.com
BGaston@ConwayMacKenzie.com
SCockerham@ConwayMacKenzie.com
MMorton@ConwayMacKenzie.com
JReed@ConwayMacKenzie.com
About Saratoga Resources
Saratoga Resources -- http://www.saratogaresources.com-- is an
independent exploration and production company with offices in
Houston, Texas and Covington, Louisiana. Principal holdings cover
approximately 51,500 gross/net acres, mostly held by production,
located in the transitional coastline and protected in-bay
environment on parish and state leases of south Louisiana and in
the shallow Gulf of Mexico Shelf. Most of the company's large
drilling inventory has multiple pay objectives that range from as
shallow as 1,000 feet to the ultra-deep prospects below 20,000 feet
in water depths ranging from less than 10 feet to a maximum of
approximately 80 feet.
Saratoga Resources, Inc., Harvest Oil & Gas, LLC, and their
affiliated debtors sought protection under Chapter 11 of the
Bankruptcy Code on June 18, 2015. The lead case is In re Harvest
Oil & Gas, LLC, Case No. 15-50748 (Bankr. W.D. La.).
The Debtors are represented by William H. Patrick, III, Esq., at
Heller, Draper, Patrick, Horn & Dabney, LLC, in New Orleans,
Louisiana.
SARATOGA RESOURCES: Proposes to Hire Gordon Arata as Co-Counsel
---------------------------------------------------------------
Saratoga Resources, Inc., et al., seek authority from the U.S.
Bankruptcy Court for the Western District of Louisiana, LaFayette
Division, to employ Gordon, Arata, McCollam, Duplantis & Eagan,
LLC, as co-bankruptcy counsel.
Gordon Arata, as co-bankruptcy counsel, will provide the following
services:
(a) Advising Debtors with respect to their rights, powers, and
duties as Debtors and Debtors-in-possession in the
continued operation and management of their business and
property;
(b) Preparing and pursuing a confirmation of a plan of
reorganization and approval of a disclosure statement;
(c) Working on behalf of Debtors with co-counsel regarding all
necessary applications, motions, answers, proposed orders,
other pleadings, notices, schedules and other documents,
and reviewing all financial and other reports to be filed;
(d) Advising Debtors concerning and preparing responses to
applications, motions, pleadings, notices, and other
documents which may be filed by other parties herein;
(e) Appearing in court to protect the interests of Debtors;
(f) Representing Debtors in connection with obtaining
postpetition financing, if necessary;
(g) Advising Debtors concerning and assisting in the
negotiation and documentation of financing agreements, cash
collateral orders, and related transactions;
(h) Investigating the nature and validity of liens asserted
against the property of Debtors, and advising Debtors
concerning the enforceability of said liens;
(i) Investigating and advising Debtors 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 Debtors' estates;
(j) Advising and assisting Debtors in connection with any
potential property dispositions;
(k) Advising Debtors concerning executory contract and
unexpired lease assumptions, assignments and rejections and
lease restructuring, and characterizations of property
interests;
(l) Assisting Debtors in reviewing, estimating, and resolving
claims asserted against Debtors' estates;
(m) Commencing, continuing and conducting litigation necessary
and appropriate to assert rights held by Debtors, protect
assets of Debtors' estates or otherwise further the goal of
completing Debtors' successful reorganization, including
litigation existing prepetition and as may be consolidated
with Gordon Arata for efficiency of representation;
(n) Providing the Debtors representation regarding oil and gas
law and regulatory law issues concerning leases, working
interests, operating agreements, bonding requirements,
royalty obligations, and regulatory compliance; and
(o) To perform all other legal services for Debtors which may
be necessary and proper in chapter 11 cases.
Gordon Arata was originally retained to provide oil and gas law and
regulatory representation in 2011. The engagement ended in May of
2012, though Gordon Arata has been engaged since then to provide
representation in responding to requests by the Debtors' auditors
for annual audit letter reports. The current representation of the
Debtors commenced in January 2015, with the retention to include
oil and gas and regulatory representation as well as restructuring
alternative advice as necessary. Gordon Arata has represented the
Debtors in these areas since January 2015. Gordon Arata has been
paid the aggregate sum of $93,210 since January 2015, with the last
billing having covered time through the filing of these cases.
The Company has selected Louis M. Phillips, Cynthia A. Nicholson,
C. Peck Hayne, Jr., William A. Sherwood, Patrick "Rick" M. Shelby,
and the firm of Gordon Arata for various reasons, including the
fact that Gordon Arata has specialized experience in bankruptcy
law, and can provide the Company's estate with representation on
all aspects of the matter for which the estate may require legal
representation and advice.
Gordon Arata has received in trust a retainer in the amount of
$50,000.
In response to the U.S. Trustee's Appendix B Guidelines, Gordon
Arata stated that the firm did not agree to any variations from, or
alternatives to, its standard or customary billing arrangements for
the engagements and that none of the professionals included in the
engagement vary their rate based on the geographic location of the
bankruptcy case.
Furthermore, Gordon Arata related that it began representing
Saratoga Resources in 2011, within the realm of oil and gas and
regulatory law issues. Gordon Arata represented Saratoga Resources
under its standard terms of engagement that provided for hourly
rate billing and cost and expense reimbursement at the firm’s
then preferred rates. As of the commencement of the representation
the hourly rate charged by primary counsel, Bob Duplantis, was $400
per hour. In 2012, in accordance with the terms of engagement, Mr.
Duplantis’s hourly rate increased to $425. Louis M. Phillips’
preferred hourly from 2010 through 2013 was also $425. As of
January 1, 2014 the preferred rate for him increased to $450, and
has remained at $450 since. The actual average worked rate for
Louis M. Phillips in 2012 was $428.16 and the actual average billed
rate was $487.34 for all work done by him. The same rates in 2013
were $439.29 and $578.04. The same rates in 2014 were $443.22 and
$432.15. For 2015 thus far, the same rates have been $447 and
$447.67.
The firm assures the Court that it 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 Saratoga Resources
Saratoga Resources -- http://www.saratogaresources.com-- is an
independent exploration and production company with offices in
Houston, Texas and Covington, Louisiana. Principal holdings cover
approximately 51,500 gross/net acres, mostly held by production,
located in the transitional coastline and protected in-bay
environment on parish and state leases of south Louisiana and in
the shallow Gulf of Mexico Shelf. Most of the company's large
drilling inventory has multiple pay objectives that range from as
shallow as 1,000 feet to the ultra-deep prospects below 20,000 feet
in water depths ranging from less than 10 feet to a maximum of
approximately 80 feet.
Saratoga Resources, Inc., Harvest Oil & Gas, LLC, and their
affiliated debtors sought protection under Chapter 11 of the
Bankruptcy Code on June 18, 2015. The lead case is In re Harvest
Oil & Gas, LLC, Case No. 15-50748 (Bankr. W.D. La.).
The Debtors are represented by William H. Patrick, III, Esq., at
Heller, Draper, Patrick, Horn & Dabney, LLC, in New Orleans,
Louisiana.
SARATOGA RESOURCES: Taps Michael Sanders as Special Counsel
-----------------------------------------------------------
Saratoga Resources, Inc., et al., seek authority from the U.S.
Bankruptcy Court for the Western District of Louisiana, LaFayette
Division, to employ Michael W. Sanders, Esq., as special counsel to
provide the following professional services:
(a) To advise and represent the Debtors with respect to all
aspects of SEC compliance and general corporate matters in
such jurisdictions as may be required;
(b) To advise and represent the Debtors with respect to related
matters as they arise at the Debtors' request; and
(c) To assist the Debtors' reorganization attorneys from time
to time and to coordinate with the Securities & Exchange
Commission.
