/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/150907.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, September 7, 2015, Vol. 19, No. 250 Headlines 1950 NORTH: Case Summary & 2 Largest Unsecured Creditors 21ST CENTURY ONCOLOGY: Appoints Chief Financial Officer 21ST CENTURY: S&P Lowers Rating on $12.945MM Bonds to 'B+' 33 PECK SLIP ACQUISITION: Case Summary & Top Unsecured Creditors 33 PECK SLIP ACQUISITION: Files for Chapter 11 to Sell Hotels 33 PECK SLIP ACQUISITION: Files Schedules of Assets & Debt 33 PECK SLIP ACQUISITION: Seeks Joint Administration of Cases 33 PECK SLIP ACQUISITION: Wants to Use Lender's Cash Collateral ALLIED SYSTEMS: Yucaipa's Equitable Subordination Claim Dismissed ALPHA NATURAL: Wants Permit Renewal for Eagle Butte Mine ALVION PROPERTIES: Files Amended List of Unsec. Nonpriority Claims AM GENERAL: Moody's Affirms 'Caa2' Corporate Family Rating AMERICAN POWER: Spring Mountain Reports Equity Stake ATLANTIC & PACIFIC: Court Wants 52% Severance Payment for Workers B&G FOODS: Moody's Puts 'Ba3' CFR Under Review for Downgrade B&G FOODS: S&P Puts 'BB-' CCR on CreditWatch Negative BAHA MAR: Judge Appoints Liquidator with Limited Power BAHA MAR: Seeks Sept. 30 Schedules & Statements Filing Extension BON-TON STORES: Revolving Commitments Hiked to $650 Million BOOMERANG TUBE: Gets Approval for Marubeni-Itochu Trade Deal BOOMERANG TUBE: SBBT Has Until Next Week to Make 1111(b) Election BTB CORP: Confirms Foreclosure of Collateral for BSPR Loans BUILDING #19: Sept. 18, 2015 Set as Admin. Claims Bar Date CAESARS ENTERTAINMENT: 67% of First Lien Creditors Execute RSA CAMBRIDGE ENDOSCOPIC: Case Summary & 20 Top Unsecured Creditors CASA MEDIA: Court Extends Plan Filing Deadline to Oct. 11 CASA MEDIA: Has Until October 9 to Decide on Leases CASPIAN SERVICES: Harvey Sawikin Reports 7% Stake as of Aug. 7 CLAIRE'S STORES: Reports Fiscal 2015 Second Quarter Results CLARKE REAL ESTATE: Files for Ch 11; To Continue Townhouse Project CLARKE REAL ESTATE: Ordered to Submit Required Documents CLAYTON WILLIAMS: Moody's Cuts Corporate Family Rating to 'B3' CONNEAUT LAKE: Has 14 Days to File Revised Plan Outline CONSTRUCTION SUPERVISION: BB&T's Claim Denied Superpriority Status CORPORATE RESOURCE: Has Interim OK to Use WF Cash Collateral COUNTRY STONE: Liquidating Plan Set for Oct. 20 Confirmation COYOTE LOGISTICS: S&P Withdraws 'B-' Rating on Sr. Secured Debt CRAIG WALKER: Ch 11 Case Remains With Judge Elizabeth Brown CRYOPORT INC: Amends Preferred Stock Certificate of Designations EARL GAUDIO: Gets Court Nod to Sell 2 UPS Stores' Assets ECOSPHERE TECHNOLOGIES: Extends Notes Maturity by One Year ELBIT IMAGING: 2015 Annual General Meeting Set for Oct. 19 ERG INTERMEDIATE: Court Approves CLMG Compromise ERG INTERMEDIATE: Lease Decision Period Extended to Nov. 25, 2015 ERG INTERMEDIATE: Plan Solicitation Period Extended to Nov. 2, 2015 FIRST KOREN CHRISTIAN: Voluntary Chapter 11 Case Summary FREESEAS INC: Announces New Charter for Vessel FUSION TELECOMMUNICATIONS: Fusion NBS Signs $40MM Credit Facility GELTECH SOLUTIONS: Issues $315,000 Convertible Note to Mr. Reger GENERAL MOTORS: Bids to Withdraw Reference Allowed to Proceed GENIUS BRANDS: Amends Form S-1 Prospectus with SEC GEOMET INC: Amends Bylaws to Change Committee Composition GUIDED THERAPEUTICS: Investors Buy Add'l $550,000 Pref. Stock HILO HATTIE: Expects Bankruptcy Exit By Year-End HILO HATTIE: Files Reorganization Plan, Hearing on Oct. 19 HUTCHESON MEDICAL: CEO Sees Offer for Hospital This Week ICE THEATERS: Files for Chapter 11 Bankruptcy Protection IMRIS INC: Closes Sale of Substantially All Assets to Deerfield IMRIS INC: Hike in DIP Commitment Approved INSITE VISION: Determines Unsolicited Offer "Superior Proposal" INSITE VISION: Gets 2nd Acquisition Proposal for $0.35 per Share INSITE VISION: Meeting to Approve QLT Merger Moved to Oct. 9 INTEGRATED BIOPHARMA: Posts $735,000 Net Income for Fiscal 2015 ITUS CORP: Proposes to Sell $12 Million Securities JAMES RIVER: Sues Whayne Supply to Clawback Money JEFFREY PROSSER: Fox Rothschild Sues Virgin Islands on Faulty Tax JW RESOURCES: Panel's Objection to $375K Break-Up Fees Overruled KOAM CONSTRUCTION: Case Summary & 13 Largest Unsecured Creditors KRONOS ACQUISITION: S&P Assigns 'B-' CCR, Outlook Stable LEVEL 3: Enters Into Senior Notes Supplemental Indentures NAVISTAR INTERNATIONAL: Incurs $28 Million Net Loss in Q3 NAVISTAR INTERNATIONAL: Loan Agreements with JPMorgan Cancelled NCFM LLC: $2.9-Mil. Judgment in Favor of Firstmark Affirmed NET ELEMENT: Amends Letter Agreements to Extend Moratorium Date PACIFIC GOLD: Acquires Graysill Mining Claims PARK 91 LLC: Plan Requires Sale in 22 Months PARK FLETCHER: Cassidy-Turley Has Until Sept. 23 to Defend Claim PATRIOT COAL: CCIL Discloses Status as Substantial Shareholder PATRIOT COAL: Court Set to Hear Rejection of Peabody Contracts PATRIOT COAL: Gets Approval to Implement 'Sell-Down' Procedures PATRIOT COAL: Jefferies Files Supplemental Declaration PENNYMAC MORTGAGE: Moody's Assigns 'B1' Corporate Family Rating PHOTOMEDEX INC: JIKANG Buys SLT Laser Business for $1.5 Million POMONA RDA SUCCESSOR: Moody's Ups TABs Rating From Ba1 PRIMERA ENERGY: Chapter 11 Trustee Puts Headquarters on Sale PROTOM INTERNATIONAL: Court Approves Sale of Assets to Michaelson QUEST SOLUTION: Kurt Thomet Resigns as President R.C.D. CLEANING: Voluntary Chapter 11 Case Summary REICHHOLD HOLDINGS: Court Approves Sale of Cheswold Property RITE AID: Files Financial Statements of Acquired Assets ROTONDO WEIRICH: Sept. 10 Meeting Set to Form Creditors' Panel SABINE OIL: Cash Spending Dispute Divides Creditors SABLE NATURAL: Unit Files for Bankruptcy After Defaulting on Debt SANTA FE GOLD: Sept. 11 Meeting Set to Form Creditors' Panel SAPPHIRE ROAD DEVELOPMENT: ITEX to Take Control Under Plan SEARS HOLDINGS: S&P Raises Rating on Sr. Notes to 'B' SHERI SPEER: Wells Fargo's Stay Motion Partially Granted SIGNAL INTERNATIONAL: Has Court's Permission to Auction Assets SOLAR POWER: Inks Pact to Subscribe for 60% of Equity in Yiwei SPECTRUM ANALYTICAL: Bank Seeks $4.25 Mil. for Admin. Expenses STELLAR BIOTECHNOLOGIES: Reverse Stock Split Effective Sept. 2 STEREOTAXIS INC: Commences Warrants Offering SUZETTE WOODWARD: 8th Cir. Reverses Plan Confirmation Order TABERNACLE CHURCH OF BOSTON: Can't Avoid VFC Mortgage TPC GROUP: S&P Lowers Corp. Credit Rating to 'B-', Outlook Stable U.S. COAL: Ch. 11 Professionals' Final Fee Applications Approved UNI-PIXEL INC: Issues 1.8 Million Common Shares to Hudson Bay UNIVERSAL COOPERATIVES: Authorized to Wind Up UCI Brazil Assets VIGGLE INC: Borrows Additional $2-Mil. From Sillerman Investment VYCOR MEDICAL: Files Post-Effective Amendment to Form S-1 WATSONVILLE RDA SUCCESSOR: Moody's Ups TABs Rating From 'Ba1' WESTMORELAND COAL: Integrated Core, Et Al., Report 4.5% Stake [*] Bankruptcy Filings Drop Over 660,000 Nationwide [*] Fayette County, Georgia, Makes Cuts in General Fund [*] Insurer Has Duty to Defend Atty in Civil Contempt Suit [^] BOND PRICING: For the Week from Aug. 31 to Sept. 4, 2015 ********* 1950 NORTH: Case Summary & 2 Largest Unsecured Creditors -------------------------------------------------------- Debtor: 1950 North Inc. 570 N. East River Rd. Des Plaines, IL 60016 Case No.: 15-30379 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: September 3, 2015 Court: United States Bankruptcy Court Northern District of Illinois (Chicago) Judge: Hon. Jack B. Schmetterer Debtor's Counsel: James A Karamanis, Esq. BARNEY & KARAMANIS, LLP 180 N. Stetson, Ste 3050 Chicago, IL 60602 Tel: 312-553-5300 Email: james@bkchicagolaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Krystyna Leszczynska, secretary. A list of the Debtor's two largest unsecured creditors is available for free at http://bankrupt.com/misc/ilnb15-30379.pdf 21ST CENTURY ONCOLOGY: Appoints Chief Financial Officer ------------------------------------------------------- 21st Century Oncology Holdings, Inc. appointed LeAnne M. Stewart as chief financial officer of the Company, effective Sept. 14, 2015. Ms. Stewart, age 50, previously served as chief financial officer of CRC Health Group, a private equity sponsored behavioral health organization, from July 2011 to February 2015. In February 2015, CRC was sold to a strategic buyer. Previously, Ms. Stewart was senior vice president and chief financial officer of Granite Construction from 2008 to 2010. From 1999 through 2007, Ms. Stewart held various roles at Nash Finch Company, including senior vice president and chief financial officer from 2004 to 2007 and vice president and corporate controller from 2000 to 2004. She was a Trustee for the College of St. Benedict from 2005 until 2014 and continues to serve as an ad hoc committee member. Ms. Stewart began her career at Ernst & Young in 1987, the same year that she became a Certified Public Accountant. Ms. Stewart became a Certified Management Accountant in 1992. She received a B.A. in Accounting from the College of St. Benedict in 1987 and an M.B.A. in Business Administration from the Wharton School at the University of Pennsylvania in 1997. Pursuant to the terms of an executive employment agreement, dated Sept. 4, 2015, by and among the Company, 21st Century Oncology, Inc. and Ms. Stewart, effective Sept. 14, 2015, Ms. Stewart will receive an annual base salary of $475,000 and an annual performance-based incentive bonus with a target of up to 85% of her base salary, to be earned based on objectives to be defined by the Company's Compensation Committee, beginning in 2016. Ms. Stewart will also be guaranteed a bonus of 40% of her base salary in year one. The bonus amount will be earned upon completion of the performance period and payable on or before March 15 of the year following the performance period. The initial term of Ms. Stewart's employment will be three years, and will be automatically extended for successive one year renewal periods unless either the Company or Ms. Stewart opt otherwise. As soon as is reasonably practicable following the start of Ms. Stewart's employment, she will be granted an equity award in 21st Century Oncology Investments, LLC as a Class E Member. About 21st Century 21st Century Oncology, Inc., formerly known as Radiation Therapy Services, Inc. ("RTS") owns and operates radiation treatment facilities in the US and Latin America. As of June 30, 2015, the Company had $1.14 billion in total assets, $1.28 billion in total liabilities, $378 million in series A convertible redeemable preferred stock, $68.8 million in non-controlling interests - redeemable, and total deficit of $588 million. * * * As reported by the TCR on Feb. 27, 2015, Moody's Investors Service upgraded 21st Century Oncology, Inc.'s Corporate Family Rating and Probability of Default Rating to B3 and B3-PD, respectively. The upgrade of the Corporate Family Rating to B3 and SGL to SGL-2 reflects the receipt of a $325 million preferred equity investment from the Canada Pension Plan Investment Board and subsequent debt reduction. In the April 16, 2015, edition of the TCR, Standard & Poor's Ratings Services affirmed its 'B-' corporate credit rating on Fort Myers-based cancer care provider 21st Century Oncology Holdings Inc. 21ST CENTURY: S&P Lowers Rating on $12.945MM Bonds to 'B+' ---------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating on Indiana Finance Authority's $12.945 million series 2013A and $555,000 taxable series 2013B educational facilities revenue bonds, issued for 21st Century Charter School (21st Century), one notch to 'B+' from 'BB-'. The outlook is stable. The downgrade reflects Standard & Poor's view of deterioration in the school's balance sheet due to a one-time spend-down of cash reserves for technology and building equipment. The spend-down, as reflected in fiscal 2014 audited financials, has resulted in reserves diminishing to two days' cash on hand, a level the ratings service considers very low. The downgrade also reflects, in the ratings service's view, volatility in the school's financial performance and metrics -- which, according to Standard & Poor's, have always been slightly weak for a 'BB' rating -- and a decline in academic performance from prior years. Fiscal 2015 reserves are expected to return to levels more consistent with prior years, closer to 13 days' cash on hand, although Standard & Poor's still considers this level low. "Negative rating action may occur again within 12 months if the fiscal 2015 audit shows weaker results than anticipated, or if enrollment declines such that operations and liquidity measures have weakened," said Standard & Poor's credit analyst Stephanie Wang. "Further weakness in academics that may trigger a funding loss or lead to issues with the charter authorizer may also result in negative rating pressure. Conversely, a higher rating, while unlikely, is possible within 12 months should 21st Century reach its anticipated enrollment level while building its liquidity and coverage to levels more commensurate with a higher rating." 21st Century is a kindergarten-through-12th grade midsize charter school in Gary, Ind. Proceeds from the 2013 bond issuance were largely used to finance the construction of a facility on land donated by the city of Gary. 33 PECK SLIP ACQUISITION: Case Summary & Top Unsecured Creditors ---------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- 33 Peck Slip Acquisition LLC 15-12479 33 Peck Slip New York, NY 10038 36 West 38th Street, LLC 15-12480 Gemini 37 West 24th Street MT, LLC 15-12481 52 West 13th P, LLC 15-12482 Type of Business: Hotels Chapter 11 Petition Date: September 3, 2015 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Debtors' Counsel: David B. Shemano, Esq. ROBINS KAPLAN LLP 601 Lexington Avenue, Suite 3400 New York, NY 10022-4611 Tel: 310 552-0130 Fax: 310 229-5800 Email: dshemano@robinskaplan.com - and - Howard J. Weg, Esq. Scott F. Gautier, Esq. ROBINS KAPLAN LLP 2049 Century Park East, Suite 3400 Los Angeles, CA 90067-3208 Tel: (310) 522-0130 Fax: (310) 229-5800 Email: HWeg@RobinsKaplan.com SGautier@RobinsKaplan.com Debtors' ROBERTDOUGLAS Real Estate Advisor: Total Total Assets Liabilities ----------- ----------- 33 Peck Slip Acquisition $38.23MM $31.01MM 36 West 38th Street $25.75MM $19.38MM Gemini 37 West 24th Street $60.74MM $33.97MM 52 West 13th P, LLC $81.16MM $51.32MM The petition was signed by Christopher L. La Mack, authorized representative. A. List of 33 Peck Slip Acquisition LLC's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Active Networks Trade Debt $432 Am Maintenance Trade Debt $245 American Hotel Register Trade Debt $653 Carbons Golden Malted Trade Debt $230 Carday Associates Health Insurance $8,700 Premium Classic Recycling N.Y. Corp. Trade Debt $952 Collins Bro. Worldwide, LLC Trade Debt $3,872 Con Edison Utility $6,754 Concord Elevator Trade Debt $1,039 Fresh and Tasty Trade Debt $3,066 M3 Accounting Trade Debt $365 Premium Pest Control Trade Debt $538 Revinate Inc. Trade Debt $220 Sani Wash Trade Debt $513 Sonifi Solutions Trade Debt $1,875 Staples Advantage Trade Debt $74 Sysco Metro New York Trade Debt $6,441 Verizon Trade Debt $72 Vizergy Trade Debt $290 Wash it Right Express Trade Debt $3,325 B. List of 36 West 38th Street's 11 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ AGL Industries Construction Costs $4,449 Baker & Hostetler LLP Legal Fees $42,865 Eastern Air, Inc. Construction Costs $14,200 Ettinger Engineering Services Engineering $7,500 Services Faith Environmental Construction Costs $8,999 Gemini Jade Bryant Park Dev Development $4,504 Gene Kaufman Archtitect PC Architectural $90,000 Services IBK Construction Group, LLC Construction Costs $57,000 KD Brothers Construction Costs $2,934 Skyline Scaffolding Construction Costs $544 Thomas Manufacturing, Inc. Construction Costs $14,400 C. List of Gemini 37 West 24th's 18 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ A&L CessPool Service Corp Trade Debt $306 AETNA Employee Insurance $2,810 Premium Andrew Hendricks Expense $4,693 Reimbursement Broadsoft Hospitiality, Inc. Trade Debt $1,495 Central Office Alarm Trade Debt $349 Cenveo Corporation Trade Debt $406 Fabriclean Trade Debt $6,206 Fire Department of New York Trade Debt $890 Genserve, INC. Trade Debt $544 Guest Supply Trade Debt $898 Home Depot Supply Trade Debt $1,818 Hotel SystemsPRO Trade Debt $1,900 Office Depot Trade Debt $326 Ritesh Jariwala Expense $3,676 Reimbursement Staples Business Advantage Trade Debt $20 Sysco Metro New York Trade Debt $489 Time Warner Cable Trade Debt $1,813 World Cinema Trade Debt $3,097 D. List of 52 West 13th P's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Baldor Specialty Foods Trade Debt $6,531 Bridgeton Holdings, LLC Management $5,248 DairyLand USA Trade Debt $2,688 Clearvue Enterprises Trade Debt $6,770 Constellation New Energy Utility $13,838 Danesi Caffe Trade Debt $2,817 Empire Merchant Trade Debt $2,437 Harbor Linen Trade Debt $3,100 Justin Kellerman Expenses $9,681 Reimbursement Hotel Lab Consultants Trade Debt $1,400 La Bottega Dell'Albergo Trade Debt $4,274 Lin Remodeling Inc. Construction $2,500 Martha A.Parker Expense $2,077 Reimbursement Martin Scott Wines Trade Debt $1,800 Metal Brite Service Trade Debt $3,810 Ritz Cleaners Trade Debt $2,753 Rotavele Elevator Trade Debt $2,450 Sebastian Setteducate Trade Debt $3,000 The Lobster Place Trade Debt $2,322 Winebow Trade Debt $2,404 33 PECK SLIP ACQUISITION: Files for Chapter 11 to Sell Hotels ------------------------------------------------------------- Owners of four New York City hotel properties, namely 33 Peck Slip Acquisition LLC, Gemini 37 West 24th Street MT, LLC, 36 West 38th Street LLC and 52 West 13th P, LLC, have sought Chapter 11 bankruptcy protection, intending to auction off their assets in connection with a Chapter 11 plan. The Debtors own: * the Best Western Seaport Hotel, at 33 Peck Slip in the South Street Seaport Historic District on the Lower Manhattan waterfront in New York City, New York; * the Wyndham Flatiron Hotel, at 37 West 24th Street in the Flatiron district of New York City, New York; * the Jade Greenwich Village Hotel at 52 West 13th Street in Greenwich Village in Lower Manhattan in New York City, New York; and * the Bryant Park Development Site, a development lot that is approved for development as a 114-room boutique hotel at 34-36 West 38th Street in the Bryant Park district of New York City, New York. Concurrently with the filing of the Chapter 11 cases, the Debtors filed a motion seeking to set procedures for confirming a proposed chapter 11 plan of reorganization and will immediately thereafter file motions to set procedures to conduct auctions in connection with the Plan that will permit them to sell their assets free and clear of liens, claims, encumbrances and interests. In or about April 2003, Dante A. Massaro, Christopher La Mack, and William T. Obeid formed GREA to invest in commercial real estate projects. The Debtors were established to facilitate investment in hotel properties through a group of corporate groups that are, in whole or in part, managed by Gemini Real Estate Advisors, LLC and/or Gemini Equity Partners, LLC, both Delaware limited liability companies that are owned in equal parts by Massaro, La Mack and Obeid. In 2014, disputes arose between Massaro, La Mack and Obeid related to Obeid's management of the business affairs of GREA. On July 1, 2014, at a meeting of the members of GREA, La Mack and Massaro voted to remove Obeid as the president of GREA. Thereafter, La Mack and Massaro filed litigation against Obeid in the North Carolina State Court, Mecklenburg County (Case No. 14-CVS-12010) seeking damages for breach of fiduciary duties to GREA and seeking injunctive relief to prevent Obeid's continued interference with GREA's business. In a declaration filed with the Court, La Mack said that after the North Carolina Action was filed, Obeid continued to interfere with GREA's business operations through, among other things, communications with GREA's employees, lenders and business relationships. On Aug. 14, 2014, Obeid filed a retaliatory lawsuit against La Mack and Massaro in federal court in New York. Thereafter, Obeid sought a TRO (which has been denied) to halt the sale and liquidation of certain of GREA's subsidiary's holdings. In connection with the New York Action, Obeid filed notices of Lis Pendens in the chain of title for all four Debtors. La Mack says the Lis Pendens and the ongoing lawsuits have made it impossible to meet the closing conditions and deliver free and clear title to any of the proposed purchasers for the Hotels. Massaro and La Mack are concerned that the value of the Hotels and a transaction could continue to deteriorate if they are put on hold until the litigation can be concluded. The Bryant Park Development Site is especially susceptible to continued delay in liquidation because it has no operating revenues. All attempts to reasonably settle the litigation have been unsuccessful. The Debtors have hired RobertDouglas as a real estate advisor to assist with the sales. The Debtors expect to consummate sales through the chapter 11 process, confirm a Plan and distribute proceeds to creditors and interest holders as expeditiously as possible. A copy of the declaration in support of the first day motions is available for free at: http://bankrupt.com/misc/33_PECKSLIP_Declaration.pdf About 33 Peck 33 Peck Slip Acquisition LLC, et al., sought Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos. 15-12479 to 15-12482) on Sept. 3, 2015. The Debtors reported total assets of $205.8 million and total liabilities of $135.6 million. The Debtors have hired Robins Kaplan LLP as their counsel. 33 PECK SLIP ACQUISITION: Files Schedules of Assets & Debt ---------------------------------------------------------- 33 Peck Slip Acquisition LLC, Gemini 37 West 24th Street MT, LLC, 36 West 38th Street LLC and 52 West 13th P, LLC filed with the U.S. Bankruptcy Court for the Southern District of New York their schedules of assets and liabilities. (1) 36 West 38th Street LLC Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $25,500,000 B. Personal Property $257,493 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $19,138,752 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $247,399 ----------- ----------- TOTAL $25,757,493 $19,386,151 (2) 33 Peck Slip Acquisition LLC Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $37,100,000 B. Personal Property $1,136,803 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $30,682,075 E. Creditors Holding Unsecured Priority Claims $292,417 F. Creditors Holding Unsecured Non-priority Claims $39,664 ----------- ----------- TOTAL $38,236,803 $31,014,156 (3) Gemini 37 West 24th Street MT, LLC Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $57,000,000 B. Personal Property $3,745,791 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $33,594,944 E. Creditors Holding Unsecured Priority Claims $335,044 F. Creditors Holding Unsecured Non-priority Claims $46,132 ----------- ------------ TOTAL $60,745,791 $33,976,121 (4) 52 West 13th P, LLC Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $78,000,000 B. Personal Property $3,169,080 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $50,771,924 E. Creditors Holding Unsecured Priority Claims $449,697 F. Creditors Holding Unsecured Non-priority Claims $106,671 ----------- ----------- TOTAL $81,169,080 $51,328,293 A copy of the Schedules filed together with the declaration is available for free at: http://bankrupt.com/misc/33_PECKSLIP_Schedules.pdf About 33 Peck 33 Peck Slip Acquisition LLC, et al., sought Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos. 15-12479 to 15-12482) on Sept. 3, 2015. The Debtors intend to auction of their hotel properties in New York City: * the Best Western Seaport Hotel, at 33 Peck Slip in the South Street Seaport Historic District on the Lower Manhattan waterfront in New York City, New York; * the Wyndham Flatiron Hotel, at 37 West 24th Street in the Flatiron district of New York City, New York; * the Jade Greenwich Village Hotel at 52 West 13th Street in Greenwich Village in Lower Manhattan in New York City, New York; and * the Bryant Park Development Site, a development lot that is approved for development as a 114-room boutique hotel at 34-36 West 38th Street in the Bryant Park district of New York City, New York. The Debtors reported total assets of $205.8 million and total liabilities of $135.6 million. The Debtors have hired Robins Kaplan LLP as their counsel and RobertDouglas as their real estate advisor to assist with the sales. 33 PECK SLIP ACQUISITION: Seeks Joint Administration of Cases ------------------------------------------------------------- 33 Peck Slip Acquisition LLC, 52 West 13th P, LLC, Gemini 37 West 24th Street MT, LLC and 36 West 38th Street LLC have filed a motion with the Bankruptcy Court seeking to have their cases jointly administered. The Debtors believe that joint administration will reduce the administrative costs of the Chapter 11 cases, ease the administrative burden on the Court and the parties, simplify the United States Trustee for the Southern District of New York's supervision of the administrative aspects of these cases and have no adverse effect on creditors. According to the Debtors, while they will continue to operate as separate and distinct entities during the pendency of the Chapter 11 cases, they share many common creditors and business relationships, such as contractual relationships, with third parties. The voting securities of each of the Debtors is controlled by the same entities. Accordingly, the Debtors request that the caption of the Chapter 11 Cases be modified to reflect the joint administration of their cases, as follows: UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ________________________________________ | | In re: | Chapter 11 | 33 PECK SLIP ACQUISITION LLC, et al. | Case No. 15-12479 | Debtors, | Jointly Administered ________________________________________ The Debtors also seek the Court's direction that a notation substantially similar to the following notation be entered on the docket of each of the Debtors to reflect the joint administration of their Chapter 11 Cases: An Order has been entered in this case directing the procedural consolidation and joint administration of the chapter 11 cases commenced by 33 Peck Slip Acquisition LLC; 52 West 13th P, LLC; Gemini 37 West 24th Street MT, LLC; and 36 West 38th Street LLC. The docket in Case No. 15-12479 should be consulted for all matters affecting the above-listed cases. The Debtors also seek authority to file monthly operating reports required by the Operating Guidelines and Financial Reporting Requirements promulgated by the U.S. Trustee on a consolidated basis if the Debtors determine, after consultation with the U.S. Trustee, that consolidated reports would further administrative economy and efficiency without prejudice to any party in interest and would accurately reflect the Debtors' consolidated business operations and financial affairs. About 33 Peck 33 Peck Slip Acquisition LLC, et al., sought Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos. 15-12479 to 15-12482) on Sept. 3, 2015. The Debtors intend to auction of their hotel properties in New York City: * the Best Western Seaport Hotel, at 33 Peck Slip in the South Street Seaport Historic District on the Lower Manhattan waterfront in New York City, New York; * the Wyndham Flatiron Hotel, at 37 West 24th Street in the Flatiron district of New York City, New York; * the Jade Greenwich Village Hotel at 52 West 13th Street in Greenwich Village in Lower Manhattan in New York City, New York; and * the Bryant Park Development Site, a development lot that is approved for development as a 114-room boutique hotel at 34-36 West 38th Street in the Bryant Park district of New York City, New York. The Debtors reported total assets of $205.8 million and total liabilities of $135.6 million. The Debtors have hired Robins Kaplan LLP as their counsel and RobertDouglas as their real estate advisor to assist with the sales. 33 PECK SLIP ACQUISITION: Wants to Use Lender's Cash Collateral --------------------------------------------------------------- 33 Peck Slip Acquisition LLC seeks authority from the Bankruptcy Court to use the cash collateral of 33 Peck Slip Hotel Capital LLC in accordance with a prepared budget and to provide the Lender with adequate protection. David B. Shemano, Esq., at Robins Kaplan LLP, counsel to the Dbetor, tells the Court that as the owner of a guest-filled hotel whose operation is dependent on cash flow, the Debtor must continue to operate the Hotel to maintain and preserve the Debtor's value and the Lender's Collateral. He asserts the Debtor urgently requires the use of the Lender's cash collateral to operate, maintain and preserve the Hotel pending its sale and the effectiveness of a plan. As reflected in the Budget, the Debtor projects that its cash balance will be approximately $998,662 for the week ending Sept. 7, 2015, and approximately $933,977 by the time the Hotel is sold on or before Dec. 21, 2015. The Budget provides for the Lender to continue to receive the monthly payments of fixed interest required under the Lender's loan documents. As of the Petition Date, the Lender claims that the Debtor owed it approximately $30,682,075, comprised of principal in the amount of $30,523,101, interest in the amount of approximately $158,974 and any additional amounts, including without limitation costs, fees, and additional interest, if allowed, that the Lender may assert. Concurrently with the filing of the Debtor's Chapter 11 case and the filing of this Motion, the Debtor filed a proposed chapter 11 plan of reorganization and will be filing a related motion for an order authorizing the Debtor to sell the Hotel free and clear of liens, claims, encumbrances and interests. Pursuant to the Best Western Seaport Hotel Sale Motion and Plan, the Debtor intends to sell the Hotel for $37.3 million, to pay the Lender and all other creditors in full and to make distributions to the Debtor's equity interest holders. The proposed sale to the stalking horse bidder for $37.3 million is subject to overbids. "The Debtor, its Estate and creditors will suffer immediate and irreparable harm if the Debtor is not authorized to use cash collateral on an interim basis prior to the final hearing on the Motion," says Mr. Shemano. "If the operation of the Hotel is interrupted due to any lack of cash to pay employees and other operating expenses, the Hotel may be forced to close its doors. Shutting down the Hotel, even for a brief time, will immediately cause cancellations of reservations and force guest traffic to other available properties," he adds. 33 Peck Slip Acquisition LLC, et al., sought Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos. 15-12479 to 15-12482) on Sept. 3, 2015. The Debtors reported total assets of $205.8 million and total liabilities of $135.6 million. The Debtors have hired Robins Kaplan LLP as their counsel and RobertDouglas as their real estate advisor to assist with the sales. ALLIED SYSTEMS: Yucaipa's Equitable Subordination Claim Dismissed ----------------------------------------------------------------- The United States Bankruptcy Court for the District of Delaware, at the behest of Black Diamond Finance, L.L.C. and Spectrum Commercial Finance LLC, as Co-Administrative Agents under Allied Systems Holdings Inc. and Allied Systems Ltd.'s prepetition lien credit facility, dismissed the Counterclaim for Equitable Subordination filed by Yucaipa American Alliance Fund I, L.P. and Yucaipa American Alliance (Parallel) Fund I, L.P. Yucaipa asked the court to temporarily allow the First Lien Credit Agreement Claims against the Debtors in the amount of $134,835,689 for the sole purpose of voting to accept or reject the Plan. Yucaipa asserted that it has substantial economic interests in the Chapter 11 Cases, which the Plan seeks to affect in ways detrimental and prejudicial to Yucaipa relative to other First Lien Lenders. The Court should let Yucaipa protect these interests by allowing Yucaipa to vote its First Lien Credit Agreement Claims in full, Yucaipa added. The First Lein Agents reserved their rights to Yupaica with respect to Yupaica's Motion as well as Yupaica's Plan Objections, to the extent that settlement is not ultimately reached. The First Lein Agents, joined by the Debtors, asked to court to dismiss Yupaica's Counterclaim for Equitable Subordination. The First Lien Agents asserted that the Counterclaim should be dismissed for a number of reasons: (1) it is barred by the Covenant Not to Sue and the Appearance Prohibition contained in the Third amendment to the Credit agreement; (2) several factual predicates asserted by Yupaica in support of its Counterclaim are barred from Collateral estoppel; and (3) Yupaica's story does not hold together under examination and its Counterclaim does not meet the standard of plausibility. The Debtors are represented by: Mark D. Collins, Esq. Marisa A. Terranova, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, DE 19801 Tel: (302) 651-7700 Fax: (302) 651-7701 Email: collins@rlf.com terranova@rlf.com -- and -- Jeffrey W. Kelley, Esq. Ezra H. Cohen, Esq. Matthew R. Brooks, Esq. Benjamin R. Carlsen, Esq. TROUTMAN SANDERS LLP Bank of America Plaza 600 Peachtree Street, Suite 5200 Atlanta, GA 30308-2216 Tel: (404) 885-3000 Fax: (404) 885-3900 Email: matthew.brooks@troutmansanders.com benjamin.carlsen@troutmansanders.com The First Lien Agents are represented by: Adam G. Landis, Esq. Kerri K. Mumford, Esq. LANDIS RATH & COBB LLP 919 Market Street, Suite 1800 Wilmington, DE 19801 Tel: (302) 467-4400 Fax: (302) 467-4450 Email: landis@lrclaw.com mumford@lrclaw.com -- and -- Adam C. Harris, Esq. Robert J. Ward, Esq. David M. Hillman, Esq. SCHULTE ROTH & ZABEL LLP 919 Third Avenue New York, NY 10022 Tel: (212) 756-2000 Fax: (212) 593-5955 Email: adam.harris@srz.com Robert.Ward@srz.com David.Hillman@srz.com Yucaipa is represented by: Michael R. Nestor, Esq. Michael S. Neiburg, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Tel: (302) 571-6600 Email: rnnestor@ycst.com -- and -- Robert A. Klyman Maurice Suh Kahn Scolnick GIBSON, DUNN & CRUTCHER LLP 333 South Grand Avenue Los Angeles, CA 90071 Tel: (213) 229-7000 Email: rklyman@gibsondunn.com -- and -- Matthew K. Kelsey, Esq. Mary Kate Hogan, Esq. GIBSON, DUNN & CRUTCHER LLP 200 Park Avenue New York, NY 10166 Tel: (212) 351-4000 Email: mkelsey@gibsondunn.com About Allied Systems Holdings BDCM Opportunity Fund II, LP, Spectrum Investment Partners LP, and Black Diamond CLO 2005-1 Adviser L.L.C., filed involuntary petitions for Allied Systems Holdings Inc. and Allied Systems Ltd. (Bankr. D. Del. Case Nos. 12-11564 and 12-11565) on May 17, 2012. The signatories of the involuntary petitions assert claims of at least $52.8 million for loan defaults by the two companies. Allied Systems, through its subsidiaries, provides logistics, distribution, and transportation services for the automotive industry in North America. Allied Holdings Inc. first filed for chapter 11 protection (Bankr. N.D. Ga. Case Nos. 05-12515 through 05-12537) on July 31, 2005. Jeffrey W. Kelley, Esq., at Troutman Sanders, LLP, represented the Debtors in the 2005 case. Allied won confirmation of a reorganization plan and emerged from bankruptcy in May 2007 with $265 million in first-lien debt and $50 million in second- lien debt. The petitioning creditors said Allied defaulted on payments of $57.4 million on the first lien debt and $9.6 million on the second. They hold $47.9 million, or about 20% of the first-lien debt, and about $5 million, or 17%, of the second-lien obligation. They are represented by Adam G. Landis, Esq., and Kerri K. Mumford, Esq., at Landis Rath & Cobb LLP; and Adam C. Harris, Esq., and Robert J. Ward, Esq., at Schulte Roth & Zabel LLP. Allied Systems Holdings Inc. formally put itself and 18 subsidiaries into bankruptcy reorganization June 10, 2012, following the filing of the involuntary Chapter 11 petition. The Company is being advised by Mark D. Collins, Esq., at Richards, Layton & Finger, P.A., and Jeffrey W. Kelley, Esq., at Troutman Sanders, Gowling Lafleur Henderson. The bankruptcy court process does not include captive insurance company Haul Insurance Limited or any of the Company's Mexican or Bermudan subsidiaries. The Company also announced that it intends to seek foreign recognition of its Chapter 11 cases in Canada. An official committee of unsecured creditors has been appointed in the case. The Committee consists of Pension Benefit Guaranty Corporation, Central States Pension Fund, Teamsters National Automobile Transporters Industry Negotiating Committee, and General Motors LLC. The Committee is represented by Sidley Austin LLP. In January 2014, the U.S. Trustee for Region 3 appointed a three- member Official Committee of Retirees. Yucaipa Cos. has 55% of the senior debt and took the position it had the right to control actions the indenture trustee would take on behalf of debt holders. The state court ruled in March 2013 that the loan documents didn't allow Yucaipa to vote. In March 2013, the bankruptcy court also gave the official creditors' committee authority to sue Yucaipa. The suit includes claims that the debt held by Yucaipa should be treated as equity or subordinated so everyone else is paid before the Los Angeles- based owner. The judge allowed Black Diamond to participate in the lawsuit against Yucaipa and Allied directors. ALPHA NATURAL: Wants Permit Renewal for Eagle Butte Mine -------------------------------------------------------- Benjamin Storrow at Casper Star-Tribune reports that Alpha Natural Resources has applied for a permit renewal for its Eagle Butte Mine north of Gillette, Wyoming. Star-Tribune relates that Shannon Anderson, Esq., an attorney at the Powder River Basin Resource Council, said that the group will oppose the permit renewal on the grounds it cannot be granted while the miner's reclamation status is undecided. The report quoted Mr. Anderson as saying, "The major issue is their bonding and whether they have a valid reclamation bond now that they no longer qualify for self-bond status." According to Star-Tribune, the Company has faced questions over its reclamation bonds after state regulators revoked its "self-bonding" status in May 2015, a designation that allowed the miner to use its finances as collateral on its reclamation obligations. The report states that the Company was given 90 days to come up with $411 million in financing to cover its cleanup costs. The earlier decision to revoke the Company's self-bonding status had been stayed, Star-Tribune reports, citing a Wyoming Department of Environmental Quality spokesperson. Star-Tribune recalls that the Company initially appealed the state's decision to revoke its self-bonding status, saying regulators had improperly conducted the financial test used to determine whether a company qualified for the designation. The report adds that a Campbell County judge, at the behest of the Company, stayed in July 2015 the DEQ's order. The Company stated in court filings that posting the $411 million reclamation bond sought by Wyoming would be detrimental to its restructuring efforts. The DEQ, according to Star-Tribune, did not oppose the request for a stay, and the two parties agreed that DEQ Director Todd Parfitt would review the state's decision in an informal conference. The clock on the 90-day payment period is on hold until the court order is lifted, and the informal conference has yet to be held, Star-Tribune reports, citing DEQ spokesperson Keith Guille. 