/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150819.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, August 19, 2015, Vol. 19, No. 231 Headlines ACCENTIA BIOPHARMACEUTICALS: KCG Americas Reports 13.7% Stake ALPHA NATURAL: Can Employ KCC as Claims Agent ALPHA NATURAL: Court Issues Joint Administration Order ALPHA NATURAL: Has Interim Approval of Equity Transfer Protocol AMERICAN EAGLE ENERGY: Bids for Oil & Gas Assets Due Sept. 2 AMERICAN EAGLE ENERGY: Net Loss Widens to $92.7M in Q2 2015 AMERICAN EAGLE ENERGY: Wants Plan Exclusivity Extended to October AMERICAN STANDARD: Has Until Aug. 31 to File Schedules AMPLIPHI BIOSCIENCES: Posts $8.9 Million Net Income for Q2 ANNA'S LINEN: Lender Says Parties Still in Discussion on DIP Terms ANNA'S LINEN: Supplements Bid to Hire PricewaterhouseCoopers APPLIED MINERALS: Appoints Chris Carney Chief Financial Officer ASSOCIATED WHOLESALERS: Needs Until Dec. 3 to Remove Actions BAHA MAR: US Trustee to Schedule Another 341 Meeting BANKERS' BANCORPORATION: Louisiana Bank to Take Control of Unit BELDEN INC: Moody's Revises Outlook to Neg. & Affirms Ba2 CFR BOOMERANG SYSTEMS: Case Summary & 20 Largest Unsecured Creditors C&S PROPERTIES: Case Summary & 3 Largest Unsecured Creditors CAESARS ENTERTAINMENT: Fails to Reach Revised Deal with Bank Group CASTLE KEY: A.M. Best Affirms 'B-' Financial Strength Rating CEETOP INC: Needs More Time to File June 30 Form 10-Q CHICAGO BOARD: S&P Lowers Rating on GO Bonds to 'BB' COLLAVINO CONSTRUCTION: Seeks Authority for AFCO Finance Agreement COLT DEFENSE: Committee Objects to Proposed Bidding Protocol COLT DEFENSE: Committee Taps FTI Consulting as Financial Advisor COLT DEFENSE: KCC Approved as Administrative Agent COOK COUNTY: Moody's Lowers GOLT Rating to Ba1, Outlook Negative CORINTHIAN COLLEGES: Can Reject Educ. Dept. Operating Agreement CORINTHIAN COLLEGES: Seeks to Extend Deadline to Remove Suits CPI INTERNATIONAL: S&P Revises Outlook on 'B' CCR to Negative CRS HOLDING: FBI Investigating Chapter 7 Case DEWEY & LEBOEUF: Witness Helped Stifle Alarms Over Accounting DIOCESE OF GALLUP: Has Very Few Assets, Insurer Says DPL INC: Fitch Affirms 'B+' Issuer Default Rating DRD TECHNOLOGIES: Court Approves Waller Lansden as Special Counsel DUNE ENERGY: Ch. 11 Plan and Disclosure Statement Filed EFT HOLDINGS: Delays June 30 Form 10-Q Filing EL PASO CHILDREN'S: Hires Miller Buckfire as Investment Bankers ENDEAVOUR INTERNATIONAL: Cancels Registration of Unsold Securities ENDEAVOUR INTERNATIONAL: Cooley LLP Okayed as Fee Examiner Counsel ENDEAVOUR INTERNATIONAL: Net Loss Widens to $87.6M in Q2 2015 ENERGY FUTURE: Indenture Trustee Objects to Plan Disclosures FAMILY CHRISTIAN: Has Final Approval of $6-Mil. DIP Facility FANNIE MAE & FREDDIE MAC: Attack on Profit Sweep in D. Del. FERRIS PROPERTIES: Court Denies Bid to Sell 11 Properties FLEXI-VAN LEASING: S&P Revises Outlook on 'BB-' CCR to Stable FLY-IN-FISH INN: Case Summary & 8 Largest Unsecured Creditors FRAC SPECIALIST: Files Schedules of Assets and Liabilities FRAC SPECIALIST: William L. Roberts OK'd as Interim VP of Finance FREDERICK'S OF HOLLYWOOD: Needs Until Dec. 15 to File Plan FRONTIER STAR: Meeting of Creditors Set for Sept. 1 FTI CONSULTING: Moody's Affirms Ba2 CFR, Outlook Stable GALEN INSURANCE: A.M. Best Affirms Then Withdraws 'bb' ICR GARLOCK SEALING: Needs Until March 31 to Remove Actions GENESYS RESEARCH: Hires Mintz Levin as Special Counsel GENESYS RESEARCH: Taps Lynch Brewer as Special Counsel GENWORTH FINANCIAL: A.M. Best Assigns 'bb' Preferred Stock Rating GOLDEN COUNTY: GlassRatner Okayed as Committee's Financial Advisor GT ADVANCED: Court OKs $95M DIP Financing from Cantor Fitzgerald GT ADVANCED: EVP David Keck Promoted CEO GT ADVANCED: Hearing on Bid to Sanction Tera Xtal Continued GTA REALTY: GlassRatner Bid to Remove Occupants Denied GUIDED THERAPEUTICS: Incurs $3 Million Net Loss in 2nd Quarter HEALTHMARKETS INC: A.M. Best Affirms 'bb' Issuer Credit Rating HEPAR BIOSCIENCE: Duff & Phelps OK'd as Committee Valuation Advisor HEPAR BIOSCIENCE: Taps Gerry & Kulm as Bankruptcy Counsel HILL-ROM HOLDINGS: Moody's Assigns (P)B1 Rating on Sr. Unsec. Notes HILL-ROM HOLDINGS: S&P Assigns 'BB-' Rating on New $425MM Notes HOLDER GROUP: George C. Swarts Named Ch. 11 Examiner IMAGINATIVE CONCEPTS: Case Summary & 20 Top Unsecured Creditors INSITE VISION: Coliseum Capital Reports 2.9% Stake as of Aug. 10 INTERPOOL INC: S&P Revises Outlook to Pos. & Affirms 'B+' CCR JTS LLC: Hires BDO USA as Accountants JTS LLC: Taps Newhouse & Vogler as Additional Accountants JW RESOURCES: Court Approves Barber Law as Panel's Counsel JW RESOURCES: Lexon, BSI Question Bid Procedures LDR INDUSTRIES: Hires Marshall Gerstein as Special Counsel LIBERTY BANKERS: A.M. Best Hikes Finc'l Strength Rating to B+(Good) LIBERTY INTERACTIVE: Fitch Affirms 'BB' Issuer Default Ratings LIFE PARTNERS: Bridgepoint OK'd as Trustee's Restructuring Advisor LIFE PARTNERS: Philip Garner Joins Bid to Terminate Exclusivity LIFE PARTNERS: Trustee Wants Cases Designated as Complex LIME ENERGY: Amends 2008 Long-Term Incentive Plan MARINA BIOTECH: Reports $904,000 Net Income for Second Quarter MILAGRO OIL: Hires Balmoral Advisory as Financial Advisor & Banker MJC AMERICA: Has Approval to Use Cash Collateral Until March 2016 MONTANA ELECTRIC: Bankruptcy Trust Sells $85M Natural-Gas Plant MONTREAL MAINE: Seeks to Recharacterize Notes, Recover $13.9M MONTREAL MAINE: Wheeling Deemed to Have $696K Superpriority Claim NATIONAL GEN HOLDINGS: A.M. Best Assigns bb Preferred Stock Rating NEPHROS INC: Has 5.1 Million Shares Resale Prospectus NET ELEMENT: Incurs $2.3 Million Net Loss in Second Quarter NORANDA ALUMINUM: S&P Revises Outlook to Neg. & Affirms 'B-' CCR ONE SOURCE: Can Make Adequate Protection Payments to Ally ONE SOURCE: Can Make Adequate Protection Payments to Stearns Bank ONE SOURCE: Can Pay Adequate Protection to Mercedes-Benz ONE SOURCE: Has Access to BankDirect Premium Finance Deal ONE SOURCE: Wells Fargo Wants Extension of Adequate Protection OPTIM ENERGY: Court Vacates Stay of July 30 Confirmation Order OPTIM ENERGY: Exclusive Solicitation Period Extended to Oct. 12 OPTIM ENERGY: Files Joint Liquidation Plan for 6 Debtors PARKVIEW ADVENTIST: Court Enters 3rd Interim Order on Cash Use PARKVIEW ADVENTIST: Verrill Dana Approved to Handle Healthcare Law PATRIOT COAL: W.Va. Officials Object to Bankruptcy Plan PHYSICAL PROPERTY: Incurs HK$216,000 Net Loss in Second Quarter PLUG POWER: Amends 7.8 Million Shares Resale Prospectus PMC MARKETING: PRASA's Bid to Dismiss Suit Granted POSITIVEID CORP: Incurs $2.9 Million Net Loss in Second Quarter PREFERRED PROPPANTS: S&P Revises Outlook to Neg. & Affirms 'B' CCR PRESCOTT VALLEY EVENTS: Arizona Arena Enters Chapter 11 PRESCOTT VALLEY EVENTS: Has $300,000 DIP Loan From Owner PRESCOTT VALLEY EVENTS: Proposes Dickinson Wright as Counsel PRONERVE HOLDINGS: Katz & Luxenburg OK'd to Provide Tax Services PWS NORTHBROOK: Case Summary & 4 Largest Unsecured Creditors QUEST SOLUTION: Incurs $285,000 Net Loss in Second Quarter QUICKSILVER RESOURCES: Net Loss Widens to $171.8M in Q2 2015 QUICKSILVER RESOURCES: Says $6.4 Billion in Claims Filed RECOVERY CENTERS: BoA Wants Continuing Lien on Sale Proceeds REICHHOLD HOLDINGS: Americas Styrenics Resigns from Committee REVEL AC: 2nd Amended Plan Declared Effective June 30 RICHCOURT EURO: Fletcher's BVI Funds File Chapter 15 Petitions RICHCOURT EURO: Liquidators Want Joint Administration of Cases RREAF O&G: Lender Wants Stay Lifted RREAF O&G: Unit is "SARE" Debtor, Lender Asserts SAMSON INVESTMENT: Moody's Lowers CFR to Ca, Outlook Still Negative SAMSON RESOURCES: Key Terms of Lender-Led Restructuring Plan SAMSON RESOURCES: Key Terms of Lender-Led Restructuring Plan SAMSON RESOURCES: S&P Lowers CCR to 'D' on Failure to Pay Interest SAMSON RESOURCES: Says Negotiations With Noteholders Fell Through SANDRIDGE ENERGY: S&P Lowers Corporate Credit Rating to 'SD' SEARS ROEBUCK: S&P Puts 'B-' Issue-Level Rating on Watch Positive SHILO INN: Compromise of Controversy with California Bank Okayed SIGA TECHNOLOGIES: Wants More Time to File Plan SIGNAL INT'L: U.S. Trustee Forms Seven-Member Creditors' Committee SIGNET UK: Moody's Withdraws Ba1 Corp Family Rating, Outlook Stable SNOWFLAKE COMMUNITY: Agent Asserts Lewis Roca Application Lacking SPECTRASCIENCE INC: 2nd Qtr Report Filed; Loses Continue to Mount SPECTRUM ACADEMY: S&P Assigns 'BB+' Rating on $17.92MM Bonds SPECTRUM ANALYTICAL: Ford Seeks Stay Relief for 2 Vehicles SPIRIT REALTY: S&P Affirms 'BB' CCR & Revises Outlook to Positive SRP PLAZA: Court Approved Extension of Automatic Stay STEREOTAXIS INC: Reports 2015 Second Quarter Financial Results STONEWALL FARM: Case Summary & 3 Largest Unsecured Creditors SULLIVAN INT'L: Sullivan Hill OK'd as General Bankruptcy Counsel SULLIVAN INTERNATIONAL: 3C Advisors Approved as Financial Advisor TALOS ENERGY: S&P Raises Corp. Credit Rating to 'B', Outlook Stable TELKONET INC: Posts $523,500 Net Income for Second Quarter TEMBEC INC: S&P Revises Outlook to Negative & Affirms 'B-' CCR TOWNSQUARE MEDIA: S&P Affirms 'B' CCR, Outlook Stable TRANS-LUX CORP: Incurs $582,000 Net Loss in Second Quarter TRANSGENOMIC INC: Reports Second Quarter 2015 Financial Results VERMILLION INC: Incurs $4.8 Million Net Loss in Second Quarter VUZIX CORP: Posts $2.70 Million Net Loss for Second Quarter WALTER ENERGY: Files 2015.3 Report With Bankruptcy Court WAVE SYSTEMS: Gets NASDAQ Listing Non-Compliance Notice WILTON BRANDS: Moody's Cuts Probability of Default Rating to Ca-PD WILTON HOLDINGS: S&P Lowers CCR to 'CC', Outlook Remains Negative ZUCKER GOLDBERG: Has Interim OK to Use Chase Cash Collateral [*] Fitch: Mixed Creditor Recovery Rates for Healthcare, Food Cos. ********* ACCENTIA BIOPHARMACEUTICALS: KCG Americas Reports 13.7% Stake ------------------------------------------------------------- KCG Americas LLC disclosed in a Schedule 13G/A filing with the Securities and Exchange Commission that it may be deemed to beneficially own 12,285,257 shares -- or roughly 13.69% -- of the common stock of Accentia Biopharmaceuticals, Inc. About Accentia Biopharmaceuticals Headquartered in Tampa, Florida, Accentia Biopharmaceuticals, Inc. (PINK: "ABPI") -- http://www.Accentia.net/-- is a biotechnology company that is developing Revimmune as a system of care for the treatment of autoimmune diseases. Through subsidiary, Biovest International, Inc., it is developing BiovaxID as a therapeutic cancer vaccine for treatment of follicular non-Hodgkin's lymphoma (FL) and mantle cell lymphoma (MCL). Through subsidiary, Analytica International, Inc., it conducts a health economics research and consulting business, which it market to the pharmaceutical and biotechnology industries, using its operating cash flow to support its corporate administration and product development activities. Accentia BioPharmaceuticals and nine affiliates filed for Chapter 11 protection (Bankr. M.D. Fla. Lead Case No. 08-17795) on Nov. 10, 2008. Accentia emerged from bankruptcy on Nov. 17, 2012, after receiving confirmation of a reorganization plan on Nov. 2, 2010. The Company incurred a net loss of $9.18 million for the year ended Sept. 30, 2012, compared with a net loss of $15.65 million during the prior year. The Company's balance sheet at Dec. 31, 2012, showed $2.81 million in total assets, $89.21 million in total liabilities, and a $86.39 million total stockholders' deficit. Accentia Biopharmaceuticals last delivered financial reports to the Securities and Exchange Commission in February 2013. In a Form NT 10-Q filed in June 2013, the Company said that, due to its lack of operating funds and decrease in personnel, it "is unable to complete and timely file its Quarterly Report on Form 10-Q for period ended June 30, 2013 due on August 14, 2013." ALPHA NATURAL: Can Employ KCC as Claims Agent --------------------------------------------- Alpha Natural Resources, Inc., et al., sought and obtained authority from the U.S. Bankruptcy Court for the Eastern District of Virginia, Richmond Division, to employ Kurtzman Carson Consultants, LLC, as claims and noticing agent. The Debtors have obtained and reviewed engagement proposals from four other well-respected claims, ballot and noticing agents commonly retained in large Chapter 11 cases to ensure selection through a competitive process. Moreover, the Debtors submit, based on all engagement proposals obtained and reviewed, that KCC's rates are competitive and reasonable given KCC's quality of services and expertise. Although the Debtors have not yet filed their schedules of assets and liabilities, they anticipate that the Chapter 11 cases will involve many thousands of potential creditors and other parties in interest and, thus, likely will impose heavy administrative burdens upon the Court and the Office of the Clerk of the Court. In view of the anticipated number of creditors, the Debtors submit that the appointment of KCC: (a) will (i) relieve the Debtors, the Court and the Clerk's Office of substantial administrative burdens and/or related costs, (ii) expedite the service of notices and pleadings, (iii) streamline the claims administration and vote solicitation and tabulation processes, (iv) otherwise promote the efficient administration of these cases; and (b) is otherwise in the best interests of both the Debtors' estates and parties in interest. KCC agrees to charge the Company for its services, expenses and supplies at the rates set by KCC in accordance with the KCC Fee Structure. The KCC Fee Structure was not include in publicly available court filings. Prior to the Petition Date, the Debtors provided KCC a retainer in the amount of $50,000. About Alpha Natural Alpha Natural -- http://www.alphanr.com/-- is a coal supplier, ranked second largest among publicly traded U.S. coal producers as measured by 2014 consolidated revenues of $4.3 billion. Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896) and its affiliates filed separate Chapter 11 bankruptcy petitions on Aug. 3, 2015, listing $9.9 billion in total assets as of June 30, 2015, and $7.3 billion in total liabilities as of June 30, 2015. The petition was signed by Richard H. Verheij, executive vice president, general counsel and corporate secretary. Judge Kevin R. Huennekens presides over the case. David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson, Esq., at Jones Day serve as the Debtors' general counsel. Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III, Esq., and Justin F. Paget, Esq., serve as the Debtors' local counsel. Rothschild Group is the Debtors' financial advisor. Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker. Kurtzman Carson Consultants, LLC, is the Debtors' claims and noticing agent. ALPHA NATURAL: Court Issues Joint Administration Order ------------------------------------------------------ Judge Kevin R. Huennekens of the U.S. Bankruptcy Court for the Eastern District of Virginia, Richmond Division, issued an order directing joint administration of the Chapter 11 cases of Alpha Natural Resources, Inc., and its debtor affiliates under lead case no. 15-33896. About Alpha Natural Alpha Natural -- http://www.alphanr.com-- is a coal supplier, ranked second largest among publicly traded U.S. coal producers as measured by 2014 consolidated revenues of $4.3 billion. Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896) and its affiliates filed separate Chapter 11 bankruptcy petitions on Aug. 3, 2015, listing $9.9 billion in total assets as of June 30, 2015, and $7.3 billion in total liabilities as of June 30, 2015. The petition was signed by Richard H. Verheij, executive vice president, general counsel and corporate secretary. Judge Kevin R. Huennekens presides over the case. David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson, Esq., at Jones Day serve as the Debtors' general counsel. Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III, Esq., and Justin F. Paget, Esq., serve as the Debtors' local counsel. Rothschild Group is the Debtors' financial advisor. Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker. Kurtzman Carson Consultants, LLC, is the Debtors' claims and noticing agent. ALPHA NATURAL: Has Interim Approval of Equity Transfer Protocol --------------------------------------------------------------- Judge Kevin R. Huennekens of the U.S. Bankruptcy Court for the Eastern District of Virginia, Richmond Division, gave Alpha Natural Resources, Inc., et al., interim authority to establish notice and objection procedures for transfers of equity securities. The Debtors propose that any person or entity who currently is or becomes a Substantial Equityholder must file with the Court a notice of that status. A "Substantial Equityholder" is any person or entity that beneficially owns at least 10,013,004 shares, representing approximately 4.5% of the 222,511,210 issued and outstanding shares of common stock, of ANR. The final hearing to consider entry of an order granting the relief requested in the motion on a final basis will be held on Sept. 1, 2015, at 11:00 a.m. (ET). Any objection must be filed on or before Aug. 25. About Alpha Natural Alpha Natural -- http://www.alphanr.com-- is a coal supplier, ranked second largest among publicly traded U.S. coal producers as measured by 2014 consolidated revenues of $4.3 billion. Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896) and its affiliates filed separate Chapter 11 bankruptcy petitions on Aug. 3, 2015, listing $9.9 billion in total assets as of June 30, 2015, and $7.3 billion in total liabilities as of June 30, 2015. The petition was signed by Richard H. Verheij, executive vice president, general counsel and corporate secretary. Judge Kevin R. Huennekens presides over the case. David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson, Esq., at Jones Day serve as the Debtors' general counsel. Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III, Esq., and Justin F. Paget, Esq., serve as the Debtors' local counsel. Rothschild Group is the Debtors' financial advisor. Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker. Kurtzman Carson Consultants, LLC, is the Debtors' claims and noticing agent. AMERICAN EAGLE ENERGY: Bids for Oil & Gas Assets Due Sept. 2 ------------------------------------------------------------ The U.S. Bankruptcy Court in Colorado has authorized American Eagle Energy Corporation to enter into a stalking horse purchase agreement with an ad hoc group of bondholders, approved bidding and auction procedures in connection with the sale of the assets, and established a sale hearing date, which is currently set for Sept. 10, 2015. In July 2015, less than three months after the Petition Date, American Eagle Energy agreed to terms with four bondholders, who collectively own or manage in excess of 50% of the par value of the Bonds to enter into an agreement related to the proposed sale of substantially all of the Company's oil and gas properties and related assets for $70 million. On July 23, 2015, the Bankruptcy Court approved the order authorizing the entry into the Stalking Horse Purchase Agreement, approved the bidding and auction procedures in connection with the sale of the assets, and established the sale hearing date. Upon the entry by the Bankruptcy Court of such order, the parties contemporaneously entered into the Stalking Horse Purchase Agreement. "With the assistance of our financial advisors, we will solicit additional qualified bids for these assets, consistent with the bidding and auction procedures approved by the Bankruptcy Court. A qualified bid is one that is not less than $250,000 in excess of the $70 million stalking horse bid. The deadline for submitting qualifying bids is September 2, 2015," the Company said. About American Eagle Energy Littleton, Colorado-based American Eagle Energy Corporation is engaged in the acquisition, exploration and development of oil and gas properties. The Company is primarily focused on extracting proved oil reserves from those properties. American Eagle Energy Corporation and its wholly-owned subsidiary, AMZG, Inc., filed on May 8, 2015, voluntary petitions (Bankr. D. Colo., Case No. 15-15073). The case is assigned to Judge Howard R. Tallman. On May 13, 2015, Judge Tallman granted the Debtors' request for joint administration. On May 11, 2015, the Company received notice from the NYSE MKT LLC that the NYSE MKT had suspended the Company's common stock from trading immediately and determined to commence proceedings to delist the Company's common stock. Prior to being delisted, the Company's common stock traded on the NYSE MKT under the trading symbol "AMZG." On May 12, the Company's common stock commenced trading over-the-counter on the OTC Markets Group Inc.'s OTC Pink(R) marketplace, under the trading symbol "AMZGQ". The Debtors are represented by Elizabeth A. Green, Esq., at Baker & Hostetler LLP, in Orlando, Florida. The U.S. Trustee has appointed an official committee of unsecured creditors. AMERICAN EAGLE ENERGY: Net Loss Widens to $92.7M in Q2 2015 ----------------------------------------------------------- American Eagle Energy Corporation filed with the Securities and Exchange Commission its second quarter financial report on Form 10-Q for the quarterly period ended June 30, 2015. For the three-month period ended June 30, 2015, American Eagle Energy reported oil and gas sales of $7,141,000, compared to $16,463,000 for the same period in 2014. For the six-month period ended June 30, 2015, American Eagle Energy reported oil and gas sales of $14,015,000, compared to $29,008,000 for the same period in 2014. American Eagle Energy said net loss widened to $92,736,000 for the three-month period ended June 30, 2015, from $3,900,000 during the same period in 2014. Net loss also widened to $143,409,000 for the six-month period ended June 30, 2015, from $4,928,000 during the same period in 2014. As of June 30, 2015, the Company's liabilities exceed its assets by approximately $95.7 million. In addition, the Company is in default under the terms of the Indenture related to its outstanding Bonds, as a result of paying only a portion of the interest that was due on the Bonds as of March 31, 2015, as well as the failure to meet or maintain a number of financial ratios required by the Bond Indenture. American Eagle also noted that the sharp decline in oil prices that occurred during the latter part of 2014, and the continued depressed pricing, has materially reduced the revenues that were generated from the sale of the Company's oil and gas production volumes during that period, which, in turn, negatively affected the Company's year-end working capital balance. The potential for future oil prices to remain at their current price levels for an extended period of time raises substantial doubt regarding the Company's ability to continue as a going concern. A copy of the Second Quarterly Report on Form 10-Q is available at http://is.gd/QryYAz About American Eagle Energy Littleton, Colorado-based American Eagle Energy Corporation is engaged in the acquisition, exploration and development of oil and gas properties. The Company is primarily focused on extracting proved oil reserves from those properties. American Eagle Energy Corporation and its wholly-owned subsidiary, AMZG, Inc., filed on May 8, 2015, voluntary petitions (Bankr. D. Colo., Case No. 15-15073). The case is assigned to Judge Howard R. Tallman. On May 13, 2015, Judge Tallman granted the Debtors' request for joint administration. On May 11, 2015, the Company received notice from the NYSE MKT LLC that the NYSE MKT had suspended the Company's common stock from trading immediately and determined to commence proceedings to delist the Company's common stock. Prior to being delisted, the Company's common stock traded on the NYSE MKT under the trading symbol "AMZG." On May 12, the Company's common stock commenced trading over-the-counter on the OTC Markets Group Inc.'s OTC Pink(R) marketplace, under the trading symbol "AMZGQ". The Debtors are represented by Elizabeth A. Green, Esq., at Baker & Hostetler LLP, in Orlando, Florida. The U.S. Trustee has appointed an official committee of unsecured creditors. AMERICAN EAGLE ENERGY: Wants Plan Exclusivity Extended to October ----------------------------------------------------------------- American Eagle Energy Corporation has not yet filed a plan of reorganization with the Bankruptcy Court. The Company has the exclusive right to file a plan of reorganization through and including September 5, 2015, and to solicit votes on such a plan if filed by such date through and including November 4, 2015, subject to the ability of parties in interest to file motions seeking to terminate the Company's exclusive periods, as well as the Company's right to seek further extensions of such periods. The Company filed a motion seeking such an extension on July 17, 2015, which seeks to extend the September 5, 2015 exclusive period to file a plan until October 15, 2015, and the period to solicit acceptances of such plan from November 4, 2015 to December 14, 2015. The Company has a right to seek further extensions of such exclusive periods, subject to the statutory limit of 18 months from the Petition Date in the case of filing a plan and 20 months in the case of soliciting and obtaining acceptances of such a plan. The Company noted that implementation of a plan of reorganization is subject to confirmation of the plan by the Bankruptcy Court in accordance with the provisions of the Bankruptcy Code, and the occurrence of the effective date under the plan. At this time, it is uncertain as to when or if a plan of reorganization will be filed with the Bankruptcy Court or whether such plan will be confirmed and become effective. About American Eagle Energy Littleton, Colorado-based American Eagle Energy Corporation is engaged in the acquisition, exploration and development of oil and gas properties. The Company is primarily focused on extracting proved oil reserves from those properties. American Eagle Energy Corporation and its wholly-owned subsidiary, AMZG, Inc., filed on May 8, 2015, voluntary petitions (Bankr. D. Colo., Case No. 15-15073). The case is assigned to Judge Howard R. Tallman. On May 13, 2015, Judge Tallman granted the Debtors' request for joint administration. On May 11, 2015, the Company received notice from the NYSE MKT LLC that the NYSE MKT had suspended the Company's common stock from trading immediately and determined to commence proceedings to delist the Company's common stock. Prior to being delisted, the Company's common stock traded on the NYSE MKT under the trading symbol "AMZG." On May 12, the Company's common stock commenced trading over-the-counter on the OTC Markets Group Inc.'s OTC Pink(R) marketplace, under the trading symbol "AMZGQ". The Debtors are represented by Elizabeth A. Green, Esq., at Baker & Hostetler LLP, in Orlando, Florida. The U.S. Trustee has appointed an official committee of unsecured creditors. AMERICAN STANDARD: Has Until Aug. 31 to File Schedules ------------------------------------------------------ Judge Ronald B. King of the U.S. Bankruptcy Court for the Western District of Texas, Midland Division, extended the time within which American Standard Energy Corp., et al., may file their schedules of assets and liabilities and statements of financial affairs to and including Aug. 31, 2015. American Standard Energy, Corp. and American Standard Energy Corp. filed Chapter 11 bankruptcy petitions (Bankr. W.D. Tex. Case Nos. 15-70104 and 15-70105) on Aug. 3, 2015. Steven Person signed the petition as president. The Debtors disclosed total assets of at least $40 million and total debts of $53 million as of July 31, 2015. Loeb & Loeb LLP serves as the Debtors' counsel. The cases are assigned to Judge Ronald B. King. AMPLIPHI BIOSCIENCES: Posts $8.9 Million Net Income for Q2 ---------------------------------------------------------- Ampliphi Biosciences Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income attributable to common stockholders of $8.9 million on $102,000 of revenue for the three months ended June 30, 2015, compared to net income attributable to common stockholders of $13.5 million on $101,000 of revenue for the same period in 2014. For the six months ended June 30, 2015, the Company reported a net loss attributable to common stockholders of $5.8 million on $204,000 of revenue compared to net income attributable to common stockholders of $1.9 million on $205,000 of revenue for the same period during the prior year. As of June 30, 2015, the Company had $36.3 million in total assets, $19.2 million in total liabilities, $4 million in series B redeemable convertible preferred stock, and total stockholders' equtiy of $13 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/l1e1Cp About AmpliPhi AmpliPhi Biosciences Corp. is a biopharmaceutical company that develops bacteriophage-based therapeutics. It also develops an internally generated pipeline of naturally occurring viruses called bacteriophage (Phage) for the treatment of bacterial infection, such as drug-resistant strains of bacteria that are commonly found in the hospital setting. The company's Phage discovery also focuses on acute & chronic lung, sinus and gastrointestinal infections. AmpliPhi Biosciences was founded in March 1989 and is headquartered in Glen Allen, Virginia. The Company reported net income attributable to common stockholders of $21.82 million for the year ended Dec. 31, 2014, compared to a net loss attributable to common stockholders of $65.2 million for the year ended Dec. 31, 2013. ANNA'S LINEN: Lender Says Parties Still in Discussion on DIP Terms ------------------------------------------------------------------ Salus Capital Partners, LLC, filed a preliminary response to (I) the various objections to Anna's Linens, Inc.'s motion for entry of interim and final orders (i) authorizing the Debtor to (a) obtain postpetition financing, and (b) utilize cash collateral; and (II) informal issues raised by the Official Committee of Unsecured Creditors. According to Salus, it is in discussion with the Debtor, the Committee regarding the terms of a final order that would be acceptable to all of the parties and could be submitted to the Court. In the event the parties reach an agreement, and submit an agreed final order, such final order will address substantially all of the DIP objections. In the event the parties are unable to reach an agreement prior to the final hearing, the parties intend to seek a short continuance of the final hearing in order to finalize discussions, or brief the issues related to the final order. Salus serves as administrative and collateral agent pursuant to that certain senior secured super-priority debtor-in-possession credit agreement by and among the Debtor, the lenders party thereto. As reported in the Troubled Company Reporter on July 27, 2015, Shewak Lajwanti Home Fashions, Inc. and its affiliated creditors asked the Court to deny the the DIP financing motion and the assumption motion that the Debtor has filed. Counsel to the objectors, Steven T. Gubner, Esq., at Ezra Brutzkus Gubner LLP, in Woodland Hills, California, relates that by the DIP financing motion, the Debtor sought approval to obtain an $80 million senior secured super-priority revolving credit facility from the DIP Lenders, the proceeds of which will be used solely to: (a) extinguish certain prepetition obligations in the amount of approximately $66.425 million, consisting of approximately (1) $63 million in principal and interest, (2) $3.2 million in early termination fees, and (3) $225,000 in credit monitoring fees; (b) pay fees, costs and expenses in connection with the DIP financing agreement, including payment of the Agent's and DIP Lender's reasonable attorney's fees and other out of pocket expenses; (c) pay Debtor's postpetition operating expenses incurred in the ordinary course of business; (d) pay costs and expenses of administration of the Chapter 11 case, including payment of the Debtor's professional fees; and, (e) pay other amounts as specified in the approved budget or operative documentation and allowed by the Bankruptcy Court, in the case of (c) through (e), in amounts and categories consistent with the approved budget. Given these set-up, Mr. Gubner told the Court, the DIP financing will ultimately provide the Debtor with only $13.6 million of new money. Mr. Gubner added that the DIP Financing is also subject to borrowing and availability limitations that may further reduce, or completely eliminate, the New Money available to the Debtor by virtue of the DIP Financing. Mr. Gubner asserted that Shewak Lajwanti and related creditors, referred to as the Vendors, file their objection because it appears that the DIP financing motion and related motion are intended to be vehicles for Salus Capital Partners, LLC, as agent for the DIP lenders, to foreclose on prepetition collateral quickly; to shift the expenses (including out of pocket expenses and attorneys' fees) of that foreclosure to the estate's general unsecured creditors, while simultaneously encumbering free-and-clear assets that should be liquidated for the benefit of the estate's general unsecured creditors. Mr. Gubner further argued that the Motions unreasonably seek to give the DIP Lenders an interest in Chapter 5 causes of action to the detriment of unsecured creditors. He adds that the Agent and the DIP Lenders are to receive general releases from the estate and parties-in-interest of any and all claims against them (including those under section 506(c) of the Bankruptcy Code). Mr. Gubner said that even more concerning, the Debtor ask that all of the foregoing be approved before the Debtor's filings of its schedules or any disclosure of any analysis of the potential challenges to the Agent's or DIP Lender's liens or claims or the potential recovery actions against the Agent and the DIP lender. Salus is represented by: Howard J. Steinberg, Esq. GREENBERG TRAURIG, LLP 1840 Century Park East, Suite 1900 Los Angeles, CA 90067 Tel: (310) 586-7700 Fax: (310) 586-7800 Nancy A. Mitchell, Esq. GREENBERG TRAURIG, LLP 200 Park Avenue New York, NY 10166 Tel: (212) 801-9200 Fax: (212) 801-6400 About Anna's Linens Anna's Linens is a specialty retailer offering home textiles, furnishings and decor at attractive prices. Headquartered in Costa Mesa, California, operates a chain of 268 company owned retail stores throughout 19 states in the United States (including Puerto Rico and Washington, D.C.) generates over $300 million in annual revenue and employs a workforce of over 2,500 associates. Anna's Linens sought Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 15-13008) in Santa Ana, California, on June 14, 2015. The case is assigned to Judge Theodor Albert. The Debtor tapped Levene, Neale, Bender, Yoo & Brill LLP as counsel. The Debtor estimated assets of $50 million to $100 million and debt of $100 million to $500 million. The U.S. trustee overseeing the Chapter 11 case of Anna's Linens Inc. appointed seven creditors to serve on the official committee of unsecured creditors. ANNA'S LINEN: Supplements Bid to Hire PricewaterhouseCoopers ------------------------------------------------------------ Anna's Linens, Inc., supplemented its application to employ PricewaterhouseCoopers LLP as financial advisor, to include amendments to indemnification provisions under the heading Limitations of Liability. The application was filed with the Court on July 9, 2015. The Debtor noted that after discussion with the Committee and PwC, the Debtor modifies the indemnification provisions as: a. PwC will not be entitled to indemnification, contribution or reimbursement pursuant to the engagement agreement for services, unless such services and the indemnification, contribution or reimbursement are approved by the Court; b. the Debtor will have no obligation to indemnify PwC, or provide contribution or reimbursement to PwC, for any claim or expense that is either: (i) judicially determined (the determination having become final) to have arisen from PwC's gross negligence, fraud, willful misconduct, breach of fiduciary duty, if any, bad faith or self-dealing; (ii) for a contractual dispute in which the Debtor alleges the breach of PwC's contractual obligations, unless the Court determines that indemnification, contribution or reimbursement would be permissible pursuant to In re United Artists Theatre Co., 315 F.3d 217 (3d Cir. 2003); or (iii) settled prior to a judicial determination as to the exclusions set forth in clauses (i) and (ii) above, but determined by this Court, after notice and a hearing, to be a claim or expense for which PwC should not receive indemnity, contribution or reimbursement under the terms of the engagement agreement as modified by the order. A copy of the supplement is available for free at http://bankrupt.com/misc/AnnasLinens_318_supp_employPwC_.pdf About Anna's Linens Anna's Linens is a specialty retailer offering home textiles, furnishings and decor at attractive prices. Headquartered in Costa Mesa, California, operates a chain of 268 company owned retail stores throughout 19 states in the United States (including Puerto Rico and Washington, D.C.) generates over $300 million in annual revenue and employs a workforce of over 2,500 associates. Anna's Linens sought Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 15-13008) in Santa Ana, California, on June 14, 2015. The case is assigned to Judge Theodor Albert. The Debtor tapped Levene, Neale, Bender, Yoo & Brill LLP as counsel. The Debtor estimated assets of $50 million to $100 million and debt of $100 million to $500 million. The U.S. trustee overseeing the Chapter 11 case of Anna's Linens Inc. appointed seven creditors to serve on the official committee of unsecured creditors. APPLIED MINERALS: Appoints Chris Carney Chief Financial Officer --------------------------------------------------------------- Applied Minerals, Inc., has appointed Chris Carney as chief financial officer for the Company. Mr. Carney will replace Nat Krishnamurti who has resigned to pursue another professional opportunity. Since 2012 Mr. Carney has been vice president of Business Development for Applied Minerals. From 2009 through 2012, he was the interim chief financial officer of the Company, instrumental in the successful transition from Atlas Mining to Applied Minerals. Mr. Carney graduated with a BA in Computer Science from Lehman College and an MBA in Finance from Tulane University. "It has been a privilege to be part of the Applied Minerals management team for the past three years," said Mr. Krishnamurti. As I take on another professional opportunity, I wish the Company continued success." John Levy, Chairman of Applied Minerals, stated: "On behalf of our board and management team, I would like to thank Nat for his service and contributions over the past several years and wish him success in his new endeavor. We welcome Chris Carney back to the position of CFO. We are pleased to have someone with his financial experience and understanding of our business assume this important role as the Company progresses on the commercialization front." About Applied Minerals New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a leading global producer of halloysite clay used in the development of advanced polymer, catalytic, environmental remediation, and controlled release applications. The Company operates the Dragon Mine located in Juab County, Utah, the only commercial source of halloysite clay in the western hemisphere. Halloysite is an aluminosilicate clay that forms naturally occurring nanotubes. Applied Minerals reported a net loss of $10.3 million in 2014, a net loss of $13.06 million in 2013 and a net loss of $9.73 million in 2012. As of Dec. 31, 2014, the Company had $18.5 million in total assets, $26 million in total liabilities, and a $7.51 million total stockholders' deficit. ASSOCIATED WHOLESALERS: Needs Until Dec. 3 to Remove Actions ------------------------------------------------------------ ADI Liquidation, Inc., f/k/a AWI Delaware, Inc., et al., ask the United States Bankruptcy Court for the District of Delaware to extend the period within which they may remove civil actions through and including December 3, 2015. The Debtors explain that an extension of the deadline to remove actions will further permit their management and professionals to continue to focus on the administration of the Chapter 11 cases and the negotiation of a consensual Chapter 11 plan, while at the same time allowing the Debtors sufficient opportunity to evaluate the actions to determine whether removal is appropriate. In addition, the Debtors tell the Court that they do not believe that any of their adversaries will be prejudiced by the extension requested because each of the actions is stayed by operation of Section 362 (a) of the Bankruptcy Code. The requested extension will not prejudice the rights of other parties, the Debtors assure the Court. The Court will convene a hearing on September 17, 2015 at 1:00 p.m., to consider approval of the extension request. The Debtors are represented by: Mark Minuti, Esq. SAUL EWING LLP 222 Delaware Avenue, Suite 1200 P.O. Box 1266 Wilmington, DE 19899 Tel: (302) 421-6840 Fax: (302) 421-5873 mminuti@saul.com -- and -- Jeffrey C. Hampton, Esq. Monique B. DiSabatino, Esq. SAUL EWING LLP Centre Square West 1500 Market Street, 38th Floor Philadelphia, PA 19102 Tel: (215) 972-7777 Fax: (215) 972-7725 jhampton@saul.com mdisabatino@saul.com About Associated Wholesalers Founded in 1962 and headquartered in Robesonia, Pennsylvania, Associated Wholesalers Inc. serviced 800 supermarkets, specialty stores, convenience stores and superettes with grocery, meat, produce, dairy, frozen foods and general merchandise/health and beauty care products. AWI, with distribution facilities in Robesonia, Pennsylvania, and York, Pennsylvania, served the mid-Atlantic United States. AWI is owned by its 500 retail members, who in turn operate supermarkets. AWI had 1,459 employees. White Rose Inc. is a food wholesaler and distributor serving the greater New York metropolitan area. The company traces its origins to 1886, when brothers Joseph and Sigel Seeman founded Seeman Brothers & Doremus to provide grocery deliveries throughout New York City. White Rose carries out its operations through three leased warehouse and distribution centers, two of which are located in Carteret, New Jersey, and one in Woodbridge, New Jersey. White Rose has 777 employees. Associated Wholesalers and its affiliates sought Chapter 11 bankruptcy protection on Sept. 9, 2014, to sell their assets under 11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and better offers. The Debtors were granted joint administration of their Chapter 11 cases for procedural purposes, under the lead case of AWI Delaware, Inc., Bankr. D. Del. Case No. 14-12092. As of the Petition Date, the Debtors owe the Bank Group (consisting of lenders, Bank of America, N.A., Bank of American Securities LLC as sole lead arranger and joint book runner, Wells Fargo Capital Finance, LLC as joint book runner and syndication agent, and RBS Capita, as documentation agent) an aggregate principal amount of not less than $131,857,966 (inclusive of outstanding letters of credit), plus accrued interest. The Debtors estimate trade debt of $72 million. AWI Delaware disclosed $11,440 in assets and $125,112,386 in liabilities as of the Chapter 11 filing. Saul Ewing LLP and Rhoads & Sinon LLP are serving as legal advisors to the Debtors, Lazard Middle Market is serving as financial advisor, and Carl Marks Advisors is serving as restructuring advisor to AWI. Carl Marks' Douglas A. Booth has been tapped as chief restructuring officer. Epiq Systems serves as the claims agent. The Official Committee of Unsecured Creditors tapped to retain Hahn & Hessen LLP as its lead counsel; Pepper Hamilton LLP as its co-counsel; and Capstone Advisory Group, LLC, together with its wholly-owned subsidiary Capstone Valuation Services, LLC, as its financial advisors. The Troubled Company Reporter, on Nov. 5, 2014, reported that the Bankruptcy Court authorized Associated Wholesalers, which changed its name to AWI Delaware, Inc., prior to the approval of the sale, to sell substantially all of its assets, including their White Rose grocery distribution business, to C&S Wholesale Grocers, Inc. The C&S purchase price consists of the lesser of the amount of the bank debt, which totals about $18.1 million and $152 million, plus other liabilities, which amount is valued at $194 million. C&S, according to Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, ended up paying $86.5 million more cash to be anointed as the winner at the auction. AWI Delaware notified the Bankruptcy Court on Nov. 12, 2014, that closing occurred in connection with the sale of their assets to C&S. AWI Delaware subsequently changed its name to ADI Liquidation, Inc., following the closing of the sale. BAHA MAR: US Trustee to Schedule Another 341 Meeting ---------------------------------------------------- The U.S. trustee overseeing the Chapter 11 cases of Baha Mar Enterprises Ltd. and its affiliated debtors will continue the meeting of creditors to another date, which is yet to be determined by the agency. The bankruptcy watchdog held a meeting of creditors on August 3, 2015, according to the case docket for Baha Mar. The court overseeing the bankruptcy case of a company schedules the meeting of creditors usually about 30 days after the bankruptcy petition is filed. The meeting is called the "341 meeting" after the section of the Bankruptcy Code that requires it. A representative of the company is required to appear at the meeting and answer questions under oath. The meeting is presided over by the U.S. trustee, the Justice Department's bankruptcy watchdog. About Baha Mar Orlando, Florida-based Northshore Mainland Services Inc., Baha Mar Enterprises Ltd., and their affiliates sought protection under Chapter 11 of the Bankruptcy Code on June 29, 2015 (Bankr. D.Del., Case No. 15-11402). 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. The case is assigned to Judge Kevin J. Carey. The Debtors are represented by 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 counselare 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' special litigation counsel is Kobre & Kim LLP. The Debtors' construction counsel is Glaser Weil Fink Howard Avchen & Shapiro LLP. The Debtors' investment banker and financial advisor is Moelis Company LLC. The Debtors' claims and noticing agent is Prime Clerk LLC. BANKERS' BANCORPORATION: Louisiana Bank to Take Control of Unit --------------------------------------------------------------- Patrick Fitzgerald, writing for Dow Jones' Daily Bankruptcy Review, reported that First National Bankers Bank of Louisiana is buying a bank-holding company's stake in its Florida bank subsidiary, Independent Bankers' Bank of Florida, for $1.9 million after no rival bidders emerged. According to the report, lawyers for Bankers' Bancorporation of Florida Inc. said they were calling off a bankruptcy auction for the holding company's stake in Bankers' Bank in a filing in U.S. Bankruptcy Court in Orlando. Lake Mary, Florida-based Bankers' Bancorporation of Florida Inc., sought protection under Chapter 11 of the Bankruptcy Code on June 29, 2015 (Bankr. M.D. Fla., Case No. 15-05642). The Debtor's counsel is Ryan E Davis, Esq., at Winderweedle Haines Ward & Woodman PA, in Orlando, Florida. BELDEN INC: Moody's Revises Outlook to Neg. & Affirms Ba2 CFR ------------------------------------------------------------- Moody's Investors Service revised Belden Inc.'s ratings outlook to negative from stable. Moody's also affirmed Belden's Ba2 corporate family rating, Ba2-PD probability of default rating, Baa3 senior secured bank credit facility rating, Ba3 ratings on the senior subordinated notes and SGL-2 speculative grade liquidity rating. Ratings Rationale The revision of the ratings outlook to negative from stable is driven by recent softness in the company's Broadcasting and Industrial Connectivity reporting segments and expectation of continued softness in the near term. Given Belden's relatively high leverage, ratings are sensitive to performance declines. Although Belden has taken costs out of the business and operating margins have improved, revenue challenges are expected to continue. The Ba2 CFR continues to reflect Belden's leading positions within segments of the enterprise, broadcast, industrial cabling, connectivity and networking product markets, which can produce solid operating margins and good free cash flow. The ratings are tempered by Belden's high leverage and acquisition appetite. Debt to EBITDA (approximately 4.3x pro forma for recent acquisitions and excluding certain one-time costs and 4.9x including those costs) is very high compared to other Ba rated manufacturing peers of similar size. Though Belden's pursuit of growth through business acquisitions has contributed to increased leverage over time, it has also resulted in more diversified sources of revenue as compared to the original cabling business and expanded its number of higher margin businesses lines, as well as substantially increasing its scale. Belden is cyclical however and the impact on revenues, EBITDA and leverage can be magnified during economic downturns. Given the high leverage and cyclicality, Belden is considered weakly positioned in the Ba2 rating category. Moody's expects that management will trim costs and curtail acquisition and share repurchase activity in the face of an economic downturn. Liquidity as reflected in the SGL-2 rating is good based on an estimated $208 million of cash as of June 28, 2015, access to a $400 million revolving credit facility (approximately $110 million available) and expectations of continued strong free cash flow. The ratings could be upgraded if Tripwire acquisition integration and cost reduction initiatives succeed and performance stabilizes such that leverage is sustained below 4x while maintaining very strong cash balances. The ratings could be downgraded if performance deteriorates from integration challenges, economic conditions or market share losses or if leverage exceeds 4.75x on other than a temporary basis. Outlook Actions: Issuer: Belden Inc. Outlook, Changed To Negative From Stable Affirmations: Issuer: Belden Inc. Corporate Family Rating, Affirmed Ba2 Probability of Default Rating, Affirmed Ba2-PD Speculative Grade Liquidity Rating, Affirmed SGL-2 Senior Subordinated Regular Bond/Debenture, Affirmed Ba3 (LGD4) Senior Secured Term Loan Facility, Affirmed Baa3 (LGD2) The principal methodology used in these ratings was Global Manufacturing Companies published in July 2014. Belden Inc. is a leading designer and manufacturer of connectivity and signal transmission products for the global network communication and specialty electronic marketplaces with trailing twelve month revenues of $2.4 billion. The company is headquartered in St. Louis, Missouri. BOOMERANG SYSTEMS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Boomerang Systems, Inc. 15-11729 30 A Vreeland Road, Suite 150 Florham Park, NJ 07932 Boomerang Sub, Inc. 15-11731 Boomerang USA Corp. 15-11732 Boomerang MP Holdings Inc. 15-11733 Type of Business: Markets, designs, engineers, manufactures, installs and services its automated parking systems in the United States and Canada. Chapter 11 Petition Date: August 18, 2015 Court: United States Bankruptcy Court District of Delaware (Delaware) Judge: Hon. Mary F. Walrath Debtors' TOGUT, SEGAL & SEGAL LLP General One Penn Plaza, Suite 3335 Bankruptcy New York, NY 10119 Counsel: Tel: (212) 594-5000 Fax: (212) 967-4258 Debtors' Joseph J. McMahon, Jr., Esq. Local CIARDI, CIARDI & ASTIN Bankruptcy 1204 N. King Street Counsel: Wilmington, DE 19801 Tel: 302-658-1100 Fax: 302-658-1300 Email: jmcmahon@ciardilaw.com Debtors' BERG & ANDROPHY Special Litigation Counsel: Debtors' GARDEN CITY GROUP, LLC Claims and P.O. Box 10232 Noticing Dublin, OH 43017-5732 Agent: Tel: (877) 940-9491 Total Assets: $6.7 million Total Debts: $21.9 million The petition was signed by James V. Gelly, chief executive officer. Consolidated List of Debtors' 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ JBT Trade Debt $625,285 JB Technologies- Chalfont Lockbox Number 773993 350 East Deven Avenue Itasca IL 60143 Attn: Joh Schueren Tel: 215-822-4460 Fax: 215-822-4553 IC, LLC Arbitration $258,315 2200 Biacayne Blvd. Settlement Miami, FL 33137 Payment Tel: 305-696-8330 Fax: 305-696-9038 William S. Clarke Trade Debt $214,229 H. Robert Holmes 6% Convertible $200,000 Note Quay Consulting, LLC Trade Debt $175,389 Graham Curtin Trade Debt $135,664 Xaples, Inc. Trade Debt $101,824 San Gabriel Fund, LLC 6% Convertible Note $100,000 JMW Fund, LLC 6% convertible Note $100,000 Infragistics Corporate Trade Debt $90,737 Headquarters Galaxy Intelligentia Pvt. Ltd. Trade Debt $82,272 Wollmuth Maher & Deutsch LLP Trade Debt $54,673 Protronix Controls, LLC Trade Debt $51,933 BrickellHouse Holding LLC Trade Debt $41,528 Codale Electric Supply, Inc. Trade Debt $37,889 AV Excellence, LLC Trade Debt $35,210 SEW Eurodrive, Inc. Trade Debt $34,382 Motion Industries, Inc. Trade Debt $33,259 Xytronix Research & Design, Inc. Trade Debt $27,157 Aerotek Commercial Staffing Trade Debt $27,079 C&S PROPERTIES: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: C&S Properties Orlando, LLC P.O. Box 349 Windermere, FL 34786 Case No.: 15-07050 Chapter 11 Petition Date: August 17, 2015 Court: United States Bankruptcy Court Middle District of Florida (Orlando) Debtor's Counsel: Taylor J King, Esq. LAW OFFICES OF MICKLER & MICKLER 5452 Arlington Expressway Jacksonville, FL 32211 Tel: 904-725-0822 Fax: 904-725-0855 Email: tjking@planlaw.com Total Assets: $2.30 million Total Liabilities: $5.13 million The petition was signed by Mark Allen, manager. List of Debtor's three Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ CapitalSource Finance, LLC 3rd mortgage on $1,000,000 5800 Granite Pkwy #265 6363 E. Colonial Plano, TX 75024 and 2413 City of Orlando 2413 W. Colonial $2,350 Drive Florida Community Bank, N.A. 6363 East Colonial $4,045,531 c/o Nancy L. Pipkin Drive and 2413 369 North New York Avenue West Colonial Drive Winter Park, FL 32789 (1st and 2nd Mortgage) CAESARS ENTERTAINMENT: Fails to Reach Revised Deal with Bank Group ------------------------------------------------------------------ Caesars Entertainment Corporation and Caesars Entertainment Operating Company, Inc., a majority owned subsidiary of CEC disclosed in a regulatory filing on Monday that, while they have been engaged in confidential discussions with the ad hoc bank steering committee, the parties have not been able to reach an agreement regarding a restructuring -- as that term is defined in the Fourth Amended and Restated Restructuring Support and Forbearance Agreement, dated as of July 31, 2015, among CEC, CEOC, and certain holders 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. The Ad Hoc Bank Committee consists of beneficial holders of first lien debt incurred by CEOC pursuant to the Third Amended and Restated Credit Agreement, dated as of July 25, 2014, by and among CEC, CEOC, the lenders party thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent. In connection with the discussions, CEC provided certain confidential information to the Ad Hoc Bank Steering Committee pursuant to non-disclosure agreements among CEC, CEOC and the Ad Hoc Bank Steering Committee. The NDAs have now expired pursuant to their terms. The Company also said that on August 11, 2015, a telephonic meeting occurred among CEC, CEOC and the Ad Hoc Bank Steering Committee, together with their respective legal and financial advisors. Prior to the Meeting, advisors to the Ad Hoc Bank Steering Committee had stated that in order for their clients to support a Restructuring, four changes would need to be made to the terms of a Restructuring as outlined in the Bond RSA: 1. The New First Lien OpCo Debt -- Bank 1L OpCo Debt -- and New Second Lien OpCo Debt proposed to be received by the First Lien Bank Debt holders must be syndicated so that the First Lien Bank Debt holders would receive no Bank OpCo Debt on the Effective Date. 2. Any Mezzanine CPLV Debt proposed to be received by the First Lien Bank Debt holders should be replaced by additional PropCo Preferred Equity, which would be issued to First Lien Bank Debt holders upon the same terms and conditions offered to holders of First Lien Bond Claims pursuant to the Bond RSA. 3. CEC will pay, upon the effectiveness of a restructuring support and forbearance agreement signed by the First Lien Bank Debt Holders substantially similar to the Bond RSA -- Bank RSA -- $125 million as Upfront Payment to the First Lien Bank Debt Holders. 4. The existing collection guarantee provided by CEC with respect to the amounts outstanding under the Credit Agreement will be clarified and/or amended pursuant to the proposal of the Ad Hoc Bank Steering Committee. After a series of negotiations among the parties, the last proposal relating to the Proposed Changes was made by CEC and contained the following terms: 1. CEC would contribute a cash amount to OpCo equal to up to 5% of the face amount of the of Bank 1L OpCo Debt to be received by the First Lien Bank Debt holders -- 1L OpCo Cash Amount -- with the cash being used by OpCo to retire Bank 1L OpCo Debt. The 1L OpCo Cash Amount would be increased relative to the amount of Bank 1L OpCo Debt to be received by the First Lien Bank Debt holders (i.e., any Bank 1L OpCo Debt that was unable to be syndicated), as compared to the maximum amount of such debt to be issued to the First Lien Bank Debt holders as per the terms of the Bond RSA. For illustrative purposes only, if the Bank 1L OpCo Debt was fully syndicated so that First Lien Bank Debt holders receive no Bank 1L OpCo Debt, the 1L OpCo Cash Amount would be $0. If the Bank 1L OpCo Debt was unable to be syndicated and First Lien Bank Debt holders receive $882 million of Bank 1L OpCo Debt, the 1L OpCo Cash Amount would be $44 million. 2. CEC would contribute a cash amount to OpCo equal to 5 to 10% of the face amount of the of Bank 2L OpCo Debt to be received by the First Lien Bank Debt holders -- 2L OpCo Cash Amount -- with the cash being used by OpCo to retire Bank 2L OpCo Debt. The 2L OpCo Cash Amount would be increased relative to the amount of Bank 2L OpCo Debt to be received by the First Lien Bank Debt holders (i.e., any Bank 2L OpCo Debt that was unable to be syndicated), as compared to the maximum amount of such debt to be issued to the First Lien Bank Debt holders as per the terms of the Bond RSA. For illustrative purposes only, if the Bank 2L OpCo Debt was fully syndicated so that First Lien Bank Debt holders receive no Bank 2L OpCo Debt, the 2L OpCo Cash Amount would be $0. If the Bank 2L OpCo Debt was unable to be syndicated and First Lien Bank Debt holders receive $406 million of Bank 2L OpCo Debt, the 2L OpCo Cash Amount would be $41 million. 3. OpCo would use 25% of annual excess cash flow to make mandatory par offers for the New Second Lien OpCo Debt and Bank 1L OpCo Debt -- OpCo Par Offers. OpCo Par Offers would be filled in reverse seniority order. The 50% excess cash flow sweep contained in the Lease Term Sheet (annexed to the Bond RSA) that reduces the Capital Expenditures Reimbursement Amount shall be reduced to 25% to account for the OpCo Par Offers. 4. The First Lien Bank Debt holders would have the option to convert any Mezzanine CPLV Debt they were to receive to New Second Lien PropCo Debt. 5. CEC would make an Upfront Payment of $62.5 million (assuming 100% of the First Lien Bank Debt holders executed the Bank RSA) upon the effectiveness of the Bank RSA. The Applicable Rate would be fixed at per annum rate equal to 6.5%. 