Prior to the Petition Date, Mr. Sanders served as corporate and SEC
compliance counsel to the Debtors. The Debtors selected Sanders
because of his experience and expertise in SEC compliance and
corporate law. Furthermore, Mr. Sanders' familiarity with the
Debtors' business structure renders him uniquely qualified to deal
effectively with the complex legal issues that may arise in the
context of the Debtors' SEC compliance and corporate matters.
Mr. Sanders has received payments of $223,141 from the Debtors in
the one year period prior to the Petition Date for services
rendered. On June 15, 2015, Mr. Sanders received a retainer from
the Debtors in the amount of $33,000. The Debtors agreed that
$8,000 would serve as payment for services rendered prepetition and
$25,000 will serve as a postpetition general retainer.
Mr. Sanders holds 105,000 shares of common stock of Saratoga.
The hourly rate for 2015 for Michael Sanders will be $400 per hour,
which is the rate previously billed to the Debtors. Mr. Sanders
will also be reimbursed for any necessary out-of-pocket expenses.
Mr. Sanders assures the Court that he 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.
Mr. Sanders may be reached at:
Michael W. Sanders, Esq.
20701 Hamilton Pool Rd.
Dripping Springs, TX 78620
About Saratoga Resources
Saratoga Resources -- http://www.saratogaresources.com-- is an
independent exploration and production company with offices in
Houston, Texas and Covington, Louisiana. Principal holdings cover
approximately 51,500 gross/net acres, mostly held by production,
located in the transitional coastline and protected in-bay
environment on parish and state leases of south Louisiana and in
the shallow Gulf of Mexico Shelf. Most of the company's large
drilling inventory has multiple pay objectives that range from as
shallow as 1,000 feet to the ultra-deep prospects below 20,000 feet
in water depths ranging from less than 10 feet to a maximum of
approximately 80 feet.
Saratoga Resources, Inc., Harvest Oil & Gas, LLC, and their
affiliated debtors sought protection under Chapter 11 of the
Bankruptcy Code on June 18, 2015. The lead case is In re Harvest
Oil & Gas, LLC, Case No. 15-50748 (Bankr. W.D. La.).
The Debtors are represented by William H. Patrick, III, Esq., at
Heller, Draper, Patrick, Horn & Dabney, LLC, in New Orleans,
Louisiana.
SIMPLY FASHION: Court Approves Hiring of Hilco as Consultants
-------------------------------------------------------------
Simply Fashion Stores, Ltd. sought and obtained permission from the
Hon. Laurel M. Isicoff of the U.S. Bankruptcy Court for the
Southern District of Florida to employ Hilco IP Services, LLC dba
Hilco Streambank as intellectual property consultants, nunc pro
tunc to April 23, 2015.
In its capacity as the Debtors' IP consultant, Hilco will provide,
among other services, the following as requested by, and at the
direction of, the Debtors:
-- Collection and Securing of Intellectual Property. Hilco will
assist Simply Fashion in collecting and securing its
intellectual property assets;
-- Marketing and Selling Intellectual Property. Hilco will
actively market Simply Fashion's intellectual property
assets and, subject to court approval, conduct a sales
process aimed at maximizing the value of the assets for
Simply Fashion and its creditor constituents; and
-- Intellectual Property Transfers. Hilco will assist Simply
Fashion as may be necessary with the transfer of
intellectual property assets to the buyer or buyers
offering the highest consideration for such assets.
In consideration of Hilco's agreement to provide these services to
Simply Fashion, Simply Fashion would compensate Hilco as follows:
Net Consideration Amount Commission Rate
------------------------ ---------------
Up to $500,000 10%
More than $500,000 15%
Hilco will be entitled to reimbursement from Simply Fashion for all
reimbursable expenses in connection with the performance of the
above-described services, provided that such reimbursable expenses
shall not exceed $10,000 in the aggregate unless otherwise agreed
to in writing by Simply Fashion.
Jack Hazan, executive vice president of Hilco, 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.
Hilco can be reached at:
Jack Hazan
HILCO STREAMBANK
1500 Broadway, Suite 810
New York, NY 10036
Tel: (212) 610-5663
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: Court Approves Horton Auction as Auctioneer
-----------------------------------------------------------
Simply Fashion Stores, Ltd. sought and obtained permission from the
Hon. Laurel M. Isicoff of the U.S. Bankruptcy Court for the
Southern District of Florida to employ Horton Auction & Real Estate
as auctioneer.
The Debtor has chosen Horton to auction and sell the Alabama FF&E
and the Net Automobiles, and has entered into that certain Auction
Proposal, dated as May 13, 2015, as amended by an addendum dated
May 27, 2015 (collectively, the "Horton Retention Agreement"),
subject to Bankruptcy Court approval.
Horton has posted a bond in the amount of $500,000 in connection
with the proposed auction. True copies of the appropriate licenses
and bonds are attached to the Knox Affidavit; however, because a
copy of the $500,000 bond is not yet available a copy will be
provided to the Court (with the original to the U.S. Trustee) upon
receipt.
Pursuant to the terms of the Horton Retention Agreement, Horton is
to be compensated based upon a customary buyers' premium in the
amount of ten percent (10%), to be paid at the sale by each
individual buyer, plus a twenty percent (20%) commission from the
estate on the sale of the Alabama FF&E; however, no commissions
will be charged or paid in respect of the sale of the Net
Automobiles. Horton will also be reimbursed for it's out of pocket
costs for advertising, marketing and conducting the auction. Such
expenses are estimated to be approximately $4,000 as set forth in
the Recommendation & Fee Structure Summary portion of the Horton
Retention Agreement. Similarly, Horton will also be reimbursed for
it's out of pocket costs for obtaining the above-referenced
$500,000 bond. The cost to obtain the $500,000 bond is $2,500 as
set forth in the May 27, 2015 letter which serves as an addendum to
the May 13, 2015 Auction Proposal.
The Debtor sought waiver of the requirement in Local Rule 6005-1(B)
that Horton be covered by the Florida Auctioneer Recovery Fund per
Florida Statute § 468.392 given that Horton is licensed to conduct
auctions in Alabama and has posted a bond for $500,000 in
conjunction with this Application.
Bryan C. Knox, president of Horton Auction, 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.
Horton Auction can be reached at:
Bryan C. Knox
HORTON AUCTION & REAL ESTATE
3201 Governors Drive
Huntsville, AL 35805
Tel: (256) 536-7497
E-mail: bryan@hortonauction.com
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.
SINO CLEAN: Case Summary & 5 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Sino Clean Energy, Inc.
c/o Larson & Zirzow, LLC, Resident Agent
810 S. Casino Ctr. Blvd., #101
Las Vegas, NV 89101
Case No.: 15-50934
Chapter 11 Petition Date: July 8, 2015
Court: United States Bankruptcy Court
District of Nevada (Reno)
Judge: Hon. Bruce T. Beesley
Debtor's Counsel: Matthew C. Zirzow, Esq.
LARSON & ZIRZOW, LLC
810 S. Casino Center Blvd. #101
Las Vegas, NV 89101
Tel: 702-382-1170
Fax: 702-382-1169
Email: mzirzow@lzlawnv.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Baowen Ren, president and chairman of
the Board.