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. The U.S. Trustee for Region 4 appointed seven creditors of Alpha Natural Resources Inc. to serve on the official committee of unsecured creditors. ALVION PROPERTIES: Files Amended List of Unsec. Nonpriority Claims ------------------------------------------------------------------ Alvion Properties Inc. filed with the U.S. Bankruptcy Court for the Southern District of Illinois an amended list of creditors holding unsecured nonpriority claims. A full-text copy of the amended list is available for free at http://is.gd/8HSI5k About Alvion Properties Alvion Properties, Inc. filed a Chapter 11 bankruptcy petition (Bankr. S.D. Ill. Case No. 15-40462) on May 14, 2015. Karnes Medley, as president, signed the petition. The Debtor disclosed total assets of $1 billion and total debts of $2.7 million in its petition. Antonik Law Offices serves as the Debtor's counsel. The case was initially assigned to Judge Laura K. Grandy. On May 20, 2015, the case was reassigned to Judge Kenneth J. Meyers. On June 18, 2015, the U.S. trustee overseeing the Debtor's case announced that it was unable to form a committee to represent the Debtor's unsecured creditors. The Justice Department's bankruptcy watchdog said it "has not received sufficient indications of willingness" from the Debtor's unsecured creditors. The Court has yet to set a general bar date for filing proofs of claim. The deadline for governmental units to file claims is Nov. 10, 2015. AM GENERAL: Moody's Affirms 'Caa2' Corporate Family Rating ---------------------------------------------------------- Moody's Investors Service has changed the rating outlook of AM General, LLC to Negative from Positive and concurrently affirmed all ratings, including the Caa2 Corporate Family Rating. The change in rating outlook reflects a weak liquidity position with a diminished backlog/revenue view following the US Army's decision to not award AM General the $6.7 billion Joint Light Tactical Vehicle (JLTV) contract. RATINGS RATIONALE The Caa2 CFR reflects low free cash flow from a modest production backlog against a demanding debt amortization and maturity schedule. AM General's main product, the High Mobility Multipurpose Wheeled Vehicle (commonly known as HUMVEE), has a large installed base across the US military and globally which drives parts and refurbishment related orders. But the US Army has not been ordering HUMVEES and will instead gradually introduce the JLTV into its wheeled vehicle fleet. The company has sustained HUMVEE production through small orders from foreign governments and the US National Guard. Standing orders should support production into 2016 and a good bid pipeline exists. Financial support from AM General's owner helps debt service ability while resourcefulness of the company's management team has enabled new product lines/offerings—considerations that carry weight despite a clouded revenue view at present. The negative rating outlook considers the weak liquidity profile as the company depends on short-term borrowing lines, possible near-term covenant pressure, and that the company may not have sufficient free cash flow to cover scheduled debt amortization and maturities. The rating would be downgraded if the potential for default were to become more certain than not. Upward rating momentum would depend on higher backlog and progress toward an adequate liquidity profile. A rating upgrade would likely be accompanied by an expectation of less financial reliance by AM General on its financial sponsor. Ratings: Outlook Actions: Issuer: AM General, LLC Outlook, Changed To Negative From Positive Affirmations: Issuer: AM General, LLC Probability of Default Rating, Affirmed Caa2-PD Corporate Family Rating, Affirmed Caa2 Senior Secured Bank Credit Facility, Affirmed Caa1 (LGD3) The principal methodology used in these ratings was Global Aerospace and Defense Industry published in April 2014. Please see the Credit Policy page on www.moodys.com for a copy of this methodology. AM General LLC, headquartered in South Bend, IN, designs, engineers, manufactures, supplies and supports specialized vehicles for commercial and military customers. Its subsidiary, Mobility Ventures, LLC manufactures the MV-1, a vehicle catered to wheelchair passengers. Revenues over the 12 months ended June 30th, 2015 were $591 million. The company is majority-owned by entities of MacAndrews & Forbes Holdings, Inc. AMERICAN POWER: Spring Mountain Reports Equity Stake ---------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, the following reporting persons disclosed beneficial ownership of shares of common stock of American Power Group Corporation as of Aug. 24, 2015: Amount Beneficially Percent Entity Owned of Class ------ ------------ -------- SMC Select Co-Investment Fund I, LP 7,568,117 12.7% SMC Reserve Fund II, LP 10,913,536 17.2% SMC Reserve Fund II Offshore, LP 2,728,383 4.9% SMC Employees Partnership 3,688,775 6.6% SMC Select Co-Investment I GP, LLC 7,568,117 12.5% SMC Private Equity Holdings G.P., LLC 1,500,000 2.8% SMC Private Equity Holdings, LP 1,500,000 2.8% Spring Mountain Capital G.P., LLC 22,710,036 30.6% Spring Mountain Capital, LP 22,710,036 30.6% Spring Mountain Capital, LLC 22,710,036 30.6% John L. Steffens 26,418,811 34.1% Gregory P. Ho 26,418,811 34.1% The percentages were calculated based on 52,810,755 shares of Common Stock issued and outstanding as reported by the Issuer in its Form 10-Q for the quarter ended June 30, 2015. On Aug. 24, 2015, SMC Holdings LP acquired a Common Stock Purchase Warrant which is exercisable for up to 1,500,000 shares of Common Stock upon funding of a loan from SMC Holdings LP indirectly to the Company in the aggregate amount of $1,500,000. The Warrant vests with respect to SMC Holdings LP's right to exercise the Warrant into shares of Common Stock at a rate of 1 share of Common Stock per $1.00 of the Loan funded by SMC Holdings LP indirectly to the Company. SMC Holdings GP is the general partner of SMC Holdings LP. Spring Mountain GP, one of the Reporting Persons, is the managing member of SMC Holdings GP, and pursuant to Rule 16a-1 of the Securities Exchange Act of 1934, as amended, it may be deemed to be the beneficial owner of any securities reported that are beneficially owned by SMC Holdings LP. A copy of the regulatory filing is available for free at: http://is.gd/MPRmgm About American Power Group American Power Group's alternative energy subsidiary, American Power Group, Inc., provides a cost-effective patented Turbocharged Natural Gas conversion technology for vehicular, stationary and off-road mobile diesel engines. American Power Group's dual fuel technology is a unique non-invasive energy enhancement system that converts existing diesel engines into more efficient and environmentally friendly engines that have the flexibility to run on: (1) diesel fuel and liquefied natural gas; (2) diesel fuel and compressed natural gas; (3) diesel fuel and pipeline or well-head gas; and (4) diesel fuel and bio-methane, with the flexibility to return to 100 percent diesel fuel operation at any time. The proprietary technology seamlessly displaces up to 80% of the normal diesel fuel consumption with the average displacement ranging from 40 percent to 65 percent. The energized fuel balance is maintained with a proprietary read-only electronic controller system ensuring the engines operate at original equipment manufacturers' specified temperatures and pressures. Installation on a wide variety of engine models and end-market applications require no engine modifications unlike the more expensive invasive fuel-injected systems in the market. Additional information at http://www.americanpowergroupinc.com/ American Power reported a net loss available to common stockholders of $3.25 million on $6.28 million of net sales for the year ended Sept. 30, 2014, compared to a net loss available to common stockholders of $2.92 million on $7.01 million of net sales for the year ended Sept. 30, 2013. As of June 30, 2015, the Company had $8.9 million in total assets, $7.7 million in total liabilities and $1.1 million in total stockholders' equity. ATLANTIC & PACIFIC: Court Wants 52% Severance Payment for Workers ----------------------------------------------------------------- Hoa Nguyen at the Poughkeepsie Journal reports that U.S. Bankruptcy Court Judge Robert Drain entered on Sept. 1, 2015, an interim decision saying that laid-off workers of 25 Great Atlantic & Pacific Tea stores should immediately receive52% of their severance pay, instead of the 25% to 50% that the Company initially offered. Poughkeepsie Journal relates that the stores were slated to shut down last week. The report says that most workers affected by these first round of store closures will likely be laid off. According to the report, A&P proposed paying laid off workers 50% immediately with the potential for an additional 10% depending on how much money the company receives for its stores, in exchange for the waiving of the workers' rights to the rest of their severance. The report states that Judge Drain disagreed with the proposal, saying it came with too many strings and suggesting that A&P offer the affected workers 52% of their severance right away and give them the right to submit a claim for the rest as part of settling the bankruptcy case. Poughkeepsie Journal says that laid-off workers could receive 70% of their severance package and full health and welfare benefits agreed to under their contracts. About Atlantic & Pacific Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea Company, Inc., and its affiliates are one of the nation's oldest leading supermarket and food retailers, operating approximately 300 supermarkets, beer, wine, and liquor stores, combination food and drug stores, and limited assortment food stores across six Northeastern states. The primary retail operations consist of supermarkets operated under a variety of well known trade names, or "banners," including A&P, Waldbaum's, SuperFresh, Pathmark, Food Basics, The Food Emporium, Best Cellars, and A&P Liquors. The Company employs approximately 28,500 employees, over 90% of whom are members of one of twelve local unions whose members are employed by the Debtors under the authority of 35 separate collective bargaining agreements. Then with 429 stores, A&P and its affiliates filed Chapter 11 petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010, and in 2012 emerged from Chapter 11 bankruptcy as a privately held company with 320 supermarkets. On July, 19, 2015, with 300 stores, A&P and 20 affiliated debtors each filed a Chapter 11 petition (Bankr. S.D.N.Y.) after reaching deals for the going concern sales of 120 stores. The Debtors are seeking joint administration under Case No. 15-23007. As of Feb. 28, 2015, the Debtors reported total assets of $1.6 billion and liabilities of $2.3 billion. The Debtors tapped Weil, Gotshal & Manges LLP as counsel, Evercore Group L.L.C., as investment banker, FTI Consulting, Inc., as financial advisor, Hilco Real Estate, LLC, as real estate advisor, and Prime Clerk LLC, as claims and noticing agent. The U.S. Trustee for Region 2 appointed seven creditors to serve on the official committee of unsecured creditors. Elise S. Frejka was appointed as consumer privacy ombudsman. B&G FOODS: Moody's Puts 'Ba3' CFR Under Review for Downgrade ------------------------------------------------------------ Moody's Investors Service has placed the ratings of B&G Foods, Inc., including its Ba3 Corporate Family and Ba3-PD Probability of Default ratings, under review for downgrade following the announcement that B&G has reached an agreement to acquire the Green Giant and Le Sueur branded canned and frozen vegetable business from General Mills, Inc. for approximately $765 million subject to an inventory adjustment at close. The transaction is expected to close in the fourth quarter of 2015 subject to customary closing conditions. The ratings have been placed under review for downgrade based on Moody's expectation that higher financial leverage and a high category concentration in shelf-stable and frozen vegetables will likely result in a weaker overall credit profile for the company. According to Moody's Analyst Brian Silver, "We view the acquisition of Green Giant as transformational for B&G, both in terms of its size and presence in the frozen vegetable category, a new area where the company will compete. However, the category has been under pressure during the last few years as many consumers have shifted toward the purchase of fresh as opposed to frozen or canned produce". B&G is anticipated to finance the acquisition through revolver and incremental term loan borrowings. The purchase of the Green Giant and Le Sueur brands represents the largest acquisition in the history of B&G and presents potential integration risk. Moody's also considers the company's entrance into the canned vegetable and competitive frozen foods categories to be a potential challenge. The higher leverage and integration risks may not entirely offset the benefits of increased size and product diversity resulting from the acquisition. Moody's has taken the following rating actions to B&G Foods, Inc.: On Review for Downgrade: Corporate Family Rating, currently Ba3 Probability of Default Rating, currently Ba3-PD Senior Secured First Lien Credit Facilities, currently Ba1 (LGD2) Senior Unsecured Notes, currently B1 (LGD5) Senior Unsecured Shelf, currently P(B1) Outlook Actions: Outlook, Changed To Rating Under Review From Stable No Change: Speculative Grade Liquidity Rating, currently SGL-1 RATINGS RATIONALE The Ba3 CFR (under review for downgrade) reflects B&G's aggressive dividend policy, small scale relative to more highly rated industry peers, acquisitive growth strategy, and periodic use of leverage to fund acquisitions. These factors are balanced by the company's high margins, consistent cash generation, broad product portfolio and historical success in acquisition integration efforts. B&G's willingness to dividend a high portion (roughly 50% - 60%) of its cash flows after capital spending is partially mitigated by the consistency of its cash flows, low capital spending requirements (due in part to its extensive use of co-packers), and its success in recouping commodity cost increases through timely pricing actions within its niche branded product offerings. Moody's review of the ratings will focus primarily on the credit profile of the company including potential synergies from the acquisition, the fundamental changes in the product portfolio associated with this transaction, and the company's acquisition strategy going forward. Moody's expects the acquisition to increase B&G's Moody's adjusted pro forma debt-to-EBITDA to a range of 5.5 to 6.0 times, depending on the final amount of incremental debt. This compares to debt-to-EBITDA of 5.0 times for the twelve months ended July 4, 2015. Moody's will also evaluate current and projected operating performance. B&G Foods ("B&G", NYSE: BGS) based in Parsippany, New Jersey, is a publicly traded manufacturer and distributor of a diverse portfolio of largely branded, shelf-stable food products, many of which have leading regional or national market shares in niche categories. The company also has a small presence in household products. B&G's brands include Cream of Wheat, Ortega, Maple Grove Farms of Vermont, Polaner, B&M, Las Palmas, Mrs. Dash, Pirate Brands and Bloch & Guggenheimer among others. B&G sells to a diversified customer base including grocery stores, mass merchants, wholesalers, clubs, dollar stores, drug stores, the military and other food service providers. Sales for the twelve months ended July 4th, 2015 were nearly $858 million, the majority of which were derived in the US, and the remainder in Canada. B&G FOODS: S&P Puts 'BB-' CCR on CreditWatch Negative ----------------------------------------------------- Standard & Poor's Ratings Services placed all of its ratings, including its 'BB-' corporate credit rating, on Parsippany, N.J.–based B&G Foods Inc. on CreditWatch with negative implications. S&P estimates that B&G had roughly $1 billion in adjusted debt outstanding as of July 4, 2015. The CreditWatch placement follows B&G's announcement that it will be acquiring the Green Giant and Le Sueur brands from General Mills for about $765 million. B&G intends to fund the acquisition with revolver borrowings and new incremental term loans. "We believe the transaction could weaken B&G's credit protection measures beyond our rating expectations at the 'BB-' level," said Standard & Poor's credit analyst Bea Chiem. "Still, we believe that the Green Giant acquisition would modestly strengthen B&G's competitive advantage with further product diversity, entry into a new category, frozen foods, and greater scale." Standard & Poor's will resolve the CreditWatch listing following its review of the impact of the acquisition on B&G's business and financial risk profile as well as the company's ability and willingness to reduce debt to EBITDA to below 5x within 12 months following the acquisition. Upon completion of S&P's review, the ratings for B&G could remain unchanged or be lowered by one notch. BAHA MAR: Judge Appoints Liquidator with Limited Power ------------------------------------------------------ Stephanie Gleason, writing for Dow Jones' Daily Bankruptcy Review, reported that a judge in the Bahamas said a liquidator could take control of the stalled Baha Mar resort project to a liquidator, but limited the official's powers. According to the report, the Bahamian judge took the middle ground in a ruling, read in court on Sept. 4, that appoints a liquidator specifically for the purpose of preserving the assets of the $3.5 billion project, rather than authorizing the liquidator to develop a plan for completion of the project. 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. The Committee tapped Cooley LLP as its lead counsel, and Whiteford, Taylor & Preston LLC as its Delaware counsel. BAHA MAR: Seeks Sept. 30 Schedules & Statements Filing Extension ---------------------------------------------------------------- Northshore Mainland Services Inc. and its affiliated debtors ask the U.S. Bankruptcy Court for the District of Delaware to extend the deadline for the filing of their schedules of assets and liabilities and statements of financial affairs to Sept. 30, 2015, or approximately one month from their current deadline Aug. 28, 2015. The Debtors contend that since the filing of their Chapter 11 petitions, they had worked in faith to gather the information required to complete their Schedules and Statements. They assert that as a consequence of the size and complexity of the chapter 11 cases, coupled with the limited time and resources available, the Debtors have not yet finished gathering and compiling such information. The hearing on the Debtors' motion is scheduled on Sept. 18, 2015 at 11:00 a.m. The deadline for the filing of objections to the Debtors' motion is set on Sept. 11, 2015 at 4:00 p.m. The Debtors' attorneys can be reached at: Laura Davis Jones, Esq. James E. O'Neill, Esq. Colin R. Robinson, Esq. Peter J. Keane, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor Wilmington, DE 19801 Telephone: (302)652-4100 Facsimile: (302)652-4400 E-mail: ljones@pszjlaw.com joneill@pszjlaw.com crobinson@pszjlaw.com pkeane@pszjlaw.com - and - Paul S. Aronzon, Esq. Mark Shinderman, Esq. MILBANK, TWEED, HADLEY & MCCLOY LLP 601 S. Figeuroa Street, 30th Floor Los Angeles, CA 90017 Telephone: (213)892-4000 Facsimile: (213)629-5063 E-mail: paronzon@milbank.com mshinderman@milbank.com - and - Tyson M. Lomazow, Esq. Thomas J. Matz, Esq. Steven Z. Szanzer, Esq. MILBANK, TWEED, HADLEY & MCCLOY LLP 28 Liberty Street New York, NY 10005 Telephone: (212)530-5000 Facsimile: (212)530-5219 E-mail: guzzi@milbank.com tmatz@milbank.com sszanzer@milbank.com About Baha Mar Enterprises 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. The Committee tapped Cooley LLP as its lead counsel, and Whiteford, Taylor & Preston LLC as its Delaware counsel. BON-TON STORES: Revolving Commitments Hiked to $650 Million ----------------------------------------------------------- The Bon-Ton Department Stores, Inc., Carson Pirie Scott II, Inc., Bon-Ton Distribution, LLC, and McRIL, LLC, as borrowers, and The Bon-Ton Stores, Inc. and The Bon-Ton Giftco, LLC, as obligors, entered into a Commitment Increase Letter Acknowledgement supplementing the Second Amended and Restated Loan and Security Agreement, with Bank of America, N.A., as Agent, and certain financial institutions as lenders, dated March 21, 2011. Pursuant to the terms of the Letter Acknowledgment, the Tranche A revolving commitments under the Loan Agreement were increased from $575 million to $650 million. This brings total revolving commitments under the Loan Agreement to $750 million. A copy of the Commitment Increase Letter Acknowledgment dated Aug. 28, 2015, is available for free at http://is.gd/dffl9B About Bon-Ton Stores The Bon-Ton Stores, Inc., with corporate headquarters in York, Pennsylvania and Milwaukee, Wisconsin, operates 270 stores, which includes nine furniture galleries and four clearance centers, in 26 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner's, Boston Store, Carson's, Elder-Beerman, Herberger's and Younkers nameplates. The stores offer a broad assortment of national and private brand fashion apparel and accessories for women, men and children, as well as cosmetics and home furnishings. For further information, please visit the investor relations section of the Company's Web site at http://investors.bonton.com. Bon-Ton Stores reported a net loss of $6.97 million on $2.75 billion of net sales for the fiscal year ended Jan. 31, 2015, compared to a net loss of $3.55 million on $2.77 billion of net sales for the fiscal year ended Feb. 1, 2014. The Company reported a net loss of $21.6 million for the fiscal year ended Feb. 2, 2013. As of Aug. 1, 2015, Bon-Ton Stores had $1.6 billion in total assets, $1.58 billion in total liabilities and total shareholders equity of $15.52 million. * * * As reported by the TCR on May 15, 2013, Moody's Investors Service upgraded Bon-Ton Stores's Corporate Family Rating to 'B3' from 'Caa1' and its Probability of Default Rating to 'B3-PD' from 'Caa1-PD'. "The upgrade of Bon-Ton's Corporate Family Rating considers the company's ability to drive modest same store sales growth as well as operating margin expansion beginning in the second half of 2012 and that these positive trends have continued, with the company reporting that its same store were positive, and EBITDA margins expanded, in the first fiscal quarter of 2013," said Moody's Vice President Scott Tuhy. As reported by the TCR on May 17, 2013, Standard & Poor's Ratings Services affirmed the 'B-' corporate credit rating on Bon-Ton Stores. BOOMERANG TUBE: Gets Approval for Marubeni-Itochu Trade Deal ------------------------------------------------------------ Boomerang Tube LLC got court approval for a deal that would ensure continued supply of goods from Marubeni-Itochu Tubulars America Inc. Marubeni-Itochu is considered an important supplier of Boomerang Tube since some of the company's major customers use the JFE-threaded couplings that the supplier sells. These sales comprised about $55 million of Boomerang Tube's annual revenue, court filings show. Under the deal, Marubeni-Itochu will continue to supply the company for a period of not less than 18 months. Boomerang Tube will be provided with 60-day payment terms following approval of the agreement. The agreement also requires the companies to release each other from all claims and causes of action, including those under Chapter 5 of the Bankruptcy Code, arising prior to June 9, 2015. A copy of the agreement is available without charge at http://is.gd/fR60yt Boomerang Tube's official committee of unsecured creditors had earlier expressed its opposition to the agreement, saying it strips one of the few potential sources of recovery from unsecured creditors. According to the committee, Chapter 5 avoidance actions and other unencumbered assets "could represent the primary sources of recovery for unsecured creditors" who may receive nothing under Boomerang Tube's proposed bankruptcy plan. About Boomerang Tube Boomerang Tube, LLC, is a manufacturer of welded Oil Country Tubular Goods ("OCTG") in the United States. OCTG are used by drillers in exploration and production of oil and natural gas and consist of drill pipe, casing and tubing. Boomerang has corporate offices in Chesterfield, Missouri and manufacturing facilities in Liberty, Texas, strategically located near major steel production centers and end-user markets. With a 487,000 square foot plant that houses two mills and heat treat lines and a contingent 119 acres, these facilities constitute the second largest alloy OCTG mill in North America. Access Tubulars, LLC, owns 81% of the equity interests in Boomerang. Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11247) on June 9, 2015, with a deal with lenders on a balance sheet restructuring that would convert $214 million of debt to 100% of the common stock of the reorganized company. The Debtor disclosed $272,205,337 in assets and $300,375,946 in liabilities as of the Chapter 11 filing. The cases are assigned to Judge Mary F. Walrath. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as attorneys; Lazard Freres & Co. LLC, as financial advisor; and Donlin, Recano & Co., Inc., as claims and noticing agent. Boomerang Tube disclosed $272,205,337 in assets and $300,375,946 in liabilities as of the Chapter 11 filing. On June 30, 2015, the Debtor filed a bankruptcy-exit plan and explanatory disclosure statement. The U.S. Trustee overseeing the Chapter 11 case appointed five creditors to serve on an official committee of unsecured creditors. The Committee is represented by Brown Rudnick LLP., and Morris, Nichols, Arsht & Tunnel LLP. BOOMERANG TUBE: SBBT Has Until Next Week to Make 1111(b) Election ----------------------------------------------------------------- SB Boomerang Tubular, LLC has until Sept. 14, 2015, to elect to have its $14 million claim against Boomerang Tube LLC treated as secured. Under section 1111(b) of the Bankruptcy Code, the company has a right to have its claim treated as secured if it elects to do so. SB Boomerang had earlier accused Boomerang Tube of attempting to reduce its claim from $14 million to $4 million by proposing to have their lease contract "recharacterized" as a financing agreement under the company's bankruptcy plan. Boomerang Tube's bankruptcy plan also proposes to treat the remainder of the creditor's $14 million claim as a general unsecured claim. According to SB Boomerang, general unsecured creditors may get nothing of what Boomerang Tube owes them under the proposed plan. About Boomerang Tube Boomerang Tube, LLC, is a manufacturer of welded Oil Country Tubular Goods ("OCTG") in the United States. OCTG are used by drillers in exploration and production of oil and natural gas and consist of drill pipe, casing and tubing. Boomerang has corporate offices in Chesterfield, Missouri and manufacturing facilities in Liberty, Texas, strategically located near major steel production centers and end-user markets. With a 487,000 square foot plant that houses two mills and heat treat lines and a contingent 119 acres, these facilities constitute the second largest alloy OCTG mill in North America. Access Tubulars, LLC, owns 81% of the equity interests in Boomerang. Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11247) on June 9, 2015, with a deal with lenders on a balance sheet restructuring that would convert $214 million of debt to 100% of the common stock of the reorganized company. The Debtor disclosed $272,205,337 in assets and $300,375,946 in liabilities as of the Chapter 11 filing. The cases are assigned to Judge Mary F. Walrath. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as attorneys; Lazard Freres & Co. LLC, as financial advisor; and Donlin, Recano & Co., Inc., as claims and noticing agent. Boomerang Tube disclosed $272,205,337 in assets and $300,375,946 in liabilities as of the Chapter 11 filing. On June 30, 2015, the Debtor filed a bankruptcy-exit plan and explanatory disclosure statement. The U.S. Trustee overseeing the Chapter 11 case appointed five creditors to serve on an official committee of unsecured creditors. The Committee is represented by Brown Rudnick LLP., and Morris, Nichols, Arsht & Tunnel LLP. BTB CORP: Confirms Foreclosure of Collateral for BSPR Loans ----------------------------------------------------------- BTB Corp. has signed a stipulation confirming that some of its accounts receivable were properly foreclosed by Banco Santander Puerto Rico and do not constitute part of its bankruptcy estate. Prior to BTB's bankruptcy filing, Banco Santander, a secured creditor, initiated a foreclosure proceeding against the company after the latter failed to repay its loans. The loans are secured by BTB's accounts receivable and inventories. The company owes Banco Santander more than $10.64 million as of May 17, 2015, court filings show. A copy of the stipulation is available without charge at http://is.gd/CzEQiI About BTB Corporation BTB Corporation sought Chapter 11 protection (Bankr. D.P.R. Case No. 15-03681) in Old San Juan, Puerto Rico, on May 17, 2015. Samuel Lizardi signed the petition as interim president. The Debtor disclosed total assets of $16.5 million and total liabilities of $13.2 million. BTB said it sought bankruptcy protection as it is unable to meet obligations as they mature, and creditors are threatening suit and have threatened to undertake steps to obtain possession of its assets. The Debtor tapped Alexis Fuentes Hernandez, Esq., at Fuentes Law Offices, LLC, as its counsel. BUILDING #19: Sept. 18, 2015 Set as Admin. Claims Bar Date ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of Massachusetts established Sept. 18, 2015, as the deadline for any individual or entity to file administrative proofs of claim against Building #19, Inc. About Building #19 Building #19, Inc., and its affiliates sought protection under Chapter 11 of the Bankruptcy Code on Nov. 1, 2013 (Bankr. D. Mass. Case No. 13-16429). The other debtors are (a) Paperworks #19, Inc., Case No. 13-16430; (b) Beth's Basics, Inc., Case No. 13-16433; (c) Furniture #19, Inc., Case No. 13-16431; (d) PB&J Kids #19, Inc., Case No. 13-16434; and (e) Footwear #19 Plus, Inc. Case No. 13-16432. Donald Ethan Jeffery, Esq., and Harold B. Murphy, Esq., at Murphy & King, Professional Corporation, in Boston, Massachusetts, serve as the Debtors' bankruptcy counsel. The Tron Group, LLC, serve as their financial advisers. The U.S. Trustee for Region 1 appointed five members to the official committee of unsecured creditors. Newburg & Company LLP is the financial advisor to the Committee. CAESARS ENTERTAINMENT: 67% of First Lien Creditors Execute RSA -------------------------------------------------------------- Caesars Entertainment Corporation and Caesars Entertainment Operating Company, Inc., a majority owned subsidiary of CEC, and certain beneficial holders of the claims under the first lien bank debt incurred by CEOC pursuant to that certain 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, entered into an agreement (the "Bank RSA") with respect to the restructuring of CEOC's indebtedness. As of Sept. 4, 2015, creditors holding at least 66.66% of the First Lien Bank Claims have executed the Bank RSA. Pursuant to the Bank RSA, only holders of First Lien Bank Claims who have signed the Bank RSA on or prior to the Upfront Payment Date are eligible to receive the Upfront Payment. Additionally, as a result of execution of the Bank RSA by holders of 66.66% of the First Lien Bank Claims CEC is obligated to make the initial payment of the RSA Forbearance Fee. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc., is one of the world's largest casino companies. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's in mid-November 2010. In January 2015, Caesars Entertainment and subsidiary Caesars Entertainment Operating Company, Inc., announced that holders of more than 60% of claims in respect of CEOC's 11.25% senior secured notes due 2017, CEOC's 8.5% senior secured notes due 2020 and CEOC's 9% senior secured notes due 2020 have signed the Amended and Restated Restructuring Support and Forbearance Agreement, dated as of Dec. 31, 2014, among Caesars Entertainment, CEOC and the Consenting Creditors. As a result, The RSA became effective pursuant to its terms as of Jan. 9, 2015. Appaloosa Investment Limited, et al., owed $41 million on account of 10% second lien notes in the company, filed an involuntary Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case No. 15-10047) on Jan. 12, 2015. The bondholders are represented by Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP. CEOC and 172 other affiliates -- operators of 38 gaming and resort properties in 14 U.S. states and 5 countries -- filed Chapter 11 bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and total debt of $19.8 billion as of Sept. 30, 2014. Delaware Bankruptcy Judge Kevin Gross entered a ruling that the bankruptcy proceedings will proceed in the U.S. Bankruptcy Court for the Northern District of Illinois. Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is the Debtors' restructuring advisors. Prime Clerk LLC acts as the Debtors' notice and claims agent. Judge Benjamin Goldgar presides over the cases. The U.S. Trustee has appointed seven noteholders to serve in the Official Committee of Second Priority Noteholders and nine members to serve in the Official Unsecured Creditors' Committee. The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner. * * * The Troubled Company Reporter, on April 27, 2015, reported that Fitch Ratings has affirmed and withdrawn the Issuer Default Ratings (IDR) and issue ratings of Caesars Entertainment Operating Company (CEOC). These actions follow CEOC's Chapter 11 filing on Jan. 15, 2015. Accordingly, Fitch will no longer provide ratings or analytical coverage for CEOC. In addition, Fitch has affirmed the IDR and issue rating of Chester Downs and Marina LLC (Chester Downs) and the ratings have been simultaneously withdrawn for business reasons. CAMBRIDGE ENDOSCOPIC: Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------------- Debtor: Cambridge Endoscopic Devices, Inc. 119 Herbert St. Framingham, MA 01702 Case No.: 15-41706 Chapter 11 Petition Date: September 3, 2015 Court: United States Bankruptcy Court District of Massachusetts (Worcester) Judge: Hon. Melvin S. Hoffman Debtor's Counsel: Michael J. Goldberg, Esq. CASNER & EDWARS, LLP 303 Congress Street Boston, MA 02210 Tel: (617) 426-5900 Fax: (617) 426-8810 Email: goldberg@casneredwards.com - and - David Koha, Esq. CASNER & EDWARDS LLP 303 Congress Street Boston, MA 02210 Tel: 617-426-5900 Fax: 617-426-8810 Email: koha@casneredwards.com Total Assets: $3.1 million Total Liabilities: $17.17 million The petition was signed by Woojin Lee, president and treasurer. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/mab15-41706.pdf CASA MEDIA: Court Extends Plan Filing Deadline to Oct. 11 --------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida granted the request of Casa Media Partners, LLC and Casa en Denver, Inc., for a 60-day extension of their exclusive periods to file a disclosure statement and plan, and to solicit and obtain acceptances of that plan. As reported in the Troubled Company Reporter on Aug. 21, 2015, the Debtors asked the Court to extend until Oct. 11, 2015, their exclusive period to file a plan and until Dec. 11, 2015, their exclusive period to solicit acceptances of that plan. In an agreed motion, the Debtors relate that they and Bank of Commerce have been involved in substantive settlement discussions stemming from an in-person settlement conference held between the Parties. Due to the nature and size of Bank of Commerce's claim as a secured creditor, potential settlement terms could involve the avoidance of claims or, altogether, negate the necessity for bankruptcy protection. About Casa Media Casa Media Partners, LLC, and Casa en Denver, Inc. commenced Chapter 11 bankruptcy cases (Bankr. S.D. Fla. Case Nos. 15-16741 and 15-16746) in Miami, Florida on April 15, 2015. The petition was signed by Juan Salvador Gonzalez, the chief financial officer. Judge Hon. Robert A Mark presides over the cases. The Debtors are represented by Kristopher Aungst, Esq., at Tripp Scott, P.A., as their counsel. According to the docket, the deadline to file claims for governmental units is on Oct. 13, 2015. CASA MEDIA: Has Until October 9 to Decide on Leases --------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida extended the deadline within which Casa Media Partners, LLC, and Casa en Denver, Inc., may assume or reject all of their unexpired leases of nonresidential real property through and including Oct. 9, 2015. As reported in the Troubled Company Reporter on Aug. 20, 2015, the Debtors explained that the requested period falls well within the acceptable parameters of the extension periods granted by courts in other Chapter 11 cases of this size, stature and complexity. The extension sought would be without prejudice to the rights of the Debtors to seek further extensions of time to assume or reject the Unexpired Leases with the consent of the affected landlords, the Debtor assert. The Debtors further assert that it is irrefutable that the Unexpired Leases are valuable assets of the Debtors' estates and are integral to the continued operation of their business. However, the Debtors have been unable to make reasoned decisions as to whether to assume or reject all the Unexpired Leases within 120 days of the Petition Date, and do not want to forfeit their right to assume any Unexpired Lease as a result of the "deemed rejected" provision of Section 365(d)(4)(A) of the Bankruptcy Code, or be compelled to assume all those Unexpired Leases within that same period in order to avoid rejections, with the resultant imposition of potentially substantial administrative expenses on their estates. The Debtors told the Court are making timely payments for the use of the property pursuant to the Unexpired Leases at the applicable lease rates set forth in such Unexpired Leases and are continuing to perform their other obligations under the Unexpired Leases in a timely fashion, to the extent required by Section 365(d)(3). It is beyond dispute that the Debtors cannot operate their business without the Unexpired Leases, the Debtors say. The properties leased by the Debtors under the Unexpired Leases include the Debtors' office spaces and antenna sites. At least in the short term, it is impossible for the Debtors to find suitable replacements for these Unexpired Leases. It would not be prudent for the Debtors to make any determinations concerning the assumption or rejection of the Unexpired Leases before August 12, 2015. In addition to continuing to run their business and conduct day-to-day operations since the Petition Date, the Debtors have focused on stabilizing their businesses and ensuring a smooth transition into Chapter 11, while also continuing to work jointly with Bank of Commerce, the largest creditor in the Debtors' cases and further developing the terms of a disclosure statement and plan. Moreover, the Debtors' Chapter 11 cases have been pending for only less than four months, and therefore, the Debtors submit that such a brief period of time is not a reasonable amount of time for the Debtors to have comprehensively evaluated the Unexpired Leases. There is no reason why the Debtors' proposed extension of time to assume or reject the Unexpired Leases could or would damage the lessors that are parties to the Unexpired Leases in an amount beyond the compensation as is available to the lessors under the Bankruptcy Code, the Debtors asserted. The Debtors' Chapter 11 cases while certainly not large in scale are clearly complex due to the nature of the Debtors' businesses and the potential spectrum sale that the Debtors are exploring, the Debtors add. About Casa Media Partners Casa Media Partners, LLC, and Casa en Denver, Inc. commenced Chapter 11 bankruptcy cases (Bankr. S.D. Fla. Case Nos. 15-16741 and 15-16746) in Miami, Florida on April 15, 2015. The petition was signed by Juan Salvador Gonzalez, the chief financial officer. Judge Hon. Robert A Mark presides over the cases. The Debtors are represented by Kristopher Aungst, Esq., at Tripp Scott, P.A., as their counsel. According to the docket, the deadline to file claims for governmental units is on Oct. 13, 2015. CASPIAN SERVICES: Harvey Sawikin Reports 7% Stake as of Aug. 7 -------------------------------------------------------------- In an amended schedule 13D filed with the Securities and Exchange Commission, Firebird Avrora Advisors LLC disclosed beneficial ownership of 1,814,165 shares; Firebird Management LLC beneficially owned 1,847,500 shares; and Harvey Sawikin beneficially owned 3,661,665 shares of Caspian Services, Inc., which represents 3.4%, 3.5% and 7%, respectively of the shares outstanding. The percentages are based on 52,657,574 shares of Common Stock outstanding as of Aug. 7, 2015. A copy of the amended regulatory filing is available for free at: http://is.gd/aipEF4 About Caspian Services Headquartered in Salt Lake City, Caspian Services, Inc., was incorporated under the laws of the state of Nevada on July 14, 1998. Since February 2002 the Company has concentrated its business efforts to provide diversified oilfield services to the oil and gas industry in western Kazakhstan and the Caspian Sea, including providing a fleet of vessels, onshore, transition zone and marine seismic data acquisition and processing services and a marine supply and support base in the port of Bautino, in Bautino Bay, Kazakhstan. Caspian reported a net loss of $18.8 million on $29.9 million of total revenue for the year ended Sept. 30, 2014, compared with a net loss of $11.8 million on $33.08 million of total revenues for the year ended Sept. 30, 2013. The Company's independent auditors, Haynie & Company, P.C., in Salt Lake City, Utah, issued a "going concern" qualification on the 2014 consolidated financial statements citing that, "[A] Company creditor has indicated that it believes the Company may be in violation of certain covenants of certain substantial financing agreements. The financing agreements have acceleration right features that, in the event of default, allow for the loan and accrued interest to become immediately due and payable." According to the auditors, as a result of this uncertainty, the Company has included the note payable and all accrued interest as current liabilities at Sept. 30, 2014. At Sept. 30, 2014, the Company had negative working capital of $85.0 million and for the year ended Sept. 30, 2014, the Company had a net loss of $16.6 million." CLAIRE'S STORES: Reports Fiscal 2015 Second Quarter Results ----------------------------------------------------------- Claire's Stores, Inc., reported a net loss of $18.8 million on $348 million of net sales for the three months ended Aug. 1, 2015, compared to a net loss of $20.6 million on $378 million of net sales for the three months ended Aug. 2, 2014. For the six months ended Aug. 1, 2015, the Company reported a net loss of $54.3 million on $668 million of net sales compared to a net loss of $58.7 million on $731 million of net sales for the six months ended Aug. 2, 2014. As of Aug. 1, 2015, the Company had $2.5 billion in total assets, $2.9 billion in total liabilities and a $390 million stockholders' deficit. As of Aug. 1, 2015, cash and cash equivalents were $83 million, including restricted cash of $0.3 million. The Company had $111.3 million drawn on its revolver and an additional $50.1 million of borrowing availability under its Credit Facilities as of that date. Also, during the quarter, the Company amended the Euro revolver from Euro 35 million to USD 50 million. The fiscal 2015 second quarter cash balance increase of $60.5 million consisted of positive impacts of $59.9 million of Adjusted EBITDA and $43.8 million from net borrowings under the Credit Facilities offset by reductions for $28 million of cash interest payments, $8.3 million of capital expenditures, $3.7 million from seasonal working capital uses and $3.2 million for tax payments and other items. A full-text copy of the press release is available for free at: http://is.gd/zHiv8v About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of Jan. 