6. Subsequent to exchanging drafts of a proposed CEC Credit Agreement Guarantee Amendment, and following the Ad Hoc Bank Steering Committee receiving the proposed CEC Credit Agreement Guarantee Amendment as detailed in http://is.gd/cRF1u1from CEC's advisors, the Ad Hoc Bank Steering Committee notified CEC that it did not believe they could reach agreement on the CEC Credit Agreement Guarantee Amendment and therefore would not continue negotiating the document. At this time CEC, CEOC and the Ad Hoc Bank Steering Committee have been unable to reach an agreement on the terms of the Proposed Changes. Accordingly, as of August 16, 2015, CEC has ceased discussions with the Ad Hoc Bank Steering Committee. CASTLE KEY: A.M. Best Affirms 'B-' Financial Strength Rating ------------------------------------------------------------ A.M. Best Co. has revised the outlook to stable from negative and affirmed the financial strength rating (FSR) of B- (Fair) and the issuer credit ratings (ICR) of "bb-" of the members of Castle Key Group (Castle Key) (headquartered in St. Petersburg, FL). The ratings reflect Castle Key's marginal overall capitalization when measured on a catastrophe stress-tested basis and geographic business concentration resulting in a susceptibility to catastrophic loss accumulation. Castle Key is the dedicated Florida property writer for its parent company, Allstate Insurance Company (Allstate), and it maintains significant exposure to hurricanes, with a corresponding substantial reliance on catastrophe reinsurance. In addition, Castle Key's reinsurance program relies moderately upon the Florida Hurricane Catastrophe Fund (FHCF). These negative rating factors are partially offset by Castle Key's recently improved operating performance and surplus accumulation, which has been positively impacted by favorable loss activity due to increased rates and an absence of any hurricane events. A.M. Best deviated from its "Rating Members of Insurance Groups" rating criteria by providing more than two FSR levels of rating enhancement to Castle Key's stand-alone assessment. However, the additional rating enhancement acknowledges the historical financial and operational support provided to Castle Key as part of the Allstate organization. Although Castle Key is separately capitalized and not reinsured by Allstate, in A.M. Best's opinion, parental support regarding the claims-paying ability of Castle Key will be maintained commensurate with its rating level in the event of frequent and/or severe hurricane activity. If parental support is not provided, it would be necessary for A.M. Best to re-evaluate the current FSR of A+ (Superior) and ICRs of "aa-" of Allstate and all the remaining members of the Allstate Insurance Group. The FSR of B- (Fair) and ICRs of "bb-" have been affirmed for the following members of the Castle Key Group: Castle Key Insurance Company Castle Key Indemnity Company Encompass Floridian Insurance Company Encompass Floridian Indemnity Company CEETOP INC: Needs More Time to File June 30 Form 10-Q ----------------------------------------------------- Ceetop Inc. notified the Securities and Exchange Commission it cannot file its June 30, 2015, Form 10-Q within the prescribed time period because management has not completed the process of gathering and analyzing the financial information that will be included in the Company's Form 10-Q. About Ceetop Inc. Oregon-based Ceetop Inc., formerly known as China Ceetop.com, Inc., owned and operated the online retail platform before 2013. Due to excessive competition in online retail, the Company has transformed itself into an integrated supply chain services provider, and focuses on B to B supply chain management and related value-added services among enterprises. Ceetop Inc. reported a net loss of $841,000 on $362,000 of sales for the year ended Dec. 31, 2014, compared with a net loss of $2.88 million on $0 of sales for the year ended Dec. 31, 2013. As of March 31, 2015, the Company had $3.52 million in total assets, $956,000 in total liabilities, all current, and $2.56 million in total stockholders' equity. MJF & Associates, APC, in Los Angeles, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company incurred recurring losses from operations, has a net loss of $841,000 for 2014, and has accumulated deficit of $9.45 million at Dec. 31, 2014. These matters are discussed in Note 2 to the consolidated financial statements that raises substantial doubt about the Company's ability to continue as a going concern. CHICAGO BOARD: S&P Lowers Rating on GO Bonds to 'BB' ---------------------------------------------------- Standard & Poor's Ratings Services lowered its long-term rating and underlying rating (SPUR) on Chicago Board of Education's general obligation (GO) bonds to 'BB' from 'BBB' and removed the ratings from CreditWatch, where they had been placed with negative implications on July 2, 2015 while S&P monitored the board's decisions in constructing its fiscal 2016 budget. The outlook is negative. "The rating action reflects our view of the proposed fiscal 2016 budget, which includes what we view as the board's continued structural imbalance and low liquidity with a reliance on external borrowing for cash flow needs," said Standard & Poor's credit analyst Jennifer Boyd. The negative outlook reflects S&P's anticipation that low liquidity and a structural imbalance are likely to continue to challenge the board during the one-year outlook horizon, which could lead S&P to lower the rating during that timeframe. COLLAVINO CONSTRUCTION: Seeks Authority for AFCO Finance Agreement ------------------------------------------------------------------ Collavino Construction Company Inc. and Collavino Construction Company Limited sought for and obtained from Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern District of New York authority to enter into an insurance premium finance agreement with AFCO Credit Corp. CCCI provides labor to its non-debtor related entity, Collavino Corp., which in turn is responsible for the maintenance of insurance policies covering Collavino Corp. and CCCI, among other things. As part of its arrangement with CCCI, Collavino Corp. bears the responsibility for paying insurance premiums on the insurance policies that CCCI is maintaining pursuant to the terms of its subcontract agreements and as otherwise required by law. These policies are proposed to be subject to the Premium Finance Agreement: (a) General liability with Scottsdale Insurance Company; (b) Excess liability with Scottsdale Insurance Company; (c) Automobile insurance with Liberty Mutual Insurance Company. Each of the Policies are for 12 month terms expiring June 12, 2016. Elizabeth M. Aboulafia, Esq., at Cullen and Dykman LLP, in Garden City, New York, tells the Court that the Policies will bear total premiums of $209,054 which were due and payable on July 12, 2015, and which total sum Collavino Corp. cannot pay at this time. She further tells the Court that Collavino Corp. has been unable to locate any source of unsecured premium financing. Ms. Aboulafia adds that Collavino Corp. seeks to enter into a Premium Finance Agreement with AFCO, with the following terms: Total Premium: $209,054.25 Down Payment: $62,716.00 Amount Financed: $146,338.25 APR: 3.75% Finance Charge: $2,065.43 Total Payments: $148,403.68 Ms. Aboulafia relates that AFCO requires that CCCI, as a named insured, enter into a Premium Finance Agreement pursuant to which AFCO would finance the premiums due under the Policies and Collavino Corp. would be obligated to repay AFCO the amount financed in installments over the term of the Premium Finance Agreement. Ms. Aboulafia tells the Court that AFCO further requires that the Premium Finance Agreement include a Security Agreement which grants AFCO a security interest in the gross unearned premiums which would be payable in the event of cancellation of the Policies and which further authorizes AFCO to cancel the financed Policies and obtain the return of any unearned premiums in the event of a default in the payment of any installment due. Collavino's attorneys can be reached at: C. Nathan Dee, Esq. J.P. Van Lent, Esq. Elizabeth M. Aboulafia, Esq. CULLEN AND DYKMAN LLP 100 Quentin Roosevelt Boulevard Garden City, NY 11530 Telephone: (516)357-3700 E-mail: ndee@cullenanddykman.com jpvanlent@cullenanddykman.com eaboulafia@cullenanddykman.com About Collavino Construction Family-owned The Collavino Group owns entities that operate in various sectors of the construction industry in the New York-New Jersey metropolitan area, Canada, and the Detroit metropolitan area. The Collavino Group performs contracts in both the public and private sectors as a general contractor, design-build consultant, construction manager and prime subcontractor for cast-in-place and precast concrete works. CCCI sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 14-12908) on Oct. 17, 2014 CCCL sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 15-10344) on Feb. 18, 2015. CCCL disclosed $88,418,514 in assets and $6,274,097 in liabilities as of the Chapter 11 filing. Judge Shelley C. Chapman presides over the cases. The Court has entered an order approving joint administration of the two cases. The Debtors tapped Cullen and Dykman LLP as counsel, and Peckar & Abramson, P.C., as special litigation counsel. COLT DEFENSE: Committee Objects to Proposed Bidding Protocol ------------------------------------------------------------ BankruptcyData reported that Colt Defense's official committee of unsecured creditors filed with the U.S. Bankruptcy Court an objection to (1) the Debtors' motion for entry of (a) an order (i) approving bid procedures in connection with the sale of substantially all of its assets free and clear of liens, claims, encumbrances and other interests; (ii) approving procedures related to the assumption and assignment of executory contracts and unexpired leases in connection with such sale; (iii) approving the form and manner of notice thereof; (iv) scheduling a hearing to consider approval of such sale and (v) granting certain related relief and (b) an order approving the sale of substantially all of the Debtors' assets and (2) the amended exhibits related thereto. According to BData, the committee asserts, "If granted, the Sale Motion would propel these cases down an unnecessarily costly course (at a time when the Debtors are constantly bemoaning their insufficient cash position and the need to keep professional fees in these cases to a minimum). Rather than focusing on a productive plan process, the attention and resources of the Debtors and the creditor constituencies will be wasted in litigation about the proposed Sale....However, should the Court be inclined to grant the Bid Procedures Relief despite the numerous problems with pursuing a sale at this juncture, the Court should require various modifications to the Bid Procedures in order to, among other things: (a) provide the Committee with greater access to potential bidders in the sale process; (b) extend the sale process by a mutually agreeable time period and certainly after a consensual chapter 11 plan process has been exhausted and proven fruitless; and (c) prohibit the Debtors from selling their Insurance Policies, Chapter 5 Causes of Action, and Estate Causes of Action, and various other assets." About Colt Defense Colt Defense LLC is one of the world's oldest and most iconic designers, developers, and manufacturers of firearms for military, law enforcement, personal defense, and recreational purposes and was founded over 175 years ago by Samuel Colt, who patented the first commercial successful revolving cylinder firearm in 1836 and began supplying U.S. and international military customers with firearms in 1847. Colt is incorporated in Delaware and headquartered in West Hartford, Connecticut. In 1992, Colt Manufacturing Company, then the principal operating subsidiary, filed chapter 11 petitions in the U.S. Bankruptcy Court for the District of Connecticut. An investment by Zilkha & Co. allowed CMC to confirm a chapter 11 plan and emerge from bankruptcy in 1994. Sometime after 1994, majority ownership of the Company transitioned from Zilkha & Co. to Sciens Capital Management. On June 14, 2015, Colt Holding Company LLC and 9 affiliates, including Colt Defense LLC, filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code to pursue a sale of the assets as a going concern. The cases are pending joint administration under Case No. 15-11296 (Bankr. D. Del.). Colt Defense estimated $100 million to $500 million in assets and debt. The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny & Myers LLP, as attorneys, Perella Weinberg Partners LP as financial advisor, and Kurtzman Carson Consultants LLC as claims and noticing agent. The Court authorized Keith A. Maib as chief restructuring officer of the Debtor. The U.S. Trustee appointed five creditors to serve in the official committee of unsecured creditors. The Committee tapped to retain Kilpatrick Townsend & Stockton LLP as its counsel, Klehr Harrison Harvey Branzburg LLP as its Delaware co-counsel, and FTI Consulting Inc. as its financial advisor. COLT DEFENSE: Committee Taps FTI Consulting as Financial Advisor ---------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of Colt Holding Company, LLC, asks the U.S. Bankruptcy Court for the District of Delaware for permission to retain FTI Consulting, Inc., as its financial advisor, nunc pro tunc to June 25, 2015. The Court will consider the matter at a hearing scheduled for Aug. 19, 2015, at 2:00 p.m. FTI will, among other things: 1. assist in the review of financial related disclosures required by the Court, including the schedules of assets and liabilities, the statement of financial affairs and monthly operating reports; 2. assist in the preparation of analyses required to assess ant proposed Debtor-in-possession financing or use of cash collateral; and 3. assist with the assessment and monitoring of the Debtors' short term cash flow, liquidity and operating results. Matthew Diaz, a senior managing director with FTI, tells the Court that FTI will seek payment for compensation on a fixed monthly basis of $150,000 and a completion fee of $650,000, plus reimbursement of actual and necessary expenses incurred by FTI, including legal fee related to the application. About Colt Colt Defense LLC is one of the world's oldest and most iconic designers, developers, and manufacturers of firearms for military, law enforcement, personal defense, and recreational purposes and was founded over 175 years ago by Samuel Colt, who patented the first commercial successful revolving cylinder firearm in 1836 and began supplying U.S. and international military customers with firearms in 1847. Colt is incorporated in Delaware and headquartered in West Hartford, Connecticut. In 1992, Colt Manufacturing Company, then the principal operating subsidiary, filed chapter 11 petitions in the U.S. Bankruptcy Court for the District of Connecticut. An investment by Zilkha & Co. allowed CMC to confirm a chapter 11 plan and emerge from bankruptcy in 1994. Sometime after 1994, majority ownership of the Company transitioned from Zilkha & Co. to Sciens Capital Management. On June 14, 2015, Colt Holding Company LLC and 9 affiliates, including Colt Defense LLC, filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code to pursue a sale of the assets as a going concern. The cases are pending joint administration under Case No. 15-11296 (Bankr. D. Del.). Colt Defense estimated $100 million to $500 million in assets and debt. The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny & Myers LLP, as attorneys, Perella Weinberg Partners LP as financial advisor, and Kurtzman Carson Consultants LLC as claims and noticing agent. The Court authorized Keith A. Maib as chief restructuring officer of the Debtor. The U.S. Trustee appointed five creditors to serve in the official committee of unsecured creditors. The Committee tapped to retain Kilpatrick Townsend & Stockton LLP as its counsel, Klehr Harrison Harvey Branzburg LLP as its Delaware co-counsel, and FTI Consulting Inc. as its financial advisor. COLT DEFENSE: KCC Approved as Administrative Agent -------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Colt Holding Company LLC, et al., to employ Kurtzman Carson Consultants LLC as administrative agent, nunc pro tunc to the Petition Date. KCC is expected to, among other things: a) assist with solicitation, balloting, and tabulation of votes in connection with any chapter 11 plan proposed, and in connection with such services, processing requests for documents from any parties in interest; b) prepare the certification of votes of any proposed chapter 11 plan submitted in connection with the cases in accordance with any solicitation order to be issued by the Court and testifying in support of such certification; and c) attend related hearings, as may be requested by the Debtors or their counsel. Prior to the Petition Date, the Debtors provided KCC a $25,000 retainer. KCC has sought to apply the retainer to all prepetition invoices and then have the retainer replenished to its original amount, and thereafter, to hold the retainer under the engagement agreement. To the best of the Debtors' knowledge, KCC is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Colt Colt Defense LLC is one of the world's oldest and most iconic designers, developers, and manufacturers of firearms for military, law enforcement, personal defense, and recreational purposes and was founded over 175 years ago by Samuel Colt, who patented the first commercial successful revolving cylinder firearm in 1836 and began supplying U.S. and international military customers with firearms in 1847. Colt is incorporated in Delaware and headquartered in West Hartford, Connecticut. In 1992, Colt Manufacturing Company, then the principal operating subsidiary, filed chapter 11 petitions in the U.S. Bankruptcy Court for the District of Connecticut. An investment by Zilkha & Co. allowed CMC to confirm a chapter 11 plan and emerge from bankruptcy in 1994. Sometime after 1994, majority ownership of the Company transitioned from Zilkha & Co. to Sciens Capital Management. On June 14, 2015, Colt Holding Company LLC and 9 affiliates, including Colt Defense LLC, filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code to pursue a sale of the assets as a going concern. The cases are pending joint administration under Case No. 15-11296 (Bankr. D. Del.). Colt Defense estimated $100 million to $500 million in assets and debt. The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny & Myers LLP, as attorneys, Perella Weinberg Partners LP as financial advisor, and Kurtzman Carson Consultants LLC as claims and noticing agent. The Court authorized Keith A. Maib as chief restructuring officer of the Debtor. The U.S. Trustee appointed five creditors to serve in the official committee of unsecured creditors. The Committee tapped to retain Kilpatrick Townsend & Stockton LLP as its counsel, Klehr Harrison Harvey Branzburg LLP as its Delaware co-counsel, and FTI Consulting Inc. as its financial advisor. COOK COUNTY: Moody's Lowers GOLT Rating to Ba1, Outlook Negative ---------------------------------------------------------------- Moody's Investors Service has downgraded the rating on Cook County Community School District 147 (Dixmoor), IL's General Obligation Limited Tax (GOLT) rating to Ba1 from Baa1. Concurrently, Moody's has assigned the district a Baa3 issuer rating. The district currently has $7.8 million in GOLT debt outstanding, $3.6 million of which is rated by Moody's. The outlook on the ratings is negative. SUMMARY RATING RATIONALE The Baa3 issuer rating represents the district's implied general obligation unlimited tax (GOULT) rating. The Baa3 rating reflects the district's limited tax base with below average socioeconomic indices and unfavorable property tax collection trends; operating reserves that remain ample relative to the district's operating budget but are expected to continue to narrow given ongoing operating deficits and limited revenue raising flexibility; elevated debt burden; and exposure to unfunded pension liabilities due to its participation in statewide cost sharing plans. The Ba1 rating on the district's GOLT debt reflects the credit fundamentals inherent in the Baa3 issuer rating and the nature of the dedicated levy that secures the GOLT debt, which is unlimited as to rate but is limited by the amount of the district's Debt Service Extension Base (DSEB). While the district's DSEB is large enough to cover debt service needs on outstanding GOLT debt, poor property tax collection rates have forced the district to use other operating revenues to cover debt service costs. OUTLOOK The negative outlook reflects Moody's belief that the district will continue to draw down reserves to fund district operations, including debt service, due to limited revenue raising flexibility and management's lack of near-term plans to enact spending reductions. WHAT COULD MAKE THE RATING GO UP Stabilization of the district's tax base and/or improvement in socioeconomic indices Demonstrated ability to improve operational balance and maintain healthy operating fund reserve levels Increase in tax collection rates WHAT COULD MAKE THE RATING GO DOWN Further deterioration of the district's tax base Continued use of reserves to fund district operations Continued weakening of the district's collection rates OBLIGOR PROFILE Located 25 miles southwest of downtown Chicago (Ba1 negative), the K-8 district encompasses approximately six square miles in southern Cook County (A2 negative) and serves portions of the villages of Harvey, Dixmoor, Blue Island, and Posen. District enrollment has steadily declined and currently stands at 1,335. LEGAL SECURITY The district's outstanding GOLT debt is secured by the district's pledge to levy a tax that is unlimited by rate but limited by the amount of the DSEB. CORINTHIAN COLLEGES: Can Reject Educ. Dept. Operating Agreement --------------------------------------------------------------- BankruptcyData reported that the U.S. Bankruptcy Court approved Corinthian Colleges' motion for entry of an order authorizing its rejection of an operating agreement between the Debtors and the Department of Education. According to BData, "The Debtors have determined that Operating Agreement is not necessary in light of the Debtors' current business needs, nor is it a source of potential value for the Debtors' creditors or other parties in interest. The Operating Agreement relates primarily to the Debtors' access to Title IV funds and the continued operation of their schools. As discussed in detail above, the Debtors closed all campus locations effective as of April 27, 2015 and are in the process of liquidating their assets and winding down their estates....The Operating Agreement and related amendments also create certain funding obligations on the part of the Debtors with respect to the Student Refund Reserve. Accordingly, when considered together with the lack of any benefit to be received under the Operating Agreement, the Debtors submit that rejection of the Operating Agreement (including any and all amendments thereto) is appropriate and a sound exercise of their business judgment." About Corinthian Colleges Corinthian Colleges, Inc., Pegasus Education, Inc., and 23 affiliated entities filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 15-10952) on May 4, 2015, to complete an orderly wind down of its operations. The cases are jointly administered Case No. 15-10952. Judge Kevin J. Carey presides over the case. Richards, Layton & Finger, P.A., represents the Debtors in their restructuring efforts; FTI Consulting, Inc., serves as restructuring advisors; and Rust Consulting/Omni Bankruptcy serves as claims and noticing agent. Corinthian Colleges, Inc., disclosed $721,596,789 in assets and $2,929,448,278 in liabilities as of the Chapter 11 filing. The Debtor filed with the Court a first amended and modified combined disclosure statement and plan of liquidation. The Combined Plan incorporates a compromise between the Debtors, the Official Committee of Unsecured Creditors, the Student Committee and the Prepetition Secured Parties as to the Distribution of the Debtors' assets already liquidated or to be liquidated over time to the Holders of Allowed Claims in accordance with the terms of the Combined Plan and Disclosure Statement and the priority of claims provisions of the Bankruptcy Code. The U.S. Trustee for Region 3 appointed five creditors to serve on the official committee of unsecured creditors. Cooley LLP serves as its lead counsel, Foley & Mansfield, PLLP serves as its local counsel, and Province Inc. serves as its financial advisor. CORINTHIAN COLLEGES: Seeks to Extend Deadline to Remove Suits ------------------------------------------------------------- Corinthian Colleges Inc. has filed a motion seeking additional time to remove lawsuits involving the company and its affiliates. In its motion, the company asked the U.S. Bankruptcy Court in Delaware to move the deadline for filing notices of removal of the lawsuits to November 2, 2015. The extension, if granted, would give Corinthian Colleges enough time to determine whether to remove any pending civil action, according to its lawyer, Marisa Terranova, Esq., at Richards, Layton & Finger P.A., in Wilmington, Delaware. The motion is on Judge Kevin Carey's calendar for August 26. About Corinthian Colleges Corinthian Colleges, Inc., Pegasus Education, Inc., and 23 affiliated entities filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 15-10952) on May 4, 2015, to complete an orderly wind down of its operations. The cases are jointly administered Case No. 15-10952. Judge Kevin J. Carey presides over the case. Richards, Layton & Finger, P.A., represents the Debtors in their restructuring efforts; FTI Consulting, Inc., serves as restructuring advisors; and Rust Consulting/Omni Bankruptcy serves as claims and noticing agent. Corinthian Colleges, Inc., disclosed $721,596,789 in assets and $2,929,448,278 in liabilities as of the Chapter 11 filing. The Debtor filed with the Court a first amended and modified combined disclosure statement and plan of liquidation. The Combined Plan incorporates a compromise between the Debtors, the Official Committee of Unsecured Creditors, the Student Committee and the Prepetition Secured Parties as to the Distribution of the Debtors' assets already liquidated or to be liquidated over time to the Holders of Allowed Claims in accordance with the terms of the Combined Plan and Disclosure Statement and the priority of claims provisions of the Bankruptcy Code. The U.S. Trustee for Region 3 appointed five creditors to serve on the official committee of unsecured creditors. Cooley LLP serves as its lead counsel, Foley & Mansfield, PLLP serves as its local counsel, and Province Inc. serves as its financial advisor. CPI INTERNATIONAL: S&P Revises Outlook on 'B' CCR to Negative ------------------------------------------------------------- Standard & Poor's Ratings Services said that it has revised the outlook on its 'B' corporate credit rating on Palo Alto, Ca.-based CPI International Inc. to negative from stable. At the same time, S&P affirmed all of its ratings on the company, including its 'B' corporate credit rating. "The outlook revision reflects the potential that CPI's credit metrics, which are currently weak for the rating, will not improve as we expect because of continued order delays," said Standard & Poor's credit analyst Chris Mooney. The company's debt-to-EBITDA metric, which was 7.0x for the last 12 months ended July 3, 2015, is above S&P's previous expectations of 5.8x-6.3x for fiscal-year 2015 (ended Sept. 30, 2015) due to softness across CPI's business. While the company's orders and deliveries tend to be choppy--and S&P expects CPI's performance to rebound over the next year--continued order delays combined with a lack of debt reduction could cause the company's forecasted credit metrics to deteriorate to the point that they no longer support S&P's current rating on the company. The negative outlook reflects that S&P expects higher earnings and some debt reduction to cause CPI's debt-to-EBITDA metric to approach 6x in 2016 from about 7x currently. However, S&P also incorporates the possibility that this forecasted improvement may not materialize because of continued lower sales and profits. S&P could lower its rating on CPI if the company's debt-to-EBITDA metric remains above 6.5x for a sustained period and its FFO-to-debt ratio falls below 6%, which would most likely be caused by continued order delays and a lack of debt reduction. S&P could revise the outlook on the company back to stable if its debt-to-EBITDA metric approaches 6x by the end of 2016 and S&P believes that further improvement is likely. CRS HOLDING: FBI Investigating Chapter 7 Case --------------------------------------------- Pam Huff, writing for Tampa Bay Business Journal, reported that the Federal Bureau of Investigation will pay for and take over more than 100 boxes of documents that Tampa-based Creative Recycling Systems abandoned in a storage facility as part of the e-waste recycler's Chapter 7 bankruptcy case. According to the report, in a hearing in the U.S. Bankruptcy Court Middle District of Florida in Tampa, attorney Terri Thomas from Fisher & Sauls, representing storage company Stevens & Stevens Inc., said the FBI subpoenaed the documents. An earlier filing by Michael Markham, the attorney representing Creative Recycling's bankruptcy trustee, indicated sensitive documents abandoned by the company at the storage facility could be of use to "governmental agencies with open investigations of the debtors," the report related. About CRS Holding of America CRS Holding of America, LLC, operates a full-service electronics recycling business, providing e-waste recycling solutions for organizations of all sizes. CRS's offerings are designed to meet customers' demand for data security and environmental compliance. CRS Holding and 21 subsidiaries sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 14-bk-10142) in Tampa, Florida, on Aug. 29, 2014. CRS estimated total assets of $50 million to $100 million and debt of $10 million to $50 million. The Debtors' outstanding loan balances to secured creditors are: Regions Bank, $15 million; JY Creative Holdings, Inc. $6.8 million; and Intersection, LLC, $250,000. The Debtors estimate that general unsecured claims total $5 million. The cases are assigned to Judge K. Rodney May. The Debtors have tapped Shumaker, Loop & Kendrick, LLP, as counsel. CRS Holding of America, LLC, reported $812,470 in total assets, and $37,560,321 in total liabilities. DEWEY & LEBOEUF: Witness Helped Stifle Alarms Over Accounting ------------------------------------------------------------- Nell Gluckman, writing for The Am Law Daily, reported that testifying in a Manhattan courtroom, former Dewey & LeBoeuf revenue support director Dianne Cascino told jurors she had faced frequent questions at the firm about accounting entries she used to artificially inflate the firm's bottom line. According to the report, those entries, Cascino testified, included millions of dollars of client disbursements that had been written off, but that she reversed in order to keep them on the firm's books. Cascino is a cooperating witness in the Manhattan district attorney's criminal case against three of Dewey's former leaders, who are charged with deceiving bank lenders and investors about the firm's shaky finances before it collapsed in 2012, the report noted. A prior Am Law Daily report by Christie Simmons related that former billing director Lourdes Rodriguez testified that ex-CFO Joel Sanders, had instructed her to prepare client invoices aimed at artificially inflating the firm's revenues. According to the report, assistant district attorney Christopher Conroy walked jurors through a series of invoices that Rodriguez claimed were created without the expectation that they would be paid. Instead, Rodriguez testified, the bills were meant to "inflate the firm's accounts receivable," the report related. About Dewey & LeBoeuf Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-12321) to complete the wind-down of its operations. The firm had struggled with high debt and partner defections. Dewey disclosed debt of $245 million and assets of $193 million in its chapter 11 filing late evening on May 29, 2012. Dewey & LeBoeuf LLP operated as a prestigious, New York City- based, law firm that traced its roots to the 2007 merger of Dewey Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird -- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in 1929. In recent years, more than 1,400 lawyers worked at the firm in numerous domestic and foreign offices. At its peak, Dewey employed about 2,000 people with 1,300 lawyers in 25 offices across the globe. When it filed for bankruptcy, only 150 employees were left to complete the wind-down of the business. Dewey's offices in Hong Kong and Beijing are being wound down. The partners of the separate partnership in England are in process of winding down the business in London and Paris, and administration proceedings in England were commenced May 28. All lawyers in the Madrid and Brussels offices have departed. Nearly all of the lawyers and staff of the Frankfurt office have departed, and the remaining personnel are preparing for the closure. The firm's office in Sao Paulo, Brazil, is being prepared for closure and the liquidation of the firm's local affiliate. The partners of the firm in the Johannesburg office, South Africa, are planning to wind down the practice. The firm's ownership interest in its practice in Warsaw, Poland, was sold to the firm of Greenberg Traurig PA on May 11 for $6 million. The Pension Benefit Guaranty Corp. took $2 million of the proceeds as part of a settlement. Judge Martin Glenn oversees the case. Albert Togut, Esq., at Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The petition was signed by Jonathan A. Mitchell, chief restructuring officer. JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the lenders under the Revolver Agreement, hired Kramer Levin Naftalis & Frankel LLP. JPMorgan, as Collateral Agent for the Revolver Lenders and the Noteholders, hired FTI Consulting and Gulf Atlantic Capital, as financial advisors. The Noteholders hired Bingham McCutchen LLP as counsel. The U.S. Trustee formed two committees -- one to represent unsecured creditors and the second to represent former Dewey partners. The creditors committee hired Brown Rudnick LLP led by Edward S. Weisfelner, Esq., as counsel. The Former Partners hired Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt & Winters, LLP, as counsel. FTI Consulting, Inc. was appointed secured lender trustee for the Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A. Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at Togut, Segal & Segal LLP, serve as counsel to the Liquidation Trustee. Dewey's liquidating Chapter 11 plan was approved by the bankruptcy court in February 2013 and implemented in March. The plan created a trust to collect and distribute remaining assets. The firm estimated that midpoint recoveries for secured and unsecured creditors under the plan would be 58.4 percent and 9.1 percent, respectively. DIOCESE OF GALLUP: Has Very Few Assets, Insurer Says ---------------------------------------------------- Olivier Uyttebrouck, writing for Albuquerque Journal, reported that an attorney for an insurance company said that the Diocese of Gallup's assets are "virtually non-existent" and insurance coverage is "extremely limited" for settling the diocese's Chapter 11 bankruptcy case. According to the report, attorneys representing the insurance company said at least 17 of the 57 sexual abuse claims filed in the case predate 1965, when the Diocese of Gallup had no insurance coverage. The company that insured the diocese from 1965 to 1977, Home Insurance Co., is insolvent and went into liquidation proceedings in 2003, the report noted. The 25 sexual abuse claims that date to that period are now covered by New Mexico Property and Casualty Guaranty Association, which was created by New Mexico state law in 1978 to cover insurance policies issued by defunct companies, the report said. About the Diocese of Gallup, NM The Diocese of Gallup, New Mexico, principally encompasses American Indian reservations for seven tribes in northwestern New Mexico and northeastern Arizona. It is the poorest diocese in the U.S. There are 38 active priests working in the Diocese and 27 permanent deacons also serve the Diocese along with five seminarians. The Diocese and its missions, schools and ministries employ approximately 50 people, and a significant number of additional people offer their services as volunteers. The diocese sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.M. Case No. 13-bk-13676) on Nov. 12, 2013, in Albuquerque, New Mexico amid suits for sexual abuse committed by priests. The bishop previously said bankruptcy will be "the most merciful and equitable way for the diocese to address its responsibility." The abuse mostly occurred in the 1950s and early 1960s, the bishop said. The petition shows assets and debt both less than $1 million. DPL INC: Fitch Affirms 'B+' Issuer Default Rating ------------------------------------------------- Fitch Ratings has affirmed the Issuer Default Rating (IDR) of DPL, Inc. (DPL) at 'B+' but has downgraded its unsecured debt rating to 'BB-/RR3' from 'BB/RR2'. Fitch has also assigned the rating of 'BB/RR2' to DPL's newly issued secured debt. The downgrade in the unsecured debt rating follows management's decision to upsize its revolving credit facilities and make them secured by granting liens on certain assets. The Rating Outlook remains Stable for DPL. A full list of rating actions follows at the end of this release. Over $1.3 billion in debt is affected by today's rating action. Under the new credit agreement, the revolver has been upsized from the current capacity of $100 million to $205 million. The credit agreement provides for increase in the maximum revolver borrowing commitment to $300 million once DPL delivers the Ohio Mortgage, as defined in the credit agreement. Absent additional collateral and lenders' commitment, the revolver borrowings will remain at $205 million. DPL has also refinanced the existing unsecured term loan of $125 million with a new secured term loan facility. The terms of both facilities have been extended by two years to July 2020. DPL's non-regulated subsidiary, DPL Energy, LLC, is the guarantor under the credit agreement and has provided a limited recourse guarantee secured by 556MWs of its generating assets. Additional security includes a limited pledge of its ownership in DP&L permitted under DPL's existing indentures and limited to 10% of DPL's net consolidated assets as defined in the agreement. DPL may request an additional term loan to refinance its outstanding debt maturities, but the total term loan and revolver borrowing cannot exceed the maximum borrowing limit of $425 million. Fitch has assumed that DPL will deliver Ohio Mortgage to the lenders to utilize the maximum credit available under the agreement. DPL's inability to access additional borrowing capacity will be negative for its credit profile, in Fitch's opinion. Fitch expects DPL to use its expanded revolver to operate and manage its competitive power generation business. Under the corporate separation order received from the Public Service Commission of Ohio (PUCO), the generation assets of Dayton Power & Light (DP&L, IDR: 'BB+'/Stable Outlook), the wholly owned utility subsidiary of DPL will be separated from the regulated wires business and assumed by a non-regulated subsidiary of DPL. Fitch has assumed that DP&L's first mortgage bond trustee will release the security interest in the generating assets without requiring DP&L to prepay the secured debt. Fitch views the upsizing of revolving credit facility (RCF) to $300 million as positive for DPL's credit profile since liquidity needs will increase for a stand-alone non-regulated generation business. However, the enhanced liquidity is not resulting in an upgrade of DPL's IDR at this time. DPL's capital structure remains highly leveraged and credit metrics are weak. Once the corporate separation is complete (by the end of 2017), DPL will own through its wholly-owned subsidiaries a non-regulated generation business consisting mainly of coal-fired generating assets and a low-risk wires utility that has yet to right size its capital structure from the current 75% debt to capital ratio. KEY RATING DRIVERS Modest pace of Deleveraging: DPL remains highly leveraged with LTM ending March 31, 2015 consolidated adjusted debt to EBITDAR ratio of around 5.1x. Fitch expects DPL to pay down its 2016 debt maturities mainly from cash on hand and operating cash flows. Nevertheless, Fitch expects consolidated debt to EBITDAR ratio will remain above 5.0x and the consolidated funds from operations (FFO) fixed charge coverage ratio will remain between 2.6x-3.2x through 2018. Regulatory Support: Fitch has assumed continuous regulatory support for DP&L post corporate separation that would allow the utility to right size its capital structure over time from the currently elevated debt levels. The regulatory support could take the form of an additional service stability rider or other cash flow-improving regulatory measures. Absence of a meaningful regulatory support, post corporate separation, could pressure credit metrics of DP&L, and in turn, of DPL. Rating Linkages: Despite strong strategic and operational linkages between DPL and DP&L, Fitch has currently maintained a three-notch separation between the IDRs of DPL and DP&L. This is driven by a regulatory enforced capital structure for DP&L by the PUCO, which requires the debt ratio to gradually improve to 50% from the current elevated levels of 75%. In addition, PUCO approved corporate separation plan (CSP) prohibits DP&L to guarantee or extend credit to a non-regulated affiliate or DPL to facilitate its divesture of generating assets. PUCO also prohibits DP&L to distribute dividends to DPL if its retained earnings balance is not positive. AES' Ownership Credit Neutral: DPL's IDR is not directly linked to the ratings of AES Corporation (AES, 'BB-', Outlook Negative), its ultimate parent due to weak legal linkages. AES has not extended any guarantees to DPL's debt holders nor indicated commitment of any future liquidity support to DPL including equity infusions. Fitch has assumed future funding of DPL's capital needs to depend upon its internally generated funds from operations and access to debt markets. Sufficient Liquidity: Fitch believes that upsizing of the RCF alleviates the pressure on DPL's liquidity given $130 million due in 2016 and additional liquidity needs arising post corporate separation (Jan. 1, 2017) to manage the hedging strategy for the non-regulated generation assets. The new RCF will mature in July 2020. Recovery Analysis: The debt ratings of DPL are notched above or below the IDR as a result of the relative recovery prospects in a hypothetical default scenario under Fitch's 'Recovery Ratings and Notching Criteria for Non-Financial Corporates Issuers' criteria report. Fitch values the non-regulated power generation assets using a net present value (NPV) analysis, which is derived using the plant valuation provided by Wood Mackenzie, Fitch's third-party power market consultant, as well as Fitch's own gas price deck and other assumptions. Fitch has used $270/KW to value the non-regulated generating assets, including those to be transferred out of DP&L. In addition, Fitch valued DPL's equity interest in DP&L at $450 million, which reflects an assumption that DP&L will achieve a balanced capital structure by 2020. The rating of 'BB/RR2' for DPL's new secured debt is based on Fitch's recovery waterfall and incorporates the limit on total security available to the secured debtholders under the credit agreement. The Rating for DPL's unsecured debt is 'BB-/RR3', and for its subordinated debt is 'B/RR5'. The 'RR2' rating reflects superior recovery prospects given default with securities historically recovering 71%-90% of current principal and related interest and reflects a two-notch positive differential from DPL's 'B+' IDR. The 'RR3' rating reflects a one-notch positive differential from the 'B+' IDR and indicates good recovery of principal and related interest of between 51%-70%. The 'RR5' reflects a below-average recovery prospect given default with securities historically recovering between 11%-30% of the outstanding principal and interest. Revised Financial Covenants: Under DPL's new credit agreement, DPL is required to maintain two financial covenants. The leverage based on total debt-to-EBITDA ratio cannot exceed 7.25x for the fiscal quarter ending Dec. 31, 2018, 6.25x for the fiscal year ending 2019, and 5.25x beginning January 2020. The interest coverage based on consolidated EBITDA-to-consolidated interest cannot fall below 2.1x through the fiscal quarter ending Dec. 31, 2018 and 2.25x thereafter. KEY ASSUMPTIONS -- Fitch expects DP&L to generate between $160 million and $170 million of EBITDA over the forecast period from its wires-only business. -- Annual electricity sales volumes are assumed to increase between 0.5%-1% at operating companies over next three years. -- Fitch has assumed net equity infusion by DPL in DP&L and regulatory support to enable deleveraging at the utility in order to achieve the targeted regulatory capital structure of 50% by 2020. -- DPL hub power prices of $34-$37/MWh and actual capacity prices in PJM Interconnect LLC operated wholesale market to forecast EBITDA for DPL's competitive generation business. -- Interest rate assumption for DPL is 6%. RATING SENSITIVITIES Positive: An upgrade for DPL is not likely in the next 12-18 months given the highly leveraged consolidated capital structure, large short-dated debt maturities, and increased merchant risk with the anticipated transfer of generating assets from its utility to a non-regulated subsidiary. Negative: Future developments that may, individually or collectively, lead to a negative rating action include: -- Absence of regulatory rate relief to facilitate additional debt reduction at DP&L; -- Consolidated adjusted debt-to-EBITDAR for DPL increases above 6.5x on a sustainable basis; -- Inability of DPL to refinance a portion of the 2016 debt maturities. FULL LIST OF RATING ACTIONS DPL -- Long-term IDR affirmed at 'B+'; -- Short-term IDR affirmed at 'B'; -- Senior unsecured debt downgraded to 'BB-/RR3' from 'BB/RR2'; -- Assigned Secured debt rating of 'BB/RR2'. DPL Capital Trust II -- Junior subordinate debt affirmed at 'B/RR5'. DRD TECHNOLOGIES: Court Approves Waller Lansden as Special Counsel ------------------------------------------------------------------ DRD Technologies, Inc. sought and obtained permission from the U.S. Bankruptcy Court for the Northern District of Alabama to employ Larry Brantley and Waller, Lansden, Dortch & Davis, LLP as special counsel for the filing of a patent application due Aug. 10, 2015. The Debtor requires Mr. Brantley and Waller Lansden to prepare and process the patent application for the invention of an Off-Grid Communication System. Mr. Brantley's hourly rate is $400. An associate will also help prepare the necessary documents, whose hourly rate is $250. The estimate cost to prepare and file the application is $8,000-$9,000. Waller Lansden will also be reimbursed for reasonable out-of-pocket expenses incurred. Mr. Brantley, partner of Waller Lansden, 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. Waller Lansden can be reached at: Larry Brantley, Esq. WALLER, LANSDEN, DORTCH & DAVIS, LLP Cummings Research Park 7027 Old Madison Pike, Suite 108 Huntsville, AL 35806 Tel: (256) 799-2362 Fax: (256) 791-2227 E-mail: larry.brantley@wallerlaw.com About DRD Technologies Huntsville, Alabama-based logistics provider DRD Technologies, Inc., sought Chapter 11 protection (Bankr. N.D. Ala. Case No. 15-81366) on May 19, 2015, to halt efforts by creditor ServisFirst Bank to appoint a receiver. The Debtor tapped Stuart M. Maples, Esq., at Maples Law Firm, PC, as counsel. The Debtor disclosed $205,849,965 in assets and $4,289,268 in liabilities as of the Chapter 11 filing. DUNE ENERGY: Ch. 11 Plan and Disclosure Statement Filed ------------------------------------------------------- BankruptcyData reported that Dune Energy filed with the U.S. Bankruptcy Court a Chapter 11 Plan and related Disclosure Statement. According to BData, the Disclosure Statement provides, "Except to the extent that the holder of a particular Administrative Claim has agreed to a different treatment of its Claim, the Plan provides that Administrative Claims shall be paid in full on the Effective Date; With respect to holders of Allowed Priority Employee Claims, the Plan provides that holders of such Claims shall receive Cash in the amount of their Allowed Priority Employee Claims, plus accrued interest after the Confirmation Date, such payment to be made on the later of (a) ten (10) days after the Effective Date or (b) ten (10) days after the date such Claim becomes Allowed; (k) With respect to holders of Priority Unsecured Non-Tax Claims, the Plan provides that, that absent agreement, holders of Allowed Priority Unsecured Non-Tax Claims shall receive Cash in the amount of their Priority Unsecured Non-Tax Claims on the later of (i) the Effective Date or (ii) ten (10) days after the Allowance Date in accordance with the Plan Trust Agreement; (l) With respect to a Secured Claim (including a Claim that that would otherwise be a Priority Unsecured Tax Claim, but for the secured status of the claim), the holder of that Claim will receive on account of such Claim either (i) a Distribution equal to 100% of its claim in cash on the Effective Date; (ii) conveyance of any collateral securing the Allowed Secured Claim, or (iii) such other treatment that may be agreed to by the holder of such Claim and the Plan Trustee; (m) If a Class of Claims or Equity Interests is Impaired under the Plan, at least one such Class of Claims or Equity Interests has accepted the Plan, determined without including any acceptance of the Plan by any insider holding a Claim or Equity Interest of that Class; (n) Confirmation of the Plan is not likely to be followed by the liquidation or the need for further financial reorganization of the Debtors or any successor to the Debtors under the Plan, unless such liquidation or reorganization is proposed in the Plan." About Dune Energy Dune Energy, Inc. (OTCMKTS: DUNR) is an independent energy company based in Houston, Texas. Since May 2004, the Company has been engaged in the exploration, development, acquisition and exploitation of natural gas and crude oil properties, with interests along the Louisiana/Texas Gulf Coast. The Company's properties cover over 90,000 gross acres across 27 producing oil and natural gas fields. Affiliates Dune Energy, Inc. (Bankr. W.D. Tex. Case No. 15-10336), Dune Operating Company (Bankr. W.D. Tex. Case No. 15-10337), and Dune Properties, Inc. (Bankr. W.D. Tex. Case No. 15-10338) filed separate Chapter 11 bankruptcy petitions on March 8, 2015. The petitions were signed by James A. Watt, president and chief executive officer. Judge Christopher H. Mott presides over the case. Charles A. Beckham, Jr., Esq., Kourtney P. Lyda, Esq., and Kelli M. Stephenson, Esq., at Haynes And Boone, LLP, serve as the Debtors' bankruptcy counsel. Deloitte Transactions And Business Analytics LLP is the Debtors' restructuring advisors. Parkman Whaling LLC is the Debtors' sale professionals. The Debtors listed $229 million in total assets and $144 million in total debts as of Sept. 30, 2014. In their schedules, Dune Energy Inc., et al., disclosed $263,337,172 in assets and $107,981,306 in liabilities. The U.S. trustee overseeing the Chapter 11 case of Dune Energy appointed three creditors to serve on the official committee of unsecured creditors. The Committee is represented by Hugh M. Ray, Esq., at McKool Smith, P.C. EFT HOLDINGS: Delays June 30 Form 10-Q Filing --------------------------------------------- EFT Holdings, Inc., filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its quarterly report on Form 10-Q for the quarter ended June 30, 2015. The Company said the compilation, dissemination and review of the information required to be presented in the Quarterly Report on Form 10-Q for the relevant period has imposed time constraints that have rendered timely filing of the Form 10-Q impracticable without undue hardship and expense to the registrant. The Company undertakes the responsibility to file such report no later than the fifth day after its original prescribed due date. About EFT Holding California-based EFT Holdings, Inc., is primarily an e-Business company designed around the "Business-to-Customer" concept, which means that the Company's products are sold directly to customers through its web site. The Company's "Business-to-Customer" model differs from the traditional "Business to Business" model where products are sold to distributors who then sell the products to ultimate customers. EFT Holdings reported a net loss of $5.30 million on $968,000 of net total revenues for the year ended March 31, 2015, compared to a net loss of $20.3 million on $1.80 million of net total revenues for the year ended March 31, 2014. As of March 31, 2015, the Company had $6.90 million in total assets, $14.4 million in total liabilities and a $7.50 million total deficiency. Paritz & Company, P.A., in Hackensack, New Jersey, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended March 31, 2015, citing that the Company has negative working capital of $8,771,507 and an accumulated deficit of $60,304,126 as of March 31, 2015, reported net losses and did not generate cash from operations for past two years. These circumstances, among others, raise substantial doubt about the Company's ability to continue as a going concern. EL PASO CHILDREN'S: Hires Miller Buckfire as Investment Bankers --------------------------------------------------------------- El Paso Children's Hospital Corporation seeks authorization from the Hon. H. Christopher Mott of the U.S. Bankruptcy Court for the Western District of Texas to employ Miller Buckfire & Co., LLC as investment bankers. Miller Buckfire has agreed to provide these services: (a) General Services. Miller Buckfire will familiarize itself with the business, operations, properties, financial condition and prospects of the Debtor, and advise and assist the Debtor in structuring and effecting the financial aspects of a restructuring, financing or sale transaction. (b) Restructuring Services. If the Debtors pursue a Restructuring, Miller Buckfire will assist in developing and seeking approval of the Debtor's Plan, assist in structuring any new securities to be issued under the Plan, participate or otherwise assist in negotiations with entities or groups affected by the Plan and participate in hearings before the Bankruptcy Court in connection with Miller Buckfire's other services, including related testimony, in coordination the Debtor's counsel. (c) Financing Services. If the Debtors pursue a Financing, Miller Buckfire will assist in structuring and effecting any Financing, identify and contact potential Investors and participate or otherwise assist in negotiations with Investors. (d) Sale and Joint Operation Transaction Services. If the Company pursues a Sale or Joint Operation Transaction, Miller Buckfire will assist with the Sale or Joint Operation Transaction, identify and contact potential acquirers or joint operators, and participate or otherwise assist in negotiations with acquirers or joint operators. The Debtor has agreed to pay Miller Buckfire: -- Monthly Fee: $50,000; -- DIP Financing Fee: Upon a DIP Financing, 2% of gross Proceeds; -- Financing Fee: Upon a Financing, 2% of gross proceeds or $250,000, whichever is greater' -- Sale Fee: Upon a Sale, 1.5% of Aggregate Consideration or $250,000, whichever is greater; -- Joint Operation Transaction Fee: Upon a Joint Operation Transaction, $250,000; -- Crediting: 50% of the first six Monthly Fees paid will be credited against the Financing Fee, Sale Fee and Joint Operation Transaction Fee. 100% of the seventh and following Monthly Fees paid will be credited against the Financing Fee, Sale Fee and Joint Operation Transaction Fee; -- Multiple Fees: If a single transaction gives rise to more than one of the Financing Fee, Sale Fee and Joint Operation Transaction Fee, only the largest such fee will be due; and -- Expenses: The Debtor agrees to reimburse Miller Buckfire for the expenses incurred by Miller Buckfire in connection with the matters contemplated by the Engagement Letter, including reasonable fees, disbursements, and other charges of Miller Buckfire's counsel. D. Kyle Herman, a director of Miller Buckfire, 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. Miller Buckfire can be reached at: MILLER BUCKFIRE & CO. LLC 601 Lexington Avenue, 22nd Floor New York, NY 10022 Tel: (212) 895-1800 Fax: (212) 895-1853 About El Paso Children's Hospital El Paso Children's Hospital Corporation operates the El Paso Children's Hospital, the only not-for-profit children's hospital in the El Paso region. The hospital opened its doors in February 2012, features 122 private pediatric rooms, and is located at the campus of El Paso County Hospital District dba University Medical Center of El Paso. The Company sought Chapter 11 protection (Bankr. W.D. Tex. Case No. 15-30784) on May 19, 2015. The case is assigned to Judge H. Christopher Mott, following disputes with UMC. The Debtor tapped Jackson Walker LLP as counsel. ENDEAVOUR INTERNATIONAL: Cancels Registration of Unsold Securities ------------------------------------------------------------------ Endeavour International Corporation and its affiliated entities filed about 16 POS AM and S-8 POS documents with the Securities and Exchange Commission to cancel the registration of various securities. Specifically, the Company said the Post-Effective Amendments relate to Registration Statements on Form S-3, originally filed by Endeavour with the SEC, which include: * Registration No. 333-118503, filed on Form S-3 on August 8, 2004, pertaining to the registration of 40,017,525 shares of common stock of Endeavour; * Registration No. 333-132684, filed on Form S-3 on March 24, 2006, as amended on May 2, 2006, pertaining to the registration of 1,500,000 Shares; * Registration No. 333-139304, filed on Form S-3 on December 13, 2006, as amended on January 12, 2007, pertaining to the registration of 85,000,000 Shares issuable upon conversion of Endeavour's Series A or Series C Preferred Stock and that may be paid as dividends in respect of the Series A or Series C Preferred Stock; * Registration No. 333-149744, filed on Form S-3 on March 14, 2008, as amended on May 8, 2008 and June 27, 2008, pertaining to the registration of 56,037,910 Shares issuable upon conversion of Endeavour's 11.5% Guaranteed Convertible Bonds due 2014; * Registration No. 333-165853, filed on Form S-3 on April 1, 2010, pertaining the registration of 23,457,779 Shares; and * Registration No. 333-194738, filed on Form S-3 on March 21, 2014, as amended on April 14, 2014, pertaining to the registration of 2,917,834 Shares, warrants to purchase 729,458 Shares, 729,458 Shares underlying the Warrants, $17,500,000 in aggregate amount of 6.5% Convertible Senior Notes and 3,753,754 Shares underlying the Convertible Senior Notes. The Company also filed Post-Effective Amendments relating to the Registration Statements on Form S-8, which include: * Registration No. 333-119577, filed on Form S-8 on October 7, 2004, pertaining to the registration of 8,531,250 shares of common stock of Endeavour issued or issuable under the Endeavour International Corporation 2004 Incentive Plan and certain non-plan restricted stock award agreements; * Registration No. 333-128692, filed on Form S-8 on September 29, 2005, pertaining to (i) the registration of 6,800,000 Shares issued or issuable under the 2004 Plan, certain non-plan restricted stock award agreements and a certain non-plan stock option agreement and (ii) the reoffer and resale of 14,072,650 Shares Previously registered or issued or issuable under the 2004 Plan, a certain restricted stock award agreement and a certain stock option agreement; * Registration No. 333-143794, filed on Form S-8 on June 15, 2006, pertaining to the registration of 8,000,000 Shares issued or issuable under the Endeavour International Corporation 2007 Incentive Plan; * Registration No. 333-149743, filed on Form S-8 on March 14, 2008, pertaining to (i) the registration of 1,400,000 Shares issued or issuable under certain Endeavour restricted stock award agreements and stock option agreements and (ii) the reoffer and resale of 1,400,000 Shares issued or issuable under certain Endeavour restricted stock award agreements and stock option agreements; * Registration No. 333-157967, filed on Form S-8 on March 16, 2009, pertaining to (i) the registration of 550,000 Shares issued or issuable under certain Endeavour restricted stock award agreements and stock option agreements and (ii) the reoffer and resale of 550,000 Shares issued or issuable under certain Endeavour restricted stock award agreements and stock option agreements; * Registration No. 333-169851, filed on Form S-8 on October 8, 2010, pertaining to the registration of 8,000,000 Shares issued or issuable under the Endeavour International Corporation 2010 Incentive Plan; * Registration No. 333-171392, filed on Form S-8 on December 23, 2010, pertaining to the registration of 85,715 Shares issued under a certain restricted stock award agreement; * Registration No. 333-183250, filed on Form S-8 on August 13, 2012, pertaining to the registration of 1,950,000 Shares issued or issuable under the 2010 Plan; * Registration No. 333-183251, filed on Form S-8 on August 13, 2012, pertaining to (i) the registration of 50,000 Shares issued or issuable under a certain restricted stock award agreement and (ii) the reoffer and resale of 50,000 Shares issued under a certain restricted stock award agreement; and * Registration No. 333-196566, filed on Form S-8 on June 6, 2014, pertaining to the registration of 2,075,000 Shares issued or issuable under the Endeavour International Corporation 2014 Incentive Plan. As a result of the bankruptcy cases, Endeavour has terminated all offerings of securities pursuant to the Registration Statements. In accordance with an undertaking made by Endeavour in the Registration Statements to remove from registration, by means of a post-effective amendment, any of the securities that had been registered for issuance that remain unsold at the termination of such offering, Endeavour removed from registration all of such