A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/nvb15-50934.pdf
SPECTRUM ANALYTICAL: Court Denies Access to Bank's Cash Collateral
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Massachusetts denied
Spectrum Analytical, Inc., et al.'s motion for approval to use cash
collateral in which of Bank Rhode Island asserts an interest.
As previously reported by The Troubled Company Reporter, on
Jan. 15, 2014, the Debtors entered into a financing transaction
with the bank whereby the bank loaned the Debtors the total sum of
$8,400,000. The debt to Bank Rhode Island is secured by, inter
alia, the Debtor's receivables and other cash collateral. As of
the Petition Date, the total balance due to the bank is
$8,900,000.
In the interim, Mark Russo, the Rhode Island State Court receiver,
is granted leave to continue the operations of the companies in the
regular course of their businesses; and bank is granted a
postpetition lien in all of the Debtor's assets to the extent of
the validity, perfection, priority, enforceability and sufficiency
of the bank's prepetition security interests, but no greater than
any postpetition diminution of the bank's prepetition collateral.
About Spectrum Analytical
Spectrum Analytical Inc. provides testing and analytical data for
environmental interests. Hanibal Technology LLC serves as
Spectrum's exclusive international marketing and sales agent, and
focuses on education, research, and development in environmental
technology. Spectrum maintains offices in Agawam, Massachusetts,
Tampa, Florida, North Kingstown, Rhode Island, and Syracuse, New
York.
Spectrum Analytical and Hanibal Technology commenced Chapter 11
bankruptcy cases (Bankr. D. Mass. Case Nos. 15-30404 and 15-30405)
on April 30, 2015, to retake management of their business and
assets from the receiver installed by their lender. Hanibal Tayeh,
the sole member, signed the bankruptcy petitions.
Spectrum disclosed $8,658,751 in assets and $1,987,714 in
liabilities as of the Chapter 11 filing. Hanibal estimated less
than $10 million in assets and debt.
Bacon Wilson, P.C., serves as the Debtors' counsel.
TAP BROADBAND: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: TAP Broadband, LLC
aka Altitude Communications, LLC
aka Cobridge GA, LLC
206 NE 1st Ave.
High Springs, FL 32643
Case No.: 15-10166
Chapter 11 Petition Date: July 8, 2015
Court: United States Bankruptcy Court
Northern District of Florida (Gainesville)
Judge: Hon. Karen K. Specie
Debtor's Counsel: Seldon J. Childers, Esq.
CHILDERSLAW, LLC
2135 N.W. 40th Terrace, Suite B
Gainesville, FL 32605
Tel: 866-996-6104
Fax: 407-209-3870
Email: jchilders@smartbizlaw.com
Total Assets: $190,000
Total Liabilities: $1.8 million
The petition was signed by Michael Jury, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
TEGNA INC: Moody's Assigns Ba1 Rating to Extended $1.32BB Revolver
------------------------------------------------------------------
Moody's Investors Service assigned Ba1, LGD3 to TEGNA Inc.'s
extended $1.32 billion Sr. unsecured revolving credit facility and
new $200 million Sr. unsecured term loan. The company's recently
announced amendment to the credit facilities extended the maturity
of the senior unsecured revolver and term loan each to June 2020
from 2018. Additional revisions included relaxing the maximum total
leverage covenant to 5.0x (as defined) with step-downs beginning in
September 2017. The amendment and extension of the revolver
facility is credit positive, but there is no immediate impact on
debt ratings of the company. The existing Ba1 corporate family
rating, Ba1-PD probability of default rating, and Ba1 senior
unsecured debt ratings remain unchanged. The outlook remains
negative.
Issuer: TEGNA Inc.
Assigned:
EXTENDED $1.32 billion senior unsecured revolving credit facility
due 2020; Assigned Ba1, LGD3
NEW $200 million senior unsecured term loan due 2020; Assigned Ba1,
LGD3
Ratings are subject to review of final documentation and no
material change in the terms and conditions of the transaction as
provided to Moody's. Ratings on the existing revolver will be
withdrawn.
RATINGS RATIONALE
TEGNA's Ba1 corporate family rating reflects the favorable revenue
shift to higher growth broadcast and digital businesses and away
from lower margin publishing operations as a result of the June 29,
2015 spin-off of publishing operations which partially offsets the
negative impact from the increase in leverage and weakening of
coverage ratios due to the debt financed acquisition of the
remaining 73% ownership in Cars.com in October 2014 followed by the
recent loss of EBITDA generated from publishing operations.
Persistent revenue pressure in publishing was a rating overhang
that was eliminated with the separation, along with the transfer to
spinco of more than 75% of unfunded pension liabilities and the
majority of operating lease obligations. Moody's estimates
debt-to-EBITDA pro forma for the spin-off, will be roughly 4x at
FYE2015 (2-year average, including Moody's standard adjustments,
excluding the minority interest share of CareerBuilder's EBITDA)
which exceeds levels for the company's Ba1 corporate family rating.
Moody's expects 2-year average leverage to improve to the mid 3x
range by the end of 2016, despite announced share buybacks, which
better positions the company in the Ba1 corporate family rating.
Since the debt financed acquisition of Belo Corp. at the end of
2013, TEGNA has tracked Moody's expectations with non-political
broadcast revenue increasing 9.8% in 2014 (pro forma for the Belo
acquisition) and with digital revenue also increasing 8% in 2014
(pro forma for the Cars.com transaction). Looking forward, Moody's
expects double digit revenue growth, supported by record level
political ad demand in 2016, will contribute to good free cash flow
generation and the ability to improve credit metrics, including
leverage, within an acceptable time frame. Ratings reflect the
inherent cyclicality of the broadcast television business and
increasing media fragmentation. Liquidity is very good with
adequate balance sheet cash, growing free cash flow, and over $700
million of revolver availability.
TEGNA Inc. (formerly known as Gannett Co., Inc.), is a leading
broadcaster (57% of reported revenue for LTM March 2015) with
significant digital operations (43%). The company's broadcasting
operations consist of 46 television stations and represent the
largest Big 4 affiliate group in the top 25 markets, reaching
roughly one-third of US television households. Digital operations
include Cars.com and a 52.9% interest in CareerBuilder (fully
consolidated in financial statements). The company, headquartered
in McLean, VA, is publicly traded with a single class structure.
Major shareholders include The Vanguard Group, Inc. (7.7%), funds
associated with Carl Icahn (6.6%) as a result of purchases since
the second quarter of 2014, and JPMorgan (4.4%) with remaining
shares being widely held. Pro forma for the spin-off of publishing
operations, the company reported $3.0 billion of revenue for LTM
March 29, 2015.
THV HOLDINGS: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: THV Holdings LLC
dba Paragon Door Designs
fdba Leingang Home Center
dba True Home Value Inc.
fdba Thermoview Acquisition Corp
dba Primax Home Center
fdba Primax Window Company
dba THV
fdba Rolox Window Company
fdba THV Compozit Windows & Doors
fdba THV Stores
fdba Thermal Line Windows
fdba Rolox Home Center
fdba Thermaline Windows and Doors
fdba THV America's Home Improvement Company
dba Paragon Doors
dba True Home Value
fdba Thomas Construction
5611 Fern Valley Rd
Louisville, KY 40228
Case No.: 15-32211
Chapter 11 Petition Date: July 8, 2015
Court: United States Bankruptcy Court
Western District of Kentucky (Louisville)
Judge: Hon. Alan C. Stout
Debtor's Counsel: David M. Cantor, Esq.