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. Claire's reported a net loss of $212 million for the fiscal year ended Jan. 31, 2015, compared to a net loss of $65.3 million for the fiscal year ended Feb. 1, 2014. * * * As reported by the TCR on April 13, 2015, Moody's Investors Service downgraded Claire's Corporate Family Rating (CFR) to Caa2 from Caa1. The downgrade of Claire's ratings reflect continued weak operating performance and deterioration of its liquidity profile. The TCR reported in April 2015 that Standard & Poor's Ratings Services lowered its corporate credit rating on Claire's Stores Inc. to 'CCC' from 'B-'. "The rating action reflects our belief that Claire's could violate its financial covenant under its revolving credit facility in the upcoming quarters, given continuously weak operating trends," said credit analyst Mariola Borysiak. CLARKE REAL ESTATE: Files for Ch 11; To Continue Townhouse Project ------------------------------------------------------------------ Clarke Real Estate Development, LLC, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case No. 15-16299) on Sept. 1, 2015, estimating its assets and debts at between $10 million and $50 million each. The petition was signed by Donovan Clarke, sole member. Alan J. Heavens at Philly.com reports that Mr. Clarke attributed his decision to file for Chapter 11 to a "timing issue" with his lender. The report says that the bankruptcy filing follows mortgage-foreclosure actions by the Company's original financial partner, Dietz & Watson Inc. Union Employees Pension Plan and Dietz & Watson Benefit Pension Fund. Mr. Clarke had previously modified terms of his mortgage agreement with Dietz & Watson in 2014, according to property records. The public records show that when Mr. Clarke failed to meet the new conditions, Dietz & Watson moved forward with the foreclosure process and has listed 21 of the Company's properties for sheriff's sale. Philly.com quoted Mr. Clarke as saying, "The lender opted not to move forward with the project, but we have identified a new funding source to complete the project." The report states that Mr. Clarke declined to identify the source of the new financing, saying, "you never say it is a done deal until it is. I'm pretty confident, however." Mr. Clarke said that he hoped to resume construction of the luxury Parke Place townhouse in the 1300 block of Bainbridge Street in the fall, according to the report. Judge Ashely M. Chan presides over the case. Thomas Daniel Bielli, Esq., at O'Kelly Ernst & Bielli, LLC, serves as the Company's bankruptcy counsel. Clarke Real Estate Development, LLC, is headquartered in Philadelphia, Pennsylvania. It is the developer of the luxury Parke Place townhouse project in the 1300 block of Bainbridge Street. CLARKE REAL ESTATE: Ordered to Submit Required Documents -------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Pennsylvania has entered an order requiring Clarke Real Estate Development, LLC to submit the following documents: * Matrix List of Creditors due 09/8/2015 * Statement of Corporate Ownership due 09/15/2015 * Atty Disclosure Statement due 9/15/2015 * Schedule A due 9/15/2015 * Schedule B due 9/15/2015 * Schedule D due 9/15/2015 * Schedule E due 9/15/2015 * Schedule F due 9/15/2015 * Schedule G due 9/15/2015 * Schedule H due 9/15/2015 * Statement of Financial Affairs due 9/15/2015 * Summary of schedules due 9/15/2015 * 20 Largest Unsecured Creditors due 9/15/2015 * List of Equity Security Holders due 9/15/2015 Any request for an extension of time must be filed prior to the expiration of the deadlines listed. The Court ordered that the case may be dismissed without further notice if the documents listed are not filed by the deadlines. Clarke Real Estate Development, LLC sought Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case No. 15-16299) on Sept. 1, 2015. The petition was signed by Donovan Clarke as sole member. The Debtor failed to file or submit with the petition all of the documents required by Fed. R. Bankr.P.1007. The Debtor estimated assets and debt in the range of $10 million to $50 million. Judge Ashely M. Chan is assigned to the case. Thomas Daniel Bielli, Esq., at O'Kelly Ernst & Bielli, LLC represents the Debtor as counsel. CLAYTON WILLIAMS: Moody's Cuts Corporate Family Rating to 'B3' -------------------------------------------------------------- Moody's Investors Service downgraded Clayton Williams Energy, Inc.'s (CWEI) Corporate Family Rating (CFR) to B3 from B2, Probability of Default Rating (PDR) to B3-PD from B2-PD and senior unsecured note rating to Caa1 from B3. Moody's affirmed CWEI's SGL-3 Speculative Grade Liquidity Rating. The rating outlook is stable. Issuer: Clayton Williams Energy, Inc. Corporate Family Rating (Local Currency), Downgraded to B3 from B2 Probability of Default Rating, Downgraded to B3-PD from B2-PD Senior Unsecured Notes, Downgraded to Caa1 (LGD5) from B3 (LGD5) Speculative Grade Liquidity Rating (SGL), Affirmed SGL-3 Outlook, Stable RATINGS RATIONALE CWEI's B3 Corporate Family Rating reflects the company's weak credit profile because of high leverage. Moody's expects CWEI's cash flow coverage of debt and interest expense will decline due to low commodity prices and lack of meaningful hedges. Moody's also expects CWEI's debt-to-average daily production metric to exceed $50,000 per barrel of oil equivalent (boe) per day and debt-to-proved developed (PD) reserves figure to be roughly $18 per boe over the next 12 months. CWEI's rating is supported by the company's oil weighted production profile and reserve base, high level of operating control of its property base and a seasoned management team that has operated through numerous sector cycles. CWEI's unsecured notes are rated Caa1, which is one notch below the company's B3 CFR under Moody's Loss Given Default Methodology. This notching reflects the priority claim given to the senior secured revolving credit facility. CWEI's SGL-3 Speculative Grade Liquidity Rating reflects its adequate liquidity profile over the next 12 months. As of June 30, 2015, CWEI had over $350 million of liquidity including cash and availability under its revolving credit facility with a $500 million borrowing base. The revolving credit facility is subject to re-determination of its borrowing base in October 2015. The credit facility's financial covenants were amended in February 2015, and financial covenants in the facility through June 30, 2016 include a maximum senior secured debt to EBITDA ratio of 2.5x, minimum EBITDA to interest expense of 1.5x and a minimum current ratio of 1.0x. However, after June 30, 2016, a maximum total debt to EBITDA covenant of 4.0x will also be in place and we expect CWEI to have difficulty in complying with its financial covenants, unless CWEI is able to re-negotiate its financial covenants with the bank group beforehand. The stable outlook reflects the company's adequate liquidity at a time of low commodity prices, Moody's expectation that CWEI will likely receive covenant relief before June 30, 2016 and the expectation of capital discipline combined with strategic actions to support production and debt service. The company's ratings could be downgraded further if liquidity drops below $100 million, debt / average daily production exceeds $55,000 per boe on a sustained basis or retained cash flow / debt approaches 5%. If retained cash flow / debt approaches 15% or debt / average daily production is sustained below $40,000, with expectations of further improvement in leverage metrics, then the ratings may be considered for an upgrade. Clayton Williams Energy Inc. which is headquartered in Midland, Texas is engaged in the exploration and production of oil, natural gas liquids and natural gas. CONNEAUT LAKE: Has 14 Days to File Revised Plan Outline ------------------------------------------------------- Keith Gushard at Meadville Tribune reports that Chief Judge Jeffrey Deller of U.S. Bankruptcy Court of Western Pennsylvania has given Trustees of Conneaut Lake Park 14 days to file with the Court a revised, more detailed disclosure statement on how the amusement park will reorganize its debts. The report adds that Judge Deller will schedule a hearing on the revised disclosure statement approximately one or two weeks after the filing. Meadville Tribune relates that Judge Deller also wants the Trustees to meet with its creditors to work out a possible deal. At a hearing held on Sept. 1, 2015, attorneys for the creditors objected to the current disclosure statement, Meadville Tribune says. According to Meadville Tribne, the attorneys for the amusement park's creditors object to the disclosure statement and have called for a liquidation of the park's assets to satisfy its outstanding debt. Meadville Tribune recalls that Trustees' proposed a reorganization plan under which $611,000 in insurance proceeds from a 2013 fire that destroyed the Beach Club night club would be used and some waterfront property would be sold to satisfy the outstanding real estate tax debt -- four taxing bodies would be repaid in full within a year while others allowed secured non-tax claims against the park would be paid in full over 20 years with 5% interest. Meadville Tribune states that the Trustees want to sell the Flynn property -- a total of 13 parcels with a collective 330-feet of lakefront access, located north of the amusement park's midway/Beach Club site -- as it is not considered necessary for the operation of the park. The sale, says the report, would generate between $900,000 and $1.3 million in revenue, and the park would use up $300,000 from the proceeds of the sale and insurance money as working capital. The creditors' lawyers said that they aren't in favor of the $300,000 of working capital going to the park, Meadville Tribune relates. The proposed plan has "no factual basis, no historical basis. It's purely pie-in-the-sky," the report states, citing Peter Acker, Esq., the attorney for Ron Anderson/First Capital Finance, which holds a $189,521.90 debt for unpaid amusement tax owed by the park. Mr. Acker, according to the report, said that his client wants liquidation of the park through an auction. About Conneaut Lake Park Conneaut Lake Park is a summer amusement resort, located in Conneaut Lake, Pennsylvania. Trustees of Conneaut Lake Park, Inc., filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa. Case No. 14-11277) in Erie, Pennsylvania, on Dec. 4, 2014. The case is assigned to Judge Thomas P. Agresti. The Debtor tapped George T. Snyder, Esq., at Stonecipher Law Firm, in Pittsburgh, as counsel. The Debtor estimated assets and debt of $1 million to $10 million. Trustees of Conneaut Lake Park filed for bankruptcy protection less than 20 hours before the Crawford County amusement park was scheduled to go to sheriff's sale for almost $930,000 in back taxes and related fees. CONSTRUCTION SUPERVISION: BB&T's Claim Denied Superpriority Status ------------------------------------------------------------------ Judge Stephani W. Humrickhouse of the United States Bankruptcy Court for the Eastern District of North Carolina, Raleigh Division, allowed Branch Banking and Trust Company's postpetition interest and/or attorneys' fees in the amount of $34,868, but denied BB&T's request for its claim to be treated as a superpriority claim pursuant to Section 507(b) of the Bankruptcy Code. BB&T, a secured creditor of Construction Supervision Services, Inc., sought an administrative claim of $232,513, consisting solely of attorneys' fees/costs and postpetition interest. BB&T contended that it is entitled to a superpriority administrative expense claim pursuant to Section 507(b), because the adequate protection provided by the debtor to BB&T during the chapter 11 was inadequate. The attorneys' fees and costs BB&T sought to recover were incurred during the course of both the chapter 11 and chapter 7 case. The trustee asserted that BB&T is only entitled to post-petition interest and attorney's fees to the extent it was an oversecured creditor. According to the trustee, BB&T should not be permitted any additional post-petition interest or attorneys' fees above the $34,868.24 that remained after liquidating BB&T's collateral, paying BB&T's claim in full and paying fees permitted under Section 506(c). This remaining amount has already been paid to BB&T. The trustee also asserted that BB&T's claims should not be entitled to superpriority status as BB&T failed to show that it is entitled to priority under Section 507(b). Judge Humrickhouse held that BB&T is deemed oversecured and entitled to post-petition interest and attorneys' fees pursuant to Section 506(b), but only to the extent of the collateral. As such, the judge allowed BB&T only the amount of $34,868.24, which amount has already been paid to BB&T, and denied BB&T's request for additional interest and attorney's fees. Judge Humrickhouse also found that BB&T did not assert an actual loss such as missed adequate protection payments, or a deficiency after selling worthless collateral, but essentially asserted a claim for its inability to collect its post-petition interest and attorney's fees. Judge Humrickhouse also found that BB&T has recovered exactly what it is entitled to as a partially oversecured creditor: principal, interest, and various fees totaling $1,265,868.55, the full amount of its pre-petition claim, as well as a portion of its post-petition interest and/or attorney's fees in the amount of $34,868.24. The judge further stated that BB&T has not established any entitlement to additional post-petition interest or attorney's fees, nor did it establish a decline in the value of the debtor's accounts receivable. Thus, Judge Humrickhouse concluded that BB&T has not established that its adequate protection proved to be inadequate, and that BB&T has not met its burden of proof with respect to the application for a superpriority administrative expense claim pursuant to section 507(b). The case is IN RE: CONSTRUCTION SUPERVISION SERVICES, INC., Chapter 7, Debtor, CASE NO. 12-00569-8-SWH (Bankr. E.D.N.C.). A full-text copy of Judge Humrickhouse's August 13, 2015 order is available at http://is.gd/z8aw5Mfrom Leagle.com. About Construction Supervision Construction Supervision Services Inc. operates a full service construction company. The Debtor primarily performs utility and site work on projects in eastern and central North Carolina. Based in Garner, North Carolina, Construction Supervision Services filed a Chapter 11 petition (Bankr. E.D.N.C. Case No. 12-00569) on Jan. 24, 2012. Judge Randy D. Doub presides over the case. William P. Janvier, Esq., at Janvier Law Firm, PLLC, serves as the Debtor's counsel. The Debtor scheduled assets of $8,203,552 and liabilities of $8,976,014. The petition was signed by Jeremy Spivey, president. CORPORATE RESOURCE: Has Interim OK to Use WF Cash Collateral ------------------------------------------------------------ Judge Mary F. Walrath of the United States Bankruptcy Court for the District of Delaware gave Corporate Resource Services, Inc, et. al., interim authority to use cash collateral securing their prepetition indebtedness from Wells Fargo. As adequate protection, Wells Fargo will be granted valid, binding, enforceable and automatically perfected replacement liens on and security interests in the same types and items of the Debtors' property that Wells Fargo held a valid, enforceable, binding and, properly perfected lien or security interest in prepetition. Finally, as adequate protection for the use of Wells Fargo's cash collateral, the Debtors will reserve adequate protection payment amounts for Wells Fargo. The Debtors are represented by: Ronald S. Gellert, Esq. Byra M. Keilson, Esq. GELLERT SCALI BUSENKELL & BROWN, LLC 913 N. Market Street, 10th Floor Wilmington, DE 19801 Tel: (302) 425-5800 Fax: (302) 425-5814 E-mail: rgellert@gsbblaw.com bkeilson@gsbblaw.com About Corporate Resource Corporate Resource Services, Inc., was a New York-based provider of employment and human resource solutions for corporations throughout the United States. CRS leases its headquarters and does not own any real property. About 90% of CRS shares are owned by Robert Cassera and the balance are traded OTC. As of Dec. 31, 2014, CRS was one of the largest employment Staffing companies in the U.S., providing employment and human resources solutions for corporations with annual sales of about one billion dollars. In February 2015, CRS began an orderly wind down of operations after discovering that TS Employment, Inc., a privately held company owned by Mr. Cassera, failed to remit tens of millions of dollars of the Debtors' withholding taxes to taxing authorities. TS Employment Inc., a professional employer organization that provided payroll-related services for CRS, sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 15-10243) in Manhattan on Feb. 2, 2015. TSE tapped Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, in New York, as counsel. Realization Services Inc. serves as the Debtor's consultant. CRS and its subsidiaries sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11546) on July 23, 2015, to complete their orderly wind down of operations. Judge Kevin J. Carey presides over the Chapter 11 cases. The Debtors tapped (a) Gellert Scali Busenkell & Brown, LLC, as bankruptcy counsel, (b) Wilmer Cutler Pickering Hale & Dorr LLP, as special counsel; (c) Carter Ledyard & Milburn LLP, as special SEC counsel, (d) SSG Capital Advisors as financial advisors and investment bankers, and (e) Rust Omni LLC as claims agent. CRS estimated $10 million to $50 million in assets and $50 million to $100 million in debt. COUNTRY STONE: Liquidating Plan Set for Oct. 20 Confirmation ------------------------------------------------------------ OLD CSH, Inc., formerly known as Country Stone Holdings, Inc., is now slated to seek confirmation of its Plan of Liquidation on Oct. 20, 2015, after it won approval of its Disclosure Statement. Judge Thomas L. Perkins on Sept. 2, 2015, ordered that: * The Disclosure Statement dated July 21, 2015, as may have been amended prior to the hearing on Sept. 1, 2015, is approved. * All objections to the Disclosure Statement that have not be resolved or withdrawn are overruled on their merits. * On or before Sept. 14, 2015, the Debtors shall serve a copy of the Disclosure Statement Order and the Notice of Confirmation Hearing to creditors, equity security holders, and other parties in interest, and will be transmitted to the United States Trustee, as provided in Federal Rule of Bankruptcy Procedure 3017(d). * Oct. 13, 2015 is fixed as the last day for submitting ballots accepting or rejecting the Plan. * Oct. 13, 2015 is fixed as the last day for filing and serving pursuant to Federal Rule of Bankruptcy Procedure 3020(b)(1) written objections to confirmation of the Plan. * Oct. 20, 2015, at 10:00 am is fixed for the hearing a telephonic, preliminary, non-evidentiary hearing on the confirmation of the Plan. Parties participating in the hearing are directed to call 1-877-336-1831 five minutes prior to the hearing time. Use Access Code 1082031. Ronald D. Bjustrom; Smith Seed Services, L.L.C.; and BB & E Aviation, et al., filed objections to the Disclosure Statement. The Liquidating Plan The Debtors in June 2015 sold most of their assets for a combined purchase price of $29 million plus the value of inventory determined at $4 million. An auction was held in December 2014 at which Hyponex and Techno-Bloc made the highest bids beating the stalking horse, Quikrete Holdings Inc., which offered an initial price of $20 million for almost all the assets. Hyponex agreed to acquire the mulch, soil, and grass seed business for $10 million plus the value of inventory and a prorated portion of the breakup fee being paid to Quikrete, while for $19 million plus the value of inventory and part of the breakup fee, Techo-Bloc got the concrete block and paver stone business. Under the Plan: -- Holders of allowed non-priority tax claims (Class 1) estimated at $0 will be paid in full. The class is unimpaired. Estimated recovery: 100% -- First Midwest's secured claim (Class 2), estimated at $10 million, to the extent determined as an allowed secured claim, will have the same treatment as other secured claims in Class 3. To the extent determined as an unsecured claim, then such allowed First Midwest general unsecured claim will receive the treatment set forth for Class 4 general unsecured claims. The class is impaired. Estimated recovery: 0% to 100% -- Holders of other secured claims (Class 3) will receive, at the option of the liquidating trustee: (x) the net proceeds of the sale of the property secured the claim, or (y) the return of property securing the allowed secured claim, or (z) cash equal to the value of the property. The class is unimpaired. Estimated recovery: 100%. -- Holders of allowed general unsecured claims (Class 4) estimated at $36,000,000 will receive a pro rata share of net proceeds after the payment of allowed secured claims. Estimated recovery: 0% to 16%. -- Holders of equity interests (Class 5) will retain no ownership interests in the Debtors. Estimated recovery: 0%. A copy of the Liquidating Trust Agreement is available for free at: http://bankrupt.com/misc/Country_S_Plan_LTA.pdf A copy of the Liquidation Analysis as of Aug. 18, 2015, is available for free at: http://bankrupt.com/misc/Country_S_Plan_Liq_An.pdf A red-lined copy of the Disclosure Statement, as amended Aug. 31, 204, is available for free at: http://bankrupt.com/misc/Country_S_Red_DS.pdf About Country Stone Country Stone Holdings, Inc., and its affiliates are in the business of manufacturing, processing, and packaging lawn and garden products such as mulch, soil, fertilizer, plant food, organics, concrete and decorative stone. The corporate headquarters are located in Rock Island, Illinois and Milan, Illinois. Country Stone operates 17 plants throughout the United States, including in Illinois, Iowa, Indiana, Minnesota, Wisconsin, Missouri, and California. Country Stone Holdings and its affiliates sought bankruptcy protection (Bankr. C.D. Ill., Lead Case No. 14-81854) in Peoria, Illinois, on Oct. 23, 2014, with a deal to sell to Quikrete Holdings, Inc., for $23 million in cash plus the assumption of liabilities, subject to higher and better offers. The bankruptcy cases are assigned to Judge Thomas L. Perkins. Country Stone disclosed $45 million in liabilities. The Debtors have tapped Katten Muchin Rosenman LLP as counsel; Silverman Consulting to provide the services of Steven Nerger as CRO and Michael Compton as cash and restructuring manager; and Epiq Bankruptcy Solutions, LLC as claims, noticing and balloting agent. The Court authorized the corporate name change from Country Stone Holdings, Inc., to Old CSH, Inc. Nancy J. Gargula, U.S. Trustee for the Central District of Illinois, has appointed five creditors to serve in the official unsecured creditors committee in the Debtors' cases. COYOTE LOGISTICS: S&P Withdraws 'B-' Rating on Sr. Secured Debt --------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Coyote Logistics LLC to 'A+' from 'B-' following the completion of United Parcel Service Inc.'s acquisition of the company. The outlook is stable. S&P also removed the ratings from CreditWatch, where it placed them with positive implications on July 31, 2015. S&P subsequently withdrew all of the ratings on the company, including the 'A+' corporate credit rating and the 'B-' issue-level rating and '4' recovery rating on the company's senior secured debt, following the repayment of this debt. CRAIG WALKER: Ch 11 Case Remains With Judge Elizabeth Brown ----------------------------------------------------------- Cathy Proctor at the Denver Business Journal reports that the Hon. Elizabeth Brown of the U.S. Bankruptcy Court for the District of Colorado denied on Sept. 2, 2015, Wells Fargo Bank's motion for the Court to step aside from the Chapter 11 bankruptcy case of Craig J. Walker and Susan Ann Walker. Business Journal relates that Wells Fargo Bank, one of the Walkers' largest creditors and owed more than $28 million, had asked the Court to abstain from the Chapter 11 case to allow other judgments from Illinois and Douglas County courts to move ahead. As reported by the Troubled Company Reporter on Aug. 11, 2015, Wells Fargo said in court documents that a receiver has taken possession of most of the Walkers' property in order to sell it to repay the debt. The Bank said it asked an Illinois court to issue a bench warrant for Mr. Walker's arrest, and also filed a request that he be held in contempt by the Douglas County District Court. According to Business Journal, the Walkers and other creditors objected to Wells Fargo's request, saying that the receiver appointed by a Douglas County district court judge would work only to the benefit of Wells Fargo and not the other creditors. The report adds that the Walkers' lawyers also have filed an appeal of the Douglas County court ruling. Craig Walker owns ranches, a bank, and a manufacturing company in Colorado. Craig J. Walker and Susan Ann Walker filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 15-18281) on July 24, 2015. As reported by the Troubled Company Reporter on Aug. 11, 2015, Cathy Proctor at Denver Business Journal reported that the Walkers estimated their assets at between $100 million and $500 million and liabilities at between $10 million and $50 million. CRYOPORT INC: Amends Preferred Stock Certificate of Designations ---------------------------------------------------------------- Cryoport, Inc. submitted for filing with the Secretary of State of the State of Nevada an Amendment to the Certificate of Designation of the Class A Preferred Stock and an Amendment to the Certificate of Designation of the Class B Preferred Stock, amending and restating the voting rights applicable to the Class A Preferred Stock and the Class B Preferred Stock to clarify that each share of Class A Preferred Stock and each share of Class B Preferred Stock is currently entitled to 2.5 votes per share, subject to adjustment in the event of any future stock splits or combinations. About Cryoport Lake Forest, Calif.-based CryoPort, Inc. (OTC BB: CYRX) provides comprehensive solutions for frozen cold chain logistics, primarily in the life science industries. Its solutions afford new and reliable alternatives to currently existing products and services utilized for bio-pharmaceuticals and biologics, including in-vitro fertilization, cell lines, vaccines, tissue and other commodities requiring a reliable frozen solution. Cryoport reported a net loss attributable to common stockholders of $12.2 million for the year ended March 31, 2015, compared to a net loss attributable to common stockholders of $19.6 million for the year ended March 31, 2014. As of June 30, 2015, the Company had $4 million in total assets, $1.9 million in total liabilities and $2 million in total stockholders' equity. KMJ Corbin & Company LLP, in Costa Mesa, California, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2015, citing that the Company has incurred recurring operating losses and has had negative cash flows from operations since inception. Although the Company has cash and cash equivalents of $1.4 million at March 31, 2015, management has estimated that cash on hand, which include proceeds from Class B convertible preferred stock received subsequent to the fourth quarter of fiscal 2015, will only be sufficient to allow the Company to continue its operations into the third quarter of fiscal 2016. These matters raise substantial doubt about the Company's ability to continue as a going concern. EARL GAUDIO: Gets Court Nod to Sell 2 UPS Stores' Assets -------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of Illinois authorized Earl Gaudio & Son, Inc., to sell assets that relate to its operation of two UPS Stores: (a) Store 6236, located in Danville, Illinois; and (b) Store 4323, located in Champaign, Illinois. The Court also ordered that report of sale is due Nov. 17, 2015. As reported in the Troubled Company Reporter on July 20, 2015, First Midwest Bank, as custodian, requested for authorization to sell. The Debtor identified two potential buyers for its assets: Raffles Ventures, LLC, has offered $100,000 for Store 4323, and RPA Management, Inc., has offered $90,000 for both stores. Victoria E. Powers, Esq. At Ice Miller, LLP in Columbus, Ohio, told the Court that the Debtor believes that a sale of the assets represents the best opportunity for the Debtor to maximize value for its creditors. She further told the Court that in light of the nature of the assets and the marketing that has been done, the offer from Raffles Ventures is the highest and best offer that is available for the assets. The Debtor recognized, however, that additional offers may be forthcoming, particularly in light of the fact that the largest offer received to date is for only Store 4323. Ms. Powers said the Debtor remains open to other bids from entities that have been approved by TUPSS or which have sought approval by TUPSS. In the event that Raffles Ventures' offer remains the highest and best offer, the Debtor may determine to close Store 6236 and reject the relevant Franchise Agreement, real estate lease, and other related executory contracts and unexpired leases. The Debtor will not assume the Franchise Agreement, real estate lease, or any other executory contracts or unexpired leases related to Store 6236 unless a higher bid that includes that store is received. Adrienne D. Atkins, Clerk of the U.S. Bankruptcy Court for the Central District of Illinois, issued a Deficiency Notice, stating that on June 19, 2015, the Motion to Sell Free and Clear of Liens was found to be deficient and that any order entered will not provide that the sale is free and clear of liens because no particular liens were identified in the Motion as required by Section 363(f). Ms. Powers told the Court that she believes that the only entity that may claim interest in the personal property being sold is Regions Bank, which may claim a security interest in the personal property to be included in the sale. She further tells the Court that the Debtor requests that the sale be free and clear of Regions Bank's lien, which will transfer to the proceeds of the sale. According to Ms. Power, RPA Management, Inc., had increased its offer to $110,000 for both UPS Stores, and as a result of this higher and better offer, the Debtor, through its counsel, will conduct a telephonic auction. About Earl Gaudio & Son, Inc. Earl Gaudio & Son, Inc., filed a Chapter 11 petition (Bankr. C.D. Ill. Case No. 13-90942) on July 19, 2013. The petition was signed by Angela E. Major Hart, as authorized signer of First Midwest Bank, custodian. Judge Gerald D. Fines presides over the case. The Debtor disclosed $11,849,187 in assets and $8,489,291 in liabilities as of the Chapter 11 filing. John David Burke, Esq., and Ben T. Caughey, Esq., at Ice Miller, LLP, serve as the Debtor's counsel. The U.S. Trustee appointed five creditors to serve in the Official Committee of Unsecured Creditors. The Committee retained Evans, Forehlich, Beth & Chamley as its local counsel, and Rubin & Levin, P.C., as its counsel. ECOSPHERE TECHNOLOGIES: Extends Notes Maturity by One Year ---------------------------------------------------------- Ecosphere Technologies, Inc. entered into agreements with Brisben Water Solutions, LLC and four other lenders under outstanding convertible promissory notes of an aggregate principal amount of $4 million pursuant to which the maturity date of each note was extended for an additional 12 months. Notes in the original principal amount of $2,000,000, previously maturing Sept. 12, 2015, will now mature on Sept. 12, 2016. Additional notes in the original principal amount of $2,000,000, previously maturing on Dec. 18, 2015, will now mature on Dec. 15, 2016. All notes bear interest at 10% annually. As consideration for extending the maturity date of the notes, the Company issued the lenders or their affiliates a total of 28,140,286 shares of common stock in its majority-owned subsidiary, Sea of Green Systems, Inc., constituting approximately 24% of Sea of Green's outstanding shares. The Company also agreed to issue additional shares of Sea of Green to the lenders in order to preserve the lenders' aggregate 24% ownership through the date that Sea of Green's common stock is first registered under the Securities Act of 1933 or the Securities Exchange Act of 1934. On Aug. 28, 2015, the Company and Brisben entered into a loan arrangement pursuant to which Brisben loaned the Company $125,000 in exchange for a 10% secured convertible promissory note due Sept. 12, 2016, convertible into the Company's common stock at $0.115 per share and a five-year warrant to purchase 2,173,913 shares of the Company's common stock exercisable at $0.115 per share. If, at the time of conversion of the Note or exercise of the warrants, the Company does not have sufficient authorized common stock available, the Note and warrants will be convertible or exercisable, as applicable, into an equivalent number of shares of a new series of preferred stock of the Company, the Series C Convertible Preferred Stock. The Note is secured by collateral received by Brisben, as previously disclosed, for notes evidencing prior loans totaling $2,000,000. Additionally, on Aug. 28, 2015, the Company and Brisben entered into a loan arrangement pursuant to which Brisben advanced the Company $150,000 in exchange for a fixed interest amount of $10,000. The Advance shall be due and payable upon the earlier of (i) receipt by the Company of $150,000 from the customer and (ii) 30 days from the date of issuance. The Advance is secured by a security interest in a $150,000 customer account receivable, and a security interest in a water treatment system being manufactured for such customer. About Ecosphere Technologies Stuart, Florida-based Ecosphere Technologies (OTC BB: ESPH) -- http://www.ecospheretech.com/-- is a water engineering, technology licensing and environmental services company that designs, develops and manufactures wastewater treatment solutions for industrial markets. Ecosphere, through its majority-owned subsidiary Ecosphere Energy Services, LLC, provides energy exploration companies with an onsite, chemical free method to kill bacteria and reduce scaling during fracturing and flowback operations. Ecosphere reported a net loss of $11.5 million on $1.11 million of total revenues for the year ended Dec. 31, 2014, compared with net income of $19.2 million on $6.71 million of total revenues for the year ended Dec. 31, 2013. As of Dec. 31, 2014, the Company had $15.05 million in total assets, $3.82 million in total liabilities, $3.8 million in total redeemable convertible cumulative preferred stock, and $7.42 million in total equity. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company reported a net loss of $11.5 million in 2014, and cash used in operating activities of $4.55 million and $10.3 million in 2014 and 2013, respectively. At Dec. 31, 2014, the Company had a working capital deficiency, and accumulated deficit of $2.86 million, and $109 million, respectively. These matters raise substantial doubt about the Company's ability to continue as a going concern. ELBIT IMAGING: 2015 Annual General Meeting Set for Oct. 19 ---------------------------------------------------------- An annual general neeting of shareholders of Elbit Imaging Ltd. will be held at 11:00 a.m. (Israel time) on Oct. 19, 2015, at the Company's offices at 7 Mota Gur Street, Petach Tikva, Israel. The agenda of the Meeting will be as follows: 1. To determine whether the Company's Board of Directors shall be comprised of four directors or five directors (in addition to two external directors), with that determination valid until the next Annual General Meeting of Shareholders. 2. To re-elect up to five members of the Company's Board of Directors who are not external directors, each to hold office until the close of the next Annual General Meeting of Shareholders at which one or more directors are elected or until their successors have been duly elected. The Company's external directors will continue to serve their respective three-year terms. The following six individuals have been nominated to serve as directors by the Company's Board of Directors: Alon Bachar, Ron Hadassi, Shlomi Kelsi, Yoav Kfir, Boaz Lifschitz and Nadav Livni. If the Meeting decides that the Board of Directors will be comprised of four directors, then the four Nominees who receive the greatest number of affirmative votes will be re-elected to the Board of Directors. If the Meeting decides that the Board of Directors will be comprised of five directors, then the five Nominees who receive the greatest number of affirmative votes will be re-elected to the Board of Directors. 