securities registered but unsold under the Registration Statements. On April 29, 2015, Endeavour filed with the Bankruptcy Court a motion to, among other things, approve the sale of substantially all of Endeavour's U.S. assets and, in connection with such sale, establish bidding procedures and an auction. About Endeavour International Houston, Texas-based Endeavour International Corporation (OTC: ENDRQ) (LSE: ENDV) is an oil and gas exploration and production company focused on the acquisition, exploration and development of energy reserves in the North Sea and the United States. On Oct. 10, 2014, Endeavour International and five affiliates filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 14-12308, Endeavour Operating Corp.). The Hon. Kevin J. Carey presides over the cases. As of June 30, 2014, the Company had $1.55 billion in total assets, $1.55 billion in total liabilities, $43.7 million in Series C convertible preferred stock, and a $41.5 million stockholders' deficit. Endeavour Operating Corporation, in its schedules, disclosed $808,358,297 in assets and $1,242,480,297 in liabilities as of the Chapter 11 filing. The Debtors have tapped Weil, Gotshal & Manges LLP as counsel; Richards, Layton & Finger, P.A., as co-counsel; The Blackstone Group L.P., as financial advisor; AlixPartners, LLP, as restructuring advisor; and Kurtzman Carson Consultants LLC, as claims and noticing agent. The U.S. Trustee for Region 3 has appointed three members to the Official Committee of Unsecured Creditors in the Chapter 11 cases of Endeavour Operating Corporation and its debtor affiliates. The Committee is represented by David M. Bennett, Esq., Cassandra Sepanik Shoemaker, Esq., and Demetra L. Liggins, Esq., at Thompson & Knight LLP, and Neil B. Glassman, Esq., Scott D. Cousins, Esq., and Evan T. Miller, Esq., at Bayard, P.A. Alvarez & Marsal North America, LLC, serves as financial advisors to the Committee, while UpShot Services LLC serves as website administrator. * * * U.S. Bankruptcy Judge Kevin J. Carey in of Delaware, on Dec. 22, 2014, approved the disclosure statement explaining Endeavour Operating Corporation, et al.'s joint plan of reorganization. The Amended Plan, dated Dec. 19, 2014, provides that it is supported by creditors who collectively hold 82.99% of the March 2018 Notes Claims (Class 3), 70.88% of the June 2018 Notes Claims (Class 4), 99.75% of the 7.5% Convertible Bonds Claims (Class 5), and 69.08% of the Convertible Notes Claims (Class 6). The Amended Plan also provides that holders of general unsecured claims will recover an estimated 15% of the total claims amount, which is estimated to be $6,000,000. The hearing to consider confirmation of the Amended Joint Plan of Reorganization, dated Dec. 23, 2014, of Endeavour Operating Corporation and its affiliated debtors, including Endeavour International Corporation, has been adjourned to a date to be determined. On April 29, 2015, the Debtor announced that, as a result of Recent declines in oil and gas prices, the Company withdrew the proposed Plan. ENDEAVOUR INTERNATIONAL: Cooley LLP Okayed as Fee Examiner Counsel ------------------------------------------------------------------ Jeffrey L. Cohen, the fee examiner of Endeavour International Corporation, Endeavour Operating Corporation and its debtor-affiliates, sought and obtained permission from the Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware to employ Cooley LLP as counsel to the fee examiner, nunc pro tunc to March 9, 2015. The Fee Examiner requires Cooley LLP to: (a) assist the Fee Examiner his review of Fee Applications and related invoices for compliance with: -- Sections 328, 329, 330 and 331 of the Bankruptcy Code, -- Rule 2016 of the Federal Rules of Bankruptcy Procedure, -- Local Rule 2016-2 of the Local Rules for the United States Bankruptcy Court for the District of Delaware, -- the United States Trustee Guidelines for Reviewing Applications for Compensation & Reimbursement of Expenses filed under 11 U.S.C. section 330, and -- the Order Establishing Procedures for Interim Compensation and Reimbursement of Professionals Pursuant to Section 105(a), 330, and 331 of the Bankruptcy Code, Bankruptcy Rule 2016 and Local Rule 2016-2; (b) assist the Fee Examiner in any hearings or other proceedings before the Court to consider the Fee Applications including, without limitation, advocating positions asserted in the reports filed by the Fee Examiner and on behalf of the Fee Examiner; (c) assist the Fee Examiner with legal issues raised by inquiries to and from the Retained Professionals and any other professional services provider retained by the Fee Examiner; (d) where necessary, attend meetings between the Fee Examiner and the Retained Professionals; (e) assist the Fee Examiner with the preparation of Initial and Final Reports regarding professional fees and expenses; (f) assist the Fee Examiner in developing protocols and making reports and recommendations; and (g) provide other services as the Fee Examiner may request. Cooley LLP will be paid at these hourly rates: Michael Klein, Associate $679.50 Jeremy Rothstein, Associate $423 Mollie Canby, Paralegal $210 Cooley LLP will also be reimbursed for reasonable out-of-pocket expenses incurred. Jeffrey L. Cohen, member of Cooley LLP, 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. Cooley LLP can be reached at: Jeffrey L. Cohen, Esq. COOLEY LLP 1114 Avenue of the Americas New York, NY 10036 Tel: (212) 479-6000 Fax: (212) 479-6275 E-mail: jcohen@cooley.com About Endeavour International Houston, Texas-based Endeavour International Corporation (OTC: ENDRQ) (LSE: ENDV) is an oil and gas exploration and production company focused on the acquisition, exploration and development of energy reserves in the North Sea and the United States. On Oct. 10, 2014, Endeavour International and five affiliates filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 14-12308, Endeavour Operating Corp.). The Hon. Kevin J. Carey presides over the cases. As of June 30, 2014, the Company had $1.55 billion in total assets, $1.55 billion in total liabilities, $43.7 million in Series C convertible preferred stock, and a $41.5 million stockholders' deficit. Endeavour Operating Corporation, in its schedules, disclosed $808,358,297 in assets and $1,242,480,297 in liabilities as of the Chapter 11 filing. The Debtors have tapped Weil, Gotshal & Manges LLP as counsel; Richards, Layton & Finger, P.A., as co-counsel; The Blackstone Group L.P., as financial advisor; AlixPartners, LLP, as restructuring advisor; and Kurtzman Carson Consultants LLC, as claims and noticing agent. The U.S. Trustee for Region 3 has appointed three members to the Official Committee of Unsecured Creditors in the Chapter 11 cases of Endeavour Operating Corporation and its debtor affiliates. The Committee is represented by David M. Bennett, Esq., Cassandra Sepanik Shoemaker, Esq., and Demetra L. Liggins, Esq., at Thompson & Knight LLP, and Neil B. Glassman, Esq., Scott D. Cousins, Esq., and Evan T. Miller, Esq., at Bayard, P.A. Alvarez & Marsal North America, LLC, serves as financial advisors to the Committee, while UpShot Services LLC serves as website administrator. * * * In April 2015, the Debtor announced that, as a result of recent declines in oil and gas prices, the Company withdrew its proposed Amended Joint Plan of Reorganization. The Amended Plan would have paid general unsecured claims an estimated 15% of the total claims amount, which is estimated to be $6,000,000. On Aug. 3, 2015, the Debtors entered into a credit bid asset purchase agreement with (1) Wells Fargo Bank, National Association, as trustee and collateral agent on behalf of holders of the 12% First Priority Notes due March 1, 2018; and (2) certain of the Noteholders -- specifically, Apollo Capital Management, L.P., Aristeia Capital, LLC and Avenue Investments, L.P., the Priority Noteholders. EOC agreed to sell all of the stock of EOC's subsidiary, Endeavour International Holding B.V. and an intercompany note (issued to EOC by Endeavour Energy U.K Limited, a subsidiary of EIHBV), to a newly formed entity which shall be owned by the Noteholders and the lenders under an Amended and Restated Credit Agreement, dated as of September 30, 2014, by and among EIHBV and End Finco LLC, as borrowers, the lenders party thereto, Credit Suisse AG, Cayman Islands Branch, as Administrative and Collateral Agent, and the Company. Endeavour also entered into a settlement agreement with EOC, Endeavour Colorado Corporation, the Priority Noteholders led by Apollo Capital Management, L.P. and an ad hoc group of lenders under the Debtors' 2014 credit agreement, relating, among other things, to the allocation of proceeds from the sale of EOC's and ECC's U.S. oil and gas assets, ownership of Newco, voting rights and shareholder arrangements concerning Newco and certain amendments to the Credit Agreement. The Debtors are seeking the Court's dismissal of their chapter 11 cases following the sale of substantially all of the assets, the dissolution of the Debtors and, in the case of EIC, its dissolution without the need to obtain stockholder approval. The Debtors said they are unable to confirm a chapter 11 plan because they do not have sufficient funds to pay all their administrative expenses in full under a chapter 11 plan. The Asset sale and settlement serve as alternative to a chapter 11 plan. A hearing on the sale and motion to dismiss will be held Aug. 24, 2015. A copy of the Asset Purchase Agreement is available at http://is.gd/1oGma1 A copy of the Settlement Agreement is available at http://is.gd/oSjbj7 Wells Fargo is represented by Reed Smith LLP's Eric A. Schaffer, Esq. The Priority Noteholders, consisting of Apollo Capital Management, L.P., Aristeia Capital, LLC, and Avenue Investments, L.P., are represented by Milbank, Tweed, Hadley & McCloy LLP's Dennis Dunne, Esq. The EEUK term loan lenders, led by Barclays Bank PLC, are represented by Akin Gump Strauss Hauer & Feld LLP's Michael S. Stamer, Esq., and Meredith A. Lahaie, Esq. ENDEAVOUR INTERNATIONAL: Net Loss Widens to $87.6M in Q2 2015 ------------------------------------------------------------- Endeavour International Corporation filed with the Securities and Exchange Commission its second quarter financial report on Form 10-Q for the quarterly period ended June 30, 2015. Endeavour said revenues were $71,818,000 for the three months ended June 30, 2015, compared to $44,857,000 for the same period in 2014. Revenues were $136,147,000 for the six months ended June 30, 2015, compared to $139,021,000 for the same period in 2014. Endeavour posted a net loss of $87,627,000 for the three months ended June 30, 2015, compared to $36,673,000 for the same period in 2014. Net loss was $198,288,000 for the six months ended June 30, 2015, compared to $81,544,000 for the same period in 2014. A copy of the Second Quarter Form 10-Q Report is available at http://is.gd/M6N8Go About Endeavour International Houston, Texas-based Endeavour International Corporation (OTC: ENDRQ) (LSE: ENDV) is an oil and gas exploration and production company focused on the acquisition, exploration and development of energy reserves in the North Sea and the United States. On Oct. 10, 2014, Endeavour International and five affiliates filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 14-12308, Endeavour Operating Corp.). The Hon. Kevin J. Carey presides over the cases. As of June 30, 2014, the Company had $1.55 billion in total assets, $1.55 billion in total liabilities, $43.7 million in Series C convertible preferred stock, and a $41.5 million stockholders' deficit. Endeavour Operating Corporation, in its schedules, disclosed $808,358,297 in assets and $1,242,480,297 in liabilities as of the Chapter 11 filing. The Debtors have tapped Weil, Gotshal & Manges LLP as counsel; Richards, Layton & Finger, P.A., as co-counsel; The Blackstone Group L.P., as financial advisor; AlixPartners, LLP, as restructuring advisor; and Kurtzman Carson Consultants LLC, as claims and noticing agent. The U.S. Trustee for Region 3 has appointed three members to the Official Committee of Unsecured Creditors in the Chapter 11 cases of Endeavour Operating Corporation and its debtor affiliates. The Committee is represented by David M. Bennett, Esq., Cassandra Sepanik Shoemaker, Esq., and Demetra L. Liggins, Esq., at Thompson & Knight LLP, and Neil B. Glassman, Esq., Scott D. Cousins, Esq., and Evan T. Miller, Esq., at Bayard, P.A. Alvarez & Marsal North America, LLC, serves as financial advisors to the Committee, while UpShot Services LLC serves as website administrator. * * * In April 2015, the Debtor announced that, as a result of recent declines in oil and gas prices, the Company withdrew its proposed Amended Joint Plan of Reorganization. The Amended Plan would have paid general unsecured claims an estimated 15% of the total claims amount, which is estimated to be $6,000,000. On Aug. 3, 2015, the Debtors entered into a credit bid asset purchase agreement with (1) Wells Fargo Bank, National Association, as trustee and collateral agent on behalf of holders of the 12% First Priority Notes due March 1, 2018; and (2) certain of the Noteholders -- specifically, Apollo Capital Management, L.P., Aristeia Capital, LLC and Avenue Investments, L.P., the Priority Noteholders. EOC agreed to sell all of the stock of EOC's subsidiary, Endeavour International Holding B.V. and an intercompany note (issued to EOC by Endeavour Energy U.K Limited, a subsidiary of EIHBV), to a newly formed entity which shall be owned by the Noteholders and the lenders under an Amended and Restated Credit Agreement, dated as of September 30, 2014, by and among EIHBV and End Finco LLC, as borrowers, the lenders party thereto, Credit Suisse AG, Cayman Islands Branch, as Administrative and Collateral Agent, and the Company. Endeavour also entered into a settlement agreement with EOC, Endeavour Colorado Corporation, the Priority Noteholders led by Apollo Capital Management, L.P. and an ad hoc group of lenders under the Debtors' 2014 credit agreement, relating, among other things, to the allocation of proceeds from the sale of EOC's and ECC's U.S. oil and gas assets, ownership of Newco, voting rights and shareholder arrangements concerning Newco and certain amendments to the Credit Agreement. The Debtors are seeking the Court's dismissal of their chapter 11 cases following the sale of substantially all of the assets, the dissolution of the Debtors and, in the case of EIC, its dissolution without the need to obtain stockholder approval. The Debtors said they are unable to confirm a chapter 11 plan because they do not have sufficient funds to pay all their administrative expenses in full under a chapter 11 plan. The Asset sale and settlement serve as alternative to a chapter 11 plan. A hearing on the sale and motion to dismiss will be held Aug. 24, 2015. A copy of the Asset Purchase Agreement is available at http://is.gd/1oGma1 A copy of the Settlement Agreement is available at http://is.gd/oSjbj7 Wells Fargo is represented by Reed Smith LLP's Eric A. Schaffer, Esq. The Priority Noteholders, consisting of Apollo Capital Management, L.P., Aristeia Capital, LLC, and Avenue Investments, L.P., are represented by Milbank, Tweed, Hadley & McCloy LLP's Dennis Dunne, Esq. The EEUK term loan lenders, led by Barclays Bank PLC, are represented by Akin Gump Strauss Hauer & Feld LLP's Michael S. Stamer, Esq., and Meredith A. Lahaie, Esq. ENERGY FUTURE: Indenture Trustee Objects to Plan Disclosures ------------------------------------------------------------ Computershare Trust Company, N.A., and Computershare Trust Company of Canada, in its capacity as indenture trustee for the EFIH Second Lien notes issued by Energy Future Intermediate Holding Company LLC and EFIH Finance Inc., object to the disclosure statement explaining Energy Future Holdings Corp., et al.'s third amended joint plan of reorganization. According to Computershare, the Plan only addresses the first three components of the EFIH Second Lien Note Claims: it classifies the EFIH Second Lien Note Claims in Class B4, provides that claims for principal and interest are allowed, and that the Makewhole Claims are not allowed. Moreover, Computershare complains that the Plan and Disclosure Statement do not classify or provide the intended treatment of fees and expenses of the EFIH Second Lien or of indemnification claims of the EFIH Second Lien Trustee. Computershare is represented by Laura Davis Jones, Esq., and Robert J. Feinstein, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware; Thomas Moers Mayer, Esq., Gregory A. Horowitz, Esq., P. Bradley O'Neill, Esq., and Joshua K. Brody, Esq., at Kramer Levin Naftalis & Frankel LLP, in New York; and Stephanie Wickouski, Esq., at Bryan Cave LLP, in New York. About Energy Future Holding Corp. 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 whilereducing 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 casesjointly 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 forthe 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. FAMILY CHRISTIAN: Has Final Approval of $6-Mil. DIP Facility ------------------------------------------------------------ U.S. Bankruptcy Judge John T. Gregg has authorized, on a final basis, Family Christian, LLC, et al., to (i) obtain postpetition debtor-in-possession financing from FC Special Funding, LLC up to the maximum amount of $6,000,000, and (ii) use cash collateral. The Debtors are indebted to FC Special Funding, LLC, as assignee of JP Morgan Chase Bank, N.A., individually and in its role as agent under a Credit Agreement dated Nov. 14, 2012, that provides a revolving line of credit up to a maximum of $40 million, which loan provides working capital for the Operating Debtor's business operations. The senior lender's sole participant in the Working Capital Loan is Jackson Investment Group, LLC. Richard L. Jackson is the chief executive officer of JIG. As of the Petition Date, the Debtors have acknowledged and stipulated in the final cash collateral order that the principal amount of the indebtedness owed by the Debtors under the loan documents to the senior lender is approximately $23,100,000 and to the term loan lenders is approximately $34,200,000, which amounts are exclusive of interest, costs, attorneys' fees, and other amounts chargeable to the Debtors under the loan documents. The Debtors would use the DIP credit facility exclusively to (Y) fund working capital; and (Z) pay, up to the budgeted amount for the fees, costs, expenses, and disbursements of professionals retained by the Debtors and the Committee. The Loan: 1. will terminate on the earliest of (a) Aug. 15, 2015, or (b) the closing date of the proposed sale to FCS Acquisition, LLC pursuant to a confirmed plan of reorganization; and 2. will have the interest rate of 4.5% per annum, which interest will be payable monthly; upon the occurrence of a default, a rate of 6.5% per annum. About Family Christian Family Christian Holding, LLC, is the sole owner and member of Family Christian, LLC, which operates and runs Family Christian stores, one of the largest retail sellers of Christian books, music, DVDs, church supplies, and other faith based merchandise. Family Christian, LLC, Family Christian Holding, LLC, and FCS Giftco, LLC, filed Chapter 11 bankruptcy petitions (Bankr. W.D. Mich. Lead Case No. 15-00643) on Feb. 11, 2015. The petition was signed by Chuck Bengochea as president and CEO. The Debtors estimated assets and liabilities of $50 million to $100 million. The Debtors are being represented by Todd Almassian, Esq., at Keller & Almassian PLC, and Erich Durlacher, Esq., Brad Baldwin, Esq., Bryan Glover, Esq., at Burr & Forman LLP as counsel. The U.S. Trustee for Region 9 appointed seven creditors of Family Christian LLC to serve on the official committee of unsecured creditors. FANNIE MAE & FREDDIE MAC: Attack on Profit Sweep in D. Del. ----------------------------------------------------------- David Jacobs and Gary E. Hindes sued the Federal Housing Finance Agency and the U.S. Treasury, challenging the legality of the government's use of the profits of Fannie Mae and Freddie Mac under what is known as the Third Amendment Sweep, and makes the claim that the Net Worth Sweep is an improper term for a preferred stock instrument under Sec. 151 of the Delaware General Corporation Law. The complaint initiating was filed in Jacobs v. FHFA, Case No. 15-cv-00708 (D. Del.). The legal arguments underpinning the challenge based on Sec. 151 are detailed in an Amicus Brief filed by the Center for Individual Freedom in support of Fannie Mae and Freddie Mac shareholders litigating in Perry v. Lew, No. 14-5243 (D.C. Cir.). Messrs. Jacobs and Hindes and the Center are all represented by Myron T. Steele at Potter Anderson & Corroon LLP. Mr. Steele is former Chief Justice of the Supreme Court of Delaware, a Judge of the Superior Court, and a Vice Chancellor of the Delaware Court of Chancery An updated chart is available at no charge at: http://bankrupt.com/gselitigationsummary201508.pdf to help organize information about the many lawsuits challenging the Third Amendment and Net Worth Sweep, including the cases challenging the sweep as a confiscation of private property for public use by our government without just compensation in violation of the Fifth Amendment to the U.S. Constitution before Judge Sweeney in the U.S. Court of Federal Claims; the proceedings pending before the U.S. Court of Appeals for the D.C. Circuit; and Saxton v. FHFA, Case No. 15-cv-00047 (N.D. Iowa). At this time, jurisdictional discovery is underway in Fairholme v. U.S., Case No. 13-465 (Ct. Fed. Cl.), and (subject to further extensions), jurisdictional discovery is currently scheduled to wrap up by Sept. 4, 2015. Completion of jurisdictional discovery in Fairholme -- on whatever date it actually happens -- will unleash a flurry of activity in Judge Sweeney's court including Fairholme filing its response to the government's motion to dismiss its complaint and other pre-trial filings by the government and other aggrieved shareholders. Briefing in the appellate proceedings before the D.C. Circuit have been stayed pending resolution of a motion to supplement the record based on newly discovered evidence the shareholders say Judge Lamberth should have considered last year when he dismissed lawsuits pending in the U.S. District Court for the District of Columbia. FHFA and Treasury are planning to file their motions to dismiss the Saxton lawsuit in Iowa by Sept. 4, 2015, and the Court is looking for briefing on those motions to dismiss to be completed by Nov. 23, 2015. FERRIS PROPERTIES: Court Denies Bid to Sell 11 Properties --------------------------------------------------------- Judge Mary F. Walrath of the United States Bankruptcy Court for the District of Delaware denied Ferris Properties, Inc. and Lexell, LLC's motion for authority to sell 11 properties free and clear of liens and encumbrances. On May 13, 2015, the Debtors filed the Sale Motion after it received a bulk sale offer from One-Pie Investments, LLC, for 11 of their remaining properties at a proposed purchase price of $240,000. Wells Fargo Bank, NA, which holds mortgages on each of the properties, filed an objection to the Sale Motion on May 29, 2015, because the sale proceeds are less than it is owed on the properties. One-Pie filed a letter memorandum in support of the Sale Motion on June 9, 2015, arguing that the proposed sale is proper under Section 363(f)(5) of the Bankruptcy Code because Wells Fargo could be compelled to accept a money satisfaction of its interests in the properties under Section 1129(b)(2)(A) or Section 724(b), or under state law through a monition sale or a partition sale. One-Pie further argued that a sale is proper under Section 363(f)(2) because Wells Fargo did not properly object to the Sale Motion and must be deemed to have consented to it. Judge Walrath held that Section 742(b) is not a proceeding under which Wells Fargo's interest could be subordinated or under which it could be compelled to accept a money satisfaction which is less than its claim because it is not a tax lien creditor, but a first lien mortgagor. The judge also found that the debtors and One-Pie have not demonstrated that they could cram down Wells Fargo under Section 1129(b)(2). Judge Walrath further found that Wells Fargo could not be compelled by a monition sale to accept a money satisfaction of its interests in the properties because Wells Fargo could avoid a monition sale by paying the delinquent taxes or could redeem the property if it were sold. The judge also held that the debtors have not shown that a partition sale would be applicable to the properties. Finally, Judge Walrath held that Wells Fargo properly objected to the sale and thus the court finds that the sale cannot be confirmed under 363(f)(2). The case is In re: FERRIS PROPERTIES, INC., et al., Chapter 11, Debtors, CASE NO. 14-10491, JOINTLY ADMINISTERED (Bankr. D.Del.). A full-text copy of Judge Walrath's July 30, 2015 memorandum opinion is available at http://is.gd/wrKyK1from Leagle.com. Ferris Properties, Inc., sought protection under Chapter 11 of the Bankruptcy Code on March 6, 2014 (Bankr. D. Del., Case No.: 14-10491). The case is assigned to Judge Mary F. Walrath. The Debtor's counsel is David M. Klauder, Esq., at O'Kelly Ernst & Biell, LLC, in Wilmington, Delaware. FLEXI-VAN LEASING: S&P Revises Outlook on 'BB-' CCR to Stable ------------------------------------------------------------- Standard & Poor's Ratings Services said that it has revised the outlook on its 'BB-' corporate credit rating on Flexi-Van Leasing Inc. to stable from negative. At the same time, S&P affirmed its 'BB-' corporate credit rating on the company and its 'B+' issue-level rating on Flexi-Van's senior unsecured notes. The '5' recovery rating on the debt remains unchanged, indicating S&P's expectation for modest recovery (10%-30%; lower half of the range) in the event of default. "The outlook revision on Flexi-Van Leasing Inc. reflects the company's improved credit metrics," said Standard & Poor's credit analyst Betsy Snyder. Flexi-Van's credit metric have improved primarily because of stronger revenues and earnings. S&P expects these trends to continue over the next year, albeit at a more modest pace, leading the company's funds flow-to-debt ratio to remain around 10% through 2016. The stable outlook incorporates S&P's expectation that Flexi-Van Leasing Inc.'s operating performance will continue to benefit from strong demand and pricing, helping its credit metrics remain relatively consistent through 2016 (FFO-to-debt averaging around 10%). S&P assumes that the company will not undertake any significant debt-financed dividends over the next 12 months. S&P does not expect to lower our rating on Flexi-Van during the next year. However, if the company makes a significant debt-financed dividend to its owner or experiences renewed economic weakness or reduced utilization rates, earnings, and cash flow such that its FFO-to-total debt ratio declined and remained in the high-single-digit percent area for a sustained period, S&P could lower the rating. S&P also does not expect to raise its rating on the company over the next year, given Flexi-Van's very aggressive financial policies and its history of making large advances to its owner. However, S&P could raise the rating if the company adopted more conservative financial policies and S&P believed that those policies would be sustained. S&P would also need to see the company's FFO-to-debt ratio increase to the mid-teens percent area on a sustained basis because of better-than-expected earnings or reduced debt. FLY-IN-FISH INN: Case Summary & 8 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Fly-in-Fish Inn 485 Katlian St Sitka, AK 99835 Case No.: 15-00246 Nature of Business: Hotel and Restaurant Chapter 11 Petition Date: August 17, 2015 Court: United States Bankruptcy Court District of Alaska (Juneau) Judge: Hon. Gary Spraker Debtor's Counsel: David H. Bundy, Esq. DAVID H. BUNDY, PC 310 K Street, Suite 200 Anchorage, AK 99501 Tel: (907)248-8431 Fax: (907)248-8434 Email: dhb@alaska.net Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Kenneth A. Bellows, president. List of Debtor's eight Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Gauntt, Douglas Loan $50,000 Harang, Gordon Loan $49,000 Cole, Roy Loan $32,000 Eddy, Tim Loan $20,000 City of Sitka Utilities $11,095 Allstate Flood Service $3,366 Center American Hotel Register Co. Trade Debt $2,870 Tika Lamade $289 FRAC SPECIALIST: Files Schedules of Assets and Liabilities ---------------------------------------------------------- Frac Specialists, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Texas its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $1,497,000 B. Personal Property $60,178,313 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $39,115,281 E. Creditors Holding Unsecured Priority Claims $552,824 F. Creditors Holding Unsecured Non-Priority Claims $18,314,383 ----------- ----------- Total $61,675,313 $57,982,488 Frac Specialists later filed filed an amendment to Schedule D. Copies of the documents are available for free at: http://bankrupt.com/misc/FracSpecialists_92_June19SAL.pdf http://bankrupt.com/misc/FracSpecialists_99_June26amendedSAL.pdf About Frac Specialists Frac Specialists, LLC, Cement Specialists, LLC, and Acid Specialists, LLC, are oilfield service providers serving the exploration and production industry within the Permian Basin. Noble Natural Resources, LLC, Javier Urias and Alex Hinojos collectively own 100% of the membership interests in the Companies. The Companies sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Lead Case No. 15-41974), on May 17, 2015. Larry P. Noble signed the petitions as manager. On May 27, 2015, the Court directed the joint administration of the cases. The Debtors disclosed $61,675,313 in assets and $57,982,488 in liabilities. Judge Michael Lynn presides over the cases. The Debtors tapped Lynda L. Lankford, Esq., and Jeff P. Prostok, Esq., at Forshey & Prostok, LLP, as their counsel. The U.S. Trustee appointed five creditors to serve on an official committee of unsecured creditors. The Committee is represented by Mark E. Andrews, Esq., and Aaron M. Kaufman, Esq., at Dykema Cox Smith. FRAC SPECIALIST: William L. Roberts OK'd as Interim VP of Finance ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas authorized Frac Specialists, LLC, et al., to employ William L. Roberts as interim vice president of finance, nunc pro tunc to May 22, 2015. The Official Unsecured Creditors' Committee filed limited comment to the Debtors' application stating that it specifically seeks to ensure that the work performed by Mr. Roberts, as the interim VP of finance for the Debtors, is not duplicative of services to be performed by external professionals employed by the Debtors. Mr. Roberts is expected to, among other things: 1. prepare and update the Debtors' bankruptcy schedules of assets and liabilities; 2. prepare monthly operating reports; 3. prepare financial information for distribution to creditors and others. Mr. Roberts did not receive any payments or retainers from the Debtors prior to the Petition Date. His hourly rate is $175. The parties anticipate that Mr. Roberts will work 40 to 60 hours per week during the cases, however Mr. Roberts will compensated only for the actual time worked. To the best of the Debtor's knowledge, Mr. Roberts is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The Committee is represented by: Mark E. Andrews, Esq. Aaron M. Kaufman, Esq. DYKEMA COX SMITH 1201 Elm Street, Suite 3300 Dallas, TX 75270 Tel: (214) 698-7800 Fax: (214) 698-7899 E-mails: mandrews@dykema.com akaufman@dykema.com About Frac Specialists Frac Specialists, LLC, Cement Specialists, LLC, and Acid Specialists, LLC, are oilfield service providers serving the exploration and production industry within the Permian Basin. Noble Natural Resources, LLC, Javier Urias and Alex Hinojos collectively own 100% of the membership interests in the Companies. The Companies sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Lead Case No. 15-41974), on May 17, 2015. Larry P. Noble signed the petitions as manager. On May 27, 2015, the Court directed the joint administration of the cases. The Debtors disclosed $61,675,313 in assets and $57,982,488 in liabilities. Judge Michael Lynn presides over the cases. The Debtors tapped Lynda L. Lankford, Esq., and Jeff P. Prostok, Esq., at Forshey & Prostok, LLP, as their counsel. The U.S. Trustee appointed five creditors to serve on an official committee of unsecured creditors. The Committee is represented by Mark E. Andrews, Esq., and Aaron M. Kaufman, Esq., at Dykema Cox Smith. FREDERICK'S OF HOLLYWOOD: Needs Until Dec. 15 to File Plan ---------------------------------------------------------- Old FOH, Inc., f/k/a Frederick's of Hollywood, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to extend their exclusive right to file a Chapter 11 plan through and including Dec. 15, 2015, and their exclusive right to solicit votes on the plan through and including Feb. 15, 2016. According to Joseph C. Barsalona II, Esq., at Richards, Layton & Finger, PA, in Wilmington, Delaware, the Debtors are now seeking to complete their goal through a consensual Chapter 11 liquidating plan that will distribute the proceeds of the Sale in an orderly and efficient manner, and liquidate the Debtors' remaining assets. Mr. Barsalona relates that since the Petition Date, which was under four months ago, the Debtors have made significant progress in their Chapter 11 cases by, among other things, (i) selling substantially all of their e-commerce assets to Authentic Brands Group, LLC, (ii) winding up their going-concern operations by closing all of the Debtors' brick-and-mortar stores and rejecting all related leases, and (iii) seeking to reach agreement on the principal terms of a Chapter 11 liquidating plan with the Official Committee of Unsecured Creditors and Front Street (Re), Ltd., the sole remaining secured creditor in the bankruptcy cases. The Debtors are also represented by Russell C. Silberglied, Esq., and Zachary I. Shapiro, Esq., at Richards, Layton & Finger, PA, in Wilmington, Delaware; and Tyson M. Lomazow, Esq., and Matthew Brod, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York. About Frederick's Frederick's of Hollywood Group Inc., sells women's apparel and related products under its proprietary Frederick's of Hollywood brand. Frederick's had more than 200 brick-and-mortar stores at its peak. At present it sells its products at its online shop at http://www.fredericks.com/ On April 19, 2015, Frederick's of Hollywood and five affiliates each filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code. The cases are pending approval to be jointly administered under Case No. 15-10836 before the Honorable Kevin Gross (Bankr. D. Del.). The Company disclosed $36.5 million in assets and $106 million in debt as of the bankruptcy filing. The material debt obligations principally consist of $33 million in loans under a secured credit agreement, $16.2 million in unsecured promissory notes, and $56.7 million in trade debt and liabilities to landlords. The Debtors tapped Milbank, Tweed, Hadley & McCloy LLP, as bankruptcy counsel; Richards, Layton & Finger, P.A., as local counsel; Consensus Advisory Services LLC as investment banker and financial advisor; and Kurtzman Carson Consultants LLC, as claims and noticing agent. FRONTIER STAR: Meeting of Creditors Set for Sept. 1 --------------------------------------------------- The meeting of creditors of Frontier Star LLC and Frontier Star CJ LLC is set to be held on Sept. 1, 2015, at 9:00 a.m., according to a filing with the U.S. Bankruptcy Court in Arizona. The meeting will be held at the US Trustee Meeting Room, Suite 102, 230 N. First Avenue, in Phoenix, Arizona. The court overseeing the bankruptcy case of a company schedules the meeting of creditors usually about 30 days after the bankruptcy petition is filed. The meeting is called the "341 meeting" after the section of the Bankruptcy Code that requires it. A representative of the company is required to appear at the meeting and answer questions under oath. The meeting is presided over by the U.S. trustee, the Justice Department's bankruptcy watchdog. About Frontier Star Guadalupe, Arizona-based Frontier Star LLC and Frontier Star CJ LLC are owned by three grandchildren of Carl Karcher, who founded the fast-food chain. The grandchildren include the LeVecke siblings Carl, Margaret and Jason, who is listed as chief executive officer/manager of both companies. The LeVecke siblings had more than 130 Carl's Jr. and Hardee's franchises in seven states and Puerto Vallarta, Mexico, as of late 2013, according to an Arizona Republic article that announced the grand opening of a new sports-themed Carl's Jr. restaurant in Glendale. FTI CONSULTING: Moody's Affirms Ba2 CFR, Outlook Stable ------------------------------------------------------- Moody's Investor Service affirmed FTI Consulting, Inc.'s Ba2 Corporate Family Rating (CFR), Ba2-PD Probability of Default Rating and SGL-1 speculative grade liquidity rating. Moody's downgraded the ratings for FTI's $300 million of senior unsecured notes due 2022 and $400 million of senior notes due 2020 to Ba3, from Ba2. The ratings have a stable outlook. The downgrades were prompted by the company's expected use of borrowings under its upsized revolving credit facility to fund the announced cash tender offer for its outstanding $400 million of senior unsecured notes due 2020. Moody's will withdraw the rating for FTI's senior notes due 2020 upon full repayment of the notes. RATINGS RATIONALE FTI will use a combination of $150 million of cash on hand and $277 million of borrowings under its senior secured revolving credit facility to redeem the $400 million of senior notes and pay premium and expenses, assuming the entire principal amounts of notes are tendered. Pro forma for the redemption of $400 million of senior notes, FTI's total debt to EBITDA will decline by about 0.5x to 3.0x (Moody's adjusted). The repayment of debt alleviates the pressure on FTI's credit profile as leverage had increased as a result of erosion in EBITDA and EBITDA margins and excess cash was primarily allocated to finance acquisitions and share repurchases in prior periods. In accordance with Moody's Loss Given Default methodology, Moody's downgraded the rating for FTI's senior unsecured notes to reflect the refinancing of senior unsecured debt primarily from senior secured borrowings. The affirmation of FTI's Ba2 CFR reflects FTI's moderate financial leverage and very good levels of free cash flow relative to debt that mitigate its business risks. FTI operates in highly competitive business segments. The company's revenues and profitability are dependent on its key revenue-producing employees and efficient utilization of professionals. In recent periods, rising employee compensation, headcount growth, investments to diversify business and mix shift to lower margin revenues have contributed to erosion in EBITDA margins. The Ba2 CFR reflects Moody's expectation that FTI will generate organic revenue growth of about 2% to 4% over the next 12 to 18 months with flat to a modest growth in EBITDA. Moody's expects FTI to maintain total debt to EBITDA in the 3.0x to 3.5x range (Moody's adjusted, primarily for capitalized operating leases and stock-based compensation) and generate free cash flow in the low to mid teens percentages of its total debt (Moody's adjusted). The rating is further supported by FTI's diversified business advisory services and its well-recognized brand in the core Corporate Finance, Economic Consulting, and Forensic and Litigation Consulting practice areas. A majority of the company's business is event driven and demand for its services can vary. Therefore earnings can be volatile in the short term but Moody's expects the mix of pro-cyclical and counter-cyclical services to provide earnings stability through economic cycles. The stable ratings outlook reflects FTI's moderate leverage and free cash flow in excess of 12% of total debt (Moody's adjusted). The SGL-1 Speculative Grade Liquidity rating reflects FTI's very good prospective liquidity comprising $90 million of cash balances pro forma for the refinancing, over $200 million of expected availability under the revolving credit facility and projected free cash flow of approximately $125 million. Moody's could downgrade FTI's ratings if the company experiences a material decline in revenues, erosion in profitability, or financial policies become more aggressive such that we believe that the company is unlikely to sustain total debt to EBITDA (Moody's adjusted) of less than 4x and free cash flow in excess of 10% of total debt (Moody's adjusted). Moody's could upgrade FTI's ratings if it generates strong revenue growth and sustained improvement in profitability such that total debt to EBITDA could be maintained below 2.5x, including through a downturn in the restructuring cycle. Moody's has taken these rating actions: Ratings affirmed: -- Corporate Family Rating, Ba2 -- Probability of Default Rating, Ba2-PD -- Speculative Grade Liquidity -- SGL-1 Rating Downgraded: -- $300 million 6% senior unsecured notes due 2022 -- Ba3 (LGD5), from Ba2 (LGD4) -- $400 million 6.75% senior unsecured notes due 2020 -- Ba3 (LGD5) from Ba2 (LGD4) The rating will be withdrawn upon repayment of debt: -- $400 million 6.75% senior unsecured notes due 2020 -- Ba3 (LGD5) FTI Consulting, Inc. is a global business advisory firm providing services through five business segments: Corporate Finance/Restructuring; Forensic and Litigation Consulting; Economic Consulting; Technology; and Strategic Communications. FTI reported approximately $1.6 billion in revenues in 2014. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. GALEN INSURANCE: A.M. Best Affirms Then Withdraws 'bb' ICR ---------------------------------------------------------- A.M. Best Co. has affirmed the financial strength rating of B (Fair) and the issuer credit rating of "bb" of Galen Insurance Company (Galen) (St. Louis, MO). The outlook for both ratings is negative. Concurrently, A.M. Best has withdrawn the ratings in response to the company's request to no longer participate in A.M. Best's interactive rating process. The ratings, which were downgraded on June 25, 2015, are reflective of Galen's current and prospective weakness in capital adequacy as measured by Best's Capital Adequacy Ratio (BCAR), due mainly to a drop in surplus from unfavorable operating performance in 2014 and first-quarter 2015. The decreased earnings were primarily attributed to adverse claims development and increased ceded premium on swing rated reinsurance contracts. In addition, Galen has exhibited volatility in reported operating performance, and the company has an underwriting concentration in the inherently challenging medical professional liability insurance line of business. These factors are partially offset by a relatively short track record of favorable underwriting selectivity, claims management and reserve redundancies. GARLOCK SEALING: Needs Until March 31 to Remove Actions ------------------------------------------------------- Garlock Sealing Technologies LLC, Garrison Litigation Management Group, Ltd., and The Anchor Packing Company ask the United States Bankruptcy Court for the Western District of North Carolina, Charlotte Division, to enlarge the time within which they may file notices of removal of related proceedings through at least up and until no earlier than March 31, 2016. The Debtors explain that they have not determined whether to remove any prepetition actions which may be subject to removal. The number of prepetition actions which may be subject to removal are numerous, and the necessity of their removal cannot be assessed at the moment. The parties' efforts have largely been devoted first to an estimation proceeding and now to plan confirmation proceedings. It would be premature to attempt to conclusively identify any specific prepetition actions that should be removed, the Debtors tell the Court. In addition, the motions have been brought for purposes of efficient case administration -- even though the time period for removal of prepetition actions has not lapsed -- and expressly have provided that the effect of the orders would not be to reduce the period for removal, the Debtors further tell the Court. The Debtors are represented by: Garland S. Cassada, Esq. Jonathan C. Krisko, Esq. Richard C. Worf, Jr., Esq. ROBINSON BRANSHAW & HINSON, P.A. 101 North Tryon Street, Suite 1900 Charlotte, NC 28246 Tel: (704) 377-2536 Fax: (704) 378-4000 Email: gcassada@rbh.com jkrisko@rbh.com rworf@rbh.com About Garlock Sealing Headquartered in Palmyra, New York, Garlock Sealing Technologies LLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For more than a century, Garlock has been helping customers efficiently seal the toughest process fluids in the most demanding applications. On June 5, 2010, Garlock filed a voluntary Chapter 11 petition (Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina, to establish a trust to resolve all current and future asbestos claims against Garlock under Section 524(g) of the U.S. Bankruptcy Code. The Debtor estimated $500 million to $1 billion in assets and up to $500 million in debts as of the Petition Date. Affiliates The Anchor Packing Company and Garrison Litigation Management Group, Ltd., also filed for bankruptcy. Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A., represents the Debtor in their Chapter 11 effort. Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for asbestos matters. The Official Committee of Asbestos Personal Injury Claimants in the Chapter 11 cases is represented by Travis W. Moon, Esq., at Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC, Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and Jeanna Rickards Koski, Esq., in Washington, D.C. 20005. Joseph W. Grier, III, the Court-appointed legal representative for future asbestos claimants, has retained A. Cotten Wright, Esq., at Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P. Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his co-counsel. Judge George Hodges of the United States Bankruptcy Court for the Western District of North Carolina on Jan. 10, 2014, entered an order estimating the liability for present and future mesothelioma claims against Garlock Sealing at $125 million, consistent with the positions GST put forth at trial. GENESYS RESEARCH: Hires Mintz Levin as Special Counsel ------------------------------------------------------ GeneSys Research Institute, Inc. seeks authorization from the U.S. Bankruptcy Court for the District of Massachusetts to employ Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. as special intellectual property counsel. The Debtor requires Mintz Levin to: (a) handle prosecution of the Company's patent applications around the world; (b) monitor the Company's issued patents throughout the world, including payment of various countries' monitoring fees and charges to local counsel; and (c) perform any and all other legal services as requested by the Debtor or its bankruptcy counsel, Parker & Associates that may be required from time to time in the ordinary course of the Debtor's business during the administration of the estate. Mintz Levin will also be reimbursed for reasonable out-of-pocket expenses incurred. Mintz Levin is not holding a retainer or other property of the Debtor. In addition, the Debtor owes Mintz Levin the approximate sum of $200,953 for legal services and expenses rendered prior to the Petition Date. Adrienne K. Walker, member of Mintz Levin, 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. Mintz Levin can be reached at: Adrienne K. Walker Esq. MINTZ, LEVIN, COHN, FERRIS, GLOVSKY AND POPEO, P.C. 1 Financial Center Boston, MA 02111 Tel: (617) 348-1612 E-mail: AWalker@mintz.com GeneSys Research Institute, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Mass Case No. 15-12794) on July 14, 2015. The petition was signed by Robert Stemple, clerk and treasurer. Parker & Associates serves as the Debtor's counsel. The Debtor estimated assets of $10 million to $50 million and liabilities of at least $1 million. The case is assigned to Judge Joan N. Feeney. GENESYS RESEARCH: Taps Lynch Brewer as Special Counsel ------------------------------------------------------ GeneSys Research Institute, Inc. seeks authorization from the U.S. Bankruptcy Court for the District of Massachusetts to employ Lynch, Brewer, Hoffman & Fink, LLP as special counsel to assist the Debtor with certain corporate and litigation matters. The Debtor requires Lynch Brewer to: (a) assist with various aspects of the Debtor's business operations including compliance with federal and state laws and regulation related to the operation of a biomedical research facility; (b) represent the Debtor in connection with any pending federal or state civil action in which the Debtor is named as a defendant or respondent, including but not limited to Hlatky v. GRI, et al., Suffolk Superior Court, SUCV2014- 03733-BLS, Weremowicz v. GRI and Briggs v. GRI/Horowitz; (c) represent the Debtor in connection with pending claims in the Massachusetts Commission Against Discrimination, MCAD; and (d) perform any and all other general, corporate, or litigation legal services that may be required from time to time in the ordinary course of the Debtor's business during the administration of the Estate. Lynch Brewer will also be reimbursed for reasonable out-of-pocket expenses incurred. Lynch Brewer is not holding a retainer but there are funds due the firm by the insurer for outstanding legal fees in the sum of $34,721.25 through June 30, 2015 which the Debtor is responsible if the insurer fails to pay. In addition, the Debtor owes the Firm the sum of $41,743.24 for legal services rendered through June 30, 2015 prior to the Petition Date which are not to be paid by insurance. John P. Dennis, partner of Lynch Brewer, 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. Lynch Brewer can be reached at: John P. Dennis, Esq. LYNCH, BREWER, HOFFMAN & FINK, LLP 75 Federal Street, 7th Floor Boston, MA 02110 Tel: (617) 951-1816 E-mail: jdennis@lynchbrewer.com GeneSys Research Institute, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Mass Case No. 15-12794) on July 14, 2015. The petition was signed by Robert Stemple, clerk and treasurer. Parker & Associates serves as the Debtor's counsel. The Debtor estimated assets of $10 million to $50 million and liabilities of at least $1 million. The case is assigned to Judge Joan N. Feeney. GENWORTH FINANCIAL: A.M. Best Assigns 'bb' Preferred Stock Rating ----------------------------------------------------------------- A.M. Best Co. has removed from under review with developing implications and affirmed the financial strength rating of A- (Excellent) and the issuer credit ratings (ICR) of "a-" of the key life/health subsidiaries of Genworth Financial, Inc. (Genworth) (Richmond, VA) [NYSE: GNW]. Additionally, the ICR of "bbb-" of Genworth and its existing issue ratings have been removed from under review and affirmed. Concurrently, A.M. Best has assigned ratings to Genworth's shelf registration, effective May 2015, which replaced the previously expired shelf. The outlook assigned to all ratings is negative. On May 1, 2015, A.M. Best placed Genworth's ratings under review with developing implications in response to the company's public disclosure that it was assessing the market interest and considering the merits of selling its life and annuity businesses. The removal of the under review status follows Genworth's public announcement, during the second quarter 2015 earnings call on Aug. 5, 2015, that the company has terminated the proposed strategic divestiture of its life and annuity businesses. However, there remains potential that the company may pursue smaller, targeted block transactions. As such, A.M. Best will continue to closely monitor the overall diversification of insurance risks within the organization. The assignment of the negative outlook reflects A.M. Best's concerns with the volatility of earnings, lack of growth in its life and annuity operations and the organizations' challenge to improve sales following the recent strategic uncertainty, as well as the inherent volatility of the long-term care business. Further divestiture in its non-insurance operations, which provide a steady stream of dividends to the Genworth organization, may reduce financial flexibility. A.M. Best notes that as of second quarter 2015, Genworth has positioned itself to be compliant with Private Mortgage Insurer Eligibility Requirements (PMIERS) within the required timeframe. The company continues to report good financial flexibility at the holding company, with $1.2 billion of cash and invested assets, and financial leverage was approximately 27% as of June 30, 2015. A.M. Best expects that Genworth management will continue to refrain from taking dividends from the life/health companies in the medium term, servicing holding company needs from its global mortgage insurance subsidiaries. The FSR of A- (Excellent) and the ICRs of "a-" for the following subsidiaries of Genworth Financial, Inc. have been affirmed and assigned a negative outlook: Genworth Life Insurance Company Genworth Life Insurance Company of New York Genworth Life and Annuity Insurance Company The ICRs of "bbb-" of Genworth Financial, Inc. and Genworth Holdings, Inc. have been affirmed and assigned a negative outlook. The following indicative issue ratings on securities available under universal shelf registration have been assigned with a negative outlook: Genworth Financial, Inc. -- "bbb-" on senior unsecured debt -- "bb+" on subordinated debt -- "bb" on preferred stock Genworth Holdings, Inc. -- "bbb-" on senior unsecured debt -- "bb+" on subordinated debt -- "bb" on preferred stock The following issue ratings have been affirmed and assigned a negative outlook: Genworth Holdings, Inc. (guaranteed by Genworth Financial, Inc.) -- "bbb-" on $300 million 8.625% senior unsecured notes, due 2016 -- "bbb-" on $600 million 6.515% senior unsecured notes, due 2018 -- "bbb-" on $400 million 7.70% senior unsecured notes, due 2020 -- "bbb-" on $400 million 7.20% senior unsecured notes, due 2021 -- "bbb-" on $750 million 7.625% senior unsecured notes, due 2021 -- "bbb-" on $400 million 4.9% senior unsecured notes, due 2023 -- "bbb-" on $400 million 4.8% senior unsecured notes, due 2024 -- "bbb-" on $300 million 6.50% senior unsecured notes, due 2034 -- "bb" on $600 million fixed/floating rate junior subordinated notes, due 2066 Genworth Global Funding Trusts -- "a-" program rating -- "a-" on all outstanding notes issued under the program GOLDEN COUNTY: GlassRatner Okayed as Committee's Financial Advisor ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Delaware authorized the Official Committee of Unsecured Creditors in the Chapter 11 cases of Golden County Foods, Inc., et al., to retain GlassRatner Advisory and Capital Group, LLC, as its financial advisors, nunc pro tunc to May 28, 2015. On July 23, the Committee's counsel filed a certificate of no objection regarding amended application to retain GlassRatner. GlassRatner is expected to, among other things: 1. analyze the Debtors' current and historical business operations, financial results and pre- and post-petition financing arrangements and corresponding budgets; 2. review and monitor the Debtors' sale process incuding identifying additional interested parties; and 3. analyze the Debtors' operations prior to and after the Petition Date, as the Committee deems necessary. The professionals and paraprofessionals designated to represent the Debtor and the hourly rates to be charged for their services are: Peter Schaeffer $500 James Fox $500 Wojciech Hajduczyck $350 Marc Levee $300 Associates & Assistants $125 - $275 GlassRatner believes that it is more fair to charge expenses to the clients incurring them than to increase the hourly rates and spread the expenses among all clients. To the best of the Committee's knowledge, GlassRatner is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. On June 22, the Committee filed their original application to retain GlassRatner. About Golden County Foods Golden County and its affiliates GCF Franchisee, Inc., and GCF Holdings II, Inc., filed separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 15-11062 to 15-11064) on May 15, 2015. Mark D. Collins, Esq., and Tyler D. Semmelman, Esq., at Richards, Layton & Finger, P.A., represent the Debtor in their restructuring effort. The Debtors also hired Neligan Foley LLP as local counsel. The Debtors estimated assets and debts at $10 million to $50 million. The U.S. Trustee for Region 3 appointed seven creditors to serve on the Official Committee of Unsecured Creditors. The Committee selected Lowenstein Sandler LLP and Gellert Scali Busenkell & Brown, LLC, to serve as its co-counsel, and GlassRatner Advisory & Capital Group to serve as its financial advisor. GT ADVANCED: Court OKs $95M DIP Financing from Cantor Fitzgerald ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Hampshire authorized GT Advanced Technologies Inc., et al., to: a) obtain postpetition financing consisting of a senior secured superpriority term loan facility in an aggregate principal amount of up to $95,000,000; b) enter into a Senior Secured Superpriority Debtor In Possession Credit Agreement with Cantor Fitzgerald Securities, as administrative agent and collateral agent and the lenders party thereto; c) grant valid, enforceable, non-avoidable and fully perfected first priority priming liens on and senior security interests in all of the property, assets and other interests in property and assets of each of the Loan Parties and all other property of the estate, subject to carve out on certain expenses; and d) grant superpriority administrative expense claims to the DIP Lenders over any and all administrative expenses of an authorization to pay the Put Option Premium, the Extension Put Option Premium, and the Expenses in accordance with the terms of the Second Amended and Restated Commitment Letter dated July 2, 2015. The Court also approved the information sharing obligations and the indemnity under the second amended and restated commitment letter. The Debtors would use the financing to, among other things: (i) permit the orderly continuation of their businesses; (ii) maintain business relationships with vendors, suppliers, carriers, and customers of the Debtors; and (iii) pay the costs of administration of their estates and satisfy other working capital and general corporate purposes of the Debtors. The Debtors were unable to obtain financing on more favorable terms from sources other than the DIP Lenders under the DIP Documents and are unable to obtain adequate unsecured credit allowable under Bankruptcy Code section 503(b)(1) as an administrative expense. In a prior filing, the Debtors and parties-in-interest submitted objections in response to the Court's proposed order. The Debtors stated that the proposed DIP order and credit agreement filed with the Court on July 21, 2015, reflected the culmination of a long and competitive process that has previously been described in detail in GTAT's DIP financing motion. The July 21 proposed order also incorporated the modifications requested by the Court at the July 20 hearing and is supported by the Committee. In this relation, the Debtors requested that the Court modify the revised proposed order. Certain unaffiliated holders of the 3% Convertible Senior Notes due 2017 and 3% Convertible Senior Notes due 2020 issued by the Debtors that have entered into a commitment letter to provide the proposed $95 DIP Loan, in their objection, related that while the Backstop Lenders were willing to make the various other modifications to the DIP Order and DIP Credit Agreement discussed at the hearing, the post hoc modification to the prohibition on the payment of prepetition claims is unacceptable to the Backstop Lenders. PC Connection Sales Corp., being the holder of a 503(b)(9) claim and other claims against the Debtors and a party-in-interest, objected to the entry of the order noting that the Court expressed its unwillingness to grant the lenders a lien on the Debtors' Chapter 5 actions, but the circulated order grants the lenders a super-priority claim, which is the functional equivalent of a lien in the context of the case since no other lender will have an interest senior to that created by the superpriority claim as the U.S. Trustee correctly pointed out in its statement. U.S. Trustee's Statement William K. Harrington, U.S. Trustee for Region 1, submitted a statement in connection with submission of the Debtors' proposed order authorizing the postpetition financing. The U.S. Trustee said that the statement was in connection with the Court's review of the proposed order. The U.S. Trustee has raised an issue as to whether the revised form of final order accurately reflects the Court's direction that the DIP Lenders not receive a lien on Avoidance Actions or proceeds thereof. Revised Proposed Order The Debtors notified the Court of the filing of further revised proposed order. The Debtors also noted that the Noteholder Commitment Parties, the Committee, Apple Inc., and the United States Trustee have reviewed the revised form of final order and DIP Credit Agreement. The Debtors understand that the Committee, the Noteholder Commitment Parties, and Apple have no objection to the entry of the final order. The Debtors had not received final sign-off from the U.S. Trustee on the form of final order. A copy of the revised DIP order is available for free at: http://bankrupt.com/misc/GTAdvanced_2107_revised_DIPorder.pdf Previous Statements in Relation to the Financing Motion PCC has objected to the Debtors' motion stating that the Debtors have no discernible plan of reorganization. The Debtors justified the settlement of the Apple litigation despite all of their rhetoric because they received the right to sell the Apple furances and keep part of the proceeds. Notably, the Debtors admit that they have not sold a single furnace. PCC also objected to the Debtors' motion to expedite hearing. Apple expressed that the proposed DIP facility contains certain provisions related to insurance that may put the Debtors in default of the Proposed DIP Facility immediately after execution. Specifically, the Proposed DIP Facility provides: (1) it is an event of default if the insurers do not pay for any damage to the ASF Furnaces caused by the fire in the Mesa Facility, (2) terms that are contradictory to Apple’s rights in the Apple Settlement Agreement, and (3) an overly broad representation regarding insurance coverage for the ASF Furnaces. Accordingly, the motion should not be approved unless the provisions are struck or modified. Principal Terms of the DIP Facility Agent: Cantor Fitzgerald Securities Lenders: Each entity is a holder of GT's 3.00% Senior Convertible Notes due 2017 and 3.00% Senior Convertible Notes due 2020 Type, Amount and Maturity A term loan facility in the aggregate principal amount of $95 million withan original issue discount of 97% The DIP Facility will mature and will be paid in full in cash on the maturity date, which is the earliest to occur of (i) the 12 month anniversary of the closing date, (ii) the Effective Date of a chapter 11 plan for the reorganization of any Debtor, and (iii) the acceleration of the DIP Loans. Interest Rate: 9.5% per annum payable monthly in cash; 1.625% per annum payable in kind. 