SEILLER WATERMAN LLC
462 S. 4th Street, Ste 2200
Louisville, KY 40202
Tel: 584-7400
Email: cantor@derbycitylaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Charles L. Smith, CEO.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/kywb15-32211.pdf
TMT GROUP: U.S. Trustee Appoints Elizabeth M. Guffy as Examiner
---------------------------------------------------------------
Judy A. Robbins, U.S. Trustee for Region 7, appointed Elizabeth M.
Guffy as examiner in the Chapter 11 cases of TMT USA Management LLC
and its debtor affiliates, following a directive from Judge Marvin
Isgur of the U.S. Bankruptcy Court for the Southern District of
Texas, Houston Division.
The Chapter 11 Examiner has the power to determine: (1) whether
Estate causes of action have been preserved for timely prosecution;
and (2) whether professional fees charged to the Estates are
reasonable where the monthly aggregate fees accrued against the
Estate are equal to or more than $100,000.
Judge Isgur also expanded the Chapter 11 Examiner's authority,
empowering her to review any lawsuit, filed or proposed, against
the non-debtor affiliates as referenced in the Court's order
authorizing the Official Committee of Unsecured Creditors to
prosecute certain Estate causes of action, in January 2016. If she
determines that the Creditors' Committee did not exercise
reasonable business judgement in its intended filing or prosecution
of the lawsuits, she must file a statement to that effect not later
than January 22, 2016. The Examiner is entitled to a maximum fee
of $10,000 for this additional work.
The Examiner's compensation is subject to the following
limitations: (a) fees will not exceed $15,000, for the period June
12, 2015, to July 11, 2015; (b) Thereafter, in any month in which
aggregate professional fees are greater than $100,000, the amount
of $5,000.00; and (c) Thereafter, in all other months, the amount
of $2,500.
Diane G. Livingstone, Esq., at the Office of the United States
Trustee, in Houston, Texas, tells the Court that Ms. Guffy has no
connection with the Debtor, creditors or any other party in
interest, their respective attorneys and accountants, the U.S.
Trustee, or any person employed in the office of the U.S. Trustee.
The Chapter 11 Examiner may be reached at:
Elizabeth M. Guffy, Esq.
LOCKE LORD LLP
2800 JPMorgan Chase Tower
600 Travis
Houston, TX 77002
Telephone: (713)226-1328
Facsimile: (713)226-2647
Email: eguffy@lockelord.com
The U.S. Trustee is represented by:
Diane G. Livingstone, Esq.
OFFICE OF THE UNITED STATES TRUSTEE
515 Rusk, Suite 3516
Houston, TX 7702
Telephone: (713)718-4650
Facsimile: (713)718-4670
About TMT USA
Known in the industry as TMT Group, TMT USA Shipmanagement LLC
and
its affiliates own 17 vessels. Vessels range in size from
27,000
dead weight tons (dwt) to 320,000 dwt.
TMT USA and 22 affiliates, including C. Ladybug Corporation,
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case
No.
13-33740) in Houston, Texas, on June 20, 2013 after lenders
seized
seven vessels.
TMT filed a lawsuit in U.S. bankruptcy court aimed at forcing
creditors to release the vessels so they can return to generating
income.
TMT has tapped attorneys from Bracewell & Giuliani LLP as
bankruptcy counsel and AlixPartners as financial
advisors.
On a consolidated basis, the Debtors have $1.52 billion in
assets
and $1.46 billion in liabilities.
TRAVELPORT WORLDWIDE: Acquires Mobile Travel Technologies Ltd
-------------------------------------------------------------
Travelport Worldwide Limited has acquired Mobile Travel
Technologies Ltd, a private company based in Dublin, Ireland.
MTT provides an industry-leading mobile travel platform and product
set that allows airlines, hotels, corporate travel management
companies and travel agencies to engage with their customers
through sophisticated, tailored mobile services including apps,
mobile web and intelligent mobile messaging. MTT's mobile apps and
services are then delivered, under the customer brand, to
smartphones, tablets and wearable devices, including the Apple
Watch.
Its clients include some of travel's most progressive companies
such as easyJet, Singapore Airlines, Saudia, BCD Travel, Capita
Travel and Events and the LATAM Airlines Group.
MTT works with its clients to create mobile applications and
intelligent mobile services that deliver a highly customer-centric
experience. With its mobile travel platform and product set, it
can enable travel companies to quickly launch high-end, engaging
mobile services in a cost effective manner. Services include
mobile search, booking and check-in as well as products such as MTT
Engage, which provides real-time, personalized messages and offers
to the traveler, and MTT Concierge Live, which delivers a "day of
travel" experience via a traveler's mobile device including live,
contextual travel updates and airport guidance. As well as
receiving many industry accolades, MTT was recently featured in
Gartner's "Cool Vendors in Travel and Hospitality, 2015" report.
Numerous recent industry research studies into the mobile commerce
sector, indicate that the sector is positioned for further rapid
growth. In 2014, mobile commerce accounted for around one third of
all e-commerce transactions globally (source: Criteo); air ticket
transactions are predicted to grow from just under 200 million in
2014 to over 540 million by 2018, with transaction value increasing
from US$52 billion to US$145 billion for the same period (source:
Juniper). Similarly, in the US alone, the transaction value of
hotel bookings made using mobile devices is expected to grow from
US$2.7 billion in 2014 to US$5.4 billion in 2016, reflecting a
growth rate of more than 100% in just two years (source: Juniper).
Gordon Wilson, Travelport's President and CEO, commented:
"It is a natural extension of Travelport's strategy of redefining
travel commerce to have acquired, what we believe to be, the
largest and most successful company focused on delivering
sophisticated mobile services and apps to the travel industry.
Adding MTT as an expanded capability to our existing travel
commerce platform extends our reach further, and at the higher
value add end of the service spectrum for our airline, hotel,
travel management company and travel agency clients.
At the same time, MTT will benefit from the network effect of
Travelport in terms of infrastructure, our relationships with
additional prospective clients and access to our industry leading
content.
We will run MTT as a wholly owned subsidiary of Travelport,
retaining existing CEO, Gerry Samuels, along with his senior team,
so that they can maintain their singular focus on the mobile sector
and the deep seated customer relationships they build."
Gerry Samuels, MTT's CEO, added:
"Becoming part of the Travelport family will enable MTT to
accelerate what we are already doing in the travel industry -
bringing cutting edge mobile innovations to airlines and travel
intermediaries so that they can better serve the end traveller with
innovative and personalised mobile services that transform the
travel experience.
MTT has experienced very significant growth as the market and
demand for mobile travel has expanded and there is enormous
potential to grow further. Now with the support of a global
industry leader such as Travelport, we will be even better placed
to capitalise and expand into the considerable opportunities we see
ahead of us."
Travelport's acquisition of MTT follows other recent investments it
has made as part of its ongoing strategy to redefine travel
commerce, with a particular emphasis on the fast growing digital
economy. These investments include Travel IT, a next generation
German tour operator distribution system; Hotelzon, a hotel
distribution company focused on enabling independent hotels to take
part in the online corporate travel economy and Locomote, an
Australian based corporate travel applications development company.
Travelport has also invested in, and expanded, eNett, a pioneering
B2B electronic payments company which now operates in 47 countries
around the world and continues to grow rapidly.
Travelport has also invested organically to enable both low cost
and network carriers to display and sell their full range of
products and offers through its Travel Commerce Platform on a
unique and fully integrated basis, and to offer an industry leading
portfolio of individual hotel properties (650,000) that are fully
bookable in real time.