3. To approve compensation for the Company's directors who are not external directors, other than the Company's Chairman of the Board, Mr. Ron Hadassi; 4. To re-appoint Brightman Almagor Zohar & Co., a member of Deloitte, as the Company's independent auditors until the next annual general meeting of shareholders and authorize the Company's Board of Directors to determine their fees; and 5. To discuss the Company's financial statements for the years ended Dec. 31, 2014. Only shareholders of record at the close of business on Sept. 17, 2015, are entitled to notice of, and to vote at, the Meeting and any adjournment or postponement thereof. About Elbit Imaging Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF) holds investments in real estate and medical companies. The Company, through its subsidiaries, also develops shopping and entertainment centers in Central Europe and invests in and manages hotels. Since February 2013, Elbit has intensively endeavored to come to an arrangement with its creditors. Elbit has said it has been hanging by a thread for more than five months. It has encountered cash flow difficulties and this burdens its day to day activities, and it certainly cannot make the necessary investments to improve its assets. In light of the arrangement proceedings, and according to the demands of most of the bondholders, as well as an agreement that was signed on March 19, 2013, between Elbit and the Trustees of six out of eight series of bonds, Elbit is prohibited, inter alia, from paying off its debts to the financial creditors -- and as a result a petition to liquidate Elbit was filed, and Bank Hapoalim has declared its debts immediately payable, threatening to realize pledges that were given to the Bank on material assets of the Company -- and Elbit undertook not to sell material assets of the Company and not to perform any transaction that is not during its ordinary course of business without giving an advance notice to the trustees. Accountant Rony Elroy has been appointed as expert for examining the debt arrangement in the Company. In July 2013, Elbit Imaging's controlling shareholders, Europe- Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company that the Tel Aviv District Court has appointed Adv. Giroa Erdinast as a receiver with regards to the ordinary shares of the Company held by Europe Israel securing Europe Israel's obligations under its loan agreement with Bank Hapoalim B.M. The judgment stated that the Receiver is not authorized to sell the Company's shares at this stage. Following a request of Europe-Israel, the Court also delayed any action to be taken with regards to the sale of those shares for a period of 60 days. Europe Israel and Mr. Zisser have also notified the Company that they utterly reject the Bank's claims and intend to appeal the Court's ruling. As of June 30, 2015, the Company had NIS 2.8 billion in total assets, NIS 2.5 billion in total labilities and NIS 338.3 million in shareholders' equity. ERG INTERMEDIATE: Court Approves CLMG Compromise ------------------------------------------------ The Official Committee of Unsecured Creditors in the Chapter 11 cases of ERG Resources, LLC, et al., sought and obtained from Judge Harlin D. Hale of the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, approval of a compromise of controversies in accordance with a Settlement and Transaction Support Agreement entered into by: (a) the Committee, (b) CLMG Corp., in its capacities as the pre-petition agent, the pre-petition collateral agent, the DIP administrative agent and the DIP collateral agent, and (ii) LNV Corporation, in its capacities as pre-petition lender and DIP lender. The settlement resolves all of the Committee's actual and potential objections and challenges to, among other things, the Claims Stipulations, the Sale Motion, and related matters. The salient terms of the Agreement, among others, are as follows: (1) No Challenge by Committee to Claims Stipulations. The Committee will waive any and all rights to assert any challenge to the Claims Stipulations during or after the Challenge Period and admits, agrees, and acknowledges that it and the Debtors' estates are forever and irrevocably bound by the Claims Stipulations, including, without limitation, the releases set forth in Paragraph G(vii) of the Final DIP Order. (2) Funding by DIP Lender Under DIP Budget: (a) Obligations Affirmed. The DIP Lender will fund the DIP Budget in accordance with the terms of the DIP Credit Agreement and the Final DIP Order; provided, that professional fees set aside in the DIP Budget for the Committee will be equal to the Committee Professional Fee Cap and will not be reduced. (b) Committee Professional Fees. On the date of closing of an Approved Transaction, the DIP Lender will fund under the DIP Facility the lesser of (x) the amount sufficient to satisfy all claims of professionals employed by the Committee for fees and expenses allowed by the Bankruptcy Court; and (y) $1,650,000. To the extent that the Committee Professional Fee Cap is exceeded, any such fees and expenses will not be paid by the Bank, from any collateral of the Bank or by the Debtors from the proceeds of the DIP Facility or otherwise; provided, that the Committee reserves the right to pay such fees and expenses from the proceeds of Exempt Assets to the extent such assets are monetized prior to the effective date of a plan of reorganization or liquidation and the establishment of the Liquidating Trust and thereafter to cause the Liquidating Trust to assume the obligation to pay the remaining amount of unpaid fees and expenses. The Committee and its professionals will waive the right to object to a plan of reorganization or liquidation on the grounds that the Debtors' estates must pay the professional fees and costs of the Committee in excess of the Committee Professional Fee Cap. (c) Essential Supplier Payments. The DIP Agent and the DIP Lender shall provide the requisite consent pursuant the DIP Credit Agreement to permit the Debtors' estates to expend not less than $4 million to pay some or all of the prepetition claims owed to certain entities as authorized by the Order Authorizing the Debtors to Pay Prepetition Claims of Certain Essential Suppliers in accordance with the terms of the Agreement. In the event that the DIP Lender has not funded the full amount of the Essential Provider Bucket by the six month anniversary of the Effective Date, (i) the DIP Lender will advance the unused portion of the Essential Provider Bucket to the Debtor for contribution to the Liquidating Trust and (ii) the DIP Lender will have no further obligation to make advances in respect of Essential Provider Claims. (3) Bank's Conditional Limited Waiver of Liens and Right of Recovery from Proceeds of Certain Assets/ Funding of Certain Payments/Conditional Waiver of Estate Claims Relating to Lambert Road Property/ Committee Support of Approved Transaction. (a) Upon the closing of an Approved Sale or any other transaction approved by the Bank with respect to the Debtors' oil and gas assets located in California, which may include the direct or indirect transfer of the California Assets to itself or any third party: (i) the Bank will waive any and all liens against the Exempt Assets; (ii) the Bank will waive the right to share in the proceeds of any Exempt Assets or the Liquidating Trust, including, without limitation, on account of claims arising under 11 U.S.C. Section 507(b) or relating to the DIP Facility. (iii) the Debtors and their estates will release and waive any rights to all Avoidance Actions seeking either of the following: (a) avoidance of any transfer of the property commonly known as 200 Lambert Road, Carpinteria, California 93013; or (b) recovery of the value of the Lambert Road Property or any proceeds thereof, will be released. (iv) the DIP Agent and the DIP Lender will fund into the estates an amount equal to the difference between $1,650,000 and the amount of professional fees and expenses already funded to the Debtors to pay Committee professionals. The Committee Amount shall be part of the Post Sale Carve-Out provided for in the Final DIP Order. The Debtors shall repay to the DIP Agent, upon demand, any portion of the Committee Amount ultimately determined by the DIP Agent to be in excess of the Committee Professional Fee Cap. Jason R. Searcy, Esq., at Searcy & Searcy P.C., in Longview, Texas, tells the Court that the Agreement will resolve the Committee's potential objections and disputes regarding the amount, enforceability, validity, priority, extent and non-avoidability of the claims and liens asserted by the Bank, thereby avoiding unnecessary litigation costs and delay while providing certainty regarding consummation of an Approved Transaction and the Bank's liens and claims. Scott Y. Wood, ultimate owner of both ERG Intermediate Holdings, LLC and CTS Properties Ltd., made a limited objection to the Official Committee of Unsecured Creditor's motion, seeking clarification and confirmation that the Committee and any successor to the Debtors or the Debtors' estates have disclaimed any right or ability to execute on the Lambert Road Property and to confirm that the other benefits of the pre-petition restructuring support agreement are maintained. Mr. Wood's objection was overruled by the Court. The Official Committee of Unsecured Creditors is represented by: Jason R. Searcy, Esq. SEARCY & SEARCY P.C. 446 Forest Square P.O. Box 3929 Longview, TX 75606 Telephone: (903)757-3399 Facsimile: (903)757-9559 E-mail: jsearcy@jrsearcylaw.com - and - Jeffrey N. Pomerantz, Esq. Robert J. Feinstein, Esq. PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Boulevard, 13th Floor Los Angeles, California 90067 Telephone: (310)277-6910 Facsimile: (310)201-0706 E-mail: jpomerantz@pszjlaw.com rfeinstein@pszjlaw.com Scott Y. Wood is represented by: Charles A. Beckham, Jr., Esq. HAYNES AND BOONE, LLP 1221 McKinney, Suite 2100 Houston, TX 77010 Telephone: (713)547-2000 Facsimile: (713)547-2600 E-mail: charles.beckham@haynesboone.com - and - Charles M. Jones II, Esq. Jarom J. Yates, Esq. HAYNES AND BOONE, LLP 2323 Victory Avenue, Suite 700 Dallas, TX 75219 Telephone: (214)651-5000 Facsimile: (214)200-0784 E-mail: charlie.jones@haynesboone.com jarom.yates@haynesboone.com About ERG Intermediate ERG Resources, LLC, is a privately owned oil & gas producer that was formed in 1996. Since 2010, ERG Resources and ERG Operating Co. have been primarily engaged in the exploration and production of crude oil and natural gas in the Cat Canyon Field in Santa Barbara County, California. ERG Resources owns 19,027 gross lease acreage in the Cat Canyon Field. ERG Resources also owns and operates oil & gas leases representing 683 gross acres of leasehold located in Liberty County, Texas. The Company's corporate headquarters is located in Houston, Texas. Scott Y. Wood, through two of his affiliates, owns 100% of the membership units in ERG Intermediate Holdings LLC, the parent company. ERG Intermediate Holdings, ERG Resources and three affiliates sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-31858) on April 30, 2015, in Dallas, Texas. The Debtors tapped Jones Day as counsel; DLA Piper as co-counsel; AP Services, LLC, to provide a CRO; and Epiq Bankruptcy Solutions, LLC. ERG Intermediate estimated $100 million to $500 million in assets and debt. The U.S. Trustee overseeing the Chapter 11 case of ERG Intermediate Holdings LLC appointed five creditors of the company to serve on the official committee of unsecured creditors. ERG INTERMEDIATE: Lease Decision Period Extended to Nov. 25, 2015 ----------------------------------------------------------------- ERG Intermediate Holdings, LLC, and its affiliated debtors sought and obtained from Judge Harlin D. Hale of the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, an extension of their deadline to assume or reject unexpired leases of nonresidential real property from Aug. 28, 2015 to Nov. 25, 2015. Judge Hale likewise authorized the Debtors to further extend the assumption/rejection deadline beyond Nov. 25, 2015, without further order from the Court, but with the affected lessor's written consent. Tom A. Howley, Esq., at Jones Day, in Houston, Texas, tells the Court that without the requested relief, the Debtors had to assume or reject all of their real property leases by Aug. 28, 2015, otherwise, such leases would be deemed rejected by operation of the Bankruptcy Code. He further tells the Court that many of these leases may be among the California assets that the Debtors have been actively marketing for sale since the commencement of the chapter 11 cases. He relates that although the hearing for the California Sale was scheduled for Aug. 25, 2015, it was possible that unexpected delays, including potentially more time needed to obtain the highest and best price for the Debtors' California assets, could push the sale process into the early fall. He contends that compelling the Debtors to assume or reject their real property leases before consummation of the California sale or prior to the formulation of a viable plan of adjustment would curtail the Debtors' flexibility and potentially harm the estates. The Debtors' attorneys can be reached at: Tom A. Howley, Esq. JONES DAY 717 Texas Avenue, Suite 3300 Houston, TX 77002 Telephone: (832)239-3939 E-mail: tahowley@jonesday.com - and - Brad B. Erens, Esq. Joseph A. Florczak, Esq. JONES DAY 77 West Wacker Chicago, Illinois 60601 Telephone: (312)782-3939 E-mail: bberens@jonesday.com jflorczak@jonesday.com About ERG Intermediate ERG Resources, LLC, is a privately owned oil & gas producer that was formed in 1996. Since 2010, ERG Resources and ERG Operating Co. have been primarily engaged in the exploration and production of crude oil and natural gas in the Cat Canyon Field in Santa Barbara County, California. ERG Resources owns 19,027 gross lease acreage in the Cat Canyon Field. ERG Resources also owns and operates oil & gas leases representing 683 gross acres of leasehold located in Liberty County, Texas. The Company's corporate headquarters is located in Houston, Texas. Scott Y. Wood, through two of his affiliates, owns 100% of the membership units in ERG Intermediate Holdings LLC, the parent company. ERG Intermediate Holdings, ERG Resources and three affiliates sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-31858) on April 30, 2015, in Dallas, Texas. The Debtors tapped Jones Day as counsel; DLA Piper as co-counsel; AP Services, LLC, to provide a CRO; and Epiq Bankruptcy Solutions, LLC. ERG Intermediate estimated $100 million to $500 million in assets and debt. The U.S. Trustee overseeing the Chapter 11 case of ERG Intermediate Holdings LLC appointed five creditors of the company to serve on the official committee of unsecured creditors. ERG INTERMEDIATE: Plan Solicitation Period Extended to Nov. 2, 2015 ------------------------------------------------------------------- Judge Harlin D. Hale of the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, entered an order granting ERG Intermediate Holdings, LLC and its affiliated debtors an extension (i) until Sept. 3, 2015, of their exclusive period to file a chapter 11 plan and (ii) until Nov. 2, 2015, of the period to solicit acceptances of the plan. The Debtors requested for a two-month extension of the exclusive plan proposal and solicitation period, which were set to expire Aug. 28, 2015, and Oct. 27, 2015. The Debtors told the Court that the sale of the assets was expected to close by the end of August, and the Debtors intend to file a plan soon after closing. The Debtors on Sept. 3, 2015, filed a Chapter 11 plan and disclosure statement. ERG Intermediate Holdings, LLC and its affiliated Debtors are represented by: Tom A. Howley, Esq. JONES DAY 717 Texas Avenue, Suite 3300 Houston, TX 77002 Telephone: (832)239-3939 E-mail: tahowley@jonesday.com - and - Brad B. Erens, Esq. Joseph A. Florczak, Esq. JONES DAY 77 West Wacker Chicago, Illinois 60601 Telephone: (312)782-3939 E-mail: bberens@jonesday.com jflorczak@jonesday.com About ERG Intermediate ERG Resources, LLC, is a privately owned oil & gas producer that was formed in 1996. Since 2010, ERG Resources and ERG Operating Co. have been primarily engaged in the exploration and production of crude oil and natural gas in the Cat Canyon Field in Santa Barbara County, California. ERG Resources owns 19,027 gross lease acreage in the Cat Canyon Field. ERG Resources also owns and operates oil & gas leases representing 683 gross acres of leasehold located in Liberty County, Texas. The Company's corporate headquarters is located in Houston, Texas. Scott Y. Wood, through two of his affiliates, owns 100% of the membership units in ERG Intermediate Holdings LLC, the parent company. ERG Intermediate Holdings, ERG Resources and three affiliates sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-31858) on April 30, 2015, in Dallas, Texas. The Debtors tapped Jones Day as counsel; DLA Piper as co-counsel; AP Services, LLC, to provide a CRO; and Epiq Bankruptcy Solutions, LLC. ERG Intermediate estimated $100 million to $500 million in assets and debt. The U.S. Trustee overseeing the Chapter 11 case of ERG Intermediate Holdings LLC appointed five creditors of the company to serve on the official committee of unsecured creditors. FIRST KOREN CHRISTIAN: Voluntary Chapter 11 Case Summary -------------------------------------------------------- Debtor: First Koren Christian Church of San Jose 5530 Carew Way San Jose, CA 95123 Case No.: 15-52857 Chapter 11 Petition Date: September 3, 2015 Court: United States Bankruptcy Court Northern District of California (San Jose) Judge: Hon. Dennis Montali Debtor's Counsel: Stanley A. Zlotoff, Esq. LAW OFFICES OF STANLEY A. ZLOTOFF 300 S 1st St. #215 San Jose, CA 95113 Tel: (408)287-5087 Email: zlotofflaw@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Dae Young Kim, CEO. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. FREESEAS INC: Announces New Charter for Vessel ---------------------------------------------- FreeSeas Inc. announced that the owned vessel M/V Free Neptune, a 1996-built, 30,838 dwt Handysize vessel, has been delivered to her charterers for a time charter trip of a duration of approximately 30 days at a gross rate of $9,500 per day. The previous time charter trip of a duration of 37 days, at a gross rate of $8,900 per day, was completed five days ago. Mr. Ion G. Varouxakis, the Company's CEO commented: "We are pleased that the M/V Free Neptune has been able to secure employment at rates comfortably above her running expenses. This reflects an overall much improved picture for time charter rates compared to the situation at the beginning of the year. We look forward to gradually seeing similar results for the rest of the fleet, depending on positional situations." About FreeSeas Inc. Headquartered in Athens, Greece, FreeSeas Inc., formerly known as Adventure Holdings S.A., was incorporated in the Marshall Islands on April 23, 2004, for the purpose of being the ultimate holding company of ship-owning companies. The management of FreeSeas' vessels is performed by Free Bulkers S.A., a Marshall Islands company that is controlled by Ion G. Varouxakis, the Company's Chairman, President and CEO, and one of the Company's principal shareholders. The Company's fleet consists of six Handysize vessels and one Handymax vessel that carry a variety of drybulk commodities, including iron ore, grain and coal, which are referred to as "major bulks," as well as bauxite, phosphate, fertilizers, steel products, cement, sugar and rice, or "minor bulks." As of Oct. 12, 2012, the aggregate dwt of the Company's operational fleet is approximately 197,200 dwt and the average age of its fleet is 15 years. Freeseas reported a net loss of $12.7 million in 2014, a net loss of $48.7 million in 2013 and a net loss of $30.9 million in 2012. As of Dec. 31, 2014, the Company had $64.25 million in total assets, $39.2 million in total liabilities and $25 million total shareholders' equity. RBSM LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has incurred recurring operating losses and has a working capital deficiency. In addition, the Company has failed to meet scheduled payment obligations under its loan facilities and has not complied with certain covenants included in its loan agreements. Furthermore, the vast majority of the Company's assets are considered to be highly illiquid and if the Company were forced to liquidate, the amount realized by the Company could be substantially lower that the carrying value of these assets. Also, the Company has disclosed alternative methods of testing the carrying value of its vessels for purposes of testing for impairment during the year ended December 31, 2014. These conditions among others raise substantial doubt about the Company's ability to continue as a going concern. FUSION TELECOMMUNICATIONS: Fusion NBS Signs $40MM Credit Facility ----------------------------------------------------------------- Fusion NBS Acquisition Corp. entered into a new $40 million credit facility with Opus Bank on Aug. 28, 2015, according to a document filed with the Securities and Exchange Commission. The Credit Agreement consists of a $15 million revolver and a $25 million term loan. Amounts borrowed under the revolver must be used to retire notes issued under FNAC's existing senior note facility and for general working capital purposes. Amounts borrowed under the term loan must be used to fund approved acquisitions. All borrowings under the Credit Agreement bear interest at a rate equal to the higher of (a) the rate of interest in effect for such day as publicly announced from time to time by the Wall Street Journal as its "prime rate" (or the average prime rate if a high and a low prime rate are therein reported) plus the Applicable Margin (as defined) then in effect at such time, or (b) 3.25% plus the Applicable Margin and are secured by a first priority security interest on all of the assets of FNAC, Fusion Telecommunications International, Inc., Fusion BVX, LLC, PingTone Communications, Inc., and Network Billing Systems, LLC, as well as the capital stock of each of Fusion's subsidiaries. Under the Credit Agreement, "Applicable Margin" is calculated based on the ratio of Senior Indebtedness to Adjusted EBITDA (each as defined in the Credit Agreement) and ranges from 1.25% to 2.00% based on the ratio level. In addition, subject to certain limitations, Fusion, FBVX, NBS and PingTone have guaranteed FNAC's obligations under the Credit Agreement, including FNAC's obligations to repay all borrowings. The maturity date of amounts borrowed under the revolver is Aug. 28, 2019, and the maturity date of any amounts borrowed under the term loan is Aug. 28, 2020. The Credit Agreement contains a number of affirmative and negative covenants, including but not limited to, restrictions on paying indebtedness subordinate to borrowings under the Credit Agreement, incurring additional indebtedness, making capital expenditures, dividend payments and cash distributions by subsidiaries. The Credit Agreement also requires on-going compliance with various financial covenants, including a maximum senior leverage ratio, fixed charge coverage ratio and minimum levels of earnings before interest, taxes, depreciation and amortization. Effective Dec. 31, 2015, Fusion is required to maintain a minimum unencumbered cash bank balance of no less than $1 million at all times. Failure to comply with any of the restrictive or financial covenants could result in an event of default and accelerate demand for repayment of amounts borrowed under the Credit Agreement. Simultaneous with the execution of the Credit Agreement, Fusion, FNAC, FBVX, NBS and PTC executed the Third Amended and Restated Securities Purchase Agreement and Security Agreement with Praesidian Capital Opportunity Fund III, L.P., Praesidian Capital Opportunity Fund III-A, LP and United Insurance Company of America. The Restated Purchase Agreement amends and restates the terms of the Second Amended and Restated Securities Purchase Agreement and Security Agreement, dated Oct. 31, 2014, with the original lenders, pursuant to which FNAC previously sold its Series A, Series B, Series C, Series D and Series E senior notes in an aggregate principal amount of $42 million. Under the Restated Purchase Agreement, (i) approximately $11 million of the Original Notes held by Plexus Fund II, L.P. , Plexus Funds III, L.P. and Plexus Fund QP III, L.P. were paid in full with borrowings under the Credit Agreement, (ii) FNAC sold its Series F senior notes in the aggregate principal amount of $9 million, bearing interest at 10.8% annually and having a maturity date of Feb. 28, 2021, (iii) the maturity date of the Original Notes was extended to Feb. 28, 2021, and (iv) the continuing lenders agreed to subordinate their notes to borrowings extended under the Credit Agreement. Subject to certain limitations, Fusion, FBVX, NBS and PingTone have guaranteed FNAC's obligations under the Restated Purchase Agreement, including FNAC's obligations to repay the Notes. The Series F Notes provides for the payment of interest on a monthly basis commencing Aug. 31, 2015; principal on the Series F Notes is due and payable at maturity. The Restated Purchase Agreement contains affirmative and negative covenants similar to those set forth in Credit Agreement, including but not limited to, restrictions on paying indebtedness subordinate to the notes issued thereunder, incurring additional indebtedness, making capital expenditures, paying dividends and cash distributions by subsidiaries. Effective Dec. 31, 2015, Fusion is required to maintain a minimum unencumbered cash bank balance of no less than $1 million. The Restated Purchase Agreement also requires on-going compliance with various financial covenants, including a leverage ratio, fixed charge coverage ratio and minimum levels of earnings before interest, taxes, depreciation and amortization. Failure to comply with any of the restrictive or financial covenants could result in an event of default and accelerate demand for repayment of the Notes. About Fusion Telecommunications New York City-based Fusion Telecommunications International, Inc., (OTC BB: FSNN) is a provider of Internet Protocol ("IP") based digital voice and data communications services to corporations and carriers worldwide. Fusion incurred a net loss applicable to common shareholders of $4.31 million in 2014, a net loss applicable to common shareholders of $5.48 million in 2013 and a net loss applicable to common stockholders of $5.61 million in 2012. As of June 30, 2015, the Company had $68.9 million in total assets, $60.2 million in total liabilities and $8.7 million in total stockholders' equity. GELTECH SOLUTIONS: Issues $315,000 Convertible Note to Mr. Reger ---------------------------------------------------------------- GelTech Solutions, Inc. issued Mr. Reger a $315,000 7.5% secured convertible note in consideration for a $315,000 loan, according to a Form 8-K report filed with the Securities and Exchange Commission. The note is convertible at $0.74 per share and matures on Dec. 31, 2020. Repayment of the note is secured by all of the Company's assets including its intellectual property and inventory in accordance with a secured line of credit agreement between the Company and Mr. Reger. Additionally, the Company issued Mr. Reger 212,838 two-year warrants exercisable at $2.00 per share. All of the securities were issued without registration under the Securities Act of 1933 in reliance upon the exemption provided in Section 4(a)(2) and Rule 506(b) thereunder. About GelTech Jupiter, Fla.-based GelTech Solutions. Inc., is a Delaware corporation organized in 2006. The Company markets four products: (1) FireIce(R), a water soluble fire retardant used to protect firefighters, structures and wildlands; (2) Soil2O(R) 'Dust Control', its new application which is used for dust mitigation in the aggregate, road construction, mining, as well as, other industries that deal with daily dust control issues; (3) Soil2O(R), a product which reduces the use of water and is primarily marketed to golf courses, commercial landscapers and the agriculture market; and (4) FireIce(R) Home Defense Unit, a system for applying FireIce(R) to structures to protect them from wildfires. GelTech incurred a net loss of $7.1 million for the year ended June 30, 2014, compared to a net loss of $5.2 million for the year ended June 30, 2013. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2014, citing that the Company has a net loss and net cash used in operating activities in 2014 of $7,111,945 and $5,132,019 respectively and has an accumulated deficit and stockholders' deficit of $35,133,578 and $1,898,315, respectively, at June 30, 2014. These matters raise substantial doubt about the Company's ability to continue as a going concern. GENERAL MOTORS: Bids to Withdraw Reference Allowed to Proceed ------------------------------------------------------------- Judge Robert E. Gerber of the United States Bankruptcy Court for the Southern District of New York construed and enforced a June 1, 2015 judgment upon the request of General Motors LLC ("New GM"), but not in the way New GM advocated. Judge Gerber concluded that motions to withdraw the reference may proceed without interference by the bankruptcy court. New GM moved for an order to enforce the stay imposed by the June 1 judgment implementing Judge Gerber's April 2015 decision addressing litigation flowing from New GM's announcement of a defect in ignition switches that had been installed in certain GM branded cars. More specifically, New GM sought to apply the judgment's stay against litigation in other courts to enjoin the plaintiffs with whom it is litigating in the MDL and elsewhere from pursuing a withdrawal of the reference of matters that would come before the bankruptcy court under the judgment. Judge Gerber found that the judgment's most specific language, embodying the exclusive jurisdiction on which New GM relies, grants exclusive jurisdiction only "to the fullest extent permissible under law..." Thus, the judge concluded that he needed to construe the judgment in a fashion to avoid the constitutional infirmity that would otherwise result -- and that required construing the judgment so as not to block motions to withdraw the reference. The case is In re MOTORS LIQUIDATION COMPANY, et al., f/k/a General Motors Corp., et al. Chapter 11 Debtors, CASE NO. 09-50026 (REG) (JOINTLY ADMINISTERED) (Bankr. S.D.N.Y.). A full-text copy of Judge Gerber's August 1e, 2015 bench decision and order is available at http://is.gd/6PGk8yfrom Leagle.com. General Motors LLC (New GM) is represented by: Arthur J. Steinberg, Esq. Scott Davidson, Esq. KING & SPALDING LLP 1185 Avenue of the Americas New York, NY 10036 Tel: (212) 556-2100 Fax: (212) 556-2222 Email: asteinberg@kslaw.com sdavidson@kslaw.com Economic Loss Plaintiffs are represented by: Edward S. Weisfelner, Esq. BROWN RUDNICK 7 Times Square New York, NY 10036 Tel: (212) 209-4800 Fax: (212) 209-4801 Email: eweisfelner@brownrudnick.com -- and –- Sander L. Esserman, Esq. STUTZMAN, BROMBERG, ESSERMAN & PLIFKA, P.C. 2323 Bryan Street, Suite 2200 Dallas, TX 75201-2689 Tel: (214) 969-4900 Fax: (214) 969-4999 Email: esserman@sbep-law.com States of California and Arizona are represented by: Steve W. Berman, Esq. HAGENS BERMAN SOBOL SHAPIRO LLP 1918 Eight Ave., Suite 3300 Seattle, WA 98101 Tel: (206) 623-7292 Fax: (206) 623-0594 Email: steve@hbsslaw.com State of California is represented by: Mark P. Robinson Jr., Esq. ROBINSON CALCAGNIE ROBINSON SHAPIRO DAVIS, INC. 19 Corporate Plaza Drive Newport Beach, CA 92660 Tel: (949) 720-1288 Fax: (949) 720-1292 About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation Company was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. As of March 31, 2015, Motors Liquidation had $1.01 billion in total assets, $69.2 million in total liabilities and $945 million in net assets in liquidation. GENIUS BRANDS: Amends Form S-1 Prospectus with SEC -------------------------------------------------- Genius Brands International, Inc., filed an amended Form S-1 registration statement with the Securities and Exchange Commission relating to the offering $5,000,000 shares of the Company's common stock and warrants to purchase shares of its common stock. The Company amended the Registration Statement to delay its effective date. Each share of common stock is being sold together with a warrant to purchase one share of the Company's common stock at an exercise price of $___ per share. The shares of common stock and warrants are immediately separable and will be issued separately in this offering. The Company's common stock is quoted on the OTCQB under the symbol "GNUS". On Sept. 3, 2015, the last reported sale price for the Company's common stock on the OTCQB was $1.95 per share. The Company intends to apply to list its common stock on the NASDAQ Capital Market under the symbol "___". The Company gives no assurance that its application will be approved. There is no established public trading market for the Series B Preferred Stock or warrants, and the Company does not expect a market to develop. In addition, the Company does not intend to apply for a listing of the Series B Preferred Stock or the warrants on any national securities exchange. The Series B Preferred Stock and the warrants will be issued in book-entry form pursuant to a preferred stock agency agreement between us and VStock Transfer LLC, as preferred stock agent, and a warrant agency agreement between the Company and VStock Transfer LLC, as warrant agent, respectively. A copy of the Form S-1/A is available for free at: http://is.gd/3FC4Mr About Genius Brands Beverly Hills, Calif.-based Genius Brands International, Inc., creates and distributes music-based products which it believes are entertaining, educational and beneficial to the well-being of infants and young children under its brands, including Baby Genius and Little Genius. Genius Brands reported a net loss of $3.72 million in 2014, a net loss of $7.21 million in 2013, a net loss of $2.06 million in 2012 and a net loss of $1.37 million in 2011. As of June 30, 2015, the Company had $16.44 million in total assets, $4.33 million in total liabilities and $12.11 million in total equity. GEOMET INC: Amends Bylaws to Change Committee Composition --------------------------------------------------------- The Board of Directors of GeoMet, Inc. voted to amend and restate the Company's current bylaws to require that each committee of the Board consist of one or more directors. About Geomet Inc. Houston, Texas-based GeoMet, Inc., is an independent energy company primarily engaged in the exploration for and development and production of natural gas from coal seams (coalbed methane) and non-conventional shallow gas. Its principal operations and producing properties are located in the Cahaba and Black Warrior Basins in Alabama and the central Appalachian Basin in Virginia and West Virginia. It also owns additional coalbed methane and oil and gas development rights, principally in Alabama, Virginia, West Virginia, and British Columbia. As of March 31, 2012, it owns a total of 192,000 net acres of coalbed methane and oil and gas development rights. As reported by the TCR on Feb. 20, 2015, GeoMet said it has no operations and minimal assets, which raises substantial doubt about its ability to return any additional value to its stockholders. The Company added it may file a plan of dissolution if it cannot consummate a corporate transaction/merger prior to the third quarter of 2015. As of June 30, 2015, the Company had $21.6 million in total assets, $262,075 in total liabilities, $51.7 million in series A convertible redeemable preferred stock, and a $30.3 million total stockholders' deficit. GUIDED THERAPEUTICS: Investors Buy Add'l $550,000 Pref. Stock ------------------------------------------------------------- Guided Therapeutics, Inc., announced that it has entered into an amendment agreement to increase by $550,000 the gross cash proceeds from its previously announced private placement of convertible preferred stock and common stock warrants, as well as to accelerate the closing of $1.3 million of the total $4.55 million investment. Among those making the additional investment is a member of the Company's Board of Directors. Net proceeds from the private placement are intended to be used to purchase new inventory for manufacturing the Guided Therapeutics LuViva Advanced Cervical Scan. Gene Cartwright, CEO of Guided Therapeutics, stated, "These additional funds are needed to cover the cost of manufacturing additional LuVivas and single-use disposables for the previously announced Ministry of Health order for Turkey." Pursuant to the amendment agreement, dated Sept. 3, 2015, at an interim closing expected to occur as early as Sept. 3, the Company will issue to participating investors 1,734 shares of preferred stock and five-year warrants to purchase approximately 27.3 million shares of common stock, at an exercise price of $0.095 per share, all on the same terms as previously announced. The final closing of the private placement is scheduled to occur in the fourth quarter of 2015, at which the Company would receive the final $750,000 in gross cash proceeds. Total gross cash proceeds from the private placement are expected to be $4.55 million, an increase of $550,000 from the amount originally announced. Ladenburg Thalmann & Co. Inc., a subsidiary of Ladenburg Thalmann Financial Services Inc., is acting as exclusive placement agent for this transaction. 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. 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. HILO HATTIE: Expects Bankruptcy Exit By Year-End ------------------------------------------------ Star-Advertiser reports that Hilo Hattie expects to emerge from bankruptcy by year-end and will continue operations online and at three stores. Donald Kang, the Company's owner and CEO, said in a press release, "We're confident Hilo Hattie will be emerging as a stronger company and one that is much better able to compete in today's marketplace. I'm very proud of the executive team's hard work in putting together a plan that shows us returning to profitability in 2016, and of all the employees who have maintained the utmost in professionalism and aloha throughout this difficult time." According to Star-Advertiser, the Company said that its stores on Kauai, Maui and at Ala Moana Center on Oahu will continue, while the future of a Iwilei store remains unclear. The report says that the Company is also rebuilding its online website to push Internet sales. Star-Advertiser relates that the Company said it will be a more competitive player in the retail market after the $5.1 million sale of its Nimitz location. As reported by the Troubled Company Reporter on Aug. 20, 2015, Andrew Gomes at Star Advertiser reported that U.S. Bankruptcy Court Judge Robert Faris confirmed a $5.1 million deal for Honolulu Ltd., the landlord of the flagship Hilo Hattie store lease, to buy back the lease. According to Star-Advertiser, Honolulu Ltd. will pay the Company about $4.1 million, while another $1 million will go towards unpaid rent the Company owes the landlord. It is expected that about $3 million will be available to creditors after closing costs, administrative fees and moving expenses are paid out of proceeds, Star-Advertiser reported, citing Jim Wagner, Esq., the attorney for the Company. Hilo Hattie is a retailer in Hawaii. As reported by the Troubled Company Reporter on Feb. 23, 2015, Katy Stech, writing for The Wall Street Journal, reported that Hawaii's Hilo Hattie stores filed for bankruptcy on Feb. 19, 2015. According to the report, the struggling chain, which recently closed three of its seven stores, filed for bankruptcy protection with $2.2 million worth of inventory. In documents filed in U.S. Bankruptcy Court in Honolulu, Chief Operating Officer Mark Storfer blamed the company's problems on slow sales, the Journal said. According to Andrew Gomes at Star Advertiser, the retailer, which also has stores at Ala Moana Center and on Maui and Kauai, listed $8.1 million in assets and $13.2 million in debts in its bankruptcy filing. HILO HATTIE: Files Reorganization Plan, Hearing on Oct. 19 ---------------------------------------------------------- Darin Moriki at the Pacific Business News reports that the Bankruptcy Court has set for Oct. 19, 2015, the hearing to consider the approval of Hilo Hattie's reorganization plan, which proposes to allow 304 to 355 unsecured creditors to collect half of the $37,361 to $90,826 that they claim is owned to them in cash. The Company, Pacific Business relates, said that under the Plan: (i) about $7.9 million in total company debts owed to the Company's owner, Donald B.S. Kang, would be decreased to $6.7 million; (ii) Mr. Kang and unsecured creditors with close to $3.6 million in unsecured claims will have a 95% proportional share of the more than $2.47 million generated from the $4.6 million sale of the two-story headquarters building to the property's landlord, Harry & Jeanette Weinberg subsidiary Honolulu Ltd.; and (iii) the Company will lease back the building from Honolulu Ltd. as part of the deal. According to Pacific Business, about $1.26 million from the sale went to pay off outstanding debts owed to Honolulu Ltd. for the lease of the Nimitz Highway property. The report adds that First Hawaiian Bank, which has $834,385 in claims against the Company, won't see any of the proceeds from the sale, but payments on two loans owed to the bank would be paid off incrementally over five years. Hilo Hattie is a retailer in Hawaii. As reported by the Troubled Company Reporter on Feb. 23, 2015, Katy Stech, writing for The Wall Street Journal, reported that Hawaii's Hilo Hattie stores filed for bankruptcy on Feb. 19, 2015. According to the report, the struggling chain, which recently closed three of its seven stores, filed for bankruptcy protection with $2.2 million worth of inventory. In documents filed in U.S. Bankruptcy Court in Honolulu, Chief Operating Officer Mark Storfer blamed the company's problems on slow sales, the Journal said. According to Andrew Gomes at Star Advertiser, the retailer, which also has stores at Ala Moana Center and on Maui and Kauai, listed $8.1 million in assets and $13.2 million in debts in its bankruptcy filing. HUTCHESON MEDICAL: CEO Sees Offer for Hospital This Week -------------------------------------------------------- Tyler Jett at Timesfreepress.com reports that Hutcheson Medical Center CEO Farrell Hayes told the U.S. Bankruptcy Court during a hearing on Sept. 2, 2015, that he believes a company will make a formal offer for the hospital within about seven days. Ten companies are eyeing the hospital, four other companies are considering purchasing the nursing home, and one company is considering to purchase both complexes for about $20 million, Timesfreepress.com relates, citing Robert Williamson, Esq., the attorney for Mr. Hayes. The report adds that Hutcheson officials hope a buyer will purchase the hospital despite its estimated $80 million of liabilities. Timesfreepress.com states that Mr. Williamson, backed by the attorneys for a committee of unsecured creditors and Regions Bank, said that Hutcheson should stay in bankruptcy for the next three or four months. According to the report, Regions Bank, which was owed about $30 million from Hutcheson as of December 2014, will cover some of the costs of bringing in a second trustee to handle the hospital's finances and will also pay off some of the money owed to employees for health care. According to Timesfreepress.com, U.S. Trustee Martin Ochs sought to have Hutcheson's Chapter 11 bankruptcy case dismissed, claiming that the Fort Oglethorpe hospital lost an extra $6.3 million since filing for bankruptcy in November 2014. The Court, the report says, did not yet rule on the motion. About Hutcheson Medical Center Hutcheson Medical Center, Inc., operates the 179-bed hospital and related ancillary facilities, including, without limitation, a skilled nursing home and an ambulatory surgery center, located in Ft. Oglethorpe, Georgia, known as Hutcheson Medical Center. HMC leases the land and buildings that comprise the Medical Center from The Hospital Authority of Walker, Dade and Catoosa Counties. HMC and Hutcheson Medical Division, Inc., sought Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Case No. 14-42863 and 14-42864) in Rome, Georgia, on Nov. 20, 2014. The cases are jointly administered under Case No. 14-42863. The cases have been assigned to the Honorable Paul W. Bonapfel. The Debtors are represented by Ashley Reynolds Ray, Esq., and J. Robert Williamson, Esq., at Scroggins and Williamson, in Atlanta, Georgia. The Debtors' Chapter 11 Plan and Disclosure Statement are due March 20, 2015. HMC disclosed $32.8 million in assets and $52.9 million in liabilities as of the Chapter 11 filing. No request has been made for the appointment of a trustee or examiner. ICE THEATERS: Files for Chapter 11 Bankruptcy Protection -------------------------------------------------------- Chicagobusiness.com reports that Donzell Starks will face off with creditors in Bankruptcy Court over a shuttered cinema he owns in Lawndale, after Ice Theaters, LLC, filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ill. Case No. 15-26965) on Aug. 6, 2015, estimating its assets and liabilities at between $1 million and $10 million each. The petition