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. The bankruptcy case is assigned to Judge Henry J. Boroff. GT ADVANCED: EVP David Keck Promoted CEO ---------------------------------------- BankruptcyData reported that GT Advanced Technologies announced that its board of directors appointed David Keck, executive vice president and general manager of its polysilicon and photovoltaic business, as the Company's new chief executive officer. According to the report, Keck, who has been with GT Advanced Technologies since 2006, was previously E.V.P., worldwide sales and services, based in Hong Kong (with responsibility for ASF sales until early 2014), and has nearly 20 years of experience in the design, operation, sales, marketing and management of polysilicon facilities. The board also appointed Keck, along with Hoil Kim, vice president, chief administrative officer and general counsel, and Raja Bal, chief financial officer, to a newly-established office of the chairman, which will oversee the Company's Chapter 11 proceedings, the report related. 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. The bankruptcy case is assigned to Judge Henry J. Boroff. GT ADVANCED: Hearing on Bid to Sanction Tera Xtal Continued ----------------------------------------------------------- The Hon. Henry J. Boroff of the U.S. Bankruptcy Court for the District of New Hampshire continued indefinitely the hearing on GT Advanced Technologies, Inc. and GT Advanced Equipment Holding LLC's motion for order: a) imposing contempt sanctions on Tera Xtal Technology Corp. for commencing action against GT Hong Kong in Taiwan Court in violation of the Court's Oct. 9, 2014 order and automatic stay; b) enforcing the Courts Oct. 9, 2014 order and automatic stay; and c) declaring Taiwan Action void ab initio. On July 9, TXT objected to the Debtors' motion seeking contempt sanctions, enforcing the automatic stay, and declaring TXT's Taiwan actions void ab initio. According to TXT, the Debtors' stay motion was literally much ado about nothing. It was the latest of the Debtors' efforts to defeat TXT's claims with paper, instead of through legitimate, organized court proceedings. Additionally, TXT asserts that the Debtors' request that the Court disallow TXT's proofs of claim is a type of relief that simply does not exist in the present context, or any context, as a matter of law. Indeed, it was TXT which has been unduly harmed by having to incur costs, without cause, to respond to the stay motion, and such costs must be reimbursed. As reported in the Troubled Company Reporter on July 10, 2015, the Debtors related 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. 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. In the event TXT has not withdrawn the Illegal Complaint, the Debtors asked 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. The Debtors asserted 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 the motion, and (ii) the disallowance of TXT's proofs of claim. The Debtors asserted that there can be no question that TXT's violation of the Section 362 Order and the automatic stay was 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. 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. The bankruptcy case is assigned to Judge Henry J. Boroff. GTA REALTY: GlassRatner Bid to Remove Occupants Denied ------------------------------------------------------ The Hon. Robert E. Gerber of the U.S. Bankruptcy Court for the Southern District of New York denied the motion of GlassRatner Management & Realty Advisors, LLC, receiver for GTA Realty II, LLC, without prejudice pending further activity in the case including failure of the Debtor's pursuit of a plan, and the rights of the receiver. The receiver sought a writ of assistance to remove the occupants not holding under a valid lease or tenancy form the premises of the Debtor. As reported in the Troubled Company Reporter on April 21, 2015, the Official Committee of Unsecured Creditors, in a preliminary response to the motion by the receiver, said that it is unclear whether the relief sought encourages the proposal of a feasible plan. The Committee also stressed that there is no legal authority presented to demonstrate that the Court has authority to function in lieu of the Court of the State of New York to determine residential evictions and similar issues. The Debtor, in a limited objection, requested that the Court condition any relief expanding the receiver's powers to protect Rocco and Nancy Launi. According to the Debtor, the receiver, in his motion, highlighted Rocco and Nancy Launi's apartment, and Rocco's Bleecker Street store, as targets for summary relief under the All Writs Act. The Debtor noted that the Launis are elderly. Their health is failing as are their mental faculties. They agreed to give up ownership to make a plan work that will pay creditors in full. In return they need to know they can keep their home for as long as they want. The receiver, in its motion, requested for Court's authorization to expanding the stipulation and order necessary in order for the receiver to properly fulfill its duties. Specifically, the receiver asked for permission to issue a writ of assistance to remove that non-tenant, occupants from the premises or in the alternative, direct those occupants to pay fair market value as use and occupancy from the date of appointment of the receiver by the District Court on June 27, 2014. The receiver noted that: i) pursuant to All Writs Act, issuing a writ of assistance to remove the occupants not holding under a valid lease or tenancy from the premises located at 184 Prince Street, and 287 Bleecker Street, New York City; ii) in the alternative, directing those occupants not holding under a valid lease or tenancy to pay fair market value use and occupancy during the pendency of the receivership, from the date of the appointment of the receiver by the District Court on June 27, 2014. About GTA Realty II GTA Realty II, LLC, sought bankruptcy protection (Bankr. S.D.N.Y. Case No. 14-12840) in Manhattan on Oct. 8, 2014. In its schedules of assets and liabilities, the Debtor disclosed $18 million in total assets and $7.26 million in liabilities. The Debtor owns real property at 184 Prince Street, New York, valued at $6 million and a property at 287 Bleeker Street, New York, valued at $12 million. U.S. Bank National Association, owed $5.3 million, holds a first mortgage on the property. The case is assigned to Judge Robert E. Gerber. The Debtor is represented by Mark A. Frankel, Esq., at Backenroth Frankel & Krinsky, LLP, in New York. The Debtor's Chapter 11 plan and disclosure statement are due Feb. 5, 2015. The initial case conference is due by Nov. 7, 2014. The Debtor has tapped Backenroth Frankel & Krinsky, LLP as counsel. The U.S. Trustee for Region 2 appointed three creditors to serve on the official committee of unsecured creditors. GUIDED THERAPEUTICS: Incurs $3 Million Net Loss in 2nd Quarter -------------------------------------------------------------- Guided Therapeutics, Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to common stockholders of $3 million on $103,000 of sales for the three months ended June 30, 2015, compared to a net loss attributable to common stockholders of $2.2 million on $201,000 of sales for the same period during the prior year. For the six months ended June 30, 2015, the Company reported a net loss attributable to common stockholders of $4.2 million on $229,000 of sales compared to a net loss attributable to common stockholders of $3.8 million on $323,000 of sales for the same peirod in 2014. As of June 30, 2015, the Company had $4 million in total assets, $6.7 million in total liabilities and a stockholders' deficit of $2.7 million. "After a tremendous amount of effort by the Company and our distributor, we have been successful in including LuViva in a national cervical cancer screening program in Turkey," said Gene Cartwright, chief executive officer of Guided Therapeutics. "With LuViva, our company is uniquely positioned to close additional large deals with national and regional governments, which have the potential to significantly ratchet up revenue in large blocks. Along with our distributors, we are currently working in our next three targeted countries each with large screening populations to become integrated into their national screening programs. Those countries, Indonesia, Kenya and Bangladesh, have a combined cervical cancer screening population of approximately 150 million women." "Since we announced our agreement with our Chinese partner, we have been making significant progress to enter that prized market. We are very near to selecting our regulatory filing agent and have been interviewing potential distribution companies. We are also working with major medical institutions to select our 'Key Opinion Leaders' and hospitals," Mr. Cartwright said. "With regard to the FDA, we intend to submit our plan for advancing the premarket approval application for LuViva to the Agency before the end of August. We are also requesting a meeting with the Agency to agree on specifics of any additional patient data to be submitted," Mr. Cartwright said. A full-text copy of the Form 10-Q is available for free at: http://is.gd/GnrMNj About Guided Therapeutics Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP) -- http://www.guidedinc.com/-- is developing a rapid and painless test for the early detection of disease that leads to cervical cancer. The technology is designed to provide an objective result at the point of care, thereby improving the management of cervical disease. Unlike Pap and HPV tests, the device does not require a painful tissue sample and results are known immediately. GT has also entered into a partnership with Konica Minolta Opto to develop a non-invasive test for Barrett's Esophagus using the LightTouch technology platform. For the year ended Dec. 31, 2014, the Company reported a net loss attributable to common stockholders of $10.03 million on $65,000 of contract and grant revenue compared to a net loss attributable to common stockholders of $10.39 million on $820,000 of contract and grant revenue in 2013. HEALTHMARKETS INC: A.M. Best Affirms 'bb' Issuer Credit Rating -------------------------------------------------------------- A.M. Best Co. has affirmed the financial strength rating of B++ (Good) and the issuer credit ratings (ICR) of "bbb" of the core subsidiaries of HealthMarkets, Inc. (headquartered in North Richland Hills, TX), which includes The Chesapeake Life Insurance Company (Chesapeake) (Oklahoma City, OK) and Mid-West National Life Insurance Company of Tennessee (Mid-West) (North Richland Hills, TX). Additionally, A.M. Best has affirmed the ICR of "bb" of HealthMarkets. The outlook for all ratings is stable. Concurrently, A.M. Best has withdrawn the ratings of Mid-West in response to the company's request to no longer participate in A.M. Best's interactive rating process. The ratings reflect HealthMarkets' more than adequate risk-adjusted capitalization and significant premium growth within Chesapeake. The ratings also reflect the implementation of HealthMarkets' new business strategy. As a result of the implementation of the Patient Protection and Affordable Care Act (PPACA), HealthMarkets stopped writing new health benefit plans underwritten by Chesapeake and Mid-West. The focus of the organization has now shifted to supplemental insurance plans underwritten exclusively by Chesapeake under the SureBridge name. The creation of Insphere, which was launched in 2010, has helped HealthMarkets offset some of the premium revenue lost from its gradual exit from the individual medical market. Furthermore, the growth of the Insphere distribution channel, as well as growth in third-party agency distribution, has enabled Chesapeake to realize significant premium growth in recent years. Although HealthMarkets remains more than adequately capitalized, A.M. Best remains concerned about the lack of profitability on a consolidated basis. The significant decrease in its premium revenue and net investment income in recent years, as well as the sizeable initial start-up costs and ongoing capital investment into Insphere, has resulted in HealthMarkets generating net losses since 2012. On a consolidated statutory basis, the company continues to report favorable, albeit declining, operating earnings. As the organization completes its transition from being primarily an individual medical insurance underwriter to supplemental insurance underwriting and fee-based distribution, A.M. Best expects the premium income and operating earnings from its insurance subsidiaries to decrease in the near term as it looks to gain scale in its supplemental product lines. Additionally, A.M. Best is concerned about the sizeable financial leverage and the absence of interest coverage on a consolidated basis due to ongoing operating losses. While the organization's adjusted financial leverage ratio improved considerably compared with prior years, A.M. Best notes that HealthMarkets' unadjusted financial leverage of more than 40% remains high relative to other companies of its size. HEPAR BIOSCIENCE: Duff & Phelps OK'd as Committee Valuation Advisor ------------------------------------------------------------------- The U.S. Bankruptcy Court for the District Of South Dakota authorized the Official Committee of Unsecured Creditors in the Chapter 11 case of Hepar Bioscience, LLC, to retain Duff & Phelps Securities, LLC, as valuation advisor. The Court ordered that the Committee is authorized to retain Duff & Phelps except that: * The cash fee of $50,000 described in the employment application and of the engagement letter is refundable to the extent not earned; * Duff & Phelps will maintain time records from the beginning of its employment in not more than quarter hour increments; * Duff & Phelps will maintain receipts for all its expenses; * The Court, not Duff & Phelps, will prepare, enter, and interpret its orders, including any orders regarding the employment of or fees for Duff & Phelps; and * The terms of any order regarding the employment of or fees for Duff & Phelps will supersede any inconsistencies between the order and the employment application or between the order and the engagement letter; As reported in the Troubled Company Reporter on July 13, 2015, Northwest Bank filed an objection to the application of the Committee to retain Duff & Phelps as valuation advisor. Northwest Bank raised issues with respect to, among other things, the proposed compensation of Duff & Phelps: * The Committee has proposed that the Debtor pay the firm a non refundable fee of $50,000. It was not clear whether the Debtor's payment of the fees will be coming from the Debtor's cash collateral account which was subject to the Bank's postpetition perfected security interest. * The Committee has proposed that the firm be paid additional fees at its standard hourly rates. Nowhere in the Engagement Letter was there any statement of what the standard hourly rates are for Duff & Phelps. * The Committee has proposed that the Debtor pay Duff & Phelps reasonable and documented out-of-pocket expenses. The Bank asserted that the firm should not be entitled to charge carte blanche for first-class travel; computer charges and long-distance telephone calls should be part of its overhead; and attorney fees should not be permitted without a showing that an attorney is necessary for it to employ. Northwest Bank also said that it should be granted a lien on titled vehicles and the livestock to the extent of the payments made by the Debtor to Duff & Phelps under the Engagement Letter. The U.S. Trustee, however, filed an objection to the Bank's proposal. The U.S. Trustee points out the Bank provides no Code or case law in support of its proposition that the Committee's employment of a professional entitles it to receive security in estate assets not previously subject to its security interest. Following the U.S. Trustee's objection, Northwest Bank withdrew from its objection its request that it should be granted a lien on titled vehicles and livestock. In all other particulars, the Bank's objection remains unchanged. In response to Northwest Bank's outstanding objection, the Creditors Committee explained that the caption in the application that the Committee is retaining the firm nunc pro tunc to April 23, 2015, contains a typographical error. The Committee clarified that it is retaining the firm nunc pro tunc to May 20, 2015. The Committee also explained that in the event the firm is called upon following preparation of its valuation report to support its findings, for example, in deposition or other testimony, then Duff & Phelps will be paid for such time at its standard hourly rates which are as follows: Hourly Rate ----------- Managing Director $1,030 Director $930 Vice President $740 Associate $560 Analyst $390 SA/Admin $160 With respect to the reimbursement of the firm's expenses, the Committee said the bank's objection is premature. It pointed out that such reimbursement is subject to an application for compensation under Rule 2016 and review and approval by the Court. The Committee agreed that Duff & Phelps can provide a copy of the valuation report simultaneously with the submission of the report to the Committee. In its application, the Committee said that Duff & Phelps will, among other things: 1. review and analyze the Debtor's operations, financial condition, cash flows, business plan, strategy, and operating forecasts; and 2. determine a theoretical range of value for the Debtor on a going concern basis, which will be delivered by Duff & Phelps in the form of a board-book-style report. About Hepar BioScience Jefferson, South Dakota-based Hepar BioScience LLC in the business of receiving porcine (pork) by-products (concentrated peptone, a functional pork protein and animal fat) and other meat by-products that are primarily used in the porcine animal nutrition feed industry (concentrated porcine peptone) and biodiesel or animal feed business (animal fat). The Company filed a Chapter 11 bankruptcy petition (Bankr. D. S.D. Case No. 15-40057) on Feb. 20, 2015. Bankruptcy Judge Charles L. Nail, Jr., presides over the case. Clair R. Gerry, Esq., at Gerry & Kulm Ask, Prof. LLC, represents the Debtor in its restructuring effort. The Debtor disclosed $11,987,018 in assets and $22,243,151 in liabilities as of the chapter 11 filing. The U.S. Trustee for Region 12 appointed a five-member Official Committee of Unsecured Creditors. The Committee tapped James S. Simko of Cadwell, Sanford, Deibert & Garry, LLP as its counsel, and Duff & Phelps Securities, LLC as its valuation advisor. HEPAR BIOSCIENCE: Taps Gerry & Kulm as Bankruptcy Counsel --------------------------------------------------------- Hepar Bioscience LLC asks the U.S. Bankruptcy Court for the District of South Dakota for permission to employ Gerry & Kulm Ask, Prof. LLC, as counsel, nunc pro tunc to Feb. 20, 2015. The firm will render services including filing schedules and other documents as the Court may require, initiating or defending adversary proceedings and contested motions, negotiating with priority, secured and unsecured creditors, formulation of a plan, and such other duties as may be necessary to attempt a successful reorganization under Chapter 11, along with related legal services during the pendency of the action. The Debtor related that the hourly rates of the firm's personnel are: Clair R. Gerry, attorney $300 Laura L. Kulm Ask, attorney $200 Gay Dempsey, paralegal $140 Julie M. Anacker, paralegal $90 The firm's personnel requested additional payment for sales tax, and actual necessary expenses are to be reimbursed. To the best of the Debtor's knowledge, the law firm represents no no adverse interest to Debtor, any creditors, or any other party-in-interest. About Hepar BioScience Jefferson, South Dakota-based Hepar BioScience LLC in the business of receiving porcine (pork) by-products (concentrated peptone, a functional pork protein and animal fat) and other meat by-products that are primarily used in the porcine animal nutrition feed industry (concentrated porcine peptone) and biodiesel or animal feed business (animal fat). The Company filed a Chapter 11 bankruptcy petition (Bankr. D. S.D. Case No. 15-40057) on Feb. 20, 2015. Bankruptcy Judge Charles L. Nail, Jr., presides over the case. Clair R. Gerry, Esq., at Gerry & Kulm Ask, Prof. LLC, represents the Debtor in its restructuring effort. The Debtor disclosed $11,987,018 in assets and $22,243,151 in liabilities as of the chapter 11 filing. The U.S. Trustee for Region 12 appointed a five-member Official Committee of Unsecured Creditors. The Committee tapped James S. Simko of Cadwell, Sanford, Deibert & Garry, LLP as its counsel, and Duff & Phelps Securities, LLC as its valuation advisor. HILL-ROM HOLDINGS: Moody's Assigns (P)B1 Rating on Sr. Unsec. Notes ------------------------------------------------------------------- Moody's Investors Service assigned a provisional (P)B1 rating to Hill-Rom Holdings, Inc's senior unsecured notes. The proceeds of this offering will largely be used to fund a portion of the pending acquisition of Welch Allyn Holdings, Inc., anticipated to close by the end of September 2015. Hill-Rom's Baa3 senior unsecured rating remains under review for downgrade. Moody's expects to assign a Ba2 Corporate Family Rating ("CFR") upon closing of the acquisition. At that time, the rating on Hill-Rom's bank debt will be changed from (P)Ba2 to Ba2 and the rating on the new unsecured bond will change from (P)B1 to B1. If Hill-Rom's existing bonds remain unsecured, Moody's expects to downgrade the rating on the company's existing notes to B1 from Baa3. Moody's also anticipates that the rating outlook will be stable. Rating assigned: Hill-Rom Holdings, Inc. Senior unsecured notes at (P)B1, LGD6 RATING RATIONALE Hill-Rom's current Baa3 senior unsecured rating (under review for downgrade) reflects its leading position in the acute care hospital bed market. However the rating also reflects the company's relatively small revenue base, its product and segment concentration, and its exposure to the US acute and post-acute care hospital customers that are facing reimbursement and volume pressures. Hill-Rom's debt-financed acquisitions and commitment of returning a majority of its cash flow to shareholders signal a more aggressive posture toward leverage. Moody's expectation of assigning a Ba2 CFR reflects the much higher financial leverage that Hill-Rom will operate with following the acquisition of Welch Allyn. Moody's estimates that debt/EBITDA, which will initially rise to over 5.0 times from around 2.0x as of March 31, 2015, will retreat to below 4.0 times within 24 months following the close of the transaction. Moody's also expects organic revenue growth in the low single-digits, as both Hill-Rom and Welch Allyn's products face strong competition, customer pricing pressure, and weak hospital utilization trends in the US and other developed markets. Positive rating consideration is given to Hill-Rom's increased scale and diversity following the acquisition, with leadership positions in niche product categories such as physical assessment and blood pressure measurement. The rating also incorporates Moody's expectation of good liquidity and positive free cash flow to support deleveraging. The anticipated stable rating outlook incorporates Moody's expectation that Hill-Rom can meet its deleveraging plan and successfully integrate the operations of Welch Allyn. The principal methodology used in this rating was Global Medical Product and Device Industry published in October 2012. Hill-Rom Holdings, Inc. is primarily a manufacturer and provider of patient support systems (e.g., hospital beds and therapeutic surfaces), mobility solutions, hospital furniture and certain surgical and respiratory products. Revenue, pro-forma for the Welch Allyn acquisition, is approximately $2.6 billion for the last twelve months ended March 31, 2015. HILL-ROM HOLDINGS: S&P Assigns 'BB-' Rating on New $425MM Notes --------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned a 'BB-' issue-level rating and '6' recovery rating to Chicago-based beds, surfaces, and surgical medical products company Hill-Rom Holdings Inc.'s new $425 million unsecured notes that mature in 2023. The '6' recovery rating reflects S&P's expectation of negligible (0%-10%) recovery in the event of default. S&P's 'BB+' corporate credit rating on Hill-Rom Holdings Inc. is unaffected by this new debt issue as S&P's assessment of the company's financial risk as "aggressive" already factors in pro forma leverage peaking above 4x following the Welch Allyn acquisition. S&P's "satisfactory" business risk profile assessment incorporates added diversity to the company's product portfolio following the acquisition. RATINGS LIST Hill-Rom Holdings Inc. Corporate Credit Rating BB+/Stable/-- New Rating Hill-Rom Holdings Inc. $425 mil senior unsecured notes BB- Recovery rating 6 HOLDER GROUP: George C. Swarts Named Ch. 11 Examiner ---------------------------------------------------- Judge Bruce T. Beesley of the United States Bankruptcy Court for the District of Nevada signed off an order approving the U.S. Trustee's appointment of George C. Swarts as Chapter 11 examiner for The Holder Group Sundance, LLC. The Chapter 11 examiner bond is initially set at $50,000, which is subject to later adjustment as needed. Mr. Swarts as Examiner has rights, powers and authorities in his discretion to perform his responsibilities and duties as articulated in Section 1106(b) of the Bankruptcy, the Amended Stipulation For Order For Appointment Of Examiner, and the Court's Order of July 29, 2015 approving the Amended Stipulation For Order For Appointment Of Examiner. Mr. Swarts, in a declaration, informed the Court that he has no connections with the Debtor, any creditor or any other party-in-interest in the Debtor's Chapter 11 case, or the Debtor's and other parties' attorneys and accountants. Mr. Swarts, however, disclosed that he and his wife has a banking relationship with Nevada State Bank. Prior to the approval of Mr. Swarts' appointment, the Debtor, Plumas Bank and Nevada State Bank entered into a stipulation regarding the appointment. The parties, pursuant to the Stipulation, which was approved by the Court, agreed that the Examiner will meet with the appropriate representatives of the Debtor and perform an initial review of the books and payment procedures used by the Debtor and report to the parties on whether or not he believes any changes are necessary. The Examiner estimates that the costs of the initial evaluation and report shall not exceed $10,000, such sum to be paid for by the Debtor. The Examiner will monitor the Debtor's cash management to ensure that the items specified in the Order are timely paid each month. The Examiner will monitor the Debtor's operations make recommendations to the Debtor and the Banks about changes in procedures or practices which could improve and/or make the Debtor's operations more efficient. The Examiner will manage the Disposition process for the casino operated by the Debtor. The Debtor will pay the adequate protection payment due to Plumas on or before the 10th of each month and the adequate protection payment due to NSB on or before the 25th of each month. The initial proposal submission deadline will be the later of September 1, 2015, for the disposition of the Casino. The deadline to open an escrow for the Disposition of the Casino will be 90 days from the last to occur of the effective date or September 30, 2015. The deadline to close the Disposition of the Casino shall be February 28, 2016. The application for the Debtor to employ the auction company will be filed by March 21, 2016. The Casino will be sold via auction no later than the 60th day after the Court has approved the application to employ the auction company. The Debtor is represented by: Stephen R. Harris, Esq. HARRIS LAW PRACTICE, LLC 6151 Lakeside Drive #2100 Reno, NV 89511 Tel: (775) 786-7600 Fax: (775) 690-9120 Email: steve@harrislawreno.com Plumas Bank is represented by: John Samburg, Esq. WOLF, RIFKIN, SHAPIRO, SCHULMAN & RABKIN, LLP 5594-B Longley Ln Reno, NV 89511 Tel: (775) 853-6787 Fax: (775) 853-6774 Email: jsamberg@wrslawyers.com Nevada State Bank is represented by: Stefanie T. Sharp, Esq. ROBISON, BELAUSTEGUI, SHARP & LOW A Professional Corporation 71 Washington Street Reno, NV 89503 Tel: (755) 329-3151 Fax: (775) 329-7169 Email: ssharp@rbsllaw.com Tracy Hope Davis, United States Trustee is represented by: Nicholas Strozza, Esq. William B. Cossitt, Esq. OFFICE OF THE UNITED STATES TRUSTEE 300 Booth Street, Room 3009 Reno, NV 89509 Tel: (775) 784-5335 Fax: (775) 784-5531 About The Holder Group Sundance Reno, Nevada-based The Holder Group Sundance, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Nev. Case No. 15-50157) on Feb. 9, 2015. The petition was signed by Harold D. Holder Sr., the manager. Stephen R Harris, Esq., at Harris Law Practice LLC serves as the Debtor's counsel. The Debtor disclosed in its amended schedules $10,413,690 in assets and $5,845,301 in liabilities as of the Chapter 11 filing. IMAGINATIVE CONCEPTS: Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------------- Debtor: Imaginative Concepts, Inc. 7182 123rd Circle North Largo, FL 33773 Case No.: 15-08402 Chapter 11 Petition Date: August 17, 2015 Court: United States Bankruptcy Court Middle District of Florida (Tampa) Debtor's Counsel: Jake C Blanchard, Esq. BLANCHARD LAW, PA 12350 S Belcher Rd, 13B Largo, FL 33773 Tel: 727-531-7068 Fax: 727-535-2086 Email: jake@jakeblanchardlaw.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Frank Fitzgerald, president/owner. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Advantage Leasing $11,175 AIT Worldwide Logistics $9,465 ALBA Wheels Up International $9,736 ALBA Wheels Up International $10,736 Blue Water Shipping US, INC $14,043 Contardi Lighting SRL $27,395 D.B. Group America LTD $40,194 Eurasia Freight Service $10,556 Gregory and Adams, P.C. $7,003 Ilomio/Celadon Group $8,546 Innermost Hong Kong LTD $45,018 Internal Revenue Service $19,185 Lou Queen Electrical Company $351,561 4 F, 6 Lane 141 Chung Shan North Road Section 7 Taipei, Taiwan ROC Lou Queen Electrical Company $145,198 Merchant Cash & Capital $46,821 Merchant Services $16,123 Myra L Graubard $48,000 Rotaliana SRL $42,081 SBS Worldwide $22,346 Thomas Infantino $75,000 INSITE VISION: Coliseum Capital Reports 2.9% Stake as of Aug. 10 ---------------------------------------------------------------- In an amended Schedule 13G filed with the Securities and Exchange Commission, Coliseum Capital Management, LLC and its affiliates disclosed that as of Aug. 10, 2015, they beneficially owned 3,819,312 shares of common stock of InSite Vision Incorporated, which represents 2.9 percent of the shares outstanding. A copy of the regulatory filing is available at http://is.gd/lZhj5g InSite Vision Based in Alameda, California, InSite Vision Incorporated (OTCBB: INSV) -- http://www.insitevision.com/-- is committed to advancing new and superior ophthalmologic products for unmet eye care needs. The company's product portfolio utilizes InSite Vision's proven DuraSite(R) bioadhesive polymer core technology, a platform that extends the duration of drug retention on the surface of the eye, thereby reducing frequency of treatment and improving the efficacy of topically delivered drugs. Burr Pilger Mayer, Inc., in E. Palo Alto, California, 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, available cash balance and accumulated deficit raise substantial doubt about its ability to continue as a going concern. Insite Vision reported net income of $26.8 million in 2014 compared to net income of $5.7 million in 2013. As of June 30, 2015, the Company had $4.6 million in total assets, $19.2 million in total liabilities and a $14.6 million total stockholders' deficit. INTERPOOL INC: S&P Revises Outlook to Pos. & Affirms 'B+' CCR ------------------------------------------------------------- Standard & Poor's Ratings Services revised its rating outlook on Princeton, N.J.-based Interpool Inc. to positive from stable. At the same time, S&P affirmed the 'B+' corporate credit rating. S&P also affirmed its issue-level rating on Interpool's senior secured second-lien debt at 'B-'. The '6' recovery rating on the debt remains unchanged, indicating S&P's expectation for negligible recovery (0%-10%) in the event of default. "The rating actions on Interpool Inc. reflect our view of the company's improved credit metrics, primarily due to stronger revenues and earnings," said Standard & Poor's credit analyst Betsy Snyder. "We expect these trends to continue, along with debt reduction, through 2016," she added. The positive outlook reflects S&P's expectation that the company will continue to improve its financial profile through increased earnings and cash flow, and declining debt levels. S&P could raise the rating over the next year if better-than-expected earnings or reduced debt resulted in FFO to debt remaining in the mid-teens percent area on a sustained basis. Although unlikely, S&P could revise the outlook to stable over the next year if renewed economic weakness results in lower utilization and pricing that causes earnings and cash flow to fall such that FFO to total debt declines to about 10% on a sustained basis. JTS LLC: Hires BDO USA as Accountants ------------------------------------- JTS, LLC dba Johnson's Tire Service seeks authorization from the U.S. Bankruptcy Court for the District of Alaska to employ BDO USA, LLP as accountants, nunc pro tunc to the June 15, 2015 petition date. The primary tasks BDO USA will perform are the preparation of tax returns and advice on budgeting and financial projects in connection with this bankruptcy case. BDO USA will be paid at these hourly rates: Tracy Hartung $350 Staff Members $125-$325 BDO USA will also be reimbursed for reasonable out-of-pocket expenses incurred. Tracy Hartung, partner in BDO USA, 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. BDO USA can be reached at: Tracy Hartung BDO USA, LLP 3601 C Street, Suite 600 Anchorage, AK 99503-5925 Tel: (907) 278-8878 Fax: (907) 278-5779 About JTS JTS, LLC, doing business as Johnson's Tire Service, sought Chapter 11 protection (Bankr. D. Alaska Case No. 15-00167) in Anchorage, Alaska, on June 15, 2015, without stating a reason. JTS, in the business of retail tire sales and automobile maintenance and repair, estimated $10 million to $50 million in assets and debt. The formal schedules of assets and liabilities and the statement of financial affairs are due June 29, 2015. The Debtor tapped David H. Bundy, Esq., at David H. Bundy, PC, in Anchorage, as counsel. The U.S. Trustee for Region appointed creditors to serve on the Official Committee of Unsecured Creditors for the Debtor's bankruptcy case. JTS LLC: Taps Newhouse & Vogler as Additional Accountants --------------------------------------------------------- JTS, LLC dba Johnson's Tire Service seeks authorization from the U.S. Bankruptcy Court for the District of Alaska to employ Newhouse & Vogler as additional accountants. Newhouse & Vogler was engaged pre-petition to audit the Debtor's financial statements for 2014 and that task needs to be completed. Newhouse & Vogler will be paid at these hourly rates: Joseph Newhouse $260 Staff Members $125-$210 Administrative and Paraprofessional staff $60-$125 Newhouse & Vogler will also be reimbursed for reasonable out-of-pocket expenses incurred. Joseph Newhouse, principal in Newhouse & Vogler, 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. Newhouse & Vogler can be reached at: Joseph Newhouse NEWHOUSE & VOGLER 237 E. Fireweed Lane, Ste 200 Anchorage, AK 99503 Tel: (907) 258-7555 Fax: (907) 258-7582 E-mail: joe@newvog.com About JTS JTS, LLC, doing business as Johnson's Tire Service, sought Chapter 11 protection (Bankr. D. Alaska Case No. 15-00167) in Anchorage, Alaska, on June 15, 2015, without stating a reason. JTS, in the business of retail tire sales and automobile maintenance and repair, estimated $10 million to $50 million in assets and debt. The formal schedules of assets and liabilities and the statement of financial affairs are due June 29, 2015. The Debtor tapped David H. Bundy, Esq., at David H. Bundy, PC, in Anchorage, as counsel. The U.S. Trustee for Region appointed creditors to serve on the Official Committee of Unsecured Creditors for the Debtor's bankruptcy case. JW RESOURCES: Court Approves Barber Law as Panel's Counsel ---------------------------------------------------------- The Official Committee of Unsecured Creditors of JW Resources, Inc. and its debtor-affiliates sought and obtained permission from the Hon. Gregory R. Schaaf of the U.S. Bankruptcy Court for the Eastern District of Kentucky to retain Barber Law PLLC as counsel for the Committee, effective as of July 10, 2015. The Committee requires Barber Law to: (a) advise and consult with the Committee concerning its rights, powers and duties under Bankruptcy Code section 1103; (b) advise and consult with the Committee concerning the administration of the Debtors' Chapter 11 cases; (c) advise and consult with the Committee regarding its duty to investigate and investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and the operation of the Debtors' business and of affiliated entities; (d) advise and consult with the Committee in connection with the formulation and confirmation of a plan of reorganization; (e) investigate and advise upon the nature, enforceability, and validity of the indebtedness incurred by the Debtors and the liens against the Debtors' properties; (f) advise and consult with the Committee in connection with any sale of some or all of the assets of the Debtors; (g) prepare on behalf of the Committee all necessary and appropriate applications, answers, draft orders, motions, responses, pleadings, and other legal papers; (h) appear on behalf of the Committee in this Court; and (i) perform all other necessary legal services on behalf of the Committee in connection with Debtors' Chapter 11 cases. The Court ordered that compensation of Barber Law for legal services rendered and reimbursement of expenses incurred in connection with the Debtors' Chapter 11 cases shall be pursuant to applications to be submitted to and approved by this Court from time to time during the pendency of the Debtors cases or by other procedures as established by the Court. Kent Barber of Barber Law 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. Barber Law can be reached at: Kent Barber, Esq. BARBER LAW, PLLC 3168 Arrowhead Drive Lexington, KY 40503 Tel: (606) 776-6866 About JW Resources JW Resources Inc. and its subsidiaries are U.S. producers of thermal coal with mineral reserves, mining operations and coal properties located in the Central Appalachian ("CAPP") regions of Kentucky. JW acquired the thermal coal mining operations of Xinergy in eastern Kentucky for $47.2 million in February 2013. JW's business operations comprise what is known as the "Straight Creek" operations located in Bell, Leslie and Harlan Counties, Kentucky, and the "Red Bird" operations located in Bell, Leslie, Knox, and Clay Counties, Kentucky. JW Resources is the parent and sole shareholder of SCRB Properties, Inc., Straight Creek Coal Mining, Inc. and SCRB Processing, Inc. JW Resources and its subsidiaries sought Chapter 11 bankruptcy protection (Bankr. E.D. Ky. Lead Case No. 15-60831) in London, Kentucky on June 30, 2015. The Debtors tapped Frost Brown Todd LLC as counsel, and Energy Ventures Analysis, Inc., as sale advisor. JW Resources estimated $1 million to $10 million in assets and $50 million to $100 million in debt. Straight Creek estimated $10 million to $50 million in assets and $50 million to $100 million in debt. JW RESOURCES: Lexon, BSI Question Bid Procedures ------------------------------------------------ JW Resources, Inc. and its affiliated debtors ask the U.S. Bankruptcy Court for the Eastern District of Kentucky to approve bid procedures for the sale of substantially all of their assets, except the mobile equipment, which the Debtors intend to sell through a separate process. The proposed bidding procedures provide, among others: A. Participation Requirements: In order to be a qualified bidder, any party that may be interested in all or a subset of the Assets must deliver not later than five days before the bid deadline an executed confidentiality agreement in form and substance acceptable to the Debtors and a statement of potential bidder; B. Bid Deadline: August 14, 2015, 4:00 p.m. C. Bid Requirements: A qualified bid will be in writing, include the required bid materials, and meet various conditions, including submission of an executed binding Asset Purchase Agreement, an offer that's in excess of the minimum bid amount, and an anticipated timeframe for consummating the proposed transactions on or before Aug. 28, 2015. D. Ability to Select a Stalking Horse Bidder: The Debtors, may execute an asset purchase agreement with any third party as a "stalking-horse" bidder. E. Auction Date: Aug. 19, 2015 at 10:00 a.m. F. Sale Hearing: On or before Aug. 21, 2015. Objections to the sale must be filed on or before Aug. 14, 2015 at 4:00 p.m. G. Bid Protections: The Debtor proposes to provide any Stalking Horse Bidder with a break-up fee. If the sale to the Stalking Horse Bidder is not consummated because the Debtors accept and consummate an alternative bid, the Debtors will pay to the Stalking Horse Bidder a break-up fee. Paige L. Ellerman, Esq., at Frost Brown Todd LLC, in Cincinnati, Ohio, tells the Court that the approval of the Bidding Procedures will allow the Debtors to sell the Purchased Assets and assume and assign the Assigned Contracts and Leases for the maximum benefit of their creditors. She further tells the Court that the procedures for authorizing the Sale of the Purchased Assets and the assumption and assignment of the Assigned Contracts and Leases are in the best interests of their creditors and other interested parties, and will facilitate and expedite the sale process for the benefit of all creditors. Objection Filed Lexon Insurance Co. and Bond Safeguard Insurance Co. have objected to the Debtors' Motion. Claude R. Chip Bowles, Jr., Esq., at Bingham Greenebaum Doll LLP, in Lexington, Kentucky, relates that the Debtors' operations are regulated by the federal Surface Mine Control and Reclamation Act, among other state and federal environmental and mine safety laws. He says that to reduce the potential environmental impacts the mining may have, the operations must obtain SMCRTA-mandated state mining permits that obligate the reclamation of sites disturbed by mining. Mr. Bowles further says that in order to obtain the mining permits, the Debtors had to provide acceptable financial assurance to secure "faithful performance of all of the requirements" of SMCRA. Some, if not all of the required financial assurances are in the form of surety bonds issued by Lexon. Lexon asserts the following reasons for its objection to the Debtors' Motion: (a) The lack of an asset purchase agreement and/or stalking horse bidder does not permit the creditors, and in particular, Lexon, to make an informed determination on the sale of the assets. (b) The proposed bid and sale procedures set out a timeframe that is not conducive to submitting competitive bids. The Debtors are proposing at least 30 days from the date of the hearing on the Motion to the closing of a sale, which does not provide any potential purchaser an opportunity to evaluate the Debtors' assets in order to make an informed decision on whether to submit a bid. (c) The Debtors' Motion fails to address any requirement for the replacement of the Bonds and does not require a potential purchaser to demonstrate that it has access to surety credit as part of the bid qualification process. The surety relationship involves multiple parties and the substitution of the principal relieves Lexon of its obligation under the Bonds. Indeed the Bonds are non-assumable financial accommodations issued in consideration of the principal's agreement to pay the premiums and indemnify Lexon from all losses and costs incurred from the issuance of the Bonds. The burden to perform remains with the principal and in the absence of the replacement of the Bonds, the potential purchaser would not be in compliance with the permits which in turn would detrimentally impact the mining rights associated with the real property. Thus, in order for a sale to be successful, it is imperative that the proposed purchaser demonstrate an ability to obtain the necessary bonds or provide sufficient proof that it can replace the surety. (d) The bid procedures and sale notice do not provide adequate notice to the surety. The proposed timeframes do not provide any party an opportunity to object to the sale. The objections are to be filed on the same day that bids are to be submitted so that no party will be afforded an opportunity to consider the terms of the sale. JW Resources and its affiliated debtors are represented by: Ronald E. Gold, Esq. Douglas L. Lutz, Esq. Paige L. Ellerman, Esq. FROST BROWN TODD LLC 3300 Great American Tower 301 East Fourth Street Cincinnati, OH 45202 Telephone: (513)651-6800 Facsimile: (513)651-6981 E-mail: rgold@fbtlaw.com dlutz@fbtlaw.com pellerman@fbtlaw.com - and - Adam R. Kegley, Esq. FROST BROWN TODD LLC 250 West Main Street, Suite 2800 Lexington, KY 40507 Telephone: (859)231-0000 E-mail: akegley@fbtlaw.com Lexon Insurance and Bond Safeguard are represented by: Claude R. Chip Bowles, Jr., Esq. BINGHAM GREENEBAUM DOLL LLP 300 West Vine Street Suite 1100 Lexington, KY 40507 Telephone: (859)231-8500 E-mail: cbowles@bgdlegal.com - and - Kelly C. Griffith, Esq. Lee E. Woodard, Esq. HARRIS BEACH PLLC 333 West Washington St., Suite 200 Syracuse, NY 13202 Telephone: (315)423-7100 Facsimile: (315)422-9331 E-mail: kgriffith@harrisbeach.com lwoodard@harrisbeach.com - and - Bruce L. Maas, Esq. HARRIS BEACH PLLC 99 Garnsey Road Pittsford, NY 14534 Telephone: (585)419-8650 Facsimile: (585)419-8811 E-mail: bmaas@harrisbeach.com About JW Resources JW Resources Inc. and its subsidiaries are U.S. producers of thermal coal with mineral reserves, mining operations and coal properties located in the Central Appalachian ("CAPP") regions of Kentucky. JW acquired the thermal coal mining operations of Xinergy in eastern Kentucky for $47.2 million in February 2013. JW's business operations comprise what is known as the "Straight Creek" operations located in Bell, Leslie and Harlan Counties, Kentucky, and the "Red Bird" operations located in Bell, Leslie, Knox, and Clay Counties, Kentucky. JW Resources is the parent and sole shareholder of SCRB Properties, Inc., Straight Creek Coal Mining, Inc. and SCRB Processing, Inc. JW Resources and its subsidiaries sought Chapter 11 bankruptcy protection (Bankr. E.D. Ky. Lead Case No. 15-60831) in London, Kentucky on June 30, 2015. The Debtors tapped Frost Brown Todd LLC as counsel, and Energy Ventures Analysis, Inc., as sale advisor. JW Resources estimated $1 million to $10 million in assets and $50 million to $100 million in debt. Straight Creek estimated $10 million to $50 million in assets and $50 million to $100 million in debt. LDR INDUSTRIES: Hires Marshall Gerstein as Special Counsel ---------------------------------------------------------- LDR Industries, LLC asks for authorization from the Hon. Pamela S. Hollis of the U.S. Bankruptcy Court for the Northern District of Illinois to employ Marshall Gerstein & Borun LLP as special intellectual property counsel, nunc pro tunc to Jan. 20, 2015. The Debtor also seeks permission to pay Marshall Gerstein in the amount of $7,472 for the legal services it provided to LDR during the period of Jan. 20, 2015 to Feb. 19, 2015. Marshall Gerstein provided these services to the Debtor during January and February 2015: (a) conferred with the Debtor regarding the Zenith demand letter and reviewed the underlying patent in question; (b) reviewed the Debtor's materials relating to the product in question; (c) evaluated the alleged infringement claim and financial and sales information from the Debtor; (d) drafted response to the Zenith demand letter, discussed with the Debtor, and transmitted it to counsel for Zenith; and (e) researched Zenith litigation background and potential liability for the Debtor and management. The services totaled 21.50 hours, for which Marshall Gerstein seeks compensation in the amount of $7,472. Marshall Gerstein does not seek any reimbursement for expenses incurred in connection with the services. Michael P. Furmanek, partner of Marshall Gerstein, 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. Marshall Gerstein can be reached at: Michael P. Furmanek, Esq. MARSHALL, GERSTEIN & BORUN LLP 233 South Wacker Drive 6300 Willis Tower Chicago, IL 60606-6357 Tel: (312) 474-9558 Fax: (312) 474.0448 E-mail: mfurmanek@marshallip.com About LDR Industries For over 75 years, Chicago-based LDR Industries and its predecessor companies have engaged in the distribution of plumbing products to the home improvement industry, including faucets, showers, sinks, toilet seats and variety of other specialty lines such as lead-free valves. LDR Industries, LLC, sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 14-32138) in Chicago, Illinois on Sept. 2, 2014, with plans to sell the business following a dispute with the U.S. Customs. The bankruptcy case is assigned to Honorable Judge Pamela S. Hollis. The Debtor is represented by attorneys at Reed Smith LLP. The Debtor disclosed $27,538,561 in assets and $29,751,647 in liabilities as of the Chapter 11 filing. LIBERTY BANKERS: A.M. Best Hikes Finc'l Strength Rating to B+(Good) ------------------------------------------------------------------- A.M. Best Co. has upgraded the financial strength rating (FSR) to B+ (Good) from B (Fair) and the issuer credit ratings to "bbb-" from "bb+" of Liberty Bankers Life Insurance Company (Oklahoma City, OK), and its wholly owned life insurance subsidiaries, The Capitol Life Insurance Company (Dallas, TX) and American Benefit Life Insurance Company (Oklahoma City, OK), together known as the Liberty Bankers Group. The outlook for all ratings is stable. The rating upgrades reflect Liberty Bankers Group's positive trend of increasing absolute capital with a five-year CAGR of 15.3% and significant improvement in risk-adjusted capital. The ratings also reflect management's actions to reduce investments in real estate-related investment classes and continuous work toward de-risking the asset portfolio. Additionally, Liberty Bankers Group's improved risk-adjusted capital reflects top-line and bottom-line growth due to organic growth and the acquisition of Continental Life Insurance Company and a reinsurance transaction with Landmark Life Insurance Company, both of which occurred in 2015. Additionally, the results reflect the favorable impact of an earlier in-force fixed annuity reinsurance transaction with Athene Annuity & Life Assurance Company. The 2014 core operating earnings reflect the top-line organic growth in the business and the management of new business surplus strain from the group's growth in its ordinary life business line. Liberty Bankers Group has reduced its holdings of below investment grade bonds and real estate as a percentage of its investment portfolio, which is viewed positively by A.M. Best. Additionally, A.M. Best notes that the group has continued to make significant progress in its efforts to balance annuity exposure with traditional life business, evidenced by the recent acquisition of Continental Life Insurance Company, which complements its existing home service business, and the ordinary life reinsurance transaction with Landmark Life Insurance Company. However, while management is focused on reducing some of Liberty Bankers Group's less liquid investments, A.M. Best remains concerned with its relatively high level of commercial mortgage loans, in absolute terms and in relation to capital and surplus. Moreover, the Liberty Bankers Group has higher-than-average exposure to NAIC Class 2 investment grade bonds. There is also concern with regard to the level of non-performing assets such as mortgage loans, particularly in light of the current stable economic climate. Given management's expectation of maintaining current exposure levels to this asset class, A.M. Best believes Liberty Bankers Group is taking on additional credit exposure that could be exacerbated in a volatile economic environment. LIBERTY INTERACTIVE: Fitch Affirms 'BB' Issuer Default Ratings -------------------------------------------------------------- Fitch Ratings has affirmed the 'BB' Issuer Default Ratings (IDRs) for Liberty Interactive LLC (Liberty LLC) and its wholly owned subsidiary QVC Inc. (QVC) following the announcement by Liberty Interactive Corporation (Liberty), Liberty LLC's parent, that it will acquire zulily inc. (zulily) for $2.4 billion. The Rating Outlook remains Stable. Liberty intends to fund the acquisition with a mixture of cash on hand at zulily (approximately $300 million), the issuance of approximately 40 million shares of QVCA stock ($1.2 billion) and borrowings under QVC's revolving credit facility ($900 million). The acquisition is expected to close during the fourth quarter of 2015 subject to receipt of certain regulatory approvals. Once the acquisition is completed, zulily will be a subsidiary of Liberty, not of Liberty LLC. Zulily, founded in 2009 and headquartered in Seattle, WA, is an eCommerce retailer that offers apparel, toys, infant gear and home decor. Over 80% of its customers are female and are primarily 25-45 years old, which offers QVC access to a younger demographic than it currently serves. Approximately 88% of orders are from repeat customers, dovetailing well with QVC's 90%. They currently serve approximately 5 million customers. Overall, Fitch views the transaction favourably from a strategic standpoint as it will strengthen QVC's operating profile, further diversify its revenue sources in the eCommerce space, and provide compelling growth opportunities given minimal product line and customer overlap (the two companies share only 6% of customers). In addition, it will provide fulfilment, procurement and back office efficiencies and leverage QVC's global footprint for future geographic expansion of zulily. As a result of this transaction, QVC's total leverage will increase from 2.4x to 2.9x as of June 30, 2015. Fitch rates QVC's senior secured bank credit facility and senior secured notes 'BBB-', two notches higher than its IDR, reflecting what Fitch believes QVC's stand-alone ratings would be. Fitch notes that QVC's 'BBB-' rating will also not be affected by this transaction given the company's plan to return leverage to its 2.5x leverage target within 24 months of the acquisition's closing. KEY RATING DRIVERS The ratings for Liberty LLC and QVC reflect the consolidated legal entity/obligor credit profile, rather than the Interactive/Ventures tracking stock structure. Based on Fitch's interpretation of the Liberty LLC bond indentures, the company could not spin out QVC without consent of the bondholders in view of the current asset mix at Liberty LLC. QVC generates 85% and 97% of Liberty LLC's revenues and EBITDA, respectively. Any spinoff of QVC at this time would likely trigger the 'substantially all' asset disposition restriction within the Liberty LLC indentures. Fitch expects Liberty LLC's gross unadjusted leverage to be managed to 4.0x and QVC's unadjusted gross leverage to be managed to 2.5x. Although both Liberty LLC and QVC will be outside of these metrics as a result of the zulily acquisition, Fitch believes both can reduce leverage within 24 months of the acquisitions' closing. Fitch recognizes QVC's ability to manage product mix and adapt to its customers' shopping preferences. QVC has managed to grow revenues over the last three years and has managed Fitch-calculated EBITDA margins in the 20%-22% range over that time frame. Fitch believes QVC will be able to continue to grow revenues at least at in line with GDP growth. QVC's EBITDA margin fluctuation is driven in part by the product mix. Fitch believes over the next few years, QVC's EBITDA margin will remain in its historical 20%-22% range. Fitch expects Liberty LLC's free cash flow (FCF) to be dedicated toward share repurchases following this transaction. While QVC will deleverage over time through EBITDA growth, Fitch expects QVC to manage leverage closer to its stated leverage targets of 2.5x within 24 months following the acquisition's closing. Fitch recognizes the risk remains that Liberty LLC acquires the 62% of HSN Inc. it does not already own, but believes the probability of this has been reduced with the zulily acquisition. RATING SENSITIVITIES Positive Rating Actions: Fitch believes that if the company were to manage to more conservative leverage targets, ratings could be upgraded. Negative Rating Actions: If QVC is unable to return leverage to below the 2.5x rating threshold within 24 months of the acquisition's closing, Fitch would review the rating. In addition, changes to financial policy, including more aggressive leverage targets, and asset mix changes that weaken bondholder protection could pressure the ratings. And finally, while unexpected, revenue declines in excess of 10% that materially drive declines in EBITDA and FCF and result in QVC's leverage exceeding 2.5x in the absence of a credible plan to reduce leverage back under 2.5x would likely pressure ratings. LIQUIDITY AND DEBT STRUCTURE Fitch believes liquidity at QVC will be sufficient to support operations and its expansion into other markets. Acquisitions and share buybacks are expected to be a primary use of FCF. Fitch also believes that there is sufficient liquidity and cash generation (from investment dividends and tax sharing between the tracking stocks) to support debt service and disciplined investment at Liberty LLC. Fitch recognizes that in the event of a liquidity strain at Liberty LLC, QVC could provide funding to support debt service (via intercompany loans), or the tracking stock structure could be collapsed. Fitch notes that cash can travel throughout all Liberty entities relatively easily. Although the tracking stock structure adds a layer of complexity, Liberty has in the past reattributed assets and liabilities. Fitch believes that resources at QVC would be used to support Liberty, and vice versa, if ever needed. Fitch believes Liberty LLC continues to carry meaningful liquidity with $3.3 billion in readily available cash, $0.5 billion of availability on QVC's $2.25 billion revolver due March 2020 (pro forma acquisition), and $5.9 billion in other public holdings as of June 30, 2015. Fitch calculates FCF of $1.5 billion for the last 12 months ended June 30, 2015 (excluding discontinued operations). Based on Fitch's conservative projections, Fitch expects Liberty's FCF to be in the range of $800 million for fiscal 2015. Liberty's near-term maturities include $400 million of 1% HSN exchangeable debentures that may be put to or redeemed by the company in 2016. QVC's next maturity is $400 million aggregate principal of 3.125% senior secured notes due in 2019. Fitch believes Liberty has sufficient liquidity to handle these maturities and potential redemption. Other than the 2019 and 2020 notes, the remaining QVC notes' call provisions are limited to make-whole provisions ranging from 25 bps-50 bps. FULL LIST OF RATING ACTIONS Fitch affirms the following ratings with a Stable Outlook: Liberty -- Issuer Default Rating (IDR) at 'BB'; -- Senior unsecured at 'BB/RR4' QVC -- IDR at 'BB' -- Senior secured debt at 'BBB-/RR1'. LIFE PARTNERS: Bridgepoint OK'd as Trustee's Restructuring Advisor ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Texas authorized H. Thomas Moran II, Chapter 11 trustee for Life Partners Holdings, Inc., to employ Bridgepoint Consulting, LLC as financial and restructuring advisor. The Trustee needs the assistance of Bridgepoint, to, among other things: a) work with the Trustee and the Subsidiary Debtors to complete schedules, Statements of Financial Affairs, and Monthly Operating Reports required by the U.S. Trustee; b) assist the Trustee in reviewing financial information pertaining to Debtors' assets, liabilities, and financial statements. Bridgepoint will apply for compensation for its services rendered on an hourly basis and reimbursement of expenses incurred in connection with the Bankruptcy Case. The hourly rates of Bridgepoint employees expected to perform financial advisory and restructuring services are: Employee Hourly Rate -------- ----------- Principals/Managing Directors $300 - $395 Senior Managers $175 - $295 Consultants $125 - $175 Support Staff $60 - $80 Dawn Ragan will be the engagement manager, and her hourly rate is $325. To the best of the Trustee's knowledge, Bridgepoint is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. 