The acquisition was funded from Travelport's cash resources.
Travelport expects the acquisition to be neutral for its financial
performance in 2015 and accretive in future years.
In connection with the transaction, Travelport issued grants
totalling EUR14,400,000 to 28 MTT executives, to be paid in the
first quarter of 2018 in Travelport common shares based on MTT
performance targets and other terms and conditions. Based on
yesterday's closing price of Travelport common shares and foreign
exchange rate, assuming all of the awards are earned and paid,
Travelport would deliver approximately 1,152,086 common shares to
MTT executives in 2018. The ultimate number of Travelport common
shares that are delivered to MTT executives will, however, be based
upon the closing price and foreign exchange rate at the time of
such conversion in 2018, as well as MTT performance and the other
terms and conditions set forth in the awards.
About Travelport Worldwide
Travelport Worldwide Limited is a travel commerce platform
providing distribution, technology, payment and other solutions for
the global travel and tourism industry. As of March 31, 2015, the
Company had $2.89 billion in total assets, $3.24 billion in total
liabilities and a $354 million total deficit.
* * *
As reported by the TCR in March 2015, Standard & Poor's Ratings
Services raised to 'B' from 'B-' its long-term corporate credit
rating on U.K.-based travel services provider Travelport Worldwide
Ltd. The rating action reflects Travelport's good operating
performance in 2014.
TRISTAR WELLNESS: Appoints Two Directors
----------------------------------------
The Board of Directors of Tristar Wellness Solutions, Inc.
appointed Michel Boileau, M.D., and Stuart Sands as members of the
Company's Board effectively June 30, 2015, to serve until the next
annual meeting of shareholders or until their successors have been
elected and qualified, or until they resign or are removed.
Dr. Boileau is a board certified urologist and experienced
physician executive. From 2011 through 2014, Dr. Boileau served as
the chief clinical officer for St. Charles Health System, a four
hospital system, with 350 beds and approximately 3,000 employees,
serving central and eastern Oregon.
The Company has a Consulting Services Agreement with Dr. Boileau,
entered into on March 5, 2015, under which Dr. Boileau provides
support and information to HemCon's senior executive officers
regarding expanding current products, new product development and
present medical practices/healthcare policies. In exchange for Dr.
Boileau's services under the agreement, the Company issued him
warrants to purchase shares of its common stock, which warrants are
exercisable immediately and expire on April 7, 2019. Dr. Boileau
does not own any of the Company's shares or other securities,
except the warrants. Dr. Boileau is not currently receiving any
compensation for serving as a member of the Company's Board of
Directors.
Mr. Sands is the chief financial officer and chief operating
officer at HemCon Medical Technologies, Inc., the Company's
wholly-owned subsidiary. Mr. Sands joined HemCon in 2008 with the
acquisition of the Irish medical device company Alltracel
Pharmaceuticals Plc. Prior to his appointment as chief operating
officer, Mr. Sands operated solely as the company's chief financial
officer.
Mr. Sands does not own any of the Company's shares or other
securities. Mr. Sands is not currently receiving any compensation
for serving as a member of the Company's Board of Directors.
CIO Quits
Frederick A. Voight resigned his positions as Tristar Wellness
Solutions, Inc.'s chief investment officer and as a member of the
Company's Board of Directors. Mr. Voight did not hold any
positions on any Board committees at the time of his resignation.
Sells Beaute de Maman Product Line
The Company agreed to sell all of its assets related to the Beaute
de Maman product line, which is a line of skincare and other
products specifically targeted for pregnant and nursing women, to
Intelero Corp., a company unrelated to the company. As stated in
the Company's most recent Annual Report on Form 10-K, the Company
has not been focusing its resources on the BDM product line and did
not plan to do so for the foreseeable future. Under the agreement
to sell the assets related to the BDM product line, in exchange for
the assets the Company is receiving a $150,000 principal amount
promissory note at eight percent interest that matures in 24 months
and is secured by the BDM product line assets.
About TriStar Wellness
TriStar Wellness Solutions, Inc., offers products and technologies
in the areas of wound care, women's health and therapeutic skin
care. The Company is based in Westport, Connecticut.
TriStar Wellness reported a net loss of $8.87 million on $5.54
million of sales revenue for the year ended Dec. 31, 2014, compared
to a net loss of $12.6 million on $3.77 million of sales revenue
for the year ended Dec. 31, 2014.
As of March 31, 2015, the Company had $2.69 million in total
assets, $14.9 million in total liabilities and a $12.2 million
total stockholders' deficit.
M&K CPAS, PLLC, in Houston, TX, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has suffered
reoccurring losses from operations, and has an accumulated deficit
and working capital deficit as of Dec. 31, 2014. These conditions
raise substantial doubt about its ability to continue as a going
concern.
TRUMP ENTERTAINMENT: Judge Allows Deed Restriction in Plaza Case
----------------------------------------------------------------
Joseph Checkler, writing for Dow Jones' Daily Bankruptcy Review,
reported that Judge Kevin Gross of U.S. Bankruptcy Court for the
District of Delaware said Trump Entertainment Resorts Inc. could
place a restriction on the deed of its shuttered Trump Plaza
property that could keep the casino closed for an additional 10
years as a tax-saving measure.
According to the report, Judge Gross offered a quick approval of
the request, which effectively exempts the Trump Plaza from having
to pay pro-rata taxes along with other Atlantic City casinos, under
a bill waiting to be signed by New Jersey Gov. Chris Christie.
About Trump Entertainment Resorts
Trump Entertainment Resorts Inc., owner of the Atlantic City
Boardwalk casinos that bear the name of Donald Trump, returned to
Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on
Sept. 9, 2014, with plans to shutter its casinos.
TER and its affiliated debtors own and operate two casino hotels
located in Atlantic City, New Jersey. TER said it will close the
Trump Taj Mahal Casino Resort by Sept. 16, 2014, and, absent union
concessions, the Trump Plaza Hotel and Casino by Nov. 13, 2104.
The Debtors have sought an order authorizing the joint
administration of their Chapter 11 cases and the consolidation
thereof for procedural purposes only. Judge Kevin Gross presides
over the Chapter 11 cases.
The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP, as
counsel; Stroock & Stroock & Lavan LLP, as co-counsel; Houlihan
Lokey Capital, Inc., as financial advisor; and Prime Clerk LLC, as
noticing and claims agent.
TER estimated $100 million to $500 million in assets as of the
bankruptcy filing.
The Debtors as of Sept. 9, 2014, owe $285.6 million in principal
plus accrued but unpaid interest of $6.6 million under a first
lien debt issued under their 2010 bankruptcy-exit plan. The
Debtors also have trade debt in the amount of $13.5 million.
* * *
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware on March 12, 2015, confirmed Trump Entertainment Resorts,
Inc., et al.'s Third Amended Joint Plan of Reorganization and
Disclosure Statement pursuant to Section 1129 of the Bankruptcy
Code.
The Debtors filed on January 5, 2015, the Plan and accompanying
Disclosure Statement to, among other things, provide that holders
of General Unsecured Claims will receive Distribution Trust
Interests, which will include $1 million in cash and the proceeds,
if any, of certain avoidance actions. Under the revised plan,
holders of general unsecured claims are estimated to recover 0.47%
to 0.43% of their total allowed claim amount. The Amended Plan
also includes language reflecting the recently-approved $20
million
loan from Carl Icahn.