was signed by Donzell Starks, manager. Chicagobusiness.com relates that Mr. Starks lost a few years ago control of a theater in Chatham, and the ICE Theater in Lawndale, at 3330 W. Roosevelt Road, closed in 2007, reopening in 2011 after a refinancing. According to Cook County property records, the theater secures a $9.7 million mortgage tied to New Markets Tax Credits that the Starks venture received in 2010. The Lawndale theater has been closed for a while, the report states, citing John F Hiltz, Esq., at Hiltz & Zanzig LLC, who serves as the Company's bankruptcy counsel. Judge Pamela S. Hollis presides over the case. Ice Theaters, LLC, is headquartered in Chicago, Illinois. IMRIS INC: Closes Sale of Substantially All Assets to Deerfield --------------------------------------------------------------- Imaging US Liquidating Corporation (formerly known as IMRIS, Inc.), et al., notified the U.S. Bankruptcy Court for the District of Delaware of the Aug. 14, 2015 closing of sale of substantially all of their assets. The Court on Aug. 12, 2015, authorized the Debtors to sell substantially all of the assets pursuant to the successful bidder's asset purchase agreement. Deerfield Management Co.,, et al., the staking horse bidder, was named as the successful bidder, as no qualified bid were received by the bid deadline. The sellers owed the purchasers related entities, as of the Petition Date, not less than $26,874,162. In consideration for the acquired assets, the purchaser will, in addition to the assumption of the assumed liabilities, pay the sellers at the closing an aggregate amount equal to $14,500,000. About IMRIS Inc. Headquartered in Minnetonka, Minnesota, IMRIS Inc. -- http://www.imris.com/-- designs, manufactures and markets image guided therapy systems. IMRIS's VISIUS Surgical Theatre systems enhance the effectiveness magnetic resonance systems, x-ray fluoroscopy systems, and computed tomography (CT) systems in medical procedures. IMRIS and its affiliated companies commenced Chapter 11 bankruptcy cases (Bankr. D. Del. Lead Case No. 15-11133) in Delaware on May 25, 2015, with a deal to sell to Deerfield Management Company, L.P., for a credit bid of $9.50 million, absent higher and better offers. The Debtors tapped the law firms of DLA Piper LLP (US) and DLA Piper (Canada) LLP as counsel; Imperial Capital, LLC, as Investment banker, FTI Consulting, Inc.'s Andrew Hinkelman as chief restructuring officer; and Kurtzman Carson Consultants LLC as claims and noticing agent. IMRIS estimated $10 million to $50 million in assets and liabilities. On June 4, 2015, the U.S. Trustee appointed three members to the Official Committee of Unsecured Creditors. The Committee selected Steven K. Kortanek, Esq., Kevin J. Mangan, Esq., and Thomas M. Horan, Esq., at Womble Carlyle Sandridge & Rice, LLP, in Wilmington, Delaware, as counsel. Emerald Capital Advisors serves as its financial advisors. IMRIS INC: Hike in DIP Commitment Approved ------------------------------------------ The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware authorized IMRIS, Inc., et al., to enter into amendment No. 3 to their debtor-in-possession credit agreements. Judge Sontchi also approved the DIP Amendment No. 3. The Debtors and the DIP Lenders negotiated a third amendment to the DIP Credit Agreement, which provides for, among other things, an increase in the aggregate amount of the commitment for DIP Loans under the DIP Loan Facility, to fund accrued but unpaid fees and expenses of estate professionals and allow the Debtors to wind down their operations following closing of the proposed sale. Although DIP Amendment No. 2 did not require the Court's prior approval, DIP Amendment No. 3 does require such approval, because it increases the amount of the commitment under the DIP Credit Agreement. A copy of the Motion, as well as DIP Amendment No. 3, is available for free at: http://bankrupt.com/misc/Imris_M_DIP_3rd_Am.pdf As reported in the Troubled Company Reporter on June 26, 2015, Judge Sontchi gave the Debtors final authority to obtain $5,349,000 of postpetition financing consisting of (i) Roll-Up Loans in the aggregate principal amount of $925,000, (ii) Imaging and Service Business Loans in the aggregate principal amount of $4,124,000, and (iii) Robotics Business Loans in the aggregate principal amount of $300,000. The DIP Financing is extended by Deerfield Management Company LP, which is also the Debtors' prepetition secured lender. As of the Petition Date, the Debtors owe the Prepetition Lenders in the aggregate principal amount of not less than $26,874,162 in respect of loans and other extensions of credit made pursuant to transaction documents. The Debtors were also given final authority to use cash collateral securing their prepetition indebtedness. About IMRIS Inc. Headquartered in Minnetonka, Minnesota, IMRIS Inc. -- http://www.imris.com/-- designs, manufactures and markets image guided therapy systems. IMRIS's VISIUS Surgical Theatre systems enhance the effectiveness magnetic resonance systems, x-ray fluoroscopy systems, and computed tomography (CT) systems in medical procedures. IMRIS and its affiliated companies commenced Chapter 11 bankruptcy cases (Bankr. D. Del. Lead Case No. 15-11133) in Delaware on May 25, 2015, with a deal to sell to Deerfield Management Company, L.P., for a credit bid of $9.50 million, absent higher and better offers. The Debtors tapped the law firms of DLA Piper LLP (US) and DLA Piper (Canada) LLP as counsel; Imperial Capital, LLC, as Investment banker, FTI Consulting, Inc.'s Andrew Hinkelman as chief restructuring officer; and Kurtzman Carson Consultants LLC as claims and noticing agent. IMRIS estimated $10 million to $50 million in assets and liabilities. On June 4, 2015, the U.S. Trustee appointed three members to the Official Committee of Unsecured Creditors. The Committee selected Steven K. Kortanek, Esq., Kevin J. Mangan, Esq., and Thomas M. Horan, Esq., at Womble Carlyle Sandridge & Rice, LLP, in Wilmington, Delaware, as counsel. Emerald Capital Advisors serves as its financial advisors. INSITE VISION: Determines Unsolicited Offer "Superior Proposal" --------------------------------------------------------------- InSite Vision Inc. announced that its Board of Directors has determined that the previously announced unsolicited offer from a global pharmaceutical company to acquire all outstanding shares of InSite Vision common stock at $0.35 per share in an all-cash transaction constitutes a "Company Superior Proposal" as defined in InSite's previously announced definitive agreement with QLT Inc. dated as of Aug. 26, 2015. Under the terms of the QLT merger agreement, QLT would acquire InSite in a primarily all-stock transaction in which shareholders of InSite will receive 0.078 QLT shares for each InSite Vision share they hold, subject to a collar arrangement that would limit the minimum value payable for each share to $0.25, with a maximum value payable for each share of $0.30. After the Bidder had favorably concluded its independent due diligence regarding the recently filed BromSite patent lawsuit, InSite Vision convened a special board meeting on Friday, Sept. 4, 2015, in which the InSite Board of Directors determined, in good faith and after consultation with its independent financial and legal advisors, that the Bidder's unsolicited offer of $0.35 per share in cash is a Company Superior Proposal, as that term is defined in the QLT merger agreement. The Bidder supplemented its proposal with a definitive merger agreement and definitive loan documents that the Bidder has indicated it is prepared to execute upon InSite's termination of the QLT merger agreement. InSite has notified QLT of the InSite Board of Directors' determination and will engage in discussions with the Bidder. InSite is required, and intends to, negotiate in good faith with QLT until 5:00 p.m. Pacific Time on Thursday, Sept. 10, 2015, to allow QLT the opportunity to amend its merger agreement such that the Bidder's proposal will no longer constitute a Company Superior Proposal. InSite is not permitted to enter into the Bidder's merger agreement or to change its recommendation in favor of the QLT transaction unless, at the end of the Negotiation Period, the InSite Vision Board of Directors has determined that the Bidder's offer continues to be a Company Superior Proposal. The Bidder has stated that its offer will remain outstanding until the expiration of the Negotiation Period and any additional days thereafter necessary for the Bidder and InSite to enter into the definitive agreements provided by the Bidder. Under the QLT merger agreement, InSite would be required to pay a $2,667,000 termination fee to QLT if the InSite Board of Directors terminates the QLT merger agreement in favor of an agreement with the Bidder. The Bidder has agreed to pay the termination fee to QLT on InSite's behalf in that event. InSite would be required to repay the Bidder for the QLT termination fee under specified circumstances in which InSite would be required to pay a termination fee to the Bidder in connection with a termination of the Bidder's merger agreement. At this time, InSite remains subject to the QLT merger agreement and the InSite Board of Directors has not changed its recommendation in support of the QLT transaction, the existing QLT merger agreement, or its recommendation that InSite's stockholders adopt the QLT merger agreement. The Company gives no assurance that a transaction with the Bidder will result from the Bidder's offer, or that any other transaction will be consummated. There can be no assurance that QLT will seek to negotiate with InSite or will make a revised offer. Guggenheim Securities, LLC is acting as financial advisor to InSite Vision, Roth Capital Partners provided an independent fairness opinion concerning the original QLT merger agreement, and Jones Day is acting as legal advisor to InSite Vision. 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. INSITE VISION: Gets 2nd Acquisition Proposal for $0.35 per Share ---------------------------------------------------------------- InSite Vision Inc. announced that the Company has received a second unsolicited proposal from a global pharmaceutical company to acquire all outstanding shares of InSite Vision common stock at an increased price of $0.35 per share in cash. The proposal is only subject to due diligence regarding the recently filed BromSite patent lawsuit. InSite Vision believes the lawsuit is without merit. InSite Vision is party to a merger agreement with QLT Inc. pursuant to which QLT would acquire InSite Vision in a transaction in which InSite Vision's stockholders would receive 0.078 QLT shares for each share of InSite Vision stock, subject to a collar arrangement that would limit the maximum value of each share to $0.30, with a minimum value of each share of $0.25. Consistent with its fiduciary duties and in accordance with its existing merger agreement with QLT, InSite Vision's Board of Directors, in consultation with its financial and legal advisors, will carefully review all aspects of the new proposal and pursue the course of action that it believes is in the best interests of InSite Vision's stockholders. InSite Vision stockholders do not need to take any action at this time. InSite Vision remains subject to its existing merger agreement with QLT, and the InSite Vision Board of Directors has not changed its recommendation in support of the QLT transaction, the existing merger agreement with QLT or its recommendation that InSite Vision stockholders adopt the existing merger agreement with QLT. Guggenheim Securities, LLC is acting as financial advisor to InSite Vision, Roth Capital Partners provided an independent fairness opinion and Jones Day is acting as legal advisor to InSite Vision. 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. INSITE VISION: Meeting to Approve QLT Merger Moved to Oct. 9 ------------------------------------------------------------ InSite Vision Incorporated's Board of Directors has set a new meeting date of Oct. 9, 2015, for its special meeting of stockholders to vote on certain matters in connection with the transaction with QLT, including a proposal to adopt the Merger Agreement. The new record date for the meeting is Sept. 8, 2015. As previously announced, InSite Vision, QLT Inc., and Isotope Acquisition Corp., an indirect wholly owned subsidiary of QLT ("Merger Sub"), entered into the Second Amended and Restated Agreement and Plan of Merger, dated Aug. 26, 2015, which amends and restates the Agreement and Plan of Merger, dated as of June 8, 2015, as previously amended and restated as of July 16, 2015, providing for the merger of Merger Sub with and into the Company, with the Company surviving the merger as an indirect wholly owned subsidiary of QLT. 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. INTEGRATED BIOPHARMA: Posts $735,000 Net Income for Fiscal 2015 --------------------------------------------------------------- Integrated Biopharma, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing net income of $735,000 on $37.5 million of net sales for the year ended June 30, 2015, compared to net income of $131,000 on $33.7 million of net sales for the year ended June 30, 2014. As of June 30, 2015, the Company had $11.6 million in total assets, $20.9 million in total liabilities and a total stockholders' deficiency of $9.3 million. "Our ability to make scheduled payments or to refinance our obligations with respect to indebtedness will depend on our operating and financial performance, which, in turn, is subject to prevailing economic conditions and to financial, business and other factors beyond our control. Our inability to refinance our indebtedness when necessary or to do so upon attractive terms would materially and adversely affect our liquidity and our ongoing results of operations," the Company states in the report. A full-text copy of the Form 10-K is available for free at: http://is.gd/jYNH8N About Integrated BioPharma Based in Hillside, N.J., Integrated BioPharma, Inc. (INBP.OB) -- -- http://www.healthproductscorp.us/-- is engaged primarily in manufacturing, distributing, marketing and sales of vitamins, nutritional supplements and herbal products. The Company's customers are located primarily in the United States. The Company was previously known as Integrated Health Technologies, Inc., and, prior to that, as Chem International, Inc. The Company was reincorporated in its current form in Delaware in 1995. The Company continues to do business as Chem International, Inc., with certain of its customers and certain vendors. ITUS CORP: Proposes to Sell $12 Million Securities -------------------------------------------------- ITUS Corporation filed a Form S-3 registration statement with the Securities and Exchange Commission relating to the offering of up to $12 million worth of common stock, preferred stock, purchase contracts, warrants, subscription rights, depositary shares, debt securities and units. The Company may offer and sell these securities separately or together, in one or more series or classes and in amounts, at prices and on terms described in one or more offerings. The Company may offer securities through underwriting syndicates managed or co-managed by one or more underwriters or dealers, through agents or directly to purchasers. The prospectus supplement for each offering of securities will describe in detail the plan of distribution for that offering. The Company's common stock is quoted on the Nasdaq Capital Market under the symbol "ITUS." The aggregate market value of the Company's outstanding common stock held by non-affiliates is $44,995,088 based on 8,720,878 shares of outstanding common stock, of which 7,665,262 shares are held by non-affiliates, and a per share price of $5.87 which was the closing sale price of the Company's common stock as quoted on the NASDAQ Capital Market on July 24, 2015. A copy of the Form S-3 prospectus is available for free at: http://is.gd/FcsAHW About ITUS Corporation ITUS Corp. -- http://www.ITUScorp.com/-- develops and acquires patented technologies for the purposes of patent monetization and patent assertion. The company currently has 10 patent portfolios in the areas of Key Based Web Conferencing Encryption, Encrypted Cellular Communications, E-Paper(R) Electrophoretic Display, Nano Field Emission Display ("nFED"), Micro Electro Mechanical Systems Display ("MEMS"), Loyalty Conversion Systems, J-Channel Window Frame Construction, VPN Multicast Communications, Internet Telephonic Gateway, and Enhanced Auction Technologies. CopyTele changed its name to "ITUS Corporation" on Sept. 2, 2014, to reflect the Company's change in its business operations. ITUS Corporation reported a net loss of $9.60 million on $3.66 million of total revenue for the year ended Oct. 31, 2014, compared to a net loss of $10.08 million on $389,000 of total revenue for the year ended Oct. 31, 2013. The Company also reported a net loss of $4.25 million for the year ended Oct. 31, 2012, and a net loss of $7.37 million for the year ended Oct. 31, 2011. As of July 31, 2015, the Company had $10.27 million in total assets, $4.28 million in total liabilities and $5.99 million in total stockholders' equity. JAMES RIVER: Sues Whayne Supply to Clawback Money ------------------------------------------------- James River Coal Company and its affiliated debtors filed a complaint against Whayne Supply Company in the United States Bankruptcy Court for the Eastern District of Virginia, Richmond Division, to avoid and recover avoidable transfers made to or for the benefit of Whayne during the 90-day period preceding the Petition Date. The Debtors request the court to enter a judgement against Whayne and direct Whayne to pay to the Debtors an amount that is not less than the full amount of the transfers plus interests and costs and disallow any Claim of Whayne. The Debtors also seek the award of pre-judgement and post judgement interest at the maximum legal rate running from the date of the Debtors' first demand to return all Avoidable transfers to the judgement date with respect to the complaint. The Debtors are represented by: Tyler P. Brown, Esq. Henry P. (Toby) Long, III, Esq. Justin F. Paget, Esq. HUNTON & WILLIAMS LLP Riverfront Plaza, East Tower 951 East Byrd Street Richmond, VA 23219 Tel: (804) 788-8200 Fax: (804) 788-8218 Email: tpbrown@hunton.com hlong@hunton.com jpaget@hunton.com -- and -- Marshall S. Huebner, Esq. Brian M. Resnick, Esq. Michelle M. McGreal, Esq. DAVIS POLK & WARDWELL LLP 450 Lexington Avenue New York, NY 10017 Tel: (212) 450-4000 Fax: (212) 607-7973 Email: marshall.huebner@davispolk.com brian.resnick@davispolk.com michelle.mcgreal@davispolk.com About James River James River Coal Company is a producer and marketer of coal in the Central Appalachia ("CAPP") and the Midwest coal regions of the United States. James River's principal business is the mining, preparation and sale of metallurgical coal, thermal coal (which is also known as steam coal) and specialty coal. James River and 33 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Va. Case Nos. 14-31848 to 14-31886) in Richmond, Virginia, on April 7, 2014. The petitions were signed by Peter T. Socha as president and chief executive officer. Judge Kevin R. Huennekens oversees the Chapter 11 cases. On the petition date, James River Coal disclosed total assets of $1.06 billion and total liabilities of $818.6 million. The Debtors are represented by Tyler P. Brown, Esq., Henry P. (Toby) Long, III, Esq., and Justin F. Paget, Esq. at Hunton & Williams LLP of Richmond, VA and Marwill S. Huebner, Esq, Brian M. Resnick, Esq., and Michelle M. McGreal, Esq. at Davis Polk & Wardwell LLP of New York, NY. Kilpatrick Townsend & Stockton LLP serves as the Debtors' special counsel. Perella Weinberg Partners L.P. is the Debtors' financial advisor. Deutsche Bank Securities Inc. serves as the Debtors' investment banker and M&G advisor. Epiq Bankruptcy Solutions, LLC, acts as the debtors' notice, claims and administrative agent. The U.S. Trustee for Region 4 has appointed five creditors to the Official Committee of Unsecured Creditors. Michael S. Stamer, Esq., Alexis Freeman, Esq., and Jack M. Tracy II, Esq., at Akin Gump Strauss Hauer & Feld LLP; and Jonathan L. Gold, Esq., Christopher L. Perkins, Esq., and Christian K. Vogel, Esq., at LeClairRyan. The Debtors, in August 2014, won authority to sell the Hampden Mining Complex (including the assets of Logan & Kanawha Coal Company, LLC), the Hazard Mining Complex (other than the assets of Laurel Mountain Resources LLC) and the Triad Mining Complex for $52 million plus the assumption of certain environmental and other liabilities, to a unit of Blackhawk Mining. The Buyer is represented by Mitchell A. Seider, Esq., and Charles E. Carpenter, Esq., at Latham & Watkins LLP. JEFFREY PROSSER: Fox Rothschild Sues Virgin Islands on Faulty Tax ----------------------------------------------------------------- Kelly Phillips Erb at Forbes reports that Fox Rothschild, who represents James P. Carroll, the Chapter 7 trustee of Emerging Communications and Innovative Communications owner Jeffrey J. Prosser, filed an action against the U.S. Virgin Islands, the U.S. Virgin Islands Bureau of Internal Revenue and Does 1-5. According to Forbes, Fox Rothschild alleged that the USVI BIR improperly assessed the firm's tax liabilities and that the information related to those assessments was leaked from the USVI BIR. Citing Fox Rothschild, the report states that the letter of Mr. Prosser's counsel, Norman Abood, Esq., is dated Sept. 21, 2014, while the tax assessments mailed to Fox Rothschild were postmarked on Sept. 23, 2014. Mr. Abood, Forbes relates, said that the Fox Rothschild complaint leaves out an important piece of information: the information referenced in his letter was publicly available. Forbes reports that Mr. Abood said that on Sept. 3, 2014, there were public hearings in the Virgin Islands legislature, broadcast on television and radio, focusing on the budget concerns in the territory, and that during those hearings, Sen. Nereida "Nellie" Rivera-O'Reilly and Sen. Kenneth Gittens questioned V.I. Internal Revenue Bureau Executive Director Claudette Watson-Anderson about efforts to collect outstanding revenues. Sen. Rivera-O'Reilly questioned Director Watson-Anderson about stateside companies with Virgin Island sourced income, and she specifically referenced companies involved in the Prosser bankruptcy proceedings, including Fox Rothschild, as those companies were turned in by whistleblowers for alleged failure to report and pay tax on almost millions of dollars, the report states, citing Mr. Abood. Fox Rothschild alleged that the whistleblowers "were or are affiliated with Jeffrey Prosser," Forbes relates. Fox Rothschild said in court documents that it has no offices in the USVI and that its client in the Prosser matter, Trustee Carroll, is not a resident of the USVI. Forbes, citing Fox Rothschild, states that most of the legal work performed in the Prosser matter was actually done in the Philadelphia and New York offices. Fox Rothschild claimed that the actual amount of time spent by its employees in the USVI on the matter was closer to 7%, while the BIR wants to ding them for 100% of the fees earned in the Prosser matter, according to Forbes. About Prosser & Innovative Communication Headquartered in St. Thomas, Virgin Islands, Innovative Communication Company, LLC -- http://www.iccvi.com/-- and Emerging Communications, Inc., are diversified telecommunications and media companies operating mainly in the U.S. Virgin Islands. Jeffrey J. Prosser owns Emerging Communications and Innovative Communications. Innovative and Emerging filed for Chapter 11 protection on July 31, 2006 (D.V.I. Case Nos. 06-30007 and 06-30008). When the Debtors filed for protection from their creditors, they estimated assets and debts of more than $100 million. Mr. Prosser also filed for Chapter 11 protection on July 31, 2006 (D.V.I. Case No. 06-10006). According to The (Virgin Islands) Source, he was fired in October 2007 for failing to make payments into the company pension funds. On Oct. 3, 2007, the Prosser case was converted to Chapter 7 and James P. Carroll was ultimately appointed the Chapter 7 Trustee. The bankruptcy case is In re: Jeffrey J. Prosser, Chapter 7, Debtor, Bankruptcy No.: 06-30009 (Bankr. D.V.I.). Greenlight Capital Qualified, L.P., Greenlight Capital, L.P., and Greenlight Capital Offshore, Ltd. -- which holds an $18,780,614 claim against Mr. Prosser -- had filed an involuntary chapter 11 against Innovative Communication, Emerging Communications, and Mr. Prosser on Feb. 10, 2006 (Bankr. D. Del. Case Nos. 06-10133, 06-10134, and 06-10135). Mr. Prosser argued that the Greenlight entities, the former shareholders of Innovative Communications, and Rural Telephone Finance Cooperative, Mr. Prosser's lender, conspired to take down his companies into bankruptcy and collect millions in claims. The U.S. District Court of the Virgin Islands, Bankruptcy Division, approved the U.S. Trustee for Region 21's appointment of Stan Springel of Alvarez & Marsal as Chapter 11 Trustee of Innovative and Emerging Communications. Joseph Steinfeld, Jr., Esq., of Ask Financial, LLP, act as counsel to the Chapter 11 Trustee. On Oct. 31, 2012, an Order was entered confirming the joint liquidating plan of ICC-LLC, Emerging, and New ICC. JW RESOURCES: Panel's Objection to $375K Break-Up Fees Overruled ---------------------------------------------------------------- Judge Gregory R. Schaaf of the United States Bankruptcy Court for the Eastern District of Kentucky, Lexington Division, overruled the Official Committee of Unsecured Creditor's objection to JW Resources, Inc., et. al.'s proposed $375,000 break-up fee, holding that the break-up fees are supported by the Debtors' sound business judgment. The Debtors entered into two Asset Purchase Agreements with a proposed stalking horse bidder, contingent on bankruptcy court approval. The Asset Purchase Agreements included provisions for break-up fees of $375,000, which consisted of $300,000 for the sale of substantially all the assets and $75,000 for the sale of mobile equipment. The Debtors sought to proceed with an auction of their assets to obtain higher bids or confirm that the Asset Purchase Agreements provide the highest return for their assets. The Official Committee of Unsecured Creditors objected to the Debtors' Bid Procedures Motion, arguing that the break-up fees in the Asset Purchase Agreements were too high. Emily Medine of Energy Ventures Analysis, Inc., the Debtors' sale advisor, informed the Court that the break-up fees are primarily based on the lost opportunity costs of the stalking horse bidder. She related that she had negotiated the break-up fee down to the current level, but her efforts to further reduce the fee were rebuffed. Ms. Medine recommended the Debtors move forward with the Asset Purchase Agreements based on the benefits a stalking horse bidder would bring to the transaction. Ms. Medine further related that the stalking horse bidder is only one of two active purchasers in the market with the financial ability to obtain replacement bonds and that this is significant because the Debtors can only transfer permits if the underlying security bonds are replaced. She adds that this unique position also means the stalking horse bidder has other opportunities that are larger, and therefore more attractive, than this transaction. Ms. Medine believes that the stalking horse bidder could switch to those potentially more lucrative options if it is not adequately protected through the break-up fees. The case is IN RE: JW RESOURCES, INC., et al., Debtors, Case No. 15-60831. A full-text copy of Judge Schaaf's Memorandum Opinion and Order is available at http://is.gd/bO6wjUfrom Leagle.com. JW Resources, Inc. is represented by: Paige Leigh Ellerman, Esq. Douglas L. Lutz, Esq. FROST BROWN TODD LLC 3300 Great American Tower 301 East Fourth Street Cincinnati, OH 45202 Telephone: (513)651-6800 Facsimile: (513)651-6981 Email: pellerman@fbtlaw.com dlutz@fbtlaw.com The Creditors' Committee is represented by: T. Kent Barber, Esq. BARBER LAW PLLC 3168 Arrowhead Drive Lexington, KY 40503 Telephone: (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. KOAM CONSTRUCTION: Case Summary & 13 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: KOAM Construction, Inc. 4322 Wilshire Blvd., #103 Los Angeles, CA 90010 Case No.: 15-23818 Chapter 11 Petition Date: September 3, 2015 Court: United States Bankruptcy Court Central District of California (Los Angeles) Judge: Hon. Sheri Bluebond Debtor's Counsel: Joon M Khang, Esq. KHANG & KHANG LLP 18101 Von Karman Ave 3rd Fl Irvine, CA 92612 Tel: 949-419-3834 Fax: 949-419-3835 Email: joon@khanglaw.com Total Assets: $978,300 Total Liabilities: $3.48 million The petition was signed by Frank Kim, president. A list of the Debtor's 13 largest unsecured creditors is available for free at http://bankrupt.com/misc/cacb15-23818.pdf KRONOS ACQUISITION: S&P Assigns 'B-' CCR, Outlook Stable -------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B-' long-term corporate credit rating to Kronos Acquisition Holdings Inc. The outlook is stable. At the same time, Standard & Poor's assigned its 'B-' issue-level rating and '4' recovery rating (upper half of the range) to the company's US$850 million senior secured term loan, and its 'CCC' issue-level rating and '6' recovery rating to Kronos' US$390 million senior unsecured notes. A '4' recovery rating represents average (30%-50%) recovery and a '6' recovery rating represents negligible (0%-10%) recovery in a default scenario. "We assigned the ratings to Kronos based on the company's closing of its recent transaction of KIK Custom Products Inc.," said Standard & Poor's credit analyst Donald Marleau. "At the same time, we withdrew all our ratings on predecessor company KIK, including our 'B-' long-term corporate credit rating on the company, at the issuer's request," Mr. Marleau added. The ratings on Kronos reflect Standard & Poor's view of the company's "weak" business risk profile and "highly leveraged" financial risk profile, which result in an anchor score of 'b/b-'. S&P selects the lower anchor based on weaker cash flow and leverage ratios for the range of anchor outcomes. For analytical purposes, S&P bases its rating conclusions on the operations and financials of the consolidated entity, which includes the core operating subsidiary, KIK Custom Products Inc. Kronos was created to acquire KIK for about US$1.6 billion. The stable outlook on Kronos reflects Standard & Poor's expectation that the leveraged buyout will increase fully adjusted debt leverage to about 8x in the next two years, and the company will generate modest free operating cash flow that it could use to reduce debt. Considering its heavy debt load, S&P could lower the ratings on Kronos if the company generates sustained negative free cash flows (excluding growth capital expenditures) such that it is unable to cover its fixed charges. S&P is unlikely to raise the ratings over the next two years, given its expectation of high debt leverage and the company's ownership by a financial sponsor. S&P could, however, raise its ratings if Kronos reduces fully adjusted debt leverage to below 6x and improves EBITDA interest coverage to 2.5x-3.0x. LEVEL 3: Enters Into Senior Notes Supplemental Indentures --------------------------------------------------------- Level 3 Financing, Inc., a wholly owned subsidiary of Level 3 Communications, Inc., entered into: (i) a Supplemental Indenture, dated as of Sept. 1, 2015, to the Indenture dated as of April 28, 2015, among Parent, as guarantor, Level 3 Financing, as issuer and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to Level 3 Financing's 5.125% Senior Notes due 2023; and (ii) a Supplemental Indenture dated as of Sept. 1, 2015, to the Indenture dated as of April 28, 2015, among Parent, as guarantor, Level 3 Financing, as issuer and the Trustee, as trustee, relating to Level 3 Financing's 5.375% Senior Notes due 2025. Each of the Guarantee Supplemental Indentures was entered into among Level 3 Financing, Parent, Level 3 Communications, LLC, a wholly owned subsidiary of Parent, and the Trustee. Pursuant to the Guarantee Supplemental Indentures, Level 3 LLC has provided an unconditional, unsecured guaranty of the 2023 Notes and the 2025 Notes, respectively. On Sept. 1, 2015, Level 3 Financing entered into (i) an additional Supplemental Indenture, dated as of Sept. 1, 2015, to the 2023 Notes Indenture and (ii) an additional Supplemental Indenture, dated as of Sept. 1, 2015, to the 2025 Notes Indenture. Each of the Subordination Supplemental Indentures was entered into among Level 3 Financing, Parent, Level 3 LLC and the Trustee. Pursuant to the Subordination Supplemental Indentures, the unconditional, unsecured guaranty of Level 3 LLC of the 2023 Notes and the 2025 Notes, respectively, is subordinated in any bankruptcy, liquidation or winding up proceeding of Level 3 LLC to all obligations of Level 3 LLC under the Level 3 Financing Amended and Restated Credit Agreement, dated as of March 13, 2007 (as amended and restated as of May 8, 2015 and as may be further amended, amended and restated or otherwise modified from time to time). About Level 3 Communications Headquartered in Broomfield, Colorado, Level 3 Communications, Inc., is a publicly traded international communications company with one of the world's largest communications and Internet backbones. For the year ended Dec. 31, 2014, the Company reported net income of $314 million on $6.77 billion of revenue compared to a net loss of $109 million on $6.31 billion of revenue during the prior year. As of June 30, 2015, the Company had $20.8 billion in total assets, $14 billion in total liabilities and $6.8 billion in total stockholders' equity. * * * In September 2015, Fitch Ratings has upgraded the Issuer Default Rating (IDR) assigned to Level 3 Communications, Inc. (LVLT) and its wholly owned subsidiary level 3 Financing, Inc. (Level 3 Financing) to 'BB-' from 'B+'. The rating action recognizes LVLT's strengthening financial and operating profile as the company completes the integration of tw telecom, Inc. In June 2013, Standard & Poor's Ratings Services raised its corporate credit rating on Level 3 to 'B' from 'B-'. "The upgrade reflects improved debt leverage, initially from the acquisition of the lower-leveraged Global Crossing in October 2011, and subsequently from realization of the bulk of what the company expects to eventually be $300 million of annual operating synergies," said Standard & Poor's credit analyst Richard Siderman. As reported by the TCR on Aug. 17, 2015, Moody's Investors Service upgraded Level 3 Communications, Inc.'s corporate family rating (CFR) to Ba3 from B2. Level 3's Ba3 CFR is based on the company's solidifying business and financial profiles as it integrates the former tw telecom, inc., with Moody's anticipating continued margin improvement as synergies are realized, and as higher margin Internet Protocol-based services replace legacy services. NAVISTAR INTERNATIONAL: Incurs $28 Million Net Loss in Q3 --------------------------------------------------------- Navistar International Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss attributable to the Company of $28 million on $2.5 billion of net sales and revenues for the three months ended July 31, 2015, compared to a net loss attributable to the Company of $2 million on $2.8 billion of net sales and revenues for the same period in 2014. For the nine months ended July 31, 2015, the Company reported a net loss attributable to the Company of $134 million on $7.6 billion of net sales and revenues compared to a net loss attributable to the Company of $547 million on $7.8 billion of net sales and revenues for the same period during the prior year. As of July 31, 2015, the Company had $6.7 billion in total assets, $11.5 billion in total liabilities, $1 million in redeemale equity securities and a total stockholders' deficit of $4.8 billion. "We are encouraged that overall, our core truck business continues to improve year-over-year, driven by steady and improving performance in medium, school bus and severe service, where we are on track to achieve our full-year market share goals," said Troy A. Clarke, Navistar president and chief executive officer. "We're not standing still and we continue to take actions to improve both the revenue and cost sides of the business. We expect to achieve our 8 percent EBITDA margin run rate exiting 2015 thanks to the extraordinary, ongoing success we've had in addressing costs across our enterprise." The company finished the quarter with $775 million in manufacturing cash, cash equivalents and marketable securities. Additionally, the company refinanced its existing term loan, improving its liquidity by $313 million and extending the maturity of the term loan until 2020. "We feel good about our position entering the 2016 buying season, especially with larger fleets," Clarke added. "Jeff Sass, our new head of sales, has brought an even greater sense of urgency and focused action in the first three months he has been on board. As a result, we're entering the buying season in conversations with all top-100 fleets -- and we feel encouraged by the response we’re getting." "The cost efforts underway will enable us to become to be even more competitive in the marketplace," Clarke added. "These actions will allow us to invest in key areas of the business, paving the way for Navistar to be profitable and cash flow positive in 2016 and better positioned as the truck market comes off its peak." The Company presented via live web cast its fiscal 2015 third quarter financial results on September 2nd. Speakers on the web cast included: Troy Clarke, president and chief executive officer; Walter Borst, executive vice president and chief financial officer; and other company leaders. A full-text copy of the Form 10-Q is available for free at: http://is.gd/x1fozt About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The Company also provides truck and diesel engine parts and service. Another affiliate offers financing services. Navistar International reported a net loss attributable to the Company of $619 million for the year ended Oct. 31, 2014, compared to a net loss attributable to the Company of $898 million for the year ended Oct. 31, 2013. * * * In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service affirmed the ratings of Navistar International Corp., including the 'B3' corporate family rating. The ratings reflect Moody's expectation that Navistar's successful incorporation of Cummins engines throughout its product line up will enable the company to regain lost market share, and that progress in addressing component failures in 2010 vintage-engines will significantly reduce warranty expenses. As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Navistar International to 'CCC+' from 'B-'. "The rating downgrades reflect our increased skepticism regarding NAV's prospects for achieving the market shares it needs for a successful business turnaround," said credit analyst Sol Samson. In January 2013, Fitch Ratings affirmed the issuer default ratings for Navistar International at 'CCC' and removed the negative outlook on the ratings. The removal reflects Fitch's view that immediate concerns about liquidity have lessened, although liquidity remains an important rating consideration as NAV implements its selective catalytic reduction engine strategy. NAVISTAR INTERNATIONAL: Loan Agreements with JPMorgan Cancelled --------------------------------------------------------------- MHR Capital Partners Master Account LP, MHR Capital Partners Master Account II Holdings LLC, and JPMorgan Chase Bank, National Association, London Branch, as lender, entered into a loan agreement; and MHR Capital Partners (100) LP and the Lender entered into a Loan Agreement to provide for a working capital facility for Master Account and Capital Partners (100), respectively. In connection with the entry into the Loan Agreements, Master Account and Capital Partners (100) have each agreed to pledge a basket of certain publicly traded securities and certain other assets owned by them, including the shares of Common Stock owned by them, to secure their respective obligations under the Loan Agreements. The maturity date of each of the Loan Agreements is July 29, 2015. The Borrowers have the right to terminate the Loan Agreements prior to their maturity date on the terms set forth therein, at which time any pledge of securities would be automatically released. In addition, the Loan Agreements permit the Borrowers to release the pledge of certain securities, including the shares of Common Stock, under certain circumstances, and substitute other securities or assets in replacement thereof. On Sept. 4, 2015, the Loan Agreements were terminated by Master Account and Capital Partners (100) in accordance with their respective terms. As such, the pledge of a basket of certain publicly traded securities and certain other assets owned by Master Account and Capital Partners (100), including the shares of Common Stock owned by them, to secure their respective obligations under the Loan Agreements, has been released. The following reporting persons disclosed beneficial ownership of common shares of Navistar International Corporation as of Sept. 4, 2015: Amount Beneficially Percent of Name Owned Class ---- ------------ ---------- MHR Institutional Parnters III LP 14,980,528 18.4% MHR Institutional Advisors III LLC 