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. LIFE PARTNERS: Philip Garner Joins Bid to Terminate Exclusivity --------------------------------------------------------------- Philip Garner filed with the U.S. Bankruptcy Court for the Northern District of Texas a joinder to the motion to terminate exclusivity period of Life Partners Holdings, Inc., et al.'s subsidiary debtors. The motion to terminate exclusivity was filed by John Gissas, Dean Vagnozzi and Frank Bice on June 22, 2015. The request, if granted, would allow others to file rival plans in court and end the companies' control over their bankruptcy cases. Mr. Garner is represented by: John C. Leininger, Esq. BRYAN CAVE LLP 2200 Ross Avenue, Suite 3300 Dallas, TX 75201 Tel: (214) 721-8000 Fax: (214) 721-8100 E-mail: john.leininger@bryancave.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. LIFE PARTNERS: Trustee Wants Cases Designated as Complex -------------------------------------------------------- H. Thomas Moran II, Chapter 11 trustee for Life Partners Holdings, Inc., et al., filed with the U.S. Bankruptcy Court for the Northern District of Texas an application for the designation the Debtors' bankruptcy cases as complex Chapter 11 cases. 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. LIME ENERGY: Amends 2008 Long-Term Incentive Plan ------------------------------------------------- The Compensation Committee of the Board of Directors of Lime Energy Co. approved an amendment to the Lime Energy Co. 2008 Long-Term Incentive Plan to increase the maximum number of shares of the common stock, par value $0.0001 per share of the Company authorized for issuance under the Plan by 1,000,000 shares; from 585,718 shares to 1,585,718 shares. The Board adopted the Plan Amendment on July 24, 2015, and recommended it for stockholder approval. On Aug. 10, 2015, three of the Company's stockholders owning, together, 6,058,063 shares of Common Stock and 10,000 shares of its Series C Convertible Preferred Stock, or approximately 75% of the Company's then outstanding voting securities, executed a written consent approving the Plan Amendment. The Company's executive officers are eligible to receive stock and option awards under the Plan as a component of their compensation. Awards made under the Plan are intended to reward and incentivize achievement leading to increases in the Company's profitability and stockholder value over the long term. The Company intends to file and mail an Information Statement on Schedule 14C to its stockholders informing them of the approval of the Plan Amendment through the Written Consent, which approval will be effective 20 calendar days after the mailing of that Information Statement. About Lime Energy Headquartered in Huntersville, North Carolina, Lime Energy Co. -- http://www.lime-energy.com/-- is engaged in planning and delivering clean energy solutions that assist its clients in their energy efficiency and renewable energy goals. The Company's solutions include energy efficient lighting upgrades, energy efficient mechanical and electrical retrofit and upgrade services, water conservation, building weatherization, on-site generation and renewable energy project development and implementation. The Company provides energy solutions across a range of facilities, from high-rise office buildings, distribution facilities, manufacturing plants, retail sites, multi-tenant residential buildings, mixed use complexes, hospitals, colleges and universities, government sites to small, single tenant facilities. Lime Energy reported a net loss available to common stockholders of $5.6 million in 2014, a net loss available to common stockholders of $18.5 million in 2013 and a net loss of $31.8 million in 2012. As of March 31, 2015, the Company had $53.81 million in total assets, $38.04 million in total liabilities, $9.38 million in contingently redeemable series C preferred stock, and $6.38 million in total stockholders' equity. MARINA BIOTECH: Reports $904,000 Net Income for Second Quarter -------------------------------------------------------------- Marina Biotech, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income applicable to common stockholders of $904,000 on $400,000 of license and milestone revenue for the three months ended June 30, 2015, compared to net income applicable to common stockholders of $3.9 million on $0 of license and milestone revenue for the same period during the prior year. For the six months ended June 30, 2015, the Company reported net income applicable to common stockholders of $1.3 million on $400,000 of license and milestone revenue compared to a net loss applicable to common stockholders of $11.1 million on $0 of license and milestone revenue for the same peirod in 2014. As of June 30, 2015, the Company had $7.5 million in total assets, $10 million in total liabilities and a $2.5 million total stockholders' deficit. "Marina Biotech continues to build momentum in 2015," stated J. Michael French, president & chief executive officer of the company. "Our near term focus is on closing licensing and partnering transactions in order to bring in additional capital to move our pipeline forward. With our recent financing, I believe we have enough runway to close those licensing and partnering transactions, as well as to pursue some limited activities intended to advance our preclinical programs. Further, the recent FDA Fast Track designation for CEQ508 has significantly increased the potential value of this program and likely opened additional licensing opportunities. We are encouraged by our progress over the past several months and believe the second half of 2015 will be transformative for the company." A full-text copy of the Form 10-Q is available for free at: http://is.gd/NfZzRU About Marina Biotech Marina Biotech, Inc., headquartered in Bothell, Washington, is a biotechnology company focused on the discovery, development and commercialization of nucleic acid-based therapies utilizing gene silencing approaches such as RNA interference ("RNAi") and blocking messenger RNA ("mRNA") translation. The Company's goal is to improve human health through the development, either through its own efforts or those of its collaboration partners and licensees, of these nucleic acid-based therapeutics as well as the delivery technologies that together provide superior treatment options for patients. The Company has multiple proprietary technologies integrated into a broad nucleic acid-based drug discovery platform, with the capability to deliver novel nucleic acid-based therapeutics via systemic, local and oral administration to target a wide range of human diseases, based on the unique characteristics of the cells and organs involved in each disease. On June 1, 2012, the Company announced that, due to its financial condition, it had implemented a furlough of approximately 90% of its employees and ceased substantially all day-to-day operations. Since that time substantially all of the furloughed employees have been terminated. As of Sept. 30, 2012, the Company had approximately 11 remaining employees, including all of its executive officers, all of whom are either furloughed or working on reduced salary. As a result, since June 1, 2012, its internal research and development efforts have been minimal, pending receipt of adequate funding. Marina Biotech reported a net loss of $6.47 million on $500,000 of license and other revenue for the year ended Dec. 31, 2014, compared to a net loss of $1.57 million on $2.11 million of license and other revenue in 2013. Wolf & Company, P.C., in Boston, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing the Company has suffered recurring losses from operations, has a significant accumulated deficit and has been unable to raise sufficient capital to fund its operations through the end of 2015. This raises substantial doubt about the Company's ability to continue as a going concern, the auditors noted. MILAGRO OIL: Hires Balmoral Advisory as Financial Advisor & Banker ------------------------------------------------------------------ Milagro Holdings, LLC and its debtor-affiliates seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ Balmoral Advisory Services LLC as financial advisor and investment banker, effective July 15, 2015. The Debtors require Balmoral Advisory to: (a) review and analyze the financial and operating statements of the Debtors; (b) develop tactics and strategies for negotiation with the Debtors' stakeholders, including holders of the existing debt obligations and other liabilities; (c) render financial advice and participate in meetings or negotiations with the Debtors' stakeholders in connection with any Restructuring Transaction; (d) assist the Debtors in evaluation, structuring and negotiating the terms and conditions of any Restructuring Transaction; and (e) provide the Debtors with other appropriate restructuring advice. The Debtors agreed to pay Balmoral Advisory during the Chapter 11 Cases the following fees: -- Monthly Fee: A nonrefundable cash fee of $100,000. -- Transaction Fee: Concurrently with the closing of a Restructuring Transaction, Balmoral Advisory shall earn, and the Debtors shall pay to Balmoral Advisory, a cash fee of $800,000. Balmoral Advisory will also be reimbursed for reasonable out-of-pocket expenses incurred. Prior to the commencement of the Chapter 11 Cases and under the terms of the Engagement Agreement, the Debtors paid Balmoral Advisory fees of $300,000 for services rendered. Skip Victor, managing director of Balmoral Advisory, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Court for the District of Delaware will hold a hearing on the application on Aug. 21, 2015, at 11:00 a.m. Balmoral Advisory can be reached at: Skip Victor BALMORAL ADVISORY SERVICES LLC 11150 Santa Monica Blvd., Ste 825 Los Angeles, CA 90025 Tel: (310) 421-1852 E-mail: svictor@balmoralfunds.com About Milagro Oil Based in Houston, Texas, Milagro Oil & Gas, Inc. is an independent oil and gas companies primarily engaged in the acquisition, exploration, exploitation, development, production and sale of oil and natural gas reserves. Milagro's historic geographic focus has been along the onshore Gulf Coast area, primarily in Texas, Louisiana and Mississippi. Milagro has 1,200 wells in South Texas, along the Gulf Coast and in Louisiana. As of March 31, 2015, the book value of Milagro's total assets and liabilities was approximately $390 million and $468 million, respectively. Milagro generated revenues of $153.1 million and $23.5 million during the fiscal year ended Dec. 31, 2014 and the three month period ended March 31, 2015, respectively. On July 15, 2015, Milagro Oil & Gas, its parent Milagro Holdings, LLC, and four affiliated entities each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. The cases are pending before the Honorable Kevin Gross and are jointly administered under In re Milagro Holdings, Case No. 15-11520. The Debtors tapped (i) Porter Hedges LLP as general counsel; (ii) Young Conaway Stargatt & Taylor, LLP, as local counsel; (iii) Zolfo Cooper, LLC, as restructuring advisors; and (iv) Prime Clerk LLC as claims and noticing agent. Noteholders that are parties to the RSA have tapped (i) Akin Gump Strauss Hauer & Feld LLP, as legal counsel, (ii) Richards, Layton & Finger, P.A., as Delaware legal counsel, and (iii) Blackstone Advisory Partners L.P., as financial advisor. MJC AMERICA: Has Approval to Use Cash Collateral Until March 2016 ----------------------------------------------------------------- MJC America, Ltd., and East West Bank sought for and obtained from Judge Sandra R. Klein of the U.S. Bankruptcy Court for the Central District of California approval of their seventh stipulation for the Debtor's interim continued use of East West's cash collateral. EWB asserts a blanket security interest in all of MJC's personal property assets, including, its inventory, accounts receivable, and MJC's deposit accounts with EWC to secure a credit facility owed to EWB. EWB has asserted a claim in the amount of $2.1 million against the estate, which was guaranteed by some of MJC's affiliates. MJC and EWB have engaged in ongoing negotiations regarding the use of cash collateral from the inception of the case, and have entered into a series of six stipulations authorizing the use of cash collateral through May 31, 2015. The use of cash collateral was further authorized through Sept. 17, 2015, by Court Order. In the latest stipulation, the MJC and EWB agreed that the terms and conditions of stipulation 6 remain in full force and effect, except as follows: (a) the Operative Period is extended to the close of business on March 31, 2016; (b) the monthly adequate protection payment made by Debtor to EWB increases from $75,000 to $100,000, commencing with the payment due on July 16, 2016; (c) MJC Supply, LLC. May, but is not required to make further payments to EWB other than pursuant to the terms of its guaranty which remains in effect; (d) if any payment required under this agreement is not timely made or timely cured, MJC Supply, LLC. Will stipulate to the entry of an Order authorizing its examination pursuant to Bankruptcy Rule 2004. (e) subject to approval by the Court and the Court's calendar, MJC and EWB request that a further hearing on the Debtor's motion for use of cash collateral be set for mid-March, 2016. MJC America's attorneys can be reached at: David A. Tilem, Esq. Michael Avanesian, Esq. LAW OFFICES OF DAVID A. TILEM 206 N. Jackson Street, Suite 201 Glendale, CA 91206 Telephone: (818)507-6000 Facsimile: (818)507-6800 E-mail: MichaelAvanesian@TilemLaw.com East West Bank is represented by: Scott O. Smith, Esq. BUCHALTER NEMER, APL 1000 Wilshire Boulevard, Suite 1500 Los Angeles, CA 90017-1730 Telephone: (213)891-5063 Facsimile: (213)896-0400 E-mail: ssmith@buchalter.com About MJC America MJC America, Ltd., doing business as Soleus Air System -- http://www.soleusair.com/-- which sells Soleus-branded air conditioners and heaters in the U.S., filed for Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 13-39097) in Los Angeles on Dec. 10, 2013. The Debtor selected Law Offices of David A. Tilem ("TILEM") as its general bankruptcy counsel. Winston & Strawn LLP serves as special litigation counsel. MJC disclosed $14.0 million in total assets and $15.9 million in liabilities in its schedules. Accounts receivable of $9.22 million and inventory of $4.12 million comprise most of the assets. East West Bank has a scheduled secured claim of $2.1 million on a line of credit, and Hong Kong Gree Electric Appliances Sales, Ltd., is owed $4.07 million, but only $288,000 is secured. MONTANA ELECTRIC: Bankruptcy Trust Sells $85M Natural-Gas Plant --------------------------------------------------------------- The Associated Press reported that a little-used gas-fired power plant built by the Southern Montana Electricity Generation and Transmission Cooperative and at least partly blamed for the wholesale electricity supplier's 2011 bankruptcy will be taken apart and resold for its parts. According to the report, citing officials, HGS Holding Trust entered a dismantling and sale agreement with ProEnergy Solutions for the 46-megawatt Highwood Generating Station near Great Falls. Neither Trustee Dean Swick nor ProEnergy president of energy parts solutions Bill Mars would disclose the price paid for the plant, which SME borrowed $85 million to build, the report related. About Southern Montana Electric Based in Billings, Montana, Southern Montana Electric Generation and Transmission Cooperative, Inc., was formed to serve five other electric cooperatives. The city of Great Falls later joined as the sixth member. Including the city, the co-op serves a population of 122,000. In addition to Great Falls, the service area includes suburbs of Billings, Montana. Southern Montana filed for Chapter 11 bankruptcy (Bankr. D. Mont. Case No. 11-62031) on Oct. 21, 2011. Southern Montana estimated assets of $100 million to $500 million and estimated debts of $100 million to $500 million. Timothy Gregori signed the petition as general manager. Malcolm H. Goodrich, Esq., and Maggie W. Stein, Esq., at Goodrich Law Firm, P.C., in Billings, Montana, serve as the Debtor's counsel. After filing for reorganization in October, the co-op agreed to a request for appointment of a Chapter 11 trustee. Lee A. Freeman was appointed as the Chapter 11 trustee in December 2011. He is represented by Joseph V. Womack, Esq., at Waller & Womack, and John Cardinal Parks, Esq., Bart B. Burnett, Esq., Robert M. Horowitz, Esq., and Kevin S. Neiman, Esq., at Horowitz & Burnett, P.C. Harold V. Dye, Esq., at Dye & Moe, P.L.L.P., in Missoula, Montana, represents the Unsecured Creditors' Committee as counsel. On Nov. 26, 2013, the Bankruptcy Court removed Mr. Freeman as Chapter 11 trustee for SME, at the behest of Fergus Electric Cooperative Inc. Judge Ralph Kirscher said changed circumstances, such as agreement among the co-op's members on a liquidation plan, eliminate the need for a trustee. BankruptcyData reported that Southern Montana Electric Generation & Transmission Cooperative's First Amended Chapter 11 Plan of Reorganization, dated May 12, 2014, became effective; and the Company emerged from Chapter 11 protection. The Court confirmed the Plan on June 20, 2014. MONTREAL MAINE: Seeks to Recharacterize Notes, Recover $13.9M ------------------------------------------------------------- Robert J. Keach, as the chapter 11 trustee of Montreal, Maine & Atlantic Railway, Ltd., has filed with the Bankruptcy Court a complaint seeking the avoidance and recovery of certain unauthorized dividends and fraudulent transfers. Specifically, the Chapter 11 Trustee asks the Court to recharacterize certain notes as equity interests in the Debtor and avoid the $13,862,165 payment made to certain investors under the 2011 Transactions as an improper dividend and recover the payment for the estate. In addition, the Trustee seeks to avoid the payment made to certain investors under the 2011 Transactions as a constructively fraudulent transfer pursuant to the Uniform Fraudulent Transfer Act and recover the payment for the estate. Alternatively, the Trustee seeks to avoid the payment made to certain investors under the 2011 Transactions as an insider preference and recover the payment for the estate. The Trustee also seeks avoid the payments made to Earlston under the Term B Note as insider preferences and recover the payments for the estate. The Trustee states that the Investors contributed capital to the Debtor allegedly in the form of loans, but the loans had the substance and character of equity contributions, and were, in fact, equity contributions. Accordingly, the Notes should be recharacterized as equity interests in the Debtor. About Montreal Maine Montreal, Maine & Atlantic Railway Ltd., operated the train that derailed and exploded in July 2013, killing 47 people and destroying part of Lac-Megantic, Quebec. The Company sought bankruptcy protection (Bankr. D. Maine Case No. 13-10670) on Aug. 7, 2013, with the aim of selling its business. Its Canadian counterpart, Montreal, Maine & Atlantic Canada Co., meanwhile, filed for protection from creditors in Superior Court of Quebec in Montreal. Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson, P.A., serves as Chapter 11 trustee. Michael A. Fagone, Esq., and D. Sam Anderson, Esq. serves as his counsel. Development Specialists, Inc., serves as his financial advisor; and Gordian Group, LLC, serves as his investment banker. Bankruptcy Judge Louis H. Kornreich presides over the U.S. case. The law firm of Verrill Dana represents the Debtor in its restructuring effort. Justice Martin Castonguay oversees the case in Canada. Andrew Adessky at Richter Consulting was named CCAA monitor. The CCAA Monitor is represented by Sylvain Vauclair at Woods LLP. MM&A Canada is represented by Patrice Benoit, Esq., at Gowling LaFleur Henderson LLP. The U.S. Trustee appointed a four-member official committee of derailment victims. The Official Committee is represented by Richard P. Olson, Esq., at Perkins Olson; and Luc A. Despins, Esq., at Paul Hastings LLP. The unofficial committee of wrongful death claimants is represented by George W. Kurr, Jr., Esq., at Gross, Minsky & Mogul, P.A.; Daniel C. Cohn, Esq., at Murtha Cullina LLP; Peter J. Flowers, Esq., at Meyers & Flowers, LLC; Jason C. Webster, Esq., at The Webster Law Firm; and Mitchell A. Toups, Esq., at Weller, Green Toups & Terrell LLP. On Jan. 29, 2014, an ad hoc group of wrongful-death claimants submitted a plan, which would give 75% of the $25 million in available insurance to the families of those who died after an unattended train derailed in Lac-Megantic, Quebec, in July. Montreal, Maine & Atlantic Canada Co. ("MMA Canada"), the Canadian unit of Chapter 11 debtor Montreal, Maine & Atlantic Railway Ltd. ("MMA"), on July 20, 2015, filed a Chapter 15 bankruptcy petition (Bankr. D. Maine Case No. 15-20518) in Portland, Maine, to seek recognition and enforcement in the U.S. of the order by the Quebec Court approving MMA Canada's plan to pay off victims of the July 2013 derailment. * * * Robert J. Keach, Esq., Chapter 11 trustee of Montreal Maine & Atlantic Railway Ltd., and the monitor expect that the Maine Bankruptcy Court will convene a hearing on Aug. 20, 2015, at 9:00 a.m. (ET) to consider the petition for recognition as foreign proceeding and related relief, and the monitor's motion for entry of an order recognizing and enforcing the plan sanction order of the Quebec Superior Court. The Hon. Peter G. Cary of the U.S. Bankruptcy Court for the District of Maine scheduled a hearing on Sept. 24, 2015, to confirm the plan of liquidation dated July 7, 2015, filed by the Chapter 11 trustee. The Chapter 11 plan will distribute C$275 million (US$220 million) to creditors, including families of the 48 people who died during the 2013 trail derailment accident. MONTREAL MAINE: Wheeling Deemed to Have $696K Superpriority Claim ----------------------------------------------------------------- The Hon. Peter Gray has approved a stipulation between the Chapter 11 Trustee of Montreal, Maine & Atlantic Railway Ltd., and Wheeling & Lake Erie Railway Company to enforce the cash collateral orders. Under the cash collateral order, Wheeling is deemed to have an allowed superpriority, administrative expense claim against the estate in this Chapter 11 case in the amount of $695,641. The superpriority claim will not be subject to disallowance. About Montreal Maine Montreal, Maine & Atlantic Railway Ltd., operated the train that derailed and exploded in July 2013, killing 47 people and destroying part of Lac-Megantic, Quebec. The Company sought bankruptcy protection (Bankr. D. Maine Case No. 13-10670) on Aug. 7, 2013, with the aim of selling its business. Its Canadian counterpart, Montreal, Maine & Atlantic Canada Co., meanwhile, filed for protection from creditors in Superior Court of Quebec in Montreal. Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson, P.A., serves as Chapter 11 trustee. Michael A. Fagone, Esq., and D. Sam Anderson, Esq. serves as his counsel. Development Specialists, Inc., serves as his financial advisor; and Gordian Group, LLC, serves as his investment banker. Bankruptcy Judge Louis H. Kornreich presides over the U.S. case. The law firm of Verrill Dana represents the Debtor in its restructuring effort. Justice Martin Castonguay oversees the case in Canada. Andrew Adessky at Richter Consulting was named CCAA monitor. The CCAA Monitor is represented by Sylvain Vauclair at Woods LLP. MM&A Canada is represented by Patrice Benoit, Esq., at Gowling LaFleur Henderson LLP. The U.S. Trustee appointed a four-member official committee of derailment victims. The Official Committee is represented by Richard P. Olson, Esq., at Perkins Olson; and Luc A. Despins, Esq., at Paul Hastings LLP. The unofficial committee of wrongful death claimants is represented by George W. Kurr, Jr., Esq., at Gross, Minsky & Mogul, P.A.; Daniel C. Cohn, Esq., at Murtha Cullina LLP; Peter J. Flowers, Esq., at Meyers & Flowers, LLC; Jason C. Webster, Esq., at The Webster Law Firm; and Mitchell A. Toups, Esq., at Weller, Green Toups & Terrell LLP. On Jan. 29, 2014, an ad hoc group of wrongful-death claimants submitted a plan, which would give 75% of the $25 million in available insurance to the families of those who died after an unattended train derailed in Lac-Megantic, Quebec, in July. Montreal, Maine & Atlantic Canada Co. ("MMA Canada"), the Canadian unit of Chapter 11 debtor Montreal, Maine & Atlantic Railway Ltd. ("MMA"), on July 20, 2015, filed a Chapter 15 bankruptcy petition (Bankr. D. Maine Case No. 15-20518) in Portland, Maine, to seek recognition and enforcement in the U.S. of the order by the Quebec Court approving MMA Canada's plan to pay off victims of the July 2013 derailment. * * * Robert J. Keach, Esq., Chapter 11 trustee of Montreal Maine & Atlantic Railway Ltd., and the monitor expect that the Maine Bankruptcy Court will convene a hearing on Aug. 20, 2015, at 9:00 a.m. (ET) to consider the petition for recognition as foreign proceeding and related relief, and the monitor's motion for entry of an order recognizing and enforcing the plan sanction order of the Quebec Superior Court. The Hon. Peter G. Cary of the U.S. Bankruptcy Court for the District of Maine scheduled a hearing on Sept. 24, 2015, to confirm the plan of liquidation dated July 7, 2015, filed by the Chapter 11 trustee. The Chapter 11 plan will distribute C$275 million (US$220 million) to creditors, including families of the 48 people who died during the 2013 trail derailment accident. NATIONAL GEN HOLDINGS: A.M. Best Assigns bb Preferred Stock Rating ------------------------------------------------------------------ A.M. Best Co. has assigned an issue rating of "bb+" to the $100 million 7.625% subordinated notes to be issued by National General Holdings Corp. (NGHC) (NASDAQ:NGHC), headquartered in New York, NY. The offering may be increased to $115 million upon exercise of an over-allotment option. In addition, A.M. Best has assigned indicative issue ratings of "bbb-" to senior unsecured debt, "bb+" to subordinated debt and "bb" to junior subordinated debt and preferred stock of the recently filed shelf registration of NGHC. The outlook assigned to all ratings is stable. Proceeds from the sale of the notes and a concurrent offering of common equity will be used for general corporate purposes, including strategic acquisitions, and to support current and future policy writing. NGHC's adjusted debt to total capital ratio of 20.4% and adjusted debt to tangible capital ratio of 25.7%, based on a $100 million debt issuance and a $200 million equity raise, are within A.M. Best's guidelines for the rating. A.M. Best anticipates NGHC's coverage ratios to remain well supportive of the current ratings. The assigned indicative ratings of securities that may be issued under NGHC's shelf registration are consistent with the current issuer credit rating (ICR) of "bbb-" of NGHC. NGHC's ICR, its existing issue ratings and the ratings of NGHC's operating insurance subsidiaries are unchanged. NEPHROS INC: Has 5.1 Million Shares Resale Prospectus ----------------------------------------------------- Nephros, Inc. filed a Form S-1 registration statement with the Securities and Exchange Commission relating to the offer and sale of up to 5,150,000 shares of common stock, par value $0.001, of Nephros, Inc., by Lincoln Park Capital Fund, LLC, the selling stockholder. The Company is not selling any securities under this prospectus and will not receive any of the proceeds from the sale of shares by the selling stockholder. The Company will pay the expenses incurred in registering the shares, including legal and accounting fees. Shares of the Company's common stock are quoted on the OTCQB operated by the OTC Markets Group, Inc. under the symbol "NEPH." On ___, 2015, the last reported sale price of the Company's common stock on the OTCQB was $____ per share. A full-text copy of the Form S-1 prospectus is available at: http://is.gd/ZBl0PK About Nephros River Edge, N.J.-based Nephros, Inc., is a commercial stage medical device company that develops and sells high performance liquid purification filters. Its filters, which it calls ultrafilters, are primarily used in dialysis centers and healthcare facilities for the production of ultrapure water and bicarbonate. Nephros reported a net loss of $7.37 million on $1.74 million of total net revenues for the year ended Dec. 31, 2014, compared to net income of $1.32 million on $1.74 million of total net revenues for the year ended Dec. 31, 2013. As of June 30, 2015, the Company had $3.4 million in total assets, $9.3 million in total liabilities and a stockholders' deficit of $5.9 million. Withum Smith+Brown PC, in Morristown, New Jersey, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has incurred negative cash flow from operations and recurring net losses since inception. These conditions, among others, raise substantial doubt about its ability to continue as a going concern. NET ELEMENT: Incurs $2.3 Million Net Loss in Second Quarter ----------------------------------------------------------- Net Element, Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to common stock of $2.3 million on $6.9 million of net revenues for the three months ended June 30, 2015, compared to net income attributable to common stock of $1.3 million on $4.9 million of net revenues for the same period during the prior year. For the six months ended June 30, 2015, the Company reported a net loss attributable to common stock of $4.5 million on $12.4 million of net revenues compared to a net loss attributable to common stock of $2.2 million on $9.7 million of net revenues for the same period a year ago. As of June 30, 2015, the Company had $25.8 million in total assets, $14.5 million in total liabilities, and total stockholders' equity of $11.2 million. "We're pleased with our continued growth in revenues and strong performance in our underlying operating metrics," commented Oleg Firer, CEO. "With the completion of PayOnline acquisition and appointment of Dave Chester as CEO of Unified payments we are positioned for growth in United States and key emerging markets." In an effort to present a more comparative period on period analysis, we have adjusted net loss to remove the effects of non-cash share based compensation and gains / losses from non-cash debt activities including extinguishment, derivative activity and restructuring. A full-text copy of the Form 10-Q is available for free at: http://is.gd/2zAqcf About Net Element Miami, Fla.-based Net Element International, Inc., formerly Net Element, Inc., currently operates several online media Web sites in the film, auto racing and emerging music talent markets. Net Element reported a net loss of $10.18 million on $21.2 million of net revenues for the 12 months ended Dec. 31, 2014, compared to a net loss of $48.3 million on $18.7 million of net revenues for the 12 months ended Dec. 31, 2013. BDO USA, LLP, in Miami, Florida, issued a "going concern" qualification in its report on the consolidated financial statements for the year ended Dec. 31, 2014. The accounting firm said that the Company has suffered recurring losses from operations and has used substantial amounts of cash to fund its operating activities that raise substantial doubt about its ability to continue as a going concern. NORANDA ALUMINUM: S&P Revises Outlook to Neg. & Affirms 'B-' CCR ---------------------------------------------------------------- Standard & Poor's Ratings Services said it revised its rating outlook on Franklin, Tenn.-based Noranda Aluminum Holding Corp. to negative from stable. At the same time, S&P affirmed the 'B-' corporate credit rating on Noranda. S&P also affirmed its issue-level ratings on subsidiary Noranda Aluminum Acquisition Corp.'s senior secured term loan at 'B-' and senior unsecured notes at 'CCC'. S&P's recovery rating of '3' on the term loan and '6' on the notes are unchanged. The '3' recovery rating indicates S&P's expectation of meaningful recovery (50% to 70%; at the lower end of the range) of principal and the '6' recovery rating indicates S&P's expectation of a negligible recovery (0% to 10%) of principal in the event of payment default. "The negative outlook on Noranda is based on our expectation that weakness in the aluminum market will persist, which will continue to affect operating performance and liquidity. We expect the company to draw down its existing cash balance as free cash flow remains negative over the next 12 months," said Standard & Poor's credit analyst Michael Maggi. "Furthermore, we expect the borrowing base on Noranda's ABL facility could decrease if the company draws down its existing inventory, which could negatively affect overall liquidity." S&P could lower its rating if it concludes the company's capital structure is not sustainable or liquidity is deemed "less than adequate," under S&P's criteria, possibly as a result of an accelerated cash burn rate due to depressed aluminum prices for an extended period of time or a sharp increase in energy costs. S&P could also lower its rating if the ABL facility becomes current or if the EBITDA interest coverage ratio falls notably below 1x. S&P could raise its rating if aluminum prices are sustained at a higher level than S&P expects, allowing Noranda to deleverage more substantially than S&P's base-case scenario indicates. Specifically, this could occur if debt to EBITDA were sustained below 5x while also generating FOCF on a consistent basis. ONE SOURCE: Can Make Adequate Protection Payments to Ally --------------------------------------------------------- U.S. Bankruptcy Judge Russell F. Nelms has approved an agreed order regarding adequate protection and the automatic stay between Ally Financial and One Source Industrial Holdings, LLC. The Creditor asserts a perfected purchase money security interest in a total of five 2013 Dodge Ram 2500 vehicles. As a condition for the use of the Vehicles, the Debtor will pay adequate protection payments of $2,150.94 monthly beginning August 1, 2015 and will continue to pay on the 1st day of each consecutive month until the Effective Date of Debtor's Chapter 11 Plan or as provided in any order regarding confirmation of the Debtor's Chapter 11 Plan. In the event that Debtor surrenders the Vehicles or files a Chapter 11 Plan to surrender the Vehicles, the automatic stay shall immediately terminate as to the Vehicles. About One Source Industrial One Source Industrial Holdings, LLC, and One Source Industrial LLC are both limited liability companies that are part of a corporate family of affiliated companies. One Source Industrial Holdings holds equipment utilized by various related entities which provide rental equipment and industrial services to businesses in the oil and gas, refining, manufacturing, pipeline, shipping, and construction industries. The types of equipment possessed by One Source include, e.g., hazardous material transportation vehicles, frac tanks, tank trailers, barrel mix tank and vacuum tankers, air machines, and waste and other industrial boxes and tanks. Industrial provides executive management, accounting, and overhead services for Holdings. One Source Holdings sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 14-44996) in Ft. Worth, Texas, on Dec. 16, 2014. One Industrial sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-400038) on Jan. 4, 2015. On Jan. 9, 2015, the Court approved the joint administration of the Debtors' cases for procedural purposes only. Holdings' case is assigned to Judge Russell F. Nelms. The Debtors each estimated $10 million to $50 million in assets and debt. The Debtors are represented by J. Robert Forshey, Esq., and Suzanne K. Rosen, Esq., at Forshey & Prostok, LLP, in Ft. Worth, Texas. No creditor's committee has been appointed in the cases. Further, no trustee or examiner has been requested or appointed in the Debtors' Chapter 11 cases. ONE SOURCE: Can Make Adequate Protection Payments to Stearns Bank ----------------------------------------------------------------- U.S. Bankruptcy Judge Russell F. Nelms has entered into an agreed order regarding adequate protection and the automatic stay between Stearns Bank and One Source Industrial Holdings, LLC. The Creditor asserts a perfected purchase money security interest in three Freightliner M2 Trucks. As adequate protection for the Debtor's use of the Trucks, the Debtor shall pay adequate protection payments to Creditor of $1,960.80 monthly beginning July 15, 2015, and will continue to pay $1,960.80 on the 15th day of each consecutive month until the Effective Date of Debtor's Chapter 11 Plan or as provided in any order regarding confirmation of the Debtor's Chapter 11 Plan. About One Source Industrial One Source Industrial Holdings, LLC, and One Source Industrial LLC are both limited liability companies that are part of a corporate family of affiliated companies. One Source Industrial Holdings holds equipment utilized by various related entities which provide rental equipment and industrial services to businesses in the oil and gas, refining, manufacturing, pipeline, shipping, and construction industries. The types of equipment possessed by One Source include, e.g., hazardous material transportation vehicles, frac tanks, tank trailers, barrel mix tank and vacuum tankers, air machines, and waste and other industrial boxes and tanks. Industrial provides executive management, accounting, and overhead services for Holdings. One Source Holdings sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 14-44996) in Ft. Worth, Texas, on Dec. 16, 2014. One Industrial sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-400038) on Jan. 4, 2015. On Jan. 9, 2015, the Court approved the joint administration of the Debtors' cases for procedural purposes only. Holdings' case is assigned to Judge Russell F. Nelms. The Debtors each estimated $10 million to $50 million in assets and debt. The Debtors are represented by J. Robert Forshey, Esq., and Suzanne K. Rosen, Esq., at Forshey & Prostok, LLP, in Ft. Worth, Texas. No creditor's committee has been appointed in the cases. Further, no trustee or examiner has been requested or appointed in the Debtors' Chapter 11 cases. ONE SOURCE: Can Pay Adequate Protection to Mercedes-Benz -------------------------------------------------------- U.S. Bankruptcy Judge Russell F. Nelms has approved an agreed order regarding adequate protection and the automatic stay between Mercedes-Benz Financial Services USA LLC and One Source Industrial Holdings, LLC. The Creditor asserts a perfected purchase money security interest in a 2014 Freightliner 122SD, Vehicle Identification Number 3AKJGNBG4EDFV9956. As a condition for the use of the vehicle, the Debtor shall pay adequate protection payments of $1,000.00 monthly beginning May 20, 2015 and will continue to pay on the 20th day of each consecutive month until the Effective Date of Plan. If the Debtor fails to make any payment required pursuant to the terms of this Agreed Order, Creditor shall send a written notification, via first class mail, postage pre-paid, to Debtor of the failure to make the payment. The Debtor shall have 10 days from the date the written notification is sent to cure the arrearage in full. Failure to cure the arrearage in full is an event of default pursuant to the terms of this Agreed Order. After two written notifications are sent, failure of the Debtor to make any payment pursuant to this Agreed Order on or before said payment is due is an event of default pursuant to the terms of this Agreed Order. In the event that the Debtor surrenders the vehicle or files a Chapter 11 Plan to surrender the vehicle, the automatic stay shall immediately terminate. About One Source Industrial One Source Industrial Holdings, LLC, and One Source Industrial LLC are both limited liability companies that are part of a corporate family of affiliated companies. One Source Industrial Holdings holds equipment utilized by various related entities which provide rental equipment and industrial services to businesses in the oil and gas, refining, manufacturing, pipeline, shipping, and construction industries. The types of equipment possessed by One Source include, e.g., hazardous material transportation vehicles, frac tanks, tank trailers, barrel mix tank and vacuum tankers, air machines, and waste and other industrial boxes and tanks. Industrial provides executive management, accounting, and overhead services for Holdings. One Source Holdings sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 14-44996) in Ft. Worth, Texas, on Dec. 16, 2014. One Industrial sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-400038) on Jan. 4, 2015. On Jan. 9, 2015, the Court approved the joint administration of the Debtors' cases for procedural purposes only. Holdings' case is assigned to Judge Russell F. Nelms. The Debtors each estimated $10 million to $50 million in assets and debt. The Debtors are represented by J. Robert Forshey, Esq., and Suzanne K. Rosen, Esq., at Forshey & Prostok, LLP, in Ft. Worth, Texas. No creditor's committee has been appointed in the cases. Further, no trustee or examiner has been requested or appointed in the Debtors' Chapter 11 cases. ONE SOURCE: Has Access to BankDirect Premium Finance Deal --------------------------------------------------------- U.S. Bankruptcy Judge Russell F. Nelms has authorized One Source Industrial Holdings, LLC, to enter into a postpetition insurance premium finance and security agreement from BankDirect. About One Source Industrial One Source Industrial Holdings, LLC, and One Source Industrial LLC are both limited liability companies that are part of a corporate family of affiliated companies. One Source Industrial Holdings holds equipment utilized by various related entities which provide rental equipment and industrial services to businesses in the oil and gas, refining, manufacturing, pipeline, shipping, and construction industries. The types of equipment possessed by One Source include, e.g., hazardous material transportation vehicles, frac tanks, tank trailers, barrel mix tank and vacuum tankers, air machines, and waste and other industrial boxes and tanks. Industrial provides executive management, accounting, and overhead services for Holdings. One Source Holdings sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 14-44996) in Ft. Worth, Texas, on Dec. 16, 2014. One Industrial sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-400038) on Jan. 4, 2015. On Jan. 9, 2015, the Court approved the joint administration of the Debtors' cases for procedural purposes only. Holdings' case is assigned to Judge Russell F. Nelms. The Debtors each estimated $10 million to $50 million in assets and debt. The Debtors are represented by J. Robert Forshey, Esq., and Suzanne K. Rosen, Esq., at Forshey & Prostok, LLP, in Ft. Worth, Texas. No creditor's committee has been appointed in the cases. Further, no trustee or examiner has been requested or appointed in the Debtors' Chapter 11 cases. ONE SOURCE: Wells Fargo Wants Extension of Adequate Protection -------------------------------------------------------------- Wells Fargo Equipment Finance, Inc., asks the United States Bankruptcy Court for the Northern District of Texas, Fort Worth Division, to extend its order directing One Source Industrial Holdings, LLC, to provide adequate protection payments. Wells Fargo, under a Combination Loan and Security Agreement dated December 4, 2012, and other related loan documents, holds a claim as of the petition date against the Debtor of $468,709, plus interest, fees, and other costs and charges to the extent permitted under applicable law. The Court previously issued an Adequate Protection Order for Wells Fargo, which order provides for, among other things, monthly adequate-protection payments of $7,500 to Wells Fargo for April 2015, May 2015, and June 2015. The Order also allows the parties to extend and modify the terms of the Order. Wells Fargo explained that the extension of the adequate protection order is for continued monthly adequate-protection payments before the effective date of a confirmed plan proposed by the Debtor, which is consistent with the extensions of adequate protection the Debtor has agreed to with other creditors. Written response must be submitted on or before August 31, 2015. One Source Industrial Holdings, LLC, is represented by: J. Robert Forshey, Esq. Suzanne K. Rosen, Esq. FORSHEY & PROSTOK LLP 777 Main St., Suite 1290 Fort Worth, TX 76102 Tel: (817) 877-8855 Fax: (817) 877-4151 Email: bforshey@forsheyprostok.com srosen@forsheyprostok.com Caterpillar Financial Services Corporation is represented by: John Mayer, Esq. ROSS, BANKS, MAY, CRON & CAVIN, P.C. 2 Riverway, Suite 700 Houston, TX 77056 Tel: (713) 626-1200 Fax: (713) 623-6014 Email: jmayer@rossbanks.com Wells Fargo Equipment Finance, Inc. is represented by: Erik Weiting Hsu, Esq. Frasher Murphy, Esq. WINSTEAD PC 2728 N. Harwood Street Dallas, TX 75201 Tel: (214) 745-5400 Fax: (214) 745-5390 Email: whsu@winstead.com fmurphy@winstead.com About One Source Industrial One Source Industrial Holdings, LLC, and One Source Industrial LLC are both limited liability companies. One Source Industrial Holdings holds equipment utilized by various related entities which provide rental equipment and industrial services to businesses in the oil and gas, refining, manufacturing, pipeline, shipping, and construction industries. Industrial provides executive management, accounting, and overhead services for Holdings. One Source Holdings sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 14-44996) on Dec. 16, 2014. One Industrial sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-400038) on Jan. 4, 2015. Judge Russell F. Nelms presides over the Holdings' case. J. Robert Forshey, Esq., and Suzanne K. Rosen, Esq., at Forshey & Prostok, LLP, represents the Debtors. The Debtors tapped EJC Ventures LP as financial consultant. The Debtor disclosed $12,036,897 in assets and $15,890,063 in liabilities as of the Chapter 11 filing. The U.S. Trustee appointed five creditors to serve on the official committee of unsecured creditors. OPTIM ENERGY: Court Vacates Stay of July 30 Confirmation Order -------------------------------------------------------------- Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the District of Delaware vacated an order staying the order confirming Optim Energy, LLC, et al.'s Third Amended Joint Plan of Reorganization, and held that the confirmation order be immediately effective and enforceable. Following entry of the Confirmation Order, Blackstone Group LP filed a notice of appeal of the Confirmation Order and asked the Bankruptcy Court to stay the Confirmation Order pending appeal. The Court implemented a stay of the Confirmation Order through Aug. 20, 2015. Following entry of the Stay Order, the Debtors, Blackstone and Cascade Investment, L.L.C., and ECJV Holdings, LLC, negotiated a resolution of issues between the parties, including the Appeal and issues related to the Confirmation Stay. As part of that resolution, the parties have agreed that the Confirmation Stay should be lifted. In addition, the parties asked the District Court to stay the Plan Confirmation Appeals, subject to further order of the District Court and revival if the settlement is not consummated. Joseph Checkler, The Wall Street Journal, reported that Optim Energy LLC will pay Blackstone Group LP $5 million to settle their fight in the Texas power-plant operator’s bankruptcy case in exchange for Blackstone dropping its appeal of Optim’s court-approved plan to exit bankruptcy. According to the report, in an Aug. 9 filing with U.S. Bankruptcy Court in Wilmington, Del., Optim said the deal will stop all litigation between the sides and will serve as the backbone to a liquidation plan for the six bankrupt Optim entities that weren’t included in a broader reorganization plan approved by a judge late last month. That proposal kept Optim in the hands of Bill Gates's private investment firm, Cascade Investment, the Journal said. The report added that crucially, Blackstone will drop a $190 million claim it had made for so-called rejection damages. The U.S. District Court for the District of Delaware stayed the appeal and all related deadlines are stayed pending further order of the District Court. About Optim Energy Optim Energy, LLC, and its affiliates are power plant owners principally engaged in the production of energy in Texas's deregulated energy market. Optim owns and operates three power plants in eastern Texas: the Twin Oaks plant in Robertson County, Texas, the Altura Cogen plant in Harris County, Texas and the Cedar Bayou plant in Chambers County, Texas. The Altura and Cedar Bayou plants are fueled by natural gas, and the third is coal-fired. Optim Energy and its affiliates sought Chapter 11 protection from creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12, 2014. The Debtors have tapped Bracewell & Giuliani LLP and Morris, Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as restructuring advisors; and Prime Clerk LLC as claims agent. The Debtors' attorneys can be reahed at: MORRIS, NICHOLS, ARSHT & TUNNELL LLP Robert J. Dehney, Esq. Eric D. Schwartz, Esq. Erin R. Fay, Esq. 1201 North Market Street, 16th Floor P.O. Box 1347 Wilmington, DE 19899 Tel: (302) 658-9200 Fax: (302) 658-3989 E-mail: rdehney@mnat.com eschwartz@mnat.com efay@mnat.com Optim Energy, LLC scheduled $6.95 million in assets and $717 million in liabilities. Optim Energy Cedar Bayou 4, LLC, disclosed $184 million in assets and $718 million in liabilities as of the Chapter 11 filing. The Debtors have $713 million of outstanding principal indebtedness. The U.S. Trustee for Region 3 was unable to appoint an official committee of unsecured creditors in the Debtors' cases. Walnut Creek is represented by Michael W. Yurkewicz, Esq., at Klehr Harrisison Harvey Branzburg LLP, in Wilmington, Delaware; Paul M. Basta, P.C., Esq., Joshua A. Sussberg, P.C., Esq., and Matthew Kapitanyan, Esq., at Kirkland & Ellis LLP, in New York; and James A. Stempel, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois. Cascade Investment, L.L.C., and ECJV Holdings are represented by Margaret Whiteman Greecher, Esq., Pauline K. Morgan, Esq., and Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor LLP, in Wilmington, Delaware; and Lindsee P. Granfield, Esq., and Jane VanLare, Esq., at Cleary Gottlieb Steen & Hamilton LLP, in New York. * * * Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the District of Delaware on July 30, 2015, issued a findings of fact, conclusions of law and order confirming the Third Amended Joint Plan of Reorganization of Optim Energy Altura Cogen, LLC, and Optim Energy Cedar Bayou 4, LLC. The Reorganizing Debtors owned interests in and operated, in whole or in part, three power plants in eastern Texas -- one coal-fired power plant (the Twin Oaks Plant) and two gas-fired power plants (the Altura Cogen Plant and the Cedar Bayou Plant). Judge Shannon, on May 19, approved the Disclosure Statement explaining the Reorganization Plan, which provides that holders of Allowed General Unsecured Claims are being offered Cash equal to 75% of their Allowed Claims if the Class of Claims accepts the applicable Subplan, and an additional 20% in Cash for any holders that do not opt out of the release contained in Section 10.03 of the Third Amended Plan. The potential for 25% impairment cannot be characterized as artificial. There are approximately 60 to 70 holders of General Unsecured Claims against Altura Cogen (totaling approximately $800,000 to $900,000) and two holders of General Unsecured Claims against Cedar Bayou (totaling approximately $400,000 to $500,000). Each Estate has non-insider creditor classes. OPTIM ENERGY: Exclusive Solicitation Period Extended to Oct. 12 --------------------------------------------------------------- Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the District of Delaware extended the exclusive plan filing period of Optim Energy, LLC, et al., through and including Aug. 12, 2015, and the exclusive plan solicitation period through and including Oct. 12, 2015. On June 22, 2015, Walnut Creek Mining Company filed a statement in response to the Exclusivity Motion. No other or further responses or objections to the Exclusivity Motion were filed or have been received. Following the filing of the Statement, the Debtors and Blackstone have resolved the issues related to the Exclusivity Motion and the Statement. About Optim Energy Optim Energy, LLC, and its affiliates are power plant owners principally engaged in the production of energy in Texas's deregulated energy market. Optim owns and operates three power plants in eastern Texas: the Twin Oaks plant in Robertson County, Texas, the Altura Cogen plant in Harris County, Texas and the Cedar Bayou plant in Chambers County, Texas. The Altura and Cedar Bayou plants are fueled by natural gas, and the third is coal-fired. Optim Energy and its affiliates sought Chapter 11 protection from creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12, 2014. The Debtors have tapped Bracewell & Giuliani LLP and Morris, Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as restructuring advisors; and Prime Clerk LLC as claims agent. The Debtors' attorneys can be reahed at: MORRIS, NICHOLS, ARSHT & TUNNELL LLP Robert J. Dehney, Esq. Eric D. Schwartz, Esq. Erin R. Fay, Esq. 1201 North Market Street, 16th Floor P.O. Box 1347 Wilmington, DE 19899 Tel: (302) 658-9200 Fax: (302) 658-3989 E-mail: rdehney@mnat.com eschwartz@mnat.com efay@mnat.com Optim Energy, LLC scheduled $6.95 million in assets and $717 million in liabilities. Optim Energy Cedar Bayou 4, LLC, disclosed $184 million in assets and $718 million in liabilities as of the Chapter 11 filing. The Debtors have $713 million of outstanding principal indebtedness. The U.S. Trustee for Region 3 was unable to appoint an official committee of unsecured creditors in the Debtors' cases. Walnut Creek is represented by Michael W. Yurkewicz, Esq., at Klehr Harrisison Harvey Branzburg LLP, in Wilmington, Delaware; Paul M. Basta, P.C., Esq., Joshua A. Sussberg, P.C., Esq., and Matthew Kapitanyan, Esq., at Kirkland & Ellis LLP, in New York; and James A. Stempel, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois. Cascade Investment, L.L.C., and ECJV Holdings are represented by Margaret Whiteman Greecher, Esq., Pauline K. Morgan, Esq., and Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor LLP, in Wilmington, Delaware; and Lindsee P. Granfield, Esq., and Jane VanLare, Esq., at Cleary Gottlieb Steen & Hamilton LLP, in New York. * * * Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the District of Delaware on July 30, 2015, issued a findings of fact, conclusions of law and order confirming the Third Amended Joint Plan of Reorganization of Optim Energy Altura Cogen, LLC, and Optim Energy Cedar Bayou 4, LLC. The Reorganizing Debtors owned interests in and operated, in whole or in part, three power plants in eastern Texas -- one coal-fired power plant (the Twin Oaks Plant) and two gas-fired power plants (the Altura Cogen Plant and the Cedar Bayou Plant). Judge Shannon, on May 19, approved the Disclosure Statement explaining the Reorganization Plan, which provides that holders of Allowed General Unsecured Claims are being offered Cash equal to 75% of their Allowed Claims if the Class of Claims accepts the applicable Subplan, and an additional 20% in Cash for any holders that do not opt out of the release contained in Section 10.03 of the Third Amended Plan. The potential for 25% impairment cannot be characterized as artificial. There are approximately 60 to 70 holders of General Unsecured Claims against Altura Cogen (totaling approximately $800,000 to $900,000) and two holders of General Unsecured Claims against Cedar Bayou (totaling approximately $400,000 to $500,000). Each Estate has non-insider creditor classes. OPTIM ENERGY: Files Joint Liquidation Plan for 6 Debtors -------------------------------------------------------- Optim Energy, LLC, OEM 1, LLC, Optim Energy Marketing, LLC, Optim Energy Generation, LLC, Optim Energy Twin Oaks GP, LLC and Optim Energy Twin Oaks, LP, filed with the U.S. Bankruptcy Court for the District of Delaware a Chapter 11 joint plan of liquidation, which incorporates a plan support agreement. The discussions leading to the PSA, entered into among the Debtors, Cascade Investment, L.L.C. and ECJV Holdings, LLC, Black Walnut Mining, LLC, Lonestar Generation LLC, Major Oak Power, LLC, The Blackstone Group L.P., and Walnut Creek Mining Company, was meant to (a) implement an unopposed plan of reorganization for the remaining Debtors, (b) resolve Blackstone's Appeals of the Confirmation Order and various orders relating to confirmation of the Third Amended Plan, and (c) resolve the various claims that Blackstone has asserted. In general terms, the PSA contemplates as follows: * On the Effective Date, Blackstone will receive (i) a Cash payment of $3,121,899 in full satisfaction of the WC 503(b)(9) Claim; and (ii) an Allowed General Unsecured Claim in the amount of $3,932,376 for which it will receive a total Cash payment of $1,478,101 in full satisfaction of the Blackstone General Unsecured Claims. * Blackstone's $190 million WC Rejection Damages Claim will receive no recovery, and will be discharged under the terms of the Plan. * Blackstone's Appeals will be held in abeyance pending confirmation and consummation of the Third Amended Plan and the new Plan contemplated by the PSA. Once the Plan is effective, the Appeals will be dismissed with prejudice. If approved by this Court, the PSA provides a full and final settlement of all of the Blackstone Claims and an end to ongoing litigation with Blackstone in these Chapter 11 Cases on all fronts. With respect to the Debtors' other creditors and equity holders, the Plan will be substantially similar to the Debtors' Second Amended Joint Chapter 11 Plan Of Reorganization related to the Liquidating Debtors, although adding Optim Generation as a Merging Debtor. The Debtors tell the Court that ultimately, the PSA marks the beginning of a smooth and swift path toward confirmation and consummation of the Plan for the remaining six Debtors, and will provide much-needed closure in these Chapter 11 Cases for the benefit of the Debtors' estates, creditors, and other parties in interest. A full-text copy of the Liquidation Plan dated Aug. 12 is available at http://bankrupt.com/misc/OPTIMpsa0813.pdf A full-text copy of the plan support agreement dated Aug. 13 is available at http://is.gd/rcKCvt About Optim Energy Optim Energy, LLC, and its affiliates are power plant owners principally engaged in the production of energy in Texas's deregulated energy market. Optim owns and operates three power plants in eastern Texas: the Twin Oaks plant in Robertson County, Texas, the Altura Cogen plant in Harris County, Texas and the Cedar Bayou plant in Chambers County, Texas. The Altura and Cedar Bayou plants are fueled by natural gas, and the third is coal-fired. Optim Energy and its affiliates sought Chapter 11 protection from creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12, 2014. The Debtors have tapped Bracewell & Giuliani LLP and