A full-text copy of the Findings of Fact is available for free at:
http://bankrupt.com/misc/TRUMPENTERTAINMENT_Plan_Findings.pdf
VERTICAL COMPUTER: Amends Lakeshore Loan Agreement and P-Note
-------------------------------------------------------------
Vertical Computer Systems, Inc., and its subsidiaries agreed with
Lakeshore Investment, LLC to amend the terms of a loan agreement
and the $1,759,150 promissory note issued by the Company's
subsidiary, Now Solutions, Inc. to Lakeshore.
Under the terms of the amendment, the Company agreed to issue
13,000,000 shares of the Company's common stock and 3,000,000
common shares of Ploinks, Inc. stock in consideration of
Lakeshore's forbearance from taking any action concerning the
exiting defaults under the Note and Loan Agreement. The Company
also agreed to make a $310,000 payment for amounts due to Lakeshore
under the Note and Loan Agreement. Upon receipt of payment all
defaults under the Loan Agreement and the Note will be cured.
The Company also obtained a 90 day option to purchase Lakeshore's
25% ownership interest in Now Solutions and Lakeshore's 20%
ownership interests in SnAPPnet, Inc. and Priority Time Systems,
Inc. for $1,450,000.
In addition, the Company issued 10,000,000 shares of its common
stock to NOW Solutions as an equity contribution.
About Vertical Computer
Richardson, Tex.-based Vertical Computer Systems, Inc., is a
multinational provider of Internet core technologies, application
software, and software services through its distribution network
with operations or sales in the United States, Canada and Brazil.
Vertical Computer reported a net loss applicable to common
stockholders of $2.07 million on $7.43 million of total revenues
for the year ended Dec. 31, 2014, compared to a net loss applicable
to common stockholders of $3.08 million on $6.05 million of total
revenues for the year ended Dec. 31, 2013.
As of March 31, 2015, the Company had $1.1 million in total
assets, $18 million in total liabilities, $9.90 million in total
convertible cumulative preferred stock, and a $26.8 million total
stockholders' deficit.
MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company suffered net losses
and has a working capital deficiency, which raises substantial
doubt about its ability to continue as a going concern.
VERTICAL COMPUTER: Victor Weber Takes No Action on $365K Judgment
-----------------------------------------------------------------
Vertical Computer Systems, Inc., confirmed no action was being
taken by Victor Weber on the outstanding judgment Mr. Weber holds
against the Company and two related parties, Mountain Reservoir
Corporation and Mr. Richard Wade in the amount of $365,000, which
included all interest, attorneys' fees and costs.
The Company and Mr. Weber entered into a series of agreements
concerning the judgment and the amendment of certain promissory
notes issued by the Company and its subsidiary, Now Solutions, in
the aggregate principal amount of $735,400 on June 3, 2015.
Under the terms of a judgment payoff agreement, the Company issued
10,000,000 shares of the Company's common stock in consideration of
entering into the agreement and for Mr. Weber's forbearance in not
enforcing the judgment. The Company also agreed to make payments
of $100,000 by June 15, 2015, and $265,000 by July 15, 2015, or in
the alternative, the Company has the option to issue another
10,000,000 shares of the Company's common stock in lieu of making
the $100,000 payment and issue an additional 15,000,000 shares of
the Company's common stock in lieu of making the $265,000 payment.
On June 15, 2015, the Company issued 10,000,000 shares to Mr. Weber
instead of making the $100,000 payment. Once payment has been
made, Mr. Weber will file disposition documents that the judgment
has been satisfied and the matter is resolved.
MRC is controlled by the W5 Family Trust, and Mr. Richard Wade, the
president and CEO of the Company, is the trustee of the W5 Family
Trust.
The Company amended the Notes to cure defaults, reduce interest
rate from 12% to 10% and agree to make monthly $20,000 payments to
Mr. Weber beginning Sept. 1, 2015, until Jan. 15, 2020, at which
time all outstanding amounts under the Notes will be due. In
consideration of the amendment and extension to pay the Notes,
Ploinks, Inc., the Company's subsidiary, agreed to issue 1,000,000
shares of its common stock to Mr. Weber. In connection with the
amendment, the Company issued 20,000,000 shares of its common stock
to its subsidiary, Taladin, Inc., which pledged these shares to
secure payment of the Notes to Weber and previous pledge agreements
with MRC were cancelled.
About Vertical Computer
Richardson, Tex.-based Vertical Computer Systems, Inc., is a
multinational provider of Internet core technologies, application
software, and software services through its distribution network
with operations or sales in the United States, Canada and Brazil.
Vertical Computer reported a net loss applicable to common
stockholders of $2.07 million on $7.43 million of total revenues
for the year ended Dec. 31, 2014, compared to a net loss applicable
to common stockholders of $3.08 million on $6.05 million of total
revenues for the year ended Dec. 31, 2013.
As of March 31, 2015, the Company had $1.1 million in total
assets, $18 million in total liabilities, $9.90 million in total
convertible cumulative preferred stock, and a $26.8 million total
stockholders' deficit.
MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company suffered net losses
and has a working capital deficiency, which raises substantial
doubt about its ability to continue as a going concern.
WAFERGEN BIO-SYSTEMS: Eliminates Chief Operating Officer Position
-----------------------------------------------------------------
As a result of its determination to eliminate the chief operating
officer position, on July 1, 2015, WaferGen Bio-systems, Inc.,
terminated the employment of Keith Warner effective as of July 15,
2015.
About WaferGen Bio-systems
Fremont, California-based WaferGen Bio-systems, Inc., engages in
the development of systems for gene expression quantification,
genotyping and stem cell research. Since 2008, the Company's
primary focus has been on the development, manufacture and
marketing of its SmartChip System, a genetic analysis platform
used for profiling and validating molecular biomarkers in the life
sciences and pharmaceutical drug discovery industries.
WaferGen Bio-systems reported a net loss of $10.7 million in 2014,
a net loss of $16.3 million in 2013 and a net loss of $8.97 million
in 2012.
As of March 31, 2015, the Company had $16.5 million in total
assets, $6.47 million in total liabilities and $10.02 million in
total stockholders' equity.
WALTER ENERGY: NYSE to Commence Stock Delisting Proceedings
-----------------------------------------------------------
Walter Energy, Inc. on July 8 disclosed that NYSE Regulation, Inc.
has determined to commence proceedings to delist the Company's
common stock from the New York Stock Exchange, and that trading in
the Company's common stock has been suspended, effective
immediately.
The NYSE's determination is based on "abnormally low" price
indications of the Company's common stock evident at the opening of
trading on July 8, 2015.
NYSE Regulation has informed the Company that the NYSE will apply
to the U.S. Securities and Exchange Commission to delist the
Company's common stock upon completion of all applicable
procedures.
The Company will continue to file periodic and certain other
reports with the SEC under applicable federal securities laws. The
suspension and commencement of delisting do not affect the
Company's business operations, nor do they trigger any violation of
any of the Company's credit agreements or other debt obligations.
About Walter Energy
Walter Energy -- http://www.walterenergy.com-- is a metallurgical
coal producer for the global steel industry with strategic access
to steel producers in Europe, Asia and South America. The Company
also produces thermal coal, anthracite, metallurgical coke and coal
bed methane gas, with operations in the United States, Canada and
the United Kingdom.
WESTMORELAND COAL: Signs Acquisition Deal with BHP Billiton
-----------------------------------------------------------
Westmoreland Coal Company and BHP Billiton New Mexico Coal, Inc.,
entered into a stock purchase agreement pursuant to which WCC will
purchase from BHP all of the issued and outstanding capital stock
of San Juan Coal Company and San Juan Transportation Company.