14,980,528 18.4% MHR Fund Management LLC 16,225,000 19.9% MHR Holdings LLC 16,225,000 19.9% Mark H. Rachesky, M.D. 16,247,942 19.9% A copy of the regulatory filing is available for free at: http://is.gd/aIFD3r About Navistar International Navistar International Corporation (NYSE: NAV) -- http://www.navistar.com/-- is a holding company whose subsidiaries and affiliates subsidiaries produce International(R) brand commercial and military trucks, MaxxForce(R) brand diesel engines, IC Bus(TM) brand school and commercial buses, Monaco RV brands of recreational vehicles, and Workhorse(R) brand chassis for motor homes and step vans. It also is a private-label designer and manufacturer of diesel engines for the pickup truck, van and SUV markets. The Company also provides truck and diesel engine parts and service. Another affiliate offers financing services. Navistar International reported a net loss attributable to the Company of $619 million for the year ended Oct. 31, 2014, compared to a net loss attributable to the Company of $898 million for the year ended Oct. 31, 2013. * * * In the Oct. 9, 2013, edition of the TCR, Moody's Investors Service affirmed the ratings of Navistar International Corp., including the 'B3' corporate family rating. The ratings reflect Moody's expectation that Navistar's successful incorporation of Cummins engines throughout its product line up will enable the company to regain lost market share, and that progress in addressing component failures in 2010 vintage-engines will significantly reduce warranty expenses. As reported by the TCR on Oct. 9, 2013, Standard & Poor's Ratings Services lowered its long-term corporate credit rating on Navistar International to 'CCC+' from 'B-'. "The rating downgrades reflect our increased skepticism regarding NAV's prospects for achieving the market shares it needs for a successful business turnaround," said credit analyst Sol Samson. In January 2013, Fitch Ratings affirmed the issuer default ratings for Navistar International at 'CCC' and removed the negative outlook on the ratings. The removal reflects Fitch's view that immediate concerns about liquidity have lessened, although liquidity remains an important rating consideration as NAV implements its selective catalytic reduction engine strategy. NCFM LLC: $2.9-Mil. Judgment in Favor of Firstmark Affirmed ----------------------------------------------------------- Justice Melissa Goodwin of the Court of Appeals of Texas, Third District, Austin, affirmed the trial court's summary judgment in favor of Firstmark Credit Union. NCFM, LLC, obtained funding from Firstmark for a warehouse line of credit. The parties' relationship was governed by a series of documents, including a Promissory Note in the amount of $5 million, a Commercial Loan Agreement, an Assignment of Note, and a Disclaimer of Oral Agreements. The agreement between Firstmark and NCFM was a $5 million warehouse line of credit, secured by the Note, that was in turn secured by the Assignment of the borrowers' promissory notes. In addition, Jadon F. Newman, who was the manager of NCFM, signed a Guaranty guaranteeing the Loan, the Note, any other debt incurred, and related expenses. NCFM repaid all but $748,964 of the principal loan amount. NCFM defaulted on the Note in late 2009 and in 2010 filed for bankruptcy under Chapter 11. Firstmark filed suit against Newman seeking recovery on the Guaranty. The trial court's judgment awarded the principal amount of $748,964; accrued interest in the amount of $2,013,797; fees for late payment, appraisals, and accounting in the amount of $139,539; and attorney's fees in the amount of $85,000. Newman raised the following issues on appeal: (a) that the trial court erred by refusing to continue the hearing on the motion for summary judgment for discovery to be conducted; (b) that the trial court erred in sustaining Firstmark's objections to Newman's summary judgment evidence; (c) that the trial court erred in granting summary judgment on the merits of Firstmark's guaranty claim because Firstmark did not conclusively prove the elements of its claim; (d) that the trial court erred in granting summary judgment in favor of Firstmark because he raised a fact issue as to each of his affirmative defenses of material alteration, equitable estoppel, waiver, and quasi-estoppel; (e) that Firstmark did not conclusively negate an essential element of all of Newman's counterclaims or prove every element of its affirmative defenses to his counterclaims; (f) that Firstmark made material representations concerning its experience in warehouse lending and who would hold the deeds of trust on which he relied when he agreed to sign the guaranty; (g) that Firstmark made material misrepresentations to induce him to guarantee the NCFM loan and that Firstmark failed to disclose its lack of experience with commercial warehouse lending; (h) that the guaranty is void and that his obligations were released due to Firstmark's actions. Judge Goodwin overruled Newman's issues and affirmed the trial court's summary judgment in favor of Firstmark. The case is Jadon F. Newman, Appellant, v. Firstmark Credit Union, Appellee, No. 03-14-00315-CV. A full-text copy of Justice Goodwin's Memorandum Opinion dated August 21, 2015, is available at http://is.gd/h0UdXdfrom Leagle.com. NET ELEMENT: Amends Letter Agreements to Extend Moratorium Date --------------------------------------------------------------- Net Element, Inc., and certain qualified institutional investors and certain institutional accredited investors who are parties to the two letter agreements, each dated Aug. 4, 2015, agreed to modify the Letter Agreements by extending the Moratorium Date (as defined in the Letter Agreements) to 11:59 pm EST on Sept. 14, 2015. On Aug. 4, 2015, Net Element entered into two letter agreements with the certain qualified institutional investors and certain institutional accredited investors listed in the Securities Purchase Agreement (Series A Convertible Preferred Stock of the Company) (the "Preferred SPA") and the Securities Purchase Agreement (Senior Convertible Notes and Warrants) (the "Debt SPA"). The Letter Agreements waived certain terms of the Series A Convertible Preferred Stock of the Company, and waived and amended certain terms of the Preferred SPA and the Debt SPA and of the Senior Convertible Notes and Warrants issued pursuant to the Debt SPA. 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. 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. 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. PACIFIC GOLD: Acquires Graysill Mining Claims --------------------------------------------- Pacific Gold Corp., on Aug. 26, 2015, let lapse all of its mining rights to the Butcher Boy claims that it leased under a lease agreement held through Fernley Gold. These claims reverted to the claim holders, and the Company will write off the value of the leased interests in its financial statements. On Aug. 31, 2015, the Company acquired the Graysill Mining claims for no consideration, but assumed the annual claims registration fees. These claims had been previously owned by its subsidiary company, Pacific Metals Corp. About Pacific Gold Las Vegas, Nev.-based Pacific Gold Corp. is engaged in the identification, acquisition, and development of prospects believed to have gold mineralization. Pacific Gold through its subsidiaries currently owns claims, property and leases in Nevada and Colorado. The Company reported a net loss of $696,000 on $0 of revenue for the three months ended June 30, 2014, compared with a net loss of $515,000 on $0 of revenue for the same period in 2013. The Company's balance sheet at Sept. 30, 2014, showed $1.1 million in total assets, $3.81 million in total liabilities and a stockholders' deficit of $2.71 million. Silberstein Ungar, PLLC, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2013, citing that the Company has incurred losses from operations, has negative working capital, and is in need of additional capital to grow its operations so that it can become profitable. These factors raise substantial doubt about the Company's ability to continue as a going concern. PARK 91 LLC: Plan Requires Sale in 22 Months -------------------------------------------- Park 91 LLC has a Plan of Liquidation predicated on a settlement with the senior secured creditor, 2013 NY Funding, LLC, which holds a first mortgage on the Debtor's sole asset, a town house located on Park Avenue and 91st Street in Manhattan. The Plan generally provides the Post-confirmation Debtor a period of 22 months to sell its sole asset conditioned upon the Post-confirmation Debtor making certain interest payments to its senior secured creditor and remaining current on other obligations such as payment of Real Estate Taxes, insurance, and the like. If the Debtor does not default and makes all payments required by the Plan, the Debtor will have an opportunity to market the townhouse through more traditional means by the use of the broker as long as the Property is sold by April 30, 2017 (defined in the Plan as the "Sale and Payment Deadline"). However, upon the Auction Commencement Date -- which is defined under the Plan to be the earlier of (a) the Post Sale Payment Commencement Date (defined in the Plan as the next ensuing day, including intermediate Saturdays, Sundays and legal holidays, immediately following the expiration of the Sale and Payment Deadline, i.e., May 1, 2017 if there is no Event of Default) or, (b) the Post Event of Default Commencement Date if there is an occurrence of an Event of Default (as defined in the Plan to include, among other things, the Post-confirmation Debtor's failure to timely make payments when due under the Plan beyond any applicable cure period) -- the Plan provides for the immediate appointment of the Plan Administrator who will be charged with, among other things, taking control of the Property and other Post-confirmation Estate Assets and selling the Property via Auction. The Auction will be conducted by the Plan Administrator with the assistance of an Auctioneer and sold by the Auction Deadline, which is 60 days after the Auction Commencement Date. The senior secured creditor will have the right, but not the obligation, to Credit Bid the total amount of its Allowed Secured Claim at the Auction. The Plan also provides that if the Property is to be sold through the Auction process, the Debtor's occupants, which are Michael Gardner and Lynda Gardner (together, the "Gardners"), the only Interest holders of the Debtor, will vacate and surrender possession of the Property to the Plan Administrator by no later than 30 days after the Auction Commencement Date. Further, if for any reason the Gardners fail to do so, the Plan provides certain mechanisms effectuate such relief, although it is not anticipated that will be necessary. The Gardners are consenting to such relief because they recognize it will be necessary for them to have vacated the Property in advance of any Auction, in order to maximize the value of the Property at such Auction. Under the Plan: * Holders of administrative claims (Unclassified) will be paid 100% of their claims on the effective date of the Plan. Administrative claims are unimpaired. * Holder of 2013 NY Funding I LLC's secured claim (Class 1) will be paid 100% of the allowed secured claim plus interest at a rate of 9% per annum through Sept. 30, 2015 and 6% per annum from the Effective Date until the Debtor's property is sold or allowed secured claim is paid in full. The class is impaired. * The holder of Surya Capital LLC's secured claim (Class 2) will be paid 100% of the allowed secured claim plus interest at a rate of 14% per annum until the Debtor's property is sold. The class is impaired. * As to the City of New York's secured claim on account of real estate taxes (Class 3), the Post-confirmation Debtor will pay the City of New York all outstanding real estate taxes over a period of one year from the Effective Date at the statutory interest rate ($5,000 per month for 11 months with balloon payment on 12th month). The class is impaired. * As to priority tax claims (Class 4), holders will be paid 100% of their allowed claims paid over two years from the Petition Date (in equal quarterly payments) at the statutory rate of interest. The class is unimpaired. * As to general unsecured claims (Class 5), holders will receive 100% of their allowed claims, with interest at 4% per annum from the Petition Date, to be paid in cash on the Effective Date. The class is unimpaired. * Michael Gardner and Lynda Gardner, the sole equity interest holders (Class 6), will retain their equity interests as it existed on the Petition Date in exchange for the plan contribution. The Debtor estimates that the plan contribution will be approximately $100,000. It is expected that Michael Gardner will continue to make additional capital contributions to meet the obligations required under the Plan. Michael Gardner and Lynda Gardner shall not receive any distribution under the Plan. Class 6 is not impaired under the Plan. Claim holders in Classes 1, 2 and 3 are impaired under the Plan and are eligible, subject to the limitations, to vote to accept or reject the Plan. All ballots must be received prior to 5:00 P.M. on September 16, 2015. A hearing to consider confirmation of the Plan is slated for Sept. 22, 2015 at 2:00 p.m. in Courtroom No. 601 at the United States Bankruptcy Court located at One Bowling Green, New York, New York. A copy of the Disclosure Statement accompanying the Debtor's Amended Plan of Liquidation dated Sept. 2, 2015, is available for free at: http://bankrupt.com/misc/PARK_91_36_DS_090215.pdf About Park 91 Park 91 LLC is the fee simple owner of a townhouse located at 1145 Park Avenue, New York. The townhouse is located in the Carnegie Hill Historic District on Park Avenue and 91st Street. Park 91 sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-10957) in Manhattan on April 17, 2015. Bankruptcy Judge James L. Garrity Jr. presides over the case. The Debtor is represented by Scott S. Markowitz, Esq., at Tarter Krinsky & Drogin LLP, in New York. PARK FLETCHER: Cassidy-Turley Has Until Sept. 23 to Defend Claim ---------------------------------------------------------------- U.S. Bankruptcy Judge Jeffrey Graham has given Cassidy-Turley Midwest Real Estate until Sept. 23, 2015, to file a reply to an objection filed by Park Fletcher Realty LLC to its claim. Park Fletcher on July 24 asked the bankruptcy judge to deny Claim No. 2 asserted by Cassidy-Turley, saying it is not liable for the claim. About Park Fletcher Park Fletcher Realty, LLC filed a Chapter 11 bankruptcy petition (Bank. S.D. Ind. Case No. 15-00843) on Feb. 15, 2015. The petition was signed by Shawn Williams as managing member. Judge Jeffrey J. Graham presides over the case. KC Cohen, Esq., at KC Cohen, Lawyer, PC, serves as the Debtor's counsel. Park Fletcher Realty LLC disclosed $15,201,760 in assets and $13,187,177 in liabilities as of the Chapter 11 filing. PATRIOT COAL: CCIL Discloses Status as Substantial Shareholder -------------------------------------------------------------- Coastal Capital International Ltd., Underhill Partners LP, and Bennett Hatfield disclosed that they are "substantial shareholders" of Patriot Coal Corp. Coastal Capital disclosed that as of June 10, 2015, it has beneficial ownership of 31,253 shares of Class A Common Stock and 1,049,106 Class A Warrants, which the company acquired during the period Dec. 27, 2013 to Feb. 7, 2014. Underhill Partners disclosed that it has beneficial ownership of 25,505 shares of Class A Common Stock and 9,421 Class A Warrants as of June 16, 2015. The company acquired them on Aug. 2, 2012 and on Jan. 29, 2014. Meanwhile, Ms. Hatfield has beneficial ownership of 56, 667 shares of Class A Common Stock of Patriot Coal as of July 2, 2015, which she acquired on January 1, 2015. The shareholders made the disclosures in accordance with a ruling issued by U.S. Bankruptcy Judge Keith Phillips. The court order, issued on June 4, 2015, allowed Patriot Coal to implement procedures that must be satisfied before certain transfers of common stock of the company, or of any beneficial interest therein are deemed effective. The court-approved process was supported by Patriot Coal's official committee of unsecured creditors. 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. Patriot Coal estimated more than $1 billion in assets and debt. 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 Corp. appointed seven creditors of the company to serve on the official committee of unsecured creditors. The Committee is represented by Morrison & Foerster LLP as its counsel, and Tavenner & beran, PLC, as its local counsel. Jefferies LLC serves as its investment banker. The directed the U.S. Trustee to form an official committee of retirees at the behest of Patriot Coal Non-Union Retiree VEBA. * * * The deadline to file bids for the Debtors' assets is Sept. 4, 2015, at 5:00 p.m. An auction will take place on Sept. 9, at 10:00 a.m. Patriot Coal has filed with the Bankruptcy Court a letter of intent for a proposed sale of a substantial majority of its operating assets to Blackhawk Mining, LLC, as well as a motion outlining bidding procedures. Under the terms of the letter of intent, Blackhawk would issue to Patriot's secured lenders new debt securities totaling approximately $643 million plus Class B Units providing them an ownership stake in Blackhawk. In addition, Blackhawk would assume or replace surety bonds supporting reclamation and related liabilities associated with the purchased assets. PATRIOT COAL: Court Set to Hear Rejection of Peabody Contracts -------------------------------------------------------------- A U.S. bankruptcy court is set to hear a motion filed by Patriot Coal Corp. to reject its contracts with Peabody Energy Corp. The U.S. Bankruptcy Court for the Eastern District of Virginia will take up the motion at a hearing on Sept. 16. Last month, the coal producer sought court approval to walk away from 48 contracts with Peabody, citing significant cost savings from the rejection. Patriot Coal spun off from Peabody in 2007 and signed various contracts with the company, some of which are tied to the spinoff and required the coal producer to administer employee and retirement benefits. The coal producer wants the contracts rejected, saying they "constitute an unnecessary drain" on its resources. The committee representing Patriot Coal's retirees had earlier expressed its opposition, saying the rejection of contracts related to the administration of retirement benefits is a "product of bad faith." According to the group, the $19,000 monthly fee that Patriot Coal receives from Peabody is "more than sufficient" to justify its continued administration of retirement benefits. The retiree committee was appointed in July this year by the U.S. trustee overseeing Patriot Coal's bankruptcy case. The four-member group is composed of retirees, including Carl Egnor, United Mine Workers of America's representative. The retiree committee is represented by: Jon D. Cohen, Esq. (Pro Hac Vice) Stahl Cowen Crowley Addis LLC 55 West Monroe Street, Suite 1200 Chicago, Illinois 60603 Phone: (312) 641-0060 Fax: (312) 641-6959 Email: jcohen@stahlcowen.com 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. Patriot Coal estimated more than $1 billion in assets and debt. 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 Corp. appointed seven creditors of the company to serve on the official committee of unsecured creditors. The Committee is represented by Morrison & Foerster LLP as its counsel, and Tavenner & beran, PLC, as its local counsel. Jefferies LLC serves as its investment banker. The directed the U.S. Trustee to form an official committee of retirees at the behest of Patriot Coal Non-Union Retiree VEBA. * * * The deadline to file bids for the Debtors' assets is Sept. 4, 2015, at 5:00 p.m. An auction will take place on Sept. 9, at 10:00 a.m. Patriot Coal has filed with the Bankruptcy Court a letter of intent for a proposed sale of a substantial majority of its operating assets to Blackhawk Mining, LLC, as well as a motion outlining bidding procedures. Under the terms of the letter of intent, Blackhawk would issue to Patriot's secured lenders new debt securities totaling approximately $643 million plus Class B Units providing them an ownership stake in Blackhawk. In addition, Blackhawk would assume or replace surety bonds supporting reclamation and related liabilities associated with the purchased assets. PATRIOT COAL: Gets Approval to Implement 'Sell-Down' Procedures --------------------------------------------------------------- Patriot Coal Corp. received court approval to implement procedures for trading in claims against the company and its affiliates. The order, issued by U.S. Bankruptcy Judge Keith Phillips, approved a process that would be implemented should Patriot Coal seek and get an order requiring certain entities to "sell down" claims. These entities, who have acquired claims against Patriot Coal and its affiliates during their bankruptcy cases in such an amount that they would be entitled to receive more than 4.85% of the equity of the reorganized companies, would be required to sell down their claims below this applicable percentage. The court order also allowed Patriot Coal to provide notice of the "effective date" to entities that trade claims against the companies that their claims ultimately may be subject to sell down. Separately, Judge Phillips has given Patriot Coal final approval to pay up to $8 million for claims entitled to administrative priority under section 503(b)(9) of the Bankruptcy Code; up to $17.2 million for claims of creditors providing shipping, warehousing and other services and claims tied to customs duties; up to $500,000 for claims of creditors based outside the United States; and up to $22 million for claims of key vendors. 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. Patriot Coal estimated more than $1 billion in assets and debt. 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 Corp. appointed seven creditors of the company to serve on the official committee of unsecured creditors. The Committee is represented by Morrison & Foerster LLP as its counsel, and Tavenner & beran, PLC, as its local counsel. Jefferies LLC serves as its investment banker. The directed the U.S. Trustee to form an official committee of retirees at the behest of Patriot Coal Non-Union Retiree VEBA. * * * The deadline to file bids for the Debtors' assets is Sept. 4, 2015, at 5:00 p.m. An auction will take place on Sept. 9, at 10:00 a.m. Patriot Coal has filed with the Bankruptcy Court a letter of intent for a proposed sale of a substantial majority of its operating assets to Blackhawk Mining, LLC, as well as a motion outlining bidding procedures. Under the terms of the letter of intent, Blackhawk would issue to Patriot's secured lenders new debt securities totaling approximately $643 million plus Class B Units providing them an ownership stake in Blackhawk. In addition, Blackhawk would assume or replace surety bonds supporting reclamation and related liabilities associated with the purchased assets. PATRIOT COAL: Jefferies Files Supplemental Declaration ------------------------------------------------------ Leon Szlezinger, managing director and joint global head of Restructuring and Recapitalization at Jefferies LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Virginia a supplemental declaration in relation to the application of the Official Committee of Unsecured Creditors in the Chapter 11 cases of Patriot Coal Corporation, et al. Mr. Szlezinger related that since filing the initial declaration, Jefferies has been engaged by Penn Virginia Corporation on matter unrelated to the Debtors and the cases. Jefferies' principal office is located at 520 Madison Avenue, New York City. On June 11, 2015, the Committee sought permission to retain Creditors authorizing the retention of Jefferies nunc pro tunc to May 21, 2015. Jefferies will, among other things: a) become familiar with, to the extent Jefferies deems appropriate, and analyzing, the business, operations, properties, financial condition and prospects of the Debtors; b) advise the Committee on the current state of the "restructuring market"; and c) advise the Committee on any M&A Transaction. Jefferies' fee and expense structure includes: -- a monthly fee equal to $150,000 per month until the expiration or termination of the engagement letter; and -- upon the consummation of any transaction, a fee equal to (i) $2,500,000 if the Committee either supports or does not file and prosecute any material objection to such transaction, and (ii) $2,000,000 if the Committee does prosecute any material objection to such transaction and such objection is not settled or withdrawn. In addition to any fees that may be paid to Jefferies under the engagement letter, the Debtors will reimburse Jefferies for all out-of-pocket expenses incurred in connection with its engagement by the Committee. To the best of the Committee's knowledge, Jefferies is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. 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. Patriot Coal estimated more than $1 billion in assets and debt. 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 Corp. appointed seven creditors of the company to serve on the official committee of unsecured creditors. The Committee is represented by Morrison & Foerster LLP as its counsel, and Tavenner & Beran, PLC, as its local counsel. Jefferies LLC serves as its investment banker. The directed the U.S. Trustee to form an official committee of retirees at the behest of Patriot Coal Non-Union Retiree VEBA. * * * The deadline to file bids for the Debtors' assets is Sept. 4, 2015, at 5:00 p.m. An auction will take place on Sept. 9, at 10:00 a.m. Patriot Coal has filed with the Bankruptcy Court a letter of intent for a proposed sale of a substantial majority of its operating assets to Blackhawk Mining, LLC, as well as a motion outlining bidding procedures. Under the terms of the letter of intent, Blackhawk would issue to Patriot's secured lenders new debt securities totaling approximately $643 million plus Class B Units providing them an ownership stake in Blackhawk. In addition, Blackhawk would assume or replace surety bonds supporting reclamation and related liabilities associated with the purchased assets. PENNYMAC MORTGAGE: Moody's Assigns 'B1' Corporate Family Rating --------------------------------------------------------------- Moody's Investors Service assigned B1 Corporate Family Rating and issuer rating to PennyMac Mortgage Investment Trust ("PMT"). The outlook is negative. RATINGS RATIONALE PMT's B1 CFR and issuer rating reflect the company's solid capital level, experienced management team, and modestly more diversified business profile than other monoline residential mortgage companies in the single-B rating category. PMT maintains solid capital level with tangible common equity to assets ratio over 20%. In addition, PMT's investment in distressed loans and prime-credit correspondent mortgage banking provide the company some diversification. Offsetting the positive factors are the risks embedded in the company's rapid growth reflecting an over 90% increase in total assets over the past 2 years as well as PMT's reliance on short-term secured funding for its investment portfolio, which limits the company's financial flexibility. Furthermore, the ratings reflect PMT's reliance on PennyMac Financial Services, Inc. ("PFSI") as PMT does not have any employees and is completely reliant on the employees and resources of its manager PFSI. The negative rating outlook reflects PMT's recent constrained profitability. The company's weaker profitability while expected by Moody's has been more pronounced. The company's net income to average total assets declined to 1.2% in the first half of 2015 from over 4% in 2014 mainly due to lower investment gains on its distressed loans portfolio. PMT's ratings are unlikely to be upgraded given the negative outlook. The outlook could return to stable if the company stabilizes its earnings and maintains its solid capital level. The ratings could be downgraded if the company is unable to achieve sustained net income to average assets above 2%, or if tangible common equity to tangible assets drops below 17.5%. PHOTOMEDEX INC: JIKANG Buys SLT Laser Business for $1.5 Million --------------------------------------------------------------- PhotoMedex, Inc., and its subsidiary PhotoMedex Technology, Inc. ("PTECH") entered into an Asset Purchase Agreement and a Supplemental Agreement with DaLian JiKang Medical Systems Import & Export Co., LTD, effective Sept. 1, 2015, according to a document filed with the Securities and Exchange Commission. Under the Asset Purchase Agreement, JIKANG acquired the SLT surgical laser business from PTECH, for a total purchase price of $1.5 million. The Company will net approximately $1.2 million after payment of closing and ancillary costs. The Purchase Price is payable to the Company in three installments. An initial deposit of $300,000 was made on Sept. 2, 2015. JIKANG will provide two letters of credit to the Company for the remainder of the Purchase Price. The $1 million Letter of Credit will become payable to the Company on or about Nov. 17, 2015, at which time substantially all the assets will be transferred to JIKANG in consummation of the transaction. The remaining Letter of Credit, for $200,000, will be payable to the Company by Feb. 17, 2016, after certain post-closing steps including the receipt of all assets at JIKANG's facilities and the training of JIKANG's personnel. The Asset Purchase Agreement contains customary representations, warranties and covenants by each of the Company, PTECH and JIKANG, as well customary indemnification provisions among the parties. Also, the Company has entered into a First Amendment to its Stock Purchase Agreement datesd as of Jan. 31, 2015, under which the Company and its subsidiary LCA-Vision Inc. sold LCA and its subsidiaries to Vision Acquisition, LLC. The First Amendment amends the Stock Purchase Agreement to permit an Internal Revenue Code Section 338(h)(10) or 336(e) election under which all parties to the transaction, including the Company, are treated for tax purposes as if Vision had purchased the assets of LCA rather than LCA's stock. Vision agreed to pay the Company the sum of $300,000 for entry into the First Amendment. The transaction was completed as of Aug. 31, 2015. About PhotoMedex PhotoMedex, Inc., is a global health products and services company providing integrated disease management and aesthetic solutions to dermatologists, professional aestheticians, ophthalmologists, optometrists, consumers and patients. The Company provides proprietary products and services that address skin conditions including psoriasis, vitiligo, acne, actinic keratosis, photo damage and unwanted hair, as well as fixed-site laser vision correction services at our LasikPlus(R) vision centers. PhotoMedex and its subsidiaries has entered into a second amended and restated forbearance agreement with the lenders that are parties to the credit agreement dated May 12, 2014, and with JP Morgan Chase, as administrative agent for the Lenders pursuant to which the Lender have agreed to forbear from exercising their rights and remedies with respect to certain events of default from Aug. 25, 2014, until April 1, 2016, or earlier if an event of default occurs, according to a document filed with the Securities and Exchange Commission in March 2015. As of June 30, 2015, the Company had $67.7 million in total assets, $23.9 million in total liabilities and $43.8 million in total stockholders' equity. Bankruptcy Warning "If, in the future, PhotoMedex is required to obtain similar forbearance agreements as a result of our inability to meet the terms of the credit agreement, there can be no assurance that those forbearance agreements will be available on commercially reasonable terms or at all. If, as or when required, we are unable to repay, refinance or restructure our indebtedness under those credit facilities, or amend the covenants contained therein, the lenders could elect to terminate their commitments under the credit facilities and institute foreclosure proceedings against our assets. Under such circumstances, we could be forced into bankruptcy or liquidation. In addition, any additional events of default or declaration of acceleration under one of those facilities or the forbearance agreement could also result in an event of default under one or more of these agreements. Such a declaration would have a material adverse impact on our liquidity, financial position and results of operations," the Company stated in its 2014 annual report. POMONA RDA SUCCESSOR: Moody's Ups TABs Rating From Ba1 ------------------------------------------------------ Moody's Investors Service has upgraded to Baa2 from Ba1 the Successor Agency to the Pomona Redevelopment Agency's Tax Allocation Bonds. "On June 24, 2015, in connection with the release of our Tax Increment Debt methodology, we placed the ratings for nearly all California tax allocation bonds (TABs) on review for upgrade, including this successor agency's (SA) TABs. This rating action completes our review for this SA," Moody's said. Three years post-dissolution, the administrative risks related to the payment of debt service have significantly lessened, so we are now placing greater weight on the fundamental project area characteristics and some of the positive features of the dissolution legislation, including the closed lien status of the debt and the availability of the 20% of tax increment revenues previously restricted for use on affordable housing to pay debt service. SUMMARY RATING RATIONALE The upgrade to Baa2 takes into account the large incremental assessed value (AV) of the project area, return to AV growth after four years of small declines, low taxpayer concentration, and somewhat high level of incremental AV to total AV. The rating also heavily factors in minimal debt service coverage levels, and the below average overall city socioeconomic profile. The rating factors in the SA's successful adaptation to post dissolution processes and administrative procedures and our expectation that this will continue. The rating also incorporates our generally positive assessment of the implementation of the legislation that dissolved redevelopment agencies (RDAs) by most successor agencies over the last three years, leading to timely payment of debt service on California TABs. In 2012, state legislation dissolved all California RDAs, replacing them with "successor agencies" to serve as fiduciary agents. Dissolution effectively changed the flow of funds and processes around the payment of debt service on TABs. Tax increment revenue is placed in trust with the county auditor-controller, who makes semi-annual distributions of funds sufficient to pay debt service on TABs and other "enforceable obligations" approved by the state. OUTLOOK Outlooks are generally not applicable for local government credits of this size. WHAT COULD MAKE THE RATING GO UP -- Sizable increase in incremental AV of the project area, leading to greater debt service coverage WHAT COULD MAKE THE RATING GO DOWN -- Protracted decline in incremental AV -- Erosion of debt service coverage levels -- Additional legislative or administrative changes that create uncertainty as to the timely payment of debt service OBLIGOR PROFILE The Successor Agency to the Pomona Redevelopment Agency is a separate legal entity from the City of Pomona. The SA is responsible for winding down the operations of the former RDA, making payments on state-approved "enforceable obligations" and liquidating any unencumbered assets to be distributed to other local taxing entities. LEGAL SECURITY The legal security for bonds is tax increment revenue from the merged project area net of pass through payments. While not legally pledged, the dissolution laws permit TAB debt service to be paid from tax increment revenues deposited in the SA's Redevelopment Property Tax Trust Fund (RPTTF), less amounts disbursed for pass-through payments and certain administrative charges. This includes the 20% of TI revenue previously considered restricted housing set aside. The SA is responsible for notifying the county auditor-controller of any shortfall in TI revenue expected to be deposited in the RPTTF needed for the payment of TAB debt service that would result from the disbursal of the monies for subordinated pass-through payments, so that the necessary subordination can be effected through changes to the usual flow of funds. PRIMERA ENERGY: Chapter 11 Trustee Puts Headquarters on Sale ------------------------------------------------------------ Jason Searcy, the Chapter 11 Trustee for Primera Energy, LLC, has hired San Antonio's Reata Real Estate Services LP to sell the Company's 7,525-square-foot headquarters building, which is located off far north Blanco Road at 21022 Gathering Oak, San Antonio, Texas, court documents say. Sergio Chapa at San Antonio Business Journal relates that Reata partner David Ballard is listed at the primary agent while Parker LaBarge is listed as an associate broker for the property. According to court filings, Reata Real Estate will get a 6% commission on the sale of the property. The Company's owner, Brian Alfaro, has paid $57,723.93 of the building's $1,028,190 mortgage, leaving behind $970,466.07 in debt at the time of the Company's bankruptcy filing, court records show. Business Journal recalls that U.S. Bankruptcy Judge Craig Gargotta ousted Mr. Alfaro and put the Chapter 11 Trustee in control in July 2015 at a time when all but one of the Company's oil wells had been shut in and a lone line of creditors and angry investors had formed. Business Journal reports that the Chapter 11 Trustee contracted with Traton Engineering Associates LP to get the Company's oil wells back into shape. Business Journal relates that the Company's two oil wells in McMullen County, Texas, had been shut in with multiple liens. According to court documents, the oil wells have now been put back into production by Traton and generated $66,125.27 of income in July 2015. About Primera Energy Primera Energy, LLC, is headquartered in San Antonio, Texas. Primera Energy filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 15-51396) on June 3, 2015, to stop the investors from trying to "squeeze" money out of the Company, according to the Company's owner, Brian K. Alfaro. The Company estimated its assets and liabilities at between $1 million and $10 million. Judge Craig A. Gargotta presides over the case. Dean William Greer, Esq., who has an office in San Antonio, Texas, serves as the Debtor's bankruptcy counsel. The Chapter 11 petition was signed by Mr. Alfaro. PROTOM INTERNATIONAL: Court Approves Sale of Assets to Michaelson ----------------------------------------------------------------- The United States Bankruptcy Court for the Northern District of Texas Dallas Division approved the sale of substantially all of the assets of ProTom International, Inc., and ProTom International, LLC. The Debtors have entered into an asset purchase agreement with Michaelson Capital Special Finance Fund, LP., who submitted the highest and best offer to purchase the Purchased Assets. The purchase price to be paid by Michaelson includes (a) the aggregate amount of the Michaelson Secured Claims, (b) $2.0 million cash; (c) the Aggregate Cure Amount Payment which will be used to pay the Cure Amounts; (d) the amount due by assumption by Buyer of the Assumed Liabilities, and (e) the Series A Preferred Amount. Dallas County filed a limited objection on the sale free and clear of its liens without receiving payment in full at closing. Dallas County asked the court for an order that provides that the liens that secure all amounts ultimately owed for tax year 2015 attach to the gross sale proceeds with the same validity, priority and extent that they attached to the assets sold or, alternatively, that year 2015 ad valorem business personal property taxes be paid at the sale closing. McLaren Health Care Corporation also opposed the sale, stating that it does not consent to the transfer of these assets free and clear of its rights, title, claims and interests. McLaren asserted that its interests cannot be extinguished by the sale. McLaren added that it is necessary for the Sale Order to provide a clear statement that neither the Debtors nor Buyer have any interest in the Purchase Agreement and the McLaren Contested Assets, and that same are not property of the Debtors’ estates, and that the Sale Order includes a finding that the Purchase Agreement was terminated pre-petition and that McLaren has all of its rights, title, claims and interests under the termination provisions of the Purchase Agreement. Mclaren Health Care Corporation is represented by: Stephen M. Pezanosky, Esq. Autumn D. Highsmith, Esq. HAYNES AND BOONE LLP 2323 Victory Avenue, Suite 700 Dallas TX 75219-7672 Tel: (214) 651-5000 Fax: (214) 651-5940 Email: stephen.pezanosky@haynesboone.com autumn.highsmith@haynesboone.com -- and -- Julie Beth Teicher, P.C., Esq. ERMAN, TEICHER, ZUCKER & FREEDMAN, P.C. 400 Galleria Officentre, Suite 444 Southfield, MI 48034 Tel: (248) 827-4100 Fax.: (248) 827-4106 Email: jteicher@ermanteicher.com The Debtors are represented by: Kenneth Stohner, Jr. JACKSON WALKER L.L.P. 901 Main Street, Suite 6000 Dallas, Texas 75202 Tel: (214)953-5904 Fax: (214)661-6803 Email: kstohner@jw.com Dallas County is represented by: Laurie Spindler Huffman Linebarger Goggan Blair & Sampson, LLP 2777 N. Stemmons Fwy, Suite 1000 Dallas, TX 75207 Tel: (469) 221-5125 Fax: (469) 221-5002 Email: laurie.huffman@lgbs.com About ProTom International ProTom International Inc. is a medical technology focused on proton therapy for cancer patients. The Company and affiliate ProTom International, LLC, have the exclusive rights to sell in the U.S. the compact accelerators developed by Russia-based ZAO Protom and owner Vladimir E. Balakin. The ZAO system and technology were lighter and cheaper than proton therapy systems then in operation in the U.S. This technology has been the basis on which ProTom has developed its Radiance 330 Proton Therapy System. ProTom International, Inc., and ProTom International, LLC, sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 15-32065 and 15-32066) in Dallas on May 12, 2015. The cases are assigned to Judge Barbara J. Houser. The Debtors tapped Jackson Walker, LLP as counsel, and Lain, Faulkner & Co., P.C., as accountant. ProTom Inc. estimated $10 million to $50 million in assets and debt. ProTom International Inc., disclosed $1,728,894 in assets and $22,283,648 in liabilities as of the Chapter 11 filing. QUEST SOLUTION: Kurt Thomet Resigns as President ------------------------------------------------ Quest Solution, Inc., announced that Kurt Thomet has resigned as president of the Company, effective Aug. 26, 2015, to pursue other ventures and to further his involvement as an active participant and board member of News Beat Social, a one-minute video news media company based in Portland, Oregon. Mr. Thomet founded Quest Marketing, Inc., the Company's wholly-owned subsidiary acquired in 2014, in 1993, and has served as president of the Company since 2014. Tom Miller, the Company's Chairman of the Board of Directors and chief executive officer will assume the role of president of the Company effective immediately. "I am extremely thankful for the many years of exciting growth that employees and vendors of Quest Solution have shared with me," said Mr. Thomet. "Quest Solution is a great company with loyal customers, outstanding employees and strong growth prospects. I am confident in the public company experience of Tom Miller and the sales talent of George Zicman to guide the Company through the successful integration of both current and future acquisitions as they strive to create superior returns for stockholders and an exciting workplace for our industry leading staff." "We are very grateful to Kurt for his hard work, vision and commitment to our Company," said Mr. Miller. "Kurt helped build a strong leadership team and a winning corporate culture. He was a part of a team that helped create a Company that is working every day to build scale and achieve operational excellence as we service customers in some of the fastest growing industries of our economy. Concurrent with Kurt’s departure, we are pleased to announce the following financial developments; each of which serve to improve our balance sheet, continue our focus on an 'asset-light' business model, reduce interest expense, and simplify our capital structure." In connection with Mr. Thomet's resignation and in exchange for $1.15 million of value against debts owed to Mr. Thomet, the Company assigned its rights to certain technology licenses and associated intellectual property acquired by the Company from Rampart Detection Systems under an existing Technology License Agreement. Mr. Thomet's intent is to form global partnerships to commercialize technologies for mining, gun barrel detection, cell phone detection, airframe inspection and rebar inspection. As part of the assignment of these licenses, the Company will receive a five-year royalty fee of 3.5% of revenue related to the gun-barrel, rebar inspection and air frame licenses. The Company applied the $1.15 million in proceeds to reduce near-term debt owed to Mr. Thomet. The Company will also be settling the balance of the two promissory notes issued to Mr. Thomet, the outstanding balance of which is approximately $9.63M, by Sept. 30, 2015, for $5.886 million in cash as well as the $1.15M paid relative to the Rampart licenses. The Company has further agreed to purchase 900,000 shares of Mr. Thomet's common stock no later than Dec. 31, 2015, at a price of at $0.38 per share. Additionally, Mr. Thomet terminated 5,600,000 unexercised warrants to purchase Company common stock under two separate agreements and accepted the termination of his Consulting Agreement with the Company and associated 1,500,000 shares of restricted common stock. The effect of the stock buyback and cancellation of unexercised warrants on the Company's weighted average fully diluted shares is a net 2.4M share reduction, based on the amount reported in the Company's Form 10-Q as of June 30, 2015. Given the debt settlement, the income statement impacts from these changes would include: * Cash interest expense per quarter savings of approximately $47,500 * Non-cash OID interest expense savings per quarter of approximately $138,000 These amounts are based on the historical cash and non-cash interest expenses the company incurred. "We are excited about this settlement agreement because in addition to providing Mr. Thomet good value, it provides financial flexibility for the company to pursue further growth opportunities, at a more rapid pace than previous," Miller added. 