Morris, Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as restructuring advisors; and Prime Clerk LLC as claims agent. The Debtors' attorneys can be reahed at: MORRIS, NICHOLS, ARSHT & TUNNELL LLP Robert J. Dehney, Esq. Eric D. Schwartz, Esq. Erin R. Fay, Esq. 1201 North Market Street, 16th Floor P.O. Box 1347 Wilmington, DE 19899 Tel: (302) 658-9200 Fax: (302) 658-3989 E-mail: rdehney@mnat.com eschwartz@mnat.com efay@mnat.com Optim Energy, LLC scheduled $6.95 million in assets and $717 million in liabilities. Optim Energy Cedar Bayou 4, LLC, disclosed $184 million in assets and $718 million in liabilities as of the Chapter 11 filing. The Debtors have $713 million of outstanding principal indebtedness. The U.S. Trustee for Region 3 was unable to appoint an official committee of unsecured creditors in the Debtors' cases. Walnut Creek is represented by Michael W. Yurkewicz, Esq., at Klehr Harrisison Harvey Branzburg LLP, in Wilmington, Delaware; Paul M. Basta, P.C., Esq., Joshua A. Sussberg, P.C., Esq., and Matthew Kapitanyan, Esq., at Kirkland & Ellis LLP, in New York; and James A. Stempel, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois. Cascade Investment, L.L.C., and ECJV Holdings are represented by Margaret Whiteman Greecher, Esq., Pauline K. Morgan, Esq., and Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor LLP, in Wilmington, Delaware; and Lindsee P. Granfield, Esq., and Jane VanLare, Esq., at Cleary Gottlieb Steen & Hamilton LLP, in New York. * * * Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the District of Delaware on July 30, 2015, issued a findings of fact, conclusions of law and order confirming the Third Amended Joint Plan of Reorganization of Optim Energy Altura Cogen, LLC, and Optim Energy Cedar Bayou 4, LLC. The Reorganizing Debtors owned interests in and operated, in whole or in part, three power plants in eastern Texas -- one coal-fired power plant (the Twin Oaks Plant) and two gas-fired power plants (the Altura Cogen Plant and the Cedar Bayou Plant). Judge Shannon, on May 19, approved the Disclosure Statement explaining the Reorganization Plan, which provides that holders of Allowed General Unsecured Claims are being offered Cash equal to 75% of their Allowed Claims if the Class of Claims accepts the applicable Subplan, and an additional 20% in Cash for any holders that do not opt out of the release contained in Section 10.03 of the Third Amended Plan. The potential for 25% impairment cannot be characterized as artificial. There are approximately 60 to 70 holders of General Unsecured Claims against Altura Cogen (totaling approximately $800,000 to $900,000) and two holders of General Unsecured Claims against Cedar Bayou (totaling approximately $400,000 to $500,000). Each Estate has non-insider creditor classes. PARKVIEW ADVENTIST: Court Enters 3rd Interim Order on Cash Use -------------------------------------------------------------- Judge Peter G. Cary of the U.S. Bankruptcy Court for the District of Maine, issued a third interim order, allowing Debtor Parkview Adventist Medical Center to use cash collateral for the sole purpose of providing the Court with sufficient time to enter a final order on the Debtor's Cash Collateral Motion following the evidentiary hearing scheduled on July 27, 2015. Judge Cary authorized the Debtor to use the assets, identified in its motion as cash collateral, on an interim basis during the period August 1, 2015 to August 10, 2014. Judge Cary held that the grant of authority was not to be deemed a finding that any of the Debtor's assets do in fact or in law constitute cash collateral. In the Third Interim Order, the right of the Debtor to assert that none of those assets constitute cash collateral, as well as the rights of Central Maine Healthcare Corporation and any other party-in-interest to claim that a portion of the Debtor's assets are cash collateral, were expressly preserved. Prior to the issuance of the Third Interim Order, the Debtor and Maine Health and Higher Educational Facilities Authority entered into a stipulation regarding the Debtor's use of the cash collateral. Under the stipulation, MHHEFA gave its binding and irrevocable consent to the Debtor's use of cash collateral for the duration of the Debtor's bankruptcy case. In consideration for MHHEFA's consent, the Debtor acknowledged that it would not challenge the existence, validity or enforceability of MHHEFA's claimed liens at that time or via its Cash Collateral Motion. The Debtor and MHHEFA agreed to reserve their rights regarding the issue of the existence, validity or enforceability of MHHEFA's claimed liens, and MHHEFA consented to the adjudication of the issues concerning its claimed liens in the context of (I) an adversary proceeding, which may be commenced by the Debtor or MHHEFA at any time; or (ii) in the context of confirmation of a plan of reorganization filed by the Debtor. Parkview Adventist Medical Center is represented by: George J. Marcus, Esq. Jennie L. Clegg, Esq. David C. Johnson, Esq. Andrew C. Helman, Esq. MARCUS, CLEGG & MISTRETTA, P.A. One Canal Plaza, Suite 600 Portland, ME 04101 Telephone: (207)828-8000 E-mail: gmarcus@mcm-law.com jclegg@mcm-law.com djohnson@mcm-law.com ahelman@mcm-law.com Maine Health and Higher Educational Facilities Authority is represented by: James E. Mitchell, Esq. MITCHELL & DAVIS, P.A. 86 Winthrop Street – Suite 1, Augusta, ME 04330-5566 Telephone: (207)622-6339 E-mail: jim@mitchellanddavis.com About Parkview Adventist Medical Center Parkview Adventist Medical Center, a Maine non-profit corporation, operates the Parkview Hospital, a faith-based acute care community hospital located in Brunswick, Maine, affiliated with the Seventh Day Adventist Church. Its mission is to provide services supporting the physical, emotional and spiritual wellness of its patients. Parkview sought Chapter 11 protection (Bankr. D. Maine Case No. 15-20442) in Portland, Maine, on June 16, 2015. The case is assigned to Judge Peter G Cary. The Debtor estimated $10 million to $50 million in assets and debt. The deadline for filing claims is Oct. 7, 2015. The Debtor's plan and disclosure statement are due Oct. 14, 2015. The meeting of creditors under 11 U.S.C. Sec. 341(a) was slated for July 9, 2015. The Debtor is represented by George J. Marcus, Esq., at Marcus, Clegg & Mistretta, PA, in Portlane, Maine. PARKVIEW ADVENTIST: Verrill Dana Approved to Handle Healthcare Law ------------------------------------------------------------------ The Hon. Peter G. Cary of the U.S. Bankruptcy Court for the District of Maine authorized Parkview Adventist Medical Center, a Maine Not-For-Profit Corporation, to employ Verrill Dana LLP as special counsel. Verrill Dana's personnel who will be responsible in the engagement will include Richard Moon, Esq., Jeffrey Heidt, Esq., Katherine Healy, Esq., and other attorneys and paraprofessionals. Verrill Dana is expected to perform legal services including, without limitation, representation of the Debtor in the areas of (i) healthcare law issues, including state licensure and certificate of need laws and regulations; federal anti-kickback, and Stark law issues; negotiation of joint venture contracts with physicians and other healthcare providers in the context of co-management arrangements; federal and state payment program rules and regulations including Medicare, Medicaid and Tricare reimbursement and payment laws and regulations; physician recruitment and IRS rules relating thereto and to physician compensation and joint venture rules for non-profit tax-exempt organizations; payment and contract negotiations with managed care organizations; physician credentialing, physician contracting and disciplinary issues; medical staff bylaws issues; federal and state privacy and confidentiality laws and regulations; rules under ERISA; and other state and federal rules and regulations relating to the operation of hospitals, clinics and medical practices, including EMTALA, and vendor disputes, (ii) certain aspects of mergers and acquisitions, particularly as they relate to healthcare issues, (iii) labor and employment matters, and (iv) real estate matters. William K. Harrington, U.S. Trustee, in response to the motion, stated that the application to employ contains a very broad description of the services Verrill Dana has historically (for at least 15 years) provided to the Debtor. The Debtor supplemented their application noting that Verrill Dana was performing immediately prior to the Petition Date on matters and issues that will have ongoing significance postpetition as: 1. health care matters; and 2. employment and employee benefits matters. About Parkview Adventist Parkview Adventist Medical Center, a Maine non-profit corporation, operates the Parkview Hospital, a faith-based acute care community hospital located in Brunswick, Maine, affiliated with the Seventh Day Adventist Church. Its mission is to provide services supporting the physical, emotional and spiritual wellness of its patients. Parkview sought Chapter 11 protection (Bankr. D. Maine Case No. 15-20442) in Portland, Maine, on June 16, 2015. The case is assigned to Judge Peter G Cary. The Debtor estimated $10 million to $50 million in assets and debt. According to the docket, the appointment of a health care ombudsman is due by July 16, 2015. The deadline for filing claims is Oct. 7, 2015. The Debtor's plan and disclosure statement are due Oct. 14, 2015. The Debtor is represented by George J. Marcus, Esq., at Marcus, Clegg & Mistretta, PA, in Portlane, Maine. PATRIOT COAL: W.Va. Officials Object to Bankruptcy Plan ------------------------------------------------------- The Associated Press reported that West Virginia environmental regulators say Patriot Coal's bankruptcy plan would leave the company with no assets to cover hundreds of millions of dollars in mine pollution cleanup. According to the report, attorneys for the Department of Environmental Protection wrote that Patriot's plan would expose people to public health and safety risks. DEP attorneys said the plan appears to favor New York hedge funds and leave little to no ability for Patriot to pay to reclaim land and treat acid mine drainage and other water pollution, the report related. About Patriot Coal Patriot Coal Corporation is a producer and marketer of coal in the United States. Patriot and its subsidiaries control 1.4 billion tons of proven and probable coal reserves -- including owned and leased assets in the Central Appalachia basin (in West Virginia and Ohio) and Southern Illinois basin (in Kentucky and Illinois) and their operations consist of eight active mining complexes in West Virginia. Patriot Coal first sought Chapter 11 protection on July 9, 2012, and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan from the U.S. Bankruptcy Court for the Eastern District of Missouri. The plan turned over most of the ownership of the company to bondholders that include New York hedge fund Knighthead Capital Management LLC. The linchpins of the plan were a global settlement among the Debtors, the United Mine Workers of America, and two third parties -- Peabody Energy Corporation and Arch Coal, Inc. -- and a commitment by a consortium of creditors, led by Knighthead, to backstop two rights offerings that funded the plan. Patriot Coal Corporation and its subsidiaries commenced new Chapter 11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond, Virginia, on May 12, 2015. The cases are assigned to Judge Keith L. Phillips. The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock L.L.P., as co-counsel; Centerview Partners LLC as investment bankers; Alvarez & Marsal North America, LLC, as restructuring advisors; and Prime Clerk LLC, as claims and administrative agent. The U.S. trustee overseeing the Chapter 11 case of Patriot Coal appointed seven creditors of the company to serve on the official committee of unsecured creditors. On June 22, 2015, Joseph Bean, Patriot Coal's senior vice-president, was designated by the court to perform the duties imposed upon the company by the Bankruptcy Code. This designation will remain in effect during the entire pendency of Patriot Coal's case until altered by order of the court. Patriot Coal estimated more than $1 billion in assets and debt. PHYSICAL PROPERTY: Incurs HK$216,000 Net Loss in Second Quarter --------------------------------------------------------------- Physical Property Holdings Inc. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss and total comprehensive loss of HK$216,000 on HK$234,000 of total operating revenues for the three months ended June 30, 2015, compared to a net loss and total comprehensive loss of HK$251,000 on HK$243,000 of total operating revenues for the same period a year ago. For the six monnths ended June 30, 2015, the Company reported a net loss and total comprehensive loss of HK$370,000 on HK$522,000 of total operating revenues compared to a net loss and total comprehensive loss of HK$429,000 on HK$520,000 of total operating revenues for the same period in 2014. As of June 30, 2015, the Company had HK$9.2 million in total assets, HK$11.9 million in total liabilities, all current, and a total stockholders' deficit of $2.7 million. Cash and cash equivalent balances as of June 30, 2015, and Dec. 31, 2014, were HK$22,000 (US$3,000) and HK$63,000, respectively. A full-text copy of the Form 10-Q is available for free at: http://is.gd/FBohlQ Physical Property Holdings Inc. Physical Property disclosed a net loss and comprehensive loss of HK$820,000 on HK$1.05 million of rental revenue for the year ended Dec. 31, 2014, compared with a net loss and comprehensive loss of HK$459,000 on HK$1.05 million of rental revenue for the year ended Dec. 31, 2013. Mazars CPA Limited, in Hong Kong, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company had a negative working capital as of Dec. 31, 2014, and incurred loss for the year then ended, which raised substantial doubt about its ability to continue as a going concern. PLUG POWER: Amends 7.8 Million Shares Resale Prospectus ------------------------------------------------------- Plug Power Inc. filed with the Securities and Exchange Commission an amended Form S-3 registration statement relating to the potential resale from time to time by Axane, S.A. of some or all of the 7,886,598 shares of the Company's common stock, or the held by it. The Company will receive no proceeds from any resale of the shares of common stock, but the Company has agreed to pay certain registration expenses. The Company's common stock is traded on the NASDAQ Capital Market under the symbol "PLUG." On July 31, 2015, the last reported sale price of the Company's common stock on the NASDAQ Capital Market was $2.59 per share. A full-text copy of the Form S-3/A is available for free at: http://is.gd/78Ed0r About Plug Power Plug Power Inc. is a provider of alternative energy technology focused on the design, development, commercialization and manufacture of fuel cell systems for the industrial off-road (forklift or material handling) market. Plug Power reported a net loss attributable to common shareholders of $88.6 million on $64.2 million of total revenue for the year ended Dec. 31, 2014, compared to a net loss attributable to common shareholders of $62.8 million on $26.6 million of total revenue for the year ended Dec. 31, 2013. As of June 30, 2015, Plug Power had $182.9 million in total assets, $40.2 million in total liabilities, $1.1 million in redeemable preferred stock and $141.5 million in total stockholders' equity. Bankruptcy Warning "Our cash requirements relate primarily to working capital needed to operate and grow our business, including funding operating expenses, growth in inventory to support both shipments of new units and servicing the installed base, funding the growth in our GenKey "turn-key" solution which also includes the installation of our customer's hydrogen infrastructure as well as delivery of the hydrogen molecule, and continued development and expansion of our products. Our ability to achieve profitability and meet future liquidity needs and capital requirements will depend upon numerous factors, including the timing and quantity of product orders and shipments; attaining positive gross margins; the timing and amount of our operating expenses; the timing and costs of working capital needs; the timing and costs of building a sales base; the ability of our customers to obtain financing to support commercial transactions; our ability to obtain financing arrangements to support the sale or leasing of our products and services to customers; the timing and costs of developing marketing and distribution channels; the timing and costs of product service requirements; the timing and costs of hiring and training product staff; the extent to which our products gain market acceptance; the timing and costs of product development and introductions; the extent of our ongoing and new research and development programs; and changes in our strategy or our planned activities. If we are unable to fund our operations with positive cash flows and cannot obtain external financing, we may not be able to sustain future operations. As a result, we may be required to delay, reduce and/or cease our operations and/or seek bankruptcy protection," the Company said in its quarterly report for the period ended June 30, 2015. PMC MARKETING: PRASA's Bid to Dismiss Suit Granted -------------------------------------------------- Judge Brian K. Tester of the United States Bankruptcy Court for the District of Puerto Rico granted Autoridad de Acueductos y Alcantarillados' motion to dismiss the lawsuit filed by Noreen Wiscovitch-Rentas, the Chapter 7 trustee for PMC Marketing Corporation. The defendant submitted the defense of insufficiency of service of process, asserting that the Chapter 7 Trustee addressed the complaint and summons to an individual not authorized to receive summons on behalf of the defendant in accordance with Federal Rule of Bankruptcy Procedure 7004. The defendant pointed out that attorney Walesca Diaz, the in-house attorney handling the case upon whom summons for the defendant were served, is not per se the administrative manager or general agent of the defendant. Judge Tester held that Diaz, an in-house counsel for the defendant, does not have adequate commanding discretion arising to the level of that in a Chief Executive Officer or a General Counsel, and cannot be said to be a managing or general agent of the defendant. As such, Judge Tester concluded that the plaintiff has not met her burden for service requirements. The case is IN RE: PMC MARKETING CORP, Chapter 7, Debtor(s) NOREEN WISCOVITCH RENTAS, CHAPTER 7 TRUSTEE Plaintiff v. AUTORIDAD DE ACUEDUCTOS Y ALCANTARILLADOS Defendant(s), CASE NO. 09-02048, ADVERSARY NO. 12-00126 (Bankr. D.P.R.). A full-text copy of Judge Tester's July 30, 2015 opinion and order is available at http://is.gd/xsKvUlfrom Leagle.com. About PMC Marketing PMC Marketing Corp. filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 09-02048) on March 18, 2009. The case was converted into a Chapter 7 proceeding on May 19, 2010. On May 20, 2010, Noreen Wiscovitch-Rentas was appointed the Chapter 7 trustee. POSITIVEID CORP: Incurs $2.9 Million Net Loss in Second Quarter --------------------------------------------------------------- PositiveID Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $2.9 million on $51,000 of revenue for the three months ended June 30, 2015, compared to a net loss of $1.1 million on $420,000 of revenue for the same period during the prior year. For the six months ended June 30, 2015, the Company reported a net loss of $6.8 million on $182,000 of revenue compared to a net loss of $3.4 million on $420,000 of revenue for the same p0eriod a year ago. As of June 30, 2015, the Company had $1.5 million in total assets, $12.9 million in total liabilities and a stockholders' deficit of $11.4 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Wb8WSF About PositiveID Delray Beach, Fla.-based PositiveID Corporation has historically developed, marketed and sold RFID systems used for the identification of people in the healthcare market. Beginning in early 2011, the Company has focused its strategy on the growth of its HealthID business, including the continued development of its GlucoChip, its Easy Check breath glucose detection device, its iglucose wireless communication system, and potential strategic acquisition opportunities of businesses that are complementary to its HealthID business. PositiveID reported a net loss attributable to common stockholders of $8.22 million on $945,000 of revenue for the year ended Dec. 31, 2014, compared with a net loss attributable to common stockholders of $13.33 million on $0 of revenue for the year ended Dec. 31, 2013. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014. The accounting firm noted that the Company reported a net loss, and used cash for operating activities of approximately $8.61 million and $2.57 million respectively, in 2014. At Dec. 31, 2014, the Company had a working capital deficiency, stockholders' deficit and accumulated deficit of approximately $8.076 million, $8.45 million and $133 million, respectively. PREFERRED PROPPANTS: S&P Revises Outlook to Neg. & Affirms 'B' CCR ------------------------------------------------------------------ Standard & Poor's Ratings Services said it revised its rating outlook on Radnor, Pa.-based Preferred Proppants LLC to negative from stable. At the same time, S&P affirmed its 'B' corporate credit rating on the company and its 'B+' issue-level rating on the company's $350 million first-lien term loan due 2020. S&P's recovery rating on the first-lien debt remains '2', indicating its expectation for substantial (70% to 90%; upper half of the range) recovery in the event of a payment default. "The negative rating outlook reflects our view that Preferred Proppants' EBITDA and cash flows will trend lower, driving leverage higher over the next 12 months as a result of lower demand and weaker pricing for frac sand," said Standard & Poor's credit analyst Ryan Gilmore. S&P could lower the rating if it no longer deemed liquidity to be adequate or if debt to EBITDA were sustained at 8x or above. This could occur if end market demand or prices materially decline. A negative rating action could also occur if the company increases leverage to fund dividends or if the company engages in other debt financed shareholder friendly actions. An upgrade is unlikely given the lack of end market diversity, elevated leverage, and private equity ownership. However, S&P could raise the rating if the company achieved a sustainable improvement in credit measures, with leverage of less than 5x and FFO to debt more than 12%. PRESCOTT VALLEY EVENTS: Arizona Arena Enters Chapter 11 ------------------------------------------------------- Prescott Valley Events Center, LLC, owner of an arena known as the Prescott Valley Events Center in Prescott Valley, Arizona, sought Chapter 11 protection to address operational issues and restructure its overwhelming debt. Sean B. Fain, president of J A Flats, Inc., explains that the Center provides an extremely important function in hosting sports and entertainment events not only for the Prescott Valley community but for the entire Northern Arizona area. Due to the downturn in the national and local economies, and to the burden of now-resolved securities litigation with the bondholders, the Debtor has struggled since its inception to cover its expenses and, in particular, to provide debt service on $35 million bonds. With the economy improving and the securities litigation now settled, the Debtor believes that it may be able to establish a sustainable business over time, subject to obtaining a new major tenant for the Center, such as a minor league hockey team. The bankruptcy filing and the need for reorganization were precipitated by the Chapter 7 bankruptcy case of Global Entertainment Corporation, which had acted as the Debtor's managing member and as the manager of the Center. In 2014, Global filed a Chapter 7 bankruptcy case in the District of Nevada. As of Jan. 26, 2015, Global's membership interests in the Debtor and its interests under the Management Agreement were transferred by the Chapter 7 Trustee to J A Flats, Inc. ("Flats I"). Thereafter, the membership interests in the Debtor were reconstituted, with Flats I acting as the manager of PVEC and holding a 1% membership interest therein and with J A Flats II, Inc. ("Flats II"), holding 99% of the membership interests in PVEC. Flats I now manages the Center. Since the acquisition of Global's rights and interests in January 2015, the current management of PVEC has determined that PVEC cannot continue to operate the Center without obtaining relief under Chapter 11 of the Bankruptcy Code. Bonds in Default The Center is located on property owned by the Entertainment Center Community Facilities District ("District"), which leases the Center to the Debtor under a long-term Lease, with the term expiring on October 2, 2031. The rental for the Center consists of $1 per year, plus payment of all obligations due the Industrial Development Authority of the County of Yavapai ("IDA"), as the issuer of certain bonds in the aggregate principal amount of $35,000,000 ("Bonds"). Upon termination of the Lease with the District, title to the Center reverts to PVEC. The obligations under the Bonds are and have been in default. The Debtor believes that the Bondholders and/or the Trustee under the Indenture may initiate collection remedies, thus depriving the Debtor of its ability to maintain its going concern value for the benefit of all creditors (including the Bondholders) and the bankruptcy estate. When Flats I assumed management of the Center and of PVEC in late January 2015, it immediately focused on increasing operational efficiency and obtaining new event contracts in order to increase revenues. However, it was recognized that the Center's and PVEC's deficits could not be rectified immediately and without reorganization and restructuring. Ultimately, the Debtor concluded that the respite provided by a Chapter 11 proceeding would give it the ability to address operational issues and restructure its overwhelming debt in order to preserve the Center as a going concern for the benefit of creditors and the community. First Day Motions The Debtor on the Petition Date filed motions or applications to: -- hire Dickinson Wright, PLLC, as attorneys; -- access postpetition financing; -- grant adequate assurance of payment to utilities; and -- maintain its existing bank accounts. A copy of the affidavit in support of the so-called first day motions is available for free at: http://bankrupt.com/misc/Prescott_V_1st_Day_Affidavit.pdf About Prescott Valley Events Center Prescott Valley Events Center, LLC, was formed in 2005 to construct and operate a multi-purpose sports and entertainment arena known as the Prescott Valley Events Center in Prescott Valley, Arizona. The Center opened in 2006 and plays host to concerts, community events, trades shows, and sporting events, including several high school championships. Until 2014, the Center served as the home of the Arizona Sundogs (CHL) ice hockey team. The Center's seating capacity is 6,200 for concerts, 4,810 for hockey, and 5,100 for basketball. The original members of PVEC were Prescott Valley Signature Entertainment, LLC, and Global Entertainment Corporation, which each owned 50 percent of the membership interests in PVEC. PVEC sought Chapter 11 protection in Prescott, Arizona (Bankr. D. Ariz. Case No. 15-10356) on Aug. 14, 2015. The case is assigned to Judge Madeleine C. Wanslee. The Debtor tapped Carolyn J. Johnsen, Esq., and William Novotny, Esq., at Dickinson Wright PLLC, in Phoenix, as counsel. The Debtor estimated $10 million to $50 million in assets and $50 million to $100 million in debt. PRESCOTT VALLEY EVENTS: Has $300,000 DIP Loan From Owner -------------------------------------------------------- Prescott Valley Events Center, LLC, is asking the U.S. Bankruptcy Court for the District of Arizona for approval to obtain postpetition financing in the amount not to exceed $300,000 from Fain Signature Group, LLC. Since January 2015 and prior to the bankruptcy filing, FSG has advanced funds to the Debtor on an unsecured basis to pay for various operational needs. The members of FSG include the Fain Companies, LLC in which Sean B. Fain is a member. Since January 2015, FSG has advanced not less than $500,000 to PVEC. The Debtor is still in need of those funds. To that end, FSG has agreed to provide a loan of up to $300,000, secured solely by the receipt of an administrative priority claim in the bankruptcy case. The terms of the loan call for 8% per annum interest and a maturity date of the lesser of one year, the effective date of plan confirmation, or conversion to Chapter 7. Carolyn J. Johnsen, Esq., at Dickinson Wright PLLC, relates that the Debtor has considered other possible financing options; however, obtaining the Loan from FSG provides the most expedient manner by which to obtain the needed funds. FSG is familiar with the operations of the business and already has served as a source of funding. The Debtor believes any other lender would require security which the Debtor is not prepared to offer. According to Ms. Johnsen, the estate will benefit from the Loan in that operations will be preserved. She says this is critical as the Debtor formulates its plan. Creditors, according to Ms. Johnsen, will not be harmed by the financing proposal. The DIP financing provides for these terms: * Amount of Credit Line: $300,000 to be used for general corporate purposes. * Term: the lesser of one year, effective date of plan confirmation, or conversion to Chapter 7. * Repayment: at plan confirmation. * Rate: 8% per annum. * Security: Administrative priority claim. * Draws: As needed (anticipated to be up to $55,000 per month) commencing immediately after the approval of the DIP Financing Motion and each month thereafter. About Prescott Valley Events Center Prescott Valley Events Center, LLC, was formed in 2005 to construct and operate a multi-purpose sports and entertainment arena known as the Prescott Valley Events Center in Prescott Valley, Arizona. The Center opened in 2006 and plays host to concerts, community events, trades shows, and sporting events, including several high school championships. Until 2014, the Center served as the home of the Arizona Sundogs (CHL) ice hockey team. The Center's seating capacity is 6,200 for concerts, 4,810 for hockey, and 5,100 for basketball. The original members of PVEC were Prescott Valley Signature Entertainment, LLC, and Global Entertainment Corporation, which each owned 50 percent of the membership interests in PVEC. PVEC sought Chapter 11 protection in Prescott, Arizona (Bankr. D. Ariz. Case No. 15-10356) on Aug. 14, 2015. The case is assigned to Judge Madeleine C. Wanslee. The Debtor tapped Carolyn J. Johnsen, Esq., and William Novotny, Esq., at Dickinson Wright PLLC, in Phoenix, as counsel. The Debtor estimated $10 million to $50 million in assets and $50 million to $100 million in debt. PRESCOTT VALLEY EVENTS: Proposes Dickinson Wright as Counsel ------------------------------------------------------------ Prescott Valley Events Center, LLC, asks the U.S. Bankruptcy Court for the District of Arizona for authority to hire Dickinson Wright PLLC as its counsel in connection with the Debtor's Chapter 11 bankruptcy case. The Debtor understands that Dickinson Wright will seek compensation, to the extent that the Debtor does not have sufficient funds, from Fain Signature Group, LLC at its regular hourly rates for attorneys and paraprofessionals and reimbursement of expenses incurred on the Debtor's behalf, subject to prior Court approval after notice and hearing. The fees billed by Dickinson Wright for services in the case will be at its standard hourly rates of $310 to $600 per hour for attorney time. The principal attorneys presently designated to represent the Debtor and those attorneys' agreed upon hourly rates are: Hourly Rate ----------- Carolyn J. Johnsen $600 William Novotny $490 Neither Dickinson Wright nor any of its partners or associates, insofar as the Debtor has been able to ascertain, and except as disclosed in Johnsen's verified statement, represent any interest adverse to the Debtor, its estate, or creditors, in the matters upon which the firm is to be engaged. Dickinson Wright is a "disinterested person," as the Debtor understands this term to be defined, within the meaning of 11 U.S.C. Sec. 101(14) and 101(31), as modified by Sec. 1103(b). Ms. Johnsen disclosed that Dickinson Wright has previously represented Fain Signature Group, LLC, and Prescott Valley Signature Entertainment, LLC in securities litigation arising from the issuance of bonds. Fain Signature Group, LLC is a creditor of PVEC and will be providing debtor-in-possession financing to PVEC. She avers that the foregoing won't present a material conflict with the firm's representation of the Debtor. About Prescott Valley Events Center Prescott Valley Events Center, LLC, was formed in 2005 to construct and operate a multi-purpose sports and entertainment arena known as the Prescott Valley Events Center in Prescott Valley, Arizona. The Center opened in 2006 and plays host to concerts, community events, trades shows, and sporting events, including several high school championships. Until 2014, the Center served as the home of the Arizona Sundogs (CHL) ice hockey team. The Center's seating capacity is 6,200 for concerts, 4,810 for hockey, and 5,100 for basketball. The original members of PVEC were Prescott Valley Signature Entertainment, LLC, and Global Entertainment Corporation, which each owned 50 percent of the membership interests in PVEC. PVEC sought Chapter 11 protection in Prescott, Arizona (Bankr. D. Ariz. Case No. 15-10356) on Aug. 14, 2015. The case is assigned to Judge Madeleine C. Wanslee. The Debtor tapped Carolyn J. Johnsen, Esq., and William Novotny, Esq., at Dickinson Wright PLLC, in Phoenix, as counsel. The Debtor estimated $10 million to $50 million in assets and $50 million to $100 million in debt. PRONERVE HOLDINGS: Katz & Luxenburg OK'd to Provide Tax Services ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Pronerve Holdings, LLC, et al., to employ Katz & Luxenburg, LLC, to provide tax preparation services. In a supplement to their application, the Debtors said that K&L will provide tax preparation services for 2015, well as to certain nondebtor affiliates, including Norman Wang MD Inc., ProNerve Physicians (WI), Ltd., PN Founder Holdings, and Riverside Friendly Neurology, Inc., for whom the Debtors have in the past paid the costs of preparing such affiliates' tax returns. The Debtors noted that preparation of the nondebtor tax returns is included in the $15,000 flat fee that K&L has requested as compensation for preparing the requested debtor and nondebtor 2015 income tax returns. The $15,000 flat fee is approximately half the amount the firm that previously provided tax preparation services for the Debtors would have charged for the same services. As reported in the Troubled Company Reporter on July 17, 2015, the Debtors originally tapped K&L to prepare certain of the Debtors' 2015 federal and state income tax returns, as set forth in the Engagement Letter. Katz & Luxenburg's requested compensation for preparing the requested 2015 income tax returns is a flat fee in the amount of $15,000. Samuel N. Luxenburg of Katz & Luxenburg 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 ProNerve Holdings Founded in 2008, ProNerve is headquartered in a suburb of Denver, Colorado. ProNerve and certain affiliated practice entities provide intraoperative neurophysiologic monitoring ("IOM") services to health systems, acute care hospitals, specialty hospitals, ambulatory surgical centers, surgeons, and physician groups in more than 25 states. ProNerve Holdings, LLC and its affiliates sought Chapter 11 protection (Bankr. D. Del. Case No. 15-10373) on Feb. 24, 2015, with a deal to sell assets to SpecialtyCare IOM Services, LLC for a credit bid of $35 million. The cases are assigned to Judge Kevin J. Carey. PWS NORTHBROOK: Case Summary & 4 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: PWS Northbrook, LLC 700-10 Landwehr Rd. Northbrook, IL 60062 Case No.: 15-28061 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: August 17, 2015 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Hon. Donald R Cassling Debtor's Counsel: David T Grisamore, Esq. LAW OFFICES OF DAVID T GRISAMORE 309 W Washington, Ste 500 Chicago, IL 60606 Tel: 312 589-5817 Fax: 312 589-5870 Email: david@grisamorelaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Paul Swanson, member. List of Debtor's four Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Sperry Van Ness Real Estate $65,250 Commission CHP Landwehr, LLC Unsecured portion $200,000 of foreclosure judgement All Point Property Services, Inc. Trade Debt $5,577 Key Engineering Group, Ltd. Trade Debt $3,450 QUEST SOLUTION: Incurs $285,000 Net Loss in Second Quarter ---------------------------------------------------------- Quest Solution, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $285,000 on $13.5 million of total revenues for the three months ended June 30, 2015, compared to a net loss of $262,000 on $7.4 million of total revenues for the same period during the prior year. For the six months ended June 30, 2015, the Company reported a net loss of $707,500 on $24.2 million of total revenues compared to a net loss of $15,900 on $17 million of total revenues for the same period a year ago. As of June 30, 2015, the Company had $35.3 million in total assets, $34.1 million in total liabilities, and a $1.2 million total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/JWPKHY About Quest Solution Quest Solution (formerly known as Amerigo Energy, Inc.) is a national mobility systems integrator with a focus on design, delivery, deployment and support of fully integrated mobile solutions. The Company takes a consultative approach by offering end to end solutions that include hardware, software, communications and full lifecycle management services. The highly tenured team of professionals simplifies the integration process and delivers proven problem solving solutions backed by numerous customer references. Motorola, Intermec, Honeywell, Panasonic, AirWatch, Wavelink, SOTI and Zebra are major suppliers which Quest Solution uses in its systems. Quest Solution reported net income of $302,000 on $37.3 million of total revenues for the year ended Dec. 31, 2014, compared with a net loss of $1.12 million on $4,070 of total revenues for the year ended Dec. 31, 2013. QUICKSILVER RESOURCES: Net Loss Widens to $171.8M in Q2 2015 ------------------------------------------------------------ Quicksilver Resources Inc. filed with the Securities and Exchange Commission its second quarter financial report on Form 10-Q for the quarterly period ended June 30, 2015. For the three months ended June 30, 2015, Quicksilver reported total revenue of $63,375,000 compared to $118,032,000 for the same period in 2014. For the six months ended June 30, 2015, Quicksilver posted $168,132,000 compared to $209,818,000 for the same period in 2014. Net loss widened to $171,819,000 for the three months ended June 30, 2015, from $36,095,000 for the same period in 2014. Quicksilver said net loss widened to $287,506,000 for the six months ended June 30, 2015, from $94,928,000 for the same period last year. Quicksilver said that since the Chapter 11 filings, its principal sources of liquidity have been limited to cash flow from operations and cash on hand. As of June 30, 2015, the Company held cash and cash equivalents of $200.2 million. "Although we believe our cash flow from operations and cash on hand will be adequate to meet the short‑term operating costs of our existing business, there are no assurances that our cash flow from operations and cash on hand will be sufficient to continue to fund our operations or to allow us to continue as a going concern until a Chapter 11 plan is confirmed by the Bankruptcy Court or other alternative restructuring transaction is approved by the Bankruptcy Court and consummated," the Company said. "Our long-term liquidity requirements, the adequacy of our capital resources and our ability to continue as a going concern are difficult to predict at this time and ultimately cannot be determined until a Chapter 11 plan has been confirmed, if at all, by the Bankruptcy Court. In addition to the cash requirements necessary to fund ongoing operations, we have incurred and expect that we will continue to incur significant professional fees and other costs in connection with the administration of the Chapter 11 proceedings. A copy of the Form 10-Q Report is available at http://is.gd/ts7vSS About Quicksilver Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and production company engaged in the development and production of long-lived natural gas and oil properties onshore North America. Based in Fort Worth, Texas, the company claims to be a leader in the development and production from unconventional reservoirs including shale gas, and coal bed methane. Following more than 30 years of operating as a private company, Quicksilver became public in 1999. The Company has U.S. offices in Fort Worth, Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank, Montana. The Company's Canadian subsidiary, Quicksilver Resources Canada Inc., is headquartered in Calgary, Alberta. Quicksilver Resources Inc. and certain of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 15-10585) on March 17, 2015. Quicksilver's Canadian subsidiaries were not included in the chapter 11 filing. The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP in the U.S. and Bennett Jones in Canada. Richards Layton & Finger, P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey Capital, Inc. is serving as financial advisor. Garden City Group Inc. is the claims and noticing agent. 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 of Quicksilver Resources Inc. to serve on the official committee of unsecured creditors. The Committee is represented by: Landis Rath & Cobb LLP Richard S. Cobb, Esq. Matthew B. McGuire, Esq. Joseph D. Wright, Esq. 919 Market Street, Suite 1800 Wilmington, DE 19801 Telephone: (302) 467-4400 Facsimile: (302) 467-4450 - and - Paul Weiss Rifkind Wharton & Garrison LLP Andrew N. Rosenberg, Esq. Elizabeth R. McColm, Esq. Adam M. Denhoff, Esq. 1285 Avenue of the Americas New York, NY 10019 Telephone: (212) 373-3000 Facsimile: (212) 757-3990 * * * The Debtors have been given exclusive right to file a bankruptcy plan through Oct. 13, 2015. QUICKSILVER RESOURCES: Says $6.4 Billion in Claims Filed -------------------------------------------------------- Quicksilver Resources Inc. disclosed that as of July 31, 2015, approximately 489 claims totaling about $6.4 billion had been filed with the U.S. Bankruptcy Court against the U.S. Debtors by the deadline for filing proofs of claim. Quicksilver expects new and amended claims to be filed in the future, including claims amended to assign values to claims originally filed with no designated value. "Through the claims resolution process we have identified, and we expect to continue to identify many claims that we believe should be disallowed by the Bankruptcy Court because they are duplicative, have been later amended or superseded, are without merit, are overstated or for other reasons," the Company said. "We will file objections with the Bankruptcy Court as necessary for claims we believe should be disallowed." "Through the claims resolution process, differences in amounts scheduled by the U.S. Debtors and claims filed by creditors will be investigated and resolved, including through the filing of objections with the Bankruptcy Court where appropriate. In light of the number and amount of claims filed, the claims resolution process may take considerable time to complete, and we expect that it will continue after our emergence from bankruptcy. Accordingly, the ultimate number and amount of allowed claims is not presently known, nor can the ultimate recovery with respect to allowed claims be presently ascertained." About Quicksilver Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and production company engaged in the development and production of long-lived natural gas and oil properties onshore North America. Based in Fort Worth, Texas, the company claims to be a leader in the development and production from unconventional reservoirs including shale gas, and coal bed methane. Following more than 30 years of operating as a private company, Quicksilver became public in 1999. The Company has U.S. offices in Fort Worth, Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank, Montana. The Company's Canadian subsidiary, Quicksilver Resources Canada Inc., is headquartered in Calgary, Alberta. Quicksilver Resources Inc. and certain of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 15-10585) on March 17, 2015. Quicksilver's Canadian subsidiaries were not included in the chapter 11 filing. The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP in the U.S. and Bennett Jones in Canada. Richards Layton & Finger, P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey Capital, Inc. is serving as financial advisor. Garden City Group Inc. is the claims and noticing agent. 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 of Quicksilver Resources Inc. to serve on the official committee of unsecured creditors. The Committee is represented by Landis Rath & Cobb LLP's Richard S. Cobb, Esq., Matthew B. McGuire, Esq., and Joseph D. Wright, Esq.; and Paul Weiss Rifkind Wharton & Garrison LLP's Andrew N. Rosenberg, Esq., Elizabeth R. McColm, Esq., and Adam M. Denhoff, Esq. * * * The Debtors have been given exclusive right to file a bankruptcy plan through Oct. 13, 2015. RECOVERY CENTERS: BoA Wants Continuing Lien on Sale Proceeds ------------------------------------------------------------ Bank of America, N.A., objects on a limited basis to Recovery Centers of King County's second motion to approve the sale of real properties. The Debtor seeks Court approval for the sale of three properties: (i) 464 12th Ave. S., Seattle, Washington; (ii) 1701 18th Ave. S., Seattle Washington; and (iii) 505 Washington Ave. S., Kent, Washington. The Bank does not object in principal to the sale of the Debtor's real property, or the proposed sale prices. However, the Bank asserts that in light of the fact that serial sales are contemplated and no one sale will satisfy the Bank's first priority secured interest in the Debtor's Real Property, each sale order approving a sale free and clear of the Bank's first priority secured interest the Debtor's Real Property must provide adequate protection to the Bank. This should be in the form of a continuing lien on the proceeds of each sale, according to the Bank. Further, the Bank contends that each proposed sale order should clarify that the net sale proceeds turned over to the Bank will be in partial satisfaction of the Bank's secured claim, until the Bank's secured claim is paid in full. Each proposed sale order contemplates a $200,000 carve-out in favor of the estate. It is unclear whether the estate is seeking a single $200,000 carve-out, or $600,000 total in carve-outs. This should be clarified. With respect to the $200,000 carve-out in favor of the estate contemplated by each proposed order, there is an insufficient showing to demonstrate the propriety of the request. While a carve-out from sale proceeds of a secured creditor's collateral may be appropriate under some circumstances, the estate has not adequately demonstrated $200,000 is the correct amount. There is no factual basis in the Motion or supporting papers establishing that $200,000 was incurred in preserving, protecting, and liquidating Debtor's Real Property. No carve-out should be allowed in connection with sale of Debtor's Real Property absent an adequate showing of what amounts are properly subject to carve-out. Bank of America is represented by: MILLER NASH GRAHAM & DUNN LLP Brad A. Goergen, Esq. Mark D. Northrup, Esq. Tel: (206) 624-8300 E-mail: brad.goergen@millernash.com mark.northrup@millernash.com About Recovery Centers Recovery Centers of King County -- http://www.rckc.org/-- provided Central Seattle and South King County residents with a continuum of care for those who suffer with alcoholism or other drug addiction. RCKC filed a Chapter 11 case (Bankr. W.D. Wash. Case No. 15-13060) on May 15, 2015. Judge Timothy W. Dore presides over the case. The Debtor tapped Jeffrey B Wells, Esq., at Wells and Jarvis, P.S., in Seattle, as counsel. The Debtor's Chapter 11 plan contemplates the sale of its real estate located at 464 - 12th Ave S, Seattle, Washington, 1701 18th Ave. S, Seattle, WA and 505 Washington Ave. S., Kent, Washington. The Debtor will sell real property located at 464 12th Avenue, in Seattle, Washington, to Low Income Housing Institute for $4.1 million. Bank of America, N.A., is the Debtor's secured lender. The U.S. Trustee for Region 18 appointed five creditors to serve in the Official Unsecured Creditors Committee. The Committee is represented by Nagler Law Group, P.S. REICHHOLD HOLDINGS: Americas Styrenics Resigns from Committee ------------------------------------------------------------- Americas Styrenics has resigned from Reichhold Holdings US, Inc.'s official committee of unsecured creditors, according to a filing with the U.S. Bankruptcy Court in Delaware. The U.S. Trustee for Region 3 appointed Americas Styrenics to serve on the unsecured creditors' committee on Oct. 14, 2014. About Reichhold Founded in 1927, Reichhold, with its world headquarters and technology center in Durham, North Carolina, is one of the world's largest manufacturer of unsaturated polyester resins and a leading supplier of coating resins for the industrial, transportation, building and construction, marine, consumer and graphic arts markets. Reichhold -- http://www.Reichhold.com/-- has manufacturing operations throughout North America, Latin America, the Middle East, Europe and Asia. As of June 30, 2014, the Reichhold companies had consolidated assets of $538 million and liabilities of $631 million. Reichhold Holdings US, Inc., Reichhold, Inc., and two U.S. affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-12237) on Sept. 30, 2014. Cole, Schotz, Meisel, Forman & Leonard, P.A. (legal advisor) and CDG Group LLC (financial advisor) are representing Reichhold, Inc. Latham & Watkins LLP (legal advisor) and Moelis & Company (investment banker) are serving Reichhold Industries, Inc. Logan & Company is the company's claims and noticing agent. The cases are assigned to Judge Mary F. Walrath. The U.S. Trustee for Region 3 appointed seven creditors of Reichhold Holdings US, Inc. to serve on the official committee of unsecured creditors. On April 1, 2015, the U.S. Trustee named three non-union retirees of Debtors to serve as the official Non-Union Retiree Committee. Each of the Retiree Committee members is receiving retiree welfare benefits from one or more of the Debtors. On April 2, 2015, Reichhold disclosed that the purchase of most of the assets of the U.S. business was completed. This transaction, approved by the Delaware Bankruptcy Court on January 12, 2015, allows Reichhold's U.S. businesses to successfully emerge from bankruptcy and re-join the rest of the global Reichhold organization. Concurrent with this purchase, Reichhold completed a debt-for-equity exchange with a group of investors led by Black Diamond Capital Management LLC and including J.P. Morgan Investment Management, Inc., Third Avenue Management LLC, and Simplon Partners LP. REVEL AC: 2nd Amended Plan Declared Effective June 30 ----------------------------------------------------- Revel AC, Inc., filed a notice that on June 30, 2015, all conditions precedent to the effective date had been satisfied and that on June 30, 2015, the effective date of the Second Amended Plan of Reorganization occurred. On May 6, 2015, the Bankruptcy Court approved the disclosure statement related to the Plan and granted the Debtors' motion to approve certain solicitation and voting procedures in connection therewith. Thereafter, the Debtors solicited acceptances of the Plan from their creditors entitled to vote. The solicitation period has concluded and the Debtors' creditors have overwhelmingly accepted the Plan. In short, there is overwhelming support for the Plan. The support reflects the significant value preserved by the Plan for distribution to the Debtors' creditors. At the commencement of the Debtors' Chapter 11 Cases, the Debtors were in a precarious financial position, necessitating the pursuit of a sale of their assets. On April 7, 2015, following a lengthy, comprehensive and robust marketing process, significant, complex and contentious negotiations among the Debtors, various potential buyers and a number of their key stakeholders, as well as multiple sale orders and numerous hearings, the Debtors closed the sale of substantially all of their assets, providing proceeds that serve as the basis for the Debtors' chapter 11 plan process. Following the Sale, numerous obstacles remained to be addressed by the Debtors, their estates and their major stakeholders, including various disputes between the Debtors, the Committee, the DIP Agent and certain DIP Lenders, ACR, the Bank of New York Mellon (BNYM) and the State of New Jersey. As a result of lengthy and difficult negotiations among all of these constituencies, multiple settlement agreements were reached that serve as the foundation of the Debtors' Plan, including (i) a settlement and plan support agreement by and among the Debtors, the Committee, the DIP Agent and certain DIP Lenders, (ii) a compromise and settlement agreement by and among the Debtors, the Committee, the DIP Agent, certain DIP Lenders, ACR and BNYM and (iii) a compromise and settlement agreement by and between the Debtors and the State, and supported by the DIP Agent, certain DIP Lenders and the Committee. As a result of the Settlement Agreements, the Debtors have presented a confirmable Plan that maximizes the value of the Debtors' assets, and fairly and equitably allocates such value to the Debtors' stakeholder groups. There were only five objections filed to the Plan, reflecting the value preserved by the Settlement Agreements and the Plan. Further, all objections have been resolved consensually with the exception of the objection of the Office of the United States Trustee for the District of New Jersey. About Revel AC Revel AC, Inc. -- http://www.revelresorts.com/-- owns and operates Revel, a Las Vegas-style, beachfront entertainment resort and casino located on the Boardwalk in the south inlet of Atlantic City, New Jersey. Revel AC Inc. and five of its affiliates sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 14-22654) on June 19, 2014, to pursue a quick sale of the assets. The Chapter 11 cases of Revel AC LLC and its debtor-affiliates are transferred to Judge Michael B. Kaplan. The Debtors' cases was originally assigned to Judge Gloria M. Burns. The Debtors' Chapter 11 cases are jointly consolidated for procedural purposes. Revel AC estimated assets ranging from $500 million to $1 billion, and the same amount of liabilities. White & Case, LLP, and Fox Rothschild, LLP, serve as the Debtors' Counsel, and Moelis & Company, LLC, is the investment banker. The Debtors' solicitation and claims agent is Alixpartners, LLP. The prepetition first lenders are represented by Cadwalader, Wickersham & Taft LLP. The prepetition second lien lenders are represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP. The DIP agent is represented by Milbank, Tweed, Hadley & McCloy LLP. This is Revel AC's second trip to bankruptcy. The company first sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 13-16253) on March 25, 2013, with a prepackaged plan that reduced debt by $1.25 billion. Less than two months later on May 15, 2013, the 2013 Plan was confirmed and became effective on May 21, 2013. * * * Revel AC, Inc., et al., on April 20, 2015, filed an amended plan of reorganization and accompanying disclosure statement to incorporate the terms of a settlement and plan support agreement entered into with the Official Committee of Unsecured Creditors, and Wells Fargo Bank, N.A., as DIP Agent, and Wells Fargo Principal Lending, LLC, as a Prepetition First Lien Lender and DIP Lender. The Settlement Agreement, among other things, provides that Wells Fargo agrees to give the general unsecured creditors $1.60 million of its recovery from the proceeds of the sale of substantially all of the Debtors' assets to Polo North Country Club, Inc., and to advance $150,000 from its recovery to fund the Debtors' reconciliation of claims and prosecution of claims or estate causes of actions. Early in April 2015, U.S. Bankruptcy Judge Gloria Burns approved an $82 million sale of the Revel Casino Hotel to Polo North Country Club, Inc., which is owned by Florida developer Glenn Straub, ending nearly 10 months of contentious legal combat for control of the Atlantic City, N.J., resort. RICHCOURT EURO: Fletcher's BVI Funds File Chapter 15 Petitions -------------------------------------------------------------- Richcourt Euro Strategies INC., and five other funds previously managed by the investment firm of Alphonse "Buddy" Fletcher Jr. have filed Chapter 15 bankruptcy petitions in New York to seek recognition of the funds' liquidation proceedings in the British Virgin Islands. The Chapter 15 petitions were signed by John D. Ayres and Matthew Wright, the liquidators appointed by the High Court of Justice, British Virgin Islands Eastern Caribbean Supreme Court. New York-based hedge fund manager Alphonse Fletcher Jr. founded and incorporated the Funds in the BVI beginning in 1990 but lost control of the Funds in April 2013 when Solon Group, Inc., immediately removed Fletcher as director following Solon's appointment as independent director. The Funds sought appointment of liquidators in the BVI Court in June 2014. Sandie Corbett, Esq., managing partner of Walkers, Attorneys-at-Law, the BVI counsel of the Petitioners explains that following Solon Group's appointment as independent director of the Funds in April 2013, there were several key developments during the period leading up to the commencement of the BVI Proceeding: * First, on June 13, 2013, Solon took action to remove Fletcher, for cause, as the other director of the Funds, pursuant to certain resolutions passed by Solon as director. The resolutions cited Fletcher's various roles and divided loyalties as significant impediments to resolution of the issues facing the Funds. * Second, there was a dispute regarding access to the Funds' cash assets, which were held by Wilmington Trust. On May 6, 2013, the Funds' cash assets were frozen by Wilmington Trust, which commenced an interpleader action in the Superior Court of the State of Delaware, New Castle County on June 17, 2013. The Interpleader Action was commenced as a result of steps taken by former directors of the Funds, including Fletcher, to gain control of the Funds' cash balances. On April 22, 2014, the Funds' motion for summary judgment in the Interpleader Action was granted, which allowed the Funds, under the direction of Solon, to possess and control the cash assets held by Wilmington Trust. By May 7, 2014, Solon secured the transfer of the cash to the Funds' new custodian, Bank of America. * Finally, following the removal of Fletcher as a director, Solon passed resolutions for each of the Funds to issue voting shares to BVI Holdings. Under section 184 of the BVI Act, the court appointed liquidators act as officers of the BVI Court and are required to take possession of, protect, and realise the assets of the company in liquidation, wherever they may be located, for the benefit of its unsecured creditors. The liquidators' powers are broadly comparable to those of a trustee under chapter 7 of the Bankruptcy Code. The liquidators want the U.S. Court to recognize the BVI liquidation proceedings as "foreign main proceedings," or, in the alternative, as "foreign nonmain proceedings," as defined in Sections 1502(4) and 1502(2), respectively, of the Bankruptcy Code. A copy of Corbett's declaration is available for free at: http://bankrupt.com/misc/Richcourt_C_Decla.pdf About Fletcher Asset Management New York hedge fund manager Alphonse "Buddy" Fletcher Jr. founded Fletcher Asset Management in 1991. During its initial four years, FAM operated as a broker dealer trading various debt and equity securities and making long-term equity investments. Then, in 1995, FAM began creating and managing a family of private investment funds. In July 2011, FIA Leveraged Fund, an investment vehicle managed by FAM, was unable to meet a redemption request, totaling $144 million, by three Louisiana pension fund investors. In April 2012, the Grand Court of the Cayman Islands ruled that the fund was insolvent and ordered that it be wound up. Fletcher International, Ltd., a Bermuda-based master fund in the Fletcher Fund structure, sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 12-12796) on June 29, 2012, in Manhattan. About Richcourt Funds Incorporated in the British Virgin Islands, Richcourt