The Purchase Agreement contains customary representations and
warranties by each of the parties, and each party has agreed to
customary covenants.
WCC expects to close the Acquisition on Dec. 31, 2015.
In connection with the Purchase Agreement and as a condition to
closing the Acquisition thereunder, WCC entered into a Coal Supply
Agreement dated July 1, 2015, with Public Service Company of New
Mexico, a New Mexico corporation, pursuant to which WCC would
supply coal from the San Juan Mine owned by SJCC to PNM. The Coal
Supply Agreement will become effective upon closing the Acquisition
and would have an initial term through June 30, 2022.
About Westmoreland Coal
Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States. The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas. Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.
Westmoreland Coal Company reported a net loss applicable to common
shareholders of $173 million in 2014, a net loss applicable to
common shareholders of $6.05 million in 2013 and a net loss
applicable to common shareholders of $8.58 million in 2012.
As of March 31, 2015, Westmoreland Coal had $1.82 billion in total
assets, $2.21 billion in total liabilities, and a $389 million
total deficit.
* * *
As reported by the TCR on Nov. 20, 2014, Standard & Poor's Rating
Services raised its corporate credit rating on Westmoreland Coal
Co. one-notch to 'B' from 'B-'. "The stable outlook is supported
by Westmoreland's committed sales position over the next year,
which should result in stable cash flows," said Standard & Poor's
credit analyst Chiza Vitta.
Moody's upgraded the corporate family rating (CFR) of Westmoreland
Coal Company to 'B3' from 'Caa1', and assigned 'Caa1' rating to
the company's proposed new $300 million First Lien Term Loan, the
TCR reported on Nov. 20, 2014. The upgrade of the CFR reflects the
company's successful integration of the Canadian mines acquired in
April 2014, and Moody's expectation that the company's Debt/ EBITDA
will track at around 5x in 2015 and 2016 and that the
company will be break-even to modestly free cash flow positive
over the same time period.
XINERGY CORP: Cassels Brock to Handle Matters on Canadian Law
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Virginia
authorized Xinergy Ltd., et al., to employ Cassels Brock &
Blackwell LLP as their special counsel for matters of Canadian law,
effective as of the Petition Date.
Cassels Brock will advise and assist the Debtors with respect to
the appointment of a foreign representative and the commencement
and prosecution of the Canadian Proceedings.
Michael Wunder, a partner at Cassels Brock with an office located
at Suite 2100, Scotia Plaza, 40 King Street West Toronto, Ontario
M5H 3C2, Canada, tells the Court that the hourly rates for the
lawyers and paralegal expected to represent the Debtors are:
Lawyers Hourly Rates
------- ------------
Michael Wunder C$810
Jane O. Dietrich C$660
Natalie E. Levine C$520
Monique Sassi C$395
To the best of the Debtors' knowledge, Cassels Brock does not hold
or represent any interest adverse to the Debtors' estates as
required by Section 327(e) of the Bankruptcy Code.
About Xinergy Ltd.
Xinergy is a U.S. producer of metallurgical and thermal coal with
mineral reserves, mining operations and coal properties located in
the Central Appalachian ("CAPP") regions of West Virginia and
Virginia. Xinergy's operations principally include two active
mining complexes known as South Fork and Raven Crest located in
Greenbrier and Boone Counties, West Virginia. Xinergy also leases
or owns the mineral rights to properties located in Fayette,
Nicholas and Greenbrier Counties, West Virginia and Wise County,
Virginia. Collectively, Xinergy leases or owns mineral rights to
approximately 72,000 acres with proven and probable coal reserves
of approximately 77 million tons and additional estimated reserves
of 40 million tons.
Xinergy Ltd. and 25 subsidiaries commenced Chapter 11 bankruptcy
cases (Bankr. W.D. Va. Lead Case No. 15-70444) on April 6, 2015.
The cases have been assigned to Judge Paul M. Black. The cases are
being jointly administered for procedural purposes.
Xinergy Ltd. disclosed $36,968,445 in assets and $215,000,000 in
liabilities as of the Chapter 11 filing.
The Debtors tapped Hunton & Williams LLP as attorneys; Global
Hunter Securities, as financial advisor, and American Legal Claims
Services, LLC as claims, noticing and balloting agent.
XINERGY LTD: Stubbs Alderton Okayed on Matters of Corporate Law
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Virginia
authorized Xinergy Ltd., et al., to employ Stubbs Alderton &
Markiles, LLP, as their special counsel with respect to matters of
corporate law and corporate governance effective as of the Petition
Date.
The professional services that Stubbs will render to the Debtors
will be limited to providing legal advice with respect to corporate
law and corporate governance and performing all other legal
services for the Debtors that may be necessary and proper, but only
to the extent those services relate to corporate issues.
Prepetition, Stubbs received an advance payment retainer in the
amount of $13,091 from the Debtors as security for the payment of
all unpaid fees and expenses owed to Stubbs by the Debtors.
John McIlvery, a partner with Stubbs based in California, including
an office in Sherman Oaks, California, located at 15260 Venture
Boulevard, 20th Floor, Sherman Oaks, California, told the Court
that the hourly rates for the attorneys and paralegal expected to
represent the Debtors are:
Attorneys Hourly Rates
--------- ------------
John McIlvery $610
Louis Wharton $575
Sean Greaney $535
Paralegals
----------
Stephen Carroll $250
Stubbs intends to make a reasonable effort to comply with the U.S.
Trustee's requests for information and additional disclosures as
set forth in the Guidelines for reviewing applications for
compensation and reimbursement of expenses filed under Section 330
of the Bankruptcy Code by attorneys in larger Chapter 11 cases in
connection with any interim or final fee applications filed by
Stubbs in the cases.
The following is provided in response to the request for additional
information set forth in the Appendix B Guidelines:
(i) Stubbs did not agree to any variations from, or alternatives
to, its standard or customary billing arrangements for this
engagement.
(ii) None of the professionals from Stubbs included in this
engagement have varied or will vary their rate based on the
geographic location of the bankruptcy case.
(iii) The billing rates and material financial terms for Stubbs'
prepetition engagement by the Debtors are set forth herein. No
adjustments were made to either the billing rates or the material
financial terms of Stubbs' employment by the Debtors as a result of
the filing of the Chapter 11 cases.
To the best of the Debtors' knowledge, Stubbs represents and holds
no interest materially adverse to the Debtors or their estates.
About Energy Ltd.
Xinergy is a U.S. producer of metallurgical and thermal coal with
mineral reserves, mining operations and coal properties located in
the Central Appalachian ("CAPP") regions of West Virginia and
Virginia. Xinergy's operations principally include two active
mining complexes known as South Fork and Raven Crest located in
Greenbrier and Boone Counties, West Virginia. Xinergy also leases
or owns the mineral rights to properties located in Fayette,
Nicholas and Greenbrier Counties, West Virginia and Wise County,
Virginia. Collectively, Xinergy leases or owns mineral rights to
approximately 72,000 acres with proven and probable coal reserves
of approximately 77 million tons and additional estimated reserves
of 40 million tons.
Xinergy Ltd. and 25 subsidiaries commenced Chapter 11 bankruptcy
cases (Bankr. W.D. Va. Lead Case No. 15-70444) on April 6, 2015.
The cases have been assigned to Judge Paul M. Black. The cases are
being jointly administered for procedural purposes.