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. As of June 30, 2015, the Company had $35.4 million in total assets, $34.2 million in total liabilities and $1.2 million in total stockholders' equity. R.C.D. CLEANING: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: R.C.D. Cleaning Service, Inc. c/o Minkin & Harnisch 6515 N. 12th Street, Suite B Phoenix, AZ 85014 Case No.: 15-11342 Chapter 11 Petition Date: September 3, 2015 Court: United States Bankruptcy Court District of Arizona (Phoenix) Debtor's Counsel: Andrew A. Harnisch, Esq. MINKIN & HARNISCH PLLC 6515 N. 12th Street, Suite B Phoenix, AZ 85014 Tel: 602-639-3563 Email: andy@mhlawaz.com Estimated Assets: $50,000 to $100,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Rose Doyle, president. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. REICHHOLD HOLDINGS: Court Approves Sale of Cheswold Property ------------------------------------------------------------ Judge Mary F. Walrath of the United States Bankruptcy Court of the District Delaware approved the sale of Reichhold Holdings, Inc., et al.'s real property located at 144 Fork Branch Road, in Cheswold, Delaware. The Debtors have entered into an asset purchase agreement with Michael Steiner to purchase the Property. Subject to the terms of a settlement agreement, the Transferred Assets will be sold free and clear of all existing liens, claims and encumbrances. 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 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. 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. The Retiree Committee tapped the law firm of Stahl Cowen Crowley Addis LLC as its counsel. RITE AID: Files Financial Statements of Acquired Assets ------------------------------------------------------- Rite Aid Corporation previously disclosed in a Form 8-K report the completion of its acquisition of Envision Pharmaceutical Services, a national, full-service pharmacy benefit management company, on June 24, 2015, pursuant to an Agreement and Plan of Merger, dated as of Feb. 10, 2015. The Company has amended the Form 8-K to provide the financial statements of Envision and its subsidiaries for the year ended Dec. 31, 2014 (successor), the period from Nov. 4, 2013, to Dec. 31, 2013 (successor), the period from Jan. 1, 2013, to Nov. 3, 2013 (predecessor) and the year ended Dec. 31, 2012 (predecessor), which are available for free at: http://is.gd/jeGYnV http://is.gd/31IZxy About Rite Aid Corp. Rite Aid is a drugstore chain with 4,570 stores in 31 states and the District of Columbia. The Company disclosed in its annual report for the year ended Feb. 28, 2015, that it is highly leveraged. Its substantial indebtedness could limit cash flow available for its operations and could adversely affect its ability to service debt or obtain additional financing if necessary. As of May 30, 2015, the Company had $10.5 billion in total assets, $10.4 billion in total liabilities and $152.7 million in total stockholders' equity. * * * In March 2015, Moody's Investor Service confirmed its 'B2' Corporate Family Rating of Rite Aid. The confirmation reflects Moody's expectation that Rite Aid will maintain debt to EBITDA below 7.0 times after closing the acquisition of Envision Pharmaceutical Holdings, Inc. As reported by the TCR on Oct. 2, 2013, Standard & Poor's Ratings Services said it raised its ratings on Rite Aid, including the corporate credit rating, which S&P raised to 'B' from 'B-'. In April 2014, Fitch Ratings upgraded its ratings on Rite Aid, including its Issuer Default Rating to 'B' from 'B-'. The upgrades reflect the material improvement in the company's operating performance, credit metrics and liquidity profile over the past 24 months. ROTONDO WEIRICH: Sept. 10 Meeting Set to Form Creditors' Panel -------------------------------------------------------------- Andy Vara, Acting United States Trustee for Region 3, will hold an organizational meeting on September 10, 2015, at 10:00 a.m. in the bankruptcy case of Rotondo Weirich Enterprises, Inc. and related cases. The meeting will be held at: Office of the U.S. Trustee 833 Chestnut Street, Suite 501 Philadelphia, PA 19107 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. SABINE OIL: Cash Spending Dispute Divides Creditors --------------------------------------------------- Tom Corrigan, writing for Dow Jones' Daily Bankruptcy Review, reported that Sabine Oil & Gas Corp.'s senior creditors have sided with the company in a drawn-out dispute over the deal under which Sabine may be allowed to about $250 million in cash. According to the report, the dispute, which has plagued Sabine since the day it filed for bankruptcy, has pitted the company and its senior lenders against unsecured creditors, who say the terms of the deal are "excessively generous" and reward top-ranking creditors at their expense. About Sabine Oil & Gas Sabine Oil & Gas Corp. is an independent energy company engaged in the acquisition, production, exploration, and development of onshore oil and natural gas properties in the U.S. The Company's current operations are principally located in the Cotton Valley Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in South Texas, the Granite Wash in the Texas Panhandle, and the North Louisiana Haynesville. The Company operates, or has joint working interests in, approximately 2,100 oil and gas production sites (approximately 1,800 operating and approximately 315 non-operating) and has approximately 165 full-time employees. Sabine Oil and its affiliated entities sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on July 15, 2015. The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis International LLP, as counsel; Lazard Freres & Co. LLC, as investment banker, and Prime Clerk LLC as notice, claims and balloting agent. The Debtors also tapped Zolfo Cooper Management, LLC, to provide Jonathan A. Mitchell as CRO and other additional personnel. The U.S. Trustee for Region 2 has appointed five creditors to serve on the official committee of unsecured creditors. The Committee is represented by Mark R. Somerstein, Esq., Keith H. Wofford, Esq., and D. Ross Martin, Esq., at Ropes & Gray LLP as their counsel. The Committee is also hiring Blackstone Advisory Partners L.P. as investment banker; and Berkeley Research Group, LLC as financial advisor. SABLE NATURAL: Unit Files for Bankruptcy After Defaulting on Debt ----------------------------------------------------------------- Sable Operating Company, a wholly owned subsidiary of Sable Natural Resources Corporation, filed a petition under Chapter 11 of the United States Bankruptcy Code on Friday, Aug. 28, 2015, in the Bankruptcy Court for the Northern District of Texas. The case has been assigned to Judge Stacey Jernigan, case number 15-33460-sgj11. The company attributes the filing to default of $11.325 million under 13% senior secured notes with a maturity date of October 2017, and receipt of notice on Aug. 6 of acceleration and foreclosure sale on Sept. 1, 2015, from the holders of the 13% secured notes. About Sable Natural Sable Natural Resources Corporation is an energy holding company with principal operations centralized in its wholly-owned subsidiary, Sable Operating Company, Inc. Sable was formerly known as NYTEX Energy Holdings, Inc. and Sable Operating was formerly known as NYTEX Petroleum Inc. Sable Operating is a development stage exploration and production company engaged in the acquisition, development, and production of liquids rich natural gas and oil reserves from low-risk, high rate-of-return wells in the Fort Worth Basin of Texas. On Dec. 31, 2014, the Company's estimated proved reserves were 669.12 MBOE, of which 100% were proved developed. The Company's portfolio of proved developed natural gas and oil reserves is weighted in favor of liquids rich natural gas, with the Company's proved reserves consisting of 15% oil, 38% natural gas liquids and 47% natural gas. Also, on Dec. 31, 2014, the Company's probable reserves were 565 MBOE consisting of 17% oil, 2% NGL, and 81% natural gas, and the Company's possible reserves were 1,231 MBOE consisting of 19% oil, 2% NGL, and 79% natural gas. Sable Natural reported a net loss of $4.62 million on $912,000 of total revenues for the year ended Dec. 31, 2014, compared with a net loss of $2.67 million on $930,000 of total revenues for the year ended Dec. 31, 2013. As of June 30, 2015, the Company had $15.5 million in total assets, $20.5 million in total liabilities, $1.3 million in preferred stock, series A convertible, and a total stockholders' deficit of $6.4 million. Whitley Penn LLP, in Dallas, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company will need additional working capital to fund operations. This condition raises substantial doubt about the Company's ability to continue as a going concern. SANTA FE GOLD: Sept. 11 Meeting Set to Form Creditors' Panel ------------------------------------------------------------ Andy Vara, Acting United States Trustee for Region 3, will hold an organizational meeting on September 11, 2015, at 10:00 a.m. in the bankruptcy case of Santa Fe Gold Corporation, et al. The meeting will be held at: J. Caleb Boggs Federal Building 844 King St., Room 5209 Wilmington, DE 19801 The sole purpose of the meeting will be to form a committee or committees of unsecured creditors in the Debtors' case. The organizational meeting is not the meeting of creditors pursuant to Section 341 of the Bankruptcy Code. A representative of the Debtor, however, may attend the Organizational Meeting, and provide background information regarding the bankruptcy cases. To increase participation in the Chapter 11 proceeding, Section 1102 of the Bankruptcy Code requires that the United States Trustee appoint a committee of unsecured creditors as soon as practicable. The Committee ordinarily consists of the persons, willing to serve, that hold the seven largest unsecured claims against the debtor of the kinds represented on the committee. Section 1103 of the Bankruptcy Code provides that the Committee may consult with the debtor, investigate the debtor and its business operations and participate in the formulation of a plan of reorganization. The Committee may also perform other services as are in the interests of the unsecured creditors whom it represents. SAPPHIRE ROAD DEVELOPMENT: ITEX to Take Control Under Plan ---------------------------------------------------------- Sapphire Road Development has a plan of reorganization that contemplates the completion of the development of its real estate project in Dallas, Texas, and the transfer of 100% of the ownership to ITEX Group, LLC. Development will be initiated by ITEX's investment and/or identification, coordination, and closing of required funds for the development on the property. ITEX will complete development in three phases, with construction of Phase 1 expected to commence within one year of the effective date of the Plan. In Phase 1, ITEX with the assistance of non-profit Permanent Supportive Housing, will develop, finance, and construct a new mixed-use PSH development of approximately 175 apartments on a 1.5 acre part of the property. Under the Plan: * Administrative claims (Class 1) will be paid in full within 10 days of the effective date of the Plan. * Priority tax claims (Class 2) will be paid up to the allowed amount of the claims plus interest at the rate of 4.5% per annum accrued thereon on a quarterly basis on October 1, January 1, April 1 and July 1 of each year over a period not exceeding six years after the date of assessment of the claims. * The secured claims of the City of Dallas (Class 3A) and 5-G Studio (Class 3B) will be treated as fully secured claims in amounts to be determined by the Bankruptcy Court pursuant to 11 U.S.C. Sec. 506(b) at the confirmation hearing. Covenants and obligations under the funded loan agreements with the City of Dallas will be fully assumed pursuant to Sec. 365(a). * General unsecured claims (Class 4) in the amount of $307,343 will be paid 100% of the allowed claims in full, one-half on the Effective Date and the other one-half within ninety 90 days thereafter with interest at prime rate plus 2%. * Unsecured advances to the Debtor by Yigal Lelah and/or affiliates (Class 5) will receive payment of $600,000 with respect to these unsecured advances. 30% will be paid at the close of financing of Phase I construction as described herein; 60% will be paid at the close of financing of Phase II construction; and the 10% balance will be paid at the close of financing of Phase III. The class is impaired. * Equity holder Yigal Lelah (Class 6) will receive no distribution on account of his equity interests. A copy of the Disclosure Statement explaining the terms of the Plan of Reorganization dated Aug. 27, 2015, is available for free at: http://bankrupt.com/misc/Sapphire_Road_Plan_DS.pdf About Sapphire Road Development Sapphire Road Development, LLC, is a Texas limited liability company formed on August 1, 2009 for the purpose of managing and constructing a real estate development project on an approximately seven acre tract located across from the Regional U.S. Veteran’s Hospital on Lancaster Road at 4500 S. Lancaster Street in Dallas, Texas. The Debtor is a single member domestic limited liability company currently owned 100% by Yigal H. Lelah. The Company was unable to access capital to complete its vision for developing low-income housing on the Property which resulted in a default with the City of Dallas as its main secured creditor. Sapphire Road Development commenced a Chapter 11 bankruptcy case (Bankr. N.D. Tex. Case No. 15-32376) in Dallas on June 1, 2015. The Debtor tapped The Wiley Law Group, PLLC, as counsel. SEARS HOLDINGS: S&P Raises Rating on Sr. Notes to 'B' ----------------------------------------------------- Standard & Poor's Ratings Services raised its issue-level ratings on Sears Roebuck Acceptance Corp.'s (SRAC's) senior notes due 2017 to 2043 to 'B' from 'B-' as a result of the recovery rating being revised to '1' from '2'. The '1' recovery rating indicates S&P's expectation for very high recovery in the event of default (90% to 100% range). S&P also raised the issue-level rating on Sears Holdings Corp.'s 8% senior notes due 2019 to 'CCC' from 'CCC-' as a result of the recovery rating being revised to '5' from '6'. The '5' recovery rating indicates S&P's expectation for modest recovery in the event of default, at the high end of the 10% to 30% range. S&P also removed the ratings from CreditWatch positive, where it placed them on Aug. 17, 2015. Sears repurchased $936.2 million of $1.24 billion 6.625% second-lien notes due October 2018 through a tender offer completed on Aug. 28, 2015. Cash from the recent REIT transaction funded the tender offer. S&P believes recovery prospects for the company's junior debt will benefit from the substantial reduction in second-lien debt. However, recognizing that the company has just used upwards of $936 million of cash to buy back debt, S&P considered the possibility that Sears may undertake future capital-raising transactions to bolster liquidity--such as issuing more debt or selling more stores—as part of S&P's updated recovery analysis. Both additional debt incurrences and store sales—which effectively decrease the value of the asset base left to support creditor recoveries—may dilute recoveries. That said, S&P thinks the structurally senior SRAC notes are well-positioned to realize a very high recovery even if Sears were to replace a fair amount of the cash spent on the tender offer by issuing new second-lien or other debt or selling stores. Recoveries for the structurally junior 8% notes, on the other hand, are quite vulnerable to being diluted by future debt incurrences or store sales under S&P's analysis. So, while S&P believes recovery prospects for the 8% notes have brightened as a result of the second-lien note repurchase, the extent of the uplift in the recovery rating is limited at this time. Only the ratings on the Sears Roebuck Acceptance Corp.'s (SRAC) senior notes due 2017 to 2043 and the Sears Holdings Corp.'s 8% senior notes due 2019 were affected by the tender offer for more senior debt and S&P's subsequent recovery analysis. RATINGS LIST Sears Holdings Corp. Corporate Credit Rating CCC+/Negative/-- Upgraded; Recovery Ratings Revised To From Sears Roebuck Acceptance Corp. Sr unsecd notes due 2017-2043 B B-/Watch Pos Recovery rating 1 2 Sears Holdings Corp. 8% senior notes due 2019 CCC CCC-/Watch Pos Recovery rating 5H 6 SHERI SPEER: Wells Fargo's Stay Motion Partially Granted -------------------------------------------------------- Judge Ann M. Nevins of the United States Bankruptcy Court for the District of Connecticut, Hartford Division, granted in part the motion for relief from stay filed by Wells Fargo, National Association, as trustee for Soundview Home Loan Trust 2007-OPT5, Asset-Backed Certificates, Series 2007-OPT5. On May 12, 2015, Wells Fargo filed the stay motion as to 12 Ripley Place, in Norwich, Connecticut. Speer filed an objection on May 21, 2015. After several continuances, the court granted the parties a final continuance of the hearing on the motion to August 12, 2015. On August 10, 2015, Speer filed a second "Notice of Unavailability" informing the court that Speer's treating physicians stated that she cannot be subjected to an examination, deposition or court hearings for at least three months, due to her medical condition. At the hearing on August 12, 2015, Wells Fargo asked the court to terminate the stay within the next 30 days. Judge Nevins found that Wells Fargo has provided evidence that it has a valid lien against the debtor's property and has met its burden of demonstrating the amount of its claim, that the amount is secured by a perfected lien against the property, and that Speer lacks equity therein. Thus, Judge Nevins granted the motion, in part, insofar as the automatic stay is modified to permit Wells Fargo and/or its successors and assigns to exercise its rights, if any, with respect to the property pursuant to non-bankruptcy law. Judge Nevins also determined that granting a continuance is unwarranted because Speer would have little to add to the matter should the court decide to continue it. The case is Wells Fargo, National Association, as Trustee for Soundview Home Loan Trust 2007-OPT5, Asset-Backed Certificates, Series 2007-OPT5, Movant v. Sheri Speer, and Thomas C. Boscarino, Trustee, Respondents, CASE NO. 14-21007 (AMN) (Bankr. D. Conn.), relating to In re: Sheri Speer, Chapter 7, Debtor. A full-text copy of the August 11, 2015 opinion is available at http://is.gd/DrrxFQfrom Leagle.com. SIGNAL INTERNATIONAL: Has Court's Permission to Auction Assets -------------------------------------------------------------- Marinelog.com reports that the U.S. Bankruptcy Court for the District of Delaware has authorized Signal International to auction its assets. Marinelog.com relates that the Teachers' Retirement System of Alabama and the Employees' Retirement System of Alabama will be the "stalking horse bidder", and will be entitled to a $1 million break up fee from the cash proportion of the prevailing bid, in the event that the assets are sold to other bidders. According to Marinelog.com, an auction will be held on Oct. 14, 2015, if a qualified bidder other than the stalking horse bidder emerges prior to the Oct. 13, 2015 bid deadline. The report states that a final hearing to approve the sale of the assets to the prevailing purchaser will be held on Nov. 24, 2015. 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, 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. 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. listed in its schedules $21,455,778 in total assets and $90,637,746 in total liabilities. The U.S. Trustee for Region 3 appointed seven creditors to serve on the official committee of unsecured creditors. SOLAR POWER: Inks Pact to Subscribe for 60% of Equity in Yiwei -------------------------------------------------------------- Meitai Investment (Suzhou) Co., Ltd., a wholly-owned subsidiary of Solar Power, Inc., Beijing Dingding Yiwei New Energy Technology Development Co., Ltd., and shareholders of Yiwei, entered into a capital increase and share subscription agreement, pursuant to which Meitai Investment agreed to subscribe for 60% of equity interest in Yiwei at a consideration of RMB30 million, subject to customary closing conditions and other terms and conditions set forth in the Agreement. About Solar Power Roseville, Cal.-based Solar Power, Inc., is a global solar energy facility developer offering its own brand of high- quality, low-cost distributed generation and utility-scale SEF development services. Primarily, the Company works directly with and for developers around the world who hold large portfolios of SEF projects for whom it serves as an engineering, procurement and construction contractor. The Company also performs as an independent, turnkey SEF developer for one-off distributed generation and utility-scale SEFs. Solar Power reported a net loss of $5.19 million in 2014, a net loss of $32.2 million in 2013 and a net loss of $25.4 million in 2012. As of June 30, 2015, the Company had $731.2 million in total assets, $420.3 million in total liabilities and $310.8 million in total equity. SPECTRUM ANALYTICAL: Bank Seeks $4.25 Mil. for Admin. Expenses -------------------------------------------------------------- Bank Rhode Island asks the U.S. Bankruptcy Court for the District of Massachusetts, Western Division, to authorize and direct the distribution to the Bank at closing of $4,250,000 of the sale proceeds from the Trustee's sale of the acquired assets, or such other amount that the Trustee reasonably needs in order to pay for the administrative expenses which are attributed to the preservation or sale of the Bank's collateral. The Bank is the prepetition secured lender of Debtor Spectrum Analytical, Inc., with an allowed prepetition claim of $9,116,586.68, plus legal fees, costs, and expenses. The Bank is the first perfected secured party with respect to the acquired assets except as to Debtors' motor vehicles, as to which the Trustee and the Bank have agreed to, and the Court has ordered, the set aside of $150,000 of the sale proceeds. Gardner H. Palmer, Jr., Esq., At DiOrio Law Office, at Providence, Rhode Island, tells the Court that apart from the motor vehicle set aside, and the amount the Trustee reasonably needs to administer the estates, no other party is entitled to the sale proceeds, and that except for the motor vehicle set aside and the three deposit accounts referenced in the Final Cash Collateral Order, the Bank reserves its rights to assert that any additional funds the Trustee subsequently recovers are the Bank's collateral, and are subject to distribution to the Bank. Mr. Palmer further tells the Court that the Bank specifically reserves its right to contest whether any estate administration expense has benefited the Bank and is chargeable to the Bank's collateral under 11 U.S.C. Section 506(c). The hearing on the Bank's motion is continued to Sept. 9, 2015 at 11:30 a.m. Bank Rhode Island is represented by: Joseph M. DiOrio, Esq. Gardner H. Palmer, Jr., Esq. DIORIO LAW OFFICE 144 Westminster Street, Suite 302 Providence, RI 02903 Telephone: (401)632-0911 Facsimile: (401)632-0751 E-mail: jmdiorio@dioriolaw.com ghpalmer@dioriolaw.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. STELLAR BIOTECHNOLOGIES: Reverse Stock Split Effective Sept. 2 -------------------------------------------------------------- Stellar Biotechnologies, Inc., announced that, effective Sept. 2, 2015, the Company has consolidated its issued and outstanding common shares on the basis of one post-consolidated common Share for every 10 pre-consolidated Shares. The Reverse Split was approved by the Company's Board of Directors in accordance with the Company's Articles, and has received the approval of the Financial Industry Regulatory Authority and the TSX Venture Exchange. "This reverse stock split represents a positive milestone for Stellar Biotechnologies since it will support the requirements of uplisting to the NASDAQ Capital Market," said Frank Oakes, president, chief executive officer and chairman of Stellar Biotechnologies, Inc. "We believe Stellar is entering an exciting growth phase, such as our recently announced plans to expand KLH operations in anticipation of new immunotherapy opportunities. The NASDAQ uplisting is intended to advance these growth strategies by attracting a broader, more diverse shareholder base and new visibility for Stellar to institutional investors." There can, however, be no assurance that the Company's application to NASDAQ for the listing of the common shares will be approved in the near future or at all. In accordance with FINRA's procedures for reverse stock splits, Stellar's stock symbol on the OTCQB Marketplace will be "SBOTD" (with a "D" replacing the "F") for a period of 20 business days, after which time, the symbol will revert back to "SBOTF." Assuming the Company's listing application to NASDAQ is approved, the Company's stock symbol will become "SBOT." The Company's stock symbol on the TSX Venture Exchange will remain unchanged. The new CUSIP number for the Shares will be 85855A203 and the new ISIN number will be CA85855A2039. The Reverse Split will not affect any shareholder's ownership percentage of the Company's common shares without par value, except to the limited extent that the Reverse Split would result in any fractional shares. No fractional shares will be issued under the Reverse Split and any fraction will be rounded to the nearest whole share. The Reverse Split will reduce the number of shares of the Company's issued and outstanding common shares from 79,847,550 to approximately 7,984,755. Proportional adjustments will be made to the Company's outstanding options, warrants, and other convertible securities that are outstanding immediately prior to the Reverse Split, in accordance with the terms of the plans, agreements, or arrangements governing those options, warrants, and other convertible securities. The Company's authorized shares will remain unchanged. Registered shareholders holding shares through a brokerage account will have their shares automatically adjusted to reflect the post-consolidated Shares. Registered shareholders holding physical common share certificates will receive a letter of transmittal from the Company's transfer agent, Computershare Investor Services Inc., with specific instructions regarding the exchange of their certificates. About Stellar Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s business is to commercially produce and market Keyhole Limpet Hemocyanin ("KLH") as well as to develop new technology related to culture and production of KLH and subunit KLH ("suKLH") formulations. The Company markets KLH and suKLH formulations to customers in the United States and Europe. KLH is used extensively as a carrier protein in the production of antibodies for research, biotechnology and therapeutic applications. Stellar Biotechnologies reported a net loss of $8.43 million for the year ended Aug. 31, 2014, a net loss of $14.5 million for the year ended Aug. 31, 2013, and a net loss of $5.52 million for the year ended Aug. 31, 2012. As of June 30, 2015, the Company had $11.2 million in total assets, $1.7 million in total liabilities and $9.4 million in total shareholders' equity. STEREOTAXIS INC: Commences Warrants Offering -------------------------------------------- Stereotaxis, Inc., will conduct a registered warrants offering of transferable subscription warrants to holders of record of the Company's common stock and of certain of the Company's warrants to purchase an aggregate of up to 5,755,775 shares of the Company's common stock, par value $0.001 per share. The Company has declared the record date for determination of stockholders eligible to participate as Sept. 9, 2015, at 5:00 p.m. Eastern Time. At such time, each holder will be issued, at no charge, one subscription warrant for every four common shares held, which will entitle the holder to purchase one share of common stock at a price of $1.10 per share. "We believe this warrants offering provides a compelling opportunity for our existing shareholders to acquire Stereotaxis stock at a discounted price, while allowing us to form new equity capital in support of our strategic goals in the least dilutive manner," said William C. Mills, Stereotaxis chief executive officer. "By strengthening our balance sheet at this time, we are more favorably positioning Stereotaxis to take advantage of our growth opportunities in the global electrophysiology marketplace, and to deliver state-of-the-art solutions in support of improved patient care." The subscription warrants will be exercisable until 5:00 p.m. Eastern Time on Sept. 30, 2015. Stereotaxis may, subject to certain limitations, extend the warrants offering, but does not currently intend to do so. The warrants will be listed on the NASDAQ Capital Market under the symbol "STXSW", commencing on or about Sept. 14, 2015, and continuing through the expiration date of the warrants offering. In addition to being able to purchase their pro rata portion of the shares offered, based on their ownership as of the record date of the warrants offering, Stereotaxis stockholders who exercise all of their warrants may subscribe to purchase additional common shares pursuant to an over-subscription privilege, subject to certain limitations and subject to allotment, as described in a prospectus supplement filed with the SEC on Sept. 4, 2015. No fractional subscription warrants will be distributed and no fractional shares will be issued pursuant to the warrants offering. Any fractional warrants issuable pursuant to the warrants offering resulting from the number of shares owned as of the record date or fractional shares issuable pursuant to the over-subscription resulting from prorations or other limitations will be eliminated by rounding down to the nearest whole warrant or whole share. The ex-warrants date for the warrants offering is pending and will be announced once it is established by NASDAQ. The ex-warrants date is the date on which Stereotaxis' common stock will begin to trade without the subscription warrants and the warrants will trade separately from the common stock. As a result, shareholders who sell their shares prior to the ex-warrants date will also be selling their subscription warrants. Questions about the warrants offering or requests for additional copies of the prospectus may be directed to the warrants agent, Broadridge Corporate Issuer Solutions, Inc., at (855) 300-4994. About Stereotaxis Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer and developer of a suite of navigation systems in interventional surgical procedures. The Company's Epoch Solution is used in the treatment of arrhythmias and coronary artery disease. Stereotaxis reported a net loss of $5.20 million in 2014, a net loss of $68.8 million in 2013 and a net loss of $9.23 million in 2012. As of 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. 