Euro Strategies Inc., America Alternative Investments Inc., Optima Absolute Return Fund Ltd., Richcourt Allweather B Inc., Richcourt Allweather Fund Inc., and Richcourt Composite Inc., were funds formerly controlled by Mr. Fletcher. Following its appointment as independent director of the Funds in April 2013, Solon Group, Inc., removed Fletcher as the only other director of the Funds. The Funds operated as investment funds where investors, including independent third parties, invested in the Funds by subscribing for participating shares offered by the funds. In turn, the funds were to invest the money they received from the subscription agreements in accordance with their stated investment strategies. The vast majority of the funds' investors appear to be located outside of the United States and are mostly located in Europe and the Caribbean. On June 6, 2014, the Funds filed with the High Court of Justice, British Virgin Islands Eastern Caribbean Supreme Court (i) an ex-parte application seeking the appointment of joint provisional liquidators of the Funds. In July 2014, the BVI Court made an order appointing John D. Ayres and Matthew Wright as joint liquidators of the Funds. The Petitioners have retained several professionals to obtain legal advice and other services. These professionals include (i) Walkers, Attorneys-at-Law, (ii) Curtis, Mallet-Prevost, Colt & mosle LLP, (iii) Morrison & Foerster LLP, (iv) Lennox Paton, and (v) LDM Global. Richcourt Euro Strategies and the five other funds filed Chapter 15 petitions (Bankr. S.D.N.Y. Lead Case No. 15-12273) in New York, to seek recognition of the BVI proceedings. Steven J. Reisman, Esq., at Curtis, Mallet-Prevost, Colt & Mosle LLP, serves as counsel in the Chapter 15 cases. RICHCOURT EURO: Liquidators Want Joint Administration of Cases -------------------------------------------------------------- John D. Ayres and Matthew Wright, in their capacity as joint liquidators of America Alternative Investments Inc., Optima Absolute Return Fund Ltd., Richcourt Allweather B Inc., Richcourt Allweather Fund Inc., Richcourt Composite Inc., and Richcourt Euro Strategies Inc., are asking the U.S. Bankruptcy Court for the Southern District of New York to enter an order directing the joint administration of the Funds' Chapter 15 cases. According to the Liquidators, joint administration of the Funds' chapter 15 cases, to be captioned In re Richcourt Euro Strategies, et al., (Bankr. S.D.N.Y. Case No. 15-12273), will help to provide significant administrative convenience without harming the substantive rights of any party in interest. Specifically, joint administration will avoid the preparation, replication, service, and filing, as applicable, of duplicative notices, motions, applications, and orders, thereby saving the Funds and the Court considerable expense and resources. About Fletcher Asset Management New York hedge fund manager Alphonse "Buddy" Fletcher Jr. founded Fletcher Asset Management in 1991. During its initial four years, FAM operated as a broker dealer trading various debt and equity securities and making long-term equity investments. Then, in 1995, FAM began creating and managing a family of private investment funds. In July 2011, FIA Leveraged Fund, an investment vehicle managed by FAM, was unable to meet a redemption request, totaling $144 million, by three Louisiana pension fund investors. In April 2012, the Grand Court of the Cayman Islands ruled that the fund was insolvent and ordered that it be wound up. Fletcher International, Ltd., a Bermuda-based master fund in the Fletcher Fund structure, sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 12-12796) on June 29, 2012, in Manhattan. About Richcourt Funds Incorporated in the British Virgin Islands, Richcourt Euro Strategies Inc., America Alternative Investments Inc., Optima Absolute Return Fund Ltd., Richcourt Allweather B Inc., Richcourt Allweather Fund Inc., and Richcourt Composite Inc., were funds formerly controlled by Mr. Fletcher. Following its appointment as independent director of the Funds in April 2013, Solon Group, Inc., removed Fletcher as the only other director of the Funds. The Funds operated as investment funds where investors, including independent third parties, invested in the Funds by subscribing for participating shares offered by the funds. In turn, the funds were to invest the money they received from the subscription agreements in accordance with their stated investment strategies. The vast majority of the funds' investors appear to be located outside of the United States and are mostly located in Europe and the Caribbean. On June 6, 2014, the Funds filed with the High Court of Justice, British Virgin Islands Eastern Caribbean Supreme Court (i) an ex-parte application seeking the appointment of joint provisional liquidators of the Funds. In July 2014, the BVI Court made an order appointing John D. Ayres and Matthew Wright as joint liquidators of the Funds. The Petitioners have retained several professionals to obtain legal advice and other services. These professionals include (i) Walkers, Attorneys-at-Law, (ii) Curtis, Mallet-Prevost, Colt & mosle LLP, (iii) Morrison & Foerster LLP, (iv) Lennox Paton, and (v) LDM Global. Richcourt Euro Strategies and the five other funds filed Chapter 15 petitions (Bankr. S.D.N.Y. Lead Case No. 15-12273) in New York, to seek recognition of the BVI proceedings. Steven J. Reisman, Esq., at Curtis, Mallet-Prevost, Colt & Mosle LLP, serves as counsel in the Chapter 15 cases. RREAF O&G: Lender Wants Stay Lifted ----------------------------------- Spectrum Origination LLC asks the United States Bankruptcy Court for Western District of Texas, Midland Division, to lift the automatic stay imposed in the Chapter 11 cases of RREAF O&G Portfolio #2 LLC, et al., to allow it to exercise all of its rights and remedies under prepetition loan documents. Spectrum asserts that lifting of the automatic stay will enable it to exercise its rights and remedies under the Loan Agreements and other Loan Documents with respect to the Debtor's Assets that Spectrum deems necessary and proper to protect its interests in its collateral. In addition, Spectrum tells the Court that it does not seek to shut down the hotels' operations; rather, it wants to exercise its state law rights and remedies to maintain the value of its collateral as a going concern. Further, Spectrum says the Debtors have failed to demonstrate that Spectrum is adequately protected from diminution of value resulting from the Debtors' continued use of Spectrum’s collateral. The Debtors are represented by: Robert W. Jones, Esq. Brent R. McIlwain, Esq. Brian Smith, Esq. HOLLAND & KNIGHT LLP 200 Crescent Court, Suite 1600 Dallas, TX 75201 Telephone: (214)964-9500 Facsimile: (214)964-9501 E-mail: Robert.Jones@HKlaw.com Brent.Mcilwain@HKlaw.com Brian.Smith@HKlaw.com Spectrum Origination LLC is represented by: Sarah R. Borders, Esq. Jeffrey R. Dutson, Esq. KING & SPALDING LLP 1180 Peachtree Street NE Atlanta, GA 30309 Telephone: (404)572-3596 Facsimile: (404)572-5131 E-mail: sborders@kslaw.com jdutson@kslaw.com -- and -- Edward Ripley, Esq. KING & SPALDING LLP 1100 Louisiana Street, Suite 4000 Houston, TX 77002 Telephone: (713)276-7351 Facsimile: (713)751-3290 E-mail: eripley@kslaw.com About RREAF O&G RREAF O&G Portfolio #2 LLC, RREAF O&G Portfolio Manager #2 LLC, RREAF O&G Portfolio #3 LLC, and RREAF O&G Portfolio #3 Manager LLC, collectively, own eight hotel properties in Texas. RREAF O&G Portfolio #2, et al., sought Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Lead Case No. 15-70094), in Midland, Texas, on July 8, 2015. Webb M. ("Kip") Sowden, III, the CEO, signed the Chapter 11 petitions. The cases are assigned to Chief Bankruptcy Judge Ronald B. King. The Debtors tapped Holland & Knight LLP as counsel. Portfolio #2 estimated $50 million to $100 million in assets and less than $50 million in debt. RREAF O&G: Unit is "SARE" Debtor, Lender Asserts ------------------------------------------------ Spectrum Origination LLC asks the United States Bankruptcy Court for Western District of Texas, Midland Division, to find that RREAF O&G Portfolio #3, LLC, is a "single asset real estate" entity within the definition of Section 101(51B) of the Bankruptcy Code. Section 101(51B) provides that the term "single asset real estate" means "real property constituting a single property or project, other than residential real property with fewer than 4 residential units, which generates substantially all of the gross income of the debtor who is not a family farmer and on which no substantial business is being conducted by a debtor other than the business of operating the real property and activities incidental thereto." Spectrum, as the holder of the first priority security interest in substantially all assets of RREAF O&G Portfolio #3, loaned the Debtor $5,200,000 to permit the Debtor to acquire a hotel property located in Midland, Texas. Spectrum asserts that the Debtor's only significant involvement with the operation of the property involves its passive receipt of the funds placed into the operating account by the manager. The property constitutes a single property, which generates substantially all of the Debtor's income, and the Debtor conducts no substantial business other than operating the property. The Debtors are represented by: Robert W. Jones, Esq. Brent R. McIlwain, Esq. Brian Smith, Esq. HOLLAND & KNIGHT LLP 200 Crescent Court, Suite 1600 Dallas, TX 75201 Telephone: (214)964-9500 Facsimile: (214)964-9501 E-mail: Robert.Jones@HKlaw.com Brent.Mcilwain@HKlaw.com Brian.Smith@HKlaw.com Spectrum Origination LLC is represented by: Sarah R. Borders, Esq. Jeffrey R. Dutson, Esq. KING & SPALDING LLP 1180 Peachtree Street NE Atlanta, GA 30309 Telephone: (404)572-3596 Facsimile: (404)572-5131 E-mail: sborders@kslaw.com jdutson@kslaw.com -- and -- Edward Ripley, Esq. KING & SPALDING LLP 1100 Louisiana Street, Suite 4000 Houston, TX 77002 Telephone: (713)276-7351 Facsimile: (713)751-3290 E-mail: eripley@kslaw.com About RREAF O&G RREAF O&G Portfolio #2 LLC, RREAF O&G Portfolio Manager #2 LLC, RREAF O&G Portfolio #3 LLC, and RREAF O&G Portfolio #3 Manager LLC, collectively, own eight hotel properties in Texas. RREAF O&G Portfolio #2, et al., sought Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Lead Case No. 15-70094), in Midland, Texas, on July 8, 2015. Webb M. ("Kip") Sowden, III, the CEO, signed the Chapter 11 petitions. The cases are assigned to Chief Bankruptcy Judge Ronald B. King. The Debtors tapped Holland & Knight LLP as counsel. Portfolio #2 estimated $50 million to $100 million in assets and less than $50 million in debt. SAMSON INVESTMENT: Moody's Lowers CFR to Ca, Outlook Still Negative ------------------------------------------------------------------- Moody's Investors Service downgraded Samson Investment Company's Corporate Family Rating (CFR) to Ca from Caa3, its senior unsecured notes to C from Ca and its second-lien term loan to Ca from Caa2. The Speculative Grade Liquidity Rating of SGL-4 is affirmed and the outlook remains negative. Samson Investment Company is the principal operating subsidiary of Samson Resources Corporation. The downgrades follow Samson's announcement on Aug. 14 that it had reached a restructuring agreement with certain of its second lien lenders regarding terms of a financial restructuring plan. The company expects the agreement to be implemented through a voluntary plan of reorganization under Chapter 11 of the United States Bankruptcy Code. Issuer: Samson Investment Company Corporate Family Rating, Downgraded to Ca from Caa3 Probability of Default Rating, Downgraded to Ca-PD from Caa3-PD Senior Secured Bank Credit Facility, Downgraded to Ca from Caa2 Senior Unsecured Regular Bond/Debenture due 2020, Downgraded to C from Ca Outlook Actions: Outlook, Remains Negative RATINGS RATIONALE On Aug. 14, 2015, Samson announced that it would not make the interest payment due under its Senior Notes Indenture, electing its right to exercise a 30-day grace period with respect to the interest payment's scheduled August 17 payment date. The company also announced that it had reached an agreement on a restructuring plan with certain of its second lien lenders which contemplates the implementation of a restructuring of the company through a debt-for-equity conversion and rights offering. The transaction would be implemented through a Chapter 11 plan of reorganization expected to be filed prior to September 16, 2015. Central to the agreement is the provision of a new money investment of $450 million through a combination of new common equity and new second-lien debt from certain second lien lenders who would then backstop a rights offering. The downgrades of the CFR to Ca from Caa3, the second-lien term loan to Ca from Caa2 and the senior unsecured notes to C from Ca reflect Moody's view on the potential recovery rates. While the second lien term loan rating suggested under Moody's Loss Given Default (LGD) methodology is Caa3, Moody's believes the Ca rating better reflects the uncertain recovery prospects given the subordination of the second lien term loan to the company's secured revolving credit facility's priority claim to the company's assets. The principal methodology used in these ratings was Global Independent Exploration and Production Industry published in Dec. 2011. Samson Resources Corporation is a privately owned independent exploration and production company headquartered in Tulsa, Oklahoma. Samson was acquired in December 2011 by a Kohlberg Kravis Roberts & Co. L.P. (KKR)-led investor group for $7.2 billion. SAMSON RESOURCES: Key Terms of Lender-Led Restructuring Plan ------------------------------------------------------------ Samson Resources Corporation reached an agreement with certain lenders and certain other parties regarding terms of a financial restructuring plan. The proposed plan will significantly reduce long-term debt and annual interest payments and result in a stronger balance sheet for the Company. To implement the restructuring, the Company expects to voluntarily commence a reorganization under chapter 11 of the U.S. Bankruptcy Code on or before September 16, 2015. The Company expects its oil and gas operations to continue in the ordinary course throughout the restructuring process. Under the proposed plan, which would require Bankruptcy Court approval, the vast majority of the Company's trade creditors and vendors are expected to be paid in full in the ordinary course of business. In connection with the negotiations, on August 14, 2014, the Company entered into a Restructuring Support Agreement, with: * certain holders of loans under the Second Lien Term Loan Credit Agreement who have agreed to, among other things, backstop a rights offering; and * Samson Aggregator GP LLC, Samson Aggregator L.P., KKR 2006 Fund, L.P., KKR Fund Holdings L.P., and Crestview Partners II, L.P., and certain of their affiliates. The Restructuring Support Agreement incorporates the economic terms agreed to by the parties, as memorialized in a term sheet dated August 14, 2015. The Restructuring Support Agreement contemplates the implementation of a restructuring of the Company through a debt-for-equity conversion and rights offering, which transaction will be effectuated through a chapter 11 plan of reorganization. The key terms of the restructuring are: * New Money Investment: The new money investment will include (i) a minimum of $325 million to purchase new common equity of the reorganized Company, and (ii) a maximum of $125 million of new second lien debt issued by the reorganized Company. * New Money Expansion: By November 1, 2015, management will estimate the pro forma liquidity of the Company as of the projected effective date of the Plan. In the event that such estimated liquidity is less than $350 million, the New Money Investment will be increased by $35 million to a total of $485 million. * Backstop Terms: The Backstop Parties agree to backstop the Rights Offering, including $413.25 million in new common equity in the reorganized Company and $36.75 million in new second lien debt in the reorganized Company. If any backstop funding is required, the Debt Backstop will be used first to satisfy any capital shortfall (subject to a Debt Backstop maximum of $36.75 million and an aggregate new debt maximum of $125 million). If additional backstop funding is required after exhaustion of the Debt Backstop (or the maximum amount of new debt under the Rights Offering is reached), the Equity Backstop will be used. * Use of Proceeds: The Rights Offering proceeds will be used to pay down the Company's existing reserve-based revolving credit facility to $650 million and the fees of the Backstop Parties, with the remainder for general corporate purposes. Upon closing, the Backstop Parties shall receive a $10 million work fee payable pro rata to the Backstop Parties based on the Equity Backstop and Debt Backstop commitments. * Non-Core Asset Sale: As determined by the reorganized Company's board of directors, the Company will sell certain non-core assets and use the resulting proceeds to (a) pay down the RBL Revolver to the extent necessary to remain in compliance with the pro forma borrowing base level and provide sufficient liquidity, (b) partially prepay any new debt with the remaining proceeds, and (c) fund general corporate purposes. * Distributions: The Lenders will receive all of the new common equity in the reorganized Company, less the new common equity issued to the Rights Offering participants, holders of Senior Notes due 2020 under the senior notes indenture and participants in a board and management incentive plan. The RBL Revolver will be amended and restated to include, among other terms, a borrowing base/maximum availability of at least $750 million on the effective date of the Plan for a period of 18 months or as otherwise agreed by the Backstop Parties and the Company, subject to a pre-negotiated adjustment for the sale of certain non-core assets. The Noteholders will receive 1.0% of the reorganized common equity if the Noteholders vote for the Plan and 0.5% if the Noteholders vote against the Plan. * Management Incentive Plan: 10.0% of the new common equity in the reorganized Company will be reserved for a board and management incentive program. 5.0% will be preliminarily granted on the effective date of the Plan or as soon as practicable after the effective date. Additional incentive grants will be determined by the compensation committee of the Board of the reorganized Company. * Governance: The reorganized Company will have a seven-person Board, consisting of (i) the CEO, (ii) two directors elected by the second lien lenders, and (iii) four directors elected by the Backstop Parties with consultation from the CEO and a nationally-recognized executive search firm. * Releases: The Restructuring Support Agreement also provides for upfront mutual releases between each Backstop Party and each Sponsor, subject to an exception for fraud, gross negligence, and willful misconduct, for any claims arising from the restructuring, transactions, relating to the Company, and the Plan. The Restructuring Support Agreement also provides for certain other releases of the Sponsors, the Company, and the Lenders which will be included in the Plan and will take effect upon the effective date of the Plan. All indemnification provisions for current directors, officers, and employees will remain in place after the restructuring. * Break-up Fee: Among other circumstances provided in the Restructuring Support Agreement, if the Company exercises its fiduciary out and does not accept the transaction contemplated by the Term Sheet, the Company will pay the Backstop Parties a $10 million break-up fee. The Restructuring Term Sheet pegs the Plan Enterprise Value at $1.275 billion. In its latest quarterly report on Form 10-Q, Samson disclosed that it had total assets of $5.085 billion against total liabilities of $5.37 billion at March 31, 2015. Those liabilities include $4.6 billion due in the next 12 months. The Backstop Parties have agreed to, among other things: (a) vote all held claims in favor of the Plan; (b) negotiate in good faith additional documentation to implement the restructuring and the Plan; (c) support the Company in obtaining court approval of the Rights Offering; (d) with respect to the Backstop Parties, backstop the Rights Offering; (e) not support or participate in alternative transactions and/or restructurings of the Company; and (f) support certain releases, exculpation, injunction, and discharge provisions under the Plan. The Restructuring Support Agreement contemplates an outside date for a chapter 11 filing of September 16, 2015. The Restructuring Support Agreement contains certain Plan-related milestones (e.g., deadlines to file an agreed-upon plan of reorganization and disclosure statement, approve the terms of the Rights Offering, finalize an agreement on an amended or refinanced/replacement RBL Revolver, and confirm the Plan). Under the terms of the Restructuring Support Agreement, if holders of at least 66 2/3% of the aggregate outstanding loans under the Second Lien Term Loan are not parties to the Restructuring Support Agreement by October 14, 2015, the Company will have the ability to pursue a sale to the Backstop Parties under section 363 of the Bankruptcy Code. If the Company elects to pursue the 363 Sale, the Parties will pursue a sale of substantially all of the Company's assets and the Backstop Parties will act as the stalking horse bidder through the commitments contemplated in the Term Sheet. The terms of the Restructuring Support Agreement require the Parties to negotiate the terms of an asset purchase agreement and bid procedures to govern the 363 Sale process on or before September 16, 2015, and if the Company elects to pursue the 363 Sale, support, and take all reasonable actions necessary for the implementation or consummation of the 363 Sale, including facilitating the entry by the Company into an exit financing facility necessary to consummate the 363 Sale. As a result of its entry into the Restructuring Support Agreement, the Company intended to forgo the August 17, 2015 payment under the Senior Notes Indenture and take advantage of the 30-day grace period allowed under the Senior Notes Indenture to build consensus for the restructuring contemplated under the Restructuring Support Agreement. A copy of the Restructuring Support Agreement is available at http://is.gd/61Av8O Samson Resources is being represented by: Kirkland & Ellis LLP 601 Lexington Avenue New York, NY 10022 Tel: (212) 446-4800 Fax: (212) 446-4900 Attention: Paul Basta, P.C., Esq. Joshua A. Sussberg, P.C., Esq. Brad Weiland, Esq. The Sponsors to the Restructuring deal are: * CRESTVIEW ADVISORS, L.L.C. * CRESTVIEW OFFSHORE HOLDINGS II (892 CAYMAN), L.P. * CRESTVIEW OFFSHORE HOLDINGS II (CAYMAN), L.P. * CRESTVIEW OFFSHORE HOLDINGS II (FF CAYMAN), L.P. * CRESTVIEW PARTNERS (CAYMAN), LTD. * CRESTVIEW PARTNERS II (892 CAYMAN), L.P. * CRESTVIEW PARTNERS II (CAYMAN), L.P. * CRESTVIEW PARTNERS II (FF CAYMAN), L.P. * CRESTVIEW PARTNERS II (FF), L.P. * CRESTVIEW PARTNERS II (TE), L.P. * CRESTVIEW PARTNERS II CWGS (CAYMAN), L.P. * CRESTVIEW PARTNERS II CWGS (FF CAYMAN), L.P. * CRESTVIEW PARTNERS II GP, L.P. * CRESTVIEW PARTNERS II, L.P. * CRESTVIEW TULIP CREDIT, LLC * CRESTVIEW TULIP HOLDINGS LLC * CRESTVIEW TULIP INVESTORS LLC * CRESTVIEW, L.L.C. * KOHLBERG KRAVIS ROBERTS & CO. L.P. * KKR 2006 FUND, L.P. * KKR SAMSON INVESTORS L.P. * KKR SAMSON INVESTORS GP LLC * KKR 2006 FUND (SAMSON) L.P. * KKR SAMSON SA BLOCKER L.P. * KKR FUND HOLDINGS L.P. * KKR PARTNERS III, L.P. * OPERF CO-INVESTMENT LLC * SAMSON AGGREGATOR GP LLC * SAMSON AGGREGATOR L.P. * SAMSON CO-INVEST I L.P. * SAMSON CO-INVEST II L.P. * SAMSON CO-INVEST III L.P. The Sponsors are represented by: Milbank, Tweed, Hadley & McCloy LLP 28 Liberty Street New York, NY 10005 Tel: (212) 530-5000 Fax: (212) 530-5219 Attention: Dennis Dunne, Esq. Samuel A. Khalil, Esq. Albert A. Pisa, Esq. The Backstop Parties and Consenting Lenders are: * ANSCHUTZ INVESTMENT COMPANY Attn: Scott T. Carpenter, President 555 17th Street, Suite 2400 Denver, CO 80202 Fax: 303-299-1333 * CERBERUS INSTITUTIONAL PARTNERS V, L.P. CERBERUS INTERNATIONAL II MASTER FUND, L.P. CERBERUS PARTNERS II, L.P. Attn: Jeffrey Lomasky, Senior Managing Director Sheila Peluso, Esq. 875 Third Avenue New York, NY 10022 * COLUMBIA MANAGEMENT INVESTMENT ADVISERS, LLC Attn: Steven Columbaro, Vice President 100 North Sepulveda Blvd., Suite 650 El Segundo, CA 90245 Fax: 310-615-1048 * Credit Suisse Loan Funding LLC Attn: Robert Healey Jonathan Satran 11 Madison Avenue New York, NY 10010 * AGF Floating Rate Income Fund Eaton Vance CDO VII PLC Eaton Vance CDO VIII, Ltd. Eaton Vance CDO X PLC Eaton Vance CLO 2014-1 Ltd. Eaton Vance Senior Floating-Rate Trust Eaton Vance Floating-Rate Income Trust Eaton Vance International (Cayman Islands) Floating-Rate Income Portfolio Eaton Vance Senior Income Trust Eaton Vance Short Duration Diversified Income Fund Eaton Vance Institutional Senior Loan Fund Eaton Vance Limited Duration Income Fund Eaton Vance Floating Rate Portfolio MET Investors Series Trust-Met/Eaton Vance Floating Rate Portfolio Pacific Select Fund-Floating Rate Loan Portfolio Pacific Life Funds-PL Floating Rate Loan Fund Senior Debt Portfolio Eaton Vance VT Floating-Rate Income Fund Attn: Craig P. Russ, Vice President Steve Leveille Two International Place, 9th Floor Boston, MA 02110 Fax: 617-672-8074 * INVESCO SENIOR SECURED MANAGEMENT, INC., on behalf of funds and accounts it manages * NYL INVESTORS LLC, on behalf of accounts it manages Attn: Robert Dial, Managing Director Maureen Cronin, Esq. 51 Madison Avenue - Room 1016 New York, NY 10010 Fax: 212-576-8079 * SPCP GROUP, LLC Attn: Steven Weiser Silver Point Capital L.P. 2 Greenwich Plaza, 1st Floor Greenwich, CT 06830 Fax: 202-273-4533 The Backstop Parties are represented by: Willkie Farr & Gallagher LLP 787 Seventh Avenue New York, NY 10019 Tel: (212) 728-8000 Fax: (212) 728-8111 Attention: Margot B. Schonholtz, Esq. Ana Alfonso, Esq. About Samson Resources Samson Resources Corporation is an independent oil and gas company headquartered in Tulsa, Oklahoma. Samson engages in the exploration, development and production of oil and gas properties located onshore in the United States. It has operations and acreage positions in the Anadarko, Greater Green River, Powder River, San Juan, East Texas and Williston basins. SAMSON RESOURCES: Key Terms of Lender-Led Restructuring Plan ------------------------------------------------------------ Samson Resources Corporation reached an agreement with certain lenders and certain other parties regarding terms of a financial restructuring plan. The proposed plan will significantly reduce long-term debt and annual interest payments and result in a stronger balance sheet for the Company. To implement the restructuring, the Company expects to voluntarily commence a reorganization under chapter 11 of the U.S. Bankruptcy Code on or before September 16, 2015. The Company expects its oil and gas operations to continue in the ordinary course throughout the restructuring process. Under the proposed plan, which would require Bankruptcy Court approval, the vast majority of the Company's trade creditors and vendors are expected to be paid in full in the ordinary course of business. In connection with the negotiations, on August 14, 2014, the Company entered into a Restructuring Support Agreement, with: * certain holders of loans under the Second Lien Term Loan Credit Agreement who have agreed to, among other things, backstop a rights offering; and * Samson Aggregator GP LLC, Samson Aggregator L.P., KKR 2006 Fund, L.P., KKR Fund Holdings L.P., and Crestview Partners II, L.P., and certain of their affiliates. The Restructuring Support Agreement incorporates the economic terms agreed to by the parties, as memorialized in a term sheet dated August 14, 2015. The Restructuring Support Agreement contemplates the implementation of a restructuring of the Company through a debt-for-equity conversion and rights offering, which transaction will be effectuated through a chapter 11 plan of reorganization. The key terms of the restructuring are: * New Money Investment: The new money investment will include (i) a minimum of $325 million to purchase new common equity of the reorganized Company, and (ii) a maximum of $125 million of new second lien debt issued by the reorganized Company. * New Money Expansion: By November 1, 2015, management will estimate the pro forma liquidity of the Company as of the projected effective date of the Plan. In the event that such estimated liquidity is less than $350 million, the New Money Investment will be increased by $35 million to a total of $485 million. * Backstop Terms: The Backstop Parties agree to backstop the Rights Offering, including $413.25 million in new common equity in the reorganized Company and $36.75 million in new second lien debt in the reorganized Company. If any backstop funding is required, the Debt Backstop will be used first to satisfy any capital shortfall (subject to a Debt Backstop maximum of $36.75 million and an aggregate new debt maximum of $125 million). If additional backstop funding is required after exhaustion of the Debt Backstop (or the maximum amount of new debt under the Rights Offering is reached), the Equity Backstop will be used. * Use of Proceeds: The Rights Offering proceeds will be used to pay down the Company's existing reserve-based revolving credit facility to $650 million and the fees of the Backstop Parties, with the remainder for general corporate purposes. Upon closing, the Backstop Parties shall receive a $10 million work fee payable pro rata to the Backstop Parties based on the Equity Backstop and Debt Backstop commitments. * Non-Core Asset Sale: As determined by the reorganized Company's board of directors, the Company will sell certain non-core assets and use the resulting proceeds to (a) pay down the RBL Revolver to the extent necessary to remain in compliance with the pro forma borrowing base level and provide sufficient liquidity, (b) partially prepay any new debt with the remaining proceeds, and (c) fund general corporate purposes. * Distributions: The Lenders will receive all of the new common equity in the reorganized Company, less the new common equity issued to the Rights Offering participants, holders of Senior Notes due 2020 under the senior notes indenture and participants in a board and management incentive plan. The RBL Revolver will be amended and restated to include, among other terms, a borrowing base/maximum availability of at least $750 million on the effective date of the Plan for a period of 18 months or as otherwise agreed by the Backstop Parties and the Company, subject to a pre-negotiated adjustment for the sale of certain non-core assets. The Noteholders will receive 1.0% of the reorganized common equity if the Noteholders vote for the Plan and 0.5% if the Noteholders vote against the Plan. * Management Incentive Plan: 10.0% of the new common equity in the reorganized Company will be reserved for a board and management incentive program. 5.0% will be preliminarily granted on the effective date of the Plan or as soon as practicable after the effective date. Additional incentive grants will be determined by the compensation committee of the Board of the reorganized Company. * Governance: The reorganized Company will have a seven-person Board, consisting of (i) the CEO, (ii) two directors elected by the second lien lenders, and (iii) four directors elected by the Backstop Parties with consultation from the CEO and a nationally-recognized executive search firm. * Releases: The Restructuring Support Agreement also provides for upfront mutual releases between each Backstop Party and each Sponsor, subject to an exception for fraud, gross negligence, and willful misconduct, for any claims arising from the restructuring, transactions, relating to the Company, and the Plan. The Restructuring Support Agreement also provides for certain other releases of the Sponsors, the Company, and the Lenders which will be included in the Plan and will take effect upon the effective date of the Plan. All indemnification provisions for current directors, officers, and employees will remain in place after the restructuring. * Break-up Fee: Among other circumstances provided in the Restructuring Support Agreement, if the Company exercises its fiduciary out and does not accept the transaction contemplated by the Term Sheet, the Company will pay the Backstop Parties a $10 million break-up fee. The Restructuring Term Sheet pegs the Plan Enterprise Value at $1.275 billion. In its latest quarterly report on Form 10-Q, Samson disclosed that it had total assets of $5.085 billion against total liabilities of $5.37 billion at March 31, 2015. Those liabilities include $4.6 billion due in the next 12 months. The Backstop Parties have agreed to, among other things: (a) vote all held claims in favor of the Plan; (b) negotiate in good faith additional documentation to implement the restructuring and the Plan; (c) support the Company in obtaining court approval of the Rights Offering; (d) with respect to the Backstop Parties, backstop the Rights Offering; (e) not support or participate in alternative transactions and/or restructurings of the Company; and (f) support certain releases, exculpation, injunction, and discharge provisions under the Plan. The Restructuring Support Agreement contemplates an outside date for a chapter 11 filing of September 16, 2015. The Restructuring Support Agreement contains certain Plan-related milestones (e.g., deadlines to file an agreed-upon plan of reorganization and disclosure statement, approve the terms of the Rights Offering, finalize an agreement on an amended or refinanced/replacement RBL Revolver, and confirm the Plan). Under the terms of the Restructuring Support Agreement, if holders of at least 66 2/3% of the aggregate outstanding loans under the Second Lien Term Loan are not parties to the Restructuring Support Agreement by October 14, 2015, the Company will have the ability to pursue a sale to the Backstop Parties under section 363 of the Bankruptcy Code. If the Company elects to pursue the 363 Sale, the Parties will pursue a sale of substantially all of the Company's assets and the Backstop Parties will act as the stalking horse bidder through the commitments contemplated in the Term Sheet. The terms of the Restructuring Support Agreement require the Parties to negotiate the terms of an asset purchase agreement and bid procedures to govern the 363 Sale process on or before September 16, 2015, and if the Company elects to pursue the 363 Sale, support, and take all reasonable actions necessary for the implementation or consummation of the 363 Sale, including facilitating the entry by the Company into an exit financing facility necessary to consummate the 363 Sale. As a result of its entry into the Restructuring Support Agreement, the Company intended to forgo the August 17, 2015 payment under the Senior Notes Indenture and take advantage of the 30-day grace period allowed under the Senior Notes Indenture to build consensus for the restructuring contemplated under the Restructuring Support Agreement. A copy of the Restructuring Support Agreement is available at http://is.gd/61Av8O Samson Resources is being represented by: Kirkland & Ellis LLP 601 Lexington Avenue New York, NY 10022 Tel: (212) 446-4800 Fax: (212) 446-4900 Attention: Paul Basta, P.C., Esq. Joshua A. Sussberg, P.C., Esq. Brad Weiland, Esq. The Sponsors to the Restructuring deal are: * CRESTVIEW ADVISORS, L.L.C. * CRESTVIEW OFFSHORE HOLDINGS II (892 CAYMAN), L.P. * CRESTVIEW OFFSHORE HOLDINGS II (CAYMAN), L.P. * CRESTVIEW OFFSHORE HOLDINGS II (FF CAYMAN), L.P. * CRESTVIEW PARTNERS (CAYMAN), LTD. * CRESTVIEW PARTNERS II (892 CAYMAN), L.P. * CRESTVIEW PARTNERS II (CAYMAN), L.P. * CRESTVIEW PARTNERS II (FF CAYMAN), L.P. * CRESTVIEW PARTNERS II (FF), L.P. * CRESTVIEW PARTNERS II (TE), L.P. * CRESTVIEW PARTNERS II CWGS (CAYMAN), L.P. * CRESTVIEW PARTNERS II CWGS (FF CAYMAN), L.P. * CRESTVIEW PARTNERS II GP, L.P. * CRESTVIEW PARTNERS II, L.P. * CRESTVIEW TULIP CREDIT, LLC * CRESTVIEW TULIP HOLDINGS LLC * CRESTVIEW TULIP INVESTORS LLC * CRESTVIEW, L.L.C. * KOHLBERG KRAVIS ROBERTS & CO. L.P. * KKR 2006 FUND, L.P. * KKR SAMSON INVESTORS L.P. * KKR SAMSON INVESTORS GP LLC * KKR 2006 FUND (SAMSON) L.P. * KKR SAMSON SA BLOCKER L.P. * KKR FUND HOLDINGS L.P. * KKR PARTNERS III, L.P. * OPERF CO-INVESTMENT LLC * SAMSON AGGREGATOR GP LLC * SAMSON AGGREGATOR L.P. * SAMSON CO-INVEST I L.P. * SAMSON CO-INVEST II L.P. * SAMSON CO-INVEST III L.P. The Sponsors are represented by: Milbank, Tweed, Hadley & McCloy LLP 28 Liberty Street New York, NY 10005 Tel: (212) 530-5000 Fax: (212) 530-5219 Attention: Dennis Dunne, Esq. Samuel A. Khalil, Esq. Albert A. Pisa, Esq. The Backstop Parties and Consenting Lenders are: * ANSCHUTZ INVESTMENT COMPANY Attn: Scott T. Carpenter, President 555 17th Street, Suite 2400 Denver, CO 80202 Fax: 303-299-1333 * CERBERUS INSTITUTIONAL PARTNERS V, L.P. CERBERUS INTERNATIONAL II MASTER FUND, L.P. CERBERUS PARTNERS II, L.P. Attn: Jeffrey Lomasky, Senior Managing Director Sheila Peluso, Esq. 875 Third Avenue New York, NY 10022 * COLUMBIA MANAGEMENT INVESTMENT ADVISERS, LLC Attn: Steven Columbaro, Vice President 100 North Sepulveda Blvd., Suite 650 El Segundo, CA 90245 Fax: 310-615-1048 * Credit Suisse Loan Funding LLC Attn: Robert Healey Jonathan Satran 11 Madison Avenue New York, NY 10010 * AGF Floating Rate Income Fund Eaton Vance CDO VII PLC Eaton Vance CDO VIII, Ltd. Eaton Vance CDO X PLC Eaton Vance CLO 2014-1 Ltd. Eaton Vance Senior Floating-Rate Trust Eaton Vance Floating-Rate Income Trust Eaton Vance International (Cayman Islands) Floating-Rate Income Portfolio Eaton Vance Senior Income Trust Eaton Vance Short Duration Diversified Income Fund Eaton Vance Institutional Senior Loan Fund Eaton Vance Limited Duration Income Fund Eaton Vance Floating Rate Portfolio MET Investors Series Trust-Met/Eaton Vance Floating Rate Portfolio Pacific Select Fund-Floating Rate Loan Portfolio Pacific Life Funds-PL Floating Rate Loan Fund Senior Debt Portfolio Eaton Vance VT Floating-Rate Income Fund Attn: Craig P. Russ, Vice President Steve Leveille Two International Place, 9th Floor Boston, MA 02110 Fax: 617-672-8074 * INVESCO SENIOR SECURED MANAGEMENT, INC., on behalf of funds and accounts it manages * NYL INVESTORS LLC, on behalf of accounts it manages Attn: Robert Dial, Managing Director Maureen Cronin, Esq. 51 Madison Avenue - Room 1016 New York, NY 10010 Fax: 212-576-8079 * SPCP GROUP, LLC Attn: Steven Weiser Silver Point Capital L.P. 2 Greenwich Plaza, 1st Floor Greenwich, CT 06830 Fax: 202-273-4533 The Backstop Parties are represented by: Willkie Farr & Gallagher LLP 787 Seventh Avenue New York, NY 10019 Tel: (212) 728-8000 Fax: (212) 728-8111 Attention: Margot B. Schonholtz, Esq. Ana Alfonso, Esq. About Samson Resources Samson Resources Corporation is an independent oil and gas company headquartered in Tulsa, Oklahoma. Samson engages in the exploration, development and production of oil and gas properties located onshore in the United States. It has operations and acreage positions in the Anadarko, Greater Green River, Powder River, San Juan, East Texas and Williston basins. SAMSON RESOURCES: S&P Lowers CCR to 'D' on Failure to Pay Interest ------------------------------------------------------------------ Standard & Poor's Ratings Services lowered its corporate credit rating on Samson Resources Corp. to 'D' from 'CCC-' and the issue-level ratings on the company's revolving credit facility, second-lien debt, and unsecured notes to 'D' from 'CCC+', 'CCC-', and 'C', respectively. The 'D' ratings reflect Samson's announcement that it will not make the interest payment due on its senior notes on Aug. 17, 2015 and S&P believes it to be a general default under its criteria. The recovery rating on the company's revolving credit facility, second-lien debt and unsecured notes remain '1' (very high recovery; 90%-100% range), '4' (high end of the 30%-50% average recovery range), and '6' (negligible recovery; 0%-10% range), respectively. Samson Resources Corp. announced that it has entered into a Restructuring Support Agreement (RSA) with certain second-lien holders that hold 45.5% of the second-lien obligations. As a result of the RSA, Samson will not make the interest payment due on its senior notes on Aug. 17, 2015. "The downgrade reflects our assessment of the company's decision not to pay the interest payment on the company's senior notes that was due on Aug. 17, 2015," said Standard & Poor's credit analyst Stephen Scovotti. "We do not expect the company to make the payment during its grace period and believe that the default will be a general default, which, under our criteria, means that Samson will fail to pay all or substantially all of its obligations as they come due," he added. S&P will re-evaluate Samson's corporate credit rating and issue level ratings under its new capital structure. SAMSON RESOURCES: Says Negotiations With Noteholders Fell Through ----------------------------------------------------------------- Samson Resources Corporation disclosed that beginning in April 2015, the Company commenced discussions and negotiations with legal and financial advisors to the administrative agent for the Lenders and a group of Noteholders regarding recapitalization and restructuring transactions for the Company. The Company's legal and financial advisors met initially with the advisors to the Agent on April 14, 2015, and with the advisors to the group of Noteholders on April 17, 2015, to provide relevant background and context for the negotiations. Over the next several weeks, the advisors to both the Agent and Noteholders conducted due diligence and engaged in separate but parallel negotiations with the Company and its advisors. On June 8 and 9, 2015, certain Lenders entered into confidentiality agreements with the Company. On June 10, 2015, certain Noteholders executed similar confidentiality agreements. The confidentiality agreements all require a public disclosure of all material non-public information provided to the Lenders and Noteholders, respectively, on or prior to August 14, 2015. Following entry into the confidentiality agreements, the Company proceeded to negotiate two potential recapitalization and restructuring transactions over the course of the last several months. The first, led by the group of Noteholders, contemplated a new money investment backstopped by the Noteholders, together with an exchange of substantially all of the existing Senior Notes. More specifically, and as set forth in the last proposal made by the Noteholders on a term sheet dated July 29, 2015, which was the last proposal made by the group of Noteholders, the Noteholder-led recapitalization and restructuring transaction contemplated the contribution of $650 million in new money investments, to be led by the Noteholders, and an out-of-court exchange of the Senior Notes into new 1.5 lien secured notes. To be successful, the July 29 Senior Notes Term Sheet required, among other things, broad Noteholder support (95%) for the transaction, an agreement on the refinancing of the existing RBL revolver to accommodate the new money investment and exchanged notes, and an agreement with the holders of the Company's preferred stock. Additionally, in the Company's view, the exchange likely would have needed to close on or before September 16, 2015. The Company and the group of Noteholders were unable to reach an agreement and have terminated negotiations. Copies of the July 29 Senior Notes Term Sheet, as well as term sheets dated May 7, 2015, May 22, 2015, July 26, 2015, July 27, 2015, and July 28, 2015 are available at http://is.gd/QjOxZV A copy of the information given to certain of the Company's Lenders and Noteholders is available at http://is.gd/WjchsH About Samson Resources Samson Resources Corporation is an independent oil and gas company headquartered in Tulsa, Oklahoma. Samson engages in the exploration, development and production of oil and gas properties located onshore in the United States. It has operations and acreage positions in the Anadarko, Greater Green River, Powder River, San Juan, East Texas and Williston basins. In its quarterly report on Form 10-Q, Samson disclosed that it had total assets of $5.085 billion against total liabilities of $5.37 billion at March 31, 2015. Those liabilities include $4.6 billion due in the next 12 months. SANDRIDGE ENERGY: S&P Lowers Corporate Credit Rating to 'SD' ------------------------------------------------------------ Standard & Poor's Ratings Services lowered its corporate credit rating on Oklahoma City-based SandRidge Energy Inc. to 'SD' (selective default) from 'CCC+'. S&P also lowered the issue-level rating on the company's senior unsecured notes due 2020, 2021, 2022, and 2023 to 'D' from 'CCC-'. The recovery rating on the senior unsecured notes remains '6', reflecting S&P's expectation of negligible (0% to 10%) recovery in the event of a conventional default. S&P affirmed the 'B' issue-level rating on the company's senior secured second-lien notes due 2020. The recovery rating on the senior secured second-lien notes remains '1', reflecting S&P's expectation of very high (90% to 100%) recovery in the event of a conventional default. "The downgrade follows SandRidge's announcement that it has entered into an agreement to repurchase a portion of its senior unsecured notes at a significant discount to par," said Standard & Poor's credit analyst Ben Tsocanos. The company will repurchase $250 million of aggregate principal amount of notes for $94.5 million in cash. S&P views the repurchase as a distressed exchange because at the close of the transaction investors receive less than what was promised on the original securities. SandRidge also reached agreement to exchange $275 million of its senior unsecured notes due 2020, 2021, 2022, and 2023 for convertible notes due 2022 and 2023. The new notes convert mandatorily to common stock at a threshold of $1.10 per share at a strike price equivalent to 40% of par. New note holders also have the option to convert at a rate up to 40% of par and receive an interest make-whole, with certain limitation. S&P would likely view the conversion in either case as a distressed exchange based on the expectation that investors will receive less than the face value of the original notes. S&P expects to assign ratings to the new notes following the close of the exchange. S&P notes that the repurchase reduces the company's approximately $4.4 billion of debt by a net $155.5 million, marginally improving financial leverage and reducing interest payment. If holders of the new convertible notes convert them to common stock either at their option or mandatorily, SandRidge's leverage will improve further. S&P expects to review the corporate credit and issue-level ratings when S&P assess the likelihood of further debt exchanges as low. S&P's analysis will incorporate the challenging operating environment for oil and gas companies at current commodity prices and SandRidge's high, though marginally improved, leverage. SEARS ROEBUCK: S&P Puts 'B-' Issue-Level Rating on Watch Positive ----------------------------------------------------------------- Standard & Poor's Ratings Services placed its 'B-' issue-level rating on Sears Roebuck Acceptance Corp.'s (SRAC's) senior notes and 'CCC-' rating on Sears Holdings Corp.'s 8% senior notes on CreditWatch positive. The recovery ratings on these debt issues remain '2' and '6', respectively. The '2' recovery rating reflects S&P's expectation for substantial recovery in the event of default, at the lower end of the 70% to 90% range. The '6' recovery rating reflects S&P's expectation for negligible (0%-10%) recovery. S&P will update its recovery analysis when the tender offer is completed, which may result in revisions to the recovery ratings and raised issue-level ratings. Factors that S&P expects will bear upon the extent of any upgrades include the amount of second-lien debt repurchased (about $936 million principal amount was reported tendered as of today at $990/$1,000 including the early tender premium; accrued interest will also be paid), S&P's assumptions relating to potential future incurrences of second-lien or other debt, and store monetizations, as well as assumed usage under the asset-backed revolving credit facility. S&P expects to update or resolve the CreditWatch placement as the company releases details on the tender completion. The tender offer currently expires Aug. 28, 2015. RATINGS LIST Sears Holdings Corp. Corporate Credit Rating CCC+/Negative/-- Ratings On CreditWatch To From Sears Roebuck Acceptance Corp. Sr Notes B-/Watch Pos B- Recovery Rating 2L 2L Sears Holdings Corp. 8% Senior Notes CCC-/Watch Pos CCC- Recovery Rating 6 6 SHILO INN: Compromise of Controversy with California Bank Okayed ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California approved the compromise of controversy between Shilo Inn, Twin Falls, LLC, et al., and California Bank & Trust; and dismissed the Debtors' Chapter 11 cases. The Court also ordered that, among other things: 1. Levene, Neale, Bender, Yoo & Brill L.L.P., counsel to the Debtors, is authorized and instructed to transfer the Nampa/Newberg Net Sale Proceeds to CBT, pursuant to wire instructions to be provided by CBT; 2. the Debtors are authorized and instructed to transfer the Nampa/Newberg cash collateral to CBT; 3. the Debtors and CBT are authorized to file stipulations to dismiss or other appropriate pleadings, with corresponding proposed order(s), to effectuate the dismissal with prejudice of all adversary proceedings between the Debtors and CBT pending in the bankruptcy cases; and 4. the Debtors are authorized to file with the Court that certain stipulation for In Rem relief from automatic stay and proposed order approving stipulation for In Rem relief from automatic stay. the Court directed the Clerk of the Court to docket the order in each of the Debtor's jointly administered cases, and close each of the Debtors' bankruptcy cases. David B. Golubchik a partner with the law firm of Levene Neale, counsel to the Debtors, disclosed that the Debtors submitted a proposed form of order approving the motion, which has been approved by CBT. About Shilo Inn, Twin Falls Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013. Judge Richard M. Neiter presides over the case. Shilo Inn, Twin Falls, estimated assets of at least $10 million and debts of at least $1 million. Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn, Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake, Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a hotel. California Bank and Trust is the primary, senior secured lender for each of the Debtors. The Debtors sought Chapter 11 protection after CBT on May 1, 2013, filed for receiverships in district court. David B. Golubchick, Esq., Kurt Ramlo, Esq., and J.P. Fritz, Esq., at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles, represent the Debtors in their restructuring effort. The Debtors' Joint Plan of Reorganization dated Nov. 12, 2014, as revised on Dec. 11, 2014, are new value reorganization plans. The Plans cancel the existing equity in the Debtors held by Mark S. Hemstreet or his wife, Shannon Hemstreet, and, in exchange for cash contributions by Mark S. Hemstreet, issue new equity to him; the Plans repay creditors over time. SIGA TECHNOLOGIES: Wants More Time to File Plan ----------------------------------------------- Bill Rochelle, a bankruptcy columnist for Bloomberg News, reported that Siga Technologies Inc. filed a third motion seeking further extension of its exclusive period to file a Chapter 11 plan through and including Dec. 14. According to the report, the Debtor is awaiting decision from the Delaware Supreme Court on PharmAthene Inc.'s appeal. The report related that the treatment of creditors and shareholders depends on the outcome of the appeal. About SIGA Technologies Publicly held SIGA Technologies, Inc., with headquarters in Madison Avenue, New York, is a biotech/pharmaceutical company that specializes in the development and commercialization of solutions for serious unmet medical needs and biothreats. SIGA's lead product is Tecovirimat, also known as ST-246, an orally administered antiviral drug that targets orthopoxviruses. SIGA sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 14-12623) on Sept. 16, 2014, in Manhattan. The case is assigned to Judge Sean H. Lane. The Debtor has tapped Weil, Gotshal & Manges LLP, as counsel, and Prime Clerk LLC as claims agent. The Debtor's Chapter 11 plan and disclosure statement are due May 14, 2015. The Debtor disclosed total assets of $131,669,746 and $7,954,645 in liabilities as of the Chapter 11 filing. The Statutory Creditors' Committee is represented by Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Ehud Barak, Esq., at Proskauer Rose LLP. The Committee tapped to retain Guggenheim Securities, LLC, as its financial advisor and investment banker. SIGNAL INT'L: U.S. Trustee Forms Seven-Member Creditors' Committee ------------------------------------------------------------------ The U.S. Trustee for Region 3 appointed seven creditors of Signal International Inc. and its affiliated debtors to serve on the official committee of unsecured creditors. The unsecured creditors are: (1) Max Specialty Insurance Company nka Alterra Excess Company Attn: Steve Boesen 4521 Highwoods Pkwy., Glen Allen, VA 23060 Phone: 800-446-6671 Fax: 804-287-6933 (2) Hemant Khuttan c/o Alan Howard, Crowell & Moring 590 Madison Ave. New York, NY 10022 Phone: 212-803-4021 Fax: 212-223-4134 (3) Jamestown Metal Marine Sales, Inc. Attn: Chris Campanelli 4710 NW Boca Raton Blvd. Boca Raton, FL 33431 Phone: 561-994-3900 Fax: 561-994-3969 (4) Marmac, LLC dba McDonough Marine Service Attn: Rebecca Y. Cooper 1750 Clearview Parkway, Ste. 201 Metairie, LA 70001 Phone: 504-780-8100 Fax: 504-780-8200 (5) Canal Barge Company, Inc. Attn: Douglas S. Downing, CEO 835 Union St., Ste. 300 New Orleans, LA 70112 Phone: 504-584-1575 Fax: 504-584-1529 (6) Aby Karickathara Raju c/o Shane G. Ramsey Kilpatrick Townsend, The Grace Building 1114 Avenue of the Americas New York, NY 10036 Phone: 212-775-8767 Fax: 212-775-8804 (7) Iju James c/o Kara Ford, Sutherland Asbill & Brennan LLP The Grace Building, Floor 40 1114 Avenue of Americas New York, NY 10036 Phone: 212-389-5016 Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Signal International Signal International Inc. -- http://www.signalint.com/-- primarily engages in the business of offshore drilling rig overhaul, repair, upgrade, and conversion, as well as new shipbuilding construction. Additionally, Signal provides services to the general marine and heavy fabrication markets for barges, power plants, and modular construction. Signal International, LLC ("SI LLC"), was organized on Dec. 6, 2002, as a limited liability company after acquiring the assets of the Offshore Division of Friede Goldman Halter from bankruptcy. SI Inc. was incorporated on Oct. 12, 2007, and began operations with offshore fabrication and repair in Mississippi. Today, Signal's corporate headquarters are in Mobile, Alabama, with operations in Alabama and Mississippi, and a sales office in Texas. On Oct. 3, 2014, Signal International Texas, L.P., sold substantially all of its assets to Westport Orange Shipyard, LLC, in a partially seller-financed transaction for a total purchase price of $35,900,000. As part of the transaction, Westport provided a down payment of $7,000,000 and delivered a promissory note in the principal amount of $28,900,000 to SI Texas due on or before Oct. 3, 2019 (the "Texas Note"). On July 12, 2015, SI Inc. and its direct and indirect wholly owned subsidiaries, including SI LLC, commenced cases under chapter 11 of title 11 of the United States Code (Bankr. D. Del. Lead Case No. 15-11498). The Debtors tapped Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, Hogan Lovells US LLP as general corporate counsel, GGG Partners, LLC, as financial and restructuring advisors, and Kurtzman Carson Consultants LLC as claims and noticing agent. Signal International Inc. estimated $10 million to $50 million in assets and $50 million to $100 million in debt. SIGNET UK: Moody's Withdraws Ba1 Corp Family Rating, Outlook Stable ------------------------------------------------------------------- Moody's Investors Service upgraded Signet UK Finance plc's senior unsecured rating to Baa3 from Ba1. The company's Ba1 Corporate Family Rating and Ba1-PD probability of default rating were withdrawn, as well as its SGL-1 Speculative Grade Liquidity rating. The rating outlook is stable. Signet UK Finance plc is an indirect subsidiary of Signet Jewelers Limited. All ratings actions are detailed below. This concludes the review for upgrade that commenced on June 16, 2015. "The upgrade reflects the reduction in adjusted debt due to changes in Moody's approach for capitalizing operating leases," said Moody's Analyst, 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. As a direct result of this change, Signet's leverage has improved to around 2.8x from around 3.9x under the prior methodology. Zuccaro added, "The upgrade also considers our expectation for continued improvement in operating performance and credit metrics as the company executes on its Vision 2020 strategy and further integrates Zale. Moody's also expects that the company will maintain its commitment to an investment grade financial profile." These ratings were upgraded: Issuer: Signet UK Finance plc -- Senior unsecured rating to Baa3 from Ba1 (LGD 4) -- Senior unsecured shelf rating to (P)Baa3 from (P)Ba1 These ratings were withdrawn: Issuer: Signet UK Finance plc -- Corporate Family Rating, Ba1 -- Probability of Default Rating, Ba1-PD -- Speculative Grade Liquidity Rating, SGL-1 Outlook: Stable RATINGS RATIONALE Signet's Baa3 senior unsecured rating reflects the company's position as the largest specialty retail jeweler in the U.S., Canada and U.K., its well-recognized brand names, and solid execution and marketing, all of which drive strong profitability. The rating also acknowledges the strategic benefits of the May 2014 Zale acquisition, which strengthened Signet's leading position in the U.S. while adding the leading jewelry store brand in Canada. The rating also reflects Signet's excellent liquidity, supported by the expectation that balance sheet cash and cash flow will be more than sufficient to cover required cash flow needs over the next 12-18 months, and its clearly stated financial policies, including a commitment to maintaining an investment grade rating and an adjusted leverage ratio (as defined by Signet) of 3.5x. The rating also reflects, however, the company's narrow focus on a discretionary product with a demonstrated sensitivity to weak economic conditions. The 2014 acquisition of Zale brings significant integration risk and it will likely take several years to fully execute the integration plan. The company expects to achieve $150 - $175 million of net synergies over the next three years, with 20% of that being achieved in the second half of fiscal year ending January 2016. These synergies are expected to be achieved through SG&A expense reductions, repair-services and brand cross selling, and gross margin initiatives inclusive of supply chain. The stable outlook reflects Moody's expectation that the company will successfully integrate Zale without disruption over the next several years, and that debt protection metrics will continue to improve over time through a combination of organic revenue growth and revenue/cost saving synergies. Factors that could result in an upgrade include continued profitable growth and margin expansion while maintaining excellent liquidity and a commitment to stronger investment grade credit metrics, such as lease-adjusted Debt/EBITDA below 2.5x, EBITA/Interest expense above 5.5x and Retained Cash Flow/Debt above 30% on a sustained basis. Factors that could result in a downgrade include a material decline in sales or operating margins, more aggressive financial policies or meaningful erosion in liquidity. Quantitatively, ratings could be downgraded if lease-adjusted debt/EBITDA rises above 3.5x, retained cash flow to net debt falls below 20% or adjusted EBITA/Interest falls below 4.0x on a sustained basis. Signet UK Finance plc is an indirect subsidiary of Bermuda-based Signet Jewelers Limited. Signet is the leading specialty jewelry retailer in the U.S., Canada, and U.K., operating nearly 3,600 stores and e-commerce websites. Signet acquired 100% of the outstanding shares of Zale Corporation in May 2014. Zale is a leading specialty jewelry retailer in the U.S. and Canada. Revenue for the twelve months ended May 2, 2015, exceeded $6.2 billion. The principal methodology used in these ratings was Global Retail Industry published in June 2011. SNOWFLAKE COMMUNITY: Agent Asserts Lewis Roca Application Lacking ----------------------------------------------------------------- Hackman Capital Equipment Acquisition Company, LLC, as administrative agent for Revere Finance LLC, Rabin Worldwide, Inc., Capital Recovery Group, LLC, and