Xinergy Ltd. disclosed $36,968,445 in assets and $215,000,000 in
liabilities as of the Chapter 11 filing.
ZUCKER GOLDBERG: Shuts Down Following Debt Collection Class Suit
----------------------------------------------------------------
Staci Zaretsky, writing for Above The Law, reports that the law
firm of Zucker Goldberg & Ackerman has filed a WARN Act notice with
the New Jersey Department of Labor and Workforce Development to
indicate it would be laying off approximately 289 employees on or
before August 24, 2015. Zucker Goldberg represents banks and
mortgage servicers in foreclosure, bankruptcy, and eviction
actions.
NJBIZ.com reported that firm cited "current and anticipated
profitability insufficient to sustain current operations." The
firm previously had legal troubles in 2013, when it was involved in
a class-action suit concerning misleading debt collection notices.
Above The Law says nearly 300 people stand to lose their jobs as a
result of the firm's failure.
[*] Timothy Million Joins Hughes Watters' Bankruptcy Practice
-------------------------------------------------------------
Timothy A. Million has joined Hughes Watters Askanase L.L.P. as an
associate in the firm's Business Bankruptcy Practice led by Wayne
Kitchens and Steve Shurn.
Mr. Million has extensive experience representing creditors,
debtors, and trustees in various Chapter 7 and 11 bankruptcy cases
in many industries, including oil and gas and healthcare. He is
admitted to practice in the United States District and Bankruptcy
Courts for the Eastern, Northern, Southern, and Western Districts
of Texas, and in the United States Court of Appeals for the Fifth
Circuit.
"Under the founding leadership of David Askanase, Hughes Watters
Askanase has earned the well-deserved reputation as one of the 'go
to' law firms in Texas for business bankruptcy. I joined the firm
as a young lawyer and built my career with one of the state's best
business bankruptcy legal practitioners as my mentor and coach.
Tim is an outstanding young practitioner, and he is joining our
firm at a time when our Business Bankruptcy Practice is poised for
achieving even higher levels of excellence and recognition -- and
we will accomplish that by continuing to deliver the guidance,
counsel and results our clients expect of us," explained Mr.
Kitchens, who co-manages the Business Bankruptcy Practice with
partner Steve Shurn and the firm as a whole with partner Gary
Gunn.
Mr. Million was recognized as a Rising Star by Super Lawyers and
Texas Monthly Magazine in 2009 and 2011. He has been actively
involved in the leadership of the State Bar of Texas Bankruptcy Law
Section for several years, and he currently serves as its vice
president of Membership. He is a two-time presenter with The
Honorable Harlin D. Hale at "Starting Out Right," a Continuing
Legal Education (CLE) Program sponsored by The Young Lawyers
Committee of the Bankruptcy Law Section of the State Bar of Texas.
In 2010, Mr. Million received an Outstanding Service Award from the
Bankruptcy Law Section of the State Bar of Texas in recognition of
his efforts while serving as the vice president of Communications
and Publications.
"I am proud to be the newest member of the Business Bankruptcy team
at Hughes Watters Askanase. I am truly honored to have the
privilege of working with a group of standout attorneys -- namely,
David Askanase, Wayne Kitchens, Steve Shurn, Randy Rios, Janet
Northrup, Rhonda Chandler, Simon Mayer and Allison Byman. The
firm's high standards of professionalism -- coupled with its
friendly, collaborative culture -- mesh perfectly with me, my
goals, and my work style," Mr. Million commented. "HWA offers an
excellent platform from which I can grow my practice representing
mid-sized corporate debtors, creditors, and trustees."
Mr. Million earned a Bachelor of Science degree, with distinction,
in finance from Iowa State University, and a Juris Doctorate, cum
laude, from the University of Houston Law Center. He and his
family reside in Cypress, Texas (a suburb of Houston).
A full biographical profile for Million is available at
http://www.hwa.com
About Hughes Watters Askanase L.L.P.
For more than 37 years, Hughes Watters Askanase, L.L.P. --
http://www.hwa.com-- has helped business organizations, financial
institutions and individuals succeed with their business endeavors.
The firm's attorneys play a strategic role and support clients
through every stage of existence and operation. The firm's
practice focuses on representation of commercial and consumer
lenders, including banks and credit unions; business bankruptcy;
business planning and strategy; default servicing; real estate and
real estate finance; commercial and consumer financial services
litigation; employment law; and wills and probate.
[^] BOOK REVIEW: The Money Wars
-------------------------------
Author: Roy C. Smith
Publisher: Beard Books
Softcover: 370 pages
List Price: $34.95
Review by David Henderson
Get your own personal today at
http://www.amazon.com/exec/obidos/ASIN/1893122697/internetbankrupt
Business is war by civilized means. It won't get you a tailhook
landing on an n aircraft carrier docked in San Diego, but the
spoils of war can be glorious to behold.
Most executives do not approach business this way. They are
content to nudge along their behemoths, cash their options, and
pillage their workers. This author calls those managers "inertia
ridden." He quotes Carl Icahn describing their companies as run
by "gross and widespread incompetent management."
In cycles though, the U.S. economy generates a few business
warriors with the drive, or hubris, to treat the market as a
battlefield. The 1980s saw the last great spectacle of business
titans clashing. (The '90s, by contrast, was an era of the
investment banks waging war on the gullible.) The Money Wars is
the story of the last great buyout boom. Between 1982 and 1988,
more than ten thousand transactions were completed within the U.S.
alone, aggregating more than $1 trillion of capitalization.
Roy Smith has written a breezy read, traversing the reader through
an important piece of U.S. history, not just business history. Two
thirds of the way through the book, after covering early twentieth
century business history, the growth of financial engineering
after WWII, the conglomerate era, the RJR-Nabisco story, and the
financial machinations of KKR, we finally meet the star of the
show, Michael Milken. The picture painted by the author leads the
reader to observe that, every now and then, an individual comes
along at the right time and place in history who knows exactly
where he or she is in that history, and leaves a world-historical
footprint as a result. Whatever one may think of Milken's ethics
or his priorities, the reader will conclude that he is the
greatest financial genius this country has produced since J.P.
Morgan.
No high-flying financial era has ever happened in this country
without the frothy market attracting common criminals, or in some
cases making criminals out of weak, but previously honest men (and
it always seems to be men). Something there is about testosterone
and money. With so many deals being done, insider trading was
inevitable. Was Michael Milken guilty of insider trading?
Probably, but in all likelihood, everybody who attended his lavish
parties, called "Predators' Balls," shared the same information.
Why did the Justice Department go after Milken and his firm,
Drexel Burnham Lambert with such raw enthusiasm? That history has
not yet been written, but Drexel had created a lot of envy and
enemies on the Street.
When a better history of the period is written, it will be a study
in the confluence of forces that made Michael Milken's genius
possible: the sclerotic management of irrational conglomerates, a
ready market for the junk bonds Milken was selling, and a few
malcontent capitalist like Carl Icahn and Ted Turner, who were
ready and able to wage their own financial warfare.
This book is a must read for any student of business who did not
live through any of these fascination financial eras.
Roy C. Smith is a professor of entrepreneurship, finance and
international business at NYU, and teaches on the faculty there of
the Stern School of Business. Prior to 1987, he was a partner at
Goldman Sachs. He received a B.S. from the Naval Academy in 1960
and an M.B.A. from Harvard in 1966.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.
Copyright 2015. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
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firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.
*** End of Transmission ***