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. SUZETTE WOODWARD: 8th Cir. Reverses Plan Confirmation Order ----------------------------------------------------------- The United States Court of Appeals for the Eighth Circuit reversed the order confirming Suzette Woodward's Fifth Amended Chapter 11 Plan and remanded the case for a new confirmation hearing. A year after Woodward filed for relief under Chapter 7 of the bankruptcy code, she acquired property as her principal residence from Leland and Marie Elliott. She signed a promissory note in favor of the Elliotts for $169,900 and granted the Elliotts security interest in the property. When the case was converted to a proceeding under Chapter 11, the Elliotts filed a proof of claim asserting secured status with respect to Woodward's principal residence. Heritage Bank, which holds an allowed, unsecured claim for $270,566.00, objected to the Elliotts' proof of claim, but the bankruptcy overruled the objection and allowed the claim. Heritage continued to object to the Elliott's voting on the plan as an impaired class, on the ground that the claim was a postpetition claim. At plan confirmation, the bankruptcy court essentially held that the Elliotts had an allowed claim, that the plan altered the treatment of their claim, and thus, that the Elliotts were an impaired class entitled to vote on the plan. The Elliotts voted in favor of the plan. No other impaired classes voted to accept the plan. On appeal, Heritage argued that the plan should not have been confirmed because: (1) an impaired class did not accept it; (2) it violated the absolute priority rule; and (3) it does not call for payment of all of the debtor's disposable income. The Eighth Circuit did not believe that the bankruptcy court erred in permitting the Elliotts' ratifying vote to serve as the sole basis for the satisfaction of section 1129(a)(10)'s requirement that an impaired class of claim holders vote in favor of the plan. The appellate court concluded that as holders of an allowed claim and sole members of their impaired class, the Elliotts' ratifying vote satisfied section 1129(a)(10). However, the Eighth Circuit held that the absolute priority rule still has application in individual Chapter 11 cases to prevent debtors from retaining prepetition property, and as such, remanded the case for a new confirmation hearing. The appellate court found it unnecessary to address the bankruptcy court's determination of the debtor's disposable income. The case is Heritage Bank, Creditor-Appellant, v. Suzette Woodward, Debtor-Appellee. National Association of Consumer Bankruptcy Attorneys, Amicus on Behalf of Appellee(s), NO. 15-6001 (8th Cir.), relating to In re: Suzette Woodward, Debtor. A full-text copy of the Eighth Circuit's August 13, 2015 opinion is available at http://is.gd/UTNoi4from Leagle.com. TABERNACLE CHURCH OF BOSTON: Can't Avoid VFC Mortgage ----------------------------------------------------- Judge Joan N. Feeney of the United States Bankruptcy Court for the District of Massachusetts granted VFC Partners 18 LLC's Cross-Motion for Summary Judgment, holding that the notary's certificate of acknowledgement annexed to a mortgage that was executed by an officer of Debtor Greater Love Tabernacle Church of Boston, Massachusetts, was not defective under Massachusetts law, and could not be avoided by the Debtor pursuant to Section 544 of the Bankruptcy Code. The Debtor sought to avoid a mortgage held by VFC, as assignee, on real property owned by GLTC located at 95 and 101 Nightingale Street, in Dorchester, Massachusetts. GLTC contends that the certificate of acknowledgement attached to the mortgage did not comply with Massachusetts law, such that it did not provide sufficient constructive notice of the mortgage to the Debtor as estate representative. GLTC asserts that since the certificate of acknowledgement is defective, the mortgage can be avoided. GLTC relates that the Certificate is fatally defective because it “fails to certify unambiguously” that GLTC, as a corporate entity, properly acknowledged the mortgage. GLTC maintains that the Certificate's ambiguous reference to "any entity named" and its failure to indicate Pastor Dickerson's representative capacity, leaves the Certificate "far short of the requirement of showing that Pastor Dickerson made the requisite acknowledgement to the notary that the Debtor's execution of the Mortgage was the free act and deed of the Debtor." GLTC argues that "any entity named," could be construed to refer to any number of unspecified entities, including Citizens Bank, Pastor Dickerson, individually, the notary, or even the Commonwealth of Massachusetts. VFC asserts that the Certificate is not defective and that it fully satisfies the requirements of Massachusetts law. As a result, it maintains, the recorded Mortgage provides constructive notice to bona fide purchasers, including the Debtor acting as estate representative. According to VFC, when the Certificate is read in context with the Mortgage on which it appears, and not in a vacuum, there is no ambiguity concerning whether Pastor Dickerson executed the Mortgage in his capacity as an officer of the Debtor. VFC cites the following reasons to support its argument: (1) the signature block on the Mortgage identifies GLTC as the Mortgagor; (2) the signature block identifies Pastor Dickerson in his capacity as President of GLTC; (3) the Certificate located immediately below the signature block identifies Pastor Dickerson and; (4) the notary attested that the granting of the Mortgage was Pastor Dickerson's "free act and deed and that of any entity named." The adversary case is GREATER LOVE TABERNACLE CHURCH OF BOSTON, MASSACHUSETTS, Plaintiff, v. VFC PARTNERS 18 LLC, Defendant, ADV. P. No. 15-1031 (Bankr. D. Mass.). The bankruptcy case is In re: GREATER LOVE TABERNACLE CHURCH OF BOSTON, MASSACHUSETTS, Chapter 11, Debtor, Case No. 13-17099-JNF (Bankr. D. Mass.). A full-text copy of Judge Feeney's Memorandum dated August 21, 2015, is available at http://is.gd/cDtfPUfrom Leagle.com. Greater Love Tabernacle Church of Boston is represented by: Michael J. Goldberg, Esq. A. Davis Whitesell, Esq. CASNER & EDWARDS, LLP 303 Congress Street Boston, MA 02210 Telephone: (617)426-5900 Facsimile: (617)426-8810 Email: goldberg@casneredwards.com whitesell@casneredwards.com VFC Partners 18 LLC is represented by: Christine E. Devine, Esq. Kate P. Foley, Esq. MIRICK, O'CONNELL, DEMALLIE & LOUGEE, LLP 2 Center Plaza, Suite 605 Boston, MA 02108-1909 Telephone: (508)860-1480 Facsimile: (508)983-6245 Email: cdevine@mirickoconnell.com kfoley@mirickoconnell.com Dorchester, Massachusetts-based Greater Love Tabernacle Church of Boston, Massachusetts, sought protection under Chapter 11 of the Bankruptcy Code on Dec. 10, 2013 (Case No. 13-17099, Bankr. D. Mass.). The case is assigned to Judge Joan N. Feeney. The Debtor's counsel is Michael J. Goldberg, Esq., at Casner & Edwards, LLP, in Boston, Massachusetts. TPC GROUP: S&P Lowers Corp. Credit Rating to 'B-', Outlook Stable ----------------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Texas-based TPC Group Inc. to 'B-' from 'B'. The outlook is stable. At the same time, S&P lowered its issue-level rating on the company's first-lien secured debt to 'B-' from 'B'. S&P also revised its recovery rating on the company to '4' from '3,' indicating its expectation of average (higher half of the 30%-50% range) recovery in the event of payment default. "The stable outlook reflects our expectation that company will maintain credit measures at levels we consider appropriate for the current rating, including debt to EBITDA of above 7x and FFO to debt approaching 10%," said Standard & Poor's Allison Czerepak. "We also expect the company to maintain 'adequate' liquidity despite challenging market conditions and rebounding from periods of heightened capex," she added. TPC has faced pricing pressures, and a compression of margins related in part to volatility in gas prices, which have resulted in higher-than-anticipated debt leverage. S&P based the ratings on its assessment of TPC's financial risk as "highly leveraged" and its business risk profile as "weak," as defined in S&P's criteria. S&P considers TPC's liquidity to be "adequate," and expect cash sources to exceed cash uses by at least 1.2x over the next year. S&P could further lower the ratings if TPC's liquidity position deteriorates meaningfully below S&P's expectations as a result of higher-than-expected working capital outflows, capital spending requirements, or a significant drop in the borrowing base of the company's ABL facility. S&P could also consider a modest downgrade if earnings and cash flows decline unexpectedly because of weaker demand for butadiene or volatile gas prices. S&P could consider a one-notch upgrade if earnings and cash flows were meaningfully stronger than its expectations, allowing the company to maintain debt to EBITDA of about 6x. To consider a higher rating, S&P would also need greater clarity that the company will be able to pursue its growth initiatives without straining its financial profile. U.S. COAL: Ch. 11 Professionals' Final Fee Applications Approved ---------------------------------------------------------------- Judge Tracey N. Wise of the United States Bankruptcy Court for the Eastern District of Kentucky, Ashland, London and Lexington Divisions, approved the final fee applications of the Chapter 11 Professionals of Licking River Mining, LLC, and its debtor affiliates. Judge Wise also granted the Chapter 7 Trustee's Turnover Motion and ordered DelCotto Law Group, the Debtors' former counsel, to turnover the $2,000,000 it holds in escrow on behalf of the Debtors pursuant to a settlement agreement with South Carolina Electric & Gas Company. SCANA Funds The Licking River Lenders objected to the Chapter 7 Trustee's Turnover Motion, asserting that the SCANA Funds are subject to the Lenders' prepetition liens and the Chapter 7 Trustee has no basis for holding the SCANA Funds. The Lenders further assert that although the SCANA Funds constitute a portion of their prepetition collateral, the Court may not order payment of any allowed fees from the Lenders' prepetition collateral because of the pending appeal. Judge Wise ruled that the SCANA Funds are property of the estates and that they are a post-petition settlement of Debtors' dispute with its customer over the attempted termination of a prepetition contract. She further ruled that the funds are of a type that the Chapter 7 Trustee can use pursuant to Section 363 and "turnover is required even before a determination is made on adequate protection." Final Fee Applications The Lenders also opposed payment of the unpaid balances of the allowed fees from their prepetition collateral. They contend that their pending appeal of the Procedural Objection Order divests the Court of jurisdiction to order such payment. After reviewing the final fee applications of the Chapter 11 Professionals and the Tendered Fee Orders, Judge Wise found that the agreed to fees and expenses set forth in the Tendered Fee Orders constitute reasonable compensation for actual, necessary services rendered, and reimbursement for actual and necessary expenses incurred, by each professional. Judge Wise held that the Court is in no way expanding or amending any portion of the Procedural Objection Order. She states that the only issue adjudicated by the Procedural Objection Order is whether the Lenders' prepetition collateral is subject to the carve-out for professional fees. She concluded that it is, but stated that that conclusion goes to but one aspect of the final fee applications. Judge Wise notes that in considering the relief now sought, allowance and payment of fee/expense amounts from the Lenders' collateral, the Court merely implements and enforces the order. She adds that no modification or alteration of the Procedural Objection Order will result from an order authorizing the payment of Allowed Carve-Out Fees. She concludes that the Court has jurisdiction to allow the Chapter 11 Professionals' final compensation and order payment of the unpaid balances from the Lenders' collateral. The case is IN RE LICKING RIVER MINING, LLC, et al., Chapter 7, Debtors, case no. 14-10201. A full-text copy of Judge Wise's Memorandum Opinion and Order allowing Chapter 11 Professionals' Final Compensation and Payment From Lenders' Collateral is available at http://is.gd/cnKNLvfrom Leagle.com. About U.S. Coal On May 22, 2014, an involuntary Chapter 11 petition was filed against Licking River Mining, LLC, before the United States Bankruptcy Court for the Eastern District of Kentucky. On May 23, 2014, an involuntary Chapter 11 petition was filed against Licking River Resources, Inc. and Fox Knob Coal., Inc. On June 3, 2014, an involuntary Chapter 11 petition was filed against S.M. & J., Inc. On June 4, 2014, an involuntary Chapter 11 petition was filed against J.A.D. Coal Company, Inc. On June 12, 2014, the Court entered an order for relief in each of the bankruptcy cases. On June 10, 2014, an involuntary Chapter 11 petition was filed against U.S. Coal Corporation. On June 27, 2014, the Court entered an order for relief in U.S. Coal's bankruptcy case. On Nov. 4, 2014, Harlan County Mining, LLC, Oak Hill Coal, Inc., Sandlick Coal Company, LLC, and U.S. Coal Marketing, LLC, filed petitions in the United States Bankruptcy Court for the Eastern District of Kentucky seeking relief under chapter 11 of the United States Bankruptcy Code. The Debtors' cases have been assigned to Chief Judge Tracey N. Wise. The Debtors are seeking to have their cases jointly administered for procedural purposes, meaning that upon entry of such an order all pleadings will be maintained on the case docket for Licking River Mining, LLC, Case No. 14-10201. U.S. Coal produces and sells thermal coal purchased primarily by utilities and trading companies and specialty coal purchased by various industrial customers and trading companies (known as "stoker" coal). U.S. Coal operates through two divisions: (1) the Licking River Division that was formed through the acquisition of LR Mining, LRR, and S.M. & J., and Oak Hill Coal, Inc. in January 2007 for $33 million, and (2) the J.A.D. Division that was formed through the acquisition of JAD and Fox Knob, and Sandlick Coal Company, LLC and Harlan County Mining, LLC in April 2008 for $41 million. Both the LRR Division and the JAD Division are located in the Central Appalachia region of eastern Kentucky. The LRR Division has approximately 26.3 million tons of surface reserves under lease. The JAD Division has 24.4 million tons of surface reserves, both leased and owned real property. At present, U.S. Coal has three surface mines in operation between the LRR Division and JAD Division. The Official Committee of Unsecured Creditors has tapped Barber Law PLLC and Foley & Lardner as attorneys. The Debtors are represented by Amelia Martin Adams, Esq., and Laura Day DelCotto, Esq. of Delcotto Law Group PLLC; and Dennis J. Drebsky, Esq., and Christopher M. Desiderio, Esq., of Nixon Peabody LLP. UNI-PIXEL INC: Issues 1.8 Million Common Shares to Hudson Bay ------------------------------------------------------------- Hudson Bay Master Fund Ltd. exercised its right to accelerate the payment of $700,000 of principal pursuant to the terms of that certain Senior Secured Convertible Note issued by Uni-Pixel, Inc. to Hudson Bay on April 16, 2015. On Sept. 1, 2015, the Company issued a total of 1,854,243 shares of its common stock, $0.001 par value, to Hudson Bay in payment of the accelerated principal and for the payment of the installment due on Sept. 1, 2015, in the amount of $750,000 in principal and $26,718 in interest. The Company relied on Section 4(a)(2) of the Securities Act of 1933 to issue the unregistered shares of common stock, inasmuch as Hudson Bay is an accredited investor and there was no form of general solicitation or general advertising in the offer and sale of the securities. About Uni-Pixel Inc. The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL) -- http://www.unipixel.com/-- is a production stage company delivering its Clearly Superior(TM) Performance Engineered Films to the Lighting & Display, Solar and Flexible Electronics market segments. Uni-Pixel incurred a net loss of $25.7 million in 2014, a net loss of $15.2 million in 2013 and a net loss of $9.01 million in 2012. As of June 30, 2015, the Company had $33.3 million in total assets, $13.5 million in total liabilities and $19.7 million in total shareholders' equity. UNIVERSAL COOPERATIVES: Authorized to Wind Up UCI Brazil Assets --------------------------------------------------------------- Universal Cooperatives, Inc., et al., sought and obtained authority from the United States Bankruptcy Court for the District of Delaware to take certain actions necessary to effectuate the wind up and recovery of assets owned by UCI do Brasil Industria E Comercio Ltda. The Court authorized the Debtor to take all actions to satisfy obligations with respect to the winding up of UCI Brazil in order to maximize potential recoveries for the Debtors' estates; provided, however, that the total monetary expenditures to be made by the Debtors do not exceed $120,000 and the Debtors' rights to seek increase the Monetary Cap is reserved. The proposed monetary cap has been reviewed by the Official Committee of Unsecured Creditors and the Committee's counsel has advised the Debtors that it consents to entry of the Revised Order. The Debtors are represented by: Robert S. Brady, Esq. Andrew L. Magaziner, Esq. Travis G. Buchanan, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, Delaware 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 Email: rbrady@ycst.com amagaziner@ycst.com tbuchanan@ycst.com -- and -- Mark L. Prager, Esq. Michael J. Small, Esq. Emil P. Khatchatourian, Esq. FOLEY & LARDNER LLP 321 North Clark Street, Suite 2800 Chicago, IL 60654-5313 Tel: (312) 832-4500 Fax: (312) 832-4700 Email: mprager@foley.com msmall@foley.com ekhatchatourian@foley.com About Universal Cooperatives As an inter-regional farm supply cooperative, Universal Cooperatives, Inc. consolidates the purchasing power of its members to procure, and/or manufacture, and distribute high quality products at competitive prices. Universal has 14 voting members and over 50 associate members. Eagan, Minnesota-based Universal Cooperatives and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-11187) on May 11, 2014. The debtor-affiliates are Heritage Trading Company, LLC; Bridon Cordage LLC; Universal Crop Protection Alliance, LLC; Agrilon International, LLC; and zavalon, Inc. UCI do Brasil, a majority-owned subsidiary located in Brazil, is not a debtor in the Chapter 11 cases. The cases are assigned to Judge Mary F. Walrath. Universal Cooperatives disclosed $12.09 million in assets and $29.3 million in liabilities as of the Chapter 11 filing. The Debtors have tapped Travis G. Buchanan, Esq., Robert S. Brady, Esq., Andrew L. Magaziner, Esq., and Travis G. Buchanan, Esq., at Young Conaway Stargatt & Taylor, LLP; and Mark L. Prager, Esq., Michael J. Small, Esq., and Emil P. Khatchatourian, Esq., at Foley & Lardner LLP, as counsel; The Keystone Group, as financial advisor and Prime Clerk as notice and claims agent. Bank of America, N.A., as agent for the DIP Lenders, is represented by Daniel J. McGuire, Edward Kosmowski, Esq., and Gregory M. Gartland, Esq., at Winston & Strawn, LLP. The United States Trustee for Region 3 appointed seven members to the Official Committee of Unsecured Creditors, which is represented by Sharon Levine, Esq., Bruce S. Nathan, Esq., and Timothy R. Wheeler, Esq., at Lowenstein Sandler LLP, in Roseland, New Jersey; and Jamie L. Edmonson, Esq., and Daniel A. O'Brien, Esq., at Venable LLP, in Wilmington, Delaware. VIGGLE INC: Borrows Additional $2-Mil. From Sillerman Investment ---------------------------------------------------------------- As previously disclosed by the Company in a Form 8-K filed on June 12, 2015, Sillerman Investment Company IV, LLC., an affiliate of Robert F.X. Sillerman, the Company's executive chairman and chief executive officer, agreed to provide a Line of Credit to the Company of up to $10,000,000. On Aug. 31, 2015, the Company borrowed an additional $2,000,000 under the Line of Credit. About Viggle New York City-based Viggle Inc. is a loyalty marketing company. The Company has developed a loyalty program for television that gives people real rewards for checking into the television shows they are watching on most mobile operating system. Viggle users can redeem their points in the app's rewards catalog for items such as movie tickets, music, or gift cards. Viggle reported a net loss of $68.4 million on $18 million of revenues for the year ended June 30, 2014, compared with a net loss of $91.4 million on $13.9 million of revenues for the year ended June 30, 2013. The Company's balance sheet at March 31, 2015, showed $70.9 million in total assets, $54.6 million in total liabilities, $11.4 million in series C convertible redeemable preferred stock, and stockholders' equity of $4.88 million. BDO USA, LLP, in New York, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2014. The independent auditors noted that the Company has suffered recurring losses from operations and at June 30, 2014, has a deficiency in working capital that raises substantial doubt about its ability to continue as a going concern. VYCOR MEDICAL: Files Post-Effective Amendment to Form S-1 --------------------------------------------------------- Vycor Medical, Inc., filed a registration statement on May 28, 2014, on Form S-1, which was declared effective June 10, 2014, for the purpose of registering 2,776,052 shares of common stock par value $0.0001, 1,995,601 shares of common stock underlying Series A warrants, and 1,995,601 shares of common stock underlying Series B warrants, offered for sale by selling shareholders under the Securities Act of 1933. Thereafter, the Company filed Post-Effective Amendment No. 1 to the Original Registration Statement on Form S-1 which contained an updated prospectus relating to the offering and sale of shares of common stock underlying Series A and B warrants declared effective by the Securities and Exchange Commission on June 10, 2014. The registration of the 2,776,052 shares of common stock included in the Original Registration Statement was terminated as those shares are now all eligible for an exemption from registration under Rule 144 promulgated under the Securities Act of 1933, as amended. The Post-Effective Amendment No. 1 on Form S-1 was filed to 1) extend our offering date until July 31, 2016, and 2) include the audited financial statements for the year ended Dec. 31, 2014, and unaudited financial statements for the interim period ended March 31, 2015. On Sept. 4, 2015, the Company filed a Post-Effective Amendment No. 2 to update the financial statements to include the Company's financial statements for the period ended June 30, 2015. The Post-Effective Amendment No. 2 also extended its offering date until Oct. 31, 2016. A copy of the amended prospectus is available for free at: http://is.gd/XVQHDD About Vycor Medical Boca Raton, Fla.-based Vycor Medical, Inc. (OTC BB: VYCO) -- http://www.VycorMedical.com/-- is a medical device company committed to making neurological brain, spinal and other surgical procedures safer and more effective. The Company's flagship, Patent Pending ViewSite(TM) Surgical Access Systems represent an exciting new minimally invasive access and retraction system that holds the potential for speedier, safer and more economical brain, spinal and other surgeries and a quicker patient discharge. Vycor's innovative medical instruments are designed to optimize neurosurgical site access, reduce patient risk, accelerate recovery, and add tangible value to the professional medical community. As of June 30, 2015, the Company had $2.75 million in total assets, $791,597 in total liabilities, all current and $1.93 million in total stockholders' equity. Vycor reported a net loss of $4.04 million in 2014, a net loss of $2.44 million in 2013 and a net loss of $2.93 million in 2012. WATSONVILLE RDA SUCCESSOR: Moody's Ups TABs Rating From 'Ba1' ------------------------------------------------------------- Moody's Investors Service has upgraded to Baa1 from Ba1 the Successor Agency to the Watsonville Redevelopment Agency's (RDA) Tax Allocation Bonds. "On June 24, 2015, in connection with the release of our Tax Increment Debt methodology, we placed the ratings for nearly all California tax allocation bonds (TABs) on review for upgrade, including this successor agency's (SA) TABs. This rating action completes our review for this SA," Moody's said. Three years post-dissolution, the administrative risks related to the payment of debt service have significantly lessened, so Moody's is now placing greater weight on the fundamental project area characteristics and some of the positive features of the dissolution legislation, including the closed lien status of the debt and the availability of the 20% of tax increment revenues previously restricted for use on affordable housing to pay debt service. SUMMARY RATING RATIONALE The upgrade to Baa1 takes into account the sizeable incremental assessed value (AV) of the project area, return to AV growth after four years of small declines, low level of incremental AV to total AV, healthy debt service coverage levels, high taxpayer concentration, and the below average socioeconomic profile of area residents. The rating factors in the SA's successful adaptation to post dissolution processes and administrative procedures and our expectation that this will continue. The rating also incorporates our generally positive assessment of the implementation of the legislation that dissolved redevelopment agencies (RDAs) by most successor agencies over the last three years, leading to timely payment of debt service on California TABs. In 2012, state legislation dissolved all California RDAs, replacing them with "successor agencies" to serve as fiduciary agents. Dissolution effectively changed the flow of funds and processes around the payment of debt service on TABs. Tax increment revenue is placed in trust with the county auditor-controller, who makes semi-annual distributions of funds sufficient to pay debt service on TABs and other "enforceable obligations" approved by the state. OBLIGOR PROFILE The Successor Agency to the Watsonville Redevelopment Agency is a separate legal entity from the City of Watsonville. The SA is responsible for winding down the operations of the former RDA, making payments on state-approved "enforceable obligations" and liquidating any unencumbered assets to be distributed to other local taxing entities. LEGAL SECURITY The legal security for bonds is tax increment revenue from the project area net of pass through payments. While not legally pledged, the dissolution laws permit TAB debt service to be paid from tax increment revenues deposited in the SA's Redevelopment Property Tax Trust Fund (RPTTF), less amounts disbursed for pass-through payments and certain administrative charges. This includes the 20% of TI revenue previously considered restricted housing set aside. The SA is responsible for notifying the county auditor-controller of any shortfall in TI revenue expected to be deposited in the RPTTF needed for the payment of TAB debt service that would result from the disbursal of the monies for subordinated pass-through payments, so that the necessary subordination can be effected through changes to the usual flow of funds. WESTMORELAND COAL: Integrated Core, Et Al., Report 4.5% Stake ------------------------------------------------------------- As of Aug. 26, 2015: (i) Integrated Core Strategies (US) LLC beneficially owned 409,457 shares of Westmoreland Coal Company's Common Stock; (ii) Integrated Assets II LLC beneficially owned 92,906 shares of the Issuer's Common Stock; (iii) Integrated Assets, Ltd. beneficially owned 102,057 shares of the Issuer’s Common Stock; and (iv) ICS Opportunities, Ltd. beneficially owned 299,598 shares of the Issuer's Common Stock, which collectively represented 904,018 shares of the Issuer's Common Stock or 5.0% of the Issuer's Common Stock outstanding. However, as of the close of business on Sept. 1, 2015: (i) Integrated Core Strategies beneficially owned 354,457 shares of the Issuer's Common Stock; (ii) Integrated Assets II beneficially owned 92,906 shares of the Issuer's Common Stock; (iii) Integrated Assets beneficially owned 119,057 shares of the Issuer's Common Stock; and (iv) ICS Opportunities beneficially owned 234,313 shares of the Issuer's Common Stock, which collectively represented 800,733 shares of the Issuer's Common Stock or 4.5% of the Issuer's Common Stock outstanding. As of Sept. 1, 2015, Millennium Management LLC and Israel A. Englander may be deemed to have beneficially owned 800,733 shares or 4.5% of the Issuer's Common Stock outstanding. A copy of the regulatory filing is available for free at: http://is.gd/ussNJl About Westmoreland Coal Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest independent coal company in the United States. The Company's coal operations include coal mining in the Powder River Basin in Montana and lignite mining operations in Montana, North Dakota and Texas. Its power operations include ownership of the two-unit ROVA coal-fired power plant in North Carolina. Westmoreland Coal Company reported a net loss applicable to common shareholders of $173 million in 2014, a net loss applicable to common shareholders of $6.05 million in 2013 and a net loss applicable to common shareholders of $8.58 million in 2012. * * * As reported by the TCR on Nov. 20, 2014, Standard & Poor's Rating Services raised its corporate credit rating on Westmoreland Coal Co. one-notch to 'B' from 'B-'. "The stable outlook is supported by Westmoreland's committed sales position over the next year, which should result in stable cash flows," said Standard & Poor's credit analyst Chiza Vitta. Moody's upgraded the corporate family rating (CFR) of Westmoreland Coal Company to 'B3' from 'Caa1', and assigned 'Caa1' rating to the company's proposed new $300 million First Lien Term Loan, the TCR reported on Nov. 20, 2014. The upgrade of the CFR reflects the company's successful integration of the Canadian mines acquired in April 2014, and Moody's expectation that the company's Debt/ EBITDA will track at around 5x in 2015 and 2016 and that the company will be break-even to modestly free cash flow positive over the same time period. [*] Bankruptcy Filings Drop Over 660,000 Nationwide --------------------------------------------------- Scott De Buitleir at EILE Magazine reports that the number of bankruptcy filings in the U.S. has dropped by more than 660,000 in 2015, compared with bankruptcy filings in 2011. According to EILE Magazine, the number of businesses filing for bankruptcy have decreased by more than 50%. Bankruptcy filings by individuals and families declined by 48% in 2015 versus 2011, the report states. EILE Magazine relates that southern states like Georgia, Tennessee and Arkansas have the largest percentage of bankruptcy cases. Kentucky, EILE Magazine adds, is another state where people and businesses have a higher risk of ending up in bankruptcy due to economic factors. [*] Fayette County, Georgia, Makes Cuts in General Fund ------------------------------------------------------- Sarah Plummer at The Fayette Tribune reports that officials in Fayette County, Georgia, have decided to make cuts in the county general fund in anticipation of tax revenue loss after several area coal companies filed Chapter 11 bankruptcy. According to The Fayette Tribune, County Assessor Eddie Young said that he does not know how much of a loss the county might see, but the amount of property taxes owed by bankrupt companies Alpha Mining, Trinity Coal Company and Walter Energy is around $4 million. The Fayette Tribune adds that of that amount, about $1.3 million goes to the county general fund and the rest is paid to the Fayette County Board of Education. Citing Commission President Denise Scalph, The Fayette Tribune relates that the officials cut more than 12%, or $1.2 million, from the operating budget and have implemented a county-wide hiring freeze. Mr. Scalph, The Fayette Tribune relates, said that capital expenses like HVAC and phone systems installation in the judicial annex have been placed on hold. The report says that the commission took a $185,000 reduction and $600,000 was cut from regional jail costs. According to the report, no cuts in salaries or jobs are being considered at this time. The report quoted Mr. Scalph as saying, "This is no fault of anyone but the poor economy and the Chapter 11 filings by these coal companies that we heavily rely on for our revenue stream. We went into this wanting to preserve jobs, and we did that. We are a courthouse family, and we'll do everything we can to make it work." [*] Insurer Has Duty to Defend Atty in Civil Contempt Suit ---------------------------------------------------------- Judge Ricardo S. Martinez of the United States District Court for the Western District of Washington, Seattle, denied defendant Twin City Fire Insurance Company's Motion for Partial Summary Judgment regarding insurance coverage. Madeline Gauthier and the firm Gauthier & Associates Inc. represented Patricia Caiarelli in a Trust and Estate Dispute Resolution Act matter. A defendant, who had filed for Chapter 11 bankruptcy, filed a motion for civil contempt against the petitioners and their client for willful violation of a discharge injunction. The bankruptcy court awarded $165,662 in compensatory damages to the defendant debtor and against the plaintiffs. Ms. Gauthier asked Twin City for defense and indemnity under a malpractice insurance policy numbered LT1616807. The bankruptcy court's decision was eventually overturned by the Illinois district court and the U.S. Court of Appeals for the Seventh Circuit. Thus, the plaintiffs do not currently owe any of the compensatory damages. In the insurance case filed by the plaintiffs against Twin City, the latter moved for an order stating that it has no contractual duty to indemnify or defend the plaintiffs for civil contempt sanctions, and argues for summary judgment dismissal of the plaintiffs' claims for breach of contract. Judge Martinez found that the plaintiffs no longer suffer an actual injury caused solely by Twin City's alleged breach of contract through a failure to indemnify. The judge found this issue moot and denied Twin City's motion as to this issue. As to Twin City's duty to defend the plaintiffs under Policy LT1616807, Judge Martinez also found that there is nothing in the policy's definition of damages or professional legal services that explicitly excludes compensatory damages awarded by a judge against the insured. Further, Twin City admitted that there is no controlling Washington law that closes the door to coverage. As such, Judge Martinez found that Twin City owed the plaintiffs a duty to defend. The case is MADELINE GAUTHIER, a single woman, and GAUTHIER & ASSOCIATES INC., P.S., a Washington professional services corporation, Plaintiffs, v. TWIN CITY FIRE INSURANCE COMPANY, a foreign corporation, and THE HARTFORD FINANCIAL SERVICES GROUP, INC., a foreign corporation, Defendants, CASE NO. C14-693RSM (W.D. Wash.). A full-text copy of Judge Martinez's August 11, 2015 memorandum and order is available at http://is.gd/GHOimnfrom Leagle.com. Madeline Gauthier and Gauthier & Associates Inc PS are represented by: Richard B. Kilpatrick, Esq. KILPATRICK LAW PC 903 N Opdyke Road, Suite C Auburn Hills, MI 48326 Tel: (248) 377-0700 Fax: (248) 377-0800 Email: rkilpatrick@kaalaw.com Twin City Fire Insurance Company and Hartford Fire Insurance Co. are represented by: Daniel Rahn Bentson, Esq. Matthew J Sekits, Esq. BULLIVANT HOUSER BAILEY 1700 Seventh Avenue Suite 1810 Seattle, WA 98101-1397 Tel: (206) 292-8930 Fax: (206) 386-5130 Email: dan.bentson@bullivant.com matthew.sekits@bullivant.com [^] BOND PRICING: For the Week from Aug. 31 to Sept. 4, 2015 ------------------------------------------------------------ Company Ticker Coupon Bid Price Maturity Date ------- ------ ------ --------- ------------- ACE Cash Express Inc AACE 11.000 38.500 2/1/2019 ACE Cash Express Inc AACE 11.000 48.000 2/1/2019 Affinion Investments LLC AFFINI 13.500 43.970 8/15/2018 Alpha Natural Resources Inc ANR 6.000 3.205 6/1/2019 Alpha Natural Resources Inc ANR 9.750 2.311 4/15/2018 Alpha Natural Resources Inc ANR 7.500 8.250 8/1/2020 Alpha Natural Resources Inc ANR 6.250 3.489 6/1/2021 Alpha Natural Resources Inc ANR 3.750 2.625 12/15/2017 Alpha Natural Resources Inc ANR 4.875 2.625 12/15/2020 Alpha Natural Resources Inc ANR 7.500 10.625 8/1/2020 Alpha Natural Resources Inc ANR 7.500 25.500 8/1/2020 American Eagle Energy Corp AMZG 11.000 20.500 9/1/2019 American Eagle Energy Corp AMZG 11.000 20.500 9/1/2019 Arch Coal Inc ACI 7.000 14.095 6/15/2019 Arch Coal Inc ACI 7.250 12.708 6/15/2021 Arch Coal Inc ACI 9.875 17.700 6/15/2019 Arch Coal Inc ACI 7.250 14.450 10/1/2020 Arch Coal Inc ACI 8.000 15.500 1/15/2019 Arch Coal Inc ACI 8.000 9.600 1/15/2019 BPZ Resources Inc BPZR 8.500 11.000 10/1/2017 BPZ Resources Inc BPZR 6.500 12.100 3/1/2015 BPZ Resources Inc BPZR 6.500 10.250 3/1/2049 Caesars Entertainment Operating Co Inc CZR 10.000 29.980 12/15/2018 Caesars Entertainment Operating Co Inc CZR 12.750 32.500 4/15/2018 Caesars Entertainment Operating Co Inc CZR 6.500 40.500 6/1/2016 Caesars Entertainment Operating Co Inc CZR 10.750 27.500 2/1/2016 Caesars Entertainment Operating Co Inc CZR 5.750 40.000 10/1/2017 Caesars Entertainment Operating Co Inc CZR 10.000 32.500 12/15/2018 Caesars Entertainment Operating Co Inc CZR 10.000 30.500 12/15/2018 Caesars Entertainment Operating Co Inc CZR 10.000 30.500 12/15/2018 Caesars Entertainment Operating Co Inc CZR 5.750 12.250 10/1/2017 Caesars Entertainment Operating Co Inc CZR 10.000 28.500 12/15/2018 Caesars Entertainment Operating Co Inc CZR 10.750 27.250 2/1/2016 Cal Dive International Inc CDVI 5.000 0.470 7/15/2017 Champion Enterprises Inc CHB 2.750 0.250 11/1/2037 Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018 Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018 Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018 Claire's Stores Inc CLE 8.875 43.500 3/15/2019 Claire's Stores Inc CLE 7.750 35.500 6/1/2020 Claire's Stores Inc CLE 7.750 34.875 6/1/2020 Cliffs Natural Resources Inc CLF 5.950 52.161 1/15/2018 Colt Defense LLC / Colt Finance Corp CLTDEF 8.750 31.000 11/15/2017 Colt Defense LLC / Colt Finance Corp CLTDEF 8.750 16.875 11/15/2017 Colt Defense LLC / Colt Finance Corp CLTDEF 8.750 16.875 11/15/2017 Community Choice Financial Inc CCFI 10.750 35.015 5/1/2019 Comstock Resources Inc CRK 7.750 32.340 4/1/2019 Comstock Resources Inc CRK 9.500 34.520 6/15/2020 Constellation Enterprises LLC CONENT 10.625 84.500 2/1/2016 Constellation Enterprises LLC CONENT 10.625 84.000 2/1/2016 Crestwood Equity Partners LP / CEQP Finance Corp NRGY 7.000 99.500 10/1/2018 Dendreon Corp DNDN 2.875 71.625 1/15/2016 EPL Oil & Gas Inc EXXI 8.250 38.250 2/15/2018 EXCO Resources Inc XCO 7.500 34.857 9/15/2018 EXCO Resources Inc XCO 8.500 29.948 4/15/2022 Emerald Oil Inc EOX 2.000 33.000 4/1/2019 Endeavour International Corp END 12.000 0.001 6/1/2018 Endeavour International Corp END 12.000 9.250 3/1/2018 Endeavour International Corp END 12.000 9.250 3/1/2018 Endeavour International Corp END 12.000 9.250 3/1/2018 Energy & Exploration Partners Inc ENEXPR 8.000 19.875 7/1/2019 Energy & Exploration Partners Inc ENEXPR 8.000 19.375 7/1/2019 Energy Conversion Devices Inc ENER 3.000 7.875 6/15/2013 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 10.000 1.850 12/1/2020 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 10.000 1.875 12/1/2020 Energy Future Intermediate Holding Co LLC / EFIH Finance Inc TXU 6.875 1.875 8/15/2017 Energy XXI Gulf Coast Inc EXXI 7.500 21.750 12/15/2021 Energy XXI Gulf Coast Inc EXXI 9.250 32.850 12/15/2017 Energy XXI Gulf Coast Inc EXXI 6.875 20.160 3/15/2024 Energy XXI Gulf Coast Inc EXXI 7.750 22.250 6/15/2019 FBOP Corp FBOPCP 10.000 1.843 1/15/2009 FairPoint Communications Inc/Old FRP 13.125 1.879 4/2/2018 Federal Home Loan Mortgage Corp FHLMC 3.000 97.250 12/12/2025 Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011 GT Advanced Technologies Inc GTAT 3.000 28.100 10/1/2017 General Electric Capital Corp GE 4.000 99.252 9/17/2032 Goodrich Petroleum Corp GDP 8.875 25.250 3/15/2019 Goodrich Petroleum Corp GDP 5.000 24.125 10/1/2032 Goodrich Petroleum Corp GDP 8.875 24.875 3/15/2019 Goodrich Petroleum Corp GDP 8.875 24.875 3/15/2019 Gymboree Corp/The GYMB 9.125 31.063 12/1/2018 Halcon Resources Corp HKUS 9.750 37.838 7/15/2020 Halcon Resources Corp HKUS 8.875 33.750 5/15/2021 Hercules Offshore Inc HERO 8.750 56.834 7/15/2021 Hercules Offshore Inc HERO 6.750 27.250 4/1/2022 Hercules Offshore Inc HERO 7.500 31.250 10/1/2021 Hercules Offshore Inc HERO 10.250 32.500 4/1/2019 Hercules Offshore Inc HERO 8.750 23.750 7/15/2021 Hercules Offshore Inc HERO 10.250 23.250 4/1/2019 Hercules Offshore Inc HERO 7.500 24.250 10/1/2021 Hercules Offshore Inc HERO 6.750 23.375 4/1/2022 Huntsman International LLC HUN 8.625 103.371 3/15/2021 Las Vegas Monorail Co LASVMC 5.500 1.026 7/15/2019 Lehman Brothers Holdings Inc LEH 4.000 8.875 4/30/2009 Lehman Brothers Holdings Inc LEH 5.000 8.875 2/7/2009 Lehman Brothers Inc LEH 7.500 1.067 8/1/2026 Linn Energy LLC / Linn Energy Finance Corp LINE 8.625 37.352 4/15/2020 Linn Energy LLC / Linn Energy Finance Corp LINE 6.500 38.850 5/15/2019 Linn Energy LLC / Linn Energy Finance Corp LINE 6.250 35.625 11/1/2019 Linn Energy LLC / Linn Energy Finance Corp LINE 6.250 35.625 11/1/2019 MF Global Holdings Ltd MF 6.250 15.250 8/8/2016 MF Global Holdings Ltd MF 9.000 15.250 6/20/2038 MF Global Holdings Ltd MF 3.375 15.250 8/1/2018 MModal Inc MODL 10.750 10.125 8/15/2020 Magnetation LLC / Mag Finance Corp MAGNTN 11.000 31.000 5/15/2018 Magnetation LLC / Mag Finance Corp MAGNTN 11.000 13.125 5/15/2018 Magnetation LLC / Mag Finance Corp MAGNTN 11.000 13.125 5/15/2018 Midstates Petroleum Co Inc / Midstates Petroleum Co LLC MPO 10.750 32.000 10/1/2020 Midstates Petroleum Co Inc / Midstates Petroleum Co LLC MPO 9.250 29.000 6/1/2021 Midstates Petroleum Co Inc / Midstates Petroleum Co LLC MPO 10.750 29.875 10/1/2020 Midstates Petroleum Co Inc / Midstates Petroleum Co LLC MPO 10.750 29.875 10/1/2020 Molycorp Inc MCP 10.000 15.875 6/1/2020 Molycorp Inc MCP 6.000 0.375 9/1/2017 Molycorp Inc MCP 5.500 0.500 2/1/2018 Navient Corp NAVI 1.910 99.000 9/15/2015 Navient Corp NAVI 1.960 99.375 9/15/2015 Navient Corp NAVI 5.000 99.412 9/15/2015 New Gulf Resources LLC/ NGR Finance Corp NGREFN 12.250 31.500 5/15/2019 New Gulf Resources LLC/ NGR Finance Corp NGREFN 12.250 31.250 5/15/2019 New Gulf Resources LLC/ NGR Finance Corp NGREFN 12.250 55.250 5/15/2019 Nine West Holdings Inc JNY 8.250 43.000 3/15/2019 Nine West Holdings Inc JNY 6.875 22.000 3/15/2019 Nine West Holdings Inc JNY 8.250 42.500 3/15/2019 Noranda Aluminum Acquisition Corp NOR 11.000 34.500 6/1/2019 OMX Timber Finance Investments II LLC OMX 5.540 17.250 1/29/2020 Peabody Energy Corp BTU 6.000 35.000 11/15/2018 Peabody Energy Corp BTU 6.500 28.393 9/15/2020 Peabody Energy Corp BTU 6.000 35.750 11/15/2018 Peabody Energy Corp BTU 6.000 35.750 11/15/2018 Penn Virginia Corp PVA 8.500 29.989 5/1/2020 Penn Virginia Corp PVA 7.250 28.500 4/15/2019 Permian Holdings Inc PRMIAN 10.500 56.500 1/15/2018 Permian Holdings Inc PRMIAN 10.500 56.125 1/15/2018 Powerwave Technologies Inc PWAV 2.750 0.125 7/15/2041 Powerwave Technologies Inc PWAV 1.875 0.125 11/15/2024 Powerwave Technologies Inc PWAV 1.875 0.125 11/15/2024 Quicksilver Resources Inc KWKA 9.125 8.000 8/15/2019 Quicksilver Resources Inc KWKA 11.000 9.500 7/1/2021 Quiksilver Inc / QS Wholesale Inc ZQK 10.000 23.331 8/1/2020 RadioShack Corp RSH 6.750 0.750 5/15/2019 RadioShack Corp RSH 6.750 0.372 5/15/2019 RadioShack Corp RSH 6.750 0.372 5/15/2019 SITEL LLC / Sitel Finance Corp SITEL 11.500 101.000 4/1/2018 Sabine Oil & Gas Corp SOGC 7.250 15.750 6/15/2019 Sabine Oil & Gas Corp SOGC 9.750 12.000 2/15/2017 Sabine Oil & Gas Corp SOGC 7.500 15.500 9/15/2020 Sabine Oil & Gas Corp SOGC 7.500 15.875 9/15/2020 Sabine Oil & Gas Corp SOGC 7.500 15.875 9/15/2020 SandRidge Energy Inc SD 7.500 28.448 3/15/2021 SandRidge Energy Inc SD 8.750 29.203 1/15/2020 SandRidge Energy Inc SD 7.500 29.125 3/15/2021 SandRidge Energy Inc SD 7.500 29.125 3/15/2021 Savient Pharmaceuticals Inc SVNT 4.750 0.225 2/1/2018 Sequa Corp SQA 7.000 53.250 12/15/2017 Sequa Corp SQA 7.000 53.125 12/15/2017 SquareTwo Financial Corp SQRTW 11.625 50.000 4/1/2017 Swift Energy Co SFY 7.875 27.797 3/1/2022 Swift Energy Co SFY 7.125 31.418 6/1/2017 Swift Energy Co SFY 8.875 28.603 1/15/2020 TMST Inc THMR 8.000 11.125 5/15/2013 Terrestar Networks Inc TSTR 6.500 10.000 6/15/2014 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 15.000 15.500 4/1/2021 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.500 13.500 11/1/2016 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 15.000 15.000 4/1/2021 Texas Competitive Electric Holdings Co LLC / TCEH Finance Inc TXU 10.500 14.250 11/1/2016 Venoco Inc VQ 8.875 24.200 2/15/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.750 25.500 1/15/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.750 30.500 1/15/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.750 14.526 1/15/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.375 30.550 8/1/2016 Verso Paper Holdings LLC / Verso Paper Inc VRS 13.000 11.250 8/1/2020 Verso Paper Holdings LLC / Verso Paper Inc VRS 8.750 14.000 2/1/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 13.000 11.250 8/1/2020 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.750 29.875 1/15/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.750 79.000 1/15/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.750 17.125 1/15/2019 Verso Paper Holdings LLC / Verso Paper Inc VRS 11.750 29.875 1/15/2019 Walter Energy Inc WLTG 9.500 40.000 10/15/2019 Walter Energy Inc WLTG 9.875 1.250 12/15/2020 Walter Energy Inc WLTG 9.500 49.500 10/15/2019 Walter Energy Inc WLTG 9.500 40.000 10/15/2019 Walter Energy Inc WLTG 9.500 40.000 10/15/2019 Walter Energy Inc WLTG 9.875 0.770 12/15/2020 Walter Energy Inc WLTG 9.875 2.500 12/15/2020 Warren Resources Inc WRES 9.000 30.250 8/1/2022 Warren Resources Inc WRES 9.000 28.250 8/1/2022 Warren Resources Inc WRES 9.000 28.250 8/1/2022 Washington Mutual Bank / Debt not acquired by JPMorgan WAMU 5.125 0.529 1/15/2015 ********* 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 ***