itself as lender, and Apache Railroad Holdings, LLC, says Snowflake Community' application to employ Lewis Roca Rothgerber LLP as counsel still has deficiencies. Hackman, in a response to the to the Debtor's response to Hackman's objection, noted that Lewis Roca's supplement to the application has failed to disclose its engagement agreement (if any) with the Debtor. Hackman Capital is represented by: Bryce A. Suzuki, Esq. Justin A. Sabin, Esq. BRYAN CAVE LLP Two North Central Avenue, Suite 2200 Phoenix, AZ 85004-4406 Tel: (602) 364-7000 Fax: (602) 364-7070 E-mail: bryce.suzuki@bryancave.com justin.sabin@bryancave.com The Application As reported in the Troubled Company Reporter on May 29, 2015, the Debtor has sought permission to hire LRR to provide various services, including: (a) giving the Foundation legal advice with respect to the powers and duties in the continued operation and management of its property; (b) to take necessary action to recover certain property and money owed to the Foundation; (c) to represent the Foundation in litigation; (d) to prepare, on behalf of the Foundation, all necessary applications, answers, complaints, orders, reports, disclosure statement, plan of reorganization, motions and other legal documents; and (e) to perform all other legal services that the Foundation deems necessary. The hourly rates for the services of the LRR attorneys and staff who may work on the case are as follows: Robert M. Charles, Jr., Esq. $510 Justin J. Henderson, Esq. $375 In addition, LRR will seek reimbursement in full for all reasonably incurred expenses. The Debtor assures 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 Snowflake Community Snowflake Community Foundation sought Chapter 11 protection (Bankr. D. Ariz. Case No. 15-bk-06264) in Phoenix on May 20, 2015. The case is assigned to Judge Madeleine C. Wanslee. The Sec. 341(a) meeting of creditors is scheduled for June 23, 2015. The Debtor tapped Rob Charles, Esq., at Lewis Roca Rothgerber LLP, in Tucson, Arizona, as counsel. The Debtor sought to sell its sole asset -- 100% of the stock in The Apache Railway Company -- to Little Colorado River Water Conservation District. The Foundation proposes to convey the Stock for an amount equal to the payoff of the secured lenders' notes. The Lenders indicate that the balance was $7,225,582 as of April 6, 2015. The secured lenders are by Capital Recovery Group, LLC, Hackman Capital Equipment Acquisition Co., Rabin Worldwide, Inc., and Revere Finance LLC. SPECTRASCIENCE INC: 2nd Qtr Report Filed; Loses Continue to Mount ----------------------------------------------------------------- SpectraScience, Inc., filed with the Securities and Exchange Commission its financial report on Form 10-Q for the quarterly period ended June 30, 2015. SpectraScience said it has not earned any revenues for the past two quarters this year and for the fiscal year ended Dec. 31, 2014. At the end of 2013, it reported revenues of $240,000. For the second quarter of 2015, the Company posted a net loss of $2,452,951. SpectraScience said that, historically, its sources of cash have come from the issuance and sales of equity securities and convertible debentures. The historical cash outflows have been primarily used for operating activities including research, development, administrative and sales activities. Fluctuations in the Company's working capital due to timing differences of its cash receipts and cash disbursements also impact its cash flow. The Company expects to incur significant additional operating losses through at least the end of 2015, as it completes proof-of-concept trials, conducts outcome-based clinical studies and increases sales and marketing efforts to commercialize the WavSTAT4 Systems in Europe. SpectraScience warns that if it does not receive sufficient funding, there is substantial doubt that the Company will be able to continue as a going concern. The Company may incur unknown expenses or may not be able to meet its revenue forecast, and one or more of these circumstances would require the Company to seek additional capital. The Company may not be able to obtain equity capital or debt funding on terms that are acceptable. Even if the Company receives additional funding, such proceeds may not be sufficient to allow the Company to sustain operations until it becomes profitable and begins to generate positive cash flows from operations. As of June 30, 2015, the Company had a working capital deficit of $7,783,022 and cash of $42,235, compared to a working capital deficit of $5,732,125 and cash of $223,529 as of December 31, 2014. In December 2011, the Company entered into an Engagement Agreement with Laidlaw & Company (UK) Ltd., which Engagement Agreement was amended in July 2012. Under the Engagement Agreement, Laidlaw agreed to assist the Company in raising up to $20.0 million in capital over a two year period from the date of the Engagement Agreement. Subsequent to March 31, 2013, the Company has engaged other agents to assist the Company with raising capital and has commenced raising capital on its own. During the six months ended June 30, 2015, the Company raised $743,970, net of transaction costs of $76,780, under these agreements. However, if the Company does not receive additional funds in a timely manner, the Company could be in jeopardy as a going concern. The Company may not be able to find alternative capital or raise capital or debt on terms that are acceptable. Management believes that if the events defined in the Engagement Agreements occur as expected, or if the Company is otherwise able to raise a similar level of funds, such proceeds will be sufficient to allow the Company to sustain operations until it attains profitability and positive cash flows from operations. However, the Company may incur unknown expenses or may not be able to meet its revenue expectations requiring it to seek additional capital. In such event, the Company may not be able to find capital or raise capital or debt on terms that are acceptable. The holders of Convertible Debentures control the conversion of the Convertible Debentures and certain of the Convertible Debentures were not converted at their maturity constituting a potential default on the matured, but unconverted, Convertible Debentures. In the event of such default, principal, accrued interest and other related costs are immediately due and payable in cash. As of June 30, 2015, Convertible Debentures with a face value of $3,282,497 held by 55 individual investors are in default. None of these investors have served notice of default on the Convertible Debentures held by them. The Company said total assets were $1,888,042 and liabilities, all current, were $8,402,392 as of June 30, 2015. A copy of the Form 10-Q report is available at http://is.gd/TdnLP2 About SpectraScience SpectraScience, Inc. (OTC QB: SCIE) is a San Diego based medical device company that designs, develops, manufactures and markets spectrophotometry systems capable of determining whether tissue is normal, pre-cancerous or cancerous without physically removing tissue from the body. The WavSTAT(TM) Optical Biopsy System uses light to optically scan tissue and provide the physician with an immediate analysis. HJ Associates & Consultants LLP expressed substantial doubt about the Company's ability to continue as a going concern, citing that the Company has suffered recurring losses from operations and its ability to continue as a going concern is dependent on the Company's ability to attract investors and generate cash through issuance of equity instruments and convertible debt. The Company reported a net loss of $4.49 million on $nil in revenue for the year ended Dec. 31, 2014, compared to a net loss of $2.75 million on $240,000 of revenues in the same period in 2013. The Company's balance sheet at Dec. 31, 2014, showed $2.21 million in total assets, $6.59 million in total liabilities, and a stockholders' deficit of $4.38 million. SPECTRUM ACADEMY: S&P Assigns 'BB+' Rating on $17.92MM Bonds ------------------------------------------------------------ Standard & Poor's Ratings Services assigned its 'BB+' long-term rating to Utah Charter School Finance Authority's $17.92 million series 2015 fixed-rate charter school revenue bonds issued for Spectrum Academy (Spectrum). The outlook is stable. "While we believe Spectrum is well positioned to grow into the debt, the rating reflects the academy's volatile operating history, high pro forma debt service burden, and slim historical debt service coverage," said Standard & Poor's credit analyst Luke Gildner. Supporting the rating is Spectrum's very strong demand profile supporting enrollment growth, solid liquidity, and recent history of operating surpluses. Management plans to use the proceeds of the bonds to acquire the facilities the school currently occupies. Proceeds will also be used to construct additional classroom space at the school's Pleasant Grove campus. The stable outlook reflects S&P's expectation that during the next year management will meet enrollment projections and pro forma maximum annual debt service (MADS) coverage will improve from prior years. S&P also expects liquidity will remain relatively stable. S&P does not expect to take a positive rating action during the one-year outlook period, however, S&P could take a positive rating action if the charter school consistently meets financial projections resulting in MADS coverage in line with the investment-grade medians while maintaining or improving liquidity levels. S&P could lower the rating if enrollment does not increase as projected, operations weaken, or the balance sheet deteriorates. SPECTRUM ANALYTICAL: Ford Seeks Stay Relief for 2 Vehicles ---------------------------------------------------------- Ford Motor Credit Company LLC, formerly Ford Motor Credit Company, asks the U.S. Bankruptcy Court for the District of Massachusetts, Springfield Division, for relief from automatic stay in order to obtain possession and dispose of its collateral, a 2008 Mercury Milan and a 2014 Lincoln MKZ. Debtor Hanibal Technology, LLC, entered into a Retail Installment Contract, also known as Contract 1, with Sarat Ford Sales Inc., whereby the Debtor agreed to pay a total of $7,722.24, in connection with the purchase of a 2008 Mercury Milan. Hanibal also entered into a Retail Installment Contract, also known as Contract 2, with Sarat Ford Sales, Inc., whereby Hanibal agreed to pay a total of $59,390.36, in connection with the purchase of a 2014 Lincoln MKZ. Contracts 1 and 2 were duly assigned by Sarat Ford Sales, to Ford, which now holds and owns them. Pursuant to the terms and provisions of Contracts 1 and 2, Ford was granted and presently retains a purchase money security interest in the 2008 Mercury Milan and 2014 Lincoln MKZ, and any accessories, equipment and replacement parts installed in the vehicles. No other collateral exists securing these obligations. Hanibal is in default under the terms and provisions of Contracts 1 and 2, as follows: Contract 1 a. Balance Due: $502.87 b. Post-petition arrears: $502.85 (the loan matured July 4, 2015) Contract 2 a. Balance Due: $45,490.53 b. Post-petition arrears: $947.62 for the months of June 7, 2015 and July 7, 2015. Ford has ascertained that the fair market replacement values for: (i) the 2008 Mercury Milan is $7,575.00; and (ii) the 2014 Lincoln MKZ is $35,300.00. Mitchell J. Levine, Esq., at the Law Offices of Nair & Levin, P.C., in Bloomfield, Connecticut, tells the Court that the Debtors continue to enjoy the use and possession of the vehicles, subjecting the same to normal occupational wear and tear, thereby causing them to depreciate in value. Mr. Levine further tells the Court that the continued use of the vehicles will eventually render them useless, thereby causing Ford irreparable damage to its interests in the same. Ford Motor Credit Company is represented by: Mitchell J. Levine, Esq. LAW OFFICES OF NAIR & LEVIN, P.C. 707 Bloomfield Avenue Bloomfield, CT 06002 Telephone: (860)692-3164 E-mail: mlevine@nairlevin.com 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. Steven Weiss, the Chapter 11 trustee tapped Seth Schalow as restructuring consultant for the estate. TechKnowledgey Strategic Group, serves as his business broker, and Shatz Schwartz and Fentin. P.C., as his counsel. SPIRIT REALTY: S&P Affirms 'BB' CCR & Revises Outlook to Positive ----------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB' corporate credit rating on Spirit Realty Capital Inc. (Spirit) and revised the outlook to positive from stable. "The positive outlook reflects our view that Spirit will continue to grow its asset base in a financially prudent manner, largely with equity proceeds and asset sales," said credit Jaime Gitler. "The company has also reduced exposure to its top tenant, Shopko, through capital recycling of assets. Asset sales in the second quarter exceeded our expectations and led to more debt repayment than we forecast. If the company continues to grow in this manner, we could raise the corporate credit rating by one notch given the company would be operating with leverage closer to that of higher-rated peers." The positive outlook reflects S&P's view that the company's same-store portfolio will perform steadily and that a fairly aggressive appetite for investment growth will be funded primarily with equity and asset sales. S&P expects debt/EBITDA will hover around 7.0x and FCC will be in the mid-2x range over the next year. S&P could raise the ratings if the company continues to fund an aggressive, but successful growth strategy primarily with equity issuance and assets sales. This would result in debt to EBITDA falling below 7.0x and FCC rising above 2.3x on a sustained basis. S&P could change the outlook back to stable if the company's operating performance weakens or if Spirit invests using more debt financing than S&P expects, such that S&P expects debt to EBITDA to remain above 7.0x and FCC to stay below 2.3 on a sustained basis. SRP PLAZA: Court Approved Extension of Automatic Stay ----------------------------------------------------- SRP Plaza L.P. and U.S. Bank, N.A., sought and obtained from Judge August B. Landis of the U.S. Bankruptcy Court for the District of Nevada approval of their stipulation extending the automatic stay deadline from July 15, 2015, to August 14, 2015. Section 362(d)(3) of title 11 of the Bankruptcy Code provides that within 90 days after the filing of a petition, which is July 15, 2015 in the Debtor's case, the stay provided in Section 362 shall remain in effect so long as the single asset real estate debtor either files a plan of reorganization or has commenced monthly non-default interest payments to the secured creditor. SRP Plaza is represented by: Zachariah Larson, Esq. Matthew C. Zirzow, Esq. LARSON & ZIRZOW, LLC 810 S. Casino Center Blvd. #101 Las Vegas, NV 89101 Telephone: (702)382-1170 Facsimile: (702)382-1169 E-mail: zlarson@lzlawnv.com mzirzow@lzlawnv.com U.S. Bank is represented by: Abran E. Vigil, Esq. BALLARD SPAHR, LLP 100 North City Parkway, Suite 1750 Las Vegas, Nevada 89106-4617 Telephone: (702)471-7000 Facsimile: (702)471-7070 E-mail: vigila@ballardspahr.com - and - Dean C. Waldt, Esq. BALLARD SPAHR, LLP 1 East Washington Street, Suite 2300 Phoenix, AZ 85004-2555 Telephone: (602)798-5400 Facsimile: (602)798-5595 About SRP Plaza SRP Plaza, L.P., is the owner of a retail shopping center commonly known as "Mission Paseo Shopping Center" with addresses of 6985 and 7005 West Sahara Avenue and 2555 and 2585 South Rainbow Boulevard, Las Vegas, Nevada. SRP Plaza, L.P., a Single Asset Real Estate, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 15-12127) on April 16, 2015, to halt a receiver from taking control of the property. U.S. Bank National Association, as successor trustee for the registered holders of Bear Stearns Commercial Mortgage Securities, Inc., Commercial Pass-Through Certificates, Series 20015-PW37, declared an event of default under a Deed of Trust dated on Dec. 7, 2004, and recorded against the real property of SRP on Dec. 9, 2004 as Instrument No. 20041209-0003438. On March 31, 2014, the Bank filed a complaint for appointment of a receiver in the Eight Judicial District Court, Clark County, Nevada, being Case No. A-15-71622 against SRP, and on April 9, 2015, filed an application for the appointment of a receiver seeking the potential seizure of control of SRP's property, which actions, if allowed to proceed, would cause significant and irreparable harm to SPR, its creditors and other parties-in-interest. The bankruptcy case is assigned to Judge August B. Landis. The Debtor disclosed $10,481,975 in assets and $7,327,546 in liabilities as of the Chapter 11 filing. SRP Plaza is represented by Zachariah Larson, Esq., Matthew C. Zirzow, Esq. and Shara L. Larson, Esq. at Larson & Zirzow, LLC in Las Vegas, Nevada. STEREOTAXIS INC: Reports 2015 Second Quarter Financial Results -------------------------------------------------------------- Stereotaxis, Inc., reported a net loss of $1.5 million on $9.6 million of total revenue for the three months ended June 30, 2015, compared to a net loss of $1.9 million on $8 million of total revenue for the same period in 2014. For the six months ended June 30, 2015, the Company reported a net loss of $4.6 million on $19.2 million of total revenue compared to a net loss of $6.1 million on $16.4 million of total revenue for the six months ended June 30, 2014. As of June 30, 2015, the Company had $19.9 million in total assets, $35.8 million in total liabilities and a $15.8 million total stockholders' deficit. At June 30, 2015, Stereotaxis had cash and cash equivalents of $3.6 million, compared to $4.4 million at March 31, 2015. "Compared to a year ago, revenue for the second quarter increased 20% and revenue for the first half of 2015 increased 17%, reflecting stronger system revenue," said William C. Mills, Stereotaxis chief executive officer. "This is the third consecutive quarter in which we converted two Niobe ES magnetic navigation system sales to revenue. At the same time, we achieved a 31% decrease in operating loss for the first six months compared to the same period a year ago." A copy of the press release is available for free at: http://is.gd/SI4HEd About Stereotaxis Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer and developer of a suite of navigation systems in interventional surgical procedures. The Company's Epoch Solution is used in the treatment of arrhythmias and coronary artery disease. Stereotaxis reported a net loss of $5.20 million in 2014, a net loss of $68.8 million in 2013 and a net loss of $9.23 million in 2012. Ernst & Young LLP, in St. Louis, Missouri, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has incurred recurring operating losses and has a net capital deficiency. These conditions raise substantial doubt about the Company's ability to continue as a going concern. STONEWALL FARM: Case Summary & 3 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Stonewall Farm Ocala, LLC 800 SW 85th Avenue Ocala, FL 34481 Case No.: 15-03677 Chapter 11 Petition Date: August 17, 2015 Court: United States Bankruptcy Court Middle District of Florida (Jacksonville) Debtor's Counsel: Robert D Wilcox, Esq. WILCOX LAW FIRM 814 Highway A1A North, Suite 202 Ponte Vedra Beach, FL 32082 Tel: 904-405-1248 Email: rw@wlflaw.com Total Assets: $4.23 million Total Liabilities: $2.17 million The petition was signed by Richard Haisfield, authorized individual. List of Debtor's three Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Creditors Comm./ Haisfield Alleged claim for Unknown avoidable transfers Reese Henry & Co. Accounting services $17,670 Stonewall Phoenix, LLC Management services $66,811 SULLIVAN INT'L: Sullivan Hill OK'd as General Bankruptcy Counsel ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of California authorized Sullivan International Group, Inc., to employ Sullivan Hill Lewin Rez & Engel as general bankruptcy counsel, nunc pro tunc to April 6, 2015. The compensation of the firm will be at the expense of the Debtor's estate. No fees or costs will be paid to the firm without prior authorization from the Court. About Sullivan International Sullivan International Group, Inc., an environmental engineering provider, commenced a Chapter 11 bankruptcy case (Bankr. S.D. Cal. Case No. 15-02281) in San Diego, California, on April 6, 2015. Steven E. Sullivan signed the petition as chief executive officer. The Debtor disclosed total assets of $16.27 million and total Debts of $17.25 million. James P. Hill, Esq., at Sullivan, Hill, Lewin, Rez & Engel, APLC, in San Diego, represents the Debtor as counsel. The U.S. Trustee overseeing the Debtor's bankruptcy case appointed DeNovo Constructors Inc., Tetra Tech Inc., Park Construction Co., Energy Solutions, Wittie Letsche & Waldo LLP, Lawson Environmental Service, Meyer Construction Inc., Cascade Drilling LP, and McMillin NTC 903/904 LLC to serve on the official committee of unsecured creditors. The Committee is represented by Thomas R. Fawkes, Esq., and Brian J. Jackiw, Esq., at Goldstein & McClintock LLLP. SULLIVAN INTERNATIONAL: 3C Advisors Approved as Financial Advisor ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of California authorized Sullivan International Group, Inc., to employ 3C Advisors & Associates, Inc., as financial advisor, nunc pro tunc to April 6, 2015. The U.S. Trustee and the Official Committee of Unsecured Creditors objected to the application, and the Debtor filed replies to the objections, noting that the Court must overrule the objections. The Committee, in its limited objection, noted that it has concerns about several aspects of the proposed fee structure. First, the Debtor proposes to significantly increase 3C's compensation postpetition despite the fact that the services being provided have for all practical purposes remained the same. The terms upon which 3C agreed to be engaged pre-bankruptcy should be more than sufficient -- 3C should not be given a substantial "raise" for providing the same services now that the Debtor has sought bankruptcy protection. Second, the structure of the enhanced postpetition fee structure is separately problematic in several ways. The U.S. Trustee, in its objection, stated that the Court must deny the application because the Court pointed out that insurance was unavailable for the proposed professional or that elimination of the provisions would increase fees. The U.S. Trustee also requested that the Court disapprove the indemnification section of the retention agreement. The Committee is represented by: Thomas R. Fawkes, Esq. Brian J. Jackiw, Esq. GOLDSTEIN & MCCLINTOCK LLLP 208 S. LaSalle Street, Suite 1750 Chicago, IL 60604 Tel: (312) 337-7700 Fax: (312) 277-2305 Christopher Celentino, Esq. BALLARD SPAHR LLP 655 West Broadway, Suite 1600 San Diego, CA 92101-8494 Tel: (619) 487-0797 Fax: (619) 969-9269 About Sullivan International Sullivan International Group, Inc., an environmental engineering provider, commenced a Chapter 11 bankruptcy case (Bankr. S.D. Cal. Case No. 15-02281) in San Diego, California, on April 6, 2015. Steven E. Sullivan signed the petition as chief executive officer. The Debtor disclosed total assets of $16.27 million and total Debts of $17.25 million. James P. Hill, Esq., at Sullivan, Hill, Lewin, Rez & Engel, APLC, in San Diego, represents the Debtor as counsel. The U.S. Trustee overseeing the Debtor's bankruptcy case appointed DeNovo Constructors Inc., Tetra Tech Inc., Park Construction Co., Energy Solutions, Wittie Letsche & Waldo LLP, Lawson Environmental Service, Meyer Construction Inc., Cascade Drilling LP, and McMillin NTC 903/904 LLC to serve on the official committee of unsecured creditors. The Committee is represented by Thomas R. Fawkes, Esq., and Brian J. Jackiw, Esq., at Goldstein & McClintock LLLP. TALOS ENERGY: S&P Raises Corp. Credit Rating to 'B', Outlook Stable ------------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Houston-based Talos Energy LLC to 'B' from 'B-'. The rating outlook is stable. S&P also raised its issue-level rating on the company's existing senior unsecured notes to 'B-' from 'CCC+'. The recovery rating remains '5', indicating S&P's expectation for modest (the higher end of the 10% to 30% range) recovery in the event of a payment default. "The upgrade reflects our belief that Talos will continue to maintain solid credit measures over the next one to two years, helping to offset weaknesses associated with its business risk profile, and bringing the company's credit worthiness in line with other 'B' rated peers," said Standard & Poor's credit analyst Daniel Krauss. Standard & Poor's views Talos' business profile as "vulnerable." S&P assess Talos' financial risk as "aggressive," due to S&P's assessment that there is the possibility it could look to additional acquisitions to increase reserves. S&P considers liquidity to be "adequate" because it projects liquidity sources will exceed uses by at least 1.2x for the next 12 months. The stable outlook reflects S&P's expectation that the company will manage its future growth strategy prudently, while maintaining adequate liquidity and appropriate credit measures. In S&P's base case scenario, it expects that the company will maintain the key ratio of funds from operations to total debt of about 20% and debt to EBITDA sustained below 4x. S&P could lower the ratings if the company is unable to maintain production, costs, or spending in line with S&P's current forecast. S&P could foresee such a scenario if the company encounters takeaway issues in the Gulf or if the company's spending program is higher than contemplated without a commensurate increase in production. In S&P's downside scenario, it could consider a downgrade if FFO to debt dropped below 12% (pro forma for acquisitions) on a sustainable basis, without an expectation for improvement over the next year or two. S&P could also consider a lower rating if a large acquisition or deterioration in operating performance caused the company's liquidity position to deteriorate such that S&P considers it to be "less than adequate." Given the company's private equity ownership and limitations in its business risk profile, including a relatively limited scale, scope, and diversity, S&P considers the possibility of an upgrade over the next year as unlikely. TELKONET INC: Posts $523,500 Net Income for Second Quarter ---------------------------------------------------------- Telkonet, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income attributable to common stockholders of $523,511 on $4.7 million of total net revenue for the three months ended June 30, 2015, compared to net income attributable to common stockholders of $183,122 on $4.3 million of total net revenue for the same period a year ago. For the six months ended June 30, 2015, the Company reported a net loss attributable to common stockholders of $238,820 on $7.3 million of total net revenue compared to a net loss attributable to common stockholders of $630,847 on $6.9 million of total net revenue for the same period during the prior year. As of June 30, 2015, the Company had $10.9 million in total assets, $5.4 million in total liabilities and $5.6 million in total stockholders' equity. Jason Tienor, Telkonet's CEO commented, "The earnings power in our business model was evident in the second quarter as our profits grew and margins expanded. We also executed a number of key strategic agreements in Q2, including a partnership with Samsung to release and deploy the fully integrated Smart Hospitality Room. Additionally, we entered into an agreement with Trane, a world leader in air conditioning systems, services and solutions and a subsidiary of Ingersoll Rand, to market and promote our EcoSmart platform throughout their hospitality sales channel. Finally, we launched the evolutionary new EcoTouch, a beautifully simple touchscreen wireless thermostat, at HITEC 2015. The EcoTouch offers innovative new features and essential aesthetic attributes that successfully position us to participate in high-end hospitality, international and consumer markets. Looking forward, we’ll utilize this financial and strategic momentum to enable our continued year over year topline growth while driving profitability for full year 2015 as we continue ahead into our seasonably strong third and fourth quarter." Mr. Tienor added, "The Company’s commitment to the growth of our channel sales through resellers, integrators, engineers and value added distribution partners is gaining momentum. Product revenue derived from channel partners increased by 162% sequentially and 64% year over prior year. Moreover, we're also experiencing increased activity in all target markets and have generated a robust pipeline for our EcoSmart intelligent automation platform. We remain dedicated to capitalizing on the interest in energy efficiency and growing attention to the Internet of Things (IoT), while expanding our target audience both in the United States and worldwide." A full-text copy of the Form 10-Q is available for free at: http://is.gd/6Bu7f5 About Telkonet Milwaukee, Wisconsin-based Telkonet, Inc., is a clean technology company that develops and manufactures proprietary energy efficiency and smart grid networking technology. Telkonet reported a net loss attributable to common stockholders of $95,400 in 2014 following a net loss attributable to common stockholders of $4.9 million in 2013. BDO USA, LLP, in Milwaukee, Wisconsin, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has a history of losses from operations, a working capital deficiency, and an accumulated deficit of $121,906,017 that raise substantial doubt about its ability to continue as a going concern. TEMBEC INC: S&P Revises Outlook to Negative & Affirms 'B-' CCR -------------------------------------------------------------- Standard & Poor's Ratings Services said it revised its outlook on Tembec Inc. to negative from stable and affirmed its 'B-' long-term corporate credit rating on the company. At the same time, Standard & Poor's revised its recovery rating on Tembec's senior secured notes to '4' from '3', indicating S&P's expectation of average (30%-50%; higher end of the range) recovery in a default scenario. Standard & Poor's also affirmed its 'B-' issue-level rating on the notes. "The outlook revision reflects what we consider a weak pricing environment for the company's specialty cellulose pulp and lumber that more than offsets the benefits of a weaker Canadian dollar against the U.S.," said Standard & Poor's credit analyst Alessio Di Francesco. The outlook revision also reflects Standard & Poor's expectation that Tembec's adjusted EBITDA interest coverage will remain below 1.5x and liquidity will be constrained over the next 12 months. The ratings on Tembec reflect what Standard & Poor's views as the company's "vulnerable" business risk profile and "highly leveraged" financial risk profile. S&P bases its assessment of Tembec's business risk profile on the company's position in the highly fragmented and cyclical lumber, paper pulp, and paper segments, which account for the majority of Tembec's cash flow generation. S&P believes the company's cost profile in these segments is weaker than the industry average, as demonstrated by below-average EBITDA margins and greater earnings volatility than that of Tembec's peers. S&P considers Tembec a large producer of specialty cellulose pulp, with a global market share of about 15% based on capacity. S&P believes specialty cellulose to be a niche market with a favorable demand profile and higher barriers to entry when compared to the company's other segments. However, in S&P's view the market is oversupplied, contributing to depressed product pricing and weak year-to-date results for Tembec. S&P expects performance from this segment to remain under pressure through fiscal 2016. That said, S&P believes Tembec will realize the benefits associated with the new turbine commissioned earlier this year at the company's Temiscaming mill, which we believe will contribute C$25 million-C$30 million of annual electricity sales and improve productivity. The company's performance in its forest products segment is also trending below what S&P had expected in 2014 due in part to soft North American construction demand and increased per unit fiber costs that S&P believes will result in lower shipments and average lumber prices in fiscal 2015 when compared to the same period last year. The negative outlook reflects Standard & Poor's expectation that Tembec's adjusted EBITDA interest coverage will remain below 1.5x and liquidity constrained over the next 12 months. It also reflects S&P's view that weak market conditions in the company's specialty cellulose segment and softer-than-expected lumber demand in North America have increased the likelihood that S&P could lower its ratings on the company over the next 12 months S&P could lower the ratings if it believes the company's adjusted EBITDA interest coverage will be below 1.5x on a sustained basis or liquidity deteriorates. This could occur if Tembec's weak year-to-date operating performance does not improve resulting in EBITDA and cash flow generation trending weaker than S&P's base-case forecast. S&P could revise the outlook to stable if the company's profitability and cash flow generation improve in line with S&P's base-case forecast and it believes that Tembec can maintain adjusted EBITDA interest coverage above 1.5x on a sustained basis with "adequate" liquidity. TOWNSQUARE MEDIA: S&P Affirms 'B' CCR, Outlook Stable ----------------------------------------------------- Standard & Poor's Ratings Services said that it affirmed its 'B' corporate credit rating on Greenwich, Conn.-based Townsquare Media Inc. The rating outlook is stable. At the same time, S&P lowered its issue-level rating on Townsquare's senior unsecured notes to 'CCC+' from 'B-' and revised the recovery rating to '6' from '5'. The '6' recovery rating indicates S&P's expectation for negligible recovery (0%-10%) of principal in the event of a payment default. S&P also affirmed its 'BB-' issue-level and '1' recovery ratings on the company's upsized $370 million senior secured credit facility. "Our 'B' corporate rating on Townsquare is based on our 'weak' business risk profile and 'highly leveraged' financial risk profile assessments," said Standard & Poor's credit analyst Heidi Zhang. The stable outlook on Townsquare reflects S&P's expectation that the company will maintain "adequate" liquidity, leverage in the 5x-6x area, and moderate discretionary cash flow over the next 12 months. TRANS-LUX CORP: Incurs $582,000 Net Loss in Second Quarter ---------------------------------------------------------- Trans-Lux Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $582,000 on $6 million of total revenues for the three months ended June 30, 2015, compared to a net loss of $2.5 million on $5.9 million of total revenues for the same period a year ago. For the six months ended June 30, 2015, the Company reported a net loss of $1.2 million on $10.4 million of total revenues compared to a net loss of $2.6 million on $12.3 million of total revenues for the same period during the prior year. As of June 30, 2015, the Company had $15 million in total assets, $18.3 million in total liabilities and a $3.2 million total stockholders' deficit. "We are pleased with the improved operating results and the improvements in our various sales channels," said J.M. Allain, Trans-Lux president and chief executive officer. "As a result, we are now well positioned going into the third quarter with a strong backlog." A full-text copy of the Form 10-Q is available for free at: http://is.gd/YqgDmA About Trans-Lux Corporation Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a designer and manufacturer of digital signage display solutions for the financial, sports and entertainment, gaming and leasing markets. Trans-Lux Corporation incurred a net loss of $4.62 million on $24.4 million of total revenues for the year ended Dec. 31, 2014, compared with a net loss of $1.86 million on $20.9 million of total revenues for the year ended Dec. 31, 2013. BDO USA, LLP, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has suffered recurring losses from operations and has a significant working capital deficiency that raise substantial doubt about its ability to continue as a going concern. Further, the auditors said, the Company is in default of the indenture agreements governing its outstanding 9 1/2% Subordinated debentures which were due in 2012 and its 8 1/4% Limited convertible senior subordinated notes which were due in 2012 so that the trustees or holders of 25% of the outstanding Debentures and Notes have the right to demand payment immediately. Additionally, the Company has a significant amount due to their pension plan over the next 12 months. TRANSGENOMIC INC: Reports Second Quarter 2015 Financial Results --------------------------------------------------------------- Transgenomic, Inc. reported a net loss available to common stockholders of $3.6 million on $7 million of net sales for the three months ended June 30, 2015, compared to a net loss available to common stockholders of $4.2 million on $6.7 million of net sales for the same period in 2014. For the six months ended June 30, 2015, the Company reported a net loss available to common stockholders of $6.9 million on $13.5 million of net sales compared to a net loss available to common stockholders of $8.6 million on $13 million of net sales for the same period during the prior year. As of June 30, 2015, the Company had $31.4 million in total assets, $20.5 million in total liabilities and $10.9 million in stockholders' equity. Cash and cash equivalents were $2.3 million at June 30, 2015, compared with $1.6 million in cash and cash equivalents at Dec. 31, 2014. As previously announced, during the first quarter of 2015 the Company completed financings that raised approximately $7.1 million in net proceeds. Additionally, in July 2015, the Company completed a private placement financing in which it raised approximately $2.7 million in net proceeds. "Transgenomic made solid progress in the second quarter in our ongoing transformation into an advanced technology company primarily focused on commercializing the many applications of our Multiplexed ICE COLD-PCR (MX-ICP) technology," said Paul Kinnon, president and chief executive officer. "Importantly, we reported good increases in sales in our strategically important businesses, with overall net sales up four percent year over year, and up 11% after adjusting for our divested Surveyor Kit product line. In the key Laboratory Services segment, we recorded a 26% increase in sales compared to the year-earlier period, as the impact of new product introductions began to manifest. At the same time, we were successful in continuing to manage costs, with operating expenses down compared to the second quarter in 2014 despite our investments in new products. We also are very pleased to report that gross margins in the quarter strengthened compared to last year, rising to 41% compared to 35% in 2014, a level we expect to maintain and seek to further improve." A full-text copy of the press release is available at: http://is.gd/D1c7xS About Transgenomic Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global biotechnology company advancing personalized medicine in cardiology, oncology, and inherited diseases through its proprietary molecular technologies and world-class clinical and research services. The Company is a global leader in cardiac genetic testing with a family of innovative products, including its C-GAAP test, designed to detect gene mutations which indicate cardiac disorders, or which can lead to serious adverse events. Transgenomic has three complementary business divisions: Transgenomic Clinical Laboratories, which specializes in molecular diagnostics for cardiology, oncology, neurology, and mitochondrial disorders; Transgenomic Pharmacogenomic Services, a contract research laboratory that specializes in supporting all phases of pre-clinical and clinical trials for oncology drugs in development; and Transgenomic Diagnostic Tools, which produces equipment, reagents, and other consumables that empower clinical and research applications in molecular testing and cytogenetics. Transgenomic believes there is significant opportunity for continued growth across all three businesses by leveraging their synergistic capabilities, technologies, and expertise. The Company actively develops and acquires new technology and other intellectual property that strengthens its leadership in personalized medicine. Transgenomic reported a net loss available to common stockholders of $15.1 million in 2014, a net loss available to common stockholders of $16.7 million in 2013 and a net loss available to common stockholders of $8.98 million in 2012. Ernst & Young LLP, in Hartford, Connecticut, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. VERMILLION INC: Incurs $4.8 Million Net Loss in Second Quarter -------------------------------------------------------------- Vermillion, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $4.8 million on $535,000 of total revenue for the three months ended June 30, 2015, compared to a net loss of $5.55 million on $324,000 of total revenue for the same period during the prior year. For the six months ended June 30, 2015, the Company reported a net loss of $8.9 million on $1.5 million of total revenue compared to a net loss of $9.5 million on $629,000 of total revenue for the same period a year ago. As of June 30, 2015, the Company had $12.3 million in total assets, $3.1 million in total liabilities and $9.2 million in total stockholders' equity. Valerie Palmieri, president and CEO of Vermillion, Inc., stated, "We are on track with our Q2 2015 milestone plan which includes marked progress on our OVA2 FDA submission and two substantial OVA2 posters presented at the American Society of Clinical Oncology (ASCO) annual meeting. On the commercialization front, ASPiRA Labs received its clinical laboratory permit for New York state in 13 months of opening the lab, which expedites our testing in all 50 states. The ASPiRA Labs Sales Team established 118 new accounts in Q2 versus 19 accounts in Q1. This translated into a 60% increase in kits released by ASPiRA Labs in Q2 versus Q1. We believe these are key early indicators of potential growth with new ordering physicians and sites. We also started Q3 with a successful $18.8M underwritten public offering of our common stock to fund our domestic and international commercialization and bioinformatics platform investments." As of June 30, 2015, cash and equivalents totaled $10.9 million. This excludes the estimated net proceeds of $17.5 million from Vermillion's July 2015 stock offering. Vermillion utilized $5.1 million in cash in the second quarter of 2015 and paid an additional $1.3 million to repurchase common stock from Quest Diagnostics. Vermillion expects to utilize $4.7 million to $5.5 million in cash in the third quarter of 2015. A full-text copy of the Form 10-Q is available for free at: http://is.gd/J1VxD0 About Vermillion Vermillion, Inc., is dedicated to the discovery, development and commercialization of novel high-value diagnostic tests that help physicians diagnose, treat and improve outcomes for patients. Vermillion, along with its prestigious scientific collaborators, has diagnostic programs in oncology, hematology, cardiology and women's health. The Company filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 09-11091) on March 30, 2009. Vermillion's legal advisor in connection with its successful reorganization efforts wass Paul, Hastings, Janofsky & Walker LLP. Vermillion emerged from bankruptcy in January 2010. The Plan called for the Company to pay all claims in full and equity holders to retain control of the Company. Vermillion reported a net loss of $19.2 million in 2014, a net loss of $8.81 million in 2013 and a net loss of $7.14 million in 2012. VUZIX CORP: Posts $2.70 Million Net Loss for Second Quarter ----------------------------------------------------------- Vuzix Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss available to common shareholders of $2.70 million on $428,000 of total sales for the three months ended June 30, 2015, compared with net earnings available to common shareholders of $239,000 on $723,000 of total sales for the same period in 2014. For the six months ended June 30, 2015, the Company reported a net loss available to common shareholders of $8.2 million on $1.2 million of total sales compared to net earnings available to common shareholders of $1.7 million on $1.5 million of total sales for the same period during the prior year. As of June 30, 2015, Vuzix had $24.3 million in total assets, $2.9 million in total liabilities and $21.3 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/Ecp5di About Vuzix Corporation Vuzix -- http://www.vuzix.com/-- is a supplier of Video Eyewear products in the consumer, commercial and entertainment markets. The Company's products, personal display devices that offer users a portable high quality viewing experience, provide solutions for mobility, wearable displays and virtual and augmented reality. Vuzix holds 33 patents and 15 additional patents pending and numerous IP licenses in the Video Eyewear field. Founded in 1997, Vuzix is a public company with offices in Rochester, NY, Oxford, UK and Tokyo, Japan. The net loss for the year 2014 was $7.87 million versus a net loss of $10.1 million in 2013. WALTER ENERGY: Files 2015.3 Report With Bankruptcy Court -------------------------------------------------------- Walter Energy, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Alabama on Aug. 13, 2015, a periodic report regarding the value, operations, and profitability of entities in which the estate of the Company holds a substantial or controlling interest for the period ended June 30, 2015. The parent company disclosed that it holds 100% interest in: * Walter Energy Canada Holdings, Inc. * Walter Canadian Coal Partnership * Wolverine Coal ULC * Wolverine Coal Partnership * Brule Coal ULC * Brule Coal Partnership * Cambrian Energybuild Holdings ULC * Willow Creek Coal ULC * Willow Creek Coal Partnership * Pine Valley Coal Ltd. * 0541237 BC, Ltd. * Energybuild Group Limited * Energybuild Holdings Ltd. * Energybuild Opencast Ltd. * Energybuild Mining Ltd. * Energybuild Ltd. * Mineral Extraction and Handling Ltd. * Cardem Insurance Co. Ltd. The parent company disclosed that it holds 50% interest in: * Belcourt Saxon Coal, Ltd. * Belcourt Saxon Coal Limited Partnership * Black Warrior Methane Corp. * Black Warrior Transmission Corp. The so-called 2015.3 Report is available at no extra charge at http://is.gd/q2BAle Walter Energy said in a regulatory filing with the Securities and Exchange Commission that the Company's independent accountants have not examined, compiled or otherwise applied procedures to the financial information and, accordingly, do not express an opinion or any other form of assurance with respect to the financial information. About Walter Energy Walter Energy -- http://www.walterenergy.com/-- is a publicly traded "pure-play" 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. Walter Energy employs approximately 2,700 employees, with operations in the United States, Canada and the United Kingdom. For the year ended Dec. 31, 2014, the Company reported a net loss of $471 million following a net loss of $359 million in 2013. Walter Energy, Inc., and its affiliates sought Chapter 11 protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham, Alabama on July 15, 2015. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree Deakins LLP, as labor and employment counsel; Maynard, Cooper & Gale, P.C., as special counsel; Blackstone Advisory Services, L.P., as investment banker; AlixPartners, LLP, as financial advisor, and Kurtzman Carson Consultants LLC, as claims and noticing agent. Walter Energy disclosed total assets of $5.2 billion and total debt of $5 billion as of March 31, 2015. J. Thomas Corbett, the bankruptcy administrator for the Northern District of Alabama, has appointed 13 members to the official committee of unsecured creditors, including Pension Benefit Guaranty Corp. and Nelson Brothers, LLC. WAVE SYSTEMS: Gets NASDAQ Listing Non-Compliance Notice ------------------------------------------------------- Wave Systems Corp. on Aug. 12 disclosed that on August 11, 2015, the Company received notice from the NASDAQ Listings Qualifications Staff indicating that the Company no longer satisfies the minimum $35 million market value of listed securities requirement as required for continued listing on The NASDAQ Capital Market and set forth in NASDAQ Listing Rule 5550(b)(2). In accordance with the NASDAQ Listing Rules, the Company has been provided a grace period of 180 calendar days, through February 8, 2016, to evidence compliance with the Rule. In order to satisfy the Rule, the Company must evidence a market value of listed securities of at least $35 million for a minimum of 10 consecutive business days. The notice has no effect on the listing or trading of the Company's common stock on The NASDAQ Capital Market during the 180 day grace period. As disclosed on July 20, 2015, the Company was previously notified by NASDAQ that, based upon its continued non-compliance with the minimum bid price requirement, the Company's securities would be subject to delisting from NASDAQ unless the Company timely requested a hearing before the NASDAQ Hearings Panel. The Company has requested and been granted a hearing date relating to the bid price deficiency, at which hearing the Company will discuss its plans to evidence compliance with all applicable listing criteria, including its anticipated compliance with the Rule within the grace period provided by the Staff. About Wave Systems Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) -- http://www.wave.com/-- develops, produces and markets products for hardware-based digital security, including security applications and services that are complementary to and work with the specifications of the Trusted Computing Group, an industry standards organization comprised of computer and device manufacturers, software vendors and other computing products manufacturers. Wave Systems reported a net loss of $12.9 million in 2014, a net loss of $20.3 million in 2013 and a net loss of $34 million in 2012. As of March 31, 2014, the Company had $8.74 million in total assets, $17.1 million in total liabilities and a $8.37 million total stockholders' deficit. KPMG LLP, in Hartford, Connecticut, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014. The independent auditors noted that Wave Systems Corp. has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. WILTON BRANDS: Moody's Cuts Probability of Default Rating to Ca-PD ------------------------------------------------------------------ Moody's Investors Service downgraded Wilton Brands, LLC Probability of Default Rating (PDR) to Ca-PD from Caa2-PD, and affirmed all of its other ratings. The downgrade reflects a high probability of default in the near term in light of the company's offer to convert a term loan at Wilton Sub Holdings Inc. (Holdco), an indirect parent of Wilton, into preferred equity. The conversion is one component of its request for an amendment to Wilton's term loan credit agreement. Wilton is asking lenders to increase the cushion under its financial covenants in its amendment request. Moody's will consider the conversion of Holdco debt into preferred equity -- if it occurs -- as a distressed exchanged, which Moody's considers a default. "Post conversion, Wilton's leverage metrics will significantly improve as a material amount of debt within the Wilton enterprise (approximately $500 million) is converted into equity", said Dominick D'Ascoli, Vice President at Moody's. "While the lower debt will benefit credit quality, challenges remain" he continued. Wilton must continue to deal with its multi-year decline in revenue caused by the secular decline in some products as consumers shift towards digital media and other competing leisure-time activities, as well as private label competition. It will also need to successfully refinance its term loan prior to December 2017 when amortization steps up to $65 million per quarter -- a level which, in Moody's view, the company will be unable to service. Moody's expects that Wilton's Corporate Family Rating (CFR) will be upgraded to Caa1 at the close of the conversion. Moody's also expects Wilton's term loan rating to be downgraded to Caa1 or Caa2. This reflects its junior position relative to the company's asset-based revolver and the fact that a substantial amount of lower priority obligations (i.e. the Holdco debt) will be removed from the capital structure. Rating Downgraded: Wilton Brands, LLC -- Probability of Default Rating to Ca-PD from Caa2-PD Ratings Affirmed: Wilton Brands, LLC -- Corporate Family Rating at Caa2 -- Senior Secured Term Loan due 08/30/18 at B3 (LGD 3) The rating outlook is negative. RATINGS RATIONALE Wilton's Caa2 CFR and Ca-PD PDR reflect the likelihood of the company pursuing a debt restructuring or other transaction that Moody's considers a distressed exchange and hence a default. The probability of such an event is high given Wilton's very high financial leverage and weak liquidity. Wilton has proposed converting Holdco debt to preferred equity as part of an amendment request. Moody's will consider Wilton's conversion of Holdco debt into preferred equity -- if it occurs -- as a distressed exchanged, which Moody's considers a default. Ratings also reflect Moody's expectation of a continued drop in revenues and earnings driven by the secular decline in some products as consumers shift towards digital media and other competing leisure-time activities as well as private label competition. These negative credit factors overshadow Wilton's strong brands and leading positions in certain product categories. The negative rating outlook reflects Moody's expectation that Wilton will be unable to meet increasing amortization payments in the fourth quarter of 2017, a ballooning Holdco loan balance with a high likelihood of a distressed exchange, continued credit metric deterioration without the proposed conversion, and a declining revenue trend. Ratings could be lowered if operating results or liquidity deteriorate. Ratings could also be lowered if there is an increase in the probability of any other transaction that Moody's would consider a distressed exchange. Rating could be raised if revenue stabilizes, cash flow and operating profit grow significantly, and there is a material strengthening of liquidity. Ratings could also be raised upon completion of the Holdco debt to preferred equity conversion. The principal methodology used in these ratings was Global Packaged Goods published in June 2013. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Headquartered in Woodridge, Illinois, Wilton Brands LLC is a leading supplier in the U.S. crafts industry. It sells a wide range of products including those for baking, cake decorating, other food crafting, specialty housewares, sewing patterns, knitting, crocheting, sewing, fashion crafts, needlecraft, home decorating, paper crafting and memory keeping. Revenue was $633 million for the twelve months ended March 31, 2015. TowerBrook Capital Partners is the company's controlling equity sponsor. WILTON HOLDINGS: S&P Lowers CCR to 'CC', Outlook Remains Negative ----------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Woodbridge, Ill.-based Wilton Holdings Inc. to 'CC' from 'CCC+'. The outlook remains negative. Concurrently, S&P lowered its issue-level ratings on the company's $400 million term loan due 2019 to 'CC' from 'CCC+'. The recovery rating remains unchanged at '3' indicating S&P's expectation for meaningful (50% to 70%) recovery, at the upper end of the range, in the event of a payment default. Pro forma for the proposed transaction, S&P estimates Wilton will have $1.3 billion in adjusted debt outstanding. This includes S&P's adjustments for operating leases and $896 million in both proposed preferred equity and existing equity units, which S&P views as debt. "The downgrades follow Wilton's announced offer to convert its holdco PIK notes to preferred equity, which is a more junior position but at the same 17% PIK interest rate as the current holdco notes, and there will be no maturity on the preferred stock," said Standard & Poor's credit analyst Beverly Correa. "Based on these changes to the original terms of the notes, we view the exchange as distressed and tantamount to a default." "In our view, the offer is distressed rather than opportunistic because there is a real possibility of a conventional default over the short term given the company's highly leveraged capital structure and very thin covenant cushion levels," added Ms. Correa. The holdco PIK notes were supposed to mature Aug. 30, 2019, and had an initial 10% PIK and 7% cash rate. In November 2014, Wilton amended its agreement to accumulate the cash portion. Wilton's existing term loan, with roughly $283.4 million outstanding as of June 30, 2015, is due Aug. 30, 2018, and its $125 million ABL revolver is due Aug. 30, 2017. The term loan amortization and prepayment increase substantially, to roughly $42 million in fiscal 2015, $40 million in 2016, and $95 million in 2017. Therefore, Standard & Poor's believes that it is essential that the company have access to its revolving credit facility to meet its debt obligations as amortization steps up. In addition to the proposed transaction, Wilton will seek an amendment to its existing term loan to increase covenant cushion. Cushion levels are expected to be set with at least 20% cushion. Currently, the company maintains $10 million in cash at its Cupcake Holdings LLC level to cure any covenant violations. Performance through the second quarter ended June 30, 2015, has been slightly below S&P's forecasts due to continued foreign currency headwinds, timing shift of sales, and declines in the paper crafting industry, as well as underperformance in the European and Canadian markets. ZUCKER GOLDBERG: Has Interim OK to Use Chase Cash Collateral ------------------------------------------------------------ Judge Christine M. Gravelle of the U.S. Bankruptcy Court for the District of New Jersey gave Zucker Goldberg & Ackerman, LLC, interim authority to use cash collateral securing its prepetition indebtedness from JPMorgan Chase Bank, N.A. As of the Petition Date, the Debtor was indebted to Chase in the aggregate principal amount of $2.850 million, plus accrued and unpaid interest, and all fees, expenses and other obligations, including any attorneys' and other advisors' fees. The final hearing to consider entry of a final order is scheduled for Aug. 24, 2015, at 2:00 p.m. Any party-in-interest must file objections no later than Aug. 20. Zucker, Goldberg & Ackerman, LLC sought Chapter sought Chapter 11 bankruptcy for protection on Aug. 3, 2015 (Bankr. D. N.J., Case No. 15-24585). The petition was signed by Michael S. Ackerman as managing member. The Debtor reported total assets of $11.5 million and total liabilities of $53.3 million as of June 30, 2015. Wasserman, Jurista & Stolz, P.C. serves the Debtor as counsel. Brown, Moskowitz & Kallen, P.C. acts as the Debtor's litigation counsel. The Debtor's noticing and balloting agent is BMC Group, Inc. The case is assigned to Judge Christine M. Gravelle. [*] Fitch: Mixed Creditor Recovery Rates for Healthcare, Food Cos. ------------------------------------------------------------------ Recovery rates were mixed for creditors of defaulting U.S. healthcare, food, beverage and consumer products companies, with issue recovery percentages dependent on the total reorganization or liquidation value and the company's overall capital structure mix, according to a new Fitch Ratings bankruptcy case study report. The median multiples of reorganization enterprise value/forward EBITDA forecast for healthcare and pharmaceutical (HC) and food, beverage and consumer company (FBC) bankruptcy valuations were 6.8x and 6.1x, respectively. The median is modestly higher than the 5.8x average cross-sector enterprise value/EBITDA exit multiple in Fitch's bankruptcy case study database. HC and FBC are comparatively non-cyclical, defensive sectors and have had below-average default rates. Accordingly, bankruptcy filings for the 30 cases analyzed in this edition of Fitch's recurring bankruptcy case study series were driven by company specific challenges that could not be overcome outside of bankruptcy in the face of already high leverage. There was no sector-wide distress as has been the case in certain commodity and technology sectors. Sector defaulters tended to be relatively small companies with limited diversity of products or services. Key drivers included adverse regulation, fraud, and weak operating performance. Sector first-lien debt issues on average recovered 93% of par value and unsecured debt issues had a 49% recovery rate. There was wide dispersion of unsecured recoveries around the 49% mean. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2015. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-